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HomeMy WebLinkAboutMINUTES - 10172017 - (2)CALENDAR FOR THE BOARD OF SUPERVISORS CONTRA COSTA COUNTY AND FOR SPECIAL DISTRICTS, AGENCIES, AND AUTHORITIES GOVERNED BY THE BOARD BOARD CHAMBERS ROOM 107, ADMINISTRATION BUILDING, 651 PINE STREET MARTINEZ, CALIFORNIA 94553-1229 FEDERAL D. GLOVER, CHAIR, 5TH DISTRICT KAREN MITCHOFF, VICE CHAIR, 4TH DISTRICT JOHN GIOIA, 1ST DISTRICT CANDACE ANDERSEN, 2ND DISTRICT DIANE BURGIS, 3RD DISTRICT DAVID J. TWA, CLERK OF THE BOARD AND COUNTY ADMINISTRATOR, (925) 335-1900 PERSONS WHO WISH TO ADDRESS THE BOARD DURING PUBLIC COMMENT OR WITH RESPECT TO AN ITEM THAT IS ON THE AGENDA, MAY BE LIMITED TO TWO (2) MINUTES. A LUNCH BREAK MAY BE CALLED AT THE DISCRETION OF THE BOARD CHAIR. The Board of Supervisors respects your time, and every attempt is made to accurately estimate when an item may be heard by the Board. All times specified for items on the Board of Supervisors agenda are approximate. Items may be heard later than indicated depending on the business of the day. Your patience is appreciated. ANNOTATED AGENDA & MINUTES October 17, 2017                  9:00 A.M. Convene and announce adjournment to closed session in Room 101. Closed Session A. CONFERENCE WITH LABOR NEGOTIATORS 1. Agency Negotiators: David Twa and Richard Bolanos. Employee Organizations: Contra Costa County Employees’ Assn., Local No. 1; Am. Fed., State, County, & Mun. Empl., Locals 512 and 2700; Calif. Nurses Assn.; Service Empl. Int’l Union, Local 1021; District Attorney’s Investigators Assn.; Deputy Sheriffs Assn.; United Prof. Firefighters, Local 1230; Physicians’ & Dentists’ Org. of Contra Costa; Western Council of Engineers; United Chief Officers Assn.; Service Employees International Union Local 2015; Contra Costa County Defenders Assn.; Probation Peace Officers Assn. of Contra Costa County; Contra Costa County Deputy District Attorneys’ Assn.; and Prof. & Tech. Engineers, Local 21, AFL-CIO; Teamsters Local 856. 2. Agency Negotiators: David Twa. Unrepresented Employees: All unrepresented employees. B. CONFERENCE WITH LEGAL COUNSEL--ANTICIPATED LITIGATION 1. Significant exposure to litigation pursuant to Gov. Code, § 54956.9(d)(2): One potential case 2. Initiation of litigation pursuant to Gov. Code, § 54956.9(d)(4): One potential case C. CONFERENCE WITH REAL PROPERTY NEGOTIATORS Property: 1700 and 1750 Oak Park Boulevard, Pleasant Hill Agency Negotiator: Karen Laws, Principal Real Property Agent Negotiating Parties: Contra Costa County and City of Pleasant Hill Under negotiation: Price and payment terms October 17, 2017 Contra Costa County Board of Supervisors 1 9:30 A.M. Call to order and opening ceremonies. Inspirational Thought- "Autumn is a second spring when every leaf is a flower." ~Albert Camus Present: John Gioia, District I Supervisor; Candace Andersen, District II Supervisor; Diane Burgis, District III Supervisor; Karen Mitchoff, District IV Supervisor; Federal D. Glover, District V Supervisor Staff Present:David Twa, County Administrator Sharon Anderson, County Counsel  There were no announcements from Closed Session.   CONSIDER CONSENT ITEMS (Items listed as C.1 through C.165 on the following agenda) – Items are subject to removal from Consent Calendar by request of any Supervisor or on request for discussion by a member of the public. Items removed from the Consent Calendar will be considered with the Discussion Items.   PRESENTATIONS (5 Minutes Each)   PRESENTATION recognizing October 2017 as Domestic Violence Awareness month in Contra Costa County. (Kathy Gallagher, Employment and Human Services Director and Devorah Levine, Assistant Director Policy and Planning)    AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover PRESENTATION honoring Contra Costa Health Services' Nurse-Family Partnership on their 5th Anniversary and 100th Client Graduate (Supervisor Burgis and William Walker, M.D., Health Services Director)    AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover DISCUSSION ITEMS   D. 1 CONSIDER Consent Items previously removed.    Items C.92, C.93 and C.94 were removed to allow for questions and commentary by Supervisor Mitchoff. Interim Public Works Director Brian Balbas explained that the dollar amounts for these contracts for HVAC services were not an obligation to spend those amounts, but dollars set aside for on-call services. The Board requests that staff include a bit more detail in the background of Board Orders, to be clearer and more transparent. C.92, C.93 and C.94 were subsequently adopted.   D. 2 PUBLIC COMMENT (2 Minutes/Speaker)    Nancy Bennett, resident of Walnut Creek, a certified foster parent, spoke on violations of protocol including those of continuum of care and unsatisfactory professionalism by County employees. The County Administrator's office will look into the matter.   D.3 CONSIDER waiving the 180 day 'sit-out period' for Janet Hustedt, Accounting Technician in the Department of Conservation and Development, and approving the hiring of Ms. Hustedt as a temporary employee from October 18, 2017 through September 30, 2018. (100% Weatherization Program funds) (Kara Douglas, Conservation and Development Department)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor October 17, 2017 Contra Costa County Board of Supervisors 2  AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover D.4 CONSIDER accepting the annual report from the Health Services Department on the implementation of Laura's Law - Assisted Outpatient Treatment (AOT) program as recommended by the Family and Human Services Committee. (Warren Hayes, MHSA Program Manager)       Speakers: Douglas Dunn, Lauren Rettagliata, Linda Dunn, Sharon Madison. Written commentary attached .    AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover D.5 HEARING to consider adoption of Ordinance No. 2017-25 regulating accessory dwelling unit sizes countywide and in Kensington, and amending Kensington accessory dwelling unit permit procedures, as recommended by the Conservation and Development Director. (Aruna Bhat and Telma Moreira, Department of Conservation and Development)       CLOSED the public hearing; FOUND that the adoption of Ordinance No. 2017-25 is exempt from environmental review under the California Environmental Quality ACT ; ADOPTED Ordinance No. 2017-25 to authorize accessory dwelling units up to 1,200 square feet on lots of 12,000 square feet or larger countywide, except in Kensington, and to amend the review procedures for permits to establish accessory dwelling units in Kensington; and DIRECTED staff of the Department of Conservation and Development Director, or his designee, to file a Notice of Exemption with the County Clerk-Recorder.    AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover D.6 CONSIDER adopting the proposed 2018 meeting schedule for the Contra Costa County Board of Supervisors, including the cancelation of those meetings at which it is anticipated that there will not be a quorum of Board members present, as well as fixing the dates for the specified events planned for the year. (David Twa, County Administrator)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover D. 7 CONSIDER reports of Board members.    Residents of Contra Costa County can sign up for emergency alerts on their cellphone at the Community Warning System website at https://cwsalerts.com/.   Closed Session   ADJOURN   CONSENT ITEMS   Road and Transportation   C. 1 APPROVE and AUTHORIZE the Interim Public Works Director, or designee, to execute a contract    October 17, 2017 Contra Costa County Board of Supervisors 3 C. 1 APPROVE and AUTHORIZE the Interim Public Works Director, or designee, to execute a contract with Drake, Haglan and Associates, Inc., in an amount not to exceed $953,682 for professional engineering services for the Marsh Drive Bridge Replacement Project, for the period October 10, 2017 through June 30, 2024, Concord area. (89% Federal Highway Bridge Program Funds and 11% Local Road Funds)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 2 ADOPT Resolution No. 2017/360 accepting as complete the contracted work performed by Serafix Engineering Contractors, Inc., for the Alhambra Valley Road Safety Improvements - Rancho La Boca Road to Ferndale Road Project, as recommended by the Interim Public Works Director, Martinez area. (27% Highway Safety Improvement Program (HSIP) Funds, 62% Martinez Area of Benefit Funds, 5% Proposition 1B Funds, and 6% Gas Tax Funds)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 3 ADOPT Resolution No. 2017/361 accepting as complete, the contracted work performed by Kerex Engineering, Inc., for the Main Street, Byron Sidewalk Improvement Project, as recommended by the Interim Public Works Director, Byron. (100% Local Road Funds)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 4 CONTINUE the emergency action originally taken by the Board of Supervisors on February 14, 2017, pursuant to Public Contract Code Sections 22035 and 22050, to repair the Alhambra Valley Road Washout Project, as recommended by the Interim Public Works Director, Pinole area. (100% Local Road Funds)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 5 CONTINUE the emergency action originally taken by the Board of Supervisors on March 7, 2017, pursuant to Public Contract Code Sections 22035 and 22050, to repair the Morgan Territory Road Slide Repair Project, as recommended by the Interim Public Works Director, Clayton area. (100% Local Road Funds)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover Engineering Services   C. 6 ADOPT Resolution No. 2017/341 accepting completion of improvements for minor subdivision MS13-00007, for a project developed by Ronald L. Carter, as recommended by the Interim Public Works Director, Walnut Creek area. (No fiscal impact)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 7 ADOPT Resolution No. 2017/342 approving the fourth extension of the Subdivision Agreement (Right-of-Way Landscaping) for subdivision SD05-09037, for a project being developed by Shapell Homes, a Division of Shapell Industries, Inc., a Delaware Corporation, as recommended by the Interim Public Works Director, Danville area. (No fiscal impact)        October 17, 2017 Contra Costa County Board of Supervisors 4  AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 8 ADOPT Resolution No. 2017/344 approving the third extension of the Subdivision Agreement (Right-of-Way Landscaping) for subdivision SD06-09134, for a project being developed by Shapell Homes, a Division of Shapell Industries, Inc., a Delaware Corporation, as recommended by the Interim Public Works Director, San Ramon (Dougherty Valley) area. (No fiscal impact)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 9 ADOPT Resolution No. 2017/348 accepting completion of public improvements for subdivision SD16-09301, for a project developed by Shapell Industries, Inc., a Delaware Corporation, as recommended by the Interim Public Works Director, San Ramon (Dougherty Valley) area. (No fiscal impact)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 10 ADOPT Resolution No. 2017/352 accepting completion of landscape improvements for a Subdivision Agreement (Right-of-Way Landscaping) for subdivision SD02-08634, for a project being developed by Taylor Morrison of California, LLC, a California Limited Liability Company, as recommended by the Interim Public Works Director, Martinez area. (No fiscal impact)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 11 ADOPT Resolution No. 2017/354 approving the fourth extension of the Subdivision Agreement for subdivision SD04-08918, for a project being developed by Thomas/DeNova, LLC, as recommended by the Interim Public Works Director, Bay Point area. (No fiscal impact)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 12 ADOPT Resolution No. 2017/355 approving the Road Improvement Agreement, for road acceptance RA17-01252, for a project being developed by San Ramon Valley Fire Protection District and constructed by Pacific-Mountain Contractors of California, Inc., as recommended by the Interim Public Works Director, Alamo area. (No fiscal impact)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 13 ADOPT Resolution No. 2017/357 approving the Road Improvement Agreement, for road acceptance RA07-01234, for a project being developed by Shapell Industries, Inc., a Delaware Corporation, as recommended by the Interim Public Works Director, San Ramon (Dougherty Valley) area. (No fiscal impact)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 14 APPROVE and AUTHORIZE the Interim Public Works Director, or designee, to execute a Consulting Services Agreement with Lawrence V. Gossett (dba Gossett Civil Engineering) in an amount not to exceed $250,000, to provide on-call land development engineering services for the period December 1, 2017 to November 30, 2020, Countywide. (100% Developer Fees)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor October 17, 2017 Contra Costa County Board of Supervisors 5  AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 15 APPROVE and AUTHORIZE the Interim Public Works Director, or designee, to execute a contract with MNS Engineers, Inc., in an amount not to exceed $250,000, to provide on-call land development engineering services for the period December 1, 2017 to November 30, 2020, Countywide. (100% Developer Fees)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 16 APPROVE and AUTHORIZE the Interim Public Works Director, or designee, to execute a Consulting Services Agreement with Willdan Engineering in an amount not to exceed $250,000, to provide on-call land development engineering services for the period December 1, 2017 to November 30, 2020, Countywide. (100% Developer Fees)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 17 ADOPT Resolution No. 2017/367 to correct the bond number on Resolution No. 2015/348 for subdivision SD15-09314, for a project being developed by Shapell Homes, a Division of Shapell Industries, Inc., a Delaware Corporation, as recommended by the Interim Public Works Director, Danville area. (No fiscal impact)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover Special Districts & County Airports   C. 18 APPROVE and AUTHORIZE the Director of Airports, or designee, to terminate the T-Hangar and Shade Hangar Rental Agreement for Hangar E-11 at Buchanan Field Airport; and AUTHORIZE the County Counsel to pursue legal action to regain possession of the real property if tenants fail to vacate the hangar within the time allowed. (100% Airport Enterprise Fund)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 19 APPROVE and AUTHORIZE the Director of Airports, or designee, to execute a month-to-month hangar rental agreement with Jack Bernardini for a Large T-hangar at Buchanan Field Airport effective October 2, 2017 in the monthly amount of $748.23. (100% Airport Enterprise Fund)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 20 As the Governing Body of the Contra Costa County Flood Control & Water Conservation District, APPROVE and AUTHORIZE the Interim Chief Engineer, or designee, to execute two encroachment permits and agreements with the City of Concord, for the installation and operation of two stream gauges during the period September 12, 2017 through September 11, 2032, as recommended by the Interim Chief Engineer, Concord area. (100% District and State Flood Emergency Response Grant Funds)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 21 As the governing body of the Contra Costa County Flood Control and Water Conservation District:   October 17, 2017 Contra Costa County Board of Supervisors 6 C. 21 As the governing body of the Contra Costa County Flood Control and Water Conservation District: APPROVE and AUTHORIZE the conveyance of Contra Costa County Flood Control and Water Conservation District property identified as a portion of Assessor’s Parcel No. 138-142-005, located along Castle Rock Road near Pine Creek Road in Walnut Creek, to Contra Costa County, as recommended by the Interim Chief Engineer, Walnut Creek area. (No fiscal impact)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 22 APPROVE and AUTHORIZE the Interim Public Works Director, or designee, to submit an application requesting Federal Emergency Management Agency Hazard Mitigation Grant Program funds to rehabilitate the North Richmond Stormwater Pump Station and to sign Funding Match Commitment and Maintenance letters as required, North Richmond. (75% Federal Fund, 17% Genral Fund, 8% City of Richmond)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 23 APPROVE and AUTHORIZE the Director of Airports, or designee, to execute a month-to-month hangar rental agreement with George Grech for a shade hangar at Buchanan Field Airport effective October 26, 2017 in the monthly amount of $177.07. (100% Airport Enterprise Fund)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 24 As the Governing Body of the Contra Costa County Flood Control and Water Conservation District (District), APPROVE the conveyance of an Easement and AUTHORIZE the Chair of the Board of Supervisors, or designee, to execute a Grant of Easement to the City of San Pablo on behalf of the District in connection to the Randy Lane Drainage Improvements Project, and take related actions under the California Environmental Quality Act. San Pablo area. (No fiscal impact)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 25 APPROVE and AUTHORIZE the Interim Chief Engineer, or designee, to execute the Purchase and Sale Agreement and ACCEPT the Grant Deed from Signature Properties, Inc., a California corporation, for the real property that comprises the Garin Ranch Basin located at Chestnut and Sellers Avenue, as recommended by the Interim Chief Engineer, Brentwood area. (100% Drainage Area 52C Funds)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover Claims, Collections & Litigation   C. 26 DENY claims filed by Allstate, a subrogee of Ricardo Ulloa, Afsaneh Eghtesad, Anthony Rogelstad, and Aaron Smith. DENY late claims filed by Johnisha Dunbar and Rachel Foster.        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 27 APPROVE and AUTHORIZE the County Counsel or designee to execute, on behalf of the County    October 17, 2017 Contra Costa County Board of Supervisors 7 C. 27 APPROVE and AUTHORIZE the County Counsel or designee to execute, on behalf of the County and the Contra Costa County Water Agency, a joint litigation and fee allocation agreement, a contract for legal services with The Freeman Firm, and a contract for legal services with Soluri Meserve, all effective July 1, 2017, in connection with County of San Joaquin, et al. v. Department of Water Resources, et al. (Sacramento Co. Super. Ct. Case No. 34-2017-80002677). (50% General Fund, 50% Water Agency Funds)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 28 DENY claims filed by Cherie Corbin, Richard Corbin, Debra Donlon, Tom O'Brien and John Spees.      AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover Honors & Proclamations   C. 29 ADOPT Resolution No. 2017/356 recognizing the Central Contra Costa Sanitary District on its 20th Anniversary of the Household Hazardous Waste Collection Facility, as recommended by Supervisor Glover.        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 30 ADOPT Resolution No. 2017/364 recognizing October 2017 as Domestic Violence Awareness Month in Contra Costa County, as recommended by the Employment and Human Services Director.        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 31 ADOPT Resolution No. 2017/362 proclaiming October 22 - 28, 2017 as "Lead Poisoning Prevention Week" in Contra Costa County, as recommended by the Health Services Director.        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 32 ADOPT Resolution No. 2017/366 recognizing October 2017 as Sudden Cardiac Arrest Awareness Month in Contra Costa County, as recommended by the Health Services Director.       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 33 ADOPT Resolution No. 2017/368 proclaiming October 21-28, 2017, as “California Flood Preparedness Week” in Contra Costa County, as recommended by the Interim Public Works Director, Countywide. (No fiscal impact)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 34 ADOPT Resolution No. 2017/370 honoring Contra Costa Health Services' Nurse-Family Partnership on its 5th Anniversary and 100th Client Graduate, as recommended by the Health Services Director.       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover Ordinances October 17, 2017 Contra Costa County Board of Supervisors 8 Ordinances   C. 35 INTRODUCE Ordinance Code 2017-24 amending the County Ordinance Code Section 33-5.313 to exclude from the Merit System the classification of County Compliance and HIPAA Privacy Officer-Exempt, WAIVE READING and Fix October 24, 2017, for adoption.       A meet and confer meeting will be held with union representative. This matter is RELISTED to a future date uncertain.   Appointments & Resignations   C. 36 APPOINT Michael Collins to the Member-at-Large #6 seat on the Advisory Council on Aging, as recommended by the Family and Human Services Committee.        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 37 APPOINT Deborah Cowans to the At Large Alternate seat on the Contra Costa Commission for Women, as recommended by the Family and Human Services Committee.        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 38 REAPPOINT Carol Carrillo, Marianne Gagen, and Joseph DeLuca to seats on the Family and Children's Trust Committee, as recommended by the Family and Human Services Committee.        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 39 APPOINT Thomas Hansen to the Workforce & Labor #1 seat on the Workforce Development Board, as recommended by the Family and Human Services Committee.       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 40 APPOINT Tracy (Cascio) Pullar to the Veteran Administration Representative seat on the Council on Homelessness, as recommended by the Family and Human Services Committee.       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 41 REAPPOINT Fred Adams, Summer Selleck, Sheri Richards, Rita Xavier, Mary Bruns, Robert Leasure, and Susan Frederick to At Large seats on the Advisory Council on Aging, as recommended by the Family and Human Services Committee.       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 42 APPOINT Eric Meinbress to the At Large #2 seat on the Aviation Advisory Committee, as recommended by the Airports Committee.       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover October 17, 2017 Contra Costa County Board of Supervisors 9 C. 43 APPOINT Xina Ash to the 1st Alternate seat of the El Sobrante Municipal Advisory Council, as recommended by Superior Gioia.        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 44 ACCEPT resignation of Trina Hudson, DECLARE a vacancy in the Appointee 1 seat on Bay Point Municipal Advisory Council, and DIRECT the Clerk of the Board to post the vacancy, as recommended by Supervisor Glover.        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 45 APPROVE the medical staff appointments and reappointments, additional privileges, psychology privilege changes, staff advancements, and voluntary resignations as recommend by the Medical Staff Executive Committee and the Health Services Director.        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 46 ACCEPT resignation of Connie Steers, DECLARE a vacancy in the District IV Member At Large seat on the Mental Health Commission, and DIRECT the Clerk of the Board to post the vacancy, as recommended by Supervisor Mitchoff.        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 47 REAPPOINT Nina Clark to the City of Orinda seat, James Donnelly to the City of Danville/Alamo seat, Keith Katzman to the City of Moraga seat, Arthur Kee to the City of Brentwood seat, Ruth McCahan to the City of Lafayette seat, Ron Tervelt to the City of Clayton seat, and Loran VanAkern to the City of Pleasant Hill seat on the Advisory Council on Aging, as recommended by the Employment and Human Services Director.       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 48 ACCEPT the resignation of Vicki Zumwalt, DECLARE a vacancy in the Appointee 4 seat on the Bay Point Municipal Advisory Council, and DIRECT the Clerk of the Board to post the vacancy, as recommended by Supervisor Glover.       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 49 APPOINT G. Vittoria Abbate to the Adult Education and Literacy #1 seat on the Workforce Development Board, as recommended by the Family and Human Services Committee.        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 50 APPOINT Rocio E. Hernandez to the District 1 seat on the First 5 Contra Costa Children and Families Commission, as recommended by Supervisor Gioia.        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover October 17, 2017 Contra Costa County Board of Supervisors 10 Appropriation Adjustments   C. 51 Sheriff (0255): APPROVE Appropriations and Revenue Adjustment No. 5006 authorizing new revenue in the amount of $23,200 from a donation by Andeavor Foundation, Inc. and appropriating it in the Sheriff's Office (0255) for the purchase of StarChase GPS Trackers. (100% Restricted Donation revenue)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 52 Employment and Human Services (0588): APPROVE Appropriation and Revenue Adjustment No. 5008 authorizing new revenue from the Early Head Start Child Care Partnership Grant in the amount of $4,210,022 in the Employment and Human Services Department Community Services Bureau and appropriating it for program delivery services. (100% Federal)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover Intergovernmental Relations   C. 53 AUTHORIZE the Chair of the Board of Supervisors to send a letter to the California Department of Transportation expressing support for the Contra Costa Transportation Authority's grant application, "Accessible Transportation Strategic Plan", as recommended by the Conservation and Development Director. (No fiscal impact)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 54 APPROVE and AUTHORIZE the County Administrator, or designee, to execute an amended Memorandum of Understanding, effective October 1, 2017, with the Contra Costa County Superior Court to make technical adjustments to the County's Enhanced Court Collections Program. (No additional fiscal impact)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover Personnel Actions   C. 55 ADOPT Position Adjustment Resolution No. 22095 to add one Graphic Designer (represented) position in the Health Services Department. (33% General Fund, 67% Third Party Revenues)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 56 ADOPT Position Adjustment Resolution No. 22148 to reallocate the salary of Surgical Technologist (represented) classification in the Health Services Department. (100% Hospital Enterprise Fund I)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 57 ADOPT Position Adjustment Resolution No. 22165 to add one Administrative Analyst-Project    October 17, 2017 Contra Costa County Board of Supervisors 11 C. 57 ADOPT Position Adjustment Resolution No. 22165 to add one Administrative Analyst-Project (represented) position in the Public Defender's Office. (50% AB109 Public Safety Realignment funds, 50% Restricted Donation revenue)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 58 ADOPT Position Adjustment Resolution No. 22168 to retitle the Health Plan Director of Contracting (represented) classification to Health Services Director of Contracting (represented) classification and add one position in the Health Services Department. (100% Hospital Enterprise Fund I)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 59 ADOPT Position Adjustment Resolution No. 22169 to establish the classification of County Compliance and HIPAA Privacy Officer-Exempt (unrepresented) and add one position in the Health Services Department. (100% Hospital Enterprise Fund I)       A meet and confer meeting will be held with the union. This matter is RELISTED to a future date uncertain.   C. 60 ADOPT Position Adjustment Resolution No. 22171 to add seven Diagnostic Imaging Technologist II positions and three Ultrasound Technologist II positions; and cancel two vacant Diagnostic Imaging Technologist I positions, five vacant Senior Radiologic Technologist positions, one vacant Ultrasound Technologist I position, and two vacant Ultrasound Technologist II positions (all represented) in the Health Services Department. (100% Hospital Enterprise Fund I)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 61 ADOPT Position Adjustment Resolution No. 22170 to reallocate the salary on the salary schedule for the Law Clerk III (unrepresented) classification as recommended by the County Administrator. (100% General Fund)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover Leases   C. 62 APPROVE and AUTHORIZE the Interim Public Works Director, or designee, to execute a lease with the City of Brentwood to lease a portion of the City-owned building located at 9100 Brentwood Blvd., which is used as the headquarters of the City’s Police Department, for use by the County’s Sheriff-Coroner Department, for an initial term of ten years at $2,000 per month during the initial term. (100% Sheriff-Coroner)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 63 APPROVE and AUTHORIZE additional funding in the amount of $200,000, under the 4-year lease term signed on July 11, 2017, for office space located at 190 E. 4th Street, Pittsburg, for use by the District V Supervisor, as recommended by the Interim Public Works Director. (100% General Fund)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover October 17, 2017 Contra Costa County Board of Supervisors 12 Grants & Contracts   APPROVE and AUTHORIZE execution of agreements between the County and the following agencies for receipt of fund and/or services:   C. 64 APPROVE and AUTHORIZE the Interim Public Works Director, or designee, to execute, on behalf of the County, the Indemnification Agreement by and between Central Contra Costa Solid Waste Authority and Contra Costa County, Countywide. (100% Cental Contra Costa Solid Waste Authority Funds)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 65 APPROVE and AUTHORIZE the Agricultural Commissioner, or designee, to execute an agreement containing modified indemnification language, and accept reimbursement in an amount not to exceed $18,000 from East Bay Regional Park District to provide noxious weed control services in Wildcat Canyon Regional Park for the period January 1, 2017 through December 31, 2018. (No County match)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 66 APPROVE and AUTHORIZE the Agricultural Commissioner, or designee, to execute an agreement containing modified indemnification language and accept reimbursement in the amount not to exceed $5,000 from East Bay Regional Park District (District) to provide noxious weed control services on the FRB Property within the District for the period January 1, 2017 through December 31, 2018. (No County match)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 67 APPROVE and AUTHORIZE the Agricultural Commissioner, or designee, to execute an agreement containing modified indemnification language and accept reimbursement in an amount not to exceed $8,000 from East Bay Regional Park District (District) to provide noxious weed control services in Black Diamond Mines Regional Preserve within the District for the period January 1, 2017 through December 31, 2018. (No County match)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 68 APPROVE and AUTHORIZE the Sheriff-Coroner, or designee, to execute a contract amendment with the Alameda-Contra Costa Transit District (AC Transit), including modified indemnification language, to pay the County an additional $1,484,430, from $11,118,070 to $12,602,500, to provide law enforcement services with no change in term. (100% Alameda - Contra Costa Transit District)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 69 APPROVE and AUTHORIZE the Employment and Human Services Director, or designee, to accept supplemental grant funding from the U.S. Department of Justice, Office of Violence Against Women in an amount not to exceed $1,200,000, increasing the total grant funding to $1,984,787 for the Domestic Violence Homicide Prevention Demonstration Initiative, Lethality Assessment Program for the period October 1, 2017 through September 30, 2018. (No County match)        October 17, 2017 Contra Costa County Board of Supervisors 13  AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 70 APPROVE and AUTHORIZE the Agricultural Commissioner, or designee, to execute an agreement containing modified indemnification language and accept reimbursement in an amount not to exceed $15,000 from East Bay Regional Park District (District) to provide noxious weed control services in District parks and associated land bank areas within Contra Costa County (with the exception of Black Diamond Mines, Wildcat Canyon and FRB Property) for the period January 1, 2017 through December 31, 2018. (No County match)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 71 APPROVE and AUTHORIZE the Employment and Human Services Department Director, or designee, to execute a contract amendment with the California Department of Education to accept additional payments in an amount not to exceed $175,532 for Alternative Payment Childcare programs operated by the County, with no change to term of July 1, 2017 through June 30, 2018. (No County match)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 72 AUTHORIZE the Auditor-Controller to issue a warrant in the amount of $20,000 to Earth Island Institute from the Park Dedication Trust Account to help fund the development and rehabilitation of a Garden Education Center at Mira Vista Elementary School, as recommended by the Conservation and Development Director. (100% Park Dedication Trust Fund)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 73 APPROVE and AUTHORIZE the Employment and Human Services Director, or designee, to apply for and accept grant funding from U.S. Bank in an amount not to exceed $5,000 for Small Business Development Center programming and advisory services to low-to-moderate income individuals and small businesses to promote economic impact and capital development throughout the County for the period November 1, 2017 through October 31, 2018. (No County match)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 74 APPROVE and AUTHORIZE the District Attorney, or designee, to submit an application and execute a grant award agreement, and any amendments or extensions thereof, pursuant to State guidelines, with the California Governor's Office of Emergency Services, Criminal Justice/Emergency Management & Victim Services Branch, for funding of the Human Trafficking Advocacy Program in the amount of $50,000 for the period October 1, 2017 through September 30, 2018. (80% State, 20% County In-Kind match)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 75 APPROVE and AUTHORIZE the Employment and Human Services Director, or designee, to execute a contract to accept funding in an amount not to exceed $858,958 from the California Department of Community Services and Development, to provide Community Services Block Grant program services for the period January 1 through December 31, 2018. (No County match)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover October 17, 2017 Contra Costa County Board of Supervisors 14 C. 76 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract with Mt. Diablo Unified School District, to pay the County in an amount not to exceed $5,000 for the Outreach Tuberculosis Testing Program for Mt. Diablo Unified School District employees, for the period September 26, 2017 through June 30, 2018. (No County match)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 77 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract containing modified indemnification language with the City of Concord for its Community Development Block Grant funding, to pay the County an amount not to exceed $10,000, for homeless outreach services for the Coordinated Outreach, Referral and Engagement Program, for the period August 1, 2017 through June 30, 2018. (20% County match)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 78 APPROVE and AUTHORIZE the Health Services Director, or designee, to accept additional donations in an amount not to exceed $14,000 for the Health Services Department to host the County’s second annual Survivors’ Reunion Luncheon. (No County match)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 79 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract containing modified indemnification language with the City of Concord for its Community Development Block Grant funding, to pay the County $10,000 for the operation and services of the Adult Interim Housing Program for the period August 1, 2017 through June 30, 2018. (20% County match)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 80 APPROVE and AUTHORIZE the Health Services Director, or designee, to submit an application, along with necessary assurances and certifications to the U.S. Department of Housing and Urban Development for 2017 Continuum of Care funding, in an amount not to exceed $13,901,195, to provide supportive housing and services to homeless individuals and their families in Contra Costa County for the period July 1, 2018 through June 30, 2019. (No County match)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 81 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract with the California Office of Traffic Safety in an amount not to exceed $88,500 for child passenger safety information and education to clients of the Public Health Nursing Home Visiting Program, for the period October 1, 2017 through September 30, 2018. (No County match)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 82 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract amendment with the County of Alameda Health Care Services Agency to increase the total amount payable to the County by $40,533 to a new payment limit of $1,690,718, for coordination of essential services to Contra Costa County residents with HIV disease and their families, with no change in the term of March 1, 2017 through February 28, 2018. (No County match)        October 17, 2017 Contra Costa County Board of Supervisors 15  AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 83 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract with the City of Pittsburg, to pay the County an amount not to exceed $14,562, for provision of homeless outreach services for the Coordinated Outreach, Referral and Engagement Program, for the period July 1, 2017 through June 30, 2018. (No County match)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 84 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract with Martinez Unified School District, to pay County an amount not to exceed $89,480, to provide mental health intervention services for certain special education students, for the period January 1, 2018 through June 30, 2018. (No County match)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 85 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract containing modified indemnification language with Public Health Foundation Enterprises, Inc., to pay the County an amount not to exceed $51,630 for the County’s participation in the California Emerging Infections Program to study foodborne bacteria, for the period September 1, 2017 through August 31, 2018. (No County match)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 86 APPROVE and AUTHORIZE the Public Defender, or designee, to accept funding from philanthropic organizations, in an aggregate amount of $585,000, to support Contra Costa's "Stand Together CoCo" program to support legal services for immigrants residing in Contra Costa County for FYs 2017/18 and 2018/19, and DIRECT the Public Defender, to return to the Board to accept additional funding as required by Government Code Section 25355. (100% Restricted Donation revenue)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover APPROVE and AUTHORIZE execution of agreement between the County and the following parties as noted for the purchase of equipment and/or services:   C. 87 APPROVE and AUTHORIZE the Employment and Human Services Director, or designee, to execute a contract with Seneca Family of Agencies, a non-profit corporation, in an amount not to exceed $311,250, to provide comprehensive visitation services for families referred by Children and Family Services who are entitled to reunification services for the period October 1, 2017 to June 30, 2018. (30% County, 70% State)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 88 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract with DocuStream, Inc., in an amount not to exceed $1,000,000, to provide claims processing services for Contra Costa Health Plan (CCHP) and Behavioral Health Services divisions, for the period November 1, 2017 through October 31, 2018. (80% CCHP Enterprise Fund II, 20% Mental Health Services Act)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor October 17, 2017 Contra Costa County Board of Supervisors 16  AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 89 APPROVE and AUTHORIZE the Purchasing Agent or designee to execute, on behalf of the Interim Public Works Director, a blanket purchase order with Spicers Paper, Inc., in the amount of $399,990 for paper products and printing related items, for the period September 1, 2017 to August 31, 2019, Countywide. (100% General Fund)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 90 APPROVE and AUTHORIZE the Sheriff-Coroner, or designee, to execute a contract with Grady Williams Associates (GWA), in an amount not to exceed $398,178 for document development and the facilitation services related to the California Board State of Community Corrections funded West County Reentry, Treatment and Housing Replacement Project for the period September 1, 2017 through August 18, 2019, subject to final review and approval by County Counsel and the County Administrator. (74% State, 26% General Fund)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 91 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract amendment with Nordic Consulting Partners, Inc., effective April 1, 2017, to increase the payment limit by $5,196,453 to a new payment limit of $8,396,453 to provide additional hours of consulting and technical assistance for the Community Connect Project and Epic System upgrade, for the period January 1, 2016 through June 30, 2018. (100% Hospital Enterprise Fund I)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 92 APPROVE and AUTHORIZE the Interim Public Works Director, or designee, to execute a contract with Bel Air Mechanical, Inc., in an amount not to exceed $500,000 to provide heating, ventilation and air conditioning repair services, for the period December 1, 2017 through November 30, 2020, Countywide. (100% General Fund)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 93 APPROVE and AUTHORIZE the Interim Public Works Director, or designee, to execute a contract with Marken Mechanical, Inc., in an amount not to exceed $2,500,000 to provide heating, ventilation and air conditioning repair services, for the period December 1, 2017 through November 30, 2020, Countywide. (100% General Fund)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 94 APPROVE and AUTHORIZE the Interim Public Works Director, or designee, to execute a contract with Matrix HG, Inc., in an amount not to exceed $5,000,000 to provide heating, ventilation and air conditioning repair services, for the period December 1, 2017 through November 30, 2020, Countywide. (100% General Fund)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 95 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract    October 17, 2017 Contra Costa County Board of Supervisors 17 C. 95 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract containing modified indemnification language with Jackson & Coker Locumtenens, LLC, in an amount not to exceed $1,869,063, to provide psychiatrists for temporary work and recruitment services at the County’s Mental Health Outpatient Clinics for the period January 1 through December 31, 2018. (100% Mental Health Realignment)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 96 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract with Contra Costa Pathology Associates in an amount not to exceed $1,650,000 to provide outpatient laboratory testing for Contra Costa Health Plan members, for the period September 1, 2017 through August 31, 2019. (100% Contra Costa Health Plan Enterprise Fund II)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 97 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract with Debra L. Stewart, Inc., in an amount not to exceed $150,000 to provide obstetrics and gynecology services for Contra Costa Health Plan members, for the period September 1, 2017 through August 31, 2019. (100% Contra Costa Health Plan Enterprise Fund II)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 98 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract with Michael Levin, M.D., in an amount not to exceed $252,600 to provide outpatient psychiatric services, including expert testimony in Lanterman Petris Short conservatorship trials, for the period January 1 through December 31, 2018. (100% Mental Health Realignment)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C. 99 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract with Fred Nachtwey, M.D., in an amount not to exceed $207,000 to provide pulmonary services at Contra Costa Regional Medical Center and Health Centers, for the period November 1, 2017 through October 31, 2018. (100% Hospital Enterprise Fund I)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.100 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract with Peter A. Castillo, M.D., Inc., in an amount not to exceed $382,000, to provide urogynecology services at the Contra Costa Regional Medical Center and Health Centers, for the period December 1, 2017 through November 30, 2018. (100% Hospital Enterprise Fund I)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.101 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract with Amavi Home Health and Hospice Care Services, Inc., in an amount not to exceed $120,000 to provide home healthcare and hospice services for Contra Costa Health Plan members, for the period October 1, 2017 through September 30, 2019. (100% Contra Costa Health Plan Enterprise Fund II)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor October 17, 2017 Contra Costa County Board of Supervisors 18  AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.102 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract amendment with Lee A. Shratter, M.D., to increase the payment limit by $330,000 to a new payment limit of $1,230,000 to provide additional radiology services at the Contra Costa Regional Medical Center and Health Centers, with no change in the term of January 1, 2017 through December 31, 2019. (100% Hospital Enterprise Fund I)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.103 APPROVE and AUTHORIZE the Interim Chief Engineer, Contra Costa County Flood Control and Water Conservation District (FC District) or designee to execute, on behalf of the Contra Costa Clean Water Program, a contract with ProProse, LLC (dba Sagent), in an amount not to exceed $510,000 to provide public outreach services necessary to comply with State stormwater permit requirements, for the period October 15, 2017 through September 30, 2020, Countywide. (100% Stormwater Utility Assessment Funds)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.104 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract amendment with Mauricio Kuri, M.D., PC, to increase the payment limit by $369,000 to a new payment limit of $1,767,000 to provide additional plastic surgery services at Contra Costa Regional Medical Center and Health Centers, with no change in the term of July 1, 2015 through June 30, 2018. (100% Hospital Enterprise Fund I)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.105 APPROVE and AUTHORIZE the Purchasing Agent to execute, on behalf of the Health Services Department, a purchase order with Priority Healthcare Corporation in an amount not to exceed $900,000 to procure hormone implants to be used at the Contra Costa Regional Medical Center, for the period December 1, 2017 through November 30, 2018. (100% Hospital Enterprise Fund I)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.106 APPROVE and AUTHORIZE the Purchasing Agent to execute, on behalf of the Health Services Department, a purchase order amendment with Proline Window Coverings, LLC, to increase the payment limit by $150,000 to a new payment limit of $249,000 for window coverings, curtain replacement and repairs at the Contra Costa Regional Medical Center and Health Centers with no change in the term of February 1, 2017 through January 31, 2018. (100% Hospital Enterprise Fund I)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.107 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract with Gastroenterology Associates of the East Bay Medical Group, Inc., in an amount not to exceed $450,000 to provide gastroenterology services for Contra Costa Health Plan (CCHP) members for the period October 1, 2017 through September 30, 2019. (100% CCHP Enterprise Fund II)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover October 17, 2017 Contra Costa County Board of Supervisors 19 C.108 APPROVE and AUTHORIZE the Employment and Human Services Director, or designee, to execute a contract amendment with First Baptist Church of Pittsburg, California, to increase the payment limit by $20,811 to a new payment limit of $2,109,965 for Head Start Delegate Agency childcare services with no change to term of January 1 through December 31, 2017. (100% Federal)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.109 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract containing modified indemnification language with John Muir Behavioral Health, in an amount not to exceed $1,550,000 to provide inpatient psychiatric hospital services for children, adolescents and adults for the period July 1, 2017 through June 30, 2018. (100% Mental Health Realignment)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.110 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract with Lincoln in an amount not to exceed $6,056,936 to provide mental health services for seriously emotionally disturbed students and their families for the period July 1, 2017 through June 30, 2018; with a six-month automatic extension through December 31, 2018 in an amount not to exceed $2,953,468. (48% Federal Medi-Cal, 36% County Mental Health Realignment, 14% Mental Health Services Act, 2% Pittsburg Unified School Grant)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.111 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract with Mt. Diablo Unified School District in an amount not to exceed $3,616,637 to provide school-based mental health services to seriously emotionally disturbed students in the Mt. Diablo Unified School District for the period July 1, 2017 through June 30, 2018, with a six-month automatic extension through December 31, 2018 in an amount not to exceed $1,673,921. (46% Federal Medi-Cal, 46% Mental Health Realignment, 8% Mt. Diablo Unified School District)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.112 APPROVE and AUTHORIZE the Interim Public Works Director, or designee, to execute a contract with Fennie + Mehl Architects, subject to approval as to form by County Counsel, in an amount not to exceed $280,000 to provide architectural services for the remodel of Suite 200 for CCTV, 10 Douglas Dr., Martinez Project. (100% Public Education and Government Access Funds)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.113 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract with Suresh K. Sachdeva, M.D., PC, in an amount not to exceed $325,000 to provide pediatric primary care services for Contra Costa Health Plan (CCHP) members for the period October 1, 2017 through September 30, 2019. (100% CCHP Enterprise Fund II)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.114 APPROVE and AUTHORIZE the Interim Public Works Director, or designee, to execute a contract    October 17, 2017 Contra Costa County Board of Supervisors 20 C.114 APPROVE and AUTHORIZE the Interim Public Works Director, or designee, to execute a contract amendment with Vanir Construction Management, Inc., in an amount not to exceed $4,004,948, subject to approval by the County Administrator and approval as to form by County Counsel, for construction management services for the West County Re-entry Treatment and Housing Replacement Project, 5555 Giant Highway, Richmond. (74% California State Board of Corrections Grant SB844, 26% County General Fund)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.115 APPROVE and AUTHORIZE the Interim Public Works Director, or designee, to execute a contract amendment with KMD Architects, to increase the payment limit by $450,000 to a new payment limit of $3,100,000, with no change to the term, subject to approval by the County Administrator and approval as to form by County Counsel, for additional architectural, engineering and other technical services to provide bridging documents related to off-site work for the replacement of the existing County Administration Building, Martinez area. (100% General Fund)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.116 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract with Bay Area Reproductive Healthcare, PC, in an amount not to exceed $1,000,000 to provide gender reassignment surgery services for Contra Costa Health Plan (CCHP) Medi-Cal members, for the period October 1, 2017 through September 30, 2019. (100% CCHP Enterprise Fund II)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.117 APPROVE and AUTHORIZE the County Probation Officer, or designee, to execute a contract with STAND! For Families Free of Violence in the amount not to exceed $107,238 to provide parenting training for participants ages 14-25 who are involved with the criminal justice system, for the period July 1, 2017 through June 30, 2018. (100% State)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.118 APPROVE and AUTHORIZE the Purchasing Agent to execute, on behalf of the Employment and Human Services Department, a purchase order amendment with Community Playthings, to increase the payment limit by $151,000 to a new payment limit of $250,000, for Early Head Start classroom furnishings and materials through June 30, 2018. (100% Federal)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.119 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract with Urban Institute in an amount not to exceed $320,592 to provide program evaluation services for the County's Proposition 47-funded "CoCo LEAD+" project for the period October 16, 2017 through September 30, 2020. (100% Prop. 47 State funds)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.120 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract    October 17, 2017 Contra Costa County Board of Supervisors 21 C.120 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract containing modified indemnification language with Credentials Services, Inc. (dba VerifPoint), in an amount not to exceed $80,000 to provide credentialing services for Contra Costa Health Plan (CCHP) healthcare providers for the period October 1, 2017 through September 30, 2019. (100% CCHP Enterprise Fund II)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.121 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract with Rainbow Community Center of Contra Costa County in an amount not to exceed $737,245 to provide Mental Health Services Act prevention and early intervention services to members of the Lesbian, Gay, Bisexual, Transgender and Questioning community for the period July 1, 2017 through June 30, 2018, with a six-month automatic extension through December 31, 2018 in an amount not to exceed $368,622. (100% Mental Health Services Act)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.122 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract with Carlos M. Zapata, M.D., in an amount not to exceed $174,720 to provide outpatient psychiatric care to mentally ill adults in Central Contra Costa County, for the period December 1, 2017 through November 30, 2018. (100% Mental Health Realignment)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.123 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract amendment with Contra Costa Interfaith Transitional Housing, Inc., to modify the rates for community-based mental health services for Seriously Emotionally Disturbed youth, with no change in the original payment limit of $271,450 or the term of July 1, 2017 through June 30, 2018, and the six-month automatic extension amount of $135,725 through December 31, 2018. (50% Mental Health Realignment funds, 50% Federal Medi-Cal)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.124 APPROVE and AUTHORIZE the County Administrator, or designee, to execute a contract amendment with Buck Consultants, effective October 1, 2017, to extend the term from October 1, 2017 through December 31, 2017 and increase the payment limit by $35,490 to a new payment limit of $959,978 to continue providing support and consultation for employee health and benefits issues. (100% Benefit Administration Fee)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.125 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract amendment with The Regents of the University of California, San Francisco, to extend the term from November 30, 2017 through November 30, 2018, to continue providing pediatric cardiology services at the Contra Costa Regional Medical Center and Health Centers. (100% Hospital Enterprise Fund I)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.126 APPROVE and AUTHORIZE the Interim Public Works Director, or designee, to execute a contract    October 17, 2017 Contra Costa County Board of Supervisors 22 C.126 APPROVE and AUTHORIZE the Interim Public Works Director, or designee, to execute a contract amendment with Ross Drulis Cusenbery Architecture, Inc., to add sub-consultants and update the project schedule, with no change to the term or payment limit, to provide architectural, engineering, and other technical services for the new Emergency Operations Center/Public Safety Building, subject to approval by the County Administrator and approval as to form by County Counsel, Martinez area. (No fiscal impact)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.127 APPROVE and AUTHORIZE the Purchasing Agent to execute, on behalf of the Risk Management Division of the County Administrator's Office, a blanket purchase order with Ventiv Technology, Inc., in the amount of $221,447 for the workers' compensation and liability claims management system annual software licensing and maintenance, for the period October 1, 2017 through September 30, 2018. (100% Workers' Compensation and General Liability Internal Service Funds)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.128 APPROVE and AUTHORIZE the Purchasing Agent to execute, on behalf of the Employment and Human Services Director, a blanket purchase order with Producers Dairy Products, Inc., in an amount not to exceed $400,000 to procure fresh dairy products for the Community Services Bureau child care centers, for the period July 1, 2017 through June 30, 2021. (60% Federal, 40% State)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.129 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract with Gupta Etwaru, M.D. (dba Etwaru Eye Center), a corporation, in an amount not to exceed $800,000 to provide ophthalmology services for Contra Costa Health Plan (CCHP) members, for the period October 1, 2017 through September 30, 2019. (100% CCHP Enterprise Fund II)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.130 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract with Contra Costa Interfaith Transitional Housing, Inc., in an amount not to exceed $430,000 to provide housing navigation and Coordinated Entry System services for homeless individuals and families for the period October 1, 2017 through September 30, 2018. (95% Housing and Urban Development Coordinated Entry, 5% County)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.131 APPROVE and AUTHORIZE the Employment and Human Services Director, or designee, to execute a contract amendment with Julia Dyckman Andrus Memorial, Inc., effective October 1, 2017, to increase the payment limit by $7,775 to a new payment limit of $112,505, for additional services for the implementation of model services and trauma-responsive practices within additional Employment and Human Services Department bureaus with no change to the original contract term of January 1 through December 31, 2017. (9% County, 52% State, 39% Federal)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.132 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract with    October 17, 2017 Contra Costa County Board of Supervisors 23 C.132 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract with William E. Berlingieri, M.D., in an amount not to exceed $313,600 to provide outpatient psychiatric services to adult clients in West Contra Costa County, for the period January 1 through December 31, 2018. (100% Mental Health Services Act)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.133 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract with Erik Grasso (dba Analytical Behavior Consultants) in an amount not to exceed $1,200,000 to provide applied behavior analysis services for Contra Costa Health Plan (CCHP) members, for the period October 1, 2017 through September 30, 2019. (100% CCHP Enterprise Fund II)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.134 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract with Positive Pathways, LLC, in an amount not to exceed $900,000 to provide applied behavior analysis services for Contra Costa Health Plan (CCHP) members, for the period October 1, 2017 through September 30, 2019. (100% CCHP Enterprise Fund II)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.135 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract with Encompass Consulting, LLC, in an amount not to exceed $140,000 to provide applied behavior analysis services for Contra Costa Health Plan (CCHP) members, for the period October 1, 2017 through September 30, 2019. (100% CCHP Enterprise Fund II)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.136 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract with Bi-Bett, in an amount not to exceed $1,227,448, to provide substance abuse prevention treatment and testing services to County residents, for the period October 15, 2017 through June 30, 2018. (75% Federal Medi-Cal, 22% Substance Abuse Treatment and Prevention Block Grant, 3% Assembly Bill 109)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.137 APPROVE clarification of Board action of July 11, 2017 (Item C.117), which authorized the Health Services Director to execute a contract with East Bay ABA Group, LLC, with a payment limit of $300,000 for applied behavioral analysis services for Contra Costa Health Plan (CCHP) members for the period September 1, 2017 through August 31, 2019, to reflect the correct payment limit as $800,000. (100% CCHP Enterprise Fund II)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.138 APPROVE and AUTHORIZE the Purchasing Agent to execute, on behalf of the Sheriff-Coroner, a purchase order amendment with Surtec, Inc., to increase the payment limit by $150,000 to a new payment limit of $300,000 to supply the County's detention facilities with custodial supplies/specialty products and janitorial equipment repair for the period March 1, 2017 through February 28, 2018. (100% General Fund)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor October 17, 2017 Contra Costa County Board of Supervisors 24  AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.139 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract with Portia Bell Hume Behavioral Health and Training Center, in an amount not to exceed $2,025,059 to provide Mental Health Services Act and full service partnership services to adults with serious mental illness who are homeless or at serious risk of homelessness, for the period July 1, 2017 through June 30, 2018, with a six-month automatic extension through December 31, 2018, in an amount not to exceed $1,012,529. (20% Federal Medi-Cal, 80% Mental Health Services Act)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.140 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract with Lincare, Inc., in an amount not to exceed $435,000 to provide durable medical equipment and medical supply services for Contra Costa Health Plan (CCHP) members, for the period October 1, 2017 through September 30, 2020. (100% CCHP Enterprise Fund II)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover Other Actions   C.141 ADOPT Resolution No. 2017/262 conditionally providing for the issuance of revenue bonds in an aggregate amount not to exceed $121 million to finance the development of Twenty One and Twenty Three Nevin Apartments, a Multifamily Residential Rental Housing Development for families in Richmond, and approving related actions, as recommended by the Conservation and Development Director. (100% Special Revenue Funds)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.142 CONTINUE the emergency actions originally taken by the Board of Supervisors on January 26 and February 14, 2017, and most recently continued by the Board on September 12, 2017, regarding the hazardous conditions caused by a series of severe rainstorms in Contra Costa County, as recommended by the County Administrator.       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.143 ADOPT Resolution No. 2017/313 as approved by the Retirement Board, which establishes retirement plan contribution rates effective July 1, 2018 through June 30, 2019, as recommended by the County Administrator.       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.144 ADOPT Resolution No. 2017/325 revising the Contra Costa County Alcohol and Other Drug Abuse Policy which will rescind and supersede Resolution No. 92/52, as recommended by the County Administrator.       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.145 CONTINUE the emergency action originally taken by the Board of Supervisors on November 16,   October 17, 2017 Contra Costa County Board of Supervisors 25 C.145 CONTINUE the emergency action originally taken by the Board of Supervisors on November 16, 1999, and most recently approved by the Board on September 26, 2017, regarding the issue of homelessness in Contra Costa County, as recommended by the Health Services Director. (No fiscal impact)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.146 AUTHORIZE the Auditor-Controller to issue a warrant in the amount of $33,950 to the Town of Danville from the Park Dedication Trust Account to help fund the development of new amenities at Sycamore Valley Park in Danville, as recommended by the Conservation and Development Director. (100% Park Dedication Trust Fund)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.147 ADOPT Resolution No. 2017/358 approving documents to facilitate a redemption of bonds and sale of Camara Apartments in Concord, and authorizing the issuance of a Multifamily Housing Revenue Bond in an amount not to exceed $19,500,000 to provide financing for the costs of acquisition and rehabilitation of Camara Circle and Riley Court Apartments in Concord, and Elaine Null Apartments in the Bay Point area, as recommended by the Conservation and Development Director. (100% Special Revenue Funds)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.148 APPROVE and AUTHORIZE Resolution No. 2017/363 designating Public Works Department positions the authority to sign and file applications with the California Governor’s Office of Emergency Services to obtain federal financial assistance for the Hazard Mitigation Grant and Pre-Disaster Programs, as recommended by the Interim Public Works Director, Countywide. (No fiscal impact)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.149 APPROVE and AUTHORIZE the Conservation and Development Director, or designee, to execute legal documents to loan $825,000 in HOME Investment Partnerships Act and $100,000 in Housing Community Development Block Grant funds to Carena Associates, L.P., for the acquisition and rehabilitation of Riley Court Apartments in Concord and Elaine Null Court in Bay Point, and ADOPT related findings and actions under the California Environmental Quality Act. (100% Federal funds)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.150 APPROVE Conflict of Interest Code for the Acalanes Union High School District, as recommended by the County Counsel.       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.151 APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract containing modified indemnification language with San Ramon Regional Medical Center, LLC, to designate that facility as a Primary Stroke Center, for the period January 1, 2018 through December 31, 2020. (Non-financial agreement)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.152 APPROVE and AUTHORIZE the allocation of $168,199 from the Crockett Co-Generation Property    October 17, 2017 Contra Costa County Board of Supervisors 26 C.152 APPROVE and AUTHORIZE the allocation of $168,199 from the Crockett Co-Generation Property Tax Allocation for four projects, as recommended by the Crockett Community Foundation and Supervisor Glover. (100% General Fund)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.153 APPROVE clarification of Board Action of June 20, 2017 (C.103) which authorized the Health Services Director to execute a contract with the City of Richmond for its Recreation and Parks Department, for congregate meal services for the County's Senior Nutrition Program for the period July 1, 2017 through June 30, 2018 and an automatic extension through September 30, 2018, to reflect the contractor's correct name as the City of Richmond for its Community Services Department. (Non-financial agreement)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.154 ADOPT Resolution No. 2017/365 approving the Side Letter between Contra Costa County and the Physicians’ and Dentists’ Organization of Contra Costa modifying the Preamble and Section 35.4 Duration of Agreement of the Memorandum of Understanding to extend the contract from September 30, 2017 through December 31, 2017, as recommended by the County Administrator.        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.155 APPROVE the new Emergency Operations Center and Public Safety Building Project, and take related actions under the California Environmental Quality Act, as recommended by the Interim Public Works Director, Martinez area. (100% General Fund)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.156 APPROVE and AUTHORIZE the Employment and Human Services Director, or designee, to execute a non-financial agreement containing modified indemnification language with 1st Northern California Credit Union, a nonprofit corporation, to provide auto loan services for the Keeping Employment Equals Your Success (KEYS) Auto Loan Program, for the period November 1, 2017 through October 31, 2018. (Non-financial agreement)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.157 APPROVE the list of providers recommended by Contra Costa Health Plan's Peer Review and Credentialing Committee, the Contra Costa Health Plan's Medical Director, and by the Health Services Director, as required by the State Departments of Health Care Services and Managed Health Care, and the Centers for Medicare and Medicaid Services.       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.158 APPROVE clarification of Board action of September 12, 2017 (C.114), which increased the purchase order payment limit with Universal Specialty Vehicle, Inc., for necessary modifications to ensure sufficient generator capacity for Health Care for the Homeless mobile dental vehicles, to reflect the correct payment limit increase of $42,222 for a total payment limit of $589,846. (100% Federal)        AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover October 17, 2017 Contra Costa County Board of Supervisors 27 C.159 APPROVE and AUTHORIZE the substantial amendment to the County’s FY 2017/18 Community Development Block Grant Action Plan, to award $888,515 to seven additional projects in the Infrastructure/Public Facilities category and an additional $61,900 to one housing project, as recommended by the Finance Committee and Director of Conservation and Development. (100% Federal funds)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.160 ACCEPT the September 2017 update of the operations of the Employment and Human Services Department Community Services Bureau, as recommended by the Employment and Human Services Director.       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.161 APPROVE clarification of Board Action of September 12, 2017 (Item C.62), which authorized the Health Services Director to execute a contract with the City of Concord to pay the County up to $13,000 for homeless outreach services, to reflect the correct the term period as August 1, 2017 through June 30, 2018. (No fiscal impact)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.162 APPROVE Amended Conflict of Interest Code for the Mt. Diablo Unified School District, as recommended by the County Counsel.       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.163 ACCEPT the Small Business Enterprise, Outreach, and Local Bid Preference Programs Report, reflecting departmental program data for the period January through June 2017, as recommended by the Internal Operations Committee. (No fiscal impact)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.164 ACCEPT FY 2016/17 report from the Animal Services Department on the Animal Benefit Fund, as recommended by the Internal Operations Committee. (No fiscal impact)       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover C.165 ADOPT Resolution No. 2017/371 authorizing the sale of specified tax-defaulted property at public auction, pursuant to the California Revenue and Taxation Code ("R&T") §3698, as recommended by the Treasurer-Tax Collector.       AYE: District I Supervisor John Gioia, District II Supervisor Candace Andersen, District III Supervisor Diane Burgis, District IV Supervisor Karen Mitchoff, District V Supervisor Federal D. Glover   GENERAL INFORMATION October 17, 2017 Contra Costa County Board of Supervisors 28 GENERAL INFORMATION The Board meets in all its capacities pursuant to Ordinance Code Section 24-2.402, including as the Housing Authority and the Successor Agency to the Redevelopment Agency. Persons who wish to address the Board should complete the form provided for that purpose and furnish a copy of any written statement to the Clerk. Any disclosable public records related to an open session item on a regular meeting agenda and distributed by the Clerk of the Board to a majority of the members of the Board of Supervisors less than 72 hours prior to that meeting are available for public inspection at 651 Pine Street, First Floor, Room 106, Martinez, CA 94553, during normal business hours. All matters listed under CONSENT ITEMS are considered by the Board to be routine and will be enacted by one motion. There will be no separate discussion of these items unless requested by a member of the Board or a member of the public prior to the time the Board votes on the motion to adopt. Persons who wish to speak on matters set for PUBLIC HEARINGS will be heard when the Chair calls for comments from those persons who are in support thereof or in opposition thereto. After persons have spoken, the hearing is closed and the matter is subject to discussion and action by the Board. Comments on matters listed on the agenda or otherwise within the purview of the Board of Supervisors can be submitted to the office of the Clerk of the Board via mail: Board of Supervisors, 651 Pine Street Room 106, Martinez, CA 94553; by fax: 925-335-1913. The County will provide reasonable accommodations for persons with disabilities planning to attend Board meetings who contact the Clerk of the Board at least 24 hours before the meeting, at (925) 335-1900; TDD (925) 335-1915. An assistive listening device is available from the Clerk, Room 106. Copies of recordings of all or portions of a Board meeting may be purchased from the Clerk of the Board. Please telephone the Office of the Clerk of the Board, (925) 335-1900, to make the necessary arrangements. Forms are available to anyone desiring to submit an inspirational thought nomination for inclusion on the Board Agenda. Forms may be obtained at the Office of the County Administrator or Office of the Clerk of the Board, 651 Pine Street, Martinez, California. Applications for personal subscriptions to the weekly Board Agenda may be obtained by calling the Office of the Clerk of the Board, (925) 335-1900. The weekly agenda may also be viewed on the County’s Internet Web Page: www.co.contra-costa.ca.us STANDING COMMITTEES The Airport Committee (Supervisors Karen Mitchoff and Diane Burgis) meets on the fourth Wednesday of the month at 1:30 p.m. at the Director of Airports Office, 550 Sally Ride Drive, Concord. The Family and Human Services Committee (Supervisors John Gioia and Candace Andersen) meets on the fourth Monday of the month at 10:30 a.m. in Room 101, County Administration Building, 651 Pine Street, Martinez. The Finance Committee (Supervisors Karen Mitchoff and John Gioia) meets on the fourth Monday of the month at 9:00 a.m. in Room 101, County Administration Building, 651 Pine Street, Martinez. The Hiring Outreach Oversight Committee (Supervisors Federal D. Glover and Candace Andersen) meets on the first Monday of every other month at 1:00 p.m. in Room 101, County Administration Building, 651 Pine Street, Martinez. The Internal Operations Committee (Supervisors Candace Andersen and Diane Burgis) meets on the second Monday of the month at 1:00 p.m. in Room 101, County Administration Building, 651 Pine Street, Martinez. October 17, 2017 Contra Costa County Board of Supervisors 29 The Legislation Committee (Supervisors Diane Burgis and Karen Mitchoff) meets on the second Monday of the month at 10:30 a.m. in Room 101, County Administration Building, 651 Pine Street, Martinez. The Public Protection Committee (Supervisors Federal D. Glover and John Gioia) meets on the first Monday of the month at 10:30 a.m. in Room 101, County Administration Building, 651 Pine Street, Martinez. The Transportation, Water & Infrastructure Committee (Supervisors Diane Burgis and Karen Mitchoff) meets on the second Monday of the month at 9:00 a.m. in Room 101, County Administration Building, 651 Pine Street, Martinez. Airports Committee December 13, 2017 11:00 a.m.See above Family & Human Services Committee October 30, 2017 Special Meeting 10:30 a.m.See above Finance Committee October 23, 2017 9:00 a.m. See above Hiring Outreach Oversight Committee TBD TBD See above Internal Operations Committee November 13, 2017 1:00 p.m. See above Legislation Committee November 13, 2017 10:30 a.m. See above Public Protection Committee November 6, 2017 10:30 a.m. See above Transportation, Water & Infrastructure Committee November 13, 2017 9:00 a.m. See above PERSONS WHO WISH TO ADDRESS THE BOARD DURING PUBLIC COMMENT OR WITH RESPECT TO AN ITEM THAT IS ON THE AGENDA, MAY BE LIMITED TO TWO (2) MINUTES A LUNCH BREAK MAY BE CALLED AT THE DISCRETION OF THE BOARD CHAIR AGENDA DEADLINE: Thursday, 12 noon, 12 days before the Tuesday Board meetings. Glossary of Acronyms, Abbreviations, and other Terms (in alphabetical order): Contra Costa County has a policy of making limited use of acronyms, abbreviations, and industry-specific language in its Board of Supervisors meetings and written materials. Following is a list of commonly used language that may appear in oral presentations and written materials associated with Board meetings: AB Assembly Bill ABAG Association of Bay Area Governments ACA Assembly Constitutional Amendment ADA Americans with Disabilities Act of 1990 AFSCME American Federation of State County and Municipal Employees AICP American Institute of Certified Planners AIDS Acquired Immunodeficiency Syndrome ALUC Airport Land Use Commission AOD Alcohol and Other Drugs ARRA American Recovery & Reinvestment Act of 2009 BAAQMD Bay Area Air Quality Management District BART Bay Area Rapid Transit District BayRICS Bay Area Regional Interoperable Communications System BCDC Bay Conservation & Development Commission BGO Better Government Ordinance BOS Board of Supervisors CALTRANS California Department of Transportation CalWIN California Works Information Network October 17, 2017 Contra Costa County Board of Supervisors 30 CalWORKS California Work Opportunity and Responsibility to Kids CAER Community Awareness Emergency Response CAO County Administrative Officer or Office CCCPFD (ConFire) Contra Costa County Fire Protection District CCHP Contra Costa Health Plan CCTA Contra Costa Transportation Authority CCRMC Contra Costa Regional Medical Center CCWD Contra Costa Water District CDBG Community Development Block Grant CFDA Catalog of Federal Domestic Assistance CEQA California Environmental Quality Act CIO Chief Information Officer COLA Cost of living adjustment ConFire (CCCFPD) Contra Costa County Fire Protection District CPA Certified Public Accountant CPI Consumer Price Index CSA County Service Area CSAC California State Association of Counties CTC California Transportation Commission dba doing business as DSRIP Delivery System Reform Incentive Program EBMUD East Bay Municipal Utility District ECCFPD East Contra Costa Fire Protection District EIR Environmental Impact Report EIS Environmental Impact Statement EMCC Emergency Medical Care Committee EMS Emergency Medical Services EPSDT Early State Periodic Screening, Diagnosis and Treatment Program (Mental Health) et al. et alii (and others) FAA Federal Aviation Administration FEMA Federal Emergency Management Agency F&HS Family and Human Services Committee First 5 First Five Children and Families Commission (Proposition 10) FTE Full Time Equivalent FY Fiscal Year GHAD Geologic Hazard Abatement District GIS Geographic Information System HCD (State Dept of) Housing & Community Development HHS (State Dept of ) Health and Human Services HIPAA Health Insurance Portability and Accountability Act HIV Human Immunodeficiency Syndrome HOV High Occupancy Vehicle HR Human Resources HUD United States Department of Housing and Urban Development IHSS In-Home Supportive Services Inc. Incorporated IOC Internal Operations Committee ISO Industrial Safety Ordinance JPA Joint (exercise of) Powers Authority or Agreement Lamorinda Lafayette-Moraga-Orinda Area LAFCo Local Agency Formation Commission LLC Limited Liability Company LLP Limited Liability Partnership Local 1 Public Employees Union Local 1 LVN Licensed Vocational Nurse October 17, 2017 Contra Costa County Board of Supervisors 31 MAC Municipal Advisory Council MBE Minority Business Enterprise M.D. Medical Doctor M.F.T. Marriage and Family Therapist MIS Management Information System MOE Maintenance of Effort MOU Memorandum of Understanding MTC Metropolitan Transportation Commission NACo National Association of Counties NEPA National Environmental Policy Act OB-GYN Obstetrics and Gynecology O.D. Doctor of Optometry OES-EOC Office of Emergency Services-Emergency Operations Center OPEB Other Post Employment Benefits OSHA Occupational Safety and Health Administration PARS Public Agencies Retirement Services PEPRA Public Employees Pension Reform Act Psy.D. Doctor of Psychology RDA Redevelopment Agency RFI Request For Information RFP Request For Proposal RFQ Request For Qualifications RN Registered Nurse SB Senate Bill SBE Small Business Enterprise SEIU Service Employees International Union SUASI Super Urban Area Security Initiative SWAT Southwest Area Transportation Committee TRANSPAC Transportation Partnership & Cooperation (Central) TRANSPLAN Transportation Planning Committee (East County) TRE or TTE Trustee TWIC Transportation, Water and Infrastructure Committee UASI Urban Area Security Initiative VA Department of Veterans Affairs vs. versus (against) WAN Wide Area Network WBE Women Business Enterprise WCCTAC West Contra Costa Transportation Advisory Committee October 17, 2017 Contra Costa County Board of Supervisors 32 RECOMMENDATION(S): 1. CONSIDER waiving the 180 day 'sit-out period' for Janet Hustedt, Accounting Technician in the Department of Conservation and Development; 2. FIND that the appointment of Ms. Hustedt is necessary to fill a critically needed position; 3. APPROVE and AUTHORIZE the hiring of retiree Ms. Hustedt as a temporary employee effective October 18, 2017 through September 30, 2018, as recommended by the Conservation and Development Director. FISCAL IMPACT: Upon approval, this action has an annual cost of approximately $35,000, and the cost will be funded with Weatherization Program funds. BACKGROUND: Janet Hustedt was the accounting technician for the County Weatherization Program for 15 years and acquired detailed knowledge of the complex accounting and reporting requirements associated with the Program. This program receives funds from state and federal sources and typically has four open grant contracts at any given time. Ms. Hustedt precisely tracked which expenditures belonged to which contract. In addition, there are 15 contracts with vendors that provide supplies and services to the Weatherization Program. The accounting technician is responsible for processing payment requests from the vendors, submitting payment requests and on-going reports to the funders, and maintaining the inventory of weatherization supplies. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Kara Douglas, 925-674-7880 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: D.3 To:Board of Supervisors From:John Kopchik, Director, Conservation & Development Department Date:October 17, 2017 Contra Costa County Subject:Temporary Hire of County Retiree - Waiver of 180 Sit-Out Period October 17, 2017 Contra Costa County Board of Supervisors 33 BACKGROUND: (CONT'D) Ms. Hustedt retired on September 29, 2017. She is the only County employee who is fully trained in ServTrac, the system funding agencies require us to use to track provision of services, as well as another required system, the Expenditure Activity Reporting System. Conservation and Development (DCD) is recruiting for a replacement who will need to be trained in Weatherization specific tasks. DCD needs Ms. Hustedt to assist in providing part-time, temporary accounting services to the Weatherization Program while DCD recruits, hires and trains a new staff person. CONSEQUENCE OF NEGATIVE ACTION: If this action is not approved, DCD will not have adequate staff in the Weatherization Program. This will negatively impact the ability to report, bill and pay contracts, and will jeopardize DCD's ability to remain in compliance with the Weatherization Program contracts. October 17, 2017 Contra Costa County Board of Supervisors 34 RECOMMENDATION(S): ACCEPT the annual report from the Health Services Department on the implementation of Laura's Law - Assisted Outpatient Treatment (AOT) program during the period July 1, 2016 through June 30, 2017. FISCAL IMPACT: This is an informational report and has no immediate fiscal impact. BACKGROUND: The Assisted Outpatient Treatment Demonstration Project Act (AB 1421), known as Laura’s Law, was signed into California law in 2002 and is authorized until January 1, 2017. Laura’s Law is named after a 19 year old woman working at a Nevada County mental health clinic. She was one of three individuals who died after a shooting by a psychotic individual who had not engaged in treatment. AB 1421 allows court-ordered intensive outpatient treatment called Assisted Outpatient Treatment (AOT) for a clearly defined set of individuals that must meet specific criteria. AB 1421 also specifies which individuals may request the County Mental Health Director to file a petition with the superior court for a hearing to determine if the person should be court ordered to receive the services specified under the law. The County Mental Health Director or his licensed designee is required to perform a clinical investigation, and if the request is confirmed, to file a petition to the Court for AOT. If the court finds that the individual meets the statutory criteria, the recipient will be provided intensive community treatment services and supervision by a multidisciplinary team of mental health professionals with staff-to-client APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Enid Mendoza, (925) 335-1039 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: D.4 To:Board of Supervisors From:FAMILY & HUMAN SERVICES COMMITTEE Date:October 17, 2017 Contra Costa County Subject:Assisted Outpatient Treatment (Laura's Law) Annual Implementation Update Report October 17, 2017 Contra Costa County Board of Supervisors 35 rations of not more that 1 to 10. Treatment is to be client-directed and employ psychosocial rehabilitation and recovery principles. The law specifies various rights of the person who is subject of a Laura’s Law petition as well as due process hearing rights. If a person refuses treatment under AOT, treatment cannot be forced. The Court orders meeting with the treatment team to gain cooperation and can authorize a 72 hour hospitalization to gain cooperation. A Laura’s Law petition does not allow for involuntary medication. October 17, 2017 Contra Costa County Board of Supervisors 36 BACKGROUND: (CONT'D) > AB 1421 requires that a county Board of Supervisors adopt Laura’s Law by resolution to authorize the legislation within that county. AB 1421 also requires the Board of Supervisors to make a finding that no voluntary mental health program serving adults or children would be reduced as a result of implementation. At its June 3, 2013 meeting, the Legislation Committee requested that this matter be referred to the Family and Human Services Committee (F&HS) for consideration of whether to develop a program in the Behavioral Health Division of the Health Services Department that would implement assisted outpatient treatment options here in Contra Costa County. On July 9, 2013, the Board of Supervisors referred the matter to F&HS for consideration. F&HS received reports on the implementation of Laura's Law on October 16, 2013 and March 10, 2014. On February 3, 2015 the Contra Costa Board of Supervisors adopted resolution No. 2015/9 to direct the implementation of an Assisted Outpatient Treatment program for a three year period and directed the Health Services Department to develop a program design with stakeholder participation, and comply with MHSA statutory requirements for a community program planning process. The Board further authorized the Health Services Director to execute a contract with Resource Development Associates, Inc. to provide consultation and technical assistance with regard to the evaluation of the County’s AOT Program for persons with serious mental illness who demonstrate resistance to voluntarily participating in behavioral health treatment for the period from November 16, 2015 through June 30, 2019. In February 2016, Laura's Law was implemented and the Department provided F&HS with a 6-month implementation report on September 12, 2016 and a data report on the 6-month implementation on December 12, 2016. Both reports were accepted by the Board on September 27, 2016 and December 20, 2016, respectively. On May 22, 2017 the Family and Human Services Committee received and approved a report on the AOT Program implementation for the period February through December 2016. The report was later approved by the Board of Supervisors at their July 11, 2017 meeting. On September 25, 2017 the Family and Human Services Committee received and discussed the AOT Program reports (attached) for fiscal year 2016-17 as provided by the Health Service Department and Resource Development Associates. Contra Costa Behavioral Health Services was directed to coordinate with the Health, Housing and Homeless Services Division and develop a plan to maximize enrollment in treatment of persons who are eligible for the AOT Program and are homeless or at risk of being homeless. This plan is also attached and accompanies the evaluation reports. CONSEQUENCE OF NEGATIVE ACTION: The Board will not receive the report as approved by the Family and Human Services Committee. CLERK'S ADDENDUM Speakers: Douglas Dunn, Lauren Rettagliata, Linda Dunn, Sharon Madison. Written commentary attached. ATTACHMENTS AOT FY 16-17 Evaluation Summary Report AOT FY 16-17 Evaluation Report AOT FY 16-17 Evaluation Report Addendum with Stakeholder Feedback and Responses AOT and Homeless Services Plan - Requested by F&HS AOT Evaluation Fidelity Assessment Summary AOT Evalution Presentation Slides to F&HS October 17, 2017 Contra Costa County Board of Supervisors 37 Assisted Outpatient Treatment (AOT) Program Evaluation Summary Resource Development Associates (RDA) completed a first full year evaluation (July 1, 2016 through June 30, 2017) of Contra Costa County’s Assisted Outpatient Treatment Program. This program started in March of 2016 to serve seriously mentally ill adults who have demonstrated a resistance to mental health treatment, their condition is substantially deteriorating, and are unlikely to survive safely in the community without supervision. Findings should be considered preliminary due to the program being early in its operations with a resultant small number of consumers included for data analysis. Methodology. Data was collected from Contra Costa Behavioral Health Services (CCBHS), Mental Health Systems (MHS), the Sheriff’s Office, and Superior Court and included 1) the number and type of persons served, 2) frequency and intensity of services, 3) rates of hospitalization, incarceration and homelessness, 4) clinical assessment of change in social functioning and independent living skills, and 5) dollars spent and cost avoided. Findings. 1) Number and Type of Persons Served. During this period: CCBHS investigated 177 persons who were referred, and o Determined 42 to meet AOT eligibility and referred to MHS for services; o Connected 19 non-AOT eligible individuals with a new or current service provider; o Have 25 cases still pending; o Closed 91 cases as not being AOT eligible, unable to be assessed, or the referral requestor either withdrew the referral or could not be reached. MHS provided outreach and engagement services in a variety of settings to 74 consumers, and o Enrolled 34 individuals voluntarily in Assertive Community Treatment (ACT) o Enrolled 9 individuals in ACT with court involvement o Connected 4 individuals with another service provider o Have 10 individuals still receiving outreach and engagement services o Closed 17 cases with CCBHS – 4 of whom successfully completed the program At the time of ACT enrollment salient features of the 43 individuals include 34 who had a co- occurring substance use disorder, 17 who were homeless or living in a shelter, and 11 who were under the age of 26. 2) Frequency and Intensity of Services. On average the AOT Program took 107 days from referral from a qualified requestor to ACT enrollment, with 17 individuals taking longer than the 120 days called for in the program design. Once enrolled MHS averaged 6.5 contacts per week lasting about 6 hours a week. This is in contrast to the expectation for ACT teams to have at least 4 face-to-face contacts for at least two hours of service per week. 93% of ACT consumers were considered “treatment adherent” by virtue of receiving at least one hour of face-to-face engagement with their ACT team at least two times per week. 3) Hospitalization, incarceration and homelessness rates. Of the 43 enrolled ACT consumers: 40 had an average of 4.7 crisis episodes before ACT enrollment, while 25 had an average of 3.1 crisis episodes during ACT enrollment; October 17, 2017 Contra Costa County Board of Supervisors 38 29 had psychiatric hospitalizations before ACT enrollment, while 13 had hospitalizations during ACT enrollment; 31 had bookings and incarcerations before ACT enrollment, while 14 had bookings and incarcerations during ACT enrollment; 6 consumers who were not housed before ACT enrollment obtained housing, while 3 lost their housing during ACT enrollment. 4) Clinical assessment of change. MHS clinicians utilized the Self Sufficiency Matrix (SSM) to assess consumers’ social functioning and independent living capacity both at intake and at regular intervals of participation in ACT. Average aggregate score increased from 41.15 to 45.87 for the 15 individuals who completed six months of the program, and 41.5 to 59.75 for the 4 individuals who completed one year of the program. 5) Dollars spent and cost avoided. For FY 2016-17 Contra Costa County spent $2,144,226 of the $2,250,000 budgeted amount. MHS generated $271,836 in Medi-Cal reimbursement, with $206,589 as the target amount. Of the 37 consumers with data available, a total of $2,315,254 was spent on all behavioral health services in the 12 months before ACT, while $2,685,812 was spent during ACT, for an increased cost of $370,558. Note that the caseload of MHS is approximately at half capacity. Bookings costs decreased from $101,018 to $57,028, for a savings of $43,990. Psychiatric hospitalization costs decreased from $870,157 to $478,765, for a savings of 391,392. Discussion. 1) Both CCBHS and MHS staff work together to persistently and effectively engage and serve consumers who by the nature of their psychiatric disability and co-occurring substance use disorders are difficult to find and engage. 2) AOT program participants experience significant benefits from their participation in ACT. 3) Preliminary cost/savings analysis indicate that significant overall savings to the County can be effected once MHS approximates the 75 consumers they are contracted to serve. Recommendations. 1) A significant number of referred individuals are closed due to losing contact. It may be useful to develop training and mechanisms to that would allow Psychiatric Emergency Services, Inpatient Unit 4-C, jail mental health, as well as family members and other significant others to make AOT program staff aware of an AOT-referred individual’s presence with enough time available for AOT staff to respond. 2) A number of individuals are taking much longer than 120 days from referral to services. The program may wish to consider utilizing the court petition sooner as a means to encourage participation in mental health care. October 17, 2017 Contra Costa County Board of Supervisors 39 Contra Costa County Assisted Outpatient Treatment (AOT) Evaluation Fiscal Year 2016/17 Evaluation Report October 17, 2017 Contra Costa County Board of Supervisors 40 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 1 Table of Contents Introduction ......................................................................................................................................5 Background Information ........................................................................................................................... 5 External Evaluation ................................................................................................................................... 5 Contra Costa County’s AOT Program Model............................................................................................. 6 AOT Process ........................................................................................................................................... 6 AOT Process Outcomes ......................................................................................................................... 7 AOT and ACT ......................................................................................................................................... 8 Methodology .....................................................................................................................................9 Data Measures and Sources ..................................................................................................................... 9 Data Analysis ........................................................................................................................................... 11 Limitations and Considerations .............................................................................................................. 11 Findings ........................................................................................................................................... 12 Pre-Enrollment ........................................................................................................................................ 12 Referral to AOT .................................................................................................................................... 13 Care Team ........................................................................................................................................... 14 AOT Enrollment ....................................................................................................................................... 19 ACT Consumer Profile .......................................................................................................................... 20 Service Participation............................................................................................................................ 23 ACT Consumer Outcomes .................................................................................................................... 25 AOT Costs and Cost Savings ................................................................................................................ 29 Discussion and Recommendations .................................................................................................... 32 Appendices ...................................................................................................................................... 35 Appendix I. AOT Eligibility Requirements ............................................................................................... 35 October 17, 2017 Contra Costa County Board of Supervisors 41 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 2 Appendix II. Description of Evaluation Data Sources .............................................................................. 36 Appendix III. FSP Consumer Profile ......................................................................................................... 38 October 17, 2017 Contra Costa County Board of Supervisors 42 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 3 Table of Figures Figure 1. Contra Costa County AOT Program Stages .................................................................................... 6 Figure 2. Process Outcomes during AOT Process ......................................................................................... 7 Figure 3. Consumers Referred to AOT and/or Receiving MHS Services during FY16/17 ........................... 12 Figure 4. FY16/17 AOT Program.................................................................................................................. 13 Figure 5. Average Investigation Contact Attempts per Consumer (N = 177) ............................................. 15 Figure 6. Type of Outreach and Engagement Contacts (N = 652) .............................................................. 17 Figure 7. Average Length of Time from AOT Referral to ACT Enrollment .................................................. 18 Figure 8. Length of Time from AOT Referral to ACT Enrollment ................................................................ 18 Figure 9. Referred Consumers .................................................................................................................... 19 Figure 10. FY16/17 AOT Treatment Program Participants ......................................................................... 20 Figure 11. Primary Diagnosis at Referral (N = 43) ....................................................................................... 21 Figure 12. Educational Attainment ............................................................................................................. 22 Figure 13. School Attendance at Enrollment .............................................................................................. 22 Figure 14. Intensity of ACT Contacts per Week ......................................................................................... 24 Figure 15. Frequency of ACT Contacts per Week ....................................................................................... 24 Figure 16. ACT Consumers .......................................................................................................................... 25 Figure 17. Criminal Justice Involvement during ACT .................................................................................. 27 Figure 18. Type of Bookings during ACT ..................................................................................................... 27 Figure 19. Consumers’ Housing Status before and during ACT (N = 39) .................................................... 28 Figure 20. FY16/17 FSP Primary Diagnosis at Enrollment (N = 272) ........................................................... 38 October 17, 2017 Contra Costa County Board of Supervisors 43 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 4 Table of Tables Table 1. AOT Outcomes and Corresponding Data Measures ....................................................................... 9 Table 2. Data Sources and Elements ........................................................................................................... 10 Table 3. Summary of Qualified Requestors ................................................................................................ 14 Table 4. Outcome of CCBHS Investigations (N = 177) ................................................................................. 15 Table 5. MHS Outreach and Engagement Outcomes (N = 74) .................................................................... 16 Table 6. ACT Consumer Demographics (N = 43) ......................................................................................... 21 Table 7. Housing Status at ACT Enrollment (N = 43) ................................................................................... 22 Table 8. Sources of Financial Support at and before ACT Enrollment (N = 43) .......................................... 22 Table 9. ACT Consumer Service Engagement (N = 43) ................................................................................ 23 Table 10. Consumers’ Crisis Episodes before and during ACT .................................................................... 26 Table 11. Consumers’ Psychiatric Hospitalizations before and during ACT ............................................... 26 Table 12. Bookings and Incarcerations before and during ACT .................................................................. 27 Table 13. Self Sufficiency Matrix Scores ..................................................................................................... 29 Table 14. Contra Costa County Department Costs ..................................................................................... 30 Table 15. Mental Health Service and Booking Costs before and during ACT (N = 37) ............................... 31 Table 16. FY16/17 FSP Consumer Demographics (N = 272) ....................................................................... 38 October 17, 2017 Contra Costa County Board of Supervisors 44 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 5 Introduction Background Information In 2002, the California legislature passed Assembly Bill (AB) 1421 (also known as “Laura’s Law”), which authorized the provision of Assisted Outpatient Treatment (AOT) in counties that adopt a resolution for its implementation. AOT is designed to interrupt the repetitive cycle of hospitalization, incarceration, and homelessness for people with serious mental illness who have been unable and/or unwilling to engage in voluntary services. AOT uses an expanded referral and outreach process that may include civil court involvement, whereby a judge may order participation in outpatient treatment. The California Welfare and Institutions Code1 defines the target population, intended goals, and specific suite of services required to be available for AOT consumers in California (see Appendix I). On February 3, 2015, the Contra Costa County Board of Supervisors adopted a resolution to authorize the implementation of AOT. Currently, Contra Costa County Behavioral Health Services (CCBHS) provides behavioral health services to AOT consumers through an Assertive Community Treatment (ACT) team operated by Mental Health Systems (MHS), a contracted provider organization. Contra Costa’s AOT program represents a collaborative partnership between CCBHS, the Superior Court, County Counsel, the Public Defender, and MHS; community mental health stakeholders and advocates have remained involved in providing feedback and supporting the program to meet its intended objectives. The County’s AOT program became operational on February 1, 2016 and accepted its first consumer in March 2016. External Evaluation Contra Costa County retained Resource Development Associates (RDA) to conduct an independent evaluation of its AOT program implementation. The purposes of this evaluation are to: 1) satisfy California Department of Healthcare Services (DHCS) reporting requirements; 2) provide information to the Board of Supervisors, AOT collaborative partners, and the community; and 3) inform the continuous quality improvement of the AOT program to support the County’s intended objectives. Since the beginning of Contra Costa County’s AOT program, RDA has produced three distinct evaluation reports, including two reports mandated by DHCS and another detailed report written specifically for CCBHS to better understand the implementation of its AOT program. All three prior evaluation reports documented: 1) program services, 2) consumers served, 3) fidelity to the ACT model, and 4) potential areas of improvement for the County’s consideration. The reports were produced approximately six months apart, and document the implementation and continued progression of the AOT program since it began. This report is the fourth report produced for the AOT program evaluation. The purpose of this report is to assist Contra Costa County with identifying the program’s accomplishments and opportunities for 1 Welfare and Institutions Code, Section 5346 October 17, 2017 Contra Costa County Board of Supervisors 45 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 6 improvement. This report begins with a brief description of the AOT program’s model followed by data analysis methodologies, evaluation findings, and discussion and recommendations. In this report, RDA presents its evaluation findings in the same order that individuals experience the AOT program, from referral, investigation, outreach, and engagement that occur pre-enrollment, through the suite of services that individuals receive during AOT enrollment. One of the main purposes of AOT is to provide a mechanism to identify, engage, and retain individuals with the most serious mental health needs who are unable and/or unwilling to engage in services without additional supports and who may otherwise “fall through the cracks” in medically necessary mental health services. This report provides findings and recommendations that are intended to enable the County to: 1) build upon program strengths and resources, 2) identify and address emerging gaps and challenges, and 3) provide evidence - based services to consumers who require AOT to engage in medically necessary mental health services. Contra Costa County’s AOT Program Model Contra Costa County has designed an AOT program model that responds to the needs of its communities and exceeds the requirements set forth in the legislation. The Contra Costa County AOT program includes a Care Team comprised of CCBHS Forensic Mental Health (FMH) and MHS staff. Figure 1 below depicts the Pre-Enrollment (Referral and Investigation; Outreach and Engagement) and AOT Enrollment (ACT outpatient treatment services) components of the AOT program. Figure 1. Contra Costa County AOT Program Stages AOT Process The first stage of engagement with Contra Costa County’s AOT program is through a telephone call referral whereby any “qualified requestor”2 can make an AOT referral. Within five business days, a CCBHS mental health clinician connects with the requestor to gather additional information on the referral, and reaches out to the referred individual to begin determining if they meet AOT eligibility criteria (see Appendix I). 2 Qualified requestors include: An adult who lives with the individual; Parent, spouse, adult sibling, or adult child of the individual; Director of an institution or facility where the individual resides; Director of the hospital where the person is hospitalized; Treating or supervising mental health provider; Probation, parole, or peace officer. CCBHS receives referral and conducts investigation Referral and Investigation MHS provides outreach and engagement to AOT eligible individuals Outreach and Engagement Consumers enroll in ACT voluntarily or via court agreement ACT Team Enrollment October 17, 2017 Contra Costa County Board of Supervisors 46 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 7 If the person initially appears to meet eligibility criteria, a CCBHS investigator from the FMH staff facilitates a face-to-face meeting with the consumer and/or family to gather information, attempts to engage the consumer, and develops an initial care plan. If the consumer continues to appear to meet eligibility criteria, FMH investigators share the consumer’s information with the MHS team. MHS then conducts a period of outreach and engagement activities with the consumer to encourage their participation in ACT. If at any time the consumer accepts voluntary services and continues to meet eligibility criteria, they are immediately connected to and enrolled in MHS’ ACT services. However, if after a period of outreach and engagement, the consumer does not accept voluntary services and continues to meet eligibility criteria, the County mental health director or designee may choose to complete a declaration and request that County Counsel file a petition with the court. Utilizing a collaborative court model that combines judicial supervision with community mental health treatment and other support services, Contra Costa County then holds one to two court hearings to determine if criteria for AOT are met. At this time, the consumer has the option to enter into a voluntary settlement agreement with the court to participate in AOT. If the consumer chooses not to participate in AOT treatment services voluntarily, then he/she may be court ordered into AOT for a period of no longer than six months. After six months, if the judge deems that the person continues to meet AOT criteria, they may authorize an additional six-month period of mandated participation. At every stage of this process, CCBHS’ FMH and MHS staff continue to offer the individual opportunities to engage voluntarily in services and may recommend a 72-hour hold if the consumer meets existing criteria. AOT Process Outcomes There are a variety of outcomes that may occur at each stage of the AOT process (see Figure 2). Given that the County’s AOT program is relatively new, exploring the AOT process outcomes supports a shared understanding of program implementation, including implementation strengths, challenges, and gaps. Figure 2. Process Outcomes during AOT Process Referral and Investigation •Ineligible •Unavailable/ unable to locate •Referred to another service provider •Referred to MHS Outreach and Engagement Outreach and Engagement •Unavailable/ unable to locate •Accepts ACT services on a voluntary basis •Requires additional support to participate ACT Team Enrollment •Accepts services through a voluntary settlement agreement •Accepts services with an AOT court order October 17, 2017 Contra Costa County Board of Supervisors 47 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 8 AOT and ACT It is important to note that Assertive Community Treatment (ACT) is not synonymous with Assisted Outpatient Treatment (AOT). AOT is a mechanism by which a county can use a civil court process to compel eligible individuals into a community mental health treatment program who are otherwise unwilling and/or unable to accept mental health treatment. An AOT petition can be initiated at any stage of the process, including:  During the pre-enrollment phases of referral and investigation, or outreach and engagement;  Following voluntary service acceptance, if the person fails to participate in services; and  After the person participates in treatment, if they request discharge prematurely. In Contra Costa County, the community mental health treatment component of AOT is ACT. Mental Health Services (MHS) is the contracted agency hired by CCBHS to implement an ACT team for County residents referred to AOT. It is not a requirement of AOT programs to offer ACT services to their consumers. When the County first chose to implement AOT, the County also elected to implement a new level of outpatient mental health services by an ACT team. Additionally, it should be noted that the use of a civil court order process is in alignment with the ACT model. Fidelity to the ACT model includes the expectation that ACT programs apply assertive engagement mechanisms, including street outreach and available legal mechanisms, to compel participation. Legal mechanisms typically used in ACT programs include representative payees, terms and conditions of probation, outpatient commitment, and AOT court agreements such as voluntary settlement agreements and court orders. October 17, 2017 Contra Costa County Board of Supervisors 48 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 9 Methodology RDA employed a mixed-methods evaluation approach to assess implementation of the County’s AOT program, as well as the extent to which individuals receiving AOT services during FY16/17 experienced decreases in hospitalization, incarceration, and homelessness, and improvements in psychosocial outcomes such as social functioning and independent living skills. This evaluation is intended to meet regulatory DHCS requirements and support continuous quality improvement (CQI) of the County’s AOT program. We highlight the current evaluation period and who is included in the evaluation below:  Evaluation Period: July 1, 2016 through June 30, 2017  Consumers Included: Any consumer who was referred or received Care Team and/or ACT services during the evaluation period  Consumers Excluded: Any consumer who was referred and closed before the evaluation period The following sections describe the data measures, sources, and analytic techniques used to develop this report and evaluate Contra Costa County’s AOT program. Data Measures and Sources This report is meant to provide a thorough evaluation of Contra Costa County’s AOT program implementation and outcomes in order to identify programmatic strengths, as well as areas for continuous improvement. To this end, RDA assessed the outcomes and corresponding data measures highlighted in Table 1 below. Table 1. AOT Outcomes and Corresponding Data Measures Outcomes Data Measures Program Outcomes Homelessness  Housing Status Crisis Episodes  Number and length of crisis episodes Hospitalizations  Number and length of hospitalizations Criminal Justice Involvement  Number and length of bookings into county jail  Number of criminal cases for which charges were filed  Number of criminal convictions Program Costs  Costs incurred and/or saved by the County Treatment Outcomes Service Participation  Intensity and frequency of services  Treatment Adherence and Retention Social Functioning & Independent Living  Self Sufficiency Matrix scores October 17, 2017 Contra Costa County Board of Supervisors 49 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 10 RDA collected data from several sources for this evaluation report. Table 2 below presents the County departments or agencies that provided data for this evaluation, as well as the data sources and elements captured by each data source. Appendix II provides additional information on each data source. Table 2. Data Sources and Elements County Department/Agency Data Source Data Element Contra Costa County Behavioral Health Care Services CCBHS AOT Request Log  Individuals referred  Qualified requestor information CCBHS AOT Investigation Tracking Log  CCBHS investigation attempts Contra Costa County PSP Billing System  Behavioral health service episodes and encounters, including hospitalizations and crisis episodes  Consumer diagnoses and demographics CCBHS Financial Data  Costs associated with implementing the AOT program, including ACT Mental Health Systems MHS Outreach and Engagement Log  Outreach and engagement encounters FSP Forms in Access Database  Residential status, including homelessness  Employment  Education  Financial support MHS Outcomes Spreadsheet  Social Functioning  Independent Living  Recovery Contra Costa County Sheriff’s Office Sheriff’s Office Jail Management System  Booking and release dates  Booking offense Superior Court of California - Contra Costa County Contra Costa Superior Court Case Management System  Charges  Convictions October 17, 2017 Contra Costa County Board of Supervisors 50 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 11 Data Analysis Throughout the data analysis process, RDA collaborated with CCBHS and MHS staff to vet analytic decisions and findings. RDA matched clients across the disparate data sources described above and used descriptive statistics (e.g., frequencies, mean, and median) for all analyses, including pre- and post- enrollment outcome analyses. In order to compare pre- and post-enrollment outcomes (i.e., hospitalizations, crisis episodes, and criminal justice involvement), RDA analyzed the rate (per 180 days) at which consumers experienced hospitalization, crisis, arrest, and criminal justice outcomes prior to and after enrolling in ACT. In future reports with larger sample sizes and longer consumer enrollment periods, both descriptive and inferential statistics will be used to explore AOT implementation and consumer outcomes. Limitations and Considerations As is the case with all “real-world” evaluations, there are important limitations to consider. One limitation of this evaluation is that only 43 consumers participated in the AOT treatment program during FY16/17. Because relatively few individuals were enrolled during this period, the proportion of individuals who experienced crisis, hospitalization, and criminal justice involvement, as well as the average rates of occurrence, shift somewhat drastically based on the experiences of relatively few individuals. It is also important to note that there is more data available for the longer pre-enrollment time periods compared to the shorter post-enrollment time periods. Therefore, AOT consumers had greater opportunities to experience negative outcomes prior to program enrollment than after program enrollment. To account for differences in the pre- and post-time periods, RDA standardized outcomes measures to rates per 180 days. Nevertheless, because consumers have spent much less time in AOT than in the pre-enrollment period, there is less opportunity for them to experience outcomes such as hospitalization, arrest, and/or incarceration during their AOT participation period. As a result, these outcomes may be underestimated if a large number of consumers experienced zero negative outcomes during shorter periods while they were enrolled in AOT. On the other hand, if consumers experienced a number of negative outcomes for lengthy periods during their AOT enrollment period, these estimations may be overestimated. Despite these limitations, this evaluation will help Contra Costa County to identify the successes and challenges of its AOT implementation, as well as to highlight the outcomes of consumers who participated in the County’s AOT treatment program in FY16/17. These findings resulted in recommendations for the County to consider as they strive to continuously improve implementation and outcomes for all individuals referred to the County’s AOT program. October 17, 2017 Contra Costa County Board of Supervisors 51 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 12 Findings This evaluation includes findings for all consumers who were referred to AOT or received Care Team and/or ACT services from July 1, 2016 through June 30, 2017 . During this time, CCBHS received 190 referrals to AOT for 177 unique individuals. Of these 177 individuals, 76% (n = 135) were not referred to MHS for outreach and engagement. The remaining 42 consumers were referred to MHS for outreach and engagement, and 15 enrolled in the County’s AOT treatment program. In addition, 32 consumers who were referred to AOT in FY15/16 received MHS services during FY16/17 and are included in this report. Figure 3. Consumers Referred to AOT and/or Receiving MHS Services during FY16/17 Findings are divided into two sections: “Pre-Enrollment” and “AOT Enrollment.” CCBHS staff and/or MHS’ ACTiOn team provide investigation, outreach, and engagement services for all individuals who are referred to AOT in order to connect them to the AOT treatment program, if eligible, or some other mental health treatment, if they are not. We explore the outcomes of this process in the “Pre-Enrollment” section, and report on outcomes for all individuals who met AOT eligibility requirements and participated in the County’s AOT treatment program during FY16/17 in the “AOT Enrollment” section. Pre-Enrollment Figure 4 below demonstrates that 177 individuals were referred to AOT in FY16/17. Among those individuals, 135 were not referred to MHS for outreach and engagement. The remaining 42 consumers were referred to MHS for outreach and engagement, and an additional 32 consumers were referred to AOT in FY15/16 and received MHS outreach and engagement and/or ACT services during FY16/17. CCBHS received and investigated 177 referrals MHS provided outreach and engagement to 74 individuals 43 consumers enrolled in AOT treatment program *9 with court involvement Pre-Enrollment AOT-Enrollment October 17, 2017 Contra Costa County Board of Supervisors 52 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 13 Figure 4. FY16/17 AOT Program First, we provide an overview of referrals made to AOT during FY16/17, including a profile of who made these referrals, and referral dispositions. Next, we detail the investigation, outreach, and engagement processes — led by CCBHS FMH and MHS’ ACTiOn team respectively — and assess outcomes such as hospitalization and/or criminal justice involvement experienced by consumers prior to enrolling in the County’s AOT treatment program. Referral to AOT CCBHS received 190 AOT referrals during FY16/17 for 177 unique individuals. Thirteen consumers were referred to AOT twice during this fiscal year; these consumers 1) did not initially meet AOT eligibility criteria, 2) were initially connected or reconnected with other services, or 3) were still under investigation at the conclusion of the evaluation period. The majority of AOT referrals (63%) continue to come from consumers’ family members. Since program inception, the majority of referrals to AOT have been made by consumers’ family members. This trend continued in FY16/17, with 63% of referrals coming from family members (see Table 3). Referrals to AOT were also made by treating or supervising mental health providers (23%, n = 43) and members of law enforcement agencies (11%, n = 20). October 17, 2017 Contra Costa County Board of Supervisors 53 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 14 Table 3. Summary of Qualified Requestors Requestor % of Referrals February – June 2016 (n = 88) % of Referrals July 2016 – June 2017 (n = 190) Parent, spouse, adult sibling, or adult child 61% (n = 54) 63% (n = 120) Treating or supervising mental health provider 11% (n = 10) 23% (n = 43) Probation, parole, or peace officer 16% (n = 14) 11% (n = 20) Adult who lives with individual 2% (n = 2) 1% (n = 2) Director of hospital where individual is hospitalized 2% (n = 2) 0% (n = 0) Director of institution where individual resides 0% (n = 0) 0% (n = 0) Not a qualified requestor or “other” 7% (n = 6) 2% (n = 5) It is also worth noting that only 2% of referrals were from unqualified requestors during FY16/17, compared to 7% of referrals from unqualified requestors during the program’s first five months. It appears that over time, Contra Costa County residents have developed a greater understanding of the AOT treatment program, including who meets the requirements of a qualified requestor. Care Team Contra Costa County’s Care Team consists of CCBHS’ FMH and MHS staff. CCBHS FMH receives all AOT referrals and conducts an investigation for each individual referred in order to determine AOT eligibility (see Appendix I for AOT eligibility requirements). CCBHS FMH refers AOT eligible consumers to MHS staff, who conduct outreach and engagement to enroll them in ACT services. The following section discusses the investigations conducted by CCBHS FMH, and outreach and engagement activities conducted by MHS. After CCBHS receives an AOT referral, the FMH team conducts an investigation to determine if the individual meets the eligibility criteria for the AOT program. In addition to consulting prior hospitalization and mental health treatment records for the individual, and gathering information from the qualified requestor, the FMH investigation team also attempts to make contact with the referred individual in the field. Approximately one-fourth of consumers referred to CCBHS FMH (24%) were eligible for AOT and subsequently referred to MHS; approximately half (51%) of consumers referred were ineligible for AOT. During FY16/17, CCBHS FMH investigated 177 unique consumers.3 Approximately one-fourth (24%, n=42) of consumers were determined to be eligible for AOT and referred to MHS for outreach and engagement, while 11% (n = 19) of consumers engaged or re-engaged with another provider, and 14% (n = 25) were still being investigated by CCBHS FMH at the conclusion of FY16/17 (see Table 4 below). 3 An additional nine consumers were still under investigation from the previous fiscal year. All of these nine consumers were ineligible. October 17, 2017 Contra Costa County Board of Supervisors 54 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 15 Table 4. Outcome of CCBHS Investigations (N = 177) Approximately one-half (51%) of individuals referred to AOT were determined to be ineligible. Individuals were ineligible for the following reasons:  They did not meet the AOT eligibility criteria;  They were unable to be assessed for eligibility (i.e., unable to locate, extended incarceration, or extended hospitalization);  The qualified requestor withdrew the referral; or  The qualified requestor could not be reached. CCBHS FMH worked to connect individuals who were ineligible for AOT to the appropriate level of mental health treatment, and also provided resources and education for ineligible consumers’ family members. The County’s investigation team was persistent in their efforts to locate consumers, determine consumers’ eligibility for AOT, and connect eligible consumers to MHS. On average, CCBHS FMH’s investigation team made four contact attempts to each individual referred to AOT. As shown in Figure 5, the investigation team made the most contact attempts, on average, to those consumers who were eventually referred to MHS for outreach and engagement. Figure 5. Average Investigation Contact Attempts per Consumer (N = 177) The investigation team worked to meet consumers “where they’re at,” as evidenced by the variety of locations where investigation contacts occurred. While approximately one-quarter (26%, n = 199) of investigation contact attempts occurred in a County office, another quarter (24%, n = 184) of investigation 8 3 2 3 0 1 2 3 4 5 6 7 8 9 Referred to MHS (n = 42) Engaged or Re-Engaged with a Provider (n = 19) Investigated and Closed (n = 91) Ongoing Investigation (n = 25)Average Number of Contact AttemptsInvestigation Outcome Number of Referred Consumers % of Referred Consumers Referred to MHS 42 24% Engaged or Re-Engaged with a Provider 19 11% Investigated and Closed 91 51% Ongoing Investigation 25 14% October 17, 2017 Contra Costa County Board of Supervisors 55 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 16 attempts took place in the field. Teams also met consumers at their place of residence, as well at inpatient, healthcare, and correctional facilities. If the CCBHS FMH team determines that a consumer is eligible for AOT, the consumer is connected with MHS. The MHS team then conducts outreach and engagement activities with those individuals and their family to engage the individual in AOT services. As per the County’s AOT program design, MHS is charged with providing opportunities for the consumer to participate on a voluntary basis. If, after a period of outreach and engagement, the person remains unable and/or unwilling to voluntary enroll in ACT and continues to meet AOT eligibility criteria, MHS may refer the individual back to FMH to file a petition to compel court ordered participation. MHS conducted comprehensive outreach in order to engage consumers — and their support networks — and enroll them in the County’s ACT program. MHS conducted outreach and engagement with 74 consumers, 43 of whom enrolled in ACT.4 The remaining consumers either engaged/re-engaged with another provider, were closed by CCBHS (for reasons described above), or were still receiving outreach and engagement services as of June 30, 2017 (see Table 5). Table 5. MHS Outreach and Engagement Outcomes (N = 74) Outreach and Engagement Outcome Number of Consumers % of Consumers Enrolled in ACT Services in FY16/17 43 58% Enrolled Voluntarily 34 -- Enrolled with Court Involvement 9 -- Engaged or Re-Engaged with Another Provider 4 5% Closed by CCBHS 17 23% Still Receiving Outreach and Engagement Services 10 14% MHS provided outreach and engagement services to consumers as well as consumers’ support networks. Approximately three-fourths (75%) of all outreach and engagement attempts were with consumers, while one-fourth (24%) of outreach and engagement attempts were with consumers’ support networks. Overall, the majority of successful contacts with consumers were in person, and approximately one in five outreach and engagement efforts were unsuccessful. 4 17 ACT consumers who received outreach and engagement services in FY15/16 are included in this discussion in order to capture the total efforts of outreach and engagement required to enroll all FY16/17 ACT consumers. October 17, 2017 Contra Costa County Board of Supervisors 56 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 17 Figure 6. Type of Outreach and Engagement Contacts (N = 652) MHS relies on a diverse multidisciplinary team to conduct outreach and engagement. For consumers receiving services in FY16/17, the majority of outreach attempts were either from a peer partner (45%) or the clinical team leader (26%). As with the County’s investigation team, MHS was persistent in their efforts to meet consumers “where they’re at.” Most contact attempts occurred in the community (25%), the hospital (21%), consumers’ homes (15%), or at MHS’ office (15%). This section explores the period from initial referral through AOT enrollment. This includes referral and investigation efforts by CCBHS FMH as well as outreach and engagement efforts by MHS. The average length of time from referral to enrollment is 107 days. Contra Costa County designed an AOT program model that sought to engage and enroll consumers in ACT within 120 days of referral. On average, it took the Care Team approximately 107 days to collectively conduct investigation, outreach and engagement, and enrollment of consumers in AOT. Specifically, it took an average of 52.5 days from the point of AOT referral to MHS’ first contact, and 55 days from the point of MHS’ first contact to enrollment in ACT (Figure 7). Collateral 24% In-person Unsuccessful 19% In-person Successful 55% Phone/Email 2% October 17, 2017 Contra Costa County Board of Supervisors 57 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 18 Figure 7. Average Length of Time from AOT Referral to ACT Enrollment Some individuals experienced referral to enrollment periods longer than 120 days. Contra Costa County’s AOT program model has an expected maximum period of four months from the point of referral to enrollment in AOT treatment services. Although the average length of time from referral to enrollment aligned with the County’s program design, 17 consumers (40%) had investigation and outreach periods lasting longer than 120 days (Figure 8). Data suggest that these individuals were difficult to locate, and that the Care Team invested additional time to attempt to locate, assess, and engage these individuals. Figure 8. Length of Time from AOT Referral to ACT Enrollment Among individuals whose pre-enrollment period lasted longer than 120 days, approximately 63% (n = 10) experienced a hospitalization and/or criminal justice involvement during this referral to enrollment period. 5 10 6 5 3 4 3 3 2 1 1 0 2 4 6 8 10 12 0-30 31-60 61-90 91-120 121-150 151-180 181-210 211-240 241-270 271-300 300+Number of ACT ConsumersDays from Referral to Enrollment Average days from AOT referral to first MHS contact 52.5 Average days from MHS first contact to ACT enrollment 55 0 20 40 60 80 100 120 FY16/17 ACT Consumers (N = 43) Days  107 average days from referral to enrollment  4 – 281 days in range  79 median days Consumers enrolled in 120 days or fewer Consumers enrolled in more than 120 days October 17, 2017 Contra Costa County Board of Supervisors 58 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 19 Summary Figure 9 summarizes the outcomes of all referrals to AOT following the Care Team’s investigation, outreach, and engagement efforts. At the end of FY16/17, 110 consumers were closed, while 25 were still under investigation. Of those investigated and connected to MHS (n = 74), 43 enrolled in ACT. Among those not enrolled, 17 were closed by the County, 4 engaged or re-engaged with another provider, and 10 were still receiving outreach and engagement services. Figure 9. Referred Consumers AOT Enrollment Figure 10 below demonstrates that the MHS ACTiOn team enrolled and/or served 43 consumers in FY16/17. Thirty-two (32) consumers were active at the conclusion of FY16/17, while 13 consumers discharged from the AOT treatment program at some point during the fiscal year. Of the 13 who discharged from the program, two re-enrolled in ACT during this fiscal year, four completed the program, and seven left prematurely. This section describes outcomes for the 43 consumers who received ACT services during FY16/17. October 17, 2017 Contra Costa County Board of Supervisors 59 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 20 Figure 10. FY16/17 AOT Treatment Program Participants In this section, we first provide a consumer profile of AOT treatment program participants, including their demographic characteristics and diagnoses. Then, we focus on the intensity and frequency of service participation among consumers, followed by a discussion of consumer outcomes, including the extent to which participants experienced crisis episodes, psychiatric hospitalizations, and criminal justice involvement. Finally, we highlight program costs and costs savings associated with reduced numbers of hospitalizations and criminal justice involvement, as well as revenue generated through federal reimbursement. ACT Consumer Profile The following section describes consumers’ demographic characteristics, as well as their diagnoses, employment status, educational attainment, and sources of financial support when they enrolled in ACT. The AOT treatment program is enrolling the target population, although 25% of those enrolled are younger than expected. As shown in Table 6, ACT consumers were primarily male (53%, n = 23), white (56%, n = 24), and between the ages of 26 and 59 (70%, n = 30). Approximately 25% of ACT consumers are transitional age youth (TAY) between the ages of 18 and 25. While this is not completely unexpected given that the majority of major mental health disorders have an onset during the TAY period, TAY may have service needs that differ from the adult population. October 17, 2017 Contra Costa County Board of Supervisors 60 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 21 Table 6. ACT Consumer Demographics (N = 43) Category ACT Consumers Gender Male 53% (n = 23) Female 47% (n = 20) Race and Ethnicity Black or African American 23% (n = 10) Hispanic 12% (n = 5) White 56% (n = 24) Other or Unknown 9% (n = 4) Age at Enrollment 18 – 25 25% (n = 11) 26 – 59 70% (n = 30) 60+ 5% (n = 2) Sixty-one percent (61%) of ACT consumers (n = 26) had a primary diagnosis of a psychotic disorder (see Figure 11) and 79% (n = 34) had a co-occurring substance use disorder at the time of enrollment. Figure 11. Primary Diagnosis at Referral (N = 43) At the time of enrollment, approximately 42% (n = 18) of consumers were housed (e.g., living with family or in a supervised placement) and 9% (n = 4) were living in a residential program. Approximately 40% (n = 17) of consumers were homeless or living in a shelter at enrollment; four consumers ’ housing status was unknown. Psychotic disorder, including schizophrenia and schizoaffective disorders 26, 61% Mood disorder, including bipolar and depressive disorders 13, 30% Other 4, 9% October 17, 2017 Contra Costa County Board of Supervisors 61 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 22 Table 7. Housing Status at ACT Enrollment (N = 43) Residence Living Arrangement at Enrollment Housed 42% (n = 18) Residential Program 9% (n = 4) Shelter/Homeless 40% (n = 17) Unknown or Not Reported 9% (n = 4) ACT consumers also reported on their highest level of educational attainment, and whether they were in school at the time of enrollment. Most consumers had some college education or technical training (35%, n = 15) or higher levels of education (19%, n = 8), and the majority were not in school (72%, n = 31; see Figure 12 and Figure 13). All consumers with a high school diploma/GED or less were not in school at the time of ACT enrollment, or their school status was unknown. Just over half of consumers (53%) included education as a recovery goal. Figure 12. Educational Attainment (N = 43) Figure 13. School Attendance at Enrollment (N = 43) The majority of ACT consumers (81%, n = 35) were not employed when they enrolled, while 16% (n = 7) did not report their employment status. Obtaining employment was a recovery goal for just over half (53%) of AOT consumers, and as shown in Table 8, most consumers (54%, n = 23) received Supplemental Security Income as their primary source of financial support. Additionally, almost all ACT consumers received the same financial support at the time of enrollment as they had in the year leading up to enrollment. Table 8. Sources of Financial Support at and before ACT Enrollment (N = 43) Financial Support Support Received in the Year Prior to ACT Enrollment Support Receiving at ACT Enrollment Family Member/Friend 9% (n = 4) 9% (n = 4) Retirement/Social Security Income 5% (n = 2) 5% (n = 2) Less than High School 7, 16% High School/GED 8, 19%Some College/Technical Training 15, 35% College/ Technical Degree or Higher 8, 19% Unknown/ Not Reported 5, 12% Not in school 31, 72% Tech/ Vocational School 1, 2% Unknown /Not Reported 11, 26% October 17, 2017 Contra Costa County Board of Supervisors 62 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 23 Financial Support Support Received in the Year Prior to ACT Enrollment Support Receiving at ACT Enrollment Supplemental Security Income 54% (n = 23) 54% (n = 23) Social Security Disability Insurance 2% (n = 1) 0% (n = 0) Other (including Housing Subsidy, General Relief/Assistance, and Food Stamps) 4% (n = 2) 2% (n = 1) No Financial Support 12% (n = 5) 14% (n = 6) No Information Reported 14% (n = 6) 16% (n = 7) Service Participation The following sections describe the type, intensity, and frequency of service participation, as well as consumers’ adherence to treatment while in the ACT program. The ACT model is designed to provide intensive community-based treatment, measured by: 1) the intensity of services, which is the amount of service an individual receives in a defined time period; and 2) the frequency of services, which is how often an individual receives services. ACT teams are expected to provide at least four face-to-face contacts per week for a total of at least two hours of service per week. The ACT team continues to provide intensive services to consumers. Although the length of consumers’ enrollment varies, ACT consumers were enrolled for an average of 243 days, with an average of 6.5 face-to-face contacts per week lasting a total of about six hours per week (see Table 9), which clearly exceeds the ACT standards for intensity and frequency of services. Table 9. ACT Consumer Service Engagement (N = 43) Average Range Length of ACT Enrollment 243 days 4 – 483 days Frequency of ACT Service Encounters 6.5 face-to-face contacts per week <1 – 18 face-to-face contacts per week Intensity of ACT Services Encounters 6 hours of face-to-face contact per week <1 – 17 hours of face-to- face contact per week The majority of ACT consumers (93%) were adherent to ACT treatment during FY16/17. Consumers were considered “treatment adherent” if they received at least one hour of face-to-face engagement with their ACT team at least two times a week. Only three consumers (n = 7%) did not meet this standard of adherence (see Figure 14 and Figure 15). October 17, 2017 Contra Costa County Board of Supervisors 63 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 24 Figure 14. Intensity of ACT Contacts per Week Figure 15. Frequency of ACT Contacts per Week A subset of consumers requested discharge from ACT during FY16/17. As shown in Figure 16, 30% (n = 13) of consumers were discharged from ACT during FY16/17, two of whom re-enrolled in the program at least once. According to the ACTiOn team, four discharges were the result of successful program completion (e.g., consumers transitioned to a more appropriate level of care or moved out of the area). However, three individuals were discharged because they were incarcerated, while four others were discharged because they were not engaging in treatment. Among these seven consumers, six experienced hospitalization and/or justice involvement following discharge. 7%, 3 5%, 2 30%, 13 21%, 9 37%, 16 0 4 8 12 16 20 <1 hour per week 1 hour per week 2-4 hours per week 5-6 hours per week 7 or more hours per week 5%, 2 5%, 2 33%, 14 21%, 9 37%, 16 0 4 8 12 16 20 <1 contact per week 1 contact per week 2-4 contacts per week 5-6 contacts per week 7 or more contacts per week Non-Adherent Consumers Adherent Consumers October 17, 2017 Contra Costa County Board of Supervisors 64 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 25 Figure 16. ACT Consumers ACT Consumer Outcomes The following sections provide a summary of consumers’ experiences with psychiatric hospitalizations, crisis episodes, criminal justice involvement, and homelessness before and during ACT enrollment. As previously discussed, these outcomes are standardized to rates per 180 days in order to account for variance in length of enrollment and pre-enrollment data. This section describes consumers’ crisis stabilization episodes and psychiatric hospitalizations before and during ACT enrollment. The County’s PSP Billing System was used to identify consumers’ hospital and crisis episodes in the 36 months prior to and during AOT enrollment. On average, the number of consumers experiencing crisis episodes and psychiatric hospitalization, as well as the frequency of those experiences, decreased post-AOT enrollment. Almost all consumers (93%, n = 40) had at least one crisis episode in the three years before ACT, averaging approximately 4.7 episodes for every six months, with episodes lasting an average of just under two days. Fewer consumers had a crisis episode during ACT (58%, n = 25) with an average of 3.1 episodes for every six months (see Table 10). October 17, 2017 Contra Costa County Board of Supervisors 65 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 26 Table 10. Consumers’ Crisis Episodes before and during ACT Crisis Episodes Before ACT enrollment During ACT enrollment Number of Consumers (N = 43) n = 40 n = 25 Number of Crisis Episodes 4.7 episodes per 180 days 3.1 episodes per 180 days Average Length of Stay 1.8 days 1.1 days Similarly, the number of consumers who experienced a psychiatric hospitalization decreased during ACT. Approximately two-thirds of consumers (67%, n = 29) had at least one hospitalization in the three years before ACT, compared to 30% of consumers who experienced a hospitalization during ACT. Those with at least one hospitalization before ACT averaged approximately 1.3 hospitalizations every six months, lasting an average of just under ten days. Though consumers had fewer hospitalizations (1.1 per 180 days) while enrolled in ACT, the average length of stay increased substantially from 9.7 to 28.6 days (see Table 11). Table 11. Consumers’ Psychiatric Hospitalizations before and during ACT Psychiatric Hospitalizations Before ACT enrollment During ACT enrollment Number of Consumers (N = 43) n = 29 n = 13 Number of Hospitalizations 1.3 hospitalizations per 180 days 1.1 hospitalizations per 180 days Average Length of Stay 9.7 days 28.6 days This section describes consumers’ criminal justice system involvement. Data from the Sheriff’s Office and Courts were used to identify their justice involvement in the 36 months prior to and during AOT enrollment. RDA received the following criminal justice data from Contra Costa County’s Sheriff’s Office and the Superior Court in order to assess the criminal justice involvement of ACT consumers:  Bookings: Following an arrest, individuals are typically booked into local county jail. Once booked, individuals remain in jail until they are released through bail payment or on their own recognizance.  Charges: The District Attorney’s Office determines whether to file charges once a criminal complaint is sought. Charges are a formal allegation of an offense for which an individual is arrested and booked.  Convictions: A conviction is the determination of guilt or innocence (or “no contest”) for a given charge following a plea bargain or trial. RDA received data from the Contra Costa County Sheriff’s Office to assess the number of bookings, and average lengths of stay in jail, for each consumer pre- and post-AOT enrollment. In addition, RDA received charges and conviction data from Contra Costa’s Superior Court in order to understand the outcomes of consumers’ bookings. October 17, 2017 Contra Costa County Board of Supervisors 66 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 27 The number of consumers experiencing criminal justice involvement decreased during ACT. The majority of ACT consumers (72%, n = 31) were arrested and booked into county jail at least once in the three years prior to ACT enrollment. During ACT participation, however, only approximately 33% (n = 14) of consumers were arrested and booked. Of those 14 consumers, seven were subsequently charged and four were convicted of a new criminal offense (see Figure 17). Most of the bookings were for probation violations (30%), assault and battery (22%), or trespassing or disorderly conduct (16%). Figure 18. Type of Bookings during ACT Table 12. Bookings and Incarcerations before and during ACT Bookings and Incarcerations Bookings before ACT enrollment Bookings during ACT enrollment Number of Consumers n = 31 n = 14 Number of Incidents 3.4 bookings per 180 days 3.5 bookings per 180 days In addition to improving consumers’ mental health outcomes, ACT services are also designed to support consumers in attaining suitable housing situations that support their community mental health treatment. Trespassing or Disorderly Conduct 16% Assault and Battery 22% Theft 16% Drug Offense 10% Probation violation 30% Other 6% 14 Arrested and Booked 7 Charged 4 Convicted Figure 17. Criminal Justice Involvement during ACT October 17, 2017 Contra Costa County Board of Supervisors 67 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 28 The majority of consumers (64%, n = 25) either obtained or maintained housing while in ACT. Self-reported housing data from before and during ACT were available for 39 of the 43 ACT consumers. As shown in Figure 19, the majority of consumers either obtained housing while in ACT (15%, n = 6) or maintained their housing from before ACT (49%, n = 19). Just over one-third of consumers (36%) either lost their housing (8%, n = 3) or continued to be homeless while in ACT (28%, n = 11). Figure 19. Consumers’ Housing Status before and during ACT (N = 39) A small group of consumers continues to experience difficulty. Thirty percent (30%, n = 13) of enrolled consumers continued to struggle with psychiatric hospitalizations and/or criminal justice involvement, and experienced an increase in the rate of these events while enrolled in ACT. Of these 13 individuals:  Almost half (46%) are TAY,  Half (50%) are homeless and/or unstably housed,  Almost all (92%) have a psychotic or mood disorder and a co-occurring substance use disorder, and  The majority (85%) enrolled in ACT voluntarily. Consumers’ abilities to function independently and participate in activities that are a part of daily living are also of key importance in ACT programs. ACT consumers experienced slight increases in their self-sufficiency while enrolled in ACT. Throughout consumers’ enrollment in ACT, the team administers the Self Sufficiency Matrix (SSM) to assess consumers’ social functioning and independent living. The SSM consists of 18 domains scored on a scale of one (“in crisis”) to five (“thriving”). Clinicians assessed consumers at intake, every 90 days, and upon discharge. Intake data was available for 27 consumers, 21 of whom also had at least one reassessment. Table 13 reports the average scores for consumers at intake, 90 days, 180 days, and one year; “n/a” indicates where no scores were given for those domains. Consumers who obtained housing •15% of consumers who were not housed before ACT obtained housing while enrolled Consumers who maintained housing •49% of consumers who were housed before ACT continued to maintain housing while enrolled Consumers who were not stably housed •8% of consumers were housed before ACT but did not maintain housing during ACT •28% of consumers were not housed before or during ACT enrollment October 17, 2017 Contra Costa County Board of Supervisors 68 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 29 Table 13. Self Sufficiency Matrix Scores Domain Intake Average Score 90-Day Average Score 180-Day Average Score 1-Year Average Score Housing 3.00 3.57 3.20 4.25 Employment 1.15 1.24 1.27 1.50 Income 1.96 2.57 2.67 3.50 Food 2.65 3.24 2.67 4.00 Child Care n/a n/a n/a n/a Children's Education 5.00 5.00 n/a n/a Adult Education 3.70 3.67 3.60 4.50 Health Care Coverage 4.07 4.10 3.87 4.50 Life Skills 2.89 3.38 3.53 3.75 Family/Social Relations 2.26 4.19 3.07 4.25 Mobility 2.15 2.71 2.80 4.00 Community Involvement 2.44 3.20 3.13 4.75 Parenting Skills 4.00 2.00 4.00 n/a Legal 3.67 3.90 3.93 4.25 Mental Health 2.07 2.29 2.73 4.00 Substance Abuse 3.19 3.48 3.20 4.00 Safety 3.70 4.00 4.21 4.50 Disabilities 2.40 2.30 2.62 4.00 Other 1.00 n/a n/a n/a Total Score 41.15 48.14 45.87 59.75 Sample Size 27 21 15 4 Consumers’ average scores across domains at the 90-day, 180-day, and one-year SSM administrations were higher than the average intake scores. AOT Costs and Cost Savings There are a number of expenses associated with Contra Costa County’s AOT program. However, there are also cost savings likely to result from decreases in crises, hospitalization, and incarceration. Additionally, the County generates revenue for Medi-Cal eligible mental health services. To analyze AOT-related costs and cost savings, RDA collected cost-related information from the CCBHS Finance Department, as well as from other County departments involved in the implementation of AOT. The sections below provide a preliminary review of costs associated with AOT program implementation, as well as the extent to which AOT has generated revenue through Medi-Cal billing and reduced hospitalizations and justice involvement. October 17, 2017 Contra Costa County Board of Supervisors 69 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 30 The cost to Contra Costa County for implementing AOT in FY16/17 was $1,872,390, which includes actual expenses and revenue projections. During FY16/17, AOT implementation cost Contra Costa County approximately $2,144,226 (see Table 14). CCBHS spent a total of $1,960,001, with $378,195 for Forensic Mental Health to investigate referrals, and $1,581,806 paid to Mental Health Services as the contracted provider delivering the ACT program. In addition to CCBHS’ costs, the County also reported AOT-related expenses incurred by the County Counsel, the Office of the Public Defender, and the Superior Court in supporting the court proceedings element of the AOT process. Costs to County Counsel included providing consultation services for CCBHS, preparing and filing all petitions to the Court, and representing the County in Court hearings. The Office of the Public Defender has one part-time employee who represents all AOT clients, and the Superior Court is responsible for holding AOT court hearings each week. Table 14. Contra Costa County Department Costs County Department FY 16/17 Cost CCBHS (including FMH and MHS) $1,960,001 County Counsel $68,347 Public Defender’s Office $112,5005 Superior Court $3,378.00 Total County Costs $2,144,226 The County estimated that they would receive 35% (accounting for a 15% disallowance rate) in revenue from Medi-Cal billing, or $206,589. In actuality, MHS provided approximately $776,675 worth of Medi-Cal eligible services during this time period, and the County estimates that they will receive approximately $271,836 in revenue from Medi-Cal billing for these services. It is worth noting that the County’s AOT program only served 43 consumers during FY16/17, and has the capacity to serve up to 75 clients as currently configured; the amount of revenue generated through service provision should continue to grow as the AOT treatment program enrolls more individuals. Service costs were estimated for all ACT consumers enrolled in the program for more than 90 days (n = 37). Data sources included PSP billing data and bookings data from the Contra Costa County Sheriff’s Office. PSP billing data included a charge for each mental health service, while booking costs were estimated using a projected cost of $106 per consumer per day.6 As shown in Table 15, the overall costs of mental health services increased; however, the cost of bookings and corresponding jail stays have decreased. This confirms that the County has increased its investment in the well-being and recovery of 5 Public Defender costs include staff benefits. 6 Grattet, R. and Martin, B. (2015). Probation in California. Retrieved on August 24, 2017 from http://www.ppic.org/publication/probation-in-california/. October 17, 2017 Contra Costa County Board of Supervisors 70 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 31 consumers, which has led to better outcomes for consumers and a reduced burden on institutions like Inpatient Unit 4C and the County’s jails. Table 15. Mental Health Service and Booking Costs before and during ACT (N = 37) Actual Cost Average Annual Cost per Consumer 12 Months before ACT During ACT 12 Months before ACT During ACT All Behavioral Health Services $2,315,254 $2,685,812 $82,788 $95,699 Bookings $101,018 $57,028 $7,807 $2,450 Psychiatric Hospitalizations $870,157 $478,765 $69,715 $56,512 It is also important to note that while there are cost savings associated with reducing incarceration and hospitalization for the 43 AOT enrolled consumers, the County is still incurring expenses for a 75 person AOT program. This means that funds are being expended based on an expected enrollment of 75 consumers, while only 43 consumers are receiving services that are likely to reduce incarceration and hospitalization expenses. October 17, 2017 Contra Costa County Board of Supervisors 71 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 32 Discussion and Recommendations This FY16/17 evaluation of Contra Costa County’s AOT program recognizes the shared efforts of CCBHS, County Counsel, Office of the Public Defender, the Superior Court, and MHS in identifying, engaging, and serving AOT consumers, as well as the Board of Supervisors and community of stakeholders who continue to invest in the success of this program. The following discussion summarizes consumer accomplishments and implementation successes since program inception, and includes recommendations for the County to consider around engaging individuals who are difficult to locate, as well as how to more effectively use the civil court process to compel participation. CCBHS FMH and MHS work together to identify, outreach, and engage eligible consumers in order to enroll them in ACT. CCBHS FMH and MHS continue to build their collaborative processes to ensure that appropriate consumers are identified and connected to services. Both teams are persistent in their efforts to work with consumers who may be — by the nature of their diagnoses and co-occurring substance use disorders — difficult to find and engage. Both investigation and outreach and engagement data indicate that the Care Team are meeting consumers “where they’re at” and are continuously striving to find and engage consumers and consumers’ support networks. The Care Team is consistently outreaching to consumers and their families at a variety of locations and with diverse team members in order to both determine consumers’ eligibility for AOT and engage consumers in AOT treatment services. Contra Costa County’s AOT program has engaged 46% of all AOT referrals in the appropriate level of mental health services. Together, CCBHS FMH and MHS resolved 142 referrals in FY16/17, with 35 referred consumers either still under investigation to determine eligibility for AOT or receiving outreach and engagement in order to connect them to AOT treatment services. Of the 142 referrals closed during FY16/17, 43 engaged with MHS’ team, either voluntarily or through the AOT court process. Another 23 consumers were not eligible for AOT and were instead connected to another service provider. Thus, 46% (n = 66) of all referred consumers were connected to the appropriate level of mental health services. The subset of 23 referred consumers who engaged in services other than AOT treatment after referral indicates that AOT provides an additional pathway into the mental health system that benefits more consumers than those who are AOT-eligible. The majority of consumers experienced benefits from participating in the AOT treatment program. Consumers experienced a range of benefits from their participation in ACT. Not only did fewer consumers experience crisis episodes, hospitalizations, and justice involvement while in the AOT treatment program, but those who experienced these outcomes both before and after ACT enrollment did so with less severity while enrolled in the AOT treatment program. Further, consumers’ average scores on the Self-Sufficiency October 17, 2017 Contra Costa County Board of Supervisors 72 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 33 Matrix (SSM) reassessment were higher than their average scores at intake, suggesting that consumers are improving in their social functioning and independent living skills through program participation. A group of individuals referred to AOT were unable to be located during the investigation or outreach and engagement processes. CCBHS receives AOT referrals for individuals in confined settings (e.g., hospital, jail) as well as the community. Referrals for consumers in the community present a unique challenge, because AOT consumers are likely to be homeless, unstably housed, or otherwise difficult to locate. Other large California counties implementing AOT, such as Orange County, also experience similar difficulty in locating referred consumers who are homeless or unstably housed. Eighteen (18) individuals who were unable to be located either by CCBHS FMH during the investigation process or by MHS during the outreach and engagement phase experienced a crisis episode or hospitalization following the referral. Of the consumers unable to be located by FMH, seven consumers experienced a hospitalization post referral. Of the consumers unable to be located by MHS, 11 consumers experienced a crisis and seven consumers experienced a crisis episode or hospitalization. Some of these experiences occurred while the referral was open to FMH and/or MHS and some occurred after the referral had been closed. FMH attends the weekly case conference at the Contra Costa Regional Medical Center (CCRMC) Inpatient Unit 4C to determine if there are any individuals with open investigations at the hospital so that they can assess and engage the individual during their stay. However, FMH does not currently have a way to determine if there are previously referred individuals now hospitalized in order to re-open the investigation. While the FMH clinicians may remember some of the individuals referred, the volume of individuals they investigate likely requires additional tracking mechanisms. It may be useful for CCBHS to develop a mechanism that would allow Psychiatric Emergency Services (PES), Inpatient Unit 4C, and jail mental health to make FMH or MHS aware of an AOT-referred individual’s presence at their unit with enough time available for FMH or MHS to be able to conduct an assessment or outreach visit. This may be more difficult at PES where the length of stay is much shorter, which would require that FMH or MHS become aware of the person’s presence at PES as soon as possible following entry rather than waiting until discharge. As such, suggested options could include:  A tracking mechanism on the face sheet to note an open or previous AOT referral.  Training for PES, Inpatient Unit 4C, and jail mental health staff to screen for AOT with a process to contact FMH or MHS when a potentially AOT-eligible individual shows up.  Education for qualified requestors, including family members, to call FMH or MHS to alert them that the individual is at PES, hospital, or jail so that they can go to the facility and make contact. It might also be useful to build an automated alert within PSP so that MHS and/or FMH receive a notification if one of the referred individuals has an episode opening at PES, hospital, or jail mental health. October 17, 2017 Contra Costa County Board of Supervisors 73 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 34 Additional exploration of the court’s role in AOT may assist with compelling participation in treatment. During each stage of the AOT process, there are opportunities to assertively engage and compel participation. It may make sense for the County to consider the role of the AOT court petition in increasing the number of eligible individuals who enroll in ACT treatment, decreasing the length of time to enrollment, and increasing retention in AOT treatment in the following circumstances:  While the person is hospitalized and/or incarcerated;  If the person is unlikely to engage within 120 days;  If the person voluntarily agrees to participate but fails to engage or requests discharge prematurely; or  If the person voluntarily agrees to participate but continues to experience crisis, hospitalization, and/or criminal justice involvement. This set of recommendations is based on aggregate analyses presented throughout this report and is not informed by a review of individual cases. Nothing in this discussion is intended to question the independent, clinical judgment of the professionals working within Contra Costa County’s AOT system. Rather, this discussion suggests that there may be additional opportunities to consider how the petition may be useful to address some of the gaps noted in this evaluation report. October 17, 2017 Contra Costa County Board of Supervisors 74 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 35 Appendices Appendix I. AOT Eligibility Requirements7 In order to be eligible, the person must be referred by a qualified requestor and meet the defined criteria:  The person is 18 years of age or older.  The person is suffering from a mental illness.  There has been a clinical determination that the person is unlikely to survive safely in the community without supervision.  The person has a history of lack of compliance with treatment for his or her mental illness, in that at least one of the following is true: a. At least 2 hospitalizations within the last 36 months, including mental health services in a forensic environment. b. One or more acts of serious and violent behavior toward himself or herself or another, or threats, or attempts to cause serious physical harm to himself or herself or another within the last 48 months.  The person has been offered an opportunity to participate in a treatment plan by the director of the local mental health department, or his or her designee, provided the treatment plan includes all of the services described in Section 5348, and the person continues to fail to engage in treatment.  The person's condition is substantially deteriorating.  Participation in the assisted outpatient treatment program would be the least restrictive placement necessary to ensure the person's recovery and stability.  In view of the person's treatment history and current behavior, the person is in need of assisted outpatient treatment in order to prevent a relapse or deterioration that would be likely to result in grave disability or serious harm to himself or herself, or to others, as defined in Section 5150.  It is likely that the person will benefit from assisted outpatient treatment. 7 Welfare and Institutions Code, Section 5346 October 17, 2017 Contra Costa County Board of Supervisors 75 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 36 Appendix II. Description of Evaluation Data Sources CCBHS AOT Request Log: This spreadsheet includes the date of each AOT referral, as well as the demographic characteristics of each individual referred to AOT and the initial disposition of each referral (e.g., unqualified requestor, open AOT investigation, voluntarily accept MHS services, court involved MHS participation) and an updated disposition if the investigation outcome changed. These data were used to identify the total number of referrals to the County’s AOT program during FY16/17, as well as the number of individuals who received more than one AOT referral. CCBHS Investigation Tracking Log: CCBHS staff logged investigation Blue Notes (i.e., field notes from successful outreach events) into an Access form tracking the date, location, and length of each CCBHS Investigation Team outreach encounter. Future reports will also include the recipient of the service (i.e., consumer or collateral) and outcome of the investigation (e.g., consumer no-show or non-billable service). These data were used to assess the average number of investigation attempts provided by the CCBHS Investigation Team per referral. MHS Outreach and Engagement Log: This spreadsheet tracks the date and outcome of each MHS outreach encounter, including information on who provided outreach (e.g., family partner, peer partner, clinician) to whom (consumer or collateral contact such as friend, family, or physician), and the location and length of each outreach encounter. Data from this source were used to calculate the average number of outreach encounters the MHS team provided each consumer, as well as the average length of each outreach encounter, the location (e.g., community, secure setting, telephone) of outreach attempts, and the average number of days of outreach provided for reach referral. Contra Costa County PSP Billing System (PSP): These data track all behavioral health services provided to ACT participants, as well as diagnoses at the time of each service. PSP service claims data were used to identify the clinical diagnoses and demographics of ACT participants at enrollment, as well as the types and costs of services consumers received pre- and during-ACT enrollment (e.g., outpatient, inpatient, residential, and crises), the average frequency with which consumers received ACT FSP services, and the average duration of each service encounter. FSP Partnership Assessment Form (PAF), Key Event Tracking (KET), and Quarterly Assessment Form (3M): Though the PAF, KET, and 3M are entered into the Data Collection and Reporting (DCR) system, data queries were unreliable and inconsistent; therefore, MHS staff entered PAF, KET, and 3M data manually into a Microsoft Access database. These data were used in this report to generate consumer profile measures and self-reported changes in outcome measures such as homelessness before and during ACT. MHS Outcomes Files: These files include assessment data for a number of clinical assessments MHS conducts on ACT participants. For the purposes of this evaluation, the Self Sufficiency Matrix (SSM) was used to assess consumers’ social functioning and independent living. Future reports will include findings October 17, 2017 Contra Costa County Board of Supervisors 76 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 37 from the MacArthur Abbreviated Community Violence Instrument to address consumers’ experiences of victimization and violence. October 17, 2017 Contra Costa County Board of Supervisors 77 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 38 Appendix III. FSP Consumer Profile The following information describes the individuals served by an FSP program in Contra Costa County during FY16/17. Just over half of FSP clients were male (57%, n = 156) and over half were between the ages of 26 and 59 (60%, n = 162). The majority of FSP consumers were either Black or African American (38%, n = 103) or White (33%, n = 91; see Table 16). Table 16. FY16/17 FSP Consumer Demographics (N = 272) Category ACT Consumers Gender Male 57% (n = 156) Female 43% (n = 116) Race and Ethnicity Black or African American 38% (n = 103) Hispanic 18% (n = 48) White 33% (n = 91) Other or Unknown 11% (n = 30) Age at Enrollment 18 – 25 39% (n = 106) 26 – 59 60% (n = 162) 60+ 1% (n = 4) About half of consumers enrolled in a FSP program in FY16/17 were diagnosed with a psychotic disorder at the time of their enrollment into the program (see Figure 20). Figure 20. FY16/17 FSP Primary Diagnosis at Enrollment (N = 272) 51%, 139 30%, 81 11%, 31 8%, 21 Psychotic disorder, including schizophrenia and schizoaffective disorders Mood disorder, including bipolar and depressive disorders Other October 17, 2017 Contra Costa County Board of Supervisors 78 Contra Costa County Behavioral Health Services Assisted Outpatient Treatment Program FY16/17 Evaluation September 15, 2017 | 39 In the three years before FSP enrollment, just over half of FSP consumers (56%, n = 151) had at least one crisis episode and just over one-third of FSP consumers (37%, n = 100) had at least one hospitalization. Future reports will explore their rates of these experiences before and during FSP enrollment, and will compare appropriately matched FSP consumers to ACT consumers on these outcomes. October 17, 2017 Contra Costa County Board of Supervisors 79 Contra Costa Health Services Assisted Outpatient Treatment Evaluation October 10, 2017 | 1 Contra Costa County Assisted Outpatient Treatment (AOT) Evaluation Fiscal Year 2016/17 Evaluation Report Report Addendum #1 Introduction RDA presented this FY 2016/17 AOT Evaluation report at the AOT Workgroup meeting on September 22, 2017 and at the Family and Human Services (F & HS) Committee meeting on September 25, 2017. In advance of these meetings, CCBHS electronically distributed this interim evaluation report, the annual ACT Fidelity Assessment, a PowerPoint presentation of both reports, and a CCBHS staff summary to an existing mailing list of AOT stakeholders as well as publicly posted the materials on the County website with the agenda for the F & HS Committee meeting. RDA received both written and verbal comments and questions following the AOT Workgroup meeting from stakeholders and AOT partners. The purpose of this addendum is to document stakeholder feedback as well as respond to comments and questions regarding the evaluation. This addendum does not summarize nor respond to questions or comments from the September AOT workgroup and F & HS Committee meetings, as those discussions were documented in meeting minutes. Below, stakeholder feedback and/or comments are presented in italics, followed by RDA’s response in indented format. Stakeholder Communications 51% of those referred were deemed ineligible, but among the reasons someone would be deemed ineligible are being unable to locate, being unable to get in touch with the referrer, and having the referrer withdraw the referral. I’m not sure I would agree that any of those reasons should be considered ‘ineligibility’ since the person referred very well could qualify. The reason I think this is important is because by calling them ‘ineligible,’ it could appear that many individuals who do not qualify are being referred and investigated when in fact much of that percentage may be people who are eligible but go no further in the system due to factors unrelated to their actual eligibility for the program. RDA response: In subsequent reports, we can provide information on those who were assessed and determined to be ineligible versus those who were unable to be located. Do we know how many of those who received services voluntarily through this process were receiving any services prior to referral, or were on the radar of the county outreach teams? This is important information to know because one of the big successes in Los Angeles County has been the avenue into treatment for a population that was not otherwise engaged and had not been engaged with the mental health department prior to referral- meaning that the ability to refer through Laura’s Law is the reason these individuals are now receiving treatment, whether they actually qualified for Laura’s Law or not. The role of Laura’s Law October 17, 2017 Contra Costa County Board of Supervisors 80 Contra Costa Health Services Assisted Outpatient Treatment Evaluation October 10, 2017 | 2 as a way into the system for those who don’t qualify for the program but do qualify for services they were not receiving is important to quantify. RDA response:  There is existing data available to the evaluation team regarding whether or not someone participated in mental health services prior to the AOT referral if services were provided by or funded through CCBHS; RDA can explore this information in subsequent reports. Services funded through other county mental health departments, Medicare, private insurance, or other grants would not be included as those data are not available.  RDA does not have data on whether or not individuals referred to AOT were “on the radar” or receiving services from the County outreach teams as these data are maintained in a separate database. We will explore the feasibility of including this additional data set in the evaluation, if the County would like us to do so.  The report discusses that 46% (n=66) of AOT referrals were connected to specialty mental health services, including but not limited to AOT. Of the 66 consumers who were connected to mental health services as a result of an AOT referral, 43 engaged with MHS’ team, either voluntarily or through the AOT court process and an additional 23 voluntarily enrolled in an appropriate level of mental health services. As discussed in the report, this suggests that “AOT provides an additional pathway into the mental health system that benefits more consumers than those who are AOT-eligible” (page 32). I would ask that if a person is listed as unable to locate and this person is identified as being seriously mentally ill that these people who have already been identified as being seriously ill by their family, loved one, or health care provider be placed on the a missing person's bulletin. We already do this for people who have autism, Alzheimer's disease, or developmental disabilities. We, however, do not see mental illness as being worthy of such an outreach. Are those unable to be located names turned over to law enforcement for assistance in location? RDA response: RDA provided this comment to CCBHS and MHS for their consideration regarding referred individuals who are unable to be located. CCBHS shared that they are unable to file a missing person’s report, as per county counsel, without a signed Release of Information (ROI). Therefore, this is not something they can do prior to first contact or if the individual does not sign an ROI. Additionally, MHS shared that they do engage in this practice for consumers who are enrolled in the ACT program. Are other large and similarly size CA counties who have implemented Laura’s Law programs experiencing similar 120+ enrollment periods and the referral challenges CCBHS FMH and MHS ACTiOn Team are experiencing? RDA response: To the best of our knowledge, the average length of time from referral to enrollment in similar sized counties is approximately 2-3 months (i.e., 60-90 days), as compared to Contra Costa’s median of 79 days. However, there is a wider range in Contra Costa (4 - 300+ October 17, 2017 Contra Costa County Board of Supervisors 81 Contra Costa Health Services Assisted Outpatient Treatment Evaluation October 10, 2017 | 3 days), and 17 consumers waited for more than 120 days before becoming enrolled in the program (Contra Costa’s program design sets forth a 120-day outreach and engagement period for individuals referred). In terms of other referral challenges, other counties are also experiencing difficulties in locating individuals referred to AOT. In this regard, Contra Costa’s experience appears similar to other California counties. Urgent need for PES/4C tracking, greater targeted use of judicial petition, and family requestor documentation training. As a NAMI Family to Family teacher, I teach the importance of proper documentation for “crisis situations.” With the new $600K/year Volunteer Network contract, NAMI Contra Costa can collaborate to help improve family requester documentation needed for this program. RDA response: There are recommendations regarding this point included in the evaluation report. The researchers appear to call bipolar disorder a mood disorder and schizophrenia/schizoaffective disorder psychotic disorders. Psychosis is obviously a major symptom for many with bipolar disorder, so I probably would not draw that line as it is a fairly artificial distinction. RDA response: RDA categorized all types of schizophrenia, schizoaffective, and other psychotic disorders as “Psychotic disorders” in the report; all diagnoses listed in the Psychotic disorder chapter of the Diagnostic and Statistical Manual (DSM-V) were included in this category. We included all Bipolar and Depressive disorders in one category labeled “Mood disorder,” as was previously categorized in the Diagnostic and Statistical Manual of Mental Disorders, 4th Edition, Text Revision (DSM-IV-TR). While we understand that psychotic symptoms are frequently associated with Bipolar disorders and the DSM-V separated Bipolar and Depressive disorders into separate chapters, we also look for meaningful categorizations when sample sizes are lower to protect confidentiality. In subsequent reports, we will separate bipolar and depressive disorders, as data permits. Regarding the small group of consumers who requested discharge from ACT services described on page 24, I disagree with characterizing those who moved out of the area as ‘successful program completion.’ Further, the indication is that four consumers were discharged from ACT because they were not engaging in treatment, and three were discharged when they were incarcerated. Of those seven, six subsequently were rehospitalized or had justice involvement. My question about this would be why incarceration or not engaging in treatment would be grounds for discharge since they almost all went on to be hospitalized or arrested. Unless I am misreading the data, I believe all seven of these individuals were under AOT orders at the time, so why would they be able to discharge from ACT services by not cooperating- shouldn’t this lead to a review and possible rehospitalization? And is there a rule that if someone is arrested or incarcerated they no longer receive ACT services? I think more detail is needed on those seven individuals to understand this. October 17, 2017 Contra Costa County Board of Supervisors 82 Contra Costa Health Services Assisted Outpatient Treatment Evaluation October 10, 2017 | 4 RDA response: For the individuals who moved out of the area, RDA is unable to provide additional information about their specific circumstances. RDA categorized their discharges as “successful program completion” as part of the case review for the ACT fidelity assessment. However, we understand the commenter’s concern about the implications of categorizing data in this way. In future reports, we can consider categorizing this type of discharge as “planned” versus “successful program completion” given that these were planned discharges rather than someone “disappearing.” The majority of the seven individuals, who either requested discharge prematurely or were incarcerated, enrolled in ACT voluntarily and did not have a settlement agreement or AOT order with the court. RDA recommended (page 34) that the County explore how to best leverage the court’s role to compel participation. Specifically, RDA suggested: “It may make sense for the County to consider the role of the AOT court petition in increasing the number of eligible individuals who enroll in ACT treatment, decreasing the length of time to enrollment, and increasing retention in AOT treatment in the following circumstances:  While the person is hospitalized and/or incarcerated;  If the person is unlikely to engage within 120 days;  If the person voluntarily agrees to participate but fails to engage or requests discharge prematurely; or  If the person voluntarily agrees to participate but continues to experience crisis, hospitalization, and/or criminal justice involvement.” 85% of the individuals who were struggling with ACT compliance were voluntarily enrolled in ACT services (page 28). It does make me wonder if they would be struggling as much if the voluntary settlement agreements were entered as court orders to make use of the black robe effect. This is considered a best practice, but it has been resisted by many California counties who want to keep services voluntary if a settlement is reached. RDA response: The individuals who were voluntarily enrolled did not have any involvement with the court and chose to voluntarily enroll prior to a petition being filed. As discussed in the preceding comment, RDA recommended that the County explore how to best leverage the court’s role to compel participation, including, “if the person voluntarily agrees to participate but continues to experience crisis, hospitalization, and/or criminal justice involvement.” Explicit Admission Criteria: Since CCBHS currently has “front end” investigation, outreach, and initial referral responsibility, why is there a score of 2 on the part of MHS? Why is there the stated need for greater collaboration between FMH and MHS CC ACTiOn Team? Report also states MHS accepts consumers they do not believe meet ACT criteria, including SUD and developmental disabilities. Thank you for explaining. October 17, 2017 Contra Costa County Board of Supervisors 83 Contra Costa Health Services Assisted Outpatient Treatment Evaluation October 10, 2017 | 5 RDA response: ACT occurs within a mental health system, and fidelity to the ACT model requires participation from other agencies. MHS believes that they have accepted some consumers who do not meet criteria; however, CCBHS believes that everyone they have referred meets criteria. RDA’s impression is that there is a need for increased communication to ensure that MHS understands why CCBHS assesses someone to meet eligibility criteria, particularly if MHS has questions about eligibility. No Drop Out Policy: Why did the score decrease to 3 this year from 5 last year? Due to lack of grater targeted use of the judicial petition? Other reasons? Thank you for explaining. RDA response: At the time of the 2016 fidelity assessment, consumers had been enrolled for a short length of time, meaning there were not really opportunities to “drop out.” With a full year of data and consumers’ with longer tenure in the program, there have been consumers who dropped-out, and the drop-out rate meets criteria for a score of 3. Assertive Engagement Mechanisms: I’m “scratching my head” with the onus placed on the MHS ACTiOn Team. Since CCBHS FMH is “in charge” of this function, it appears they, not MHS, bear primary responsibility for the great reluctance to use the judicial petition process and judicial non-involvement as the main reasons for this low score. If I am missing something, thank you for explaining further. RDA response: As stated previously, ACT occurs within a mental health system, and fidelity to the ACT model requires participation from other agencies. The ACT model expects that ACT teams use all legal mechanisms available to compel participation, including but not limited to AOT. When discussing the fidelity scores with MHS, RDA suggested that, during MHS’ daily team meetings, the ACT team should consider when a petition may be appropriate for individuals in outreach and engagement or for individuals enrolled in ACT. This information should be formally communicated to CCBHS. Once someone is engaging with MHS, CCBHS may not know if nor when a petition may be appropriate and relies on MHS for that information. As a result, this score requires that MHS and CCBHS work together to ensure that CCBHS has the necessary information following referral to MHS for those who might benefit from a petition being filed. Hospitalization: Why did the average length of hospital days increase from 9.7 pre ACT to 28.6 days during ACT? Reluctance to use judicial petition process in an earlier targeted way? RDA response: The number of consumers who experienced any hospitalization decreased from 29 individuals before ACT enrollment to 13 individuals during ACT enrollment. However, the length of hospital stays increased from 9.7 to 28.6 days. RDA’s interpretation is that the program is helping reduce “avoidable hospitalizations” and that the smaller group of individuals hospitalized during enrollment were likely experiencing severe symptoms and required that level of care and length of time to stabilize and be safe. October 17, 2017 Contra Costa County Board of Supervisors 84 Contra Costa Health Services Assisted Outpatient Treatment Evaluation October 10, 2017 | 6 Have we explored not only LPS conservatorship but also temporary conservatorships (e.g. T-Con) in the data? Would we know if that had happened, either before enrollment or after? RDA response: Conservatorship data that occurred during ACT enrollment is currently available to the evaluation team for LPS and other types of conservatorship. RDA will need to confirm that the pre-enrollment data includes LPS and other types of conservatorship. Where relevant and if available to RDA, we will include in subsequent reports. Criminal Justice Involvement: What are the differences in public safety with regards to criminal justice involvement? Do we have any information about those determines to be incompetent to stand trial (IST) post arrest? How can we track information about those individuals who are determined to be IST and receive competency restoration, particularly at the state hospital? Those individuals would not be sentenced but are still in the criminal justice system? Can MHS stay involved with those individuals who are determined to be IST or who are incarcerated? RDA response: This is the first report where data from the courts and Sheriff’s Office have been included. Subsequent reports can explore the different charges and convictions, as that may help us understand threats to public safety. Additionally, RDA does have information about someone being sent to a state hospital for competency restoration and that information would be included in the report if it had occurred. However, we did not include information about IST if they were referred to FMH for competency restoration in the community. We will explore the feasibility of including these data in subsequent reports with CCBHS. In terms of remaining in ACT if determined to be IST or incarcerated, it is our understanding that there are individuals enrolled in ACT who were determined to be IST, were referred to FMH for competency restoration in the community, and did remain enrolled in ACT. It is also our understanding that individuals who are incarcerated and are likely to have been released from jail within the six month term of ACT/AOT enrollment were able to stay involved with ACT, and the ACT team meets with them at the County jail. However, there were individuals who were discharged from the program because they were likely to be incarcerated for at least six months. Given that AOT enrollment is for a six-month, renewable term, this appears to be a reasonable cut-off for determining whether or not to continue with a person’s ACT/AOT enrollment. Homelessness: It was mentioned at the Friday AOT meeting that some people with a mental illness prefer being homeless. I feel that this is a misrepresentation of what these people seek. When interviewed they prefer to be homeless rather than being warehoused in shelters, substandard Room & Boards or bed bug infested apartments. When someone with a mental illness is homeless it is necessary for a deep assessment to be done. Why are they homeless--is it due to their psychosis? It is almost impossible to attain wellness when one is homeless. RDA response: RDA has shared this feedback with CCBHS and MHS. Outcomes were better across the board for those under AOT orders. October 17, 2017 Contra Costa County Board of Supervisors 85 Contra Costa Health Services Assisted Outpatient Treatment Evaluation October 10, 2017 | 7 RDA response: While RDA does not yet have a large enough sample size to compare outcomes between those who voluntarily enrolled versus those who enrolled with court involvement, we recommended in our report that the County explore how to best use the petition to promote service enrollment, retention, and expected outcomes. Reimbursed treatment expenses well-exceeded what was estimated and cost savings across budget lines (mental health versus corrections) did materialize as was argued. Why does this particular report at N=43 emphasize costs over cost avoidance savings? The 6 month report stated preliminary hospital savings of $1M annualized at N=17. RDA response: The program did produce reductions in hospitalization and incarceration, both of which are primary drivers of cost decreases. However, it is RDA’s perspective that the overall program did not produce anticipated cost savings because 1) the ACT team is funded for a 75- person capacity but has not yet been more than half full, and 2) there is a group of individuals who experienced increases in hospitalization and/or criminal justice involvement. For the first point, the ACT team itself has a higher per person cost. Additionally, we suspect that the individuals who have not yet enrolled in the program continue to experience hospitalization and/or incarceration, which means that the County is, in essence, paying for ACT services for a group not yet receiving them, as well as the hospitalization and incarceration that would likely be reduced if they were enrolled in ACT. For the second point, there is evidence of reduced hospitalization and incarceration for enrolled individuals. However, the report (page 28) discusses that “thirty percent (30%, n=13) of enrolled consumers continued to struggle with psychiatric hospitalizations and/or criminal justice involvement, and experienced an increase in the rate of these events while enrolled in ACT.” As a result, there is no reliable way to estimate or predict cost savings at this time because 1) some of the enrolled individuals had increased costs associated with hospitalization and/or criminal justice involvement, and 2) the costs associated with the ACT team are higher than expected because of capacity. Why have behavioral health service costs increased from 2.3M pre-enrollment to nearly 2.7M post enrollment? RDA response: RDA expects that this change in actual costs reported is related to a full year of data from program implementation whereas the last evaluation report was produced earlier in Contra Costa’s AOT program implementation. When will the program reach 75 person capacity? RDA response: RDA has shared this question with CCBHS and MHS. October 17, 2017 Contra Costa County Board of Supervisors 86 Plan for Maximum Enrollment of Persons Eligible for the AOT Program Submitted By: Contra Costa Behavioral Health Services Division Contra Costa Health, Housing and Homeless Services Division Date: October 10, 2017 Point of Contact: Warren Hayes, MHSA Program Manager Issue: After 19 months of a 36 month project period the Assisted Outpatient Treatment (AOT) Program is reported to have had 47 individuals deemed eligible and in receipt of assertive community treatment. The AOT Program has a caseload capacity of 75 persons. Goal: Increase mental health treatment enrollment numbers to ensure all eligible persons receive this service, and thus facilitate maximum program and cost effectiveness. In particular, ensure that all AOT eligible seriously mentally ill persons who are homeless or at risk for being homeless receive this service. Plan: 1. By December 30 the Health, Housing and Homeless Division (H3) will develop and implement a protocol by which staff identify and refer potential candidates for the AOT Program to H3’s licensed mental health clinical staff, who can then act as Qualified Requestors to Contra Costa Behavioral Health Services Division (CCBHS) investigative staff. This protocol, with accompanying training, addresses the current statutory requirement that only a Qualified Requestor can make a request for an investigation. 2. Effective immediately CCBHS staff will regularly coordinate with H3 staff to a) meet on a monthly basis to address confidentiality constraints the investigative process imposes on the ability to share client information, b) provide quarterly outreach and training opportunities to housing and homeless service providers, such as homeless shelters and the homeless continuum of care, in order to educate them on Qualified Requestor requirements, and c) facilitate monthly case coordination meetings between housing and homeless providers and Mental Health Systems (MHS), the AOT Program treatment provider, in order to ensure each homeless person made eligible for the AOT Program has simultaneous access to the best available behavioral health and housing services. 3. AOT Program staff (CCBHS and MHS) will proactively continue to engage Detention Mental Health staff, and by December 1 a) provide an update to appropriate staff to be effective Qualified Requestors, b) streamline referral protocol, and c) improve communication of timing of contact visits and the release of current and potential AOT Program participants. October 17, 2017 Contra Costa County Board of Supervisors 87 2 4. AOT Program staff to increase outreach and education efforts to the community, such as police and sheriff departments, hospitals (to include Contra Costa’s Regional Medical Center and Psychiatric Emergency Services), Community Connect, probation, district attorney and public defender offices, and appropriate community based organizations (ongoing). 5. Effective immediately CCBHS and MHS staff will implement procedures that facilitate court petitions sooner and more frequently in order to address persons who remain resistive to treatment participation. These procedures include, a) instituting a 30 day review after referral to MHS to assess the need for a petition, b) CCBHS keeping charts open after referral to MHS to consider appropriateness for a petition on an ongoing basis, and c) adding petition consideration to the weekly CCBHS/MHS managers’ meeting agenda. This strategy will be monitored to determine impact on overall enrollment into the program. Challenges: The above plan implements procedures to maximize coordination and collaboration among programs and services that can impact positively on the population likely to benefit from the AOT Program. However, challenges remain that will require constant attention in order to mitigate their impact on full enrollment. 1. Housing Availability. Homeless individuals who are participating in the AOT Program because of serious and persistent mental illness face the same challenges as any homeless person; namely, the lack of affordable housing. Persons who are likely to be eligible for the AOT Program face additional challenges, as by definition their condition is deteriorating and are likely to pose a danger to themselves or others. This does not make the ideal candidate for the limited supportive housing services that are currently available. 2. Resistance to Treatment. Persons who are resistant to treatment often are not able or desirous to engage with the service or housing options available to them. An example would be programs that require abstinence and sober living as a pre-requisite to participation. During the AOT Program project period Resource Development Associates, via external evaluation, has been tasked with determining the efficacy of mandating treatment through a civil court process. 3. Confidentiality. Until they are in receipt of a signed consent form program staff are legally prohibited from sharing any client information after a request for investigation is made and during the investigation period for AOT eligibility. During this period mutual sharing of information to enable service coordination becomes a challenge. October 17, 2017 Contra Costa County Board of Supervisors 88 Contra Costa County Assisted Outpatient Treatment (AOT) Evaluation MHS’ ACTiOn Team 2017 Fidelity Assessment October 17, 2017 Contra Costa County Board of Supervisors 89 Contra Costa County Behavioral Health Services MHS’ ACTiOn Team 2017 Fidelity Assessment August 21, 2017 | 1 Introduction As an evidence-based psychiatric rehabilitation practice, Assertive Community Treatment (ACT) provides a comprehensive approach to service delivery to consumers with severe mental illness (SMI). ACT uses a multidisciplinary team, which typically includes a psychiatrist, a nurse, substance abuse and vocational specialists, and a peer counselor. ACT is characterized by 1) low client to staff ratios; 2) providing services in the community rather than in the office; 3) shared caseloads among team members; 4) 24-hour staff availability, 5) direct provision of all services by the team (rather than referring consumers to other agencies); and 6) time-unlimited services. When done to fidelity, the ACT model consistently shows positive outcomes for individuals with psychiatric disabilities. This flexible, client-driven comprehensive treatment has been shown to reduce risk and improve mental health outcomes. The ACT service-delivery model relies on a multidisciplinary team of professionals who work closely together to serve consumers with the most challenging and persistent mental health needs. The ACT team works as a unit rather than having individual caseloads in order ensure that consumers receive the services and support necessary to live successfully in the community. The ACT team provides direct services to consumers in vivo, which means the ACT team must have a flexible service delivery model, providing consumers the services they need in the places and contexts they need them, as opposed to primarily in an office setting. ACT is a nationally recognized evidence based practice with evidence dating back to the 1970s. According to outcomes from 25 randomized controlled trials, compared to usual community care, ACT more successfully engages clients into treatment, substantially reduces psychiatric hospital use, increases housing stability, and moderately improves symptoms and subjective quality of life.1 Perhaps more importantly, research also suggests there are no negative outcomes associated with the ACT service delivery model. Recent research seeking to identify which client populations ACT is most effective for demonstrates that ACT is strongly effective and cost-effective for clients with a high frequency of psychiatric hospitalizations and less effective and not cost-effective for clients with a low frequency of psychiatric hospitalizations. In Contra Costa County, Mental Health Systems (MHS) administers ACT. It is funded by the Mental Health Services Act (MHSA) Community Services and Supports as a Full Service Partnership program, and serves as the service component of Contra Costa’s Assisted Outpatient Treatment (AOT) program. ACT offers adults with serious mental illness a full service partnership program that addresses mental health, housing needs, and community reintegration. Clients in the program have access to any team member, small caseloads for more individualized attention, nursing services and psychiatry, housing supports, and 24- hour availability. 1 Bond, G.R., Drake, R.E., Mueser, K.T., and Latimer, E. (2001). Assertive Community Treatment for people with severe mental illness. Disease Management and Health Outcomes, 9(3), 141-159. October 17, 2017 Contra Costa County Board of Supervisors 90 Contra Costa County Behavioral Health Services MHS’ ACTiOn Team 2017 Fidelity Assessment August 21, 2017 | 2 Fidelity Assessment Process Contra Costa County, as part of a larger evaluation of the newly implemented AOT program, was interested in learning about ACT implementation. The intention of the fidelity assessment process is to measure the extent to which MHS’ ACT team is in alignment with the ACT model and to identify opportunities to strengthen ACT/AOT services. For this component of the evaluation, RDA applied the ACT Fidelity Scale, developed at Dartmouth University2 and codified in a SAMHSA toolkit.3 This established assessment process sets forth a set of data collection activities and scoring process in order to determine a fidelity rating as well as qualifications of assessors. Roberta Chambers, PsyD, and John Cervetto, MSW, conducted the ACT Fidelity Assessment. Both raters have extensive experience in community mental health programs as well as quality improvement and evaluation. The fidelity assessment began with a series of project launch activities. This included: 1. Project launch call with CCBHS and MHS to introduce the fidelity assessment and desired outcomes, describe the assessment process, and confirm logistics for the assessment site visit. 2. Data request to CCBHS and MHS in advance of the site visit to obtain descriptive data about consumers enrolled in ACT since program inception. The assessors conducted a full-day site visit at MHS’ ACT team office in Concord, CA on July 13, 2017. During the site visit, the assessors engaged in the following activities:  ACT team meeting observation  Interviews with seven (7) ACT team members  Review of available documentation  Consumer focus group  Family member focus group  Debrief with the Team Leader Concurrently, RDA obtained data from CCBHS and MHS and conducted descriptive analyses of the demographics and service utilization patterns of consumers enrolled in ACT. Following the site visit and data analysis, the assessors each completed the fidelity rating scale independently and then met to seek consensus on each individual rating and to identify recommendations to strengthen MHS’ ACT program fidelity rating. The results of that discussion and the fidelity assessment are presented in the proceeding Results and Discussion sections. 2 http://www.dartmouth.edu/~implementation/page15/page4/files/dacts_protocol_1-16-03.pdf 3 Substance Abuse and Mental Health Services Administration. Assertive Community Treatment: Evaluating Your Program. DHHS Pub. No. SMA-08-4344, Rockville, MD: Center for Mental Health Services Administration, U.S Department of Health and Human Services, 2008. October 17, 2017 Contra Costa County Board of Supervisors 91 Contra Costa County Behavioral Health Services MHS’ ACTiOn Team 2017 Fidelity Assessment August 21, 2017 | 3 Fidelity Assessment Results The ACT program was rated on the following three domains set forth in the ACT Fidelity Scale:  Human Resources: Structure and Composition  Organizational Boundaries  Nature of Services Each domain has specific criterion rated on a 5-point Likert scale with clearly defined descriptions for each rating. The following chart provides an overview of the domains, criterion, and ACTiOn Team’s 2016 and 2017 program ratings. As shown in the table below, the ACTiOn Team received an overall fidelity score of 4.42 indicating a high level of fidelity to the ACT Model. The following section provides descriptions, justifications, and data sources for each criterion and rating. Domain Criterion 2016 Rating 2017 Rating Human Resources: Structure and Composition Small caseload 5 5 Team approach 5 4 Program meeting 5 5 Practicing ACT leader 4 4 Continuity of staffing 4 3 Staff capacity 5 4 Psychiatrist on team 5 5 Nurse on team 5 5 Substance abuse specialist on team 5 5 Vocational specialist on team 5 5 Program size 5 5 Organizational Boundaries Explicit admission criteria 3 2 Intake rate 5 5 Full responsibility for treatment services 5 5 Responsibility for crisis services 5 5 Responsibility for hospital admissions N/A 5 Responsibility for hospital discharge planning N/A 5 Time-unlimited services 5 5 Nature of Services In vivo services 3 3 No drop-out policy 5 3 Assertive engagement mechanisms 5 2 Intensity of services 5 5 Frequency of contact 4 4 October 17, 2017 Contra Costa County Board of Supervisors 92 Contra Costa County Behavioral Health Services MHS’ ACTiOn Team 2017 Fidelity Assessment August 21, 2017 | 4 Domain Criterion 2016 Rating 2017 Rating Work with support system 5 5 Individualized substance abuse treatment 5 5 Co-occurring disorder treatment groups 5 5 Co-occurring disorders model 5 5 Role of consumers on treatment team 5 5 ACT Fidelity Score 4.73 4.42 Human Resources: Structure and Composition Small caseload refers to the consumer-to-provider ratio, which is 10:1 for ACT programs. MHS’ ACTiOn Team received a rating of 5 for this criterion as they have 12.5 FTEs who provide direct services, as well as two administrative staff, for 32 active consumers and clearly exceeds the 10:1 ratio. This was assessed through personnel records and staff interviews. Team approach refers to the provider group functioning as a team rather than as individual team members with all ACT team members knowing and working with all consumers. MHS’ ACTiOn Team received a rating of 4 for this criterion as 70% of consumers had face-to-face interactions with more than one team member in a two-week period. This was assessed through consumer records and further supported through the morning meeting observation, staff interviews, and consumer and family focus groups. This is a slight decrease from the 2016 rating of 5 when 90% of consumers had face-to-face interactions with more than one team member in a two (2) week period. The program meeting item measures the frequency with which the ACTiOn team meets to plan and review services for each consumer. MHS’ ACTiOn Team received a rating of 5 for this criterion as they team meets at least four times per week and reviews every consumer in each meeting. Assessors observed the program meeting during the site visit and observed the team discussion for every consumer as well as confirmed the frequency of program meeting through available documentation and staff interviews. Practicing ACT leader refers to the supervisor of frontline staff providing direct service to consumers. Full fidelity requires that the supervisor provide direct service at least 50% of the time. MHS’ ACTiOn Team received a rating of 4 because the Team Leader provides direct services about 30% of the time. These direct services include both formal and informal interactions and may or may not include formal progress notes. October 17, 2017 Contra Costa County Board of Supervisors 93 Contra Costa County Behavioral Health Services MHS’ ACTiOn Team 2017 Fidelity Assessment August 21, 2017 | 5 Continuity of staffing measures the program’s level of staff retention. Full fidelity requires less than 20% turnover within a two-year period. During the evaluation period, seven staff discontinued employment with MHS’ ACTiOn Team, which is a 47% turnover rate. This results in a rating of 3 based on the scoring rubric and was assessed through a review of personnel records and staff interviews. This is a slight decrease from the 2016 rating of 4 where there was a 20% turnover rate. Staff capacity refers to the ACT program operating at full staff capacity. According to personnel records, the MHS ACTiOn Team has operated at or above full staffing capacity 94% of the time. This is a slight reduction from the 2016 rating of 4 where they operated at 100% staffing during the evaluation period. Fidelity to the ACT model requires 1.0 FTE psychiatrist per 100 consumers. Currently, MHS’ ACTiOn Team provides 0.5 FTE psychiatrist for 32 active consumers, as reported by staff and personnel records. This results in a rating of 5. Once the program is at full capacity of 75 enrolled consumers, the team will require a .75 FTE psychiatrist to meet full fidelity to the ACT model. The ACT model requires a 1.0 FTE nurse per 100 consumers. Currently, MHS’ ACTiOn Team employs two full-time nurses, including a registered nurse and licensed vocational nurse, as observed by personnel records and staff interviews. This exceeds the required ratio and results in a rating of 5. The ACT model includes two staff with at least one year of training or clinical experience in substance abuse for 100 consumers. Currently, MHS’ ACTiOn Team employs 2.0 FTE who meet criteria for a substance abuse specialist, as observed by personnel records and staff interviews. This exceeds the required ratio given 32 enrolled consumers and results in a rating of 5. The ACT model includes two staff with at least one year of training or experience in vocational rehabilitation and support for 100 consumers. Currently, MHS’ ACTiOn Team employs a 1.0 FTE vocational rehabilitation specialist, as observed by personnel records and staff interviews. This exceeds the required ratio for 32 enrolled consumers and results in a rating of 5. When at full capacity of 75 consumers, the program will need to ensure that there are 1.5 FTE with the requisite experience in vocational rehabilitation. Program size refers to the size of the staffing to provide necessary staffing diversity and coverage. MHS’ ACTiOn Team exceeds the staffing ratio, as observed by personnel records and staff interview. This results in a rating of 5. October 17, 2017 Contra Costa County Board of Supervisors 94 Contra Costa County Behavioral Health Services MHS’ ACTiOn Team 2017 Fidelity Assessment August 21, 2017 | 6 Organizational Boundaries Explicit admission criteria refers to 1) measureable and operationally defined criteria to determine referral eligibility, and 2) ability to make independent admission decisions based on explicitly defined criteria. MHS’ ACTiOn Team, in partnership with CCBHS, has explicit admission criteria for enrollment into ACT. However, the responsibility for actively identifying and engaging potential ACT consumers lies primarily with CCBHS as a part of the larger Assisted Outpatient Treatment program, and MHS takes all consumers referred, regardless of independent review. For this reason, MHS’ ACTiOn Team received a score of 2. This represents a slight decrease from the 2016 rating of 3 because the MHS’ ACTiOn Team has accepted consumers that they do not believe meet ACT criteria, including consumers who they believe have a primary substance use diagnosis as well as individuals with developmental disabilities. It is important to note that this does not suggest that MHS and CCBHS should change the process for ACT admission, but that there may be to strengthen collaboration between the two agencies during the admission process. Intake rate refers to the rate at which consumers are accepted into the program to maintain a stable service environment. In order to implement ACT with fidelity, a provider should have a monthly intake rate of six or lower. In the past six months, there have been no more than six consumers admitted in any given month resulting in a rating of 5. Fidelity to the ACT model requires that ACT programs not only provide case management services but also provide psychiatric services, counseling/psychotherapy, housing support, substance abuse treatment, and employment and rehabilitative services. Currently, MHS’ ACTiOn Team provides the full range of services, including psychiatric services, counseling/psychotherapy, housing support, substance abuse treatment, and employment and rehabilitative services. This was observed through program meeting observation, staff interview, a review of consumer personnel records, and input from a consumer focus group and results in a rating of 5. The ACT model includes a 24-hour responsibility for covering psychiatric crises. MHS’ ACTiOn Team provides 24-hour coverage through a rotating on-call system shared by all program staff, with the exception of administrative staff. The Team Leader provides back-up coverage and support. This was observed through program meeting observation and staff interviews as well as a review of personnel records and results in a rating of 5. The ACT model includes the ACT program participating in decision-making for psychiatric hospitalization. Currently, MHS’ ACTiOn Team collaborated with Psychiatric Emergency Services and Unit 4C on all decisions to hospitalize ACT consumers, resulting in a rating of 5. October 17, 2017 Contra Costa County Board of Supervisors 95 Contra Costa County Behavioral Health Services MHS’ ACTiOn Team 2017 Fidelity Assessment August 21, 2017 | 7 The ACT model includes the ACT program participating in hospital discharge planning. Currently, MHS’ ACTiOn Team collaborated with Unit 4C and other inpatient units on all hospital discharge plans, resulting in a rating of 5. The ACT model is designed to be time-unlimited with the expectation that less than 5% of consumers graduate annually. MHS’ ACTiOn Team graduated one consumer during the evaluation period, resulting in a rating of 5. This was determined through consumer records and staff interview. There were two consumers who moved out of the area during the evaluation period who were removed from this scoring criteria. Nature of Services ACT services are designed to be provided in the community, rather than in an office environment. The community-based services item measures the number of MHS’ ACTiOn Team contacts in a client’s natural settings which refers to location where clients live, work, and interact with other people. For the period of evaluation, 59% of all encounters between the Action Team and Clients occurred in the community- based settings, which is a slight increase from last year’s result of 53%. As this percentage falls between the range of 40% to 59%, the score for this measure is 3. This criterion refers to the retention rate of consumers in the ACT program. According to consumer records and staff report, nine consumers dropped out of the program, resulting in a 22% drop out rate and a rating of 3. Any consumer who moved out of the area was removed from the analysis for this criterion. This represents a decrease from last year’s rating of 5. As part of ensuring engagement, the ACT model includes using street outreach and legal mechanisms as indicated and available to the ACT team. While MHS’ ACTiOn Team applies street outreach and other assertive engagement mechanisms, they do not appear to be using legal mechanisms specifically available to them, including the civil court petition for AOT, and instead appear to focus on building motivation for consumers to accept treatment voluntarily. This rating is informed by a small subset of consumers who initially accepted services on a voluntary basis but either 1) refused to participate once enrolled or 2) requested discharge despite continuing to meet criteria for ACT services. It is important to note that the decision to use legal mechanisms is a collaborative effort between CCBHS and MHS, and the actual implementation of a legal mechanism, (i.e. AOT voluntary settlement agreement or court order) is shared between all AOT partners. October 17, 2017 Contra Costa County Board of Supervisors 96 Contra Costa County Behavioral Health Services MHS’ ACTiOn Team 2017 Fidelity Assessment August 21, 2017 | 8 Intensity of services is defined by the face-to-face time service time MHS’ ACTiOn Team staff spend with clients. Fidelity to the ACT model requires that consumers receive an average of two hours per week of face-to-face contact. During the evaluation period, ACT consumers received an average of 2.67 hours per week, resulting in a score of 5. Fidelity to the ACT model requires that ACT consumers have an average of at least four face-to-face contacts per week. During the evaluation period, ACT consumers received an average of 3.15 contacts per week, resulting in a score of 4. The ACT model includes support and skill-building for the consumer’s support network, including family, landlords, and employers. This criterion measures the extent to which MHS’ ACTiOn Team provides support and skill-building for the client’s informal support network as a way to further enhance the client’s integration and functioning. According to staff, consumer, and family member discussions, MHS’ ACTiOn Team is exceeding the expectation of 4 contacts per month with informal support systems, resulting in a rating of 5. The ACT model is based on an interdisciplinary team that provides all of the services a consumer may need to support their recovery and address their psychosocial needs, including individualized substance abuse treatment. MHS’ ACTiOn Team provides individualized substance abuse services via the dual recovery specialist, family partner, and other clinical staff. This was observed through a review of personnel and consumer records, staff interview, and consumer focus groups and results in a rating of 5. The ACT model is based on an interdisciplinary team that provides all of the services a consumer may need to support their recovery and address their psychosocial needs, including co-occurring disorder treatment groups. MHS’ ACTiOn Team provides co-occurring disorder groups led by the dual recovery specialist, family partner, and other clinical staff. This was observed through a review of personnel and consumer records, staff interview, and consumer focus groups and results in a rating of 5. The ACT model is based on a non-confrontational, stage-wise treatment model that considers the interactions between mental illness and substance use and has gradual expectations of abstinence. The assessors were impressed with the implementation of motivational interviewing and stages of change principles throughout the program meeting and staff interviews and found that MHS’ ACTiOn Team clearly meets and exceeds the treatment philosophy set forth in the ACT model. This results in a rating of 5. October 17, 2017 Contra Costa County Board of Supervisors 97 Contra Costa County Behavioral Health Services MHS’ ACTiOn Team 2017 Fidelity Assessment August 21, 2017 | 9 The ACT model includes the integration of consumers as full-fledged ACT team members, usually in the provision of peer support and/or peer counseling. MHS’ ACTiOn Team does include consumer membership as a part of the ACT team staffing. This was observed through a review of personnel records, team meeting observation, and staff interview and results in a rating of 5. Other Feedback ACT consumers and family members were generally appreciative of the ACT program and believed that participating in ACT had been beneficial. In addition to the strengths noted last year of professional staff, partnership and responsivity, and an inclusive approach to services, program strengths noted are:  Caring Staff: Consumers and family members discussed feeling like MHS’ ACTiOn Team staff are truly invested in consumers’ lives and recovery processes. This was a clear differentiating factor for consumers and family when discussing if this program was different from other treatment experiences and how.  Outreach: Both family members and consumers discussed how helpful the outreach process is with MHS’ ACTiOn Team. Specifically, consumers and family discussed that staff come out to their homes or wherever they are and listen to their experiences and needs. Consumers described feeling cared about during the process and family discussed the relief they felt in knowing that someone was committed to help and willing to take the time to work with them and explain the process.  Consumer Outcomes: It is notable that many consumers have made significant progress while in the program. Every consumer and family member interviewed was easily able to acknowledge an accomplishment as a result of participating. The assessors were also impressed with the consumers who have obtained and maintained housing, reduced crisis and hospitalization, and are either working or volunteering. Discussion participants also provided suggestions for improving the program, including:  Meaningful Activities: Consumers and family members shared that despite the frequent contact with members of MHS’ ACTiOn Team, people still have a fair amount of free time. Both consumers and family members suggested that activity-based groups may be helpful to support consumers with their recovery goals. Suggestions included more game nights, art groups, barbeques, trips to the library or other community locales, and volunteering at the local animal shelter. This was a recommendation from last year, and appears to still be an area for continued growth.  Enrollment Process and Use of Petition: Family members expressed concern at how long the enrollment process took to get their loved one through the process. Some family members discussed being denied services initially and then re-referring their family member after an additional crisis or jail experience in order to get them approved for the program. Additionally, family members expressed concern at the limited use of the petition and the length of time to decide to use a petition, if at all. October 17, 2017 Contra Costa County Board of Supervisors 98 Contra Costa County Behavioral Health Services MHS’ ACTiOn Team 2017 Fidelity Assessment August 21, 2017 | 10 Discussion Strengths The assessors were impressed with a variety of elements of MHS’ ACTiOn Team and observed that many of the program elements were present and met or exceeded fidelity measures. The program was robustly staffed with more team members than required with staff who are clearly committed to the success of the program and consumers. Staff demonstrated their familiarity with motivational interviewing and the recovery model in conversations with assessors and are working as a cohesive team. The program is structured to provide adequate staffing that can do “whatever it takes” to support consumers and meet them “wherever they’re at,” literally and figuratively. Team members appeared to work together throughout the day to ensure that all consumers receive individualized support to achieve their goals. Both consumers and family members expressed gratitude to MHS’ ACTiOn Team and staff for the accomplishments that ACT consumers have achieved during program participation. Throughout the focus groups, assessors heard consumer and family member accounts of increasing stability and finding hope, as well as a number of tangible successes, including:  Obtaining housing and income  Reducing hospitalizations  Feeling safe  Improving and repairing family relationships  Believing that recovery is possible Opportunities While the fidelity assessment revealed a high degree of alignment with the ACT model, there appear to be opportunities for improvement.  Staffing: While MHS’ ACTiOn Team is robustly staffed for the current caseload of 32, there would be gaps in some of the positions if the team were to grow to the contracted number of 75 consumers. Specifically, there would be a need to increase vocational rehabilitation and psychiatry time to ensure alignment with the model. Additionally, there has been a higher rate of turnover than expected. ACT being a new program in the County may influence this, and MHS may wish to explore how to increase staff retention for this program.  Civil Court Involvement: The lowest scores from this assessment include the drop-out rate and use of legal mechanisms to compel participation. It may be useful for MHS and CCBHS to explore if there are ways for the program to maximize the use of the petition, specifically for 1) those who are determined by CCBHS to be eligible but are not willing to accept services after a period of outreach and engagement from MHS, and 2) those individuals who initially agree to ACT services on a voluntary basis and then fail to engage or request to be discharged despite continuing to meet eligibility criteria for AOT.  Capacity: MHS’ ACTiOn Team is contracted for up to 75 consumers and has served 43 consumers, of whom 32 are currently enrolled. MHS and CCBHS may wish to explore the barriers to October 17, 2017 Contra Costa County Board of Supervisors 99 Contra Costa County Behavioral Health Services MHS’ ACTiOn Team 2017 Fidelity Assessment August 21, 2017 | 11 enrollment for consumers, including the use of the civil court petition and the length of time to become enrolled, as discussed previously, as well as consider how to best scale the program to ensure continued fidelity to the ACT model. Conclusion MHS’ ACTiOn Team received an average fidelity rating of 4.42 and scored in the “high fidelity” range. The assessors were impressed with the staff, program implementation, and the success stories shared by staff, consumers, and their families. The assessors also recognized the opportunity to continue to improve the program, specifically around issues related to timely admission, the use of legal mechanisms to compel participation, and staff turnover. Additionally, the assessors recommend that CCBHS and MHS’ ACTiOn Team explore what steps would be needed to enroll and serve 75 consumers while continuing the high degree of fidelity to the ACT model. October 17, 2017 Contra Costa County Board of Supervisors 100 9/15/2017 1 CONTRA COSTA COUNTY ASSISTED OUTPATIENT TREATMENT INTERIM EVALUATION September 25, 2017 Resource Development Associates Agenda 2 Introduction AOT Program Overview Pre-Enrollment AOT Enrollment Discussion October 17, 2017 Contra Costa County Board of Supervisors 101 9/15/2017 2 Introduction3 AOT Timeline 4 February 5, 2015 • Contra Costa Board of Supervisors authorized Assisted Outpatient Treatment. February 1, 2016 • CCBHS began accepting AOT referrals. February 1, 2016 • CCBHS received its first referral and conducted its first investigatio n. February 5, 2016 • MHS outreaches to the first eligible individual. March 4, 2016 • MHS enrolls the first ACT consumer. June 30, 2017 • In FY16/17, CCBHS received 177 referrals and MHS enrolled 43 ACT consumers October 17, 2017 Contra Costa County Board of Supervisors 102 9/15/2017 3 FY16/17 Interim Evaluation ◻Interim Evaluation Activities ⬜Secondary data analyses on AOT program services⬜Measure MHS’ ACT fidelity ◻Interim Evaluation Period ⬜July 1, 2016 – June 30, 2017 5 Purpose of FY16/17 Interim Evaluation:➢Provide information about AOT program implementation, ACT service provision, and preliminary findings.➢Support continuous quality improvement process to ensure the AOT program is meeting its intended goals. Data and Limitations Data Provided ◻CCBHS⬜Referral and investigation information⬜Service utilization data for all specialty mental health services provided or paid for by CCBHS⬜MHS contract payments⬜Estimated expenditures from CCBHS and justice partners ◻MHS⬜Outreach and engagement contacts⬜Clinical assessments/outcomes⬜FSP assessments (PAF, KET, 3M)⬜ACT consumer and family focus groups (from ACT fidelity assessment) ◻Sherriff’s Office and Superior Court⬜Bookings, charges, and convictions Limitations ◻In 17 months, the program is still developing and modifying, which impacts data accessibility and quality. ◻There are still relatively few consumers in ACT (43 who have spent an average of 243 days in ACT).⬜RDA standardized outcomes measures to rates per 180 days to account for variability in enrollment lengths and the vastly longer pre-enrollment data periods. 6 October 17, 2017 Contra Costa County Board of Supervisors 103 9/15/2017 4 AOT Program Overview7 Pre- and AOT-Enrollment 8 Referral and InvestigationCCBHS received and investigated 177 referrals Outreach and EngagementMHS provided outreach and engagement to 74 individuals ACT Team Enrollment43 consumers enrolled in AOT treatment program*9 with court involvement Pre-Enrollment AOT-Enrollment October 17, 2017 Contra Costa County Board of Supervisors 104 9/15/2017 5 Pre-Enrollment 9 Referrals and Investigations 10 Requestor % of ReferralsFebruary – June 2016(n = 88) % of ReferralsJuly 2016 – June 2017(n = 190)Parent, spouse, adult sibling, or adult child 61% (n = 54) 63% (n = 120)Treating or supervising mental health provider 11% (n = 10)23% (n = 43)Probation, parole, or peace officer 16% (n = 14)11% (n = 20)Adult who lives with individual 2% (n = 2)1% (n = 2)Director of hospital where individual is hospitalized 2% (n = 2)0% (n = 0)Director of institution where individual resides 0% (n = 0)0% (n = 0)Not a qualified requestor or “other”7% (n = 6)2% (n = 5) Referrals from mental health providers increased, while referrals from unqualified requestors decreased. Investigation Outcome Number of Referred Consumers % of Referred ConsumersReferred to MHS 42 24%Engaged or Re-Engaged with a Provider 19 11% Investigated and Closed 91 51%Ongoing Investigation 25 14% 8 3 2 3 0246810 Referred toMHS(n = 42) Engaged orRe-Engagedwith aProvider(n = 19) Investigatedand Closed(n = 91) OngoingInvestigation(n = 25)Average Number of Contact AttemptsInvestigations resulting in referrals to MHS had many more contacts than other investigation outcomes. October 17, 2017 Contra Costa County Board of Supervisors 105 9/15/2017 6 Outreach & Engagement 11 Over 80% of MHS’ contacts were successful in reaching the consumer or collateral. Outreach and Engagement Outcome Number of Consumers % of Consumers Enrolled in ACT Services in FY16/17 43 58% Enrolled Voluntarily 34 -- Enrolled with Court Involvement 9 -- Engaged or Re-Engaged with Another Provider 4 5% Closed by CCBHS 17 23% Still Receiving Outreach and Engagement Services 10 14% Collateral24% In-personUnsuccessful19% In-personSuccessful55% Phone/Email2% Nearly two-thirds (63%) of consumers that MHS conducted outreach and engagement with resulted in enrollment in ACT or another program. Referral to Enrollment Outcomes 12 Average Length of Time from AOT Referral to ACT Enrollment Length of Time from AOT Referral to ACT Enrollment Average days from AOT referral to first MHS contact52.5 Average days from MHS first contact to ACT enrollment55 0 20 40 60 80 100 120 FY16/17ACT Consumers(N = 43) Days 107 average days from referral to enrollment4 – 281 days in range79 median days 5 10 6 5 3 4 3 3 2 1 1 0 2 4 6 8 10 12 Number of ACT ConsumersDays from Referral to Enrollment On average, for AOT treatment program consumers, it takes 107 days from the point of AOT referral to ACT enrollment. October 17, 2017 Contra Costa County Board of Supervisors 106 9/15/2017 7 AOT Enrollment13 AOT Treatment Program October 17, 2017 Contra Costa County Board of Supervisors 107 9/15/2017 8 Consumer Profile (N = 43) ◻Diagnosis⬜61% of consumers had primary diagnosis of psychotic disorder, including schizophrenia and schizoaffective disorders ◻Housing⬜40% of consumers were homeless at ACT enrollment ◻Employment⬜54% of consumers have supplemental security income⬜9% of consumers rely on family members or friends for financial support 15 Category ACT ConsumersGenderMale53% (n = 23)Female 47% (n = 20)Race and EthnicityBlack or African American 23% (n =10) Hispanic 12% (n =5)White 56% (n =24)Other or Unknown 9% (n =4)Age at Enrollment18 – 25 25% (n =11)26 – 59 70% (n =30)60+5% (n =2) ACT Service Participation (N = 43) ◻Avg. length of enrollment: 243 days ◻Avg. number of service encounters: 6.5 face-to- face contacts per week ◻Avg. intensity of services: 6 hours of face-to-face contact per week ◻The majority of consumers were adherent to ACT treatment (93%) ◻13 consumers were discharged from ACT during FY16/17⬜2 re-enrolled at least once 16 ACT Services ACT Treatment Adherence & Discharges October 17, 2017 Contra Costa County Board of Supervisors 108 9/15/2017 9 ACT Fidelity Assessment ◻Site visit on 7/13/17 that included: ⬜Team meeting observation ⬜Data and documentation review⬜Interviews with ACT team members (7)⬜Consumer Focus Group⬜Family Focus Group ◻ACT Fidelity Score:4.42 ⬜High fidelity ◻Other Feedback ⬜MHS staff are caring and truly invested in consumers’ lives and recovery processes⬜MHS conducts helpful outreach activities⬜Many consumers have made significant progress ◻Participant Suggestions ⬜Activity-based groups may be helpful⬜Consider using the AOT petition sooner 17 ACT Fidelity Assessment ◻Robust staffing who are committed to consumers ◻Familiarity with motivational interviewing and the recovery model ◻Team members work together throughout the day to provide individualized support ◻With MHS’ current staffing, there would be gaps in some positions if the program had 75 consumers ◻Explore if there are ways to maximize use of the petition ◻Explore ways to scale the program to ensure continued fidelity to the ACT model 18 Strengths Opportunities October 17, 2017 Contra Costa County Board of Supervisors 109 9/15/2017 10 Psychiatric Hospitalizations and Crisis Episodes 19 On average, the number of consumers experiencing crisis episodes and psychiatric hospitalization, as well as the frequency of crisis, decreased post-AOT enrollment. Crisis EpisodesBefore ACT enrollment During ACT enrollmentNumber of Consumers (N = 43)n = 40 n = 25Number of Crisis Episodes 4.7 episodes per 180 days 3.1 episodes per 180 daysAverageLength of Stay 1.8 days 1.1 days Psychiatric Hospitalizations Before ACT enrollment During ACT enrollmentNumber of Consumers (N = 43)n = 29 n = 13Number of Hospitalizations 1.3 hospitalizations per 180 days 1.1 hospitalizations per 180 daysAverageLength of Stay 9.7 days 28.6 days Criminal Justice Involvement 20 The number of consumers experiencing criminal justice involvement decreased during ACT, from 31 consumers pre-enrollment to 14 consumers during ACT enrollment. 14 Arrested and Booked 7Charged 4Convicted Criminal Justice Involvement during ACT Trespassing or Disorderly Conduct16% Assault and Battery22% Theft16%Drug Offense10% Probation violation30% Other 6% Types of Bookings during ACT October 17, 2017 Contra Costa County Board of Supervisors 110 9/15/2017 11 Housing Status 21 The majority of ACT consumers (64%, n = 25) either obtained or maintained housing while in ACT. Consumers who obtained housing•15% of consumers who were not housed before ACT obtained housing while enrolled Consumers who maintained housing•49% of consumers who were housed before ACT continued to maintain housing while enrolled Consumers who were not stably housed•8% of consumers were housed before ACT but did not maintain housing during ACT•28% of consumers were not housed before or during ACT enrollment Consumers’ Housing Status before and during ACT (N = 39) Social Functioning and Independent Living 22 ACT consumers experienced slight increases in their self-sufficiency while enrolled in ACT. ◻Self-Sufficiency Matrix (18 domains, score out of 90 pts)⬜Intake average score: 41.15 pts (n = 27)⬜90-day reassessment average score: 48.14 pts (n = 21)⬜180-day reassessment average score: 45.87 pts (n = 15) October 17, 2017 Contra Costa County Board of Supervisors 111 9/15/2017 12 Preliminary AOT Investments and Costs ◻Expenses ◻The cost of implementing AOT is $1,872,390, which includes actual expenses and revenue projections. ◻3.5% savings in average annual cost per consumer⬜Reductions in costs incurred from criminal justice involvement and psychiatric hospitalizations 23 AOT Investments Cost Savings to Contra Costa County CountyDepartment FY 16/17 CostCCBHS (including FMH and MHS)$1,960,001CountyCounsel$68,347Public Defender’sOffice $112,500SuperiorCourt$3,378.00 Total CountyCosts $2,144,226 Average Annual Cost per Consumer12 Months before ACT During ACT All Behavioral Health Services $82,788 $95,699 Bookings $7,807 $2,450 Psychiatric Hospitalizations $69,715 $56,512 Discussion24 October 17, 2017 Contra Costa County Board of Supervisors 112 9/15/2017 13 AOT Care Team ◻FMH and MHS work together to identify, outreach, and engage eligible consumers in order to enroll them in ACT.⬜The Care Team meets consumers “where they’re at” and strive to find and engage consumers and their support networks. ◻AOT program has engaged 46% of all AOT referrals in the appropriate level of mental health services.⬜Care Team resolved 142 referrals in FY16/17⬜66 referred consumers were connected to ACT or another service provider 25 Consumer Outcomes 26 ◻The majority of consumers experienced benefits from participating in the AOT treatment program.⬜Fewer consumers experience mental health crisis episodes, hospitalizations, and criminal justice involvement while in the AOT treatment program.⬜Increased social functioning and independent living skills after 6 months in the AOT treatment program October 17, 2017 Contra Costa County Board of Supervisors 113 9/15/2017 14 Consumers that are Challenging to Locate 27 ◻Some referred individuals were unable to locate.⬜Referrals from confined settings (hospitals & jails) can be challenging to coordinate.⬜Referrals from the community present unique challenges because they may be homeless, unstably housed, or otherwise difficult to locate. Considerations for AOT Team:➢Tracking mechanism on consumer face sheet to note an open or previous AOT referral.➢Training for PES, Inpatient Unit 4C, and jail mental health to screen for AOT and contact FMH/MHS when someone is ready for discharge.➢Education for qualified requestors to call FMH/MHS when individuals are at PES, hospital, or jail so they can go to the facility and make contact. Using the Court Petition 28 ◻Some individuals are very difficult to engage in treatment.⬜18 non-AOT individuals continued to experience crisis, jail, and/or hospitalization post-referral.⬜40% of ACT consumers enrolled more than 120 days post-referral.⬜14% of ACT consumers requested and were discharged before completing ACT.⬜30% of ACT consumers experienced increases in crisis, hospitalization, and criminal justice involvement. Considerations for AOT Team:➢Using the AOT court petition in the following circumstances:•While the person is hospitalized/incarcerated;•If the person is unlikely to engage within 120 days;•If the person agrees to voluntarily participate but fails to engage or requests discharge prematurely; or•If the person agrees to participate but continues to experience crisis, hospitalization, and/or criminal justice involvement. October 17, 2017 Contra Costa County Board of Supervisors 114 9/15/2017 15 Next Steps 29 ◻2018 DHCS Report⬜Data collection and analysis: December 2017 – February 2018⬜DHCS Report (January 1, 2017 – December 31, 2017): March 2018⬜Presentation of DHCS report findings: April – May 2018 ◻ACT Fidelity Assessment⬜ACT Fidelity Assessment Activities: July 2018⬜ACT Fidelity Assessment Report: August 2018 ◻2017-2018 Evaluation Report⬜Data collection and analysis: June – September 2018⬜AOT Evaluation Report (July 1, 2017 – June 30, 2018): October 2018⬜Presentations of Evaluation Report findings: November 2018 Roberta Chambers, PsyD rchambers@resourcedevelopment.net 510.984.1478 Questions and Answers30 October 17, 2017 Contra Costa County Board of Supervisors 115 RECOMMENDATION(S): 1. OPEN the public hearing on Ordinance No. 2017-25; RECEIVE testimony: and CLOSE the public hearing. 2. FIND that the adoption of Ordinance No. 2017-25 is exempt from environmental review under the California Environmental Quality ACT (California Code Regulations, Title 14, Section 15282(h), and Section 15061(b)(3)). 3. ADOPT Ordinance No. 2017-25 to authorize accessory dwelling units up to 1,200 square feet on lots of 12,000 square feet or larger countywide, except in Kensington, and to amend the review procedures for permits to establish accessory dwelling units in Kensington. 4. DIRECT staff of the Department of Conservation and Development Director, or his designee, to file a Notice of Exemption with the County Clerk-Recorder. FISCAL IMPACT: The costs of preparing this Ordinance have been funded by the Department of Conservation and Development's Land Development Fund. The costs of processing accessory dwelling unit applications will be funded by the application fees. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Telma Moreira (925) 674-7783 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: D.5 To:Board of Supervisors From:John Kopchik, Director, Conservation & Development Department Date:October 17, 2017 Contra Costa County Subject:Hearing on Ordinance No. 2017-25 to amend the Accessory Dwelling Unit Ordinance October 17, 2017 Contra Costa County Board of Supervisors 116 BACKGROUND: The Board of Supervisors adopted Ordinance No. 2017-11, the Accessory Dwelling Unit (ADU) Ordinance, on May 23, 2017. Under Chapter 82-24 of the Ordinance Code, ADUs in single-family residential districts that meet the ordinance’s development standards, or are internal conversions of existing residences, are ministerially approved without discretionary review or public hearing, as required by Government Code Section 65852.2. The ADU Ordinance also provides that an applicant may obtain a discretionary ADU permit by requesting a variance from one or more of the ordinance’s development standards, including lot size, height and setback requirements, or parking requirements. During the Board hearing on the ADU Ordinance, several property owners expressed interest in establishing ADUs that would be larger than allowed under the ordinance. The Board directed staff to review options for amending the ADU Ordinance to allow larger ADUs on larger lots. On August 15, 2017, when considering a staff report with recommendations on approaches for amending the ADU Ordinance, the Board directed staff to prepare an ordinance amending the ADU Ordinance: (1) to allow accessory dwelling units up to 1,200 square feet on lots greater than 12,000 square feet, except in Kensington; and (2) in Kensington, amend the review procedures for certain accessory dwelling unit permit applications and allow accessory dwelling units up to 1,000 square feet if approved under the Kensington design review procedures. The Board also directed staff to review and include amendments to the owner occupancy requirements for ADUs as appropriate. On September 27, 2017, the County Planning Commission considered the proposed zoning text amendment prepared by staff. After a public hearing, the County Planning Commission voted to recommend approval of the proposed zoning text amendment. Below is a summary of proposed Ordinance No. 2017-25. STAFF ANALYSIS: ADU sizes in unincorporated County, except Kensington The maximum ADU size allowed under state law is 1,200 square feet. In the unincorporated County, except Kensington, the current ADU Ordinance allows the following maximum unit sizes: 1,000 square feet on lots less than 5 acres, and 1,200 square feet on lots 5 acres or larger. Under Ordinance No. 2017-25, ADUs up to 1,200 square feet would be allowed on lots that are 12,000 square feet or larger. This change would be consistent with the current lot size requirement of 12,000 square foot to establish a second residence in the R-6 district. Permitting procedure for ADUs in Kensington The Kensington combining district ordinance, Chapter 84-74 of the Ordinance Code, requires that new development in Kensington be reviewed under the Kensington design review procedures prior to approval. Under the current ADU Ordinance, ADUs established in the Kensington area are not reviewed under the Kensington design review procedures. Under Ordinance No. 2017-25, an application for a discretionary permit to establish an ADU in the Kensington area that does not meet the development standards of the ADU Ordinance would be reviewed under the Kensington design review. Permits to establish ADUs that meet the ordinance’s development standards, (10,000 sq. ft. minimum lot, setbacks, height) or are internal conversions of existing residences or accessory structures, will continue to be ministerially approved as provided under the ADU Ordinance. ADU sizes in Kensington The maximum ADU size allowed in the Kensington area under the current ADU Ordinance is the lesser of 600 square feet or 60% of the floor area of the primary residence. Ordinance No. 2017-25 would allow the establishment of ADUs up to 1,000 square feet on lots greater than 10,000 square feet in the Kensington area if October 17, 2017 Contra Costa County Board of Supervisors 117 approved under the Kensington design review procedures. ADUs that meet all the development standards, including a maximum size of 600 square feet or 60% of the floor area of the primary residence, whichever is less, will still be ministerially approved. The table below summarizes the ADU size limitations and ADU permit procedures in Ordinance No. 2017-25: Unincorporated County (except Kensington)Kensington Lot size (sq. ft.) Max. unit size (sq. ft.) Process*Max. unit size (sq. ft.)Process* less than 6,000 1,000 Variance for substandard lot 600 or 60% of the floor area of the primary residence, which ever is less -K Design review 6,000 or larger, but less than 10,000 1,000 Ministerial 600 or 60% of the floor area of the primary residence, which ever is less -K Design Review 10,000 or larger, but less than 12,000 1,000 Ministerial 1,000 Ministerial up to 600 sq. ft. or 60% of the primary residence, then -K Design Review 12,000 or larger 1,200 Ministerial 1,000 Ministerial up to 600 sq. ft.or 60% of the primary residence, then -K Design Review * Assumes all other development standards are met, internal conversions are exempt ADU Occupancy Section 82-24.014 of the ADU Ordinance provides that an owner of a lot must occupy either the primary or accessory dwelling unit. On August 15, 2017, the Board directed staff to review this requirement and propose amendments as appropriate. Section 82-24.014 of the ADU Ordinance has been revised to state that all or any part of an accessory dwelling unit and all or any part of a primary dwelling unit located on the same lot may not be rented, or offered for rent, at the same time. This language clarifies that the primary purpose of the occupancy requirement is to prohibit the rental of both the primary and accessory dwelling units on a lot at the same time. CONCLUSION: The proposed zoning text amendment implements the Board’s direction (1) to allow accessory dwelling units up to 1,200 square feet on lots greater than 12,000 square feet, except in Kensington; and (2) in Kensington, amend the review procedures for certain accessory dwelling unit permit applications and allow accessory dwelling units up to 1,000 square feet if approved under the Kensington design review procedures. The proposed zoning text amendment is consistent with Government Code section 65852.2, and is also consistent with both the County General Plan and the Zoning Code. Staff recommends the Board adopt Ordinance No. 2017-25 as presented. October 17, 2017 Contra Costa County Board of Supervisors 118 CONSEQUENCE OF NEGATIVE ACTION: The current ADU Ordinance will remain in effect. The maximum unit size for ADUs established on large lots will not be increased. The permitting procedures for ADUs established in the Kensington area will not be subject to the Kensington design review procedure. CLERK'S ADDENDUM CLOSED the public hearing; FOUND that the adoption of Ordinance No. 2017-25 is exempt from environmental review under the California Environmental Quality ACT ; ADOPTED Ordinance No. 2017-25 to authorize accessory dwelling units up to 1,200 square feet on lots of 12,000 square feet or larger countywide, except in Kensington, and to amend the review procedures for permits to establish accessory dwelling units in Kensington; and DIRECTED staff of the Department of Conservation and Development Director, or his designee, to file a Notice of Exemption with the County Clerk-Recorder. AGENDA ATTACHMENTS ADU Ordinance No. 2017-25 CPC Resolution No.13-2017 May 23, 2017 - Ordinance 2017-11 ADU PowerPoint MINUTES ATTACHMENTS Signed Ordinance No. 2017-25 October 17, 2017 Contra Costa County Board of Supervisors 119 October 17, 2017 Contra Costa County Board of Supervisors 120 October 17, 2017 Contra Costa County Board of Supervisors 121 October 17, 2017 Contra Costa County Board of Supervisors 122 October 17, 2017 Contra Costa County Board of Supervisors 123 October 17, 2017 Contra Costa County Board of Supervisors 124 October 17, 2017 Contra Costa County Board of Supervisors 125 October 17, 2017 Contra Costa County Board of Supervisors 126 October 17, 2017 Contra Costa County Board of Supervisors 127 October 17, 2017 Contra Costa County Board of Supervisors 128 October 17, 2017 Contra Costa County Board of Supervisors 129 October 17, 2017 Contra Costa County Board of Supervisors 130 October 17, 2017 Contra Costa County Board of Supervisors 131 October 17, 2017 Contra Costa County Board of Supervisors 132 October 17, 2017 Contra Costa County Board of Supervisors 133 October 17, 2017 Contra Costa County Board of Supervisors 134 October 17, 2017 Contra Costa County Board of Supervisors 135 October 17, 2017 Contra Costa County Board of Supervisors 136 October 17, 2017 Contra Costa County Board of Supervisors 137 October 17, 2017 Contra Costa County Board of Supervisors 138 October 17, 2017 Contra Costa County Board of Supervisors 139 October 17, 2017 Contra Costa County Board of Supervisors 140 October 17, 2017 Contra Costa County Board of Supervisors 141 October 17, 2017 Contra Costa County Board of Supervisors 142 October 17, 2017 Contra Costa County Board of Supervisors 143 October 17, 2017 Contra Costa County Board of Supervisors 144 October 17, 2017 Contra Costa County Board of Supervisors 145 October 17, 2017 Contra Costa County Board of Supervisors 146 October 17, 2017 Contra Costa County Board of Supervisors 147 October 17, 2017 Contra Costa County Board of Supervisors 148 RECOMMENDATION(S): ADOPT the attached proposed 2018 meeting schedule for the Contra Costa County Board of Supervisors, including the cancelation of those meetings at which it is anticipated there will not be a quorum of Board members present, as well as noting the following scheduled special events: the Board's Annual Reorganization on January 9; the Dr. Martin Luther King, Jr. Celebration on January 16; the annual Board retreat on January 30; the Cesar Chavez Commemorative Celebration on March 27; Annual Budget Hearings and Adoption on April 17 and May 8, respectively; a 9-11 Day of Remembrance on September 11; and the Veterans Day Recognition on November 13. FISCAL IMPACT: None. BACKGROUND: Each year, the Board of Supervisors adopts a meeting schedule that designates regular meeting dates and any dates on which meetings must be canceled in anticipation that a quorum of the Board will not be present. The proposed 2018 meeting schedule, attached, has been prepared in consultation with the incoming Board Chair, Fire Chief and the Housing Authority Executive Director, and is presented for the Board's consideration. The schedule provides 35 meetings for the Contra Costa County Board of Supervisors and 12 meetings for each the Contra Costa County Fire Protection District Board of Directors and the Housing Authority of Contra Costa Board of Commissioners. The Fire District and Housing Authority will take independent action to adopt their meeting schedules. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Julie DiMaggio Enea 925.335.1077 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Robert Campbell, Auditor-Controller D.6 To:Board of Supervisors From:David Twa, County Administrator Date:October 17, 2017 Contra Costa County Subject:PROPOSED 2018 MEETING SCHEDULE FOR THE CONTRA COSTA COUNTY BOARD OF SUPERVISORS October 17, 2017 Contra Costa County Board of Supervisors 149 BACKGROUND: (CONT'D) > The proposed schedule includes a cancelation of 17 Board of Supervisors meetings. As in past years, we are recommending that the Board cancel those meetings that fall during a week with a County holiday, the fifth Tuesday of a month, and Tuesdays that fall during those weeks in which the annual policy and legislative meetings of the National Association of Counties (NACo) and the California State of Counties (CSAC) are held: Conference Dates Location NACo Legislative Conference March 3-7, 2018 Washington, D.C. CSAC Legislative Conference May 16-17, 2018 Sacramento, CA NACo Annual Conference & Exposition July 13-16, 2018 Nashville, TN CSAC Annual Meeting November 27-30, 2018 San Diego, CA In the past 10 years, several seasonal breaks have also been designated in the Board's meeting schedule, in recognition of both time away needed for vacations and of the time demands on the Board members due to their participation on Board standing committees, and numerous regional and local legislative bodies and task forces, which require preparation, attendance, and involve travel. We are recommending eight seasonal breaks to accommodate these needs. Should it be necessary, there are legal provisions to schedule a special meeting to address any urgent need that cannot be accommodated in the standing meeting schedule. CONSEQUENCE OF NEGATIVE ACTION: Early adoption of a meeting schedule enables staff to effectively plan and manage the Board's calendar and obtain the necessary authority to conduct the County's daily business. To the extent that the Board does not adopt a new year meeting schedule, staff will be hindered in these efforts. ATTACHMENTS Proposed 2018 Board of Supervisors Meeting Schedule October 17, 2017 Contra Costa County Board of Supervisors 150 MEETING MEET OR HOUSING DATES CANCEL AUTHORITY/SPECIAL EVENT (Tuesdays)CCCFPD Jan 02 Cancel New Year's Day Holiday Jan 09 Meet Reorganization Meeting **Jan 16 Meet HA/FIRE Dr. Martin Luther King, Jr. Celebration Jan 23 Meet Jan 30 Meet Board Retreat Feb 06 Meet Feb 13 Meet HA/FIRE Feb 20 Cancel President's Day Feb 27 Meet Mar 06 Cancel NACo Leg Conference, March 3-7, 2018, Washington, D.C. Mar 13 Meet HA/FIRE Mar 20 Meet **Mar 27 Meet Cesar Chavez Celebration Apr 03 Cancel Spring Break Apr 10 Meet HA/FIRE **Apr 17 Meet Budget Hearings Apr 24 Meet May 01 Meet **May 08 Meet Budget Adoption May 15 Cancel CSAC Leg Conf, May 16-17, 2018, Sacramento May 22 Meet HA/FIRE May 29 Cancel Memorial Day/Fifth Tuesday Jun 05 Meet Jun 12 Meet HA/FIRE Jun 19 Meet Jun 26 Meet Jul 03 Cancel Independence Day Holiday Jul 10 Meet HA/FIRE Jul 17 Cancel NACo Annual Conf, July 13-16, 2018, Nashville, TN Jul 24 Meet Jul 31 Cancel Fifth Tuesday Aug 07 Meet HA/FIRE Aug 14 Meet Aug 21 Cancel Summer Break Aug 28 Cancel Summer Break Sep 04 Cancel Labor Day Holiday **Sep 11 Meet September 11 Remembrance Sep 18 Meet HA/FIRE Sep 25 Meet Oct 02 Cancel Fall Break Oct 09 Meet HA/FIRE Oct 16 Meet Oct 23 Meet Oct 30 Cancel Fifth Tuesday Nov 06 Meet **Nov 13 Meet HA/FIRE Veterans Day Recognition Nov 20 Cancel Thanksgiving Holiday Nov 27 Cancel CSAC Annual Meeting, Nov 27-30, 2018, San Diego County Dec 04 Meet Dec 11 Meet HA/FIRE Dec 18 Meet Dec 25 Cancel Christmas * Note: Emboldened dates vary from the normal 12-day schedule. **Special BOS Celebration or Hearing Meet 35 Cancel 17 DRAFT October 17, 2017 Contra Costa County Board of Supervisors 151 RECOMMENDATION(S): APPROVE and AUTHORIZE the Interim Public Works Director, or designee, to execute a Consulting Services Agreement ("Agreement") with Drake, Haglan and Associates, Inc., in the amount not to exceed $953,682, for professional engineering services for the Marsh Drive Bridge Replacement Project, for the period of October 10, 2017, through June 30, 2024, Concord area. County Project No. 0662-6R4119, Federal Project No. BRLS 5928(128) (District IV) FISCAL IMPACT: This project, including this Agreement, is funded by 88.53% Federal Highway Bridge Program Funds and 11.47% Local Road Funds. BACKGROUND: This project will consist of preparing plans, specifications, and estimates, including geotechnical and hydraulic studies, construction support, project management and coordination, and environmental and right of way support for the replacement of the Marsh Drive Bridge (#28C-0442) over Walnut Creek channel in the Concord area of Contra Costa County. Professional engineering services are required for APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Kevin Emigh, 925.313-2233 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: C. 1 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Consulting Services Agreement with Drake, Haglan and Associates, Inc., for the Marsh Drive Bridge Replacement project, Concord area. October 17, 2017 Contra Costa County Board of Supervisors 152 BACKGROUND: (CONT'D) the proper and satisfactory execution of the Marsh Drive Bridge Replacement project. Drake, Haglan and Associates, Inc., was selected to provide these services after completing a Request for Qualifications solicitation and interview process that put them on a short list with four other firms to provide consulting services for future projects. The County requested and received technical proposals from three of the five short listed firms to provide consulting services for this project. Drake, Haglan and Associates Inc., was selected by a selection committee as the firm that was best able to address the County’s needs for the project. Public Works has successfully negotiated with Drake, Haglan and Associates, Inc., to provide the professional engineering services. CONSEQUENCE OF NEGATIVE ACTION: Without Board of Supervisors’ approval, this Agreement will not be in effect. A delay in the design and construction of the Marsh Drive Bridge Replacement project will occur, ultimately delaying the completion of the project. Project delay may also result in substantial additional project costs and jeopardize the funding. October 17, 2017 Contra Costa County Board of Supervisors 153 RECOMMENDATION(S): ADOPT Resolution No. 2017/360 accepting as complete the contracted work performed by Serafix Engineering Contractors, Inc., for the Alhambra Valley Road Safety Improvements - Rancho La Boca Road to Ferndale Road Project, as recommended by the Interim Public Works Director, Martinez area. County Project No. 0662-6R4097, Federal Project No. HSIPL 5928(118) (District V) FISCAL IMPACT: Project was funded by 26.9% Highway Safety Improvement Program (HSIP) Funds, 62.1% Martinez Area of Benefit Funds, 4.7% Proposition 1B Funds, and 6.3% Gas Tax Funds. BACKGROUND: The Interim Public Works Director reports that said work has been inspected and complies with the approved plans, special provisions and standard specifications and recommends its acceptance as complete as of September 15, 2017. CONSEQUENCE OF NEGATIVE ACTION: The contractor will not be paid and acceptance notification will not be recorded. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Kevin Emigh, 925.313-2233 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: C. 2 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Notice of Completion of Contract for the Alhambra Valley Road Safety Improvements - Rancho La Boca Road to Ferndale Road Project, Martinez area. October 17, 2017 Contra Costa County Board of Supervisors 154 AGENDA ATTACHMENTS Resolution No. 2017/360 MINUTES ATTACHMENTS Signed: Resolution No. 2017/360 October 17, 2017 Contra Costa County Board of Supervisors 155 Recorded at the request of:Clerk of the Board Return To:Public Works Dept., Design/Construction THE BOARD OF SUPERVISORS OF CONTRA COSTA COUNTY, CALIFORNIA and for Special Districts, Agencies and Authorities Governed by the Board Adopted this Resolution on 10/17/2017 by the following vote: AYE:John Gioia, District I SupervisorCandace Andersen, District II SupervisorDiane Burgis, District III SupervisorKaren Mitchoff, District IV SupervisorFederal D. Glover, District V Supervisor NO: ABSENT: ABSTAIN: RECUSE: Resolution No. 2017/360 In the Matter of Accepting and Giving Notice of Completion of Contract for the Alhambra Valley Road Safety Improvements - Rancho La Boca Road to Ferndale Road Project, Martinez area. County Project No. 0662-6R4097, Federal Project No. HSIPL 5928(118) (District V) WHEREAS the Board of Supervisors RESOLVES that on May 9, 2017, the County contracted with Serafix Engineering Contractors, Inc. for the work generally consisting of road shoulder widening along Alhambra Valley Road including: roadway excavation and paving, earthwork, storm drain improvements, removal and installation of guardrails, flashing beacon, signing and striping in the Martinez area, with Western Insurance Company as surety, for work performed on the grounds of the County; and The Interim Public Works Director reports that said work has been inspected and complies with the approved plans, special provisions and standard specifications and recommends its acceptance as complete as of September 15, 2017. NOW THEREFORE, BE IT RESOLVED said work is ACCEPTED as complete on said date, and the Clerk shall file with the County Recorder a copy of this resolution and Notice as a Notice of Completion for said contract. Contact: Kevin Emigh, 925.313-2233 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: October 17, 2017 Contra Costa County Board of Supervisors 156 October 17, 2017 Contra Costa County Board of Supervisors 157 RECOMMENDATION(S): ADOPT Resolution No. 2017/361 accepting as complete, the contracted work performed by Kerex Engineering, Inc., for the Main Street, Byron Sidewalk Improvement Project, as recommended by the Interim Public Works Director, Byron. Project No. 0662-6U4123 (District III) FISCAL IMPACT: Project was funded by 100% Local Road Funds. BACKGROUND: The Interim Public Works Director reports that said work has been inspected and complies with the approved plans, special provisions and standard specifications and recommends its acceptance as complete as of August 14, 2017. CONSEQUENCE OF NEGATIVE ACTION: The contractor will not be paid and acceptance notification will not be recorded. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Kevin Emigh, 925. 313-2233 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: C. 3 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Notice of Completion of Contract for the Main Street, Byron Sidewalk Improvement Project, Byron. October 17, 2017 Contra Costa County Board of Supervisors 158 AGENDA ATTACHMENTS Resolution No. 2017/361 MINUTES ATTACHMENTS Signed: Resolution No. 2017/361 October 17, 2017 Contra Costa County Board of Supervisors 159 Recorded at the request of:Clerk of the Board Return To:Public Works Dept., Design/Construction THE BOARD OF SUPERVISORS OF CONTRA COSTA COUNTY, CALIFORNIA and for Special Districts, Agencies and Authorities Governed by the Board Adopted this Resolution on 10/17/2017 by the following vote: AYE:John Gioia, District I SupervisorCandace Andersen, District II SupervisorDiane Burgis, District III SupervisorKaren Mitchoff, District IV SupervisorFederal D. Glover, District V Supervisor NO: ABSENT: ABSTAIN: RECUSE: Resolution No. 2017/361 In the Matter of Accepting and Giving Notice of Completion of Contract for the Main Street, Byron Sidewalk Improvement Project, Byron. Project No. 0662-6U4123 (District III) WHEREAS the Board of Supervisors RESOLVES that on May 23, 2017, the County contracted with Kerex Engineering, Inc., for the work generally consisting of the removal of existing sidewalk, roadway pavement work, installation of storm drain pipe and two storm drain inlets, and ADA compliant curb, gutter, and sidewalk along the west side of Main Street in the Byron area, with The Gray Insurance Company as surety, for work performed on the grounds of the County; and The Interim Public Works Director reports that said work has been inspected and complies with the approved plans, special provisions and standard specifications and recommends its acceptance as complete as of August 14, 2017. NOW THEREFORE, BE IT RESOLVED said work is ACCEPTED as complete on said date, and the Clerk shall file with the County Recorder a copy of this resolution and Notice as a Notice of Completion for said contract. Contact: Kevin Emigh, 925. 313-2233 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: October 17, 2017 Contra Costa County Board of Supervisors 160 October 17, 2017 Contra Costa County Board of Supervisors 161 RECOMMENDATION(S): CONTINUE the emergency action originally taken by the Board of Supervisors on February 14, 2017, pursuant to Public Contract Code Sections 22035 and 22050, to repair the Alhambra Valley Road Washout Project, as recommended by the Interim Public Works Director, Pinole area. Project No. 0672-6U6201 (District I) FISCAL IMPACT: The total cost of the project is not expected to exceed $4,000,000. The project will be funded by Local Road Funds (100%). The project is eligible for prorated reimbursement under the state of emergency declared by Governor Brown on January 23, 2017. BACKGROUND: On February 14, 2017, the Board of Supervisors declared an emergency and authorized the Public Works Director to proceed in the most expeditious manner to repair the washed out portion of Alhambra Valley Road. The repair work requires the construction of a new bridge with wingwalls, slope protection and roadway conform work. Public Works Department staff completed the bridge design and requested prices for the necessary equipment, APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Kevin Emigh, 925. 313-2233 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: C. 4 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:CONTINUE the emergency action for the repair of the Alhambra Valley Road Washout, Pinole area. October 17, 2017 Contra Costa County Board of Supervisors 162 BACKGROUND: (CONT'D) services, and supplies to perform the emergency repair project as expeditiously as possible. The resulting price quotes were received on May 23, 2017. On May 24, 2017, the Public Works Director signed a construction contract with Flatiron West, Inc. to perform the emergency repair work. The emergency repairs began June 12 with completion anticipated by the end of October 2017. A sinkhole opened up in Pinole Valley Road immediately adjacent to the bridge work and is currently being repaired by the bridge contractor. Public Contract Code Section 22050 requires that, for a body that meets weekly, the need to continue the emergency declaration be reviewed at least every 14 days until the local emergency is terminated. Since the conditions that warranted the emergency declaration persist, it is appropriate for the Board to continue the emergency actions regarding the hazardous conditions caused by storm damage. CONSEQUENCE OF NEGATIVE ACTION: Non-concurrence at this point in the project could cause delays in completion of the washout repairs. October 17, 2017 Contra Costa County Board of Supervisors 163 RECOMMENDATION(S): CONTINUE the emergency action originally taken by the Board of Supervisors on March 7, 2017, pursuant to Public Contract Code Sections 22035 and 22050, to repair the Morgan Territory Road Slide Repair Project, as recommended by the Interim Public Works Director, Clayton area. Project No. 0672-6U6203 (District III) FISCAL IMPACT: The total cost of the project is not expected to exceed $6,000,000. The project will be funded by Local Road Funds (100%). County staff is actively pursuing reimbursement through the Federal Emergency Management Agency (FEMA) as a result of the State and Federal emergency declarations. BACKGROUND: On March 7, 2017, the Board of Supervisors declared an emergency and authorized the Public Works Director to proceed in the most expeditious manner to repair Morgan Territory Road approximately 1 mile south of Marsh Creek Road. The repair work requires the installation of two structural retaining wall systems, excavation and backfill of embankment between the wall systems, reconstruction of pavement, drainage improvements, and pavement striping. Public Works Department APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Kevin Emigh, 925. 313-2233 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: C. 5 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:CONTINUE the emergency action for the Morgan Territory Road Slide Repair project, Clayton area. October 17, 2017 Contra Costa County Board of Supervisors 164 BACKGROUND: (CONT'D) staff completed the road repair design and requested prices for the necessary equipment, services, and supplies to perform the emergency repair project as expeditiously as possible. The resulting price quotes were received on May 23, 2017. On June 1, 2017, the Public Works Director signed a construction contract with Flatiron West, Inc. to perform the emergency repair work. The emergency repairs began on July 17, 2017 and will be complete by November 18, 2017. During the construction period, Morgan Territory Road will be closed at the slide site and local traffic will use a temporary access on Leon Drive through the Marsh Creek Detention Facility driveway. The Public Works Director signed an agreement, “License Agreement for Temporary Use of Private Road (Leon Drive)”, with each owner of Leon Drive for public use of the private road as needed for the duration of the construction phase of the emergency repairs. The temporary detour road on Leon Drive must be repaved prior to returning it to the owners in accordance with the signed License Agreement. The County plans to hire a contractor to repave Leon Drive in late November/early December after the repairs to Morgan Territory Road are complete. Public Contract Code Section 22050 requires that, for a body that meets weekly, the need to continue the emergency declaration be reviewed at least every 14 days until the local emergency is terminated. Since the conditions that warranted the emergency declaration persist, it is appropriate for the Board to continue the emergency actions regarding the hazardous conditions caused by storm damage. CONSEQUENCE OF NEGATIVE ACTION: Non-concurrence at this point in the project could cause delays in completion of the slide repairs. October 17, 2017 Contra Costa County Board of Supervisors 165 RECOMMENDATION(S): ADOPT Resolution No. 2017/341 accepting completion of improvements for minor subdivision MS13-00007, for a project developed by Ronald L. Carter, as recommended by the Interim Public Works Director, Walnut Creek area. (District IV) FISCAL IMPACT: No fiscal impact. BACKGROUND: The developer has completed the improvements per the Subdivision Agreement, and in accordance with the Title 9 of the County Ordinance Code. CONSEQUENCE OF NEGATIVE ACTION: The completion of improvements will not be accepted. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Jocelyn LaRocque, 925. 313-2315 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: Renee Hutchins - Records, Sherri Reed, Design/Construction , Chris Lau - Maintenance, Chris Hallford - Mapping, Lori Leontini - Engineering Services, Mike Mann - Finance, T-4/10/18 C. 6 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Accepting completion of improvements for minor subdivision MS13-00007, Walnut Creek area. October 17, 2017 Contra Costa County Board of Supervisors 166 AGENDA ATTACHMENTS Resolution No. 2017/341 MINUTES ATTACHMENTS Signed: Resolution No. 2017/341 October 17, 2017 Contra Costa County Board of Supervisors 167 Recorded at the request of:Jocelyn LaRocque Return To:Melissa Billeci THE BOARD OF SUPERVISORS OF CONTRA COSTA COUNTY, CALIFORNIA and for Special Districts, Agencies and Authorities Governed by the Board Adopted this Resolution on 10/17/2017 by the following vote: AYE:John Gioia, District I SupervisorCandace Andersen, District II SupervisorDiane Burgis, District III SupervisorKaren Mitchoff, District IV SupervisorFederal D. Glover, District V Supervisor NO: ABSENT: ABSTAIN: RECUSE: Resolution No. 2017/341 IN THE MATTER OF accepting completion of improvements for minor subdivision MS13-00007 for a project developed by Ronald L. Carter, as recommended by the Interim Public Works Director, Walnut Creek area. (District IV) The Interim Public Works Director has notified this Board that the improvements in minor subdivision MS13-00007 have been completed as provided in the Subdivision Agreement with Ronald L. Carter, heretofore approved by this Board in conjunction with the filing of the Parcel Map. WHEREAS, these improvements are approximately located on Center Street near Olympic Boulevard. NOW, THEREFORE, BE IT RESOLVED that the improvements have been COMPLETED as of October 10, 2017, thereby establishing the six-month terminal period for the filing of liens in case of action under said Subdivision Agreement: DATE OF AGREEMENT: August 9, 2016 NAME OF SURETY: Indemnity Company of California BE IT FURTHER RESOLVED the payment (labor and materials) surety for $16,500.00, Bond No. 705018S issued by the above surety be RETAINED for the six-month lien guarantee period until April 10, 2018, at which time the Board AUTHORIZES the release of said surety less the amount of any claims on file. BE IT FURTHER RESOLVED that the widening of Center Street is ACCEPTED and DECLARED to be a County road as shown and dedicated for public use on the map of minor subdivision MS13-00007 filed August 30, 2016, in Book 211 of Parcel Maps at page 15, Official Records of Contra Costa County, State of California. Contact: Jocelyn LaRocque, 925. 313-2315 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy October 17, 2017 Contra Costa County Board of Supervisors 168 cc: Renee Hutchins - Records, Sherri Reed, Design/Construction , Chris Lau - Maintenance, Chris Hallford - Mapping, Lori Leontini - Engineering Services, Mike Mann - Finance, T-4/10/18 October 17, 2017 Contra Costa County Board of Supervisors 169 October 17, 2017 Contra Costa County Board of Supervisors 170 RECOMMENDATION(S): ADOPT Resolution No. 2017/342 approving the fourth extension of the Subdivision Agreement (Right-of-Way Landscaping) for subdivision SD05-09037, for a project being developed by Shapell Homes, a Division of Shapell Industries, Inc., a Delaware Corporation, as recommended by the Interim Public Works Director, Danville area. (District II) FISCAL IMPACT: No fiscal impact. BACKGROUND: The terminal date of the Subdivision Agreement (Right-of-Way Landscaping) needs to be extended. The developer has not completed the required improvements and has requested more time. (Approximately 40% of the work has been completed to date.) By granting an extension, the County will give the developer more time to complete improvements and keeps the bond current. CONSEQUENCE OF NEGATIVE ACTION: The terminal date of the Subdivision Agreement (Right-of-Way Landscaping) will not be extended and the developer will be in default of the agreement, requiring the County to take legal action against the developer and surety to get the improvements installed, or revert the development to acreage. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Jocelyn LaRocque, 925.313-2315 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: Jocelyn LaRocque, Engineering Services, Sherri Reed, Design/Construction , Ruben Hernandez, Dept of Conservation , File, T-7/20/18, Shapell Industries, Inc., a Delaware Company, The Continental Insurance Company C. 7 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Approving the fourth extension of the Subdivision Agreement (Right-of-Way Landscaping) for subdivision SD05-09037, Danville area. October 17, 2017 Contra Costa County Board of Supervisors 171 AGENDA ATTACHMENTS Resolution No. 2017/342 Signed Agreement Temp MINUTES ATTACHMENTS Signed: Resolution No. 2017/342 October 17, 2017 Contra Costa County Board of Supervisors 172 THE BOARD OF SUPERVISORS OF CONTRA COSTA COUNTY, CALIFORNIA and for Special Districts, Agencies and Authorities Governed by the Board Adopted this Resolution on 10/17/2017 by the following vote: AYE: John Gioia Candace Andersen Diane Burgis Karen Mitchoff Federal D. Glover NO: ABSENT: ABSTAIN: RECUSE: Resolution No. 2017/342 IN THE MATTER OF approving the fourth extension of the Subdivision Agreement (Right-of-Way Landscaping) for subdivision SD05-09037, for a project being developed by Shapell Homes, a Division of Shapell Industries, Inc., a Delaware Corporation, as recommended by Interim the Public Works Director, Danville area. WHEREAS the Interim Public Works Director having recommended that he be authorized to execute the fourth agreement extension which extends the Subdivision Agreement (Right-of-Way Landscaping) between Shapell Homes, a Division of Shapell Industries, Inc., a Delaware Corporation and the County for construction of certain improvements in subdivision SD05-09037, Danville area, through September 20, 2018. APPROXIMATE PERCENTAGE OF WORK COMPLETE: 40% ANTICIPATED DATE OF COMPLETION: December 2020 BOND NO.: 929 524 597 Date: March 23, 2011 REASON FOR EXTENSION: Developer needs more time to complete the improvements. NOW, THEREFORE, BE IT RESOLVED that the recommendation of the Interim Public Works Director is APPROVED. Contact: Jocelyn LaRocque, 925.313-2315 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: Jocelyn LaRocque, Engineering Services, Sherri Reed, Design/Construction , Ruben Hernandez, Dept of Conservation , File, T-7/20/18, Shapell Industries, Inc., a Delaware Company, The Continental Insurance Company 5 October 17, 2017 Contra Costa County Board of Supervisors 173 October 17, 2017 Contra Costa County Board of Supervisors 174 October 17, 2017 Contra Costa County Board of Supervisors 175 October 17, 2017 Contra Costa County Board of Supervisors 176 October 17, 2017 Contra Costa County Board of Supervisors 177 October 17, 2017 Contra Costa County Board of Supervisors 178 October 17, 2017 Contra Costa County Board of Supervisors 179 RECOMMENDATION(S): ADOPT Resolution No. 2017/344 approving the third extension of the Subdivision Agreement (Right-of-Way Landscaping) for subdivision SD06-09134, for a project being developed by Shapell Homes, a Division of Shapell Industries, Inc., a Delaware Corporation, as recommended by the Interim Public Works Director, San Ramon (Dougherty Valley) area. (District II)) FISCAL IMPACT: No fiscal impact. BACKGROUND: The terminal date of the Subdivision Agreement (Right-of-Way Landscaping) needs to be extended. The developer has not completed the required improvements and has requested more time. (Approximately 95% of the work has been completed to date.) By granting an extension, the County will give the developer more time to complete his improvements and keeps the bond current. CONSEQUENCE OF NEGATIVE ACTION: The terminal date of the Subdivision Agreement (Right -of -Way Landscaping) will not be extended and the developer will be in default of the agreement, requiring the County to take legal action against the developer and surety to get the improvements installed. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Jocelyn LaRocque, 925.313-2315 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: Jocelyn LaRocque, Engineering Services, Lori Leontini - Engineering Services, Sherri Reed, Design/Construction , Ruben Hernandez, Dept of Conservation , File, T-5/9/18, Chris Low - City of San Ramon, Shapell Industries, Inc., a Delaware Company, The Continental Insurance Company C. 8 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Approving the third extension of the Subdivision Agreement (Right-of-Way Landscaping) for subdivision SD06-09134, San Ramon (Dougherty Valley) area. October 17, 2017 Contra Costa County Board of Supervisors 180 AGENDA ATTACHMENTS Resolution No. 2017/344 Subdivision Agreement Extension MINUTES ATTACHMENTS Signed: Resolution No. 2017/344 October 17, 2017 Contra Costa County Board of Supervisors 181 THE BOARD OF SUPERVISORS OF CONTRA COSTA COUNTY, CALIFORNIA and for Special Districts, Agencies and Authorities Governed by the Board Adopted this Resolution on 10/17/2017 by the following vote: AYE: John Gioia Candace Andersen Diane Burgis Karen Mitchoff Federal D. Glover NO: ABSENT: ABSTAIN: RECUSE: Resolution No. 2017/344 IN THE MATTER OF approving the third extension of the Subdivision Agreement (Right-of-Way Landscaping) for subdivision SD06-09134, for a project being developed by Shapell Homes, a Division of Shapell Industries, Inc., a Delaware Corporation, as recommended by the Interim Public Works Director, San Ramon (Dougherty Valley) area. (District II) WHEREAS the Interim Public Works Director having recommended that he be authorized to execute the third agreement extension which extends the Subdivision Agreement (Right-of-Way Landscaping) between Shapell Homes, a Division of Shapell Industries, Inc., a Delaware Corporation and the County for construction of certain improvements in SD06-09134, San Ramon (Dougherty Valley) area, through July 9, 2018. APPROXIMATE PERCENTAGE OF WORK COMPLETE: 95% ANTICIPATED DATE OF COMPLETION: October 2017 BOND NO.: 929 569 041 Date: March 15, 2013 REASON FOR EXTENSION: The developer needs more time to complete his improvements. NOW, THEREFORE, BE IT RESOLVED that the recommendation of the Interim Public Works Director is APPROVED. Contact: Jocelyn LaRocque, 925.313-2315 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: Jocelyn LaRocque, Engineering Services, Lori Leontini - Engineering Services, Sherri Reed, Design/Construction , Ruben Hernandez, Dept of Conservation , File, T-5/9/18, Chris Low - City of San Ramon, Shapell Industries, Inc., a Delaware Company, The Continental Insurance Company 5 October 17, 2017 Contra Costa County Board of Supervisors 182 October 17, 2017 Contra Costa County Board of Supervisors 183 October 17, 2017 Contra Costa County Board of Supervisors 184 October 17, 2017 Contra Costa County Board of Supervisors 185 October 17, 2017 Contra Costa County Board of Supervisors 186 October 17, 2017 Contra Costa County Board of Supervisors 187 October 17, 2017 Contra Costa County Board of Supervisors 188 RECOMMENDATION(S): ADOPT Resolution No. 2017/348 accepting completion of public improvements for subdivision SD16-09301 for a project developed by Shapell Industries, Inc., a Delaware Corporation, as recommended by the Interim Public Works Director, San Ramon (Dougherty Valley) area. (District II) FISCAL IMPACT: No fiscal impact. BACKGROUND: The developer has completed the improvements per the Subdivision Agreement, and in accordance with the Title 9 of the County Ordinance Code. CONSEQUENCE OF NEGATIVE ACTION: The completion of improvements will not be accepted. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Jocelyn LaRocque, 925.313-2315 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: , Deputy cc: Renee Hutchins - Records, Sherri Reed, Design/Construction , Chris Lau - Maintenance, Lori Leontini - Engineering Services, Mike Mann - Finance, T-8/10/18, CHP, Chris Low - City of San Ramon, Shapell Industries, Inc., a Delaware Company, North American Specialty Insurance Company C. 9 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Accepting completion of public improvements for subdivision SD16-09301, San Ramon (Dougherty Valley) area. October 17, 2017 Contra Costa County Board of Supervisors 189 AGENDA ATTACHMENTS Resolution No. 2017/348 SD16-9301 Bond Reduction Form Surety MINUTES ATTACHMENTS Signed: Resolution No. 2017/348 October 17, 2017 Contra Costa County Board of Supervisors 190 Recorded at the request of:Jocelyn LaRocque Return To:Melissa Billeci THE BOARD OF SUPERVISORS OF CONTRA COSTA COUNTY, CALIFORNIA and for Special Districts, Agencies and Authorities Governed by the Board Adopted this Resolution on 10/17/2017 by the following vote: AYE:John Gioia, District I SupervisorCandace Andersen, District II SupervisorDiane Burgis, District III SupervisorKaren Mitchoff, District IV SupervisorFederal D. Glover, District V Supervisor NO: ABSENT: ABSTAIN: RECUSE: Resolution No. 2017/348 IN THE MATTER OF accepting completion of public improvements for subdivision SD16-09301, for a project developed by Shapell Industries, Inc., a Delaware Corporation, as recommended by the Interim Public Works Director, San Ramon (Dougherty Valley) area. (District II) WHEREAS, the Interim Public Works Director has notified this Board that the improvements in subdivision SD16-09301, have been completed as provided in the Subdivision Agreement with Shapell Industries, Inc., a Delaware Corporation, heretofore approved by this Board in conjunction with the filing of the Subdivision Map. WHEREAS, these improvements are approximately located near Dougherty Road. NOW, THEREFORE, BE IT RESOLVED that the public improvements have been COMPLETED as of October 10, 2017, thereby establishing the six-month terminal period for the filing of liens in case of action under said Subdivision Agreement: DATE OF AGREEMENT: August 16, 2016 NAME OF SURETY: North American Specialty Insurance Company BE IT FURTHER RESOLVED the payment (labor and materials) surety for $2,247,000.00, Bond No. 2202333 issued by the above surety be RETAINED for the six-month lien guarantee period until April 10, 2018, at which time the Board AUTHORIZES the release of said surety less the amount of any claims on file. BE IT FURTHER RESOLVED that Rosamund Drive, Elderberry Drive, Tulipwood Lane, Camelia Court, and Sandcherry Court for the hereinafter described public improvments, as shown and dedicated for public use on the Final Map of subdivision SD16-09301 filed September 6, 2016, in Book 529 of final maps at Page 25, Official Records of Contra Costa County, State of California, are ACCEPTED AS COMPLETE. Road Name: Rosamund Drive October 17, 2017 Contra Costa County Board of Supervisors 191 Length (miles): 0.632 Road/ROW Width: 36’/46’ Road Name: Elderberry Drive Length (miles): 0.473 Road/ROW Width 36’/46’ Road Name: Tulipwood Lane Length (miles): 0.044 Road/ROW Width 36’/56’ Road Name: Camelia Court Length (miles): 0.034 Road/ROW Width 36’/46’ Road Name: Sandcherry Court Length (miles): 0.093 Road/ROW Width 36’/46’ BE IT FURTHER RESOLVED that public drainage improvements, as shown and dedicated for public purposes on the Final Map of Subdivision SD16-09301 filed September 6, 2016, in Book 529 of final maps at Page 25, Official Records of Contra Costa County, State of California, are ACCEPTED AS COMPLETE. BE IT FURTHER RESOLVED that upon acceptance by the Board of Supervisors, the San Ramon City Council shall accept the improvements for maintenance and ownership in accordance with the Dougherty Valley Memorandum of Understanding. BE IT FURTHER RESOLVED that upon approval by the Board of Supervisors, the developer, Shapell Industries, Inc., a Delaware Corporation, shall retain the improvements for maintenance and ownership in accordance with the geologic hazard abatement district (GHAD) plan of control, and until accepted by the GHAD or the City of San Ramon. BE IT FURTHER RESOLVED that the beginning of the warranty period is hereby established, and the $45,000.00 cash deposit (Auditor's Deposit Permit No. DP 716382, dated July 28, 2016) made by Shapell Industries, Inc., a Delaware Corporation, and the performance/maintenance surety bond rider for $667,350.00, Bond No. 22023333 issued by North American Specialty Insurance Company be RETAINED pursuant to the requirements of Section 944.406 of the Ordinance Code until release by this Board. Contact: Jocelyn LaRocque, 925.313-2315 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: , Deputy cc: Renee Hutchins - Records, Sherri Reed, Design/Construction , Chris Lau - Maintenance, Lori Leontini - Engineering Services, Mike Mann - Finance, T-8/10/18, CHP, Chris Low - City of San Ramon, Shapell Industries, Inc., a Delaware Company, North American Specialty Insurance Company October 17, 2017 Contra Costa County Board of Supervisors 192 Contract Status Inquiry Please complete the information below, sign and return to Surety Company: Surety Company and Address: Date Mailed/Faxed: September 6, 2017 North American Specialty Insurance Company 475 North Martingale Road Schaumburg, IL 60173 Developer’s Name and Address: Obligee: Shapell Industries, Inc. Contra Costa County A Delaware Corporation Public Works Department 6800 Koll Center Parkway, Suite 320 255 Glacier Drive Pleasanton, CA 94566 Martinez, CA 94553 Description of Contract: Bond No. 22023333, Subdivision Agreement (SD16-09301), Gale Ranch Phase IV, Current Bond Amount: $4,449,000.00 1. If improvements are completed, please state: Date of Completion: Date of Acceptance: _August 31, 2017 ___TBD___________ 2. If improvements are uncompleted, please state: Approximate percentage of improvements completed: 3. Can Bond be Reduced? Yes No 4. Amount of Reduced Bond: $667,350.00 Name: ____________________________________ Date: __________________ Jocelyn LaRocque Senior Civil Engineer Phone: (925) 313-2315 G:\engsvc\Land Dev\SD\SD 9301 Gale Ranch Phase 4 - Pod 5\Bond Reduction Request Form.doc Updated 4/18/16 October 17, 2017 Contra Costa County Board of Supervisors 193 October 17, 2017 Contra Costa County Board of Supervisors 194 October 17, 2017 Contra Costa County Board of Supervisors 195 October 17, 2017 Contra Costa County Board of Supervisors 196 October 17, 2017 Contra Costa County Board of Supervisors 197 October 17, 2017 Contra Costa County Board of Supervisors 198 RECOMMENDATION(S): ADOPT Resolution No. 2017/352 accepting completion of landscape improvements for a Subdivision Agreement (Right-of-Way Landscaping) for subdivision SD02-08634, for a project being developed by Taylor Morrison of California, LLC, a California Limited Liability Company, as recommended by the Interim Public Works Director, Martinez area. (District V) FISCAL IMPACT: No fiscal impact. BACKGROUND: The developer has completed the landscape improvements per the Subdivision Agreement (Right-of-Way Landscaping), and in accordance with the Title 9 of the County Ordinance Code. CONSEQUENCE OF NEGATIVE ACTION: The completion of improvements will not be accepted. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Jocelyn Larocque, 925.313-2315 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: Jocelyn LaRocque, Engineering Services, Sherri Reed, Design/Construction , Lori Leontini - Engineering Services, Chris Lau - Maintenance, Taylor Morrison of California, LLC, Nation Union Fire Insurance Co. of Pittsburgh, PA C. 10 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Accepting completion of landscape improvements for subdivision SD02-08634, Martinez area. October 17, 2017 Contra Costa County Board of Supervisors 199 AGENDA ATTACHMENTS Resolution No. 2017/352 MINUTES ATTACHMENTS Signed: Resolution No. 2017/352 October 17, 2017 Contra Costa County Board of Supervisors 200 Recorded at the request of:Jocelyn LaRocque Return To:Melissa Billeci THE BOARD OF SUPERVISORS OF CONTRA COSTA COUNTY, CALIFORNIA and for Special Districts, Agencies and Authorities Governed by the Board Adopted this Resolution on 10/17/2017 by the following vote: AYE:John Gioia, District I SupervisorCandace Andersen, District II SupervisorDiane Burgis, District III SupervisorKaren Mitchoff, District IV SupervisorFederal D. Glover, District V Supervisor NO: ABSENT: ABSTAIN: RECUSE: Resolution No. 2017/352 IN THE MATTER OF: accepting completion of landscape improvements for a Subdivision Agreement (Right-of-Way Landscaping) for subdivision SD02-08634, for a project being developed by Taylor Morrison of California, LLC a California Limited Liability Company, as recommended by the Interim Public Works Director, Martinez area. (District V) WHEREAS, these improvements are approximately located on Alhambra Valley Road. The Interim Public Works Director has notified this Board that the Right-of-Way Landscaping Improvements for subdivision SD02-08634 have been completed as provided in the Subdivision Agreement (Right-of-Way Landscaping) with Taylor Morrison of California, LLC a California Limited Liability Company, heretofore approved by this Board; NOW, THEREFORE, BE IT RESOLVED that the landscape improvements have been COMPLETED as of October 10, 2017, thereby establishing the six-month terminal period for the filing of liens in case of action under said Subdivision Agreement (Right-of-Way Landscaping): DATE OF AGREEMENT: May 5, 2015 NAME OF SURETY: National Union Fire Insurance Company of Pittsburgh, PA BE IT FURTHER RESOLVED the payment (labor and materials) surety for $44,500.00, Bond No. 914502 issued by the above surety be RETAINED for the six-month lien guarantee period until April 10, 2018, at which time the Board AUTHORIZES the release of said surety less the amount of any claims on file. BE IT FURTHER RESOLVED that there is no warranty and maintenance period required, and the Interim Public Works Director is AUTHORIZED to refund the $1,000.00 cash security for performance (Auditor's Deposit Permit No. 672742, dated November 20, 2014) plus interest in accordance with Government Code Section 53079, if appropriate, to Taylor Morrison of California, LLC a California Limited Liability Company, pursuant to the requirements of the Ordinance Code; and the Subdivision Agreement (Right-of-Way Landscaping) and surety bond, Bond No. 914502, dated October 15, 2014 are EXONERATED. Contact: Jocelyn Larocque, 925.313-2315 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 October 17, 2017 Contra Costa County Board of Supervisors 201 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: Jocelyn LaRocque, Engineering Services, Sherri Reed, Design/Construction , Lori Leontini - Engineering Services, Chris Lau - Maintenance, Taylor Morrison of California, LLC, Nation Union Fire Insurance Co. of Pittsburgh, PA October 17, 2017 Contra Costa County Board of Supervisors 202 October 17, 2017 Contra Costa County Board of Supervisors 203 RECOMMENDATION(S): ADOPT Resolution No. 2017/354 approving the fourth extension of the Subdivision Agreement for subdivision SD04-08918, for a project being developed by Thomas/DeNova, LLC, as recommended by the Interim Public Works Director, Bay Point area. (District V) FISCAL IMPACT: No fiscal impact. BACKGROUND: The terminal date of the Subdivision Agreement needs to be extended. The developer has not completed the required improvements and has requested more time. (Approximately 70% of the work has been completed to date.) By granting an extension, the County will give the developer more time to complete his improvements and keeps the bond current. CONSEQUENCE OF NEGATIVE ACTION: The terminal date of the Subdivision Agreement will not be extended and the developer will be in default of the agreement, requiring the County to take legal action against the developer and surety to get the improvements installed, or revert the development to acreage. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Jocelyn LaRocque, 925. 313-2315 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: Jocelyn LaRocque, Engineering Services, Sherri Reed, Design/Construction , Ruben Hernandez, Dept of Conservation , File, T-7/16/18, Thomas/DeNova, LLC, Developers Surety & Indemnity C. 11 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Approving the fourth extension of the Subdivision Agreement for subdivision SD04-08918, Bay Point area. October 17, 2017 Contra Costa County Board of Supervisors 204 AGENDA ATTACHMENTS Resolution No. 2017/354 Agreement for 4th Extension MINUTES ATTACHMENTS Signed: Resolution No. 2017/354 October 17, 2017 Contra Costa County Board of Supervisors 205 THE BOARD OF SUPERVISORS OF CONTRA COSTA COUNTY, CALIFORNIA and for Special Districts, Agencies and Authorities Governed by the Board Adopted this Resolution on 10/17/2017 by the following vote: AYE: John Gioia Candace Andersen Diane Burgis Karen Mitchoff Federal D. Glover NO: ABSENT: ABSTAIN: RECUSE: Resolution No. 2017/354 IN THE MATTER OF approving the fourth extension of the Subdivision Agreement for subdivision SD04-08918, for a project being developed by Thomas/DeNova, LLC, as recommended by the Interim Public Works Director, Bay Point area. (District V) WHEREAS the Interim Public Works Director having recommended that he be authorized to execute the fourth agreement extension which extends the Subdivision Agreement between Thomas/DeNova, LLC, and the County for construction of certain improvements in SD04-08918, Bay Point area, through September 19, 2018. APPROXIMATE PERCENTAGE OF WORK COMPLETE: 70% ANTICIPATED DATE OF COMPLETION: 2021 BOND NO.: 720962S Date: August 18, 2006 REASON FOR EXTENSION: Work to commence upon market improvement. NOW, THEREFORE, BE IT RESOLVED that the recommendation of the Interim Public Works Director is APPROVED. Contact: Jocelyn LaRocque, 925. 313-2315 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: Jocelyn LaRocque, Engineering Services, Sherri Reed, Design/Construction , Ruben Hernandez, Dept of Conservation , File, T-7/16/18, Thomas/DeNova, LLC, Developers Surety & Indemnity 5 October 17, 2017 Contra Costa County Board of Supervisors 206 October 17, 2017 Contra Costa County Board of Supervisors 207 October 17, 2017 Contra Costa County Board of Supervisors 208 October 17, 2017 Contra Costa County Board of Supervisors 209 October 17, 2017 Contra Costa County Board of Supervisors 210 October 17, 2017 Contra Costa County Board of Supervisors 211 October 17, 2017 Contra Costa County Board of Supervisors 212 RECOMMENDATION(S): ADOPT Resolution No. 2017/355 approving the Road Improvement Agreement, for road acceptance RA17-01252 (cross-reference LP09-02026), for a project being developed by San Ramon Valley Fire Protection District and constructed by Pacific-Mountain Contractors of California, Inc., as recommended by the Interim Public Works Director, Alamo area. (District II) FISCAL IMPACT: No fiscal impact. BACKGROUND: Improvements have been reviewed and processed by Public Works staff and meets all applicable conditions of approval and County requirements. CONSEQUENCE OF NEGATIVE ACTION: The Road Improvement Agreement will not be approved. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Jocelyn LaRocque, 925.313-2315 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: Kara Schuh-Garibay, Engineering Services, Jocelyn LaRocque, Engineering Services, Sherri Reed, Design/Construction , T-8/10/18, Ruben Hernandez, Dept of Conservation C. 12 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Approving the Road Improvement Agreement for road acceptance RA17-01252, Alamo area. October 17, 2017 Contra Costa County Board of Supervisors 213 AGENDA ATTACHMENTS Resolution No. 2017/355 Improvement Security Bond Road Improvement Agreement MINUTES ATTACHMENTS Signed: Resolution No. 2017/355 October 17, 2017 Contra Costa County Board of Supervisors 214 THE BOARD OF SUPERVISORS OF CONTRA COSTA COUNTY, CALIFORNIA and for Special Districts, Agencies and Authorities Governed by the Board Adopted this Resolution on 10/17/2017 by the following vote: AYE: John Gioia Candace Andersen Diane Burgis Karen Mitchoff Federal D. Glover NO: ABSENT: ABSTAIN: RECUSE: Resolution No. 2017/355 IN THE MATTER OF: approving the Road Improvement Agreement, for RA17-01252 (cross-reference LP09-02026), for a project being developed by San Ramon Valley Fire Protection District, Alamo area. (District II) WHEREAS, these improvements are approximately located near the intersection of Miranda Avenue with Stone Valley Road. The following document was presented for Board approval for Miranda Avenue, road acceptance RA17-01252 (cross-reference LP09-02026) property located in the Alamo area, Supervisorial District II. A Road Improvement Agreement with Pacific-Mountain Contractors of California, Inc., principal, whereby said principal agrees to complete all improvements, as required in said road improvement agreement, within 2 years from the date of said agreement. Improvements generally consist of a 4-foot wide, 44-foot long pedestrian bridge, road improvements and drainage improvements. Said document was accompanied by security to guarantee the completion of road improvements, as required by Title 9 of the County Ordinance Code, as follows: I. Cash Bond Performance Amount: $1,000 Auditor’s Deposit Permit No. DP745439 Date: September 14, 2017 Submitted by: San Ramon Valley Protection District II. Surety Bond Bond Company: Lexon Insurance Company Bond Number: 1149397 Date: August 17, 2017 Performance Amount: $89,000 Labor & Materials Amount: $45,000 Principal: Pacific-Mountain Contractors of California, Inc. NOW, THEREFORE, BE IT RESOLVED that said road improvement agreement is APPROVED. All deposit permits are on file with the Public Works Department. Contact: Jocelyn LaRocque, 925.313-2315 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors 5 October 17, 2017 Contra Costa County Board of Supervisors 215 By: Stacey M. Boyd, Deputy cc: Kara Schuh-Garibay, Engineering Services, Jocelyn LaRocque, Engineering Services, Sherri Reed, Design/Construction , T-8/10/18, Ruben Hernandez, Dept of Conservation October 17, 2017 Contra Costa County Board of Supervisors 216 October 17, 2017 Contra Costa County Board of Supervisors 217 October 17, 2017 Contra Costa County Board of Supervisors 218 October 17, 2017 Contra Costa County Board of Supervisors 219 October 17, 2017 Contra Costa County Board of Supervisors 220 October 17, 2017 Contra Costa County Board of Supervisors 221 October 17, 2017 Contra Costa County Board of Supervisors 222 October 17, 2017 Contra Costa County Board of Supervisors 223 October 17, 2017 Contra Costa County Board of Supervisors 224 October 17, 2017 Contra Costa County Board of Supervisors 225 October 17, 2017 Contra Costa County Board of Supervisors 226 RECOMMENDATION(S): ADOPT Resolution No. 2017/357 approving the Road Improvement Agreement, for road acceptance RA07-01234 (cross-reference subdivision SD13-09325), for a project being developed by Shapell Industries, Inc., a Delaware Corporation, as recommended by the Public Works Director, San Ramon (Dougherty Valley) area. (District II) FISCAL IMPACT: No fiscal impact. BACKGROUND: Improvements have been reviewed and processed by Public Works staff and meets all applicable conditions of approval and County requirements. CONSEQUENCE OF NEGATIVE ACTION: The Road Improvement Agreement will not be approved. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Jocelyn LaRocque, 925. 313-2315 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: Craig Standafer, Engineering Services, Jocelyn LaRocque, Engineering Services, Sherri Reed, Design/Construction , Chris Low - City of San Ramon, Shapell Industries, Inc., a Delaware Company, North American Specialty Insurance Company, Ruben Hernandez, Dept of Conservation , T-8/10/18 C. 13 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Approving the Road Improvement Agreement for road acceptance RA07-01234, San Ramon (Dougherty Valley) area. October 17, 2017 Contra Costa County Board of Supervisors 227 AGENDA ATTACHMENTS Resolution No. 2017/357 Road Improvement Agreement Improvement Security Bond MINUTES ATTACHMENTS Signed: Resolution No. 2017/357 October 17, 2017 Contra Costa County Board of Supervisors 228 THE BOARD OF SUPERVISORS OF CONTRA COSTA COUNTY, CALIFORNIA and for Special Districts, Agencies and Authorities Governed by the Board Adopted this Resolution on 10/17/2017 by the following vote: AYE: John Gioia Candace Andersen Diane Burgis Karen Mitchoff Federal D. Glover NO: ABSENT: ABSTAIN: RECUSE: Resolution No. 2017/357 IN THE MATTER OF: approving the Road Improvement Agreement, for road acceptance RA07-01234 (cross-reference subdivision SD13-09325), for a project being developed by Shapell Industries, Inc., a Delaware Corporation, San Ramon (Dougherty Valley) area. (District II) WHEREAS, these improvements are approximately located between Alpine Blue Drive and the Dougherty Valley Village Center at Bollinger Canyon Road. The following document was presented for Board approval for the trail and pedestrian bridge located between Alpine Blue Drive and the Dougherty Village Center, road acceptance RA07-01234 (cross-reference subdivision SD13-09325) property located in the San Ramon (Dougherty Valley) area, Supervisorial District II. A Road Improvement Agreement with Shapell Industries, Inc., a Delaware Corporation, principal, whereby said principal agrees to complete all improvements, as required in said road improvement agreement, within 2 years from the date of said agreement. Improvements generally consist of a pedestrian trail and pedestrian bridge. Said document was accompanied by security to guarantee the completion of road improvements, as required by Title 9 of the County Ordinance Code, as follows: I. Cash Bond Performance Amount: $1,507,300 Auditor’s Deposit Permit No. DP 720350 Date: September 22, 2016 Submitted by: Shapell Industries, Inc., a Delaware Corporation II. Surety Bond Bond Company: North American Specialty Insurance Company Bond Number: 2202339 Date: August 19, 2016 Performance Amount: $1,491,300 Labor & Materials Amount: $745,650 Principal: Shapell Industries, Inc., a Delaware Corporation NOW, THEREFORE, BE IT RESOLVED that said road improvement agreement is APPROVED. All deposit permits are on file with the Public Works Department. 5 October 17, 2017 Contra Costa County Board of Supervisors 229 Contact: Jocelyn LaRocque, 925. 313-2315 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: Craig Standafer, Engineering Services, Jocelyn LaRocque, Engineering Services, Sherri Reed, Design/Construction , Chris Low - City of San Ramon, Shapell Industries, Inc., a Delaware Company, North American Specialty Insurance Company, Ruben Hernandez, Dept of Conservation , T-8/10/18 October 17, 2017 Contra Costa County Board of Supervisors 230 October 17, 2017 Contra Costa County Board of Supervisors 231 October 17, 2017 Contra Costa County Board of Supervisors 232 October 17, 2017 Contra Costa County Board of Supervisors 233 October 17, 2017 Contra Costa County Board of Supervisors 234 October 17, 2017 Contra Costa County Board of Supervisors 235 October 17, 2017 Contra Costa County Board of Supervisors 236 October 17, 2017 Contra Costa County Board of Supervisors 237 October 17, 2017 Contra Costa County Board of Supervisors 238 October 17, 2017 Contra Costa County Board of Supervisors 239 RECOMMENDATION(S): APPROVE and AUTHORIZE the Interim Public Works Director, or designee, to execute a Consulting Services Agreement with Lawrence V. Gossett (dba Gossett Civil Engineering), effective December 1, 2017 to November 30, 2020, in an amount not to exceed $250,000, to provide on-call land development engineering services, Countywide. FISCAL IMPACT: 100% Developer Fees. BACKGROUND: The Public Works Department is involved in the review of land development projects throughout the County. As part of this regular work, consultant services are required to augment staff and provide special technical assistance on an on-call basis. After a solicitation process, Gossett Civil Engineering was one of three firms selected to provide land development engineering services. These services include researching, writing, reviewing, and preparing conditions of approval for land development entitlements, as well as plan checking for conditions of approval compliance. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Caroline Tom, 925.313-2348 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: Mike Carlson, Deputy Director, Warren Lai - Engineering Services Division Manager, Jocelyn LaRocque, Engineering Services, Michelle Parella, Administration, Mike Mann - Finance, Gosset Civil Engineering, Consultant C. 14 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Approve and Authorize a Consulting Services Agreement with Lawrence V. Gossett d/b/a Gossett Civil Engineering, Countywide. October 17, 2017 Contra Costa County Board of Supervisors 240 CONSEQUENCE OF NEGATIVE ACTION: Without approval from the Board of Supervisors, the Public Works Department will be unable to complete land development engineering projects in a timely manner, therefore delaying completion of current and future land development projects. October 17, 2017 Contra Costa County Board of Supervisors 241 RECOMMENDATION(S): APPROVE and AUTHORIZE the Interim Public Works Director, or designee, to execute a Consulting Services Agreement with MNS Engineers, Inc., effective December 1, 2017 to November 30, 2020, in an amount not to exceed $250,000, to provide on-call land development engineering services, Countywide. Project No.: Various. FISCAL IMPACT: 100% Developer Fees. BACKGROUND: The Public Works Department is involved in the review of land development projects throughout the County. As part of this regular work, consultant services are required to augment staff and provide special technical assistance on an on-call basis. After a solicitation process, MNS Engineers, Inc., was one of three firms selected to provide land development engineering services. These services include researching, writing, reviewing, and preparing conditions of approval for land development entitlements, as well as plan checking for conditions of approval compliance. CONSEQUENCE OF NEGATIVE ACTION: Without approval from the Board of Supervisors, the Public Works Department will be unable to complete land development engineering projects in a timely manner, therefore delaying completion of current and future land development projects. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Caroline Tom, 925.313-2348 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: Mike Carlson, Deputy Director, Warren Lai - Engineering Services Division Manager, Jocelyn LaRocque, Engineering Services, Michelle Parella, Administration, Mike Mann - Finance, MNS Engineers, Inc. C. 15 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Approve and Authorize a Consulting Services Agreement with MNS Engineers, Inc., Countywide. October 17, 2017 Contra Costa County Board of Supervisors 242 RECOMMENDATION(S): APPROVE and AUTHORIZE the Interim Public Works Director, or designee, to execute a Consulting Services Agreement with Willdan Engineering, effective December 1, 2017 to November 30, 2020, in an amount not to exceed $250,000, to provide on-call land development engineering services, Countywide. Project No.: Various FISCAL IMPACT: 100% Developer Fees. BACKGROUND: The Public Works Department is involved in the review of land development projects throughout the County. As part of this regular work, consultant services are required to augment staff and provide special technical assistance on an on-call basis. After a solicitation process, Willdan Engineering was one of three firms selected to provide land development engineering services. These services include researching, writing, reviewing, and preparing conditions of approval for land development entitlements as well as plan checking for conditions of approval compliance. CONSEQUENCE OF NEGATIVE ACTION: Without approval from the Board of Supervisors, the Public Works Department will be unable to complete land development engineering projects in a timely manner, therefore delaying completion of current and future land development projects. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Caroline Tom, 925. 313-2348 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: Mike Carlson, Deputy Director, Warren Lai - Engineering Services Division Manager, Jocelyn LaRocque, Engineering Services, Michelle Parella, Administration, Mike Mann - Finance, Willdan Engineering, Consultant C. 16 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Approve and Authorize a Consulting Services Agreement with Willdan Engineering, Countywide. October 17, 2017 Contra Costa County Board of Supervisors 243 RECOMMENDATION(S): ADOPT Resolution No. 2017/367 to correct the bond number on Resolution No. 2015/348 for subdivision SD15-09314, for a project being developed by Shapell Homes, a Division of Shapell Industries, Inc., a Delaware Corporation, as recommended by the Interim Public Works Director, Danville area. (District III) FISCAL IMPACT: No fiscal impact. BACKGROUND: The number of the bond was noted incorrectly on Resolution No. 2015/348 of September 22, 2015. The correct bond number is 58727559. CONSEQUENCE OF NEGATIVE ACTION: The Subdivision Agreement bond number will not be the same as the bond and will cause confusion. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Jocelyn LaRocque, (925) 313-2315 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: C. 17 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Correction on Resolution No. 2015/348 for subdivision SD15-09314, a project being developed by Shapell Homes, Danville area. October 17, 2017 Contra Costa County Board of Supervisors 244 AGENDA ATTACHMENTS Resolution No. 2017/367 MINUTES ATTACHMENTS Signed: Resolution No. 2017/367 October 17, 2017 Contra Costa County Board of Supervisors 245 Recorded at the request of:Jocelyn LaRocque Return To:M. Billeci, Engineering Services Division THE BOARD OF SUPERVISORS OF CONTRA COSTA COUNTY, CALIFORNIA and for Special Districts, Agencies and Authorities Governed by the Board Adopted this Resolution on 10/17/2017 by the following vote: AYE:John Gioia, District I SupervisorCandace Andersen, District II SupervisorDiane Burgis, District III SupervisorKaren Mitchoff, District IV SupervisorFederal D. Glover, District V Supervisor NO: ABSENT: ABSTAIN: RECUSE: Resolution No. 2017/367 IN THE MATTER OF correcting the bond number on Resolution No. 2015/348 for subdivision SD15-09314, for a project being developed by Shapell Homes, a Division of Shapell Industries, Inc., a Delaware Corporation, as recommended by the Interim Public Works Director, Danville area. WHEREAS the Interim Public Works Director has notified this Board that certain information on the following Board Resolution was incorrect. NOW, THEREFORE, BE IT RESOLVED that, on the recommendation of the Interim Public Works Director, the following resolution is hereby CORRECTED: Approving the Final Map and Subdivision Agreement for subdivision SD15-09314 (Resolution No. 2015/348): Bond number AS ACCEPTED: 58727553 Bond number AS CORRECTED: 58727559 Contact: Jocelyn LaRocque, (925) 313-2315 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: October 17, 2017 Contra Costa County Board of Supervisors 246 October 17, 2017 Contra Costa County Board of Supervisors 247 RECOMMENDATION(S): APPROVE and AUTHORIZE the Director of Airports, or designee, to terminate the T-Hangar and Shade Hangar Rental Agreement for Hangar E-11 at Buchanan Field Airport. AUTHORIZE County Counsel to pursue legal action to regain possession of the real property if tenants fail to vacate the hangar within the time allowed. Pacheco Area) FISCAL IMPACT: There is no impact on the General Fund. The Airport Enterprise Fund will cover the cost of any legal action. BACKGROUND: On July 18, 2014, the County entered into a T-Hangar and Shade Hangar Rental Agreement with two individuals, Grace Ellis and Jack Bernardini for the use of T-Hangar E-11. The hangar is located on the East Ramp of Buchanan Field Airport. Under the terms of the rental agreement, the primary use of the hangar is for storing an aircraft or homebuilding or restoring an aircraft. It is the policy of the Airport that any aircraft stored in a hangar rented from the County APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Beth Lee, (925) 681-4200 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: C. 18 To:Board of Supervisors From:Keith Freitas, Airports Director Date:October 17, 2017 Contra Costa County Subject:APPROVE AND AUTHORIZE TERMINATION OF T-HANGAR AND SHADE HANGAR RENTAL AGREEMENT FOR HANGAR E-11 AT BUCHANAN FIELD AIRPORT October 17, 2017 Contra Costa County Board of Supervisors 248 BACKGROUND: (CONT'D) must be owned by the individual(s) named on the rental agreement. Title to the aircraft is confirmed by Airport staff obtaining a copy of the current aircraft registration. The rental agreement also requires that insurance information be provided that names the tenant(s) on the policy. When Ms. Ellis and Mr. Bernardini rented Hangar E-11, they provided a copy of the FAA Aircraft Registration Application for aircraft N49GE, which listed Ms. Ellis and Mr. Bernardini as co-owners of the aircraft. In June 2017, Airport staff requested a current certificate of insurance for aircraft N49GE, as the prior one had expired. In response, Mr. Bernardini advised Airport staff that aircraft N49GE was no longer in the hangar and that a different aircraft was being stored there. Mr. Bernardini then provided the registration and insurance for the substitute aircraft. A review of the information provided by Mr. Barnardini revealed that, contrary to Airport policy, the substitute aircraft is not jointly-owned by both tenants. Both the registration and the insurance information identify only Mr. Barnardini as the owner of the aircraft. Airport staff then notified both tenants that they are not in compliance with the Airport policy requiring an aircraft stored in a hangar to be owned by the individual(s) named on the rental agreement. Airports staff has since had numerous telephone and in-person discussions with Ms. Ellis and Mr. Bernardini about the need to comply with Airport policy regarding title to the aircraft stored in Hangar E-11. Based on these discussions, it appears that there is some disagreement between the two tenants as to what is, and what should be, stored in Hangar E-11. On September 5, 2017, Mr. Bernardini submitted a written termination of his tenancy of Hangar E-11, effective October 5, 2017. Since receiving Mr. Barnardini’s termination notice, Airport staff has offered to meet with Ms. Ellis on a number of occasions to discuss the terms of the rental agreement and relevant Airport policies. Unfortunately, Ms. Ellis has not returned calls or replied to Airport staff’s emails. Since Ms. Ellis is not a pilot and has not provided evidence that she has an aircraft for which she can provide a current registration and proof of insurance, Airport staff is requesting authority to terminate the rental agreement and to pursue legal action, if necessary, to regain possession of the hangar. Such actions are consistent with adopted Airport policies. In addition, by recovering possession of the hangar, the Airport will be able to make the space available to the next person on the Buchanan Field Airport T-hangar waiting list. CONSEQUENCE OF NEGATIVE ACTION: Failure to terminate the rental agreement and pursue legal action to regain possession of the hangar would result in the Airport being unable to enforce adopted Airport policies and procedures. October 17, 2017 Contra Costa County Board of Supervisors 249 RECOMMENDATION(S): APPROVE and AUTHORIZE the Director of Airports, or designee, to execute a month-to-month hangar rental agreement with Jack Bernardini for a Large T-hangar at Buchanan Field Airport effective October 2, 2017 in the monthly amount of $748.23, Pacheco area. (District IV) FISCAL IMPACT: The Airport Enterprise Fund will realize $8,978.76 annually. BACKGROUND: On September 1, 1970, Buchanan Airport Hangar Company entered into a 30-year lease with Contra Costa County for the construction of seventy-five (75) hangars and eighteen (18) aircraft shelters at Buchanan Field Airport. Buchanan Airport Hangar Company was responsible for the maintenance and property management of the property during that 30-year period. On September 1, 2000, the County obtained ownership of the aircraft hangars and shelters, pursuant to the terms of the above lease. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Beth Lee, (925) 681-4200 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: C. 19 To:Board of Supervisors From:Keith Freitas, Airports Director Date:October 17, 2017 Contra Costa County Subject:APPROVE and AUTHORIZE the Director of Airports, or designee, to execute a hangar rental agreement with Buchanan Field Airport Hangar tenant October 17, 2017 Contra Costa County Board of Supervisors 250 BACKGROUND: (CONT'D) On February 13, 2007, Contra Costa County Board of Supervisors approved the new Large Hangar Lease Agreement for use with the larger East Ramp Hangars. On February 3, 2008, Contra Costa County Board of Supervisors approved the amended T-Hangar Lease Agreement which removed the Aircraft Physical Damage Insurance requirement. The new amended T-hangar Lease Agreement will be used to enter into this aircraft rental agreement. CONSEQUENCE OF NEGATIVE ACTION: A negative action will cause a loss of revenue to the Airport Enterprise Fund. ATTACHMENTS Hangar Rental Agmt - J. Bernardini October 17, 2017 Contra Costa County Board of Supervisors 251 October 17, 2017 Contra Costa County Board of Supervisors 252 October 17, 2017 Contra Costa County Board of Supervisors 253 RECOMMENDATION(S): As the Governing Body of the Contra Costa County Flood Control & Water Conservation District (District) APPROVE and AUTHORIZE the Interim Chief Engineer, or designee, to execute two encroachment permits and agreements with the City of Concord (City), for the installation and operation of the Galindo Stream Gauge on Galindo Creek, at Bel-Air Drive, -Concord area, and the Walnut Creek Stream Gauge on Walnut Creek, at Diamond Boulevard, during the period from September 12, 2017 through September 11, 2032, as recommended by the Interim Chief Engineer, Concord area. (Project No. 7505-6F8172) FISCAL IMPACT: The District will incur costs to install and maintain the stream gauges, but will not be required to make any payments to the City of Concord. BACKGROUND: The District monitors the collection of rain and stream gauges and precipitation recorder data, which also includes maintenance of rain and stream gauges throughout Contra Costa County. These stations are two of a dozen stream gauge stations that are being funded by a State Flood Emergency Response grant. The City requires the District to enter into encroachment agreements APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Julie Carlson (925) 313-2133 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: C. 20 To:Contra Costa County Flood Control District Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Encroachment agreements for Stream Gauges on Galindo Creek and Walnut Creek in Concord. October 17, 2017 Contra Costa County Board of Supervisors 254 BACKGROUND: (CONT'D) to obtain encroachment permits for the installation and maintenance of the stream gauges on City-owned property. Under both encroachment agreements, and the encroachment permits issued under those agreements, the District must indemnify, defend, and hold the City harmless from liabilities that arise from the District’s activities under the encroachment agreement, and from any activities the District performs on City property. The Encroachment Agreements address the long-term aspects of the encroachments that will be made under the City’s encroachment permits. CONSEQUENCE OF NEGATIVE ACTION: The District will not be able to install and operate the Stream Gauges for data collecting. ATTACHMENTS Diamond Blvd. Exhibits A & B Diamond Blvd. Exhibit C Diamond Blvd. Encroachment Bel Air Exhibits A & B Bel Air Dr. Exhibit C Bel Air Dr. Encroachment October 17, 2017 Contra Costa County Board of Supervisors 255 October 17, 2017 Contra Costa County Board of Supervisors 256 October 17, 2017 Contra Costa County Board of Supervisors 257 October 17, 2017 Contra Costa County Board of Supervisors 258 October 17, 2017 Contra Costa County Board of Supervisors 259 October 17, 2017 Contra Costa County Board of Supervisors 260 October 17, 2017 Contra Costa County Board of Supervisors 261 October 17, 2017 Contra Costa County Board of Supervisors 262 October 17, 2017 Contra Costa County Board of Supervisors 263 October 17, 2017 Contra Costa County Board of Supervisors 264 October 17, 2017 Contra Costa County Board of Supervisors 265 October 17, 2017 Contra Costa County Board of Supervisors 266 October 17, 2017 Contra Costa County Board of Supervisors 267 October 17, 2017 Contra Costa County Board of Supervisors 268 October 17, 2017 Contra Costa County Board of Supervisors 269 October 17, 2017 Contra Costa County Board of Supervisors 270 October 17, 2017 Contra Costa County Board of Supervisors 271 October 17, 2017 Contra Costa County Board of Supervisors 272 October 17, 2017 Contra Costa County Board of Supervisors 273 October 17, 2017 Contra Costa County Board of Supervisors 274 October 17, 2017 Contra Costa County Board of Supervisors 275 RECOMMENDATION(S): As the Governing body of the Contra Costa County Flood Control and Water Conservation District: APPROVE and AUTHORIZE the conveyance of Contra Costa County Flood Control and Water Conservation District (District) property identified as a portion of Assessor’s Parcel Number 138-142-005, located along Castle Rock Road north of Pine Creek Road in Walnut Creek (Property), to Contra Costa County (County), as recommended by the Interim Chief Engineer, pursuant to Section 31 of the Contra Costa County Flood Control and Water Conservation District Act, and Government Code Section 25365. (Project No.: 0662-6R4112) DETERMINE said Property to be surplus and no longer necessary for District purposes and required by the County for the purpose of constructing the Pedestrian Crossing Enhancements-Central and East County Project (Project). AUTHORIZE the Chair, Board of Supervisors to execute a Grant Deed on behalf of the District. DIRECT the Real Estate Division of the Public Works Department to cause said Grant Deed to be recorded in the office of the County Recorder. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Angela Bell (925) 313-2337 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: C. 21 To:Contra Costa County Flood Control District Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:APPROVE the Conveyance of Real Property to Contra Costa County, Walnut Creek area. (CP 14-36) Project No.: 0662-6R4112 October 17, 2017 Contra Costa County Board of Supervisors 276 FISCAL IMPACT: No fiscal impact. BACKGROUND: On July 24, 1979, the District acquired the Property for flood control purposes. The County intends to construct the Project in order to improve pedestrian safety and accessibility, as well as increase driver awareness at existing crosswalks near schools in East and Central Contra Costa County. The District’s Property is necessary for the Project as a work space in order to, restripe the crosswalk, install asphalt landing, detectable warning surface treatment and an asphalt path on the east side of the crosswalk for trail access to neighborhoods, near North Gate High School. The District has agreed to convey the Property to the County. On February 10, 2015, the Board of Supervisors approved the Project and determined the Project is exempt from CEQA (CP#14-36). CONSEQUENCE OF NEGATIVE ACTION: Without approval from the Board of Supervisors, the County will not have sufficient work space to construct pedestrian improvements in connection with the Project. AGENDA ATTACHMENTS Grant Deed MINUTES ATTACHMENTS Signed: Grant Deed October 17, 2017 Contra Costa County Board of Supervisors 277 Recorded at the request of: Contra Costa County Flood Control and Water Conservation District Return to: Contra Costa County Public Works Department Real Estate Division 255 Glacier Drive Martinez, CA 94553 Attention: Angela Bell EXEMPT FROM RECORDING FEES PURSUANT TO GOV’T. CODE SECTION 27383 AND DOCUMENTARY TRANSFER TAX PURSUANT TO REVENUE AND TAXATION CODE SECTION 11922. Portion of Assessor's Parcel No.: 138-142-005 GRANT DEED For valuable consideration, receipt of which is hereby acknowledged, CONTRA COSTA COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT, a flood control district, organized under the laws of the State of California, Grants to CONTRA COSTA COUNTY, a political subdivision of the State of California, the following described real property in the City of Walnut Creek, unincorporated area of the County of Contra Costa, State of California, FOR DESCRIPTION SEE EXHIBIT “A” AND “B” ATTACHED HERETO AND MADE A PART HEREOF. CONTRA COSTA COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT Dated By __________________________________ Federal Glover Chair, Board of Supervisors 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 CONTRA COSTA ) On before me, Clerk of the Board of Supervisors, Contra Costa County, 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: Deputy Clerk AB: G:\realprop\Pedestrian Crossing Enhancements\CCFC&WCD\DE.01 Grant Deed.doc October 17, 2017 Contra Costa County Board of Supervisors 278 October 17, 2017 Contra Costa County Board of Supervisors 279 October 17, 2017 Contra Costa County Board of Supervisors 280 October 17, 2017 Contra Costa County Board of Supervisors 281 RECOMMENDATION(S): APPROVE and AUTHORIZE the Interim Public Works Director, or designee, to submit an application requesting Federal Emergency Management Agency Hazard Mitigation Grant Program funds to rehabilitate the North Richmond Stormwater Pump Station and to sign Funding Match Commitment and Maintenance letters as required, North Richmond. (District I) FISCAL IMPACT: This grant request is $3 million into general fund org 0330, for the North Richmond Pump Station. BACKGROUND: The North Richmond area has had a long history of flooding. In the early 1970’s the County constructed a storm drainage system, including the North Richmond Pump Station to alleviate flooding in the North Richmond area under a grant obtained from the U. S. Department of Housing and Urban Development. Since 1974, Richmond Pump Station has been operating to provide flood protection to the North Richmond area. Originally designed and built with four 45,000 gallons per minute pumps, it was intended to operate with three pumps and a fourth pump on standby. The Pump Station is now only able to operate three of the four pumps because engine parts are no longer available and one had to be scavenged for parts to keep APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Joe Yee, 925.313-2104 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: C. 22 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Authorize application requesting Hazard Mitigation Grant Program funds to rehabilitate the North Richmond Stormwater Pump Station, District I. October 17, 2017 Contra Costa County Board of Supervisors 282 BACKGROUND: (CONT'D) the other's running. After 43 years of service, the Pump Station is in need of rehabilitation to restore reliability. A successful HMGP grant will provide the funding necessary to rehabilitate the pumps and control system to restore reliability and flood protection for the North Richmond area. The Pump Station rehabilitation project is estimated to cost $4 million. The HMGP will fund $3 million with a local match of $1 million. Since fiscal responsibility for operation and maintenance of the Pump Station is shared with the City of Richmond (39% City, 61% County) per a 1974 joint exercise of powers agreement, the local match portion of the HMGP grant will also be shared between the City and County. The County’s portion of the local match will come from Facilities Life-cycle Investment Program funds. CONSEQUENCE OF NEGATIVE ACTION: Without the Board's approval, the department cannot apply for HMGP funding to restore and rehabilitate the North Richmond Pump Station. October 17, 2017 Contra Costa County Board of Supervisors 283 RECOMMENDATION(S): APPROVE and AUTHORIZE the Director of Airports, or designee, to execute a month-to-month hangar rental agreement with George Grech for a shade hangar at Buchanan Field Airport effective October 26, 2017 in the monthly amount of $177.07, Pacheco area. (District IV) FISCAL IMPACT: The Airport Enterprise Fund will realize $2,124.84 annually. BACKGROUND: On September 1, 1970, Buchanan Airport Hangar Company entered into a 30-year lease with Contra Costa County for the construction of seventy-five (75) hangars and eighteen (18) aircraft shelters at Buchanan Field Airport. Buchanan Airport Hangar Company was responsible for the maintenance and property management of the property during that 30-year period. On September 1, 2000, the County obtained ownership of the aircraft hangars and shelters, pursuant to the terms of the above lease. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Beth Lee, (925) 681-4200 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: C. 23 To:Board of Supervisors From:Keith Freitas, Airports Director Date:October 17, 2017 Contra Costa County Subject:APPROVE and AUTHORIZE the Director of Airports, or designee, to execute a hangar rental agreement with Buchanan Field Airport Hangar tenant October 17, 2017 Contra Costa County Board of Supervisors 284 BACKGROUND: (CONT'D) On February 13, 2007, Contra Costa County Board of Supervisors approved the new Large Hangar Lease Agreement for use with the larger East Ramp Hangars. On February 3, 2008, Contra Costa County Board of Supervisors approved the amended T-Hangar Lease Agreement which removed the Aircraft Physical Damage Insurance requirement. The new amended T-hangar Lease Agreement will be used to enter into this aircraft rental agreement. CONSEQUENCE OF NEGATIVE ACTION: A negative action will cause a loss of revenue to the Airport Enterprise Fund. ATTACHMENTS Hangar Rental Agmt - G. Grech October 17, 2017 Contra Costa County Board of Supervisors 285 October 17, 2017 Contra Costa County Board of Supervisors 286 October 17, 2017 Contra Costa County Board of Supervisors 287 APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Stacey Sinclair, (925) 313- 2130 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: C. 24 To:Contra Costa County Flood Control District Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Approve Conveyance of a Grant of Easement to the City of San Pablo for Randy Lane Drainage Improvements Project October 17, 2017 Contra Costa County Board of Supervisors 288 RECOMMENDATION(S): (CONT'D) As the Governing Body of the Contra Costa County Flood Control and Water Conservation District (District) APPROVE the conveyance of a Grant of Easement to the City of San Pablo (City) and AUTHORIZE the Chair of the Board of Supervisors, or designee, to execute the Grant of Easement on behalf of the District pursuant to Government Code Section 25526.6 and FCD Act, Section 31. DETERMINE that the conveyance of this easement to the City is in the public interest, and that it will not substantially conflict or interfere with the use of the property by the District. DETERMINE that the Project is not subject to the California Environmental Quality Act (CEQA) pursuant to Article 5, Section 15061 (b) (3) of the CEQA Guidelines. FCP#611-17/DCD-CP# 17-32. DIRECT the Director of the Department of Conservation and Development (DCD) to file a Notice of Exemption with the County Clerk. AUTHORIZE the Interim Public Works Director, or designee, to arrange for payment of the $50 fee to the County Clerk for filing the Notice of Exemption, and a $25 fee to DCD for processing the Notice of Exemption. DIRECT the Real Estate Division of the Public Works Department to have the above referenced Grant of Easement delivered to the City for acceptance and recording in the Office of the County Clerk-Recorder. Project No. WL083A–FCP611-17. FISCAL IMPACT: No fiscal impact. BACKGROUND: The existing storm drain system off of the Flood Control District’s right of way in San Pablo Creek is not adequate to handle storm drain runoff and causes frequent flooding onto Randy Lane. The City is requesting an easement in order to construct a new storm drain system and abandon the existing one. The proposed improvements include a 24” storm drain line and an outfall with a flap gate, located on the south side of the concrete lined channel’s wall, east of Giant Road. CONSEQUENCE OF NEGATIVE ACTION: The City will not have the necessary right of way to replace the existing storm drain system which will continue to flood and cause issues for the residents of Randy Lane. AGENDA ATTACHMENTS Grant of Easement Randy Lane - Legal Description Randy Lane - CEQA Document MINUTES ATTACHMENTS Signed: Grant of Easement October 17, 2017 Contra Costa County Board of Supervisors 289 Recorded at the request of: Contra Costa County Flood Control & Water Conservation District Return to: City Clerk City of San Pablo 13831 San Pablo Avenue Building 1 San Pablo, CA 94806 _____________________________________________________________________________________________ EXEMPT FROM RECORDING FEES PURSUANT TO GOV’T. CODE SECTION 27383 AND DOCUMENTARY TRANSFER TAX PURSUANT TO REVENUE AND TAXATION CODE SECTION 11922 Portion of Assessor's Parcel No. 411-010-XXX DOCUMENTARY TRANSFER TAX $NONE GRANT OF EASEMENT THIS INDENTURE, made by and between CONTRA COSTA COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT, a flood control district, organized under the laws of the State of California, hereinafter called the GRANTOR, and the City of San Pablo, a California municipal corporation, hereinafter called the GRANTEE, W I T N E S S E T H: That the GRANTOR, for value received, hereby grants to the GRANTEE a non-exclusive, perpetual easement and right of way (hereinafter “Easement Area”) for installing, constructing, reconstructing, removing, replacing, repairing, upgrading, maintaining, operating and using a 24-inch storm drain line and outfall across Grantor’s property for flood control purposes and transmission of drainage water, and all necessary braces, connections, fastenings, fences or other protective barriers or facilities, and other appliances and fixtures for use in connection therewith or appurtenant thereto, in, under, along, and across that certain real property in the City of San Pablo, County of Contra Costa, State of California, described as follows: FOR DESCRIPTION SEE EXHIBIT "A" ATTACHED HERETO AND MADE A PART HEREOF. The foregoing grant is made subject to the following terms and conditions: 1. U.S. ARMY CORPS OF ENGINEER’S PROJECT: The Easement Area is part of the U.S. Army Corps of Engineers, (hereinafter “Corps”) Wildcat and San Pablo Creeks Project. The Project provides flood protection to the surrounding communities. Approval by the Flood Protection and Navigation and Section of the San Francisco District, U.S. Army Corps of Engineers is required under 33 USC (United States Code) 408 (Section 408) for any modification to “Corps Project”. 2. CONSTRUCTION AND MAINTENANCE ACTIVITIES: Prior to any construction, reconstruction, remodeling, excavation, installation, or plantings within the Easement Area, GRANTEE shall submit specific plans and specifications to the GRANTOR for review and approval. Such approval, together with any additional GRANTOR requirements, will be in the form of a written permit issued by GRANTOR to GRANTEE. 3. DAMAGE TO DISTRICT PROPERTY: Any and all GRANTOR Property, facilities, landscaping or other improvements, removed or damaged as a result of the use of the easement area by GRANTEE, or any other person or entity acting under GRANTEE’s direction or control, shall, at GRANTOR’s discretion and direction, be repaired or replaced by GRANTOR , with all reasonable costs and expenses to be paid by GRANTEE (including but not limited to October 17, 2017 Contra Costa County Board of Supervisors 290 engineering costs and legal costs of collecting any unpaid expenses) or shall be repaired or replaced by GRANTEE, at the sole cost and expense of GRANTEE, equivalent to or better than their existing condition. In the event that GRANTEE fails to commence the required work within 120 days after being directed to do so by GRANTOR, or such reasonable extension as GRANTOR may agree to in writing, or fails to complete the required work within a reasonable time thereafter, GRANTOR may perform or complete the work at the expense of GRANTEE, which expense GRANTEE agrees to pay to GRANTOR promptly upon demand, including but not limited to engineering costs and any legal expenses incurred to collect such costs. 4. DAMAGE TO GRANTEE’S FACILITIES: GRANTOR shall have no responsibility for the protection, maintenance, damage to, or removal of GRANTEE’s facilities, appurtenances or improvements, caused by or resulting from GRANTOR’s use of the Property or work or operation thereon. It shall be the sole responsibility of the GRANTEE to provide and maintain adequate protection and surface markings for its own facilities. 5. INDEMNIFICATION, AS-IS CONDITION OF PROPERTY: a) In the exercise of all rights under this easement, GRANTEE shall be responsible for any and all injury to the public, to persons and to property arising out of or connected with GRANTEE’s use of the Property. GRANTEE shall indemnify, defend, save, protect and hold harmless, DISTRICT, its officers, agents, employees and contractors from and against any and all threatened or actual loss, damage (including foreseeable and unforeseeable consequential damages), liability, claims, suits, demands, judgments, orders, costs, fines, penalties or expense of whatever character, including but not limited to those relating to inverse condemnation, and including attorneys’ fees, (hereinafter collectively referred to as “Liabilities”) to persons or property, direct or consequential, directly or indirectly contributed to or caused by the granting of this easement, GRANTEE’s operati ons, acts or omissions pursuant to this easement, or the GRANTEE’s use of the easement, save and except Liabilities arising through the sole negligence or sole willful misconduct of the DISTRICT, its officers or employees. GRANTEE acknowledges that Property subject to this easement is in a flood control area. GRANTEE agrees that GRANTEE shall never have, claim or assert any right or action against DISTRICT or the County of Contra Costa in the event of damage to or disruption of GRANTEE’s facilities caused or contributed to by flooding or water, and shall indemnify, defend, save, protect and hold DISTRICT harmless from all Liabilities resulting from such damage or disruption. b) GRANTEE further agrees to defend, indemnify, save, protect and hold harmless, DISTRICT from any and all actual or threatened claims, costs, actions or proceedings to attack, set aside, void, abrogate or annul this grant of easement or any act or approval of DISTRICT related thereto. c) GRANTEE accepts the easement area in an “as is” physical condition, with no warranty, guarantee, representation or liability, express or implied on the part of the DISTRICT as to any matter, including but not limited to the physical condition of the Property and/or the condition and/or possible uses of the land or any improvements thereon, the condition of the soil or the geology of the soil, the condition of the air, surface water or groundwater, the presence of known and unknown faults, the presence of any hazardous substance, materials, or other kinds of contamination or pollutants of any kind in the air, soil, groundwater or surface water, or the suitability of the Property for the construction and use of the improvements thereon. It shall be the sole responsibility of GRANTEE, at its sole cost and expense, to investigate and determine the suitability of the soil, water, geologic, environmental and seismic conditions of the Property for the intended use contemplated herein, and to determine and comply with all building, planning and zoning regulations relative to the Property and the uses to which it can October 17, 2017 Contra Costa County Board of Supervisors 291 be put. GRANTEE relies solely on GRANTEE’s own judgment, experience and investigations as to the present and future condition of the Property or its suitability for GRANTEE’s intended use and is not relying in any manner on any representation or warranty by DISTRICT. GRANTEE agrees that neither GRANTEE, its heirs, successors or assign shall ever claim have or assert any right or action against DISTRICT for any loss, damage or other matter arising out of or resulting from the presence of any hazardous substance or any other condition of the Property at the commencement of the easement or from the release of any hazardous substance in, on or around any part of the Property or in the soil, water, subsurface strata or ambient air by any person or entity other than the DISTRICT following the commencement of this easement. As used herein, “hazardous substance” means any substance, material or waste which is or may become designated, classified or regulated as being “toxic,” “hazardous” or a “pollutant” under any federal, state or local law, regulation or ordinance. Nothing in this section is intended in any way to restrict the right of GRANTEE to seek contribution or indemnity from any person or entity other than DISTRICT whose activities are a cause of any discharge, leakage, spillage or emission of hazardous materials on or to the Property. d) To the extent permitted by law, GRANTEE shall indemnify, defend, save, protect and hold the DISTRICT harmless from and against any and all claims, demands, Liabilities, expenses (including without limitation attorneys fees and consultants fees), penalties, damages, consequential damages and losses, and costs (including but not limited to the costs of any required or necessary testing, remediation, repair, removal, cleanup or detoxification of the Property and surrounding properties and from and against the preparation of any cleanup, remediation, closure or other required plans whether such action is required or necessary prior to or following the termination of the easement), of any kind or nature, to the extent caused or contributed to by GRANTEE’s operation or performance under this easement, or GRANTEE’s use, release or disposal of any hazardous substance, including all costs, claims, damages (including property and personal injury) caused by the uncovering, release or excavation of hazardous materials (including petroleum) as a result of GRANTEE’s construction, reconstruction, maintenance, use, replacement, or removal of its facilities, to the extent that such activities increase the costs attributable to the cleanup or remediation of such hazardous materials. e) The obligations contained in this section shall survive the expiration or other termination of this easement. The easement herein granted shall include the right by said GRANTEE, its officers, agents and employees, and by persons under contract with it and their employees whenever and wherever necessary for flood control purposes, to enter upon said land with personnel, vehicles and equipment, to remove all trees and vegetation thereon that interfere with the purpose for which the easement herein is granted. It is understood that GRANT OR is not responsible for repairing or replacing any of GRANT EE's improvements within the area described in Exhibit "A" herein. This indenture and all of the covenants herein contained shall inure to the benefit of and be binding upon the heirs, successors and assigns of the respective parties hereto. October 17, 2017 Contra Costa County Board of Supervisors 292 IN WITNESS WHEREOF, the GRANTOR has executed this indenture this day of __________ , 2017. CONTRA COSTA COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT By _______________________________ Federal Glover Chair, Board of Supervisors STATE OF CALIFORNIA ) COUNTY OF CONTRA COSTA) 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, Clerk of the Board of Supervisors, Contra Costa County, 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 o f 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: Deputy Clerk \\PW -DATA\grpdata\realprop\Flood Control\Randy Lane Drainage Improvements\EA 03 Grant of Easement FC_9_28_17_ss - FINAL.doc October 17, 2017 Contra Costa County Board of Supervisors 293 October 17, 2017 Contra Costa County Board of Supervisors 294 October 17, 2017 Contra Costa County Board of Supervisors 295 October 17, 2017 Contra Costa County Board of Supervisors 296 October 17, 2017 Contra Costa County Board of Supervisors 297 October 17, 2017 Contra Costa County Board of Supervisors 298 October 17, 2017 Contra Costa County Board of Supervisors 299 October 17, 2017 Contra Costa County Board of Supervisors 300 October 17, 2017 Contra Costa County Board of Supervisors 301 October 17, 2017 Contra Costa County Board of Supervisors 302 October 17, 2017 Contra Costa County Board of Supervisors 303 October 17, 2017 Contra Costa County Board of Supervisors 304 October 17, 2017 Contra Costa County Board of Supervisors 305 October 17, 2017 Contra Costa County Board of Supervisors 306 RECOMMENDATION(S): APPROVE and AUTHORIZE the Interim Chief Engineer, or designee, to execute the Purchase and Sale Agreement on behalf of the Contra Costa County Flood Control and Water Conservation District (District), and ACCEPT the Grant Deed from Signature Properties, Inc., a California corporation, for the real property that comprises the Garin Ranch Basin, Drainage Area 52C, Basin 1, APN’s 013-270-072, 013-190-018 & 013-200-010, located at Chestnut and Sellers Avenue, Brentwood area. FISCAL IMPACT: 100% Drainage Area 52C Funds. BACKGROUND: Signature Properties, Inc., designed and constructed the Garin Ranch Basin to provide flood control to benefit its residential development in Brentwood, as a Condition of Approval for Subdivision 7605. On August 24, 2001, the District and the City of Brentwood (City) mutually agreed to amend the April 14, 1992 Drainage Fee Collection, Right of Way and Maintenance Agreement (Agreement) for Drainage Area 52C. The District adopted a drainage plan providing for the construction of needed drainage facilities in Drainage Area 52C and adopted an ordinance establishing drainage fees to finance facilities. The amended Agreement stipulated that the District obtain Basin 2 in fee simple from Signature Properties, Inc., and APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Lisa Zaragoza (925) 313-2223 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: C. 25 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Accept the Grant Deed – Garin Ranch Basin, Drainage Area 52C, Basin 1, from Signature Properties, Inc., Brentowood area. October 17, 2017 Contra Costa County Board of Supervisors 307 BACKGROUND: (CONT'D) maintain Basin 2, for Drainage Area 52C. Under the terms of the Purchase and Sale Agreement between the District and Signature Properties, Inc., the District will acquire the real property that comprises the Garin Ranch Basin. After title to the Property vests in the District, the District will operate and maintain the Garin Ranch Basin for flood control purposes, in accordance with the Drainage Fee Collection, Right of Way and Maintenance Agreement between City of Brentwood and Contra Costa County Flood Control District for Drainage Area 52C, dated April 14, 1992 and amended on August 24, 2011. The District’s acceptance of property that comprises the Garin Ranch Basin, and the District’s operation and maintenance of the basin, will not cause any new effects on the physical environment. Consequently, on October 17, 2000, the Board of Supervisors approved a Notice of Exemption prepared by Department of Conservation and Development under the California Environmental Quality Act (CEQA) pursuant to Article 5, Section 15061(b)(3) of the CEQA Guidelines. The Notice of Exemption was filed on October 19, 2000. CONSEQUENCE OF NEGATIVE ACTION: The District will not have sufficient land rights to maintain drainage facilities in accordance with the above referenced agreement. October 17, 2017 Contra Costa County Board of Supervisors 308 RECOMMENDATION(S): DENY claims filed by Allstate, a subrogee of Ricardo Ulloa, Afsaneh Eghtesad, Anthony Rogelstad, and Aaron Smith. DENY late claims filed by Johnisha Dunbar and Rachel Foster. FISCAL IMPACT: No fiscal impact. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Scott Selby 925.335.1400 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stephanie Mello, Deputy cc: C. 26 To:Board of Supervisors From:David Twa, County Administrator Date:October 17, 2017 Contra Costa County Subject:Claims October 17, 2017 Contra Costa County Board of Supervisors 309 BACKGROUND: (CONT'D) Allstate a/s/o Ricardo Ulloa: Property claim for damage to vehicle in the amount of $20,666.42 Afsaneh Eghtesad: Property claim for damage to vehicle in the amount of $2103.05 Anthony Rogelstad: Property claim for damage to vehicle in the amount of $3602.36 Aaron Smith: Claim for denial of accommodations and harassment in the amount of $10,000. Jonisha Dunbar: Request that Board of Supervisors accept a late claim Rachel Foster: Request that Board of Supervisors accept a late claim These claims were scheduled for the 10/10/17 BOS meeting, but were moved to the 10/17/17 meeting due to a cancellation of 10/10. October 17, 2017 Contra Costa County Board of Supervisors 310 RECOMMENDATION(S): APPROVE and AUTHORIZE the County Counsel, or her designee, on behalf of the County and the Contra Costa County Water Agency, to execute a joint litigation and fee allocation agreement, a contract for legal services with The Freeman Firm, and a contract for legal services with Soluri Meserve, all effective July 1, 2017, in connection with County of San Joaquin, et al. v. Department of Water Resources, et al. (Sacramento Co. Super. Ct. Case No. 34-2017-80002677). FISCAL IMPACT: The County and Water Agency will be jointly responsible for one-sixth of the attorneys’ fees and costs charged by The Freeman Firm, and one-fifth of the attorneys’ fees and costs charged by the Soluri Meserve law firm, to represent the petitioners in the litigation. BACKGROUND: The County and the Water Agency are petitioners in the County of San Joaquin, et al. v. Department of Water Resources, et al. (Sacramento Co. Super. Ct. Case No. 34-2017-80002677), filed August 21, 2017. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Stephen Siptroth, 925 335-1800 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stephanie Mello, Deputy cc: C. 27 To:Board of Supervisors From:Sharon L. Anderson, County Counsel Date:October 17, 2017 Contra Costa County Subject:Legal services contracts and joint litigation agreement for WaterFix CEQA lawsuit October 17, 2017 Contra Costa County Board of Supervisors 311 BACKGROUND: (CONT'D) This Board Order authorizes the County Counsel, or her designee, to execute three agreements in connection with the lawsuit. The joint litigation and fee allocation agreement will be executed by all seven petitioners in the case – Contra Costa County, the Contra Costa County Water Agency, San Joaquin County, Solano County, Yolo County, Central Delta Water Agency, South Delta Water Agency, and the Local Agencies of the North Delta. This agreement authorizes the petitioners to share privileged litigation-related communications and documents and describes how the petitioners will pay the attorneys’ fees and costs incurred in the litigation. The above seven agencies will be represented by The Freeman Firm and the Soluri Meserve law firm, but two agencies will not share in all of the legal costs. The contract for legal services with The Freeman Firm authorizes that firm to represent all of the above agencies except Local Agencies of the North Delta. Under this contract, the County and Water Agency, together, and each of the other agencies, will be responsible for paying one-sixth of all attorneys’ fees and costs charged by The Freeman Firm. A separate legal services contract with the Soluri Meserve law firm will authorize that firm to represent all of the above agencies except South Delta Water Agency. And, although Local Agencies of the North Delta will be represented by this firm, it will not pay a share of the attorneys’ fees and costs charged by the firm. The County and Water Agency, and each of the remaining agencies represented by this firm, will be responsible for paying one-fifth of all attorneys’ fees and costs charged by Soluri Meserve. CONSEQUENCE OF NEGATIVE ACTION: The County and Water Agency would not be represented by these firms, and there would be no agreement regarding the sharing of privileged documents and communications among the petitioners in this lawsuit. October 17, 2017 Contra Costa County Board of Supervisors 312 RECOMMENDATION(S): DENY claims filed by Cherie Corbin, Richard Corbin, Debra Donlon, Tom O'Brien and John Spees for the October 17, 2017 meeting. FISCAL IMPACT: No fiscal impact. BACKGROUND: Cherie Corbin: Personal injury claim for bicycle accident in an amount exceeding $25,000. Richard Corbin: Personal claim for loss of consortium in an amount exceeding $25,000. Debra Donlon: Property claim for damage to vehicle in undisclosed amount. Tom O’Brien: Personal injury claim for car accident in undisclosed amount. John Spees: Personal injury and property claim to person and bicycle in the amount of $1,155.48 APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Scott Selby 925.335.1400 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stephanie Mello, Deputy cc: C. 28 To:Board of Supervisors From:David Twa, County Administrator Date:October 17, 2017 Contra Costa County Subject:Claims October 17, 2017 Contra Costa County Board of Supervisors 313 APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Lynn Enea, (925) 335-8200 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stephanie Mello, Deputy cc: C. 29 To:Board of Supervisors From:Federal D. Glover, District V Supervisor Date:October 17, 2017 Contra Costa County Subject:Recognizing the 20th Anniversary of the Household Hazardous Waste Collection Facility Central CC Sanitary District October 17, 2017 Contra Costa County Board of Supervisors 314 AGENDA ATTACHMENTS Resolution No. 2017/356 MINUTES ATTACHMENTS Signed Resolution No. 2017/356 October 17, 2017 Contra Costa County Board of Supervisors 315 In the matter of:Resolution No. 2017/356 Recognizing the Central Contra Costa Sanitary District on the 20th Anniversary of the Household Hazardous Waste Collection Facility WHEREAS, the Central Contra Costa Sanitary District established the first permanent Household Hazardous Waste Collection Facility in Contra Costa County in 1997; and WHEREAS, the Household Hazardous Waste Collection Facility provides a safe, reliable and convenient method for residents and small businesses to dispose of leftover paint, pesticides, used motor oil, batteries, and other household hazardous materials; and WHEREAS, in its twenty years in operation, the award-winning facility has collected more than 36 million pounds of household hazardous waste; and WHEREAS, more than ninety percent of the hazardous waste collected (30.7 million pounds) has been recycled, recovered as resource conserving fuel, or reused; and WHEREAS, the Household Hazardous Waste Collection Facility exemplifies Central Contra Costa Sanitary District’s commitment to environmental protection and pollution prevention; and WHEREAS, the leadership and staff of Central Contra Costa Sanitary District will commemorate the 20th Anniversary by hosting a community collection drive from October 16 – 21, 2017; and WHEREAS, Central Contra Costa Sanitary District 20th Anniversary collection drive will increase customer awareness and engagement with the Household Hazardous Waste Collection Facility; and WHEREAS, Central Contra Costa Sanitary District has worked in partnership with Contra Costa County to provide critical services such as the Household Hazardous Waste Collection Facility and serve the needs of the public. NOW, THEREFORE, BE IT RESOLVED that Contra Costa County does hereby congratulate Central Contra Costa Sanitary District on the 20th Anniversary of the Household Hazardous Waste Collection Facility and encourages all Contra Costa County eligible residents to utilize the Household Hazardous Waste Collection Facility to properly dispose of their household hazardous waste. ___________________ FEDERAL D. GLOVER Chair, District V Supervisor ______________________________________ JOHN GIOIA CANDACE ANDERSEN District I Supervisor District II Supervisor ______________________________________ DIANE BURGIS KAREN MITCHOFF District III Supervisor District IV Supervisor I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, By: ____________________________________, Deputy October 17, 2017 Contra Costa County Board of Supervisors 316 C.29 October 17, 2017 Contra Costa County Board of Supervisors 317 APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Elaine Burres, 608-4960 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stephanie Mello, Deputy cc: C. 30 To:Board of Supervisors From:Kathy Gallagher, Employment & Human Services Director Date:October 17, 2017 Contra Costa County Subject:Domestic Violence Awareness Month October 17, 2017 Contra Costa County Board of Supervisors 318 AGENDA ATTACHMENTS Resolution No. 2017/364 MINUTES ATTACHMENTS Signed Resolution No. 2017/364 October 17, 2017 Contra Costa County Board of Supervisors 319 In the matter of:Resolution No. 2017/364 Domestic Violence Awareness Month WHEREAS, domestic violence is a prevalent social problem significantly impacting the health and well-being of Contra Costa County residents; and WHEREAS, the problems of domestic violence are not confined to any group of people but across all economic, racial, sexual orientation, and societal barriers and are supported by societal indifference; and WHEREAS, the crime of domestic violence violates an individual's privacy, dignity and humanity due to the systemic use of physical, emotional, sexual, psychological and economic control and/or abuse; and WHEREAS, the impact of domestic violence is wide-ranging, directly affecting men, women and children and society as a whole; and WHEREAS, it is the survivor of domestic violence themselves who have been in the forefront of efforts to bring peace and equality to the home; and WHEREAS, all residents of Contra Costa County should feel safe in their homes, their schools and their community; and WHEREAS, the Contra Costa Alliance to End Abuse (formerly Zero Tolerance for Domestic Violence) works in collaboration with partners such as STAND! for Families Free of Violence and the Contra Costa Family Justice Alliance, to interrupt the generational, traumatic and progressive cycle of violence by fostering partnerships and numerous public and private agencies provide services and support to families and individuals experiencing domestic violence including County Department, law enforcement jurisdiction, advocacy organizations and community based agencies; and WHEREAS, the County works to raise awareness so individuals will advocate, and will take action to prevent domestic violence in their communities; and WHEREAS, "Contra Costa Says No More", a replication of the national No More public awareness campaign occurring in communities nationwide, encourages all residents to become part of the solution to end domestic violence; and WHEREAS, the Contra Costa Says No More campaign focuses particularly on the role of coaches, teachers, and high school and college athletes can play in promoting healthy, respectful relationships on and off the field. NOW, THEREFORE, BE IT RESOLVED, that the Board of Supervisors of Contra Costa County does hereby proclaim October 2017 as DOMESTIC VIOLENCE AWARENESS MONTH, and urges residents to actively participate in the efforts to end domestic violence in our homes, in our schools, and in our communities. ___________________ FEDERAL D. GLOVER Chair, District V Supervisor ______________________________________ JOHN GIOIA CANDACE ANDERSEN District I Supervisor District II Supervisor ______________________________________ DIANE BURGIS KAREN MITCHOFF District III Supervisor District IV Supervisor I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, By: ____________________________________, Deputy October 17, 2017 Contra Costa County Board of Supervisors 320 October 17, 2017 Contra Costa County Board of Supervisors 321 PR.1, C.30 October 17, 2017 Contra Costa County Board of Supervisors 322 RECOMMENDATION(S): APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Dan Peddycord, 925-313-6712 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stephanie Mello, Deputy cc: T Scott, M Wilhelm, Gail Doyle C. 31 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:OCTOBER 22 – 28, 2017 AS LEAD POISONING PREVENTION WEEK October 17, 2017 Contra Costa County Board of Supervisors 323 AGENDA ATTACHMENTS Resolution No. 2017/362 MINUTES ATTACHMENTS Signed Resolution No. 2017/362 October 17, 2017 Contra Costa County Board of Supervisors 324 In the matter of:Resolution No. 2017/362 PROCLAIMING OCTOBER 22 – 28, 2017 AS “LEAD POISONING PREVENTION WEEK” WHEREAS, Contra Costa County recognizes the importance of healthy homes and a safe environment for all of our children and families; and WHEREAS, an important part of ensuring a safe environment is preventing Contra Costa children from being poisoned by lead in their homes and community; and WHEREAS, lead poisoning tends to have few or no early visible symptoms and often goes undetected; and WHEREAS, lead poisoning can have lifelong effects, especially for children, ranging from cognitive and behavioral problems to delayed growth and learning disabilities; and WHEREAS, Contra Costa children may be exposed to lead from deteriorated lead-based paint and contaminated soil, and from other sources, such as lead brought home from the workplace, cultural sources, various consumer products, and historic environmental contamination; and WHEREAS, the State of California has recognized that children are harmed by even low levels of lead and enabled the Contra Costa Lead Poisoning Prevention Project to offer services to these children; and WHEREAS, to keep our children safe and healthy, all children under the age of six should be assessed for lead exposure, at-risk children should receive blood tests for lead; and lead hazards must be identified and removed from a child’s environment; and WHEREAS, lead poisoning is preventable through greater awareness and elimination of the many sources of lead; using lead-safe work practices when disturbing lead-based paint; and ensuring that children have a healthy diet and access to health care; and WHEREAS, Contra Costa County’s Lead Poisoning Prevention Project (LPPP) has been working effectively since 1993 to reduce the number of lead poisoned children in Contra Costa through outreach and education, case management, and early intervention services; and WHEREAS, some of the nearly 10,000 Contra Costa children screened each year are still exposed to the dangers of lead. NOW, THEREFORE, BE IT RESOLVED that the Board of Supervisors proclaims October 22 - 28, 2017 as Lead Poisoning Prevention Week in Contra Costa County, to increase awareness and prevention of lead poisoning and to advance the elimination of lead from our homes, consumer products, and the environment. ___________________ FEDERAL D. GLOVER Chair, District V Supervisor ______________________________________ JOHN GIOIA CANDACE ANDERSEN District I Supervisor District II Supervisor ______________________________________ DIANE BURGIS KAREN MITCHOFF District III Supervisor District IV Supervisor I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, By: ____________________________________, Deputy October 17, 2017 Contra Costa County Board of Supervisors 325 C.31 October 17, 2017 Contra Costa County Board of Supervisors 326 BACKGROUND: October is Sudden Cardiac Arrest Awareness Month. This resolution will encourage all residents of Contra Costa County to learn the signs of cardiac arrest, know to call 9-1-1, and learn critical lifesaving skills such as cardiopulmonary resuscitation (CPR) and automated external defibrillator (AED) use. The resolution encourages businesses and other organizations to provide publicly-accessible AEDs and to identify AED Responders to assist in bringing an AED to a victim of sudden cardiac arrest to improve survival. It will also encourage communities to become HeartSafe Communities – making them heart-safe places to live, work, visit and play. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Patricia Frost, 925-646-4690 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stephanie Mello, Deputy cc: Tasha Scott, Rachel Morris, Marcy Wilhelm C. 32 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Adopt Resolution recognizing October as Sudden Cardiac Arrest Awareness Month October 17, 2017 Contra Costa County Board of Supervisors 327 AGENDA ATTACHMENTS Resolution No. 2017/366 MINUTES ATTACHMENTS Signed Resolution No. 2017/366 October 17, 2017 Contra Costa County Board of Supervisors 328 In the matter of:Resolution No. 2017/366 Recognizing the Month of October as Sudden Cardiac Arrest Awareness Month. Whereas, approximately 400,000 out-of-hospital cardiac arrests occur each year in the United States; and Whereas, the national survival rate of those treated by emergency medical services from cardiac arrest is 10.6%; and Whereas, of those bystander witnessed cases in which individuals had a heart rhythm that could be treated effectively with a defibrillator 31.4% survived; and Whereas, sudden cardiac arrest can happen to any person regardless of age, education, race or socio-economic background; and Whereas, individuals and families can take simple steps to avoid the tragedy of unnecessary loss of life; and Whereas, awareness of the symptoms of sudden cardiac arrest – A victim has collapsed and cannot be awakened; and Whereas, knowing what actions to take – Call 9-1-1 and Push Hard and Fast in the middle of the chest – Hands Only CPR (cardiopulmonary resuscitation); and Whereas, applying an AED (automated external defibrillator) if one is available; and Whereas, taking these actions can double the chances of survival; and Whereas, Contra Costa County communities are working to make their community a HeartSafe Community; NOW, THEREFORE, BE IT RESOLVED: that the month of October 2017 is designated as Sudden Cardiac Arrest Awareness Month, recognizing that increasing awareness will save lives. As the number of citizens who know the signs of cardiac arrest, who know to call 9-1-1 and who do CPR and apply an AED increases, so will survival. The Board encourages communities to observe this month with appropriate programs, ceremonies, and activities. ___________________ FEDERAL D. GLOVER Chair, District V Supervisor ______________________________________ JOHN GIOIA CANDACE ANDERSEN District I Supervisor District II Supervisor ______________________________________ DIANE BURGIS KAREN MITCHOFF District III Supervisor District IV Supervisor I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, By: ____________________________________, Deputy October 17, 2017 Contra Costa County Board of Supervisors 329 C.32 October 17, 2017 Contra Costa County Board of Supervisors 330 RECOMMENDATION(S): ADOPT Resolution No. 2017/368 proclaiming the week of October 21-28, 2017, as “California Flood Preparedness Week” in Contra Costa County, as recommended by the Interim Public Works Director, Countywide. FISCAL IMPACT: No fiscal impact. BACKGROUND: Last October 18, 2016, the Board declared “California Flood Preparedness Week” on October 16-22, 2016. This year, the State has declared “California Flood Preparedness Week” to be on October 21-28, 2017. The County would join federal, state, and other local agencies during Flood Preparedness week in raising awareness of flood risk in California. As part of the Unincorporated County Floodplain Management Program administered by the Public Works Department, Public Works would like to provide information about the Unincorporated Contra Costa County Floodplain Program and resources on flood risk and preparedness. This information is also available through the California Department of Water Resources, specifically the Flood Preparedness website, which provides links to additional information from such agencies as the Federal Emergency Management Agency and the National Flood Insurance Program. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Jocelyn Larocque 925. 313-2315 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stephanie Mello, Deputy cc: Warren Lai - Engineering Services Division Manager, Jocelyn LaRocque, Engineering Services, David Twa, CAO, B. Burkhart, CCTV, Carrie Ricci, Administration C. 33 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:PROCLAIM the week of October 21-28, 2017 as “California Flood Preparedness Week” in Contra Costa County. October 17, 2017 Contra Costa County Board of Supervisors 331 CONSEQUENCE OF NEGATIVE ACTION: Contra Costa County will not declare that week as the statewide California Flood Preparedness Week. AGENDA ATTACHMENTS Resolution No. 2017/368 MINUTES ATTACHMENTS Signed Resolution No. 2017/368 October 17, 2017 Contra Costa County Board of Supervisors 332 THE BOARD OF SUPERVISORS OF CONTRA COSTA COUNTY, CALIFORNIA and for Special Districts, Agencies and Authorities Governed by the Board Adopted this Resolution on 10/17/2017 by the following vote: AYE: John Gioia Candace Andersen Diane Burgis Karen Mitchoff Federal D. Glover NO: ABSENT: ABSTAIN: RECUSE: Resolution No. 2017/368 IN THE MATTER OF: RECOGNIZING California Flood Preparedness Week October 21-28, 2017. WHEREAS the County of Contra Costa recognizes the significant public safety treat flooding poses to the population, assets, and economy of our County; and WHEREAS the floodplain management program services provided in our community are an integral part of our citizen’s everyday lives; and WHEREAS the support and understanding of an informed citizenry is vital to the efficient administration of the Unincorporated Contra Costa County Floodplain Program; and WHEREAS the health and safety of this community greatly depend on the administration of this program; and WHEREAS during the California Flood Preparedness Week, local, state, and federal agencies across the state work together to inform the public about the dangers or flooding, how to prepare their homes and families for a flood, and plan for recovery; and WHEREAS California Flood Preparedness Week 2017 will be held statewide during the week of October 21-28, 2017; and WHEREAS the theme for California Flood Preparedness Week 2017 will be “Be Aware, Be Prepared, and Take Action!” NOW, THEREFOR, BE IT RESOLVED that the Board of Supervisors of Contra Costa County does hereby recognize October 21-28, 2017, as CALIFORNIA FLOOD PREPAREDNESS WEEK, support public awareness of flood risk, and encourages County residents to take action to understand their flood risk and prepare appropriately. Contact: Jocelyn Larocque 925. 313-2315 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stephanie Mello, Deputy cc: Warren Lai - Engineering Services Division Manager, Jocelyn LaRocque, Engineering Services, David Twa, CAO, B. Burkhart, CCTV, Carrie Ricci, Administration 5 October 17, 2017 Contra Costa County Board of Supervisors 333 C.33 October 17, 2017 Contra Costa County Board of Supervisors 334 APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: William Walker, M.D., 925-957-5403 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stephanie Mello, Deputy cc: Tasha Scott, Marcy Wilhelm, Jackie Peterson C. 34 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Honoring Health Services Nurse-Family Partnership 5th Anniversary and 100th Client Graduate October 17, 2017 Contra Costa County Board of Supervisors 335 AGENDA ATTACHMENTS Resolution No. 2017/370 MINUTES ATTACHMENTS Signed Resolution No. 2017/370 October 17, 2017 Contra Costa County Board of Supervisors 336 In the matter of:Resolution No. 2017/370 Honoring Contra Costa Health Services’ Nurse-Family Partnership Upon the Occasion of their 5th Anniversary and Celebration of the 100th Client Graduate WHEREAS, the federal Patient Protection and Affordable Care Act of 2010 signed on March 23, 2010, established the Maternal, Infant and Early Childhood Home Visiting (MIECHV) Program that funds evidence-based home visiting to families in at-risk communities; and WHEREAS, through MIECHV, the California Department of Public Health, California Home Visiting Program awarded funding to Contra Costa Health Services’ Public Health Division to implement the Nurse-Family Partnership (NFP) Program in 2012; and WHEREAS, the statewide return on investments shows that for every $1 spent in NFP, there is a $6 cost savings through better employment, less preterm delivery, and improved maternal and child health outcomes; and WHEREAS, the California Home Visiting Program has acknowledged NFP as an exemplary model of success in California; and WHEREAS, the California Department of Public Health has recognized NFP for exemplary team work and excellence in home visiting that surpasses the NFP national model requirements and California Home Visiting Program standards; and WHEREAS, NFP has been selected nationally to participate in a project to develop technological innovations to enhance client outcomes led by HopeLab, a philanthropic organization that combines science, technology, and design to improve the health of young people; and WHEREAS, NFP has provided services to over 300 vulnerable first time moms and their families; and WHEREAS, the Perinatal Community Advisory Board, a community involved collaborative established in January 2013, has provided essential resources, support and guidance contributing to the program’s success; and WHEREAS, NFP is established as part of the perinatal system of care in Contra Costa Health Services’ Public Health Division’s Family Maternal & Child Health Programs along with Adolescent Family Life, Black Infant Health, Healthy Families America, Lift Every Voice, and Prenatal Care Guidance; WHEREAS, the NFP program has graduated its 100th client and celebrates its 5th Anniversary. NOW, THEREFORE, Be It Resolved: the County of Contra Costa do hereby acknowledge Contra Costa Health Services’ Nurse-Family Partnership’s many accomplishments, its 5th Anniversary and Celebration of the 100th client graduate. ___________________ FEDERAL D. GLOVER Chair, District V Supervisor ______________________________________ JOHN GIOIA CANDACE ANDERSEN District I Supervisor District II Supervisor ______________________________________ DIANE BURGIS KAREN MITCHOFF District III Supervisor District IV Supervisor I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, By: ____________________________________, Deputy October 17, 2017 Contra Costa County Board of Supervisors 337 PR.2, C.34 October 17, 2017 Contra Costa County Board of Supervisors 338 RECOMMENDATION(S): INTRODUCE Ordinance Code 2017-24 amending the County Ordinance Code Section 33-5.313 to exclude from the Merit System the classification of County Compliance and HIPAA Privacy Officer-Exempt, WAIVE Reading and Fix October 24, 2017, for adoption. FISCAL IMPACT: Upon approval, this action has an annual cost of approximately $27,465 with $6,632 in pension costs already included. The entire cost is fully offset with 100% Hospital Enterprise Fund I revenues. BACKGROUND: The Health Services Department is requesting to exclude from the Merit System the classification of County Compliance and HIPAA Privacy Officer-Exempt. The County Compliance and HIPAA Privacy Officer-Exempt is given a high-level authority and critical nature of the classification, and its senior policy setting role not just for the Health Services Department but for other county departments such as County Counsel, Auditor-Controller, Human Resources, Public Works, and Risk Management which are affected by the Health Information Portability and Accountability Act. Per the Board Order approved by the Board of Supervisors in April of 2003, the HIPAA Privacy Officer is responsible for overseeing a HIPAA compliance program to ensure processes are implemented to maintain compliance with Federal and State laws related to the privacy, security, confidentiality, APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS Contact: Dorette McCollumn, (925) 957-5240 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: , Deputy cc: Dorette McCollumn C. 35 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Introduce Ordinance Code 2017-24 Amending the County Ordinance Code October 17, 2017 Contra Costa County Board of Supervisors 339 BACKGROUND: (CONT'D) and protection of information resources and health care information. This single position classification is charged with developing and administering a county-wide training program and serves as an independent body to review and evaluate all compliance issues. It also serves as the internal resource to receive and direct concerns to appropriate stakeholders for investigation and resolution of privacy matters. CONSEQUENCE OF NEGATIVE ACTION: There is not an appropriate classification to ensure the County's HIPAA standards and practices are in compliance with Federal and State laws. CHILDREN'S IMPACT STATEMENT: CLERK'S ADDENDUM A meet and confer meeting will be held with union representative. This matter is RELISTED to a future date uncertain. ATTACHMENTS Ordinance Code 2017-24 October 17, 2017 Contra Costa County Board of Supervisors 340 October 17, 2017 Contra Costa County Board of Supervisors 341 October 17, 2017 Contra Costa County Board of Supervisors 342 October 17, 2017 Contra Costa County Board of Supervisors 343 October 17, 2017 Contra Costa County Board of Supervisors 344 RECOMMENDATION(S): Appoint Michael Collins to the Member-at-Large #6 seat on the Advisory Council on Aging with a term expiration of September 30, 2018, as recommended by the Family and Human Services Committee. FISCAL IMPACT: There is no fiscal impact. BACKGROUND: The Advisory Council on Aging provides leadership and advocacy on behalf of older persons and serves as a channel of communication and information on aging. The Council also provides a means for county-wide planning, cooperation and coordination for those interested in improving and developing services and opportunities for the older residents of Contra Costa County. There are 40 council member positions that include representation from each Local Committee on Aging, the Nutrition Project Council, the Retired Senior Volunteer Program, and members-at-large. The Council has recommended the appointment of Michael Collins to the Family & Human Services Committee, which approved the recommendation at their June 26, 2017 meeting. CONSEQUENCE OF NEGATIVE ACTION: The seat will remain vacant. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Enid Mendoza, (925) 335-1039 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: C. 36 To:Board of Supervisors From:FAMILY & HUMAN SERVICES COMMITTEE Date:October 17, 2017 Contra Costa County Subject:APPOINTMENT TO THE ADVISORY COUNCIL ON AGING October 17, 2017 Contra Costa County Board of Supervisors 345 ATTACHMENTS M Collins ACOA Application October 17, 2017 Contra Costa County Board of Supervisors 346 Submit Date: Feb 27, 2017 Status: submitted First Name Middle Initial Last Name Email Address Home Address Suite or Apt City State Postal Code Primary Phone Employer Job Title Occupation Contra Costa County Boards & Commissions Application Form Profile This application is used for all boards and commissions Do you, or a business in which you have a financial interest, have a contract with Contra Costa Co.? Yes No Is a member of your family (or step-family) employed by Contra Costa Co.? Yes No Interests & Experiences Which Boards would you like to apply for? Advisory Council on Aging Michael D Collins Oakley CA 94561 Vibra Hospital of Sacramento Chief Clinical Officer / Chief Nursing Officer Registered Nurse Michael D Collins Page 1 of 4 October 17, 2017 Contra Costa County Board of Supervisors 347 Upload a Resume Dates (Month, Day, Year) From - To Hours per Week Worked? Please describe your interest in serving as a member of the board(s) you have selected and if applicable which seat you are applying for. As a healthcare professional (Registered Nurse), I have been involved in the delivery of care for all patient populations. In my experience, the elderly are especially vulnerable due to their physiology and social support structure. I aim to advocate for our aging population by providing my experience, knowledge and expertise in the delivery of care and by bridging the gap between the services our community provides and the actual needs of our aging population. Have you previously served on a government or non-profit board or committee? no Please describe how your education, work experience, or other activities have prepared you to serve on the board or commission you have selected. Education - I have an Associates of Science Degree in Nursing, a Bachelors of Science in Healthcare Management and currently enrolled in a Masters of Business Administration Program. Work Experience - As a Healthcare professional, I have over 25 years experience in leadership and management of teams and organizations in the delivery of care, especially the aging population . As a Nurse, I have 20 years first-hand experience in engaging issues related to the psycho-social well-being and quality of life for the elderly. Other Activities - I am a members of my organization's Medical Executive Committee and Governing Board Work History Please provide information on your last three positions, including your current one if you are working. 1st (Most Recent) Volunteer Work? Yes No RESUME_of_Michael_Collins_Current_.docx 5/2016 - Present 50 Michael D Collins Page 2 of 4 October 17, 2017 Contra Costa County Board of Supervisors 348 Position Title Dates (Month, Day, Year) From - To Hours per Week Worked? Position Title Employer's Name and Address Vibra Hospital of Sacramento 330 Montrose Drive, Folsom CA 95630 Duties Performed *Plans, organizes and directs clinical operations for a 58 Long-Term Acute Care Hospital. Clinical Operations include: ICU, Med/Tele, OR, Radiology, Laboratory, Pharmacy, Dialysis, Respiratory Therapy, Clinical Education, Environmental Services, Infection Control, Dietary, Rehab, and Quality Management. *Mentors and coaches clinical leaders on labor/budget management, productivity standards, patient- centered care, employee engagement, performance management, quality improvement, and regulatory compliance. 2nd Volunteer Work? Yes No Employer's Name and Address Alameda Health System Fairmont Hospital 15400 Foothill Blvd, San Leandro, CA 94578 Duties Performed *Plans, organizes and implements clinical operations for a 159 post-acute and In-Patient rehab hospital consisting of 50 inpatient rehab, 18 sub-acute and 91 post-acute beds. *Develops and implements key operational processes focused on regulatory compliance, quality outcomes and harm reduction resulting in achievement and sustainment of CMS Five-Star rating. 3rd Chief Clinical Officer 12/12-9/14, 11/15-5/16 50 Director of Nursing Services Michael D Collins Page 3 of 4 October 17, 2017 Contra Costa County Board of Supervisors 349 Dates (Month, Day, Year) From - To Hours per Week Worked? Position Title Volunteer Work? Yes No Employer's Name and Address Kaiser Permanente - Vallejo Medical Center 975 Serano Drive Vallejo CA. 94589 Duties Performed * Planned, directed, organized, evaluated and coordinated operations of the Utilization / Resource Management and Social Services Department serving an in-patient census over 120, an Emergency Department with over 60,000 visits per year, Acute Rehabilitation with an ADC of 48, staffing office for two medical centers, and Administrative House Supervisors. * Developed and facilitated workflow adjustments to manage length of stay, avoidable days and all cause readmissions that enabled the organization to exceed quality outcomes and revenue goals. * Developed interdependent collaboration within the multi- disciplinary team to manage complex care patients requiring innovative placements and effective patient transitions across the continuum of care. 9/14 - 11/15 60 Director, Coordination of Care Michael D Collins Page 4 of 4 October 17, 2017 Contra Costa County Board of Supervisors 350 RECOMMENDATION(S): Appoint Deborah Cowans to the At-Large Alternate seat on the Contra Costa Commission for Women with a term expiration of February 28, 2019, as recommended by the Family and Human Services Committee. FISCAL IMPACT: There is no fiscal impact. BACKGROUND: The Contra Costa Commission for Women (CCCW) was formed to educate the community and advise the Contra Costa County Board of Supervisors and other entities on the issues relating to the changing social and economic conditions of women in the County, with particular emphasis on the economically disadvantaged. The CCCW consists of 20 members and one alternate: five district representatives, 15 at-large members, and one at large alternate. Membership terms are for three years and they are staggered across the membership. There are currently two vacancies and the CCCW has recommended the appointment of Deborah Cowans. The Family & Human Services Committee approved the recommendation at their June 26, 2017 meeting. CONSEQUENCE OF NEGATIVE ACTION: The seat will remain vacant. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Enid Mendoza, (925) 335-1039 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: C. 37 To:Board of Supervisors From:FAMILY & HUMAN SERVICES COMMITTEE Date:October 17, 2017 Contra Costa County Subject:APPOINTMENT TO THE CONTRA COSTA COMMISSION FOR WOMEN October 17, 2017 Contra Costa County Board of Supervisors 351 ATTACHMENTS D Cowans CCCW Application October 17, 2017 Contra Costa County Board of Supervisors 352 Submit Date: May 25, 2017 First Name Middle Initial Last Name Email Address Home Address Suite or Apt City State Postal Code Primary Phone Employer Job Title Occupation Contra Costa County Boards & Commissions Application Form Profile This application is used for all boards and commissions Do you, or a business in which you have a financial interest, have a contract with Contra Costa Co.? Yes No Is a member of your family (or step-family) employed by Contra Costa Co.? Yes No Interests & Experiences Which Boards would you like to apply for? Commission for Women: Submitted Deborah Cowans Antioch Antioch CA 94509 Deborah Cowans Page 1 of 7 October 17, 2017 Contra Costa County Board of Supervisors 353 Upload a Resume If "Other" was Selected Give Highest Grade or Educational Level Achieved Name of College Attended Course of Study / Major Units Completed Please describe your interest in serving as a member of the board(s) you have selected and if applicable which seat you are applying for. At Large Member Have you previously served on a government or non-profit board or committee? Served on the financial committee of First Baptist Church in Pittsburg, California. Please describe how your education, work experience, or other activities have prepared you to serve on the board or commission you have selected. I have completed my Bachelors of Arts Degree in Communication Studies which have allowed me to work for one of the most prestigious Cities in California, which is the City of Berkeley for 27.5 years in the public sector. I have participated in our Local Union Process to help women in moving up the corporate ladder in fighting for better wages and a safe work environment. As Union employees we always held a meeting once a month to discuss issues in the work place and how we set the tone within the City government to fight for equality for all. Education History Select the highest level of education you have received: High School Diploma College/ University A B.A. /Communication Studies Cal State Sacramento Communications 62 Deborah Cowans Page 2 of 7 October 17, 2017 Contra Costa County Board of Supervisors 354 Degree Type Date Degree Awarded Name of College Attended Course of Study / Major Units Completed Degree Type Date Degree Awarded Type of Units Completed Semester Degree Awarded? Yes No College/ University B Type of Units Completed Semester Quarter Degree Awarded? Yes No College/ University C B.A. 5/1985 Deborah Cowans Page 3 of 7 October 17, 2017 Contra Costa County Board of Supervisors 355 Name of College Attended Course of Study / Major Units Completed Degree Type Date Degree Awarded Course Studied Hours Completed Type of Units Completed Semester Quarter Degree Awarded? Yes No Other schools / training completed: Certificate Awarded? Yes No Work History Please provide information on your last three positions, including your current one if you are working. 1st (Most Recent) Permit Technician 30 Deborah Cowans Page 4 of 7 October 17, 2017 Contra Costa County Board of Supervisors 356 Dates (Month, Day, Year) From - To Hours per Week Worked? Position Title Dates (Month, Day, Year) From - To Hours per Week Worked? Position Title Volunteer Work? Yes No Employer's Name and Address City of Berkeley, Planning Department, Permit Service Center, 1947 Center Street, 3rd Floor, Berkeley, CA 94704 Duties Performed Provides lead direction to technical support staff and performs complex and difficult duties related to customer service to the public as well as interdepartmental operations of the Permit Service Center and other Planning Divisions as needed. Performs Plans Coordination functions of the Permit Service Center to ensure all Plan Checks are completed and certified and ready for issuance in a timely manner. Also held pre-construction meetings with Architects, Engineers , Construction Managerial staff as well as other departmental staff regarding protocols needed prior to construction phasing of large projects within the City guidelines and ordinances as well as the applicable codes needed to complete large projects. 2nd Volunteer Work? Yes No 09/2015 to present 40-50 Sr. Permit Specialist 02/2009-09/2015 40-50 Permit Specialist Deborah Cowans Page 5 of 7 October 17, 2017 Contra Costa County Board of Supervisors 357 Dates (Month, Day, Year) From - To Hours per Week Worked? Position Title Employer's Name and Address City of Berkeley, Planning Department, Permit Service Center, 1st Floor, 2120 Milvia Street, Berkeley, CA 94704 Duties Performed Under the direction of the Permit Service Center Coordinator, process permits, by way of email and faxes, assisted customers with plan submittals, answered minor code related questions and help assist the cashier with checks and balances of the City of Berkeley funds at the end of each day. 3rd Volunteer Work? Yes No Employer's Name and Address City of Berkeley, Housing Department, 2180 Milvia Street, Berkeley, CA 94704 Duties Performed Performed skilled and complex report writing of violations using the Berkeley Municipal Codes as well as the Uniform Building Code to help home owners in maintaining a safe environment for the tenants. Also discussed violations with the owners as well as the tenants to help each party become responsible and ensuring repairs on the property were completed. Maintained documentation, photos and correspondence regarding case violations of each property inspected. Also prepared reports for substandard properties in disrepair. Prepared and completed researched cases for litigation. Help implement the Rental Housing Safety Program to ensure each rental unit with a Heating and Ventilation System was safe and free from carbon dioxide poisoning. Final Questions 02/2004-02/2009 40 Housing Inspector Deborah Cowans Page 6 of 7 October 17, 2017 Contra Costa County Board of Supervisors 358 If "Other" was selected please explain How did you learn about this vacancy? Walk-In . Do you have a Familial or Financial Relationship with a member of the Board of Supervisors? Yes No If Yes, please identify the nature of the relationship: Do you have any financial relationships with the County such as grants, contracts, or other economic relations? Yes No If Yes, please identify the nature of the relationship: Deborah Cowans Page 7 of 7 October 17, 2017 Contra Costa County Board of Supervisors 359 RECOMMENDATION(S): Reappoint the following individuals to the indicated seats on the Family and Children's Trust Committee (FACT) with a term expiration of September 30, 2019, as recommended by the Family and Human Services Committee: Carol Carrillo to the Child Abuse Prevention Council - Seat 4, Marianne Gagen to the At-Large #3 seat, and Joseph DeLuca to the At-Large #4 seat on the FACT. FISCAL IMPACT: There is no fiscal impact. BACKGROUND: The FACT was established in 1982 by the Contra Costa County Board of Supervisors to fulfill the following: make funding recommendations for prevention and intervention services to reduce child abuse and neglect, provide supportive services to families and children, and promote a more coordinated, seamless system of services for families. The FACT has up to 15 members who are appointed by the Board of Supervisors and include citizens with expertise in children's issues, education, law, non-profit agency management, public health, and program research/evaluation. Terms for all seats are two years. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Enid Mendoza, (925) 335-1039 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: C. 38 To:Board of Supervisors From:FAMILY & HUMAN SERVICES COMMITTEE Date:October 17, 2017 Contra Costa County Subject:REAPPOINTMENTS TO THE FAMILY AND CHILDREN'S TRUST COMMITTEE October 17, 2017 Contra Costa County Board of Supervisors 360 BACKGROUND: (CONT'D) There are currently 4 vacancies and the recommendation of the Employment and Human Services Director and FACT is to reappoint three of the Committee's current members. All candidates have expressed a sincere interest in continuing to serve on the Committee and are dedicated to fulfilling the mission and goals as outlined in the Committees’ policies and procedures and the FACT committee membership has approved of these reappointments. The Family and Human Services Committee reviewed the proposed reappointments and approved the recommendation at their June 26, 2017 meeting. CONSEQUENCE OF NEGATIVE ACTION: The seats will remain vacant. ATTACHMENTS C Carrillo FACT Application M Gagen FACT Application J DeLuca FACT Application October 17, 2017 Contra Costa County Board of Supervisors 361 October 17, 2017 Contra Costa County Board of Supervisors 362 October 17, 2017 Contra Costa County Board of Supervisors 363 October 17, 2017 Contra Costa County Board of Supervisors 364 October 17, 2017 Contra Costa County Board of Supervisors 365 October 17, 2017 Contra Costa County Board of Supervisors 366 October 17, 2017 Contra Costa County Board of Supervisors 367 October 17, 2017 Contra Costa County Board of Supervisors 368 October 17, 2017 Contra Costa County Board of Supervisors 369 October 17, 2017 Contra Costa County Board of Supervisors 370 October 17, 2017 Contra Costa County Board of Supervisors 371 October 17, 2017 Contra Costa County Board of Supervisors 372 RECOMMENDATION(S): Appoint Thomas Hansen to the Workforce and Labor #1 seat on the Workforce Development Board with a term expiration of June 30, 2020, as recommended by the Family and Human Services Committee. FISCAL IMPACT: There is no fiscal impact. BACKGROUND: The Workforce Development Board implements federal requirements for programs to address the education, skills, and employment needs for a skilled workforce, and that lead to an increase in the skills and earnings of Contra Costa County residents. Under the new standards in the Workforce Innovation and Opportunity Act, the new Workforce Development Board structure is comprised of 23 required seats consisting of: 13 business representatives, five workforce representatives, and five education and training representatives. In addition, there are two optional seats that may be filled from any of the three categories listed. There are currently four vacancies and the Workforce Development Board has made the recommendation to appoint Thomas Hansen. At their June 26, 2017 meeting, the Family and Human Services reviewed and approved the appointment recommendation. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Enid Mendoza, (925) 335-1039 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: C. 39 To:Board of Supervisors From:FAMILY & HUMAN SERVICES COMMITTEE Date:October 17, 2017 Contra Costa County Subject:APPOINTMENT TO THE WORKFORCE DEVELOPMENT BOARD October 17, 2017 Contra Costa County Board of Supervisors 373 CONSEQUENCE OF NEGATIVE ACTION: The seat will remain vacant. ATTACHMENTS H Thomas WDB Application October 17, 2017 Contra Costa County Board of Supervisors 374 RECEIVED · r11nL 1 v•••• For Reviewers Use Only: Accepted Rejected County BOARDS, COMMITTEES, AND COMMISSIONS APPLICATION MAIL OR DELIVER TO: Contra Cosla County CLERK OF THE BOARD 651 Pine Street, Rm. 106 Martrez. califomia 94553-1292 Pl.EASE 1YPE OR PRINT IN INK (Each Position Requires a Separate Application) BOARD, COMMITTEE OR COMMISSION NAME AND SEAT TITLE YOU ARE APPLYING FOR: !Workforce Development Board ..------------------. PRINT EXACT NAME OF BOARD, COMMITTEE, OR COMMISSION PRINT EXACT SEAT NAME (if applicable) 1. Name:IHansen Thomas Bernard -==-=====-==-====o====-=-=-=-======================-==========-============-==== (Last Name) (First Name) (Middle Name) 2. Address: 11875 Arnold Drive Martinez CA 94553 '====:;::===-================================================================"" (No.) {Street} (Apt.) (City) (State) {Zip Code) 3.Phones:l===============(=92=5=)2=2=~=23=0=2==================================== (Home No.) (Work No.) (Cell No.) 4. Ernai1Address:=~=3=0=2._co=m============================================~ 5. EDUCATION: Check appropriate box if you possess one of the following: High School Diploma iE) G.E.D . Certificate CJ California High School Proficiency Certificate Cl Give Highest Grade or Educational Level Achieved·--------------------- Names of colleges I universities Degree Degree Date Course of Study I Major Units Completed Degree attended Awarded Type Awarded Semester Quarter A}I I Yes No [JCI CJ D DI -I 8)1 I I CJ D D [ ~ .. .] Yes No[JCI C)I I Yes No CIC CJ D D [~ I D) Other schools I training Course Studied Hours Completed Certificate Awarded: completed: 1 I I I I Yes No CJ[] I THIS FORM IS A PUBLIC DOCUMENT October 17, 2017 Contra Costa County Board of Supervisors 375 6. PLEASE FILL OUT THE FOLLOWING SECTION COMPLETELY. List experience that relates to the qualifications needed to serve on the local appointive body. Begin with your most recent experience. A resume or other supporting documentation may be attached but it may not be used as a substitute for completing this section. A) Dates {Month, Day, Year) .Ernm. ~~H-To l11211~r·'litil ~ Total: Yrs . Mos. CJEJ Hrs. per week~. Volunteer [] B) Dates {Month, Day, Year) .Ernm. To ....------. 17/25/2001 112/25/2008 I DD Hrs. per weeO . Volunteer 1BJ C) Dates {Month, Day, Year) From To Dc=J Total: Yrs. Mos. gglunreerQ D) Dates {Month, Day, Year) From To c=JD Total : Yrs. Mos. IHrs perJQlunteer CJ Title Duties Performed !Business Manager I Employer's Name and Address Chief Officer for Electrical Union IBEW local 302 1875 Arnold Drive, Martinez, CA 94553 Title Duties Performed rpprenticeship Trustee I Employer's Name and Address (ontra Costa County Electrical JATC Title I I Employer's Name and Address Title I I Employer's Name and Address THIS FORM IS A PUBLIC DOCUMENT rrrustee for a Joint Apprenticeship lrraining Committee Duties Performed Duties Performed October 17, 2017 Contra Costa County Board of Supervisors 376 7. How did you learn about this vacancy? L.J omepageu a - n _ . ewspaper vert1sement • 1strict uperv1sor ~ er _ _ __ ___________ _ ______ . __ '. r""'ICCC H r""'IW lk 1 CJN Ad · CID" · s · ~0th lcontra Costa Central Labor( :J 8. Do you have a Familial or Financial Relationship with a member of the Board of Supervisors? {Please see Board Resolution no. 2011/55, attached): No __m__ Yes_o_ If Yes, please identify the nature of the relationship: .&iii_ ____ ---· _ ........ -.... ·----·--..... -------------... -' 9. Do you have any financial relationships with the County such as grants, contracts, or other economic relations? No_fil_ Yes_[]_ If Yes, please identify the nature of the relationship: ... L ______ ...._ ............................. ..._ ...... ______ ....... ----... -..... -.._:! 1 CERTIFY that the statements made by me in this application are true, complete, and correct to the best of my knowledge and belief, and are made in good faith. I acknowledge and understand that all infonnation in this application is publically accessible. I understand and agree that misstatements I omissions of material fact may cause forfeiture of my rights to serve on a Board, Committee, or Commission in Contra Costa County. SignName:_,_,.;. ...... _ ... ~··::Y&£_-f'_....._,,.._L_--·· __ Date:_&~(~z6_/] __ Important Information 1. This application is a public document and is subject to the California Public Records Pd (CA Gav. Code §6250-6270). 2. Send the oompleted paper application lo the Office of the Clerk of the Board at 651 Pine S1reet, Room 106, Martinez, CA 94553. 3. A resume or other relevant information may be submitted with this application. 4. All members are required lo lake the following training: 1) The Brown Pd, 2) The Better Government Ordinance, and 3) Ethics Training. 5. Members of boards, oommissions, and oommittees may be required lo: 1) file a Statement of Eoonornic Interest Form also known as a Form 700, and 2) oomplete the Stale Ethics Training Course as required by AB 1234. 6. Advisory txxly meetings may be held in various locations and some locations may not be accessible by public transportation. 7. Meeting dales and times are subject lo change and may ocx:ur up lo two days per month. 8. Some boards, oomrnittees, or oommissionS may assign members lo subcommittees or work groups which may require an additional oommilment of time. THIS FORM IS A PUBLIC DOCUMENT October 17, 2017 Contra Costa County Board of Supervisors 377 October 17, 2017 Contra Costa County Board of Supervisors 378 RECOMMENDATION(S): Appoint Tracy Pullar (formerly Tracy Cascio) to the Veteran Administration Representative seat on the Council on Homelessness with a term expiration of December 31, 2017, as recommended by the Family and Human Services Committee. FISCAL IMPACT: There is no fiscal impact. BACKGROUND: The Contra Costa Council on Homelessness is appointed by the Board of Supervisors and charged with providing advice and input on the operations of homeless services, program operations, and program development efforts in Contra Costa County. Total council membership consists of 18 appointed seats with each seat serving two year terms. Members are composed of homeless or formerly homeless persons, community members, educational/vocational services, health care, housing providers, law enforcement, local government, the faith community, and homeless service providers including the Veteran Administration. There are currently three vacancies in the Philanthropy, Veteran Administration, and Consumer/Consumer Advocate - Alternate seats. Due to an administrative error, Tracy Cascio was vacated from the Veteran Administration Representative seat and the Council on Homelessness has voted in favor of re-instating Ms. Cascio to the seat. The Family and Human Services Committee reviewed and approved the appointment recommendation at their July 31, 2017 meeting. After the Family and Human Services Committee approval, Ms. Cascio notified staff of her recent last name change. Therefore, this action is to appoint Ms. Tracy Pullar (formerly Tracy Cascio). APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Enid Mendoza, (925) 335-1039 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: C. 40 To:Board of Supervisors From:FAMILY & HUMAN SERVICES COMMITTEE Date:October 17, 2017 Contra Costa County Subject:APPOINTMENT TO THE COUNCIL ON HOMELESSNESS October 17, 2017 Contra Costa County Board of Supervisors 379 October 17, 2017 Contra Costa County Board of Supervisors 380 CONSEQUENCE OF NEGATIVE ACTION: The seat will remain vacant. ATTACHMENTS T Cascio COH Application October 17, 2017 Contra Costa County Board of Supervisors 381 October 17, 2017Contra Costa County Board of Supervisors382 October 17, 2017Contra Costa County Board of Supervisors383 October 17, 2017Contra Costa County Board of Supervisors384 RECOMMENDATION(S): Reappoint the following individuals to the indicated seats on the Advisory Council on Aging with a term expiration of September 30, 2020, as recommended by the Family and Human Services Committee: Fred Adams, At-Large Seat #1; Summer Selleck, At-Large Seat #7; Sheri Richards, At-Large Seat #8; Rita Xavier, At-Large Seat #9; Mary Bruns, At-Large Seat #15; Robert Leasure, At-Large Seat #16; and, Susan Frederick, At-Large Seat #20. FISCAL IMPACT: There is no fiscal impact. BACKGROUND: The Advisory Council on Aging provides a means for county-wide planning, cooperation and coordination for individuals and groups interested in improving and developing services and opportunities for the older residents of Contra Costa County. The Council provides leadership and advocacy on behalf of older persons and serves as a channel of communication and information on aging. The Council consists of 40 members serving two year staggered terms each ending on September 30. Members are from the target population and the general public, including older low-income and military persons, and at least one-half of the membership must be made up of actual consumers of services under the Area Plan. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Enid Mendoza, (925) 335-1039 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: C. 41 To:Board of Supervisors From:FAMILY & HUMAN SERVICES COMMITTEE Date:October 17, 2017 Contra Costa County Subject:REAPPOINTMENTS TO THE ADVISORY COUNCIL ON AGING October 17, 2017 Contra Costa County Board of Supervisors 385 BACKGROUND: (CONT'D) There are currently eight vacancies and the Council is recommending the reappointment of the following individuals: Fred Adams, Summer Selleck, Sheri Richards, Rita Xavier, Mary Bruns, Robert Leasure, and Susan Frederick. The Family and Human Services Committee reviewed and approved the recommendations at their August 28, 2017 meeting. CONSEQUENCE OF NEGATIVE ACTION: The seats will remain vacant. ATTACHMENTS F Adams ACOA Application M Bruns ACOA Application R Leasure ACOA Application R Xavier ACOA Application S Frederick ACOA Application S Richards ACOA Application S Selleck ACOA Application October 17, 2017 Contra Costa County Board of Supervisors 386 October 17, 2017 Contra Costa County Board of Supervisors 387 October 17, 2017 Contra Costa County Board of Supervisors 388 October 17, 2017 Contra Costa County Board of Supervisors 389 October 17, 2017 Contra Costa County Board of Supervisors 390 October 17, 2017 Contra Costa County Board of Supervisors 391 October 17, 2017 Contra Costa County Board of Supervisors 392 October 17, 2017 Contra Costa County Board of Supervisors 393 October 17, 2017 Contra Costa County Board of Supervisors 394 Print Form Contra Costa County For Office Use Only Date Received: BOARDS, COMMITTEES, AND COMMISSIONS APPLICATION MAIL OR DELIVER TO : Contra Calla Crunty a..ERK OF TI-E BOARD 651 Pine Street, Rm . 106 IVoartinez, California 94553-1292 PLEASE TYPE OR PRINT IN INK . {Each Position Requires a~ Application) BOARD, COMMITIEE OR COMMISSION NAME AND SEAT TITLE YOU ARE APPLYING FOR: For Reviewers Use Only : Accepted Rejected I A 7> It I .5 b 1!-1 C...o (.) JA) L I'-{) tl .4-6--/ ,vc..l r----H-/f_L ___ /_/, _______ _, PRINT EXACT NAME OF BOARD, COMMITTEE, OR COMMISSION 1. Name :I L trlr:) u 11:-E (Last Name) ~od~:"t!.:r (First Name) PRINT EXACT SEAT NAME (if applicable) :Pt '-'-~N (Middle Name) 2. Address: No.) (Street) (Apt.) CA (State) 7f.P:I.. (Zip Code) 3. Phones: lf (Home No.) (Work No.) (Cell No.) 4. Email Address: I 5. EDUCATION: Check appropriate box if you possess one of the following: High School Diploma m G.E.D . Certificate D California High School Proficiency Certificate D Give Highest Grade or Educational Level Achievedi.J:>oc.ro e._ oF H t::!:>t C...f N 6 Names of colleges I universities Degree Course of Study I Major Units Completed attended Awarded Semester Quarter A)l VA) 111. t1F I '-'-1 ,.J Dt ~ II fLEkE"l> I Yes No Dr!~ ~ D B)~v~rl/.oP fLL-fiJOt!> I Hl!!!:"t>t<:..t~ €" I YesNo~D c=J D C)l II I YesNoiJD c=J D Degree Date Degree Type Awarded Dl IUDI t~~"~ Dl D) Other schools I training Course Studied Hours Completed Certificate Awarded : completed : II ,... E'"E> I'"+'-I I YesNoKIJ I ulltll. t '-'-I tJ ot :3 I R..rr~, ]>e,Jc::.t THIS FORM IS A PUBLIC DOCUMENT I I I October 17, 2017 Contra Costa County Board of Supervisors 395 6. PLEASE FILL OUT THE FOLLOWING SECTION COMPLETELY. List experience that relates to the qualifications needed to serve on the local appointive body. Begin with your most recent experience. A resume or other supporting documentation may be attached but it may not be used as a substitute for completing this section. A) Dates (Month, Day, Year) Title Duties Performed From To I lrll.~K-be,...f pa.sf?r~sid e.kT I c.u..rru:+ /1 ~ ""-te r I .;to f)~ II rrese~-t I flea.r'ft., w(J ... t trY"d"""f Employer's Name and Address Lc..s -, ., ( t:.:f ,' ~ Q. 6-,.. r;..(> Total : Yrs. Mos. Ad.vrsory u CL.I'}c;l 6 h p(j. !>f ~ GJCJ ~brde, p(~t.s /l~\ ,J E~c... CA~·,ife.~ Hrs . per week.D. Volunteer ~ f/11 fLSI llj 6-rdr... fJ Vt:A.r; ~b /c... B) Dates (Month , Day, Year) Title Duties Performed From To I I ?rd..c.~c_e_ of-MU ko~ nc. ~EJ tttihlu.•:, ~>fe~d M.'-'-r+;p~-Emolover's Name and Address Total : Yrs . Mos. :r~f\o....f ~e.J.;c_; Yle!... J () c(.,,.. 6 4~ ce.. I 3D ICJ ~~-~$0C...f ..__ 1-e. s ~~ jO_,c:, C-IJ Hrs. per wee@. Volunteer 0 4-V~. C) Dates (Month, Day, Year) Title Duties Performed From To I e-ha.t r" ~ bo~.Yd 11\U~A.~r I A-dv,.sn( ~~ Employer's Name and Address Total: Yrs. Mos. C;._ tt-b r i o..v... { ~ ·kx IHffi :, we~Qiunteer D (fk.J b how;.• ~~) 5Q...cAJ 0 4e. 1 c:/1 D) Dates (Month, Day, Year) Title Duties Performed From To I c.h\~ o-f-1-{~\ C4-l ~{::(' I a.....tJ.. ~~ ~.:f e..Yt "-- ~~ f!A..e_J.', c 1-f s-1~-.-+f- Employer's Name and Address Total: Yrs. Mos. &o oe:1 s~a..r:~ rlvs1· L:,JQiunte~ D S a.....\. J"""'o :.c , L.fi THIS FORM IS A PUBLIC DOCUMENT October 17, 2017 Contra Costa County Board of Supervisors 396 7. How did you learn about this vacancy? DCCC Homepage0Walk-ln IENewspaper Advertisement DDistrict Supervisor 00ther .. l _________ _. 8. Do you have a Familial or Financial Relationship with a member of the Board of Supervisors? (Please see Board Resolution no. 2011/55, attached): No ....n_ Yes_D_ If Yes, please identify the nature of the relationship: ...... ------------------..L 9. Do you have any financial relationships with the County such as grants, contracts, or other economic relations? No _I!]_ Yes_Q_ If Yes, please identify the nature of the relationship: '--------------------.L. I CERTIFY that the statements made by me in this application are true, complete, and correct to the best of my knowledge and belief, and are made in good faith. I acknowledge and understand that all infonnation in this application is publically accessible. I understand and agree that misstatements I omissions of material fact may cause forfeiture of my rights to serve on a Board, Committee, or Commission in Contra Costa County. Important Information 1. This application is a public doa.Jment and is subject to the Gaifomia Public Reoords Ad (CA Gov. Code §6250-6270). 2. Send the ccmpleted paper appication to the Office ci the Cler1< ci the Board at 651 Pine Street, Room 106, Martinez, CA 94553. 3. A resume or other relevant information may be submitted with this application. 4. All members are required to take the fdlowing trainilg: 1) The 8tuM1 Ad, 2) The Better Government Ordnance, and 3) Ethics Trailing. 5. Members d boards, ccmmissions, and committees may be required to: 1) fie a Statement d Economic Interest Foon also knoiM1 as a Foon 700, and 2) compete the State Ethics Training Course as required by AB 1234. 6. Advisory body meetings may be held in various bcations and some locations may not be accessi:Jie by public transportation. 7. Meeting dates and times are suqect to d1ange and may occur up lo tVvU days per month. 8. Some boards, committees, or ccmmissions may assign members lo subccmmittees or work goups which may require an additional commitment ci time. THIS FORM IS A PUBLIC DOCUMENT October 17, 2017 Contra Costa County Board of Supervisors 397 Contra Costa County For Office Use Only Date Received : BOARDS, COMMITTEES, AND COMMISSIONS APPLICATION MAIL OR DELIVER TO : Contra Costa County CLERK OF THE BOARD 651 Pine Street, Rm . 100 Martinez, California 94553-1292 PLEASE TYPE OR PRINT IN INK (Each Position Requires a Separate Application) BOARD, COMMITTEE OR COMMISSION NAME AND SEAT TITLE YOU ARE APPLYING FOR : For Reviewers Use Only : Accepted Rejected !Advisory Council on Aging ,....IM_e_m_b_e_r_a_t L-a-rg-e-#9------------. PRINT EXACT NAME OF BOARD, COMMITTEE, OR COMMISSION PRINT EXACT SEAT NAME (if applicable) 1. Name:lxavier Rita c ~========================~========================================~ (Last Name) (First Name) (Middle Name) 2. Address : (No .) (Street) (Apt.) San Pablo (City) CA (State) 94806 (Zip Code) 3. Phones: ' ~==============================~======================~ (Home No .) (Work No .) (Cell No .) 4. Email Address: =========================================d 5. EDUCATION : Check appropriate box if you possess one of the following: High School Diploma IE) G.E.D. CertificateD California High School Proficiency Certificate D Give Highest Grade or Educational Level Achieved . .~..l1_2_th_G_r_a_d_e ________________ ---~. Names of colleges I un iversities Degree Degree Date Course of Study I Major Units Completed Degree attended Awarded Type Awarded Semester Quarter A) I II I Yes NoDD I 10 D l 8)1 II I YesNoDD CJ D Dl I ., C)l II I Yes No DO CJ D D I -. . . ., D) Other schools I training Course Studied Hours Completed Certificate Awarded : completed : jl I I I YesNoDD I THIS FORM IS A PUBLIC DOCUMENT October 17, 2017 Contra Costa County Board of Supervisors 398 6. PLEASE FILL OUT THE FOLLOWING SECTION COMPLETELY. List experience that relates to the qualifications needed to serve on the local appointive body. Begin with your most recent experience. A resume or other supporting documentation may be attached but it may not be used as a substitute for completing this section. A) Dates (Month , Day , Year) From To IFeb2016 I~ Total : Yrs. Mos. CJCJ Hrs . per week.D. Volunteer fE1 B) Dates (Month , Day , Year) From To lsept20141 ~ r·IYrs.ICJ Hrs . per weeD . Volunteer ~ C) Dates (Month , Day , Year) From To lsept2014 I~ Total : Yrs. Mos. l:rs per we~Qiunteer ~ D) Dates (Month , Day, Year) From To IFeb2013 ~~ Total : Yrs. Mos. gglunteer~ Title Duties Performed Senior Assemblymember, PSA7 l I==:::::::::E=m=p=l=oy=e=r=· s=N==a=m=e=a=n=d==A=d=d=re=s=s=~~lfv111 riti ng proposa Is to become 1.------!-~-----------, resolutions in state legislature California Senior Leg islature 1 020 N Street, Rm 513 Sacramento, CA 95814 T itle Educating the public and legislators on senior issues Senior Assembly Housing and Transportation Committee Duties Performed 12nd Vice President, Member-at-Large Senior Mobility Action Council (SMAC), I' ~ransportation Work Group Employer's Name and Address Legislative Advocacy Work Group .--------L.---"-----------, '!West County Senior Coal it ion Contra Costa County Advisory Council on Ag ing Aging and Adult Servic es f4oo Ell i nwood Way Pleasant Hill , CA 94 523 Title !Treasu rer, Board of Directors Contra Cos t a Transportation Authority, Paratransit Coordinating Council , ACOA appt.; CCTA Expenditure Plan Advisory Committee rep for PCC to help write Measure X Duties Performed Report to the Board financial information from accountants & ~-------------~ Employer's Name and Address Controller, work on Capital Campaign I.--___::;.;..;...:J::..:..;:.J....::::..:.-=-:....:.:;;.:...:..:...:::...:::.;-=-:....:..=..:;;.;..::..;:;.;:____, LFCD has several locations in Oakland, Lao Family Community Development Inc. 155123rdAve Oakland, CA 94606 Title !cha ir I San Pablo and Sacramento for all cultures -assistance in employment, housing, health, financial, aging , immigration, refugee issues . 65 staff members at present Duties Performed .-----E_m---!..p_lo~y_e_r'_s_N_a_m_e_a_n_d_A_d_d_r_e_ss _ __, Appointed by San Pablo City Council Senior Advocacy and Education for San Pablo Advisory Committee on Aging 1943 Church Lane San Pablo , CA 94806 THIS FORM IS A PUBLIC DOCUMENT San Pablo and surrounding cities ~own Halls, Seminars, Fundraising October 17, 2017 Contra Costa County Board of Supervisors 399 7. How did you learn about this vacancy? DCCC HomepageO Walk-In ONewspaper Advertisement 0District Supervisor OOther lcurrent member 8. Do you have a Familial or Financial Relationship with a member of the Board of Supervisors? (Please see Board Resolution no. 2011/55, attached): No _0_ Yes_D_ If Yes, please identify the nature of the relationship: ...._--------------------!. 9. Do you have any financial relationships with the County such as grants, contracts, or other economic relations? No __IE)_ Yes_n_ If Yes, please identify the nature of the relationship: ._r _·· ·_· -----------------....1... I CERTIFY that the statements made by me in this application are true, complete, and correct to the best of my knowledge and belief, and are made in good faith. I acknowledge and understand that all information in this application is publically accessible. I understand and agree that misstatements I omissions of material fact may cause forfeiture of my rights to serve on a Board, Committee, or Commission in Contra Costa County. Sign Name : --L ___ Date : _..:...::~=-----:rT------"3:........,;----~---a_:.._/L._? __ ~ 7 Important Information 1. This application is a public document and is subject to the California Public Records Ad (CA Gov. Code §6250-6270). 2. Send the completed paper application to the Office of the Cleti< of the Board at 651 Pine Street, Room 106, Martinez, CA 94553. 3. A resume or other relevant information may be submitted with this application. 4. All members are required to take the following training : 1) The Brown Ad, 2) The Better Government Ordinance, and 3) Ethics Training . 5. Members of boards, commissions , and committees may be required to : 1) file a Statement of Economic Interest Form also knO'Ml as a Form 700, and 2) complete the State Ethics Training Course as required by AB 1234. 6. Advisory body meetings may be held in various locations and some locations may not be accessible by public transportation . 7. Meeting dates and times are subject to change and may occur up to two days per month. 8. Some boards, committees , or commissions may assign members to subcommittees or work groups \Nhich may require an additional commitment of time . THIS FORM IS A PUBLIC DOCUMENT October 17, 2017 Contra Costa County Board of Supervisors 400 THE BOARD OF SUPERVISORS OF CONTRA COSTA COUNTY, CALIFORNIA and for Special Districts, Agencies and Authorities Governed by the Board Adopted Resolution no. 2011155 on 2/08/2011 as follows: IN THE MATTER OF ADOPTING A POLICY MAKING FAMILY MEMBERS OF THE BOARD OF S UPERVISORS INELIGIBLE FO R APPO INTMENT TO BOARDS, COMM ITTEES OR COMMISSIONS FOR WH ICH THE BOARD OF SUPERVISORS IS THE APPOINTING AUTHORITY WHEREAS the Board of Supervisors wishes to avoid the reality or appearance of improper infl uence or favoritism ; NOW , THEREFORE, BE IT RESOLVED THAT the followi ng policy is hereby adopted : l. SCOPE: This policy applies to appointments to any seats on boards , committees or commissions for which the Contra Costa County Board of Supervisors is the appoi ntin g authority. II. POLICY: A person will not be e li gible for appointment if he /she is related to a Board of Supervisors ' Member in any of the fo ll owing relationships : I . Mother, father , son , and daughter; 2 . Brother, sister, grandmother, grandfather, grandson , and granddaughter; 3. Great-grandfather, great-grandmother, aunt, uncle , nephew, niece, great-grandson , and great-granddaughter; 4 . First cousin; 5. Husband , wife , father-in-law, moth er-in-l aw, so n-in-l aw, daughter-in-law, ste pson, and step daughter; 6 . Sister-i n-l aw (brother's spouse or spou se's s iste r), brother-in-law (sister's spouse or spo use 's brother), spouse's grandmother, spouse's grandfather, spouse 's granddaughter, and spouse 's grandson ; 7. Registered domestic partner, pursuant to California Fami ly Code section 297. 8 . The relatives , as defined in 5 and 6 above, for a re g istered domestic partner. 9. Any person with whom a Board Member shares a financial interest as defined in the Political Reform Act (Gov 't Code §87 1 03 , Financ ial Interest), such as a business partner or business associate. THIS FORM IS A PUBLIC DOCUMENT October 17, 2017 Contra Costa County Board of Supervisors 401 October 17, 2017 Contra Costa County Board of Supervisors 402 October 17, 2017 Contra Costa County Board of Supervisors 403 October 17, 2017 Contra Costa County Board of Supervisors 404 October 17, 2017 Contra Costa County Board of Supervisors 405 rJ llll rUIIII Contra Costa County For Office Use Only Date Received : BOARDS, COMMITTEES, AND COMMISSIONS APPLICATION MAIL OR DELIVER TO: Contra Costa County CLERK OF TI-E BOARD 651 Pine Street. Rm . 106 Martrez, Caifomia 94553-1292 PLEASE TYPE OR PRINT IN INK (Each Position Reqlires a Separale Application) BOARD, COMMITTEE OR COMMISSION NAME AND SEAT TITLE YOU ARE APPLYING FOR: For Reviewers Use Only : Accepted Rejected ~dvisory Council on Aging rjM_e_m_b_e_r_a_t -La-r-ge-------------, PRINT EXACT NAME OF BOARD, COMMITTEE, OR COMMISSION PRINT EXACT SEAT NAME (if applicable) 1. NameJRichards, Frances Sheri (Last Name) (First Name) (Middle Name) 2. Address: (No.) (Street) (Apt.) PH CA (City) 94523 (State) (Zip Code) 3. Phones: ========~==============~========================~ (Home No.) (Work No.) (Cell No.) 4. Email Address: I 5. EDUCATION: Check appropriate box if you possess one of the following : High School Diploma I'B1 G .E.D . CertificateD California High School Proficiency Certificate Cll Give Highest Grade or Educational Level Achieved, .... IM_a_s_te_r_o_f_sc_ie_n_c_e _______________ ...L Names of colleges I universities Degree Degree Date Course of Study I Major Units Completed Degree attended Awarded Type Awarded Semester Quarter A)~A STATE U Los Angeles I Eounseling Educ I Yes No IE:JD c=J ~ EJ 11973 B)ILMU ~~~ ... _,_ ·oJJ I Yes No IE)[] EJ D EJ 11970 C)rvcc Illiberal Arts I Yes No IE:JD EJ D EJ 11968 D) Other schools I training Course Studied Hours Completed Certificate Awarded : completed : II I I I YesNoDD I THIS FORM IS A PUBLIC DOCUMENT I I I October 17, 2017 Contra Costa County Board of Supervisors 406 6. PLEASE FILL OUT THE FOLLOWING SECTION COMPLETELY. List experience that relates to the qualifications needed to serve on the local appointive body. Begin with your most recent experience. A resume or other supporting documentation may be attached but it may not be used as a substitute for completing this section. A) Dates (Month , Day, Year) Title Duties Performed From To llconsolidated Planning & Advisory Work I IMay 2014 ''present I Employer's Name and Address Participation in Orientation, CPAW Total : Yrs. Mos. EJCJ Executive Meeting, Aging & Older Monthly Meetings ~dult (AOA) Workgroup ~425 Bisso Lane ~hair/Facilitator of AOA Hrs. per week.D . Volunteer lEI ~oncord B) Dates (Month , Day, Year) Title Duties Performed From To rdvisory Council On Aging I ~'Present I Employer's Name and Address ~D Monthly Council meeting Monthly Health Workgroup Hrs. per weeD . Volunteer [] 500 Ellinwood, Pleasant Hill C) Dates (Month , Day, Year) Title Duties Performed From To lsa i nt Marys College of CAt I Director of Counseling & Psychological EJEJ Service Center (CAPS) lAd min & Clinical provider of full range Employer's Name and Address jof mental health and psychologica l Total: Yrs. Mos. jservices, crisis intervention and ~Q SMC jeducation to full-time undergraduate ~lcohol Awareness & Prevention 1928 Saint Mary's Road Consortium for Women's Center Hrs. per week . Volunteer [] Moraga, CA President's Diversity Training Workgroups D) Dates (Month , Day, Year) Title Duties Performed From To I I CJCJ Employer's Name and Address Total: Yrs. Mos. QQiunt~rO THIS FORM IS A PUBLIC DOCUMENT October 17, 2017 Contra Costa County Board of Supervisors 407 7. How did you learn about this vacancy? [JCCC Homepage[J Walk-In [J Newspaper Advertisement CJ District Supervisor CIJ Other IGail Garret refer by Dr. Le isur I 8 . Do you have a Familial or Financial Relationship with a member of the Board of Supervisors? (Please see Board Resolution no. 2011/55, attached): No ___m_ Yes_D_ If Yes , please identify the nature of the relationship: ... (N_I_A _________________ ....:~.J l 9. Do you have any financial relationships with the County such as grants, contracts, or other economic relations? No ___E_ Yes_Q_ If Yes, please identify the nature of the relationship: I.._N_I_A _________________ J-'1...1 I CERTIFY that the statements made by me in this application are true, complete, and correct to the best of my knowledge and belief, and are made in good faith. I acknowledge and understand that all information in this application is publically accessible. I understand and agree that misstatements I omissions of material fact may cause forfeiture of my rights to serve on a Board, Committee, or Commission in Contra Costa County. Sign Name -te : a~ ila , 2-b '7 Important Information 1. This application is a pubic dooJment and is subject to the California Pubic Records Ad (CA GeN . Code §6250-6270). 2. Send the completed paper application to the Office of the Clerk of the Board at 651 Pine Street, Room 106, Martinez, CA 94553. 3. A resume or other relevant information may be submitted with this application. 4. All members are required to take the follcming training : 1) The Bro.vn Ad, 2) The Better Government Ordinance, and 3) EthK::s Training . 5. Members of boards, commissions, and committees may be required to: 1) file a Statement of Eoonomc Interest Form also known as a Form 700, and 2) complete the State EthK::s Training Course as required by AB 1234. 6. Advisory body meetings may be held in various locations and some locations may not be a:ressible by pubic transportation. 7. Meeting dates and times are subject to d1ange and may oo::ur up to two days per month . 8. Some boards, committees, or commissions may assign members to suboommittees or work groups whdl may require an additional commitment of time. THIS FORM IS A PUBLIC DOCUMENT October 17, 2017 Contra Costa County Board of Supervisors 408 THE BOARD OF SUPERVISORS OF CONTRA COSTA COUNTY, CALIFORNIA and for Special Districts, Agencies and Authorities Governed by the Board Adopted Resolution no. 2011/55 on 2/08/2011 as follows: IN THE MA TIER OF ADOPTING A POLICY MAKING FAMILY MEMBERS OF THE BOARD OF SUPERVISORS INELIGIBLE FOR APPOINTMENT TO BOARDS, COMMITTEES OR COMMISSIONS FOR WHICH THE BOARD OF SUPERVISORS IS THE APPOINTING AUTHORITY WHEREAS the Board of Supervisors wishes to avoid the reality or appearance of improper influence or favoritism ; NOW, THEREFORE, BE IT RESOLVED THAT the following policy is hereby adopted: I. SCOPE : This policy applies to appointments to any seats on boards, committees or commissions for which the Contra Costa County Board of Supervisors is the appointing authority . II. POLICY: A person will not be eligible for appointment if he/she is related to a Board of Supervisors ' Member in any of the followin g relationships : I . Mother, father, son , and daughter; 2 . Brother, sister, grandmother, grandfather, grandson, and granddaughter; 3 . Great-grandfather, great-grandmother, aunt, uncle , nephew, niece, great-grandson, and great-granddaughter; 4 . First cousin ; 5 . Husband, wife, father-in-law , mother-in-law, son-in-law, daughter-in-law, stepson, and stepdaughter; 6. Sister-in-law (brother 's spouse or spouse 's sister), brother-in-law (sister 's spouse or spouse's brother), spouse 's grandmother, spouse 's grandfather, spouse's granddaughter, and spouse's grandson ; 7 . Registered domestic partner, pursuant to California Family Code section 297. 8. The relatives, as defined in 5 and 6 above, for a registered domestic partner. 9. Any person with whom a Board Member shares a fmancial interest as defmed in the Political Reform Act (Gov 't Code §8710 3, Financial Interest), such as a business partner or business associate. THIS FORM IS A PUBLIC DOCUMENT October 17, 2017 Contra Costa County Board of Supervisors 409 October 17, 2017 Contra Costa County Board of Supervisors 410 October 17, 2017Contra Costa County Board of Supervisors411 October 17, 2017 Contra Costa County Board of Supervisors 412 October 17, 2017 Contra Costa County Board of Supervisors 413 RECOMMENDATION(S): APPOINT the following individual to the At-Large #2 seat on the Aviation Advisory Committee to a term expiring February 29, 2020, as recommended by the Airports Committee: Mr. Eric Meinbress Lafayette, CA 94549 FISCAL IMPACT: None. BACKGROUND: The Aviation Advisory Committee (AAC) was established by the Board of Supervisors (Board) to provide advice and recommendations to the Board on the aviation issues related to the economic viability and security of airports in Contra Costa County (County). The AAC is mandated to cooperate with local, state, and national aviation interests for the safe and orderly operation of airports; advance and promote the interests of aviation; and protect the general welfare of the people living and working near the airport and APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Beth Lee, (925) 681-4200 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: C. 42 To:Board of Supervisors From:AIRPORTS COMMITTEE Date:October 17, 2017 Contra Costa County Subject:Appoint Eric Meinbress to the Aviation Advisory Committee At-Large Seat #2 October 17, 2017 Contra Costa County Board of Supervisors 414 BACKGROUND: (CONT'D) the County in general. The AAC may initiate discussions, observations, or investigations and may hear comments on airport and aviation matters from the public or other agencies in order to formulate recommendations to the Board. In conjunction with all of the above, the Aviation Advisory Committee provides a forum for the Director of Airports regarding policy matters at and around the airport. The Internal Operations (IO) subcommittee generally interviews and makes an appointment recommendation to the Board for the AAC At-Large positions. At the IO’s July 10, 2017 meeting they recommended that the AAC At-Large position interview and selection process be referred to the Airport Committee as they have direct oversight and involvement in Airport related matters. On August 1, 2017, the Board approved referring the AAC At-Large position recruitment and selection process to the Airport Committee. On September 13, 2017, the Airport Committee made a recommendation to appoint Eric Meinbress to the At-Large #2 seat on the AAC. The AAC comprises 11 members who must be County residents: one appointed by each Supervisor; one from and nominated to the Board by the City of Concord; one from and nominated to the Board by the City of Pleasant Hill; one from and nominated to the Board by the Contra Costa County Airports Business Association; and three At-Large to represent the general community, to be nominated by the Airports Committee. CONSEQUENCE OF NEGATIVE ACTION: The At-Large #2 seat on the Aviation Advisory Committee will be vacant. ATTACHMENTS At-Large Recruitment Process Meinbress, Eric 8-10-17 Logan, Geoffrey 8-9-17 Friedman, Peter 7-21-17 Hodge, DeWitt 8-9-17 Trevelyan, Robert 7-24-17 October 17, 2017 Contra Costa County Board of Supervisors 415 October 17, 2017 Contra Costa County Board of Supervisors 416 October 17, 2017 Contra Costa County Board of Supervisors 417 October 17, 2017 Contra Costa County Board of Supervisors 418 October 17, 2017 Contra Costa County Board of Supervisors 419 October 17, 2017 Contra Costa County Board of Supervisors 420 October 17, 2017 Contra Costa County Board of Supervisors 421 October 17, 2017 Contra Costa County Board of Supervisors 422 October 17, 2017 Contra Costa County Board of Supervisors 423 October 17, 2017 Contra Costa County Board of Supervisors 424 October 17, 2017 Contra Costa County Board of Supervisors 425 October 17, 2017 Contra Costa County Board of Supervisors 426 October 17, 2017 Contra Costa County Board of Supervisors 427 October 17, 2017 Contra Costa County Board of Supervisors 428 October 17, 2017 Contra Costa County Board of Supervisors 429 October 17, 2017 Contra Costa County Board of Supervisors 430 October 17, 2017 Contra Costa County Board of Supervisors 431 October 17, 2017 Contra Costa County Board of Supervisors 432 October 17, 2017 Contra Costa County Board of Supervisors 433 October 17, 2017 Contra Costa County Board of Supervisors 434 October 17, 2017 Contra Costa County Board of Supervisors 435 October 17, 2017 Contra Costa County Board of Supervisors 436 October 17, 2017 Contra Costa County Board of Supervisors 437 October 17, 2017 Contra Costa County Board of Supervisors 438 October 17, 2017 Contra Costa County Board of Supervisors 439 October 17, 2017 Contra Costa County Board of Supervisors 440 October 17, 2017 Contra Costa County Board of Supervisors 441 October 17, 2017 Contra Costa County Board of Supervisors 442 October 17, 2017 Contra Costa County Board of Supervisors 443 October 17, 2017 Contra Costa County Board of Supervisors 444 RECOMMENDATION(S): APPOINT Xina Ash 1st Alternate seat on the El Sobrante Municipal Advisory Council to a term ending 12/31/2018, as recommended by Supervisor John Gioia. FISCAL IMPACT: None. BACKGROUND: The council shall advise the Board of Supervisors on: 1) Services which are or may be provided to unincorporated El Sobrante by the County or other local governmental agencies. Such services include, but are not limited to, public health, safety, welfare, public works, and planning, 2) the feasibility of organizing the existing special districts serving unincorporated El Sobrante in order to more efficiently provide public services such as, but not limited to, water, sewer, fire, and parks and recreation, 3) representing unincorporated El Sobrante before the Local Agency Formation Commission on proposed boundary changes affecting the community, 4) representing unincorporated El Sobrante before the County Planning Commission(s) and the Zoning Administrator on land use and other planning matters affecting the community. In this regard, the Council shall cooperate with any other planning advisory bodies in unincorporated El Sobrante in order to avoid duplication and delay in the planning process, 5) Provide input and reports to the Board of Supervisors, County staff, or any other County hearing body on issues of concern to unincorporated El Sobrante, and 6) representing unincorporated El Sobrante before other public entities and agencies. It is understood that the Board of Supervior's is the final APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: James Lyons, 510-231-8692 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: C. 43 To:Board of Supervisors From:John Gioia, District I Supervisor Date:October 17, 2017 Contra Costa County Subject:Appoint Xina Ash to the Alternate 1 seat of the El Sobrante Municipal Advisory Council October 17, 2017 Contra Costa County Board of Supervisors 445 BACKGROUND: (CONT'D) decision making authority with respect to issues concerning unincorporated El Sobrante and that the Council shall shall solely in an advisory capacity. Ms. Ash has expressed a strong interest in serving her fellow constituents and Supervisor Gioia is excited to have her on the El Sobrante Municipal Advisory Council. Supervisor Gioia recruits for his advisory body openings in a number of ways including through his website, blasts, newsletters, and the traditional media; interviewing eligible candidates. ATTACHMENTS Xina_Ash_Application October 17, 2017 Contra Costa County Board of Supervisors 446 October 17, 2017 Contra Costa County Board of Supervisors 447 October 17, 2017 Contra Costa County Board of Supervisors 448 October 17, 2017 Contra Costa County Board of Supervisors 449 October 17, 2017 Contra Costa County Board of Supervisors 450 October 17, 2017 Contra Costa County Board of Supervisors 451 October 17, 2017 Contra Costa County Board of Supervisors 452 October 17, 2017 Contra Costa County Board of Supervisors 453 October 17, 2017 Contra Costa County Board of Supervisors 454 RECOMMENDATION(S): ACCEPT the resignation of Trina Hudson, DECLARE a vacancy in the Appointee 1 seat on the Bay Point Municipal Advisory Council, and DIRECT the Clerk of the Board to post the vacancy, as recommended by Supervisor Federal D. Glover. FISCAL IMPACT: None. BACKGROUND: The Bay Point Municipal Advisory Council shall advise the Board on: Services which are or may be provided to the Bay Point community by the County or other local government agencies. Such services include, but are not limited to public health, safety, welfare, public works and planning. The feasibility of organizing the existing special districts serving the Bay Point community in order to more efficiently provide public services such as, but not limited to water, sewer, fire and parks and recreation. The council may also represent the Bay Point community before the Local Agency Formation Commission on proposed boundary changes affecting the community, represent the Bay Point community before the County Planning Commissions and the Zoning Administrator on land use and other planning matters affecting the community. In this regard the Council shall cooperate with other planning advisory bodies in the Bay Point area in order to avoid duplication and delay in the planning process. Provide input and reports to the Board, County staff or any County hearing body on issues of concern to the Bay Point community. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Vincent Manuel (925) 335-8200 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: C. 44 To:Board of Supervisors From:Federal D. Glover, District V Supervisor Date:October 17, 2017 Contra Costa County Subject:ACCEPT Resignation of Trina Hudson from the Bay Point Municipal Advisory Council October 17, 2017 Contra Costa County Board of Supervisors 455 CONSEQUENCE OF NEGATIVE ACTION: The position would remain vacant. CHILDREN'S IMPACT STATEMENT: ATTACHMENTS Trina Hudson October 17, 2017 Contra Costa County Board of Supervisors 456 From:Scanner@bos.cccounty.us Subject:Message from KM_C454e Date:September 27, 2017 at 4:23 PM To :vincent.manuel@bos.cccounty.us October 17, 2017 Contra Costa County Board of Supervisors 457 October 17, 2017 Contra Costa County Board of Supervisors 458 RECOMMENDATION(S): Approve the medical staff appointments and reappointments, additional privileges, psychology privilege changes, staff advancements, and voluntary resignations as recommended by the Medical Staff Executive Committee, at their September 6, 2017 meeting, and by the Health Services Director. FISCAL IMPACT: None. BACKGROUND: The Joint Commission on Accreditation of Healthcare Organizations has requested that evidence of Board of Supervisors' approval for each medical staff member be placed in his or her credentials file. The above recommendations for appointment/reappointment were reviewed by the Credentials Committee and approved by the Medical Executive Committee. CONSEQUENCE OF NEGATIVE ACTION: If this action is not approved, the Contra Costa Regional Medical and Health Center medical staff would not be appropriately credentialed and in compliance with the Joint Commission on Accreditation of Healthcare Organizations. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Anna Roth, 925-370-5101 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: Tasha Scott, Marcy Wilhelm, Tami Sloan C. 45 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Medical Staff Appointments and Reappointments – September, 2017 October 17, 2017 Contra Costa County Board of Supervisors 459 ATTACHMENTS Appointment list Psy Attachment October 17, 2017 Contra Costa County Board of Supervisors 460 MEC Recommendations -September, 2017 Definitions: A=Active C=Courtesy Aff=Affliate P/A= Provisional Active P/C= Provisional Courtesy Page 1 A. New Medical Staff Members Thomas Betjeman, MD Hospitalist Sophia Chen, DO Internal Medicine Elan Guterman, MD Internal Medicine Josiah Seth Hawkins, MD OB/GYN Maya Pandurangi, DO Internal Medicine Katherine Plambeck, Psy.D Psychiatry/Psychology Erin Samplin, MD Psychiatry/Psychology Anjali Sibley, MD Internal Medicine B. Request for Additional Privileges Neil Jackson, MD OB/GYN Hospitalist & FM Outpatient C. Request to change Primary Department Requestor Original Department Requesting Department Caroline Mogler, MD Family Medicine Hospitalist D. Advance to Non-Provisional Kathryn Hamlin, MD Family Medicine Mary P. Joseph, MD Pediatrics Haley Kirkpatrick, FNP Family Medicine Amennah Moghaddam, FNP Family Medicine Julie Thompson, MD Internal Medicine Emily Watters, MD Psychiatry/Psychology E. Biennial Reappointments Jenan Al-Mufti, MD Psychiatry/Psychology A David Brody, MD Psychiatry/Psychology A Douglas Hanlin, MD Psychiatry/Psychology A Patricia Hennigan, PhD Psychiatry/Psychology A Frederick Houts, MD Psychiatry/Psychology A Carl Hsu, MD Emergency Medicine A Shahbaz Khan, MD Psychiatry/Psychology C Bonnie Kwok, MD, MPH Family Medicine P Tara Lehman, MD OB/GYN A Trang Lehman, MD Family Medicine A Alvin Loosli, MD Family Medicine C Caroline Mogler, MD Hospitalist P Daniel Moring-Parris, MD Family Medicine A Constantine Nicholas, MD Surgery A Joshua Niclas, MD Psychiatry/Psychology A Ashley Porteous, DO Hospitalist A Norman Price, MD Internal Medicine (Derm) P Denice Tai, MD Family Medicine A Brian Thomas, MD Psychiatry /Psychology A October 17, 2017 Contra Costa County Board of Supervisors 461 MEC Recommendations -September, 2017 Definitions: A=Active C=Courtesy Aff=Affliate P/A= Provisional Active P/C= Provisional Courtesy Page 2 Felicia Tornabene, MD Hospitalist A Jennifer Tsang, MD Hospitalist A James Walls, MD Family Medicine A Emma Wilson, PhD Psychiatry/Psychology A Sherif Wassef, MD Diagnostic Imaging C F. Biennial Renew of Privileges Anthony Pizzo, NP Family Medicine AFF G. Voluntary Resignations Brahmaiah Tandra, MD Psychiatry/Psychology H. Attachment Psychology Privileges Update October 17, 2017 Contra Costa County Board of Supervisors 462 Contra Costa Regional Medical Center Privileges Request Form D Psy.D/Ph.D N/A N/A C Psy.D/Ph.D 6 mos 4 cases in last 4 years U Psy.D/Ph.D 2 years 20 cases in last 4 years D Psy.D/Ph.D N/A N/A C Psy.D/Ph.D 6 mos 10 cases in last 4 years U Psy.D/Ph.D and Post-Doc Training 2 years 20 cases in last 4 years C Psy.D/Ph.D 6 mos N/A U Psy.D/Ph.D 1 year 1 year in last 4 years C Psy.D/Ph.D N/A N/A U Psy.D/Ph.D N/A 1 year last 4 years PSO PSO 4 Psychotherapy I certify that I have reviewed the Contra Costa Regional Medical Center Privilege Criteria, and that I meet the specified criteria for education/training, experience, and current competence for the privileges that I have indicated above. PSO 1 PSO REH PSO 2 Neuropsychological Testing- Adults Psychological Testing- AdultsPSO Practitioner Name: _______________________ PSO PSO 3 GrantedD= Denied P= Pending CNM=Criteria Not Met Training/ Education D= With Direct Supervision C= With Consultation U= Unrestricted Departments (s) NumberPrivilege Descriptions D/C/U ExperienceOutpatient Screening and Crisis Counseling Psychology Current Competence Requested____________________________________________________ Signature of Department Chairperson Date _________________ Signature of Requesting Practitioner Date ___________________________________ ____________________________________________________ Signature of Divison Chairperson Date * Separate proctoring required PSY JAN 2015 Page 1 of 1October 17, 2017 Contra Costa County Board of Supervisors 463 RECOMMENDATION(S): ACCEPT resignation of Connie Steers, DECLARE a vacancy in the District IV Member At Large seat on the Mental Health Commission vacant, and DIRECT the Clerk of the Board to post the vacancy. FISCAL IMPACT: None. BACKGROUND: The Contra Costa County Mental Health Commission was established by order of the Contra Costa County Board of Supervisors on June 22, 1993, pursuant to the Welfare & Institutions Code 5604, also known as the Bronzan-McCorquodale Act, Stats. 1992, c. 1374 (A.B. 14). The primary purpose of the Commission is to serve in an advisory capacity to the Board of Supervisors and to the Mental Health Division and its staff. Commissioners are appointed by members of the County Board of Supervisors from each of the five districts for a term of three years. Each district has a consumer of mental health services, family member and an at-large representative on the Commission, for a total of 15 members plus a representative and alternate from the Board of Supervisors. The Commissioner notified Supervisor Mitchoff of her resignation to the Commission effective September 25, 2017. CONSEQUENCE OF NEGATIVE ACTION: The seat will remain vacant. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Colleen Isenberg, 925-521-7100 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: C. 46 To:Board of Supervisors From:Karen Mitchoff, District IV Supervisor Date:October 17, 2017 Contra Costa County Subject:ACCEPT resignation of Connie Steers, DECLARE the District IV Member At Large seat on the Mental Health Commission October 17, 2017 Contra Costa County Board of Supervisors 464 RECOMMENDATION(S): REAPPOINT the following members to the Advisory Council on Aging for the two-year term of September 30, 2017 through September 30, 2019 as recommended by the Employment and Human Services Director: Nina Clark to City of Orinda Seat (District 2); James Donnelly to City of Danville/Alamo Seat (District 2); Keith Katzman to City of Moraga Seat (District 2); Arthur Kee to City of Brentwood Seat (District 3); Ruth McCahan to City of Lafayette Seat (District 2); Ron Tervelt to City of Clayton Seat (District 4); and Loran VanAkern to City of Pleasant Hill Seat (District 4). FISCAL IMPACT: None APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Gina Chenoweth 608-4961 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: C. 47 To:Board of Supervisors From:Kathy Gallagher, Employment & Human Services Director Date:October 17, 2017 Contra Costa County Subject:Reappointments to the Advisory Council on Aging October 17, 2017 Contra Costa County Board of Supervisors 465 BACKGROUND: The following members are being recommended for reappointment to the Advisory Council on Aging for the two-year term of September 30, 2017 through September 30, 2019. Name Seat District Nina Clark City of Orinda 2 James Donnelly City of Danville/Alamo 2 Keith Katzman City of Moraga 2 Arthur Kee City of Brentwood 3 Ruth McCahan City of Lafayette 2 Ron Tervelt City of Clayton 4 Lorna VanAkern City of Pleasant Hill 4 The Advisory Council on Aging (Council) provides a means for county-wide planning, cooperation, and coordination for individuals and groups interested in improving and developing services and opportunities for the older residents of Contra Costa County. The Council provides leadership and advocacy on behalf of older persons and serves as a channel of communication and information on aging. CONSEQUENCE OF NEGATIVE ACTION: The Advisory Council on Aging may not be able to conduct routine business. ATTACHMENTS A. TERVELT J. DONNELLY L. VANACKERN A. KEE N. CLARK K. KATZMAN R. MCCAHAN October 17, 2017 Contra Costa County Board of Supervisors 466 October 17, 2017Contra Costa County Board of Supervisors467 October 17, 2017Contra Costa County Board of Supervisors468 October 17, 2017Contra Costa County Board of Supervisors469 October 17, 2017Contra Costa County Board of Supervisors470 October 17, 2017Contra Costa County Board of Supervisors471 October 17, 2017Contra Costa County Board of Supervisors472 October 17, 2017Contra Costa County Board of Supervisors473 October 17, 2017Contra Costa County Board of Supervisors474 October 17, 2017Contra Costa County Board of Supervisors475 October 17, 2017Contra Costa County Board of Supervisors476 October 17, 2017Contra Costa County Board of Supervisors477 October 17, 2017Contra Costa County Board of Supervisors478 October 17, 2017Contra Costa County Board of Supervisors479 October 17, 2017Contra Costa County Board of Supervisors480 October 17, 2017Contra Costa County Board of Supervisors481 October 17, 2017Contra Costa County Board of Supervisors482 October 17, 2017Contra Costa County Board of Supervisors483 October 17, 2017Contra Costa County Board of Supervisors484 October 17, 2017Contra Costa County Board of Supervisors485 October 17, 2017Contra Costa County Board of Supervisors486 October 17, 2017Contra Costa County Board of Supervisors487 October 17, 2017Contra Costa County Board of Supervisors488 October 17, 2017Contra Costa County Board of Supervisors489 October 17, 2017Contra Costa County Board of Supervisors490 October 17, 2017Contra Costa County Board of Supervisors491 October 17, 2017Contra Costa County Board of Supervisors492 October 17, 2017Contra Costa County Board of Supervisors493 October 17, 2017Contra Costa County Board of Supervisors494 October 17, 2017Contra Costa County Board of Supervisors495 RECOMMENDATION(S): ACCEPT the resignation of Vicki Zumwalt, DECLARE a vacancy in the Appointee 4 seat on the Bay Point Municipal Advisory Council, and DIRECT the Clerk of the Board to post the vacancy, as recommended by Supervisor Federal D. Glover. FISCAL IMPACT: None. BACKGROUND: The Bay Point Municipal Advisory Council shall advise the Board on: Services which are or may be provided to the Bay Point community by the County or other local government agencies. Such services include, but are not limited to public health, safety, welfare, public works and planning. The feasibility of organizing the existing special districts serving the Bay Point community in order to more efficiently provide public services such as, but not limited to water, sewer, fire and parks and recreation. The council may also represent the Bay Point community before the Local Agency Formation Commission on proposed boundary changes affecting the community, represent the Bay Point community before the County Planning Commissions and the Zoning Administrator on land use and other planning matters affecting the community. In this regard the Council shall cooperate with other planning advisory bodies in the Bay Point area in order to avoid duplication and delay in the planning process. Provide input and reports to the Board, County staff or any County hearing body on issues of concern to the Bay Point community. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Vincent Manuel (925) 335-8200 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: C. 48 To:Board of Supervisors From:Federal D. Glover, District V Supervisor Date:October 17, 2017 Contra Costa County Subject:ACCEPT Resignation of Vicki Zumwalt from the Bay Point Municipal Advisory Council October 17, 2017 Contra Costa County Board of Supervisors 496 CONSEQUENCE OF NEGATIVE ACTION: The position would remain vacant. ATTACHMENTS Vicki Zumwalt October 17, 2017 Contra Costa County Board of Supervisors 497 October 17, 2017 Contra Costa County Board of Supervisors 498 RECOMMENDATION(S): APPOINT G. Vittoria Abbate to the Adult Education and Literacy #1 seat on the Workforce Development Board with a term expiration of June 30, 2020, as recommended by the Family and Human Services Committee. FISCAL IMPACT: No fiscal impact. BACKGROUND: The Workforce Development Board implements federal requirements for programs to address the education, skills and employment needs for a skilled workforce, and that lead to an increase in the skills and earnings of Contra Costa County residents. Under new standards in the Workforce Innovation and Opportunity Act, the new Workforce Development Board structure is comprised of 23 required seats consisting of: 13 business representatives, 5 workforce representatives, and 5 education and training representatives. In addition, there are two optional seats that may be filled from any of the three categories listed. There are currently 5 vacancies and the Workforce Development Board has made the recommendation to appoint G. Vittoria Abbate. At their September 25, 2017 meeting, the Family and Human Services Committee reviewed and approved the appointment recommendation. CONSEQUENCE OF NEGATIVE ACTION: The seat will remain vacant. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Kristin Lackey, 925-335-1043 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: C. 49 To:Board of Supervisors From:FAMILY & HUMAN SERVICES COMMITTEE Date:October 17, 2017 Contra Costa County Subject:APPOINTMENT TO THE WORKFORCE DEVELOPMENT BOARD October 17, 2017 Contra Costa County Board of Supervisors 499 ATTACHMENTS G.V.Abbate Application October 17, 2017 Contra Costa County Board of Supervisors 500 ubmit Date: Jun 08, 2017 First Name Middle Initial Last Name Email Address Home Address Suite or Apt City State Postal Code Primary Phone Employer Job Title Occupation Contra Costa County Boards & Commissions Application Form Profile This application is used for all boards and commissions Do you, or a business in which you have a financial interest, have a contract with Contra Costa Co.? Yes No Is a member of your family (or step-family) employed by Contra Costa Co.? Yes No Interests & Experiences Which Boards would you like to apply for? Workforce Development Board: Submitted G. Vittoria Abbate vittoriausa@yahoo.com P. O. Box 435 Orinda CA 94563 Mobile: (415) 726-3456 Mt. Diablo Unified School District Director, College & Career and Adult Education Director (Administrator) G. Vittoria Abbate Page 1 of 7 October 17, 2017 Contra Costa County Board of Supervisors 501 Upload a Resume If "Other" was Selected Give Highest Grade or Educational Level Achieved Please describe your interest in serving as a member of the board(s) you have selected and if applicable which seat you are applying for. I am interested in serving as the representative of the eight (8) Adult Education programs in Contra Costa County which include Acalanes Adult Education (Acalanes HSD), Mt. Diablo Adult Education (Mt. Diablo USD), Martinez Adult Education (Martinez USD), Pittsburg Adult Education Center (Pittsburg USD), Liberty Adult Education (Liberty HSD), Antioch Adult Education (Antioch USD), West Contra Costa Adult Education (West Contra Costa USD) and the Contra Costa County Office of Education (CCCOE) Contra Costa Adult School jail ed program in Richmond. Currently I serve as years as the Co-Chair of the state- mandated Contra Costa County Adult Education Consortium (CCCAEC) and previously for four (4) years as President of the Contra Costa Adult Education Network (CCAEN), which recently voted unanimously that I represent them as the Adult Education representative on the Workforce Development Board, replacing Kathy Farwell former DIrector of Martinez Adult Education who served as our representative during the past two years. Have you previously served on a government or non-profit board or committee? Yes and as mentioned above, I am currently serving as Co-Chair of the Contra Costa County Adult Education Consortum (CCCAEC) which is a legislatively-authorized and mandated regional Consortium that represents the eight (8) Contra Costa County Adult Education programs, the Contra Costa Community College District Office and its three community colleges (Diablo Valley College, Los Medanos College and Contra Costa College.) In addition, I have served for two years and will continue for two more years as the State Legislative Chair of the California Council for Adult Education (CCAE) which is the primary professional association representing Adult Education in California. Please describe how your education, work experience, or other activities have prepared you to serve on the board or commission you have selected. I have more than 35 years of professional training and work in educational administration serving in both private and public education. In particular, my training, background and experience is in the area of international education as well as educational programs serving under-served populations. Education History Select the highest level of education you have received: Other Master's of Arts G. Vittoria Abbate Page 2 of 7 October 17, 2017 Contra Costa County Board of Supervisors 502 Name of College Attended Course of Study / Major Units Completed Degree Type Date Degree Awarded Name of College Attended Course of Study / Major Units Completed College/ University A Type of Units Completed Semester Quarter Degree Awarded? Yes No College/ University B Type of Units Completed Semester Quarter G. Vittoria Abbate Applied Linguistics (Specialization in Teaching English to Speakers of Other Langauges) Master's of Arts Degree Linguistics (Specialization in Teaching English to Speakers of Other Languages) 1975 California State University (East Bay) Education Administrative Credential G. Vittoria Abbate Page 3 of 7 October 17, 2017 Contra Costa County Board of Supervisors 503 Degree Type Date Degree Awarded Name of College Attended Course of Study / Major Units Completed Degree Type Date Degree Awarded Course Studied Hours Completed Degree Awarded? Yes No College/ University C Type of Units Completed Semester Quarter Degree Awarded? Yes No Other schools / training completed: Preliminary & Clear Administrative Services Credential 2006-2007 G. Vittoria Abbate Page 4 of 7 October 17, 2017 Contra Costa County Board of Supervisors 504 Dates (Month, Day, Year) From - To Hours per Week Worked? Position Title Dates (Month, Day, Year) From - To Hours per Week Worked? Certificate Awarded? Yes No Work History Please provide information on your last three positions, including your current one if you are working. 1st (Most Recent) Volunteer Work? Yes No Employer's Name and Address Duties Performed 2nd April 2003 to Present Salaried Employee (60+) G. Vittoria Abbate Page 5 of 7 October 17, 2017 Contra Costa County Board of Supervisors 505 Position Title Dates (Month, Day, Year) From - To Hours per Week Worked? Position Title Volunteer Work? Yes No Employer's Name and Address Duties Performed 3rd Volunteer Work? Yes No Employer's Name and Address Duties Performed Final Questions How did you learn about this vacancy? Other G. Vittoria Abbate Page 6 of 7 October 17, 2017 Contra Costa County Board of Supervisors 506 If "Other" was selected please explain . Do you have a Familial or Financial Relationship with a member of the Board of Supervisors? Yes No If Yes, please identify the nature of the relationship: Do you have any financial relationships with the County such as grants, contracts, or other economic relations? Yes No If Yes, please identify the nature of the relationship: From current work as a representative of Contra Costa County Adult Education programs. G. Vittoria Abbate Page 7 of 7 October 17, 2017 Contra Costa County Board of Supervisors 507 ctober 17, 2017 Contra Costa County Board of Supervisors 508 RECOMMENDATION(S): Appoint Rocio E. Hernandez to the District 1 Seat of the First 5 Contra Costa Children and Families Commission to a three year term ending October 17, 2020. FISCAL IMPACT: None. BACKGROUND: Rocio Hernandez lives in San Pablo in District 1 and has a background as a psychologist working with children and families. She has a Masters in Family Therapy (MFT) and a PhD in leadership with an emphasis in education. She is also a diversity and inclusion consultant. Supervisor Gioia advertises for District 1 commission seats in a variety of ways including the media, his website, and his eblasts. He interviews all eligible candidates. Nine members appointed by the Board of Supervisors. The Commission has authorized alternates for all nine of the Commissioners, who also require appointment by the Board of Supervisors. (18 seats) The nine members are defined as follows: (a) The Chair of the Board of Supervisors -- or another Board of Supervisors member as designated by the Chair. (b) 3 members from among the County Health Officer and persons responsible for management of the following county functions: children's services, public health services, behavioral health services, APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: James Lyons, 510-231-8692 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: C. 50 To:Board of Supervisors From:John Gioia, District I Supervisor Date:October 17, 2017 Contra Costa County Subject:Appoint Rocio Hernandez to the District 1 seat of First 5 Children and Families Commission. October 17, 2017 Contra Costa County Board of Supervisors 509 BACKGROUND: (CONT'D) social services, and tobacco and other substance abuse prevention and treatment services. The three initial appointments are: the County Health Officer, the Employment and Human Services Director, and the Community Services Director. (c) 5 members from the following categories: (1) Recipients of project services included in the County strategic plan; (2) Educators specializing in early childhood development; (3) Representatives of a local child care resource or referral agency, or a local child care coordinating group; (4) Representatives of a local organization for prevention or early intervention for families at risk; (5) Representatives of community-based organizations that have the goal of promoting nurturing and early childhood development; (6) Representatives of local school districts; (7) Representatives of local medical, pediatric, or obstetric associations or societies; (8) Representatives of local mental health and/or substance abuse organizations; and (9) Representatives of parent advocacy groups. ATTACHMENTS Rocio Hernandez Application October 17, 2017 Contra Costa County Board of Supervisors 510 Submit Date: Oct 03, 2017 First Name Middle Initial Last Name Email Address Home Address Suite or Apt City State Postal Code Primary Phone Employer Job Title Occupation Contra Costa County Boards & Commissions Application Form Profile Which Boards would you like to apply for? First 5 - Contra Costa Children and Families Commission: Submitted This application is used for all boards and commissions Do you, or a business in which you have a financial interest, have a contract with Contra Costa Co.? Yes No Is a member of your family (or step-family) employed by Contra Costa Co.? Yes No Education History Select the highest level of education you have received: Other Rocio E Hernandez San Pablo CA 94806 Self-employed Rocio Hernandez, MFT and Got This, Inc.Owner/President Psychotherapist and Consultant Rocio E Hernandez Page 1 of 6 October 17, 2017 Contra Costa County Board of Supervisors 511 If "Other" was Selected Give Highest Grade or Educational Level Achieved Name of College Attended Course of Study / Major Units Completed Degree Type Date Degree Awarded Name of College Attended Course of Study / Major Units Completed College/ University A Type of Units Completed Semester Degree Awarded? Yes No College/ University B Type of Units Completed PhD UC Berkeley Psychology and Women's Studies 130ish BA and BA double major 12/1994 Dominican University Counseling Psychology 60 Rocio E Hernandez Page 2 of 6 October 17, 2017 Contra Costa County Board of Supervisors 512 Degree Type Date Degree Awarded Name of College Attended Course of Study / Major Units Completed Degree Type Date Degree Awarded Course Studied Hours Completed Degree Awarded? Yes No College/ University C Type of Units Completed Quarter Degree Awarded? Yes No Other schools / training completed: MS 5/95 UC Davis Nursing Science and Health Care Leadership with an emphasis on education and technology 144ish PhD 6/15 Eye Movement Desensitization Reprocessing 80ish Rocio E Hernandez Page 3 of 6 October 17, 2017 Contra Costa County Board of Supervisors 513 Dates (Month, Day, Year) From - To Hours per Week Worked? Position Title Dates (Month, Day, Year) From - To Hours per Week Worked? Certificate Awarded? Yes No Work History Please provide information on your last three positions, including your current one if you are working. 1st (Most Recent) Volunteer Work? Yes No Employer's Name and Address Rocio Hernandez, MFT (sole proprietor), and Got This, Inc. 127 Bolduc Ct. San Pablo, CA 94806 Duties Performed Business and Organizational Diversity and Inclusion Consulting and psychotherapy for children, youth, adults, couples, and families for Rocio Hernandez, MFT Developing an app for Got This, Inc. that lowers anxiety in one minute of exposure before an anticipatory stressor like test taking anxiety or first response. 2nd 12/2001 to present 5-20 Owner/President 9/95 to 9/2017 40 Rocio E Hernandez Page 4 of 6 October 17, 2017 Contra Costa County Board of Supervisors 514 Position Title Dates (Month, Day, Year) From - To Hours per Week Worked? Position Title Volunteer Work? Yes No Employer's Name and Address Marin County Department of Health and Human Services 3240 Kerner Blvd. San Rafael, CA 94901 Duties Performed Health policy related to vulnerable communities; Binational Health Week Director; CONNECT TV show and webcast talent and producer; Viva Marin producer,; Media team/Public Information Officer (bilingual); Affordable Care Act Administrator; Equity Summit Director; Community Engagement Strategist; Equity staff to Board of Supervisors and County Administrator's Office. 3rd Volunteer Work? Yes No Employer's Name and Address KPNC Kaiser Foundation Research Institute--Institutional Review Board 1800 Harrison St. Oakland, CA 94611 Senior Dept. Analyst-Bilingual 6/2003 to present 2 Board Member Rocio E Hernandez Page 5 of 6 October 17, 2017 Contra Costa County Board of Supervisors 515 If "Other" was selected please explain Duties Performed Review all research performed for Kaiser for health services board, biomedical board, and inter-regional board. I also served as First 5 Marin Commissioner for 9 years and am Lead Faculty and Consultant for Gerry Grossman Seminars (GGS) in Los Angeles for child abuse assessment, domestic violence, diagnosis/DSM 5, law and ethics, childhood obesity, internet crimes against children, adverse childhood experiences, clinical supervision, attachment, and more. Currently consulting for GGS on international strategic business growth. Final Questions How did you learn about this vacancy? District Supervisor . Do you have a Familial or Financial Relationship with a member of the Board of Supervisors? Yes No If Yes, please identify the nature of the relationship: Do you have any financial relationships with the County such as grants, contracts, or other economic relations? Yes No If Yes, please identify the nature of the relationship: Rocio E Hernandez Page 6 of 6 October 17, 2017 Contra Costa County Board of Supervisors 516 RECOMMENDATION(S): APPROVE Appropriations and Revenue Adjustment No. 5006 authorizing new revenue in the amount of $23,200 from a donation by Andeavor Foundation, Inc. and appropriating it in the Sheriff's Office (0255) for the purchase of StarChase GPS Trackers. FISCAL IMPACT: This action increases revenues and appropriations by $23,200. Zero Net County Cost. BACKGROUND: Over the last several years, the law enforcement community has been seeking a safe cost-effective way of mitigating the risk to the community from the inherent dangers during high-speed police pursuits. While the safety to the community and the officer during pursuits must remain our main goal, this must be tempered with the need to enforce laws and apprehend dangerous criminals. StarChase is a company that provided GPS trackers that can be deployed from the pursuing police vehicle during a pursuit. Once deployed from the launcher attached to the front of the pursuing patrol car, the GPS device attaches to the suspect vehicle with a hot glue like substance and a 30lb magnet. The tracking device can be monitored in the police vehicle and/or the dispatch center until the fleeing vehicle comes to a stop, at which time the trailing police vehicles can apprehend the suspect(s) or simply recover the vehicle. This technology will allow: APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Liz Arbuckle, (925)335-1529 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: Liz Arbuckle, Heike Anderson, Tim Ewell C. 51 To:Board of Supervisors From:David O. Livingston, Sheriff-Coroner Date:October 17, 2017 Contra Costa County Subject:Appropriation Adjustment - StarChase GPS Trackers October 17, 2017 Contra Costa County Board of Supervisors 517 October 17, 2017 Contra Costa County Board of Supervisors 518 BACKGROUND: (CONT'D) Deputies to trail the pursuit at further distances allowing the Deputies more time to make critical decisions without fear of losing momentary visual of the suspect vehicle. Reduce the risk of Officer involved collisions. Thus, reducing potential injury to Deputies as well as the Public. Dramatically increase percentage of suspect apprehensions. According to the National Institute of Justice, the apprehension rate nationally for this product is 86%. Virtually 100% recovery of property in events where the device was successfully deployed. Provide additional investigative leads. Vehicles tracked back to suspect(s) residence will/can lead to search warrants for that residence, leading to the possibility of discovering additional crimes. Ability to deploy device on stationary vehicles during critical incidents to assist in reducing the chance of escape (i.e. SWAT, barricaded suspects in vehicles). Give Deputies the ability to apprehend suspects who drive on the wrong side of the roadway. The use of the StarChase System will increase public safety as well as officer safety. It will result in an increase in criminal apprehension and the recovery of stolen vehicles. Many suspects steal vehicles to commit other crimes. Their apprehension will also result in other crimes being solved and suspects receiving additional charges that would have otherwise gone undetected. Andeavor (formerly Tesoro Refinery) has agreed to donate the funds needed to purchase the system as part of the commitment to public safety. CONSEQUENCE OF NEGATIVE ACTION: The funding from restricted donations will not be appropriated in the Sheriff's Office operating budget for use in purchasing equipment funded by the donations. CHILDREN'S IMPACT STATEMENT: No impact. AGENDA ATTACHMENTS Appropriations and Revenue Adjustment No. 5006 MINUTES ATTACHMENTS Signed: Appropriations and Revenue Adjustment No. 5006 October 17, 2017 Contra Costa County Board of Supervisors 519 October 17, 2017Contra Costa County Board of Supervisors520 October 17, 2017Contra Costa County Board of Supervisors521 October 17, 2017 Contra Costa County Board of Supervisors 522 October 17, 2017 Contra Costa County Board of Supervisors 523 RECOMMENDATION(S): APPROVE Appropriation and Revenue Adjustment No. 5008 authorizing new revenue in the amount of $4,210,022 in the Employment and Human Services Department, Community Services Bureau (0588), for the Early Head Start Child Care Partnership Grant awarded by the Administration for Children and Families for the purpose of providing 190 additional slots in the Early Head Start Child Care Partnership program. FISCAL IMPACT: This action will provide revenue in the amount of $4,210,022 from a federal Early Head Start Child Care Partnership Grant. The revenue will be allocated to fund the provision of services to 190 additional Early Head Start Child Care Partnership slots throughout the County. There is no County match requirement. This program is 100% funded by the Federal government. BACKGROUND: The County's Employment and Human Services Department, Community Services Bureau, was awarded a new grant for the Early Head Start Child Care Partnership to provide Early Head Start childcare services to 190 needy children 0-3 years of age. The total grant award amounted to $4,546,841 with a project period of March 1, 2017 through August 31, 2021. Federal laws provide for the continuation of the funding level awarded to grantees after the end of the initial project period. This new federal program required the collaboration or partnership among childcare providers funded by the California Department of Education and those funded by Administration for Children and Families. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Eric Pormento, 1-4268 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stacey M. Boyd, Deputy cc: C. 52 To:Board of Supervisors From:Kathy Gallagher, Employment & Human Services Director Date:October 17, 2017 Contra Costa County Subject:Employment and Human Services Department , Community Services Bureau Appropriation and Revenue Adjustments October 17, 2017 Contra Costa County Board of Supervisors 524 CONSEQUENCE OF NEGATIVE ACTION: Appropriations and estimated revenues will not be properly reflected in the FY 17/18 budget. CHILDREN'S IMPACT STATEMENT: Community Services Bureau supports all five outcomes established by the Children's Report Card: 1)Children Ready for and Succeeding in School; (2) Children and Youth Healthy and Preparing for Productive Adulthood; (3) Families that are Economically Self Sufficient; (4) Families that are Safe, Stable and Nurturing; 5) Communities that are Safe and Provide a High Quality of Life for Children and Families. The requested action will better support all five outcomes. AGENDA ATTACHMENTS TC 24/27 #5008 MINUTES ATTACHMENTS Signed: Appropriations and Revenue Adjustment No. 5008 October 17, 2017 Contra Costa County Board of Supervisors 525 October 17, 2017Contra Costa County Board of Supervisors526 October 17, 2017Contra Costa County Board of Supervisors527 October 17, 2017 Contra Costa County Board of Supervisors 528 October 17, 2017 Contra Costa County Board of Supervisors 529 RECOMMENDATION(S): AUTHORIZE the Chair of the Board of Supervisors to send a letter to the California Department of Transportation (Caltrans) expressing support for the Contra Costa Transportation Authority's grant application, "Accessible Transportation Strategic Plan". FISCAL IMPACT: No Impact. BACKGROUND: The subject project addressed in the attached draft letter, the Accessible Transportation Strategic (ATS) Plan, is a culmination of both the 2016 Measure X Transportation Expenditure Plan (TEP) effort and the 2017 Countywide Transportation Plan (CTP). Both plans were developed under the leadership of the Contra Costa Transportation Authority (Authority). This particular activity, accessible transportation(1), was the subject of several comment letters from the Board of Supervisors and numerous conversations between County and Authority staff. During the TEP and CTP development, both the Authority Board and Staff were responsive and supportive of County comments relative to the ATS Plan. With the failure of Measure X, the draft CTP was amended in its final version (adopted in September 2017) to include the ATS Plan as an implementation task: APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: John Cunningham (925) 674-7833 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stephanie Mello, Deputy cc: C. 53 To:Board of Supervisors From:John Kopchik, Director, Conservation & Development Department Date:October 17, 2017 Contra Costa County Subject:2017-18 Caltrans Sustainable Communities Grant: Accessible Transportation Strategic Plan October 17, 2017 Contra Costa County Board of Supervisors 530 BACKGROUND: (CONT'D) Initiate the Accessible Transportation Service Strategic Plan To further support mobility opportunities for seniors and people with disabilities, the Authority will develop an Accessible Transportation Service (ATS) Strategic Plan. The plan will evaluate how accessible services are delivered by all agencies and where appropriate coordination can improve transportation services. The ATS Strategic Plan will also determine the investments and oversight of funding and identify timing, projects, service delivery options, administrative structure, and fund leverage opportunities. As expressed in the September 19, 2017 report to the Board of Supervisors ("ACCEPT the "Accessible Transit in Contra Costa County white paper") County staff began outreach efforts to responsible agencies to discuss initiation of the ATS Plan. During a meeting with Authority staff, the subject grant opportunity was discussed and staff from both agencies agreed to initiate a collaborative effort to seek grant funds to pay for the study. Both County and Authority staff agree that the Authority is best positioned to be the lead on the ATS Strategic Plan. The County will act in a support capacity to the Authority and be an active participant in the ATS Strategic Plan an grant application. The objective of this grant program is (excerpted from the attached grant program brochure): The grant specific objective of the Sustainable Communities Grants is to encourage local and regional multimodal transportation and land use planning that furthers the region’s Regional Transportation Plan (RTP)/Sustainable Communities Strategy (SCS) (where applicable), contributes to the State’s greenhouse gas reduction targets and other State goals, including but not limited to, the goals and best practices cited in the 2017 RTP Guidelines, addresses the needs of disadvantaged communities, and also assists in achieving the Caltrans Mission and Grant Program Overarching Objectives. Additional information on this grant program can be found in the grant guide available here: http://www.dot.ca.gov/hq/tpp/grants/1718/1_14SEP17_FinalSustainableCommunitiesGrantGuideFY2017-18.pdf (1) Accessible transportation, for the purposes of the grant, is defined as a range of transportation/transit and supportive services such as; Americans with Disabilities Act mandated public paratransit service, city/community programs, transportation provided by private non-profits, mobility management programs, volunteer based transportation programs, etc. CONSEQUENCE OF NEGATIVE ACTION: If authorization is not provided it may compromise the attractiveness of the application and result in a missed opportunity to receive funds under this grant program. ATTACHMENTS Caltrans Sustainable Communities Grant Brochure BOS to Caltrans - Draft Letter of Support - SusComm Grant: CCTA ATS Plan October 17, 2017 Contra Costa County Board of Supervisors 531 For more information, including eligible applicants, grant application guides, and required application templates, please visit our website at: www.dot.ca.gov/hq/tpp/grants.html Fiscal Year 2017-18 Senate Bill 1 Planning Grants Application Deadline: October 20, 2017 at 5:00 PM Caltrans Division of Transportation Planning On April 28, 2017, Governor Edmund G. Brown Jr. signed into law Senate Bill (SB) 1, the Road Repair and Accountability Act, a transportation funding bill that provides a reliable source of funds to maintain and integrate the State’s multimodal transportation system. Pursuant to SB 1, the California Department of Transportation (Caltrans) developed the Grant Application Guides for the new planning grant funding with input from four public workshops held in June and September 2017, approximately 200 comments on the Discussion Draft and Final Draft Grant Guides, and consultation with the California State Transportation Agency, California Air Resources Board, Governor’s Office of Planning and Research, Strategic Growth Council, and Department of Housing and Community Development. For Fiscal Year (FY) 2017-18, Caltrans will award approximately $31.89 million for the following SB 1 Planning Grants: Sustainable Communities Adaptation Planning NOTE: These grants are for transportation related planning, not for development of environmental documents , construction, or other ineligible activities identified in the grant application guides. Background Caltrans Provides a Safe, Sustainable, Integrated and Efficient Transportation System to Enhance California’s Economy and Livability. October 17, 2017Contra Costa County Board of Supervisors532 Sustainable Communities The grant specific objective of the Sustainable Communities Grants is to encourage local and regional multimodal transportation and land use planning that furthers the region’s Regional Transportation Plan (RTP)/Sustainable Communities Strategy (SCS) (where applicable), contributes to the State’s greenhouse gas reduction targets and other State goals, including but not limited to, the goals and best practices cited in the 2017 RTP Guidelines, addresses the needs of disadvantaged communities, and also assists in achieving the Caltrans Mission and Grant Program Overarching Objectives. Metropolitan Planning Organizations (MPOs) will receive $12.5 million in formula funds and an estimated $12.38 million in competitive grants is available for the FY 2017-18 grant cycle. The program requires a 11.47 % local match. Grants are available in amounts ranging from a minimum of $100,000 ($50,000 for disadvantaged communities) to a maximum of $1,000,000 (MPOs may only apply with sub-applicants for the competitive grants). Example Project Types (See the Grant Application Guide for an expanded list): Studies that advance a community’s effort to reduce transportation-related greenhouse gases Studies that assist transportation agencies in creating sustainable communities Planning for autonomous vehicles Adaptation Planning Climate change impacts – including increased wildfires, droughts, landslides, rising sea levels, floods, severe storms, heat waves, and impacts to wildlife – are occurring already and will only become more frequent and severe. Climate change adaptation planning anticipates and prepares for climate change impacts to reduce the damage from climate change and extreme weather events. This funding is intended to support planning actions at the local and regional levels that advance climate change adaptation efforts on the transportation system. An estimated $7 million in competitive grants is available for the FY 2017-18 grant cycle. The program requires an 11.47% local match. Grants are available in amounts ranging from a minimum of $100,000 to a maximum of $1,000,000. Applicants who have adaptation planning efforts underway as well as those who have not yet started adaptation work are encouraged to apply. Example Project Types: Climate vulnerability assessments Extreme weather event evacuation planning Resilience planning Transportation infrastructure adaptation plans Natural and green infrastructure planning Integration of transportation adaptation planning considerations into existing plans Key Dates Community to school studies or safe routes to school plans Studies that promote greater access between affordable housing and job centers Complete street plans Health and transportation studies, including health equity transportation studies and other plans that incorporate health Long range transportation plans for tribal governments Transit planning studies that evaluate accessibility and connectivity of the multimodal transportation network Studies that address environmental justice issues in a transportation-related context Land use planning activities in coordination with a transportation project Application Release: September 14, 2017 Applications Due via Email: October 20, 2017 at 5:00 PM Sustainable Communities Submissions: Regional.Planning.Grants@dot.ca.gov Adaptation Planning Submissions: Adaptation.Planning.Grants@dot.ca.gov Hard copies will not be accepted. Grant Announcements: December 2017 October 17, 2017Contra Costa County Board of Supervisors533 The Board of Supervisors County Administration Building 651 Pine Street, Room 106 Martinez, California 94553-1293 John Gioia, 1st District Candace Andersen, 2nd District Diane Burgis, 3rd District Karen Mitchoff, 4th District Federal D. Glover, 5th District October 17, 2017 Priscilla Martinez-Velez Sustainable Transportation Planning Grants Lead Office of Regional Planning, Division of Transportation Planning California Department of Transportation 1120 N Street, MS 32 Sacramento, CA 95814 Re: SUPPORT: Contra Costa Transportation Authority Sustainable Communities Planning Grant Accessible Transportation Strategic Plan Dear Ms. Martinez-Velez, On behalf of the Contra Costa County Board of Supervisors, I am writing in support of the Contra Costa Transportation Authority’s (Authority’s) grant application under the Sustainable Transportation Planning Grant Program for the Accessible Transportation Strategic Plan. The ATS Plan is a much- needed, comprehensive assessment of the broad range of accessible transportation services being provided in the County. The ATS Plan was included in two recent Authority planning efforts in which the County participated, the development of a Transportation Expenditure Plan for a new transportation sales tax and the 2017 update to the County’s Transportation Plan. Both efforts included expansive public outreach efforts and received substantial support from municipalities and a wide range of advocates. We believe the grant application is an excellent fit for this grant program reflecting several of the eligible project types of the Program including, “Transit planning studies that evaluate accessibility and connectivity of the multimodal transportation network” in addition to fulfilling the greenhouse gas reduction objectives. If you have any questions regarding this letter of support please contact John Cunningham in Transportation Planning, john.cunningham@dcd.cccounty.us, (925) 674-7833. Sincerely, Federal D. Glover, Chair Contra Costa County Board of Supervisors Supervisor, District I cc: Tom Butt, Chair – Contra Costa Transportation Authority Becky Frank, Senior Transportation Planner - Caltrans David Twa Clerk of the Board and County Administrator (925) 335-1900 Contra Costa County October 17, 2017 Contra Costa County Board of Supervisors 534 RECOMMENDATION(S): APPROVE and AUTHORIZE the County Administrator, or designee, to execute an amended Memorandum of Understanding (MOU), effective October 1, 2017, with the Contra Costa County Superior Court to make technical adjustments to the County's Enhanced Court Collections Program. FISCAL IMPACT: Under a qualifying Trial Court Funding Act enhanced collections program, costs may be deducted from collections of delinquent court-ordered fees, fines, forfeitures, penalties, and assessments before revenues are distributed to another government entity. The recommended action involves non-substantive technical adjustments that are not expected to result in any additional fiscal impact to the County. BACKGROUND: Since 1992, when the County established the Superior Court Collections Unit (CCU), the Superior Court has provided court collections services on behalf of the County. When the Superior Court was transferred to the State in 1997 under the Trial Court Funding Act, the CCU continued to provide court collection services on behalf of the County and the County has paid the Court annually for these services, as required by the Act. Penal Code section 1463.007 provides that counties which implement a comprehensive or “enhanced” collections program may recover their costs from the collection of delinquent court-ordered fees, fines, forfeitures, penalties, and assessments before revenues are distributed to another government entity. A comprehensive collection program must meet the following requirements: APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: JULIE ENEA (925) 335-1077 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 , County Administrator and Clerk of the Board of Supervisors By: Stephanie Mello, Deputy cc: C. 54 To:Board of Supervisors From:David Twa, County Administrator Date:October 17, 2017 Contra Costa County Subject:MEMORANDUM OF UNDERSTANDING WITH SUPERIOR COURT GOVERNING THE ENHANCED COURT COLLECTIONS PROGRAM October 17, 2017 Contra Costa County Board of Supervisors 535 BACKGROUND: (CONT'D) > • Be a separate and distinct revenue collection activity that identifies total collections received from qualifying accounts and their related operating costs; • Identify qualifying accounts as accounts receivable, which must be distinguished from forthwith payments; • Satisfy at least 10 of the 17 collection activity components identified in Penal Code section 1463.007; and • File a report of its activities once each year with the Judicial Council. The 17 potential collection activity components identified in the Penal Code are: 1. Monthly bill or account statements to all debtors. 2. Telephone contact with delinquent debtors to apprise them of their failure to meet payment obligations. 3. Issuance of warning letters to advise delinquent debtors of an outstanding obligation. 4. Requests for credit reports to assist in locating delinquent debtors. 5. Access to Employment Development Department employment and wage information. 6. The generation of monthly delinquent reports. 7. Participation in the Franchise Tax Board's Interagency Intercept Collections Program. 8. The use of Department of Motor Vehicle information to locate delinquent debtors. 9. The use of wage and bank account garnishments. 10. The imposition of liens on real property and proceeds from the sale of real property held by a title company. 11. The filing of a claim or the filing of objections to the inclusion of outstanding fines and forfeitures in bankruptcy proceedings. 12. Coordination with the probation department to locate debtors who may be on formal or informal probation. 13. The initiation of drivers' license suspension actions where appropriate. 14. The capability to accept credit card payments. 15. Participation in the Franchise Tax Board's Court-Ordered Debt Collections Program. 16. Contracting with one or more private debt collectors. 17. The use of local, regional, state, or national skip tracing or locator resources or services to locate delinquent debtors. A court or county that implements a comprehensive collection program must operate that program as a separate and distinct revenue collection activity. Such an activity is defined as one with the ability to identify and collect revenue of qualifying accounts and to document the related costs of collection on the qualifying accounts/revenue October 17, 2017 Contra Costa County Board of Supervisors 536 (delinquent accounts) on an ongoing basis. Failure to maintain separate and distinct revenue collection activity information may result in the disqualification of accounts collected by a court or county from inclusion in a comprehensive collection program. Once each year, a court or county that implements a comprehensive collection program must file a joint court-county report of program activities with the Judicial Council. The report is due on the first Monday of October. The report will present the activities of the program on a fiscal-year basis. The report will include, at a minimum, the dollar amount of revenues collected and distributed under the program, the related operating costs deducted from those revenues, and an accounting of accounts receivable activity for the same period. The Court and County filed the FY 2016-17 Collections Program Report, attached, with the Judicial Council on September 19, 2017. Penal Code section 1463.010 mandates that each superior court and county develop a cooperative plan to implement a collection program pursuant to Judicial Council guidelines. The Board of Supervisors approved the original MOU in November 2008. The original MOU was amended in 2011 and additional technical adjustments are recommended today to: Clarify the format of the monthly collections report provided by the Court to the County and require delivery of the report within 45 days of the end of each month ; Increase the period for County payment of Court invoices for collection of non-delinquent accounts from 30 to 45 days; Remove the fixed schedule of quarterly meetings between the County and the Court to monitor the progress of the collections program and provides that meetings will be held as needed. Modify the provision on confidentiality to recognize the County's obligations under the Public Records Act. CONSEQUENCE OF NEGATIVE ACTION: If a court or county does not establish a qualifying comprehensive collection program defined in Penal Code 1463.007, with the exception of allowable fees permitted by statute, costs may not be recovered from collections. ATTACHMENTS County/Court MOU on Enhanced Collection Services Court Agreement with Alliance One Contract Amendment with Alliance One Court Agreement with Franchise Tax Board October 17, 2017 Contra Costa County Board of Supervisors 537 Form Court-County Collections MOU Page 1 of 6 MEMORANDUM OF UNDERSTANDING FOR COLLECTION SERVICES, COUNTY OF CONTRA COSTA AND THE SUPERIOR COURT, COUNTY OF CONTRA COSTA This Memorandum of Understanding (“MOU”) is made as of October 1, 2017 (“Effective Date”) between the COUNTY OF CONTRA COSTA (“County”), a political subdivision of the State of California and the SUPERIOR COURT OF CALIFORNIA, COUNTY OF CONTRA COSTA (“Court”), an entity of the California Judicial Branch organized under Article VI of the California Constitution (individually, a “Party” and, collectively, the “Parties”). WHEREAS, California Penal Code Section 1463.010 requires the Court and the County to develop a cooperative plan to implement a collection program for the collection of fees, fines, forfeitures, penalties, and assessments incurred by a defendant in a criminal or traffic action or proceeding; and WHEREAS, the Court and the County have developed such a collection program (“Program”) and desire to clarify their respective rights and responsibilities regarding the Program, including enhanced collection services, by entering into this MOU. AGREEMENT NOW THEREFORE, the Parties agree as follows: A. COLLECTIONS PROGRAM 1. The Court will operate the Program for the collection of all fees, fines, forfeitures, penalties, and assessments arising from criminal or traffic actions or proceedings. The Court will also implement and operate the Program as a comprehensive collection program, as that term is defined in Penal Code Section 1463.007, for the collection of all delinquent fees, fines, forfeitures, penalties, and assessments arising from criminal or traffic actions or proceedings. 2. The Court will engage, with County’s consent, which consent will not be unreasonably withheld, one or more collections vendors (each, a “Vendor”) who have entered into a master agreement with the Judicial Council of California to perform collection services on certain accounts under the terms and conditions set forth in a master agreement between the Judicial Council and the Vendor (“Master Agreement”). The Court will provide the County with a copy of the Master Agreement and any other agreements and related amendments that the Court enters into with a Vendor. 3. The Court has entered into an agreement with the Franchise Tax Board to participate in its Court-Ordered Debt Collection program, and participates in the Interagency Intercept Collections program. The Court will provide the County a copy of the agreement October 17, 2017 Contra Costa County Board of Supervisors 538 Form Court-County Collections MOU Page 2 of 6 between the Court and Franchise Tax Board for the Court-Ordered Debt Collection program, and if applicable, the annual Intent to Participate Form for the Interagency Intercept Collections program. 4. The County will not knowingly accept full or partial payments on any accounts under the Program. If such payments are inadvertently received, the County will forward such payments to the Court when discovered. 5. The Court will provide the County with a monthly report indicating the amount of money collected under the Program during each month, in the format used by Court to meet its reporting requirements to the Judicial Council. The report will include (i) the gross amount of revenue collected, (ii) the gross amount of revenue attributable to delinquent, non-delinquent and victim restitutions collections, (iii) the amount Court has deducted as its allowable collection costs under Penal Code Section 1463.007, and (iv) the net amount of revenue to be distributed by the County. The Court will provide the report to the County no later than 45 calendar days after the end of the month for which the report is made. 6. The Court will deposit revenue collected under the Program, net of applicable deductions, with the County for distribution, according to California law and the regulations and guidelines of the Judicial Council and State Controller’s Office (“SCO”). The County will provide the agency fund and/or account numbers for revenue to be deposited, and the Court will report the amounts to be distributed to the various State and local agencies based on the fund and/or account numbers provided by the County and according to California law and the regulation and distribution guidelines of the Judicial Council and SCO. The County will then distribute revenue collected under the Program according to the distribution report provided by the Court. 7. The Court will collect and directly distribute victim restitution payments to victims and to the State Victim Compensation and Government Claims Board. 8. By August 1 of each year during which this MOU is in effect, the Court will provide to the County a report showing victim restitution payments deposited in the Court’s bank account in the prior calendar year that remain unclaimed. 9. Within 45 days of receipt of a monthly invoice, the County will reimburse the Court for (i) direct and indirect costs related to collection services for non-delinquent accounts receivable and installment plan accounts, (ii) direct and indirect costs related to collection and disbursement of victim restitution payments, (iii) mutually approved capital expenditures made from the Program, and (iv) the cost of all other collection activities performed by the Court on behalf of the County that are not allowable under Penal Code Section 1463.007 or California Rule of Court 10.810. None of these costs may be deducted from Program revenues. 10. When discharging court-ordered debt, the Court will comply with Government Code sections 25259.7 – 25259.95 and the Judicial Council guidelines. By August 1 of each year during which this MOU is in effect, the Court will provide the County a written report showing the accounts and amounts, if any, discharged in the prior fiscal year. October 17, 2017 Contra Costa County Board of Supervisors 539 Form Court-County Collections MOU Page 3 of 6 11. Each Party will provide the other with view-only access to its case management system on request and only as necessary for administrative purposes related to the implementation and continued operation of the Program. Each Party will bear its own costs for this access and each Party may deduct the costs of this access as permitted by Penal Code Section1463.007. 12. The Parties will work cooperatively to maximize revenue collections and the quality of customer service being provided. The Parties will each designate an employee to act as the contact person for each Party to facilitate the exchange of information and resolve any day-to-day issues. Additionally, the Parties will conduct management level meetings as needed. 13. The Parties will safeguard as confidential all information shared between the Parties to carry out the purpose of this MOU. Except as necessary under a collection agreement with a Vendor and as set forth herein, neither Party will disclose the information shared between the Parties to a third party without the prior written consent of the other Party, with the exception of (i) audits performed by the Judicial Council, the SCO, or other legally authorized agency, and (ii) requests made under the California Public Records Act (California Government Code section 6250, et seq.) or California Rule of Court 10.500. 14. The Parties will comply with the guidelines and standards approved from time to time by the Judicial Council of California in the operation of the Program. The Parties will develop a cooperative plan and a manual of operational policies and procedures as necessary to implement these guidelines and standards. The Parties will cooperate as necessary to complete reports to the Judicial Council on their collections program, on the schedule and in the form required by the Judicial Council. 15. The Parties will monitor and implement any changes or modifications to state laws and/or regulations affecting the Program and notify the other party of such change. B. ALLOWABLE DEDUCTIONS 1. Each Party may deduct from the revenue collected under the Program its allowable costs as provided in Penal Code Section 1463.007. The Court may deduct its allowable costs prior to its deposit of revenue with the County. The County may deduct its allowable costs prior to its distribution of such revenue. 2. Each Party’s obligations for collection efforts under the Program remain in effect notwithstanding that Party’s inability to deduct its costs related to the Program for any reason. Neither Party has any obligation to pay or reimburse the other party for any costs incurred by it in performing its obligations under this MOU without the prior agreement of both Parties. 3. If the operating costs for a given month exceed revenue collected, the excess costs may be carried forward within the same fiscal year, subject to guidelines promulgated by the Judicial Council and the SCO, until eligible revenues are available to fully recover the eligible costs. October 17, 2017 Contra Costa County Board of Supervisors 540 Form Court-County Collections MOU Page 4 of 6 C. TERM/TERMINATION 1. The term of this MOU will be for one year beginning on the Effective Date. This MOU will automatically renew for successive one year terms unless terminated by either Party in accordance with Section C.2 below. 2. Either Party may terminate this MOU by giving at least 90 calendar day notice to the other Party; provided, however, such termination will not be effective, and this MOU will remain in full force and effect, unless and until the Parties execute a new memorandum of understanding or other document setting forth their agreement on the operation of a subsequent collections program as required by Penal Code Section 1463.010. D. DISPUTE RESOLUTION If, after thirty (30) calendar days of negotiations, the Court and the County cannot resolve a dispute regarding the interpretation or performance of this MOU or cannot agree on a new collections program, either Party may request a meeting between the Court Executive Officer and County Administrator or designee for the purpose of resolving the dispute. If such meeting is requested, the meeting will be held within ten (10) days of the receipt of such request. If the meeting fails to occur or fails to resolve the dispute, the dispute will be submitted for non- binding mediation. If the mediation fails to resolve the dispute, either Party may request binding arbitration by a third party mutually agreed upon by the Administrative Director of the Judicial Council and the California State Association of Counties. Until the dispute is resolved, the Parties will continue to operate the Program as set forth in this MOU and perform and observe their respective responsibilities and rights hereunder. E. COMPLIANCE WITH AUDITS; RECORDS RETENTION REQUIREMENTS 1. The Parties will receive, reply to, and/or comply with any audit by an appropriate state audit agency that directly relates to this MOU or to funds to be handled or disbursed hereunder. The Parties will each maintain an accounting system and supporting fiscal records to comply with state audit requirements related to this MOU. The County will implement and follow the requirements set forth in the Information Practices Act of 1977 (California Civil Code section 1798 et seq.) with respect to all personal and confidential information accessed through the Court’s computer systems. 2. The Parties will maintain and preserve all records and documentation related to this MOU, including records related to billings and other financial records, in an accessible location and condition for a period of not less than five years after an account has been completely paid or until after an audit involving an account has been resolved, whichever is later. Each Party will adequately protect all records against fire or other damage. F. GENERAL PROVISIONS 1. Entire Agreement. This MOU constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all previous modifications, October 17, 2017 Contra Costa County Board of Supervisors 541 Form Court-County Collections MOU Page 5 of 6 agreements, proposals, negotiations, representations, and commitments, both oral and written, between the Parties. 2. Amendment. No addition to or alteration of the terms of this MOU will be valid unless made in the form of a written amendment that is formally approved and executed by the governing bodies of each of the Parties, or their respective authorized designees. 3. Further Assurances. Each Party agrees to cooperate with the other, and to execute and deliver, or cause to be executed and delivered, all such other instruments and documents, and to take all such other actions as may be reasonably requested of it from time to time, in order to effectuate the provisions and purposes of this MOU. 4. Waiver. Any waiver by either Party of the terms of this MOU must be in writing and executed by an authorized representative of the waiving party and will not be construed as a waiver of any succeeding breach of the same or other term of this MOU. 5. Severability. The provisions of this MOU are separate and severable. If any provision of this MOU shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not be affected or impaired thereby. Any such provision will be enforced to the maximum extent possible so as to effect the reasonable intent of the Parties and will be reformed without further action by the Parties to the extent necessary to make such provision valid and enforceable. 6. Independent Contractor. Each Party will be, and is, an independent contractor, and is not an employee or agent of the other Party, and neither Party nor any person engaged by a Party to perform the services described herein is covered by any employee benefit plans provided to the employee of the other Party. Each Party is liable for the acts and omissions of itself, its employees, its subcontractors and its agents. Nothing in this MOU will be construed as creating an employment or agency relationship between the Parties. Each Party will determine the method, details and means of performing its obligations under this MOU, including, without limitation, exercising full control over the employment, direction, compensation and discharge of all persons assisting the respective Party. Each Party will be solely responsible for all matters relating to the payment of its employees, including compliance with social security, withholding any and all employee benefits, and all regulations governing such matters. 7. Risk Allocation. It is the intention of both parties that neither will be responsible for the negligent and/or intentional acts and/or omissions of the other, or its judges, subordinate judicial officers, directors, officers, agents and employees. The Parties therefore disclaim in its entirety the pro rata risk allocation that could otherwise apply to this MOU pursuant to Government Code 895.6. Instead, pursuant to Government Code section 895.4, the Parties agree to use principles of comparative fault when apportioning any and all losses that may arise out of the performance of this MOU. 8. Counterparts. This MOU may be executed in counterparts, each of which is considered an original but all of which together shall constitute one instrument. October 17, 2017 Contra Costa County Board of Supervisors 542 Form Court-County Collections MOU Page 6 of 6 IN WITNESS WHEREOF, the Parties are executing this MOU as of the date first written above. SUPERIOR COURT OF COUNTY OF CONTRA COSTA CALIFORNIA, COUNTY OF CONTRA COSTA By: By: Jill Fannin David Twa Presiding Judge County Administrator APPROVED AS TO FORM: SHARON L. ANDERSON, County Counsel By: Deputy County Counsel October 17, 2017 Contra Costa County Board of Supervisors 543 October 17, 2017 Contra Costa County Board of Supervisors 544 October 17, 2017 Contra Costa County Board of Supervisors 545 October 17, 2017 Contra Costa County Board of Supervisors 546 October 17, 2017 Contra Costa County Board of Supervisors 547 October 17, 2017 Contra Costa County Board of Supervisors 548 October 17, 2017 Contra Costa County Board of Supervisors 549 October 17, 2017 Contra Costa County Board of Supervisors 550 October 17, 2017 Contra Costa County Board of Supervisors 551 October 17, 2017 Contra Costa County Board of Supervisors 552 October 17, 2017 Contra Costa County Board of Supervisors 553 October 17, 2017 Contra Costa County Board of Supervisors 554 October 17, 2017 Contra Costa County Board of Supervisors 555 October 17, 2017 Contra Costa County Board of Supervisors 556 October 17, 2017 Contra Costa County Board of Supervisors 557 October 17, 2017 Contra Costa County Board of Supervisors 558 October 17, 2017 Contra Costa County Board of Supervisors 559 October 17, 2017 Contra Costa County Board of Supervisors 560 October 17, 2017 Contra Costa County Board of Supervisors 561 October 17, 2017 Contra Costa County Board of Supervisors 562 October 17, 2017 Contra Costa County Board of Supervisors 563 October 17, 2017 Contra Costa County Board of Supervisors 564 October 17, 2017 Contra Costa County Board of Supervisors 565 October 17, 2017 Contra Costa County Board of Supervisors 566 October 17, 2017 Contra Costa County Board of Supervisors 567 October 17, 2017 Contra Costa County Board of Supervisors 568 October 17, 2017 Contra Costa County Board of Supervisors 569 October 17, 2017 Contra Costa County Board of Supervisors 570 October 17, 2017 Contra Costa County Board of Supervisors 571 October 17, 2017 Contra Costa County Board of Supervisors 572 October 17, 2017 Contra Costa County Board of Supervisors 573 October 17, 2017 Contra Costa County Board of Supervisors 574 October 17, 2017 Contra Costa County Board of Supervisors 575 October 17, 2017 Contra Costa County Board of Supervisors 576 October 17, 2017 Contra Costa County Board of Supervisors 577 October 17, 2017 Contra Costa County Board of Supervisors 578 October 17, 2017 Contra Costa County Board of Supervisors 579 October 17, 2017 Contra Costa County Board of Supervisors 580 October 17, 2017 Contra Costa County Board of Supervisors 581 October 17, 2017 Contra Costa County Board of Supervisors 582 October 17, 2017 Contra Costa County Board of Supervisors 583 October 17, 2017 Contra Costa County Board of Supervisors 584 October 17, 2017 Contra Costa County Board of Supervisors 585 October 17, 2017 Contra Costa County Board of Supervisors 586 October 17, 2017 Contra Costa County Board of Supervisors 587 October 17, 2017 Contra Costa County Board of Supervisors 588 RECOMMENDATION(S): Adopt Position Adjustment Resolution No. 22095 to add one (1) full-time Graphic Designer (5HWB) (represented) position at salary plan and grade ZM5-1190 ($3,873 - $4,708) in the Health Services Department. FISCAL IMPACT: Upon approval, there is an annual cost of approximately $95,369, which includes estimated pension costs of $19,473. The cost will be offset with budgeted funds from the County's General Fund (33%) and Third Party Funding (67%) from several divisions within Health Services. BACKGROUND: The Health Services Department is requesting to add one Graphic Designer position to its Community Education and Information (CEI) Unit within the Public Health Division. The CEI Unit is currently using a temporary agency employee to complete the necessary work. A full-time permanent Graphic Designer position is needed to provide ongoing generation of public information and related media activities for several divisions in the Health Services Department. CONSEQUENCE OF NEGATIVE ACTION: If this action is not approved, the Health Services Department will not have adequate staffing to meet the demand of the increasing and ongoing need for the distribution of public information and other media related activities. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Melissa Carofanello, (925) 957-5248 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Melissa Carofanello C. 55 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Add One Permanent Full-Time Graphic Designer Position in the Health Services Department October 17, 2017 Contra Costa County Board of Supervisors 589 AGENDA ATTACHMENTS P300 No. 22095 HSD MINUTES ATTACHMENTS Signed P300 22095 October 17, 2017 Contra Costa County Board of Supervisors 590 POSITION ADJUSTMENT REQUEST NO. 22095 DATE 5/9/2017 Department No./ Department HEALTH SERVICES Budget Unit No. 0450 Org No. 5842 Agency No. A18 Action Requested: Add one full time Graphic Designer (5HWB) (represented) position in the Health Services - Public Health Division. Proposed Effective Date: 5/23/2017 Classification Questionnaire attached: Yes No / Cost is within Department’s budget: Yes No Total One-Time Costs (non-salary) associated with request: $0.00 Estimated total cost adjustment (salary / benefits / one time): Total annual cost $95,369.26 Net County Cost $31,471.86 Total this FY $15,894.88 N.C.C. this FY $5,245.31 SOURCE OF FUNDING TO OFFSET ADJUSTMENT 33% General Fund, 67% Third Party Funding Department must initiate necessary adjustment and submit to CAO. Use additional sheet for further explanations or comments. Melissa Carofanello ______________________________________ (for) Department Head REVIEWED BY CAO AND RELEASED TO HUMAN RESOURCES DEPARTMENT Enid Mendoza 05/30/2017 ___________________________________ ________________ Deputy County Administrator Date HUMAN RESOURCES DEPARTMENT RECOMMENDATIONS DATE 9/19/2017 Add one Graphic Designer position in Health Services Public Health Divisi on. Amend Resolution 71/17 establishing positions and resolutions allocating classes to the Basic / Exempt salary schedule. Effective: Day following Board Action. (Date) LaShonda Smith 9/19/2017 ___________________________________ ________________ (for) Director of Human Resources Date COUNTY ADMINISTRATOR RECOMMENDATION: DATE 10/6/2017 Approve Recommendation of Director of Human Resources Disapprove Recommendation of Director of Human Resources Enid Mendoza Other: ____________________________________________ ___________________________________ (for) County Administrator BOARD OF SUPERVISORS ACTION: David J. Twa, Clerk of the Board of Supervisors Adjustment is APPROVED DISAPPROVED and County Administrator DATE BY APPROVAL OF THIS ADJUSTMENT CONSTITUTES A PERSONNEL / SALARY RESOLUTION AMENDMENT POSITION ADJUSTMENT ACTION TO BE COMPLETED BY HUMAN RESOURCES DEPARTMENT FOLLOWING BOARD ACTION Adjust class(es) / position(s) as follows: P300 (M347) Rev 3/15/01 October 17, 2017 Contra Costa County Board of Supervisors 591 REQUEST FOR PROJECT POSITIONS Department Date 10/6/2017 No. 1. Project Positions Requested: 2. Explain Specific Duties of Position(s) 3. Name / Purpose of Project and Funding Source (do not use acronyms i.e. SB40 Project or SDSS Funds) 4. Duration of the Project: Start Date End Date Is funding for a specified period of time (i.e. 2 years) or on a year-to-year basis? Please explain. 5. Project Annual Cost a. Salary & Benefits Costs: b. Support Costs: (services, supplies, equipment, etc.) c. Less revenue or expenditure: d. Net cost to General or other fund: 6. Briefly explain the consequences of not filling the project position(s) in terms of: a. potential future costs d. political implications b. legal implications e. organizational implications c. financial implications 7. Briefly describe the alternative approaches to delivering the services which you have considered. Indicate why these alternatives were not chosen. 8. Departments requesting new project positions must submit an updated cost benefit analysis of each project position at the halfway point of the project duration. This report is to be submitted to the Human Resources Department, which will forward the report to the Board of Supervisors. Indicate the date that your cost / benefit analysis will be submitted 9. How will the project position(s) be filled? a. Competitive examination(s) b. Existing employment list(s) Which one(s)? c. Direct appointment of: 1. Merit System employee who will be placed on leave from current job 2. Non-County employee Provide a justification if filling position(s) by C1 or C2 USE ADDITIONAL PAPER IF NECESSARY October 17, 2017 Contra Costa County Board of Supervisors 592 October 17, 2017 Contra Costa County Board of Supervisors 593 RECOMMENDATION(S): ADOPT Position Adjustment Resolution No. 22148 to reallocate the salary on the salary schedule for the classification of Surgical Technologist (VT7B) at salary plan and grade TAX 1174 from ($3,802 - $4,856) to salary plan and grade TAX 1174 ($4,563 - $5,827) in the Health Services Department. (Represented) FISCAL IMPACT: Upon approval, this action has an annual cost of approximately $119,899 with pension costs of $28,955 already included. This cost is offset entirely with Hospital Enterprise Fund I revenues. BACKGROUND: Over the past five years, the Department has experienced significant turnover due to the low salary of the Surgical Technologist class. In comparison to other similar health agencies within the Bay Area, Contra Costa County currently falls 25% below the market median as per the Department's findings. This requested salary adjustment is necessary to place the County slightly below the median in order to be competitive, fill vacancies, and retain employees. Since November 2016, the Department's continuous recruitment efforts have not been successful as positions remain vacant. The salary reallocation is essential to attract qualified candidates and retain competent staff as the Department cannot continue to serve as a training ground for surgical technologists. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Jo-Anne Linares, (925) 957-5240 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Jo-Anne Linares C. 56 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Reallocate Classification of Surgical Technologist on the Salary Schedule in the Health Services Department October 17, 2017 Contra Costa County Board of Supervisors 594 CONSEQUENCE OF NEGATIVE ACTION: If this action is not approved, the Contra Costa Regional Medical Center and Health Centers will not be able to attract and retain staff which will adversely impact patient care services. AGENDA ATTACHMENTS P300 No. 22148 HSD MINUTES ATTACHMENTS Signed P300 22148 October 17, 2017 Contra Costa County Board of Supervisors 595 POSITION ADJUSTMENT REQUEST NO. 22148 DATE 8/2/2017 Department No./ Department Health Services Budget Unit No. 0540 Org No. 6330 Agency No. A18 Action Requested: Reallocate the classification of Surgical Technologist (VT7B) on the salary schedule at salary plan and grade level TAX 1174 ($4,563.34 - $5,827.57) in the Health Services Department. Proposed Effective Date: Classification Questionnaire attached: Yes No / Cost is within Department’s budget: Yes No Total One-Time Costs (non-salary) associated with request: $0.00 Estimated total cost adjustment (salary / benefits / one time): Total annual cost $119,899.00 Net County Cost Total this FY $99,915.00 N.C.C. this FY SOURCE OF FUNDING TO OFFSET ADJUSTMENT 100% Hospital Enterprise Fund I Department must initiate necessary adjustment and submit to CAO. Use additional sheet for further explanations or comments. Jo-Anne Linares ______________________________________ (for) Department Head REVIEWED BY CAO AND RELEASED TO HUMAN RESOURCES DEPARTMENT Enid Mendoza 9/15/2017 ___________________________________ ________________ Deputy County Administrator Date HUMAN RESOURCES DEPARTMENT RECOMMENDATIONS DATE 10/3/2017 ADOPT Position Adjustment Resolution No. 22148 to reallocate the classification of Surgical Technologist (VT7B) in salary plan and grade TAX 1174 from $3,802.78 - $4,856.31 to $4,563.34 - $5,827.57 on the salary schedule in the Health Services Department. (Represented) Amend Resolution 71/17 establishing positions and resolutions allocating classes to the Basic / Exempt salary schedule. Effective: Day following Board Action. (Date) Mary Jane De Jesus-Saepharn 10/3/2017 ___________________________________ ________________ (for) Director of Human Resources Date COUNTY ADMINISTRATOR RECOMMENDATION: DATE 10/10/2017 Approve Recommendation of Director of Human Resources Disapprove Recommendation of Director of Human Resources Enid Mendoza Other: ____________________________________________ ___________________________________ (for) County Administrator BOARD OF SUPERVISORS ACTION: David J. Twa, Clerk of the Board of Supervisors Adjustment is APPROVED DISAPPROVED and County Administrator DATE BY APPROVAL OF THIS ADJUSTMENT CONSTITUTES A PERSONNEL / SALARY RESOLUTION AMENDMENT POSITION ADJUSTMENT ACTION TO BE COMPLETED BY HUMAN RESOURCES DEPARTMENT FOLLOWING BOARD ACTION Adjust class(es) / position(s) as follows: P300 (M347) Rev 3/15/01 October 17, 2017 Contra Costa County Board of Supervisors 596 REQUEST FOR PROJECT POSITIONS Department Date 10/10/2017 No. xxxxxx 1. Project Positions Requested: 2. Explain Specific Duties of Position(s) 3. Name / Purpose of Project and Funding Source (do not use acronyms i.e. SB40 Project or SDSS Funds) 4. Duration of the Project: Start Date End Date Is funding for a specified period of time (i.e. 2 years) or on a year-to-year basis? Please explain. 5. Project Annual Cost a. Salary & Benefits Costs: b. Support Costs: (services, supplies, equipment, etc.) c. Less revenue or expenditure: d. Net cost to General or other fund: 6. Briefly explain the consequences of not filling the project position(s) in terms of: a. potential future costs d. political implications b. legal implications e. organizational implications c. financial implications 7. Briefly describe the alternative approaches to delivering the services which you have considered. Indicate why these alternatives were not chosen. 8. Departments requesting new project positions must submit an updated cost benefit analysis of each project position at the halfway point of the project duration. This report is to be submitted to the Human Resources Department, which will forward the report to the Board of Supervisors. Indicate the date that your cost / benefit analysis will be submitted 9. How will the project position(s) be filled? a. Competitive examination(s) b. Existing employment list(s) Which one(s)? c. Direct appointment of: 1. Merit System employee who will be placed on leave from current job 2. Non-County employee Provide a justification if filling position(s) by C1 or C2 USE ADDITIONAL PAPER IF NECESSARY October 17, 2017 Contra Costa County Board of Supervisors 597 October 17, 2017 Contra Costa County Board of Supervisors 598 RECOMMENDATION(S): ADOPT Position Adjustment Resolution No. 22165 to add one (1) Administrative Analyst Project (APW1) (represented) position at the salary plan and grade Z25 1277 ($5,0663.94 - $6,1582.31) in the Public Defender's Office. FISCAL IMPACT: Upon approval this action has an annual cost of approximately $94,956.06. The cost of this position is covered by funding through Stand Together CoCo (Rapid Response immigration assistance). 50% AB109 Public Safety Realignment funds, 50% Restricted Donation revenue BACKGROUND: Per Board approval for Stand together CoCo, the Public Defender Office was granted a position of Administrative Analyst- Project to assist with administration of the project and manage immigration cases. CONSEQUENCE OF NEGATIVE ACTION: If this action is not approved, the department will not have adequate staff to manage the new immigration cases, and may adversely impact administrative needs of the project. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Donna Broussard, (925) 335-8065 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Donna Broussard C. 57 To:Board of Supervisors From:Robin Lipetzky, Public Defender Date:October 17, 2017 Contra Costa County Subject:Add one Administrative-Analyst Project Position in the Public Defender's Office October 17, 2017 Contra Costa County Board of Supervisors 599 CHILDREN'S IMPACT STATEMENT: No impact. AGENDA ATTACHMENTS P300 No. 22165 MINUTES ATTACHMENTS Signed P300 22165 October 17, 2017 Contra Costa County Board of Supervisors 600 POSITION ADJUSTMENT REQUEST NO. 22165 DATE 9/20/2017 Department No./ Department Public Defender Budget Unit No. 0243 Org No. 2909 Agency No. 43 Action Requested: ADOPT Position Adjustment Resolution No. 22165 to add one (1) Administrative Analyst Project (APW1) (represented) position at the salary plan and grade Z25 1277 ($5,0663.94 - $6,1582.31) in the Public Defender's Office: Proposed Effective Date: 10/1/2017 Classification Questionnaire attached: Yes No / Cost is within Department’s budget: Yes No Total One-Time Costs (non-salary) associated with request: $0.00 Estimated total cost adjustment (salary / benefits / one time): Total annual cost $94,956.06 Net County Cost $94,956.06 Total this FY $23,739.03 N.C.C. this FY $23,739.03 SOURCE OF FUNDING TO OFFSET ADJUSTMENT Stand Together CoCo Grant Department must initiate necessary adjustment and submit to CAO. Use additional sheet for further explanations or comments. Robin Lipetzky ______________________________________ (for) Department Head REVIEWED BY CAO AND RELEASED TO HUMAN RESOURCES DEPARTMENT Hang Nguyen for Timothy Ewell 9/20/2017 ___________________________________ ________________ Deputy County Administrator Date HUMAN RESOURCES DEPARTMENT RECOMMENDATIONS DATE 10/4/2017 Add one (1) Administrative Analyst Project (APW1) (represented) position at the salary plan and grade Z25 1277 ($5,0663.94 - $6,1582.31) in the Public Defender's Office. Amend Resolution 71/17 establishing positions and resolutions allocating classes to the Basic / Exempt salary schedule. Effective: Day following Board Action. (Date) Amanda Monson 10/4/2017 ___________________________________ ________________ (for) Director of Human Resources Date COUNTY ADMINISTRATOR RECOMMENDATION: DATE 10/10/2017 Approve Recommendation of Director of Human Resources Disapprove Recommendation of Director of Human Resources Timothy M. Ewell Other: ____________________________________________ ___________________________________ (for) County Administrator BOARD OF SUPERVISORS ACTION: David J. Twa, Clerk of the Board of Supervisors Adjustment is APPROVED DISAPPROVED and County Administrator DATE BY APPROVAL OF THIS ADJUSTMENT CONSTITUTES A PERSONNEL / SALARY RESOLUTION AMENDMENT POSITION ADJUSTMENT ACTION TO BE COMPLETED BY HUMAN RESOURCES DEPARTMENT FOLLOWING BOARD ACTION Adjust class(es) / position(s) as follows: P300 (M347) Rev 3/15/01 October 17, 2017 Contra Costa County Board of Supervisors 601 REQUEST FOR PROJECT POSITIONS Department Date 10/10/2017 No. xxxxxx 1. Project Positions Requested: 2. Explain Specific Duties of Position(s) 3. Name / Purpose of Project and Funding Source (do not use acronyms i.e. SB40 Project or SDSS Funds) 4. Duration of the Project: Start Date End Date Is funding for a specified period of time (i.e. 2 years) or on a year-to-year basis? Please explain. 5. Project Annual Cost a. Salary & Benefits Costs: b. Support Costs: (services, supplies, equipment, etc.) c. Less revenue or expenditure: d. Net cost to General or other fund: 6. Briefly explain the consequences of not filling the project position(s) in terms of: a. potential future costs d. political implications b. legal implications e. organizational implications c. financial implications 7. Briefly describe the alternative approaches to delivering the services which you have considered. Indicate why these alternatives were not chosen. 8. Departments requesting new project positions must submit an updated cost benefit analysis of each project position at the halfway point of the project duration. This report is to be submitted to the Human Resources Department, which will forward the report to the Board of Supervisors. Indicate the date that your cost / benefit analysis will be submitted 9. How will the project position(s) be filled? a. Competitive examination(s) b. Existing employment list(s) Which one(s)? c. Direct appointment of: 1. Merit System employee who will be placed on leave from current job 2. Non-County employee Provide a justification if filling position(s) by C1 or C2 USE ADDITIONAL PAPER IF NECESSARY October 17, 2017 Contra Costa County Board of Supervisors 602 October 17, 2017 Contra Costa County Board of Supervisors 603 RECOMMENDATION(S): ADOPT Position Adjustment Resolution No. 22168 to retitle and job code change to the classification of Health Plan Director of Contracting (VRGE) (represented) to Health Services Director of Contracting (VAGF) (represented) and add one full-time position at salary grade ZA5-1970 ($8,385-$10,192) in the Health Services Department. FISCAL IMPACT: Upon approval of this action, there will be an approximate annual salary and benefit cost of $227,515. This cost will be fully offset by Hospital Enterprise Fund I. BACKGROUND: In 2008, the Health Services Department eliminated the Health Plan Director of Contracting position due to budget cuts; however, the duties and responsibilities associated with the classification were shifted to the Health Services Finance Division. The Department is now requesting to revise and re-title the existing classification in order to accurately reflect the organizational structure of where the job function currently resides. The new position is responsible for planning, organizing, and directing the Department's contract management and related operational activities which will include ensuring contracts and its processes meet all regulatory standards and requirements. The Department intends to recruit and fill the position once the resolution is approved. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Dorette McCollumn, (925) 957-5240 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Dorette McCollumn C. 58 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Retitle the Health Plan Director of Contracting Classification to Health Services Director of Contracting and Add One Postion in Health Services October 17, 2017 Contra Costa County Board of Supervisors 604 CONSEQUENCE OF NEGATIVE ACTION: If this action is not approved, the Department will not have sufficient staff nor the appropriate classification overseeing contract management in its Finance Division. AGENDA ATTACHMENTS P300 No. 22168 HSD MINUTES ATTACHMENTS Signed P300 22168 October 17, 2017 Contra Costa County Board of Supervisors 605 POSITION ADJUSTMENT REQUEST NO. 22168 DATE 9/26/2017 Department No./ Department HEALTH SERVICES - Finance Division Budget Unit No. 0540 Org No. 6567 Agency No. A18 Action Requested: Retitle and job code change to the classification of Health Plan Director of Contracting (VRGE) to Health Services Director of Contracting (VAGF) and add one full-time position in the Health Services Department. Proposed Effective Date: 10/11/2017 Classification Questionnaire attached: Yes No / Cost is within Department’s budget: Yes No Total One-Time Costs (non-salary) associated with request: $0.00 Estimated total cost adjustment (salary / benefits / one time): Total annual cost $186,164.47 Net County Cost $0.00 Total this FY $108,595.93 N.C.C. this FY $0.00 SOURCE OF FUNDING TO OFFSET ADJUSTMENT 100% Hospital Enterprise Fund I Department must initiate necessary adjustment and submit to CAO. Use additional sheet for further explanations or comments. Dorette McCollumn ______________________________________ (for) Department Head REVIEWED BY CAO AND RELEASED TO HUMAN RESOURCES DEPARTMENT Susan Smith 9/28/2017 ___________________________________ ________________ Deputy County Administrator Date HUMAN RESOURCES DEPARTMENT RECOMMENDATIONS DATE 10/11/2017 Retitle the class of Health Plan Director of Contracting (VRGE) (represented) to Health Services Director of Contracting (VAGF) (represented) and add one position Amend Resolution 71/17 establishing positions and resolutions allocating classes to the Basic / Exempt salary schedule. Effective: Day following Board Action. (Date) LaShonda Smith 10/11/2017 ___________________________________ ________________ (for) Director of Human Resources Date COUNTY ADMINISTRATOR RECOMMENDATION: DATE 10/11/2017 Approve Recommendation of Director of Human Resources Disapprove Recommendation of Director of Human Resources Enid Mendoza Other: ____________________________________________ ___________________________________ (for) County Administrator BOARD OF SUPERVISORS ACTION: David J. Twa, Clerk of the Board of Supervisors Adjustment is APPROVED DISAPPROVED and County Administrator DATE BY APPROVAL OF THIS ADJUSTMENT CONSTITUTES A PERSONNEL / SALARY RESOLUTION AMENDMENT POSITION ADJUSTMENT ACTION TO BE COMPLETED BY HUMAN RESOURCES DEPARTMENT FOLLOWING BOARD ACTION Adjust class(es) / position(s) as follows: P300 (M347) Rev 3/15/01 October 17, 2017 Contra Costa County Board of Supervisors 606 REQUEST FOR PROJECT POSITIONS Department Date 10/11/2017 No. 1. Project Positions Requested: 2. Explain Specific Duties of Position(s) 3. Name / Purpose of Project and Funding Source (do not use acronyms i.e. SB40 Project or SDSS Funds) 4. Duration of the Project: Start Date End Date Is funding for a specified period of time (i.e. 2 years) or on a year-to-year basis? Please explain. 5. Project Annual Cost a. Salary & Benefits Costs: b. Support Costs: (services, supplies, equipment, etc.) c. Less revenue or expenditure: d. Net cost to General or other fund: 6. Briefly explain the consequences of not filling the project position(s) in terms of: a. potential future costs d. political implications b. legal implications e. organizational implications c. financial implications 7. Briefly describe the alternative approaches to delivering the services which you have considered. Indicate why these alternatives were not chosen. 8. Departments requesting new project positions must submit an updated cost benefit analysis of each project position at the halfway point of the project duration. This report is to be submitted to the Human Resources Department, which will forward the report to the Board of Supervisors. Indicate the date that your cost / benefit analysis will be submitted 9. How will the project position(s) be filled? a. Competitive examination(s) b. Existing employment list(s) Which one(s)? c. Direct appointment of: 1. Merit System employee who will be placed on leave from current job 2. Non-County employee Provide a justification if filling position(s) by C1 or C2 USE ADDITIONAL PAPER IF NECESSARY October 17, 2017 Contra Costa County Board of Supervisors 607 October 17, 2017 Contra Costa County Board of Supervisors 608 RECOMMENDATION(S): ADOPT Position Adjustment Resolution No. 22169 to establish the classification of County Compliance and HIPAA Privacy Officer-Exempt (AJD2) at salary plan and grade level B85 1973 ($8,405 - $10,216) and add one (1) full-time position in the Health Services Department. FISCAL IMPACT: Upon approval, this action has an annual cost of approximately $27,465 with pension costs of $6,632 already included. This cost will be fully offset with Hospital Enterprise Fund I revenue. BACKGROUND: Per the Board Resolution adopted on April 9, 2003, the Board of Supervisors designated Contra Costa County as a hybrid entity for purposes of complying with the Health Insurance Portability and Accountability Act (HIPAA) as multiple County departments are affected. The Board also assigned the HIPAA Privacy Officer in Health Services to oversee HIPAA compliance within affected areas throughout Contra Costa County. The Department is requesting to establish the classification of County Compliance and HIPAA Privacy Officer-Exempt and add one position. This classification will combine the Health Services Department's Compliance Officer and the County's HIPAA Privacy Officer positions into one. The incumbent to the position will develop, administer and manage the County's overall privacy APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS Contact: Jo-Anne Linares, (925) 957-5246 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: , Deputy cc: Jo-Anne Linares, Dorette McCollumn C. 59 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Establish the Classification of County Compliance and HIPAA Privacy Officer-Exempt and Add One Full-Time Position October 17, 2017 Contra Costa County Board of Supervisors 609 BACKGROUND: (CONT'D) program to ensure and maintain the County is in compliance with federal and state laws related to privacy, security, confidentiality, and protection of information resources and health care information. The County Compliance and HIPAA Privacy Officer will also administer a county-wide privacy training program and serve as the primary contact to receive and direct concerns to the appropriate stakeholder for investigation and resolution. The Department is requesting to exempt this classification from the Merit System due to its high level of authority and directly reporting to the Health Services Director. CONSEQUENCE OF NEGATIVE ACTION: If this action is not approved, there is not an appropriate classification to ensure the County's HIPAA standards are in compliance with federal and state regulations. CHILDREN'S IMPACT STATEMENT: CLERK'S ADDENDUM A meet and confer meeting will be held with the union. This matter is RELISTED to a future date uncertain. ATTACHMENTS P300 No. 22169 HSD October 17, 2017 Contra Costa County Board of Supervisors 610 POSITION ADJUSTMENT REQUEST NO. 22169 DATE 9/27/2017 Department No./ Department Health Services Budget Unit No. 0540 Org No. 6549 Agency No. A18 Action Requested: Establish the classification of Health Services Compliance and County HIPAA Privacy Officer-Exempt and allocate it on salary schedule at salary plan and grade level B85-1972 ($8,405 - $10,216), and add one full-time position in the Health Services Department. Proposed Effective Date: Classification Questionnaire attached: Yes No / Cost is within Department’s budget: Yes No Total One-Time Costs (non-salary) associated with request: $0.00 Estimated total cost adjustment (salary / benefits / one time): Total annual cost $27,465.48 Net County Cost Total this FY $18,310.32 N.C.C. this FY SOURCE OF FUNDING TO OFFSET ADJUSTMENT 100% Hospital Enterprise Fund I Department must initiate necessary adjustment and submit to CAO. Use additional sheet for further explanations or comments. Jo-Anne Linares ______________________________________ (for) Department Head REVIEWED BY CAO AND RELEASED TO HUMAN RESOURCES DEPARTMENT Enid Mendoza 09/28/2017 ___________________________________ ________________ Deputy County Administrator Date HUMAN RESOURCES DEPARTMENT RECOMMENDATIONS DATE 10/11/2017 Establish the classification of County Compliance and HIPAA Privacy Officer-Exempt (AJD2) at salary plan and grade B85 1973 and add one position Amend Resolution 71/17 establishing positions and resolutions allocating classes to the Basic / Exempt salary schedule. Effective: Day following Board Action. (Date) Gladys Scott Reid 10/11/2017 ___________________________________ ________________ (for) Director of Human Resources Date COUNTY ADMINISTRATOR RECOMMENDATION: DATE 10/11/2017 Approve Recommendation of Director of Human Resources Disapprove Recommendation of Director of Human Resources Enid Mendoza Other: ____________________________________________ ___________________________________ (for) County Administrator BOARD OF SUPERVISORS ACTION: David J. Twa, Clerk of the Board of Supervisors Adjustment is APPROVED DISAPPROVED and County Administrator DATE BY APPROVAL OF THIS ADJUSTMENT CONSTITUTES A PERSONNEL / SALARY RESOLUTION AMENDMENT POSITION ADJUSTMENT ACTION TO BE COMPLETED BY HUMAN RESOURCES DEPARTMENT FOLLOWING BOARD ACTION Adjust class(es) / position(s) as follows: P300 (M347) Rev 3/15/01 October 17, 2017 Contra Costa County Board of Supervisors 611 REQUEST FOR PROJECT POSITIONS Department Date 10/11/2017 No. xxxxxx 1. Project Positions Requested: 2. Explain Specific Duties of Position(s) 3. Name / Purpose of Project and Funding Source (do not use acronyms i.e. SB40 Project or SDSS Funds) 4. Duration of the Project: Start Date End Date Is funding for a specified period of time (i.e. 2 years) or on a year-to-year basis? Please explain. 5. Project Annual Cost a. Salary & Benefits Costs: b. Support Costs: (services, supplies, equipment, etc.) c. Less revenue or expenditure: d. Net cost to General or other fund: 6. Briefly explain the consequences of not filling the project position(s) in terms of: a. potential future costs d. political implications b. legal implications e. organizational implications c. financial implications 7. Briefly describe the alternative approaches to delivering the services which you have considered. Indicate why these alternatives were not chosen. 8. Departments requesting new project positions must submit an updated cost benefit analysis of each project position at the halfway point of the project duration. This report is to be submitted to the Human Resources Department, which will forward the report to the Board of Supervisors. Indicate the date that your cost / benefit analysis will be submitted 9. How will the project position(s) be filled? a. Competitive examination(s) b. Existing employment list(s) Which one(s)? c. Direct appointment of: 1. Merit System employee who will be placed on leave from current job 2. Non-County employee Provide a justification if filling position(s) by C1 or C2 USE ADDITIONAL PAPER IF NECESSARY October 17, 2017 Contra Costa County Board of Supervisors 612 RECOMMENDATION(S): ADOPT Position Adjustment Resolution No. 22171 to: add: - Seven (7) full-time Diagnostic Imaging Technologist II (V8VB) positions at salary plan and grade level TC5-1738 ($7,323 - $8,901); - Three (3) full-time Ultrasound Technologist II (V8TB) positions at salary plan and grade level TC5-1846 ($8,899 - $10,817); and cancel: - Two (2) vacant Diagnostic Imaging Technologist I (V8WC) positions #14041 and #16812; - Five (5) vacant Senior Radiologic Technologist (V8VA) positions #7618, #7828, #8226, #16602 and #16814; - One (1) vacant Ultrasound Technologist I (V8VD) position #14467; and - Two (2) vacant Ultrasound Technologist II (V8TB) positions #14466 and #10837 in the Health Services Department. (Represented) FISCAL IMPACT: Upon approval, this action has an annual cost of approximately $99,854 with pension costs already included. This cost will be offset entirely by Hospital Enterprise Fund I revenues. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Jo-Anne Linares, (925) 957-5240 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C. 60 To:Board of Supervisors From:William Walker, M.D., Health Services Date:October 17, 2017 Contra Costa County Subject:Add and Cancel Permanent Positions in the Health Services Department October 17, 2017 Contra Costa County Board of Supervisors 613 BACKGROUND: The Health Services Department recently re-structured its Diagnostic Imaging Services Unit by establishing the classification series of Diagnostic Imaging Technologist I, II, III-A and III-B to recognize the multiple modalities and special procedures performed at the Contra Costa Regional Medical Center and Health Centers, and to address retention and recruitment issues. This multi-tiered series and practice has been an industry standard and Contra Costa may be the last to adopt it. The new classification structure created different levels each distinguished by certification requirements for the performance of diagnostic imaging procedures, such as: x-ray, fluoroscopy, mammography, computed tomography (CT Scan) or magnetic resonance imaging (MRI). In addition, it presented an internal promotional opportunity for those who achieved the required higher level certifications for special procedures. The Department is requesting to cancel a total ten (10) vacant diagnostic imaging and ultrasound positions, mostly in a permanent intermittent status, and add 10 diagnostic imaging and ultra sound technologist permanent full-time benefited positions in order to attract and retain permanent employees. CONSEQUENCE OF NEGATIVE ACTION: If this action is not approved, the Contra Costa Regional Medical Center will not have the appropriate staffing to provide diagnostic imaging services which will adversely impact patient care services. AGENDA ATTACHMENTS P300 No. 22171 HSD MINUTES ATTACHMENTS Signed P300 22171 October 17, 2017 Contra Costa County Board of Supervisors 614 POSITION ADJUSTMENT REQUEST NO. 22171 DATE 10/3/2017 Department No./ Department Health Services Budget Unit No. 0540 Org No. 6355 Agency No. A18 Action Requested: Add the following full-time perm positions: 7 Diagnostic Imaging Technologist II (V8VB) and 3 Ultrasound Technologist II (V8TB), and cancel the following vacant positions: 2 Diagnostic Imaging Technologist I (V8WC) (#14041 &16812), 5 Senior Radiologic Technologist (V8WA) (#7618, 7828, 8226,16602, 16814), 1 Ultrasound Technologist I (V8VD) (14467), and 2 Ultrasound Technologist II (V8TB) (14466 & 10837) positions. Proposed Effective Date: 10/18/2017 Classification Questionnaire attached: Yes No / Cost is within Department’s budget: Yes No Total One-Time Costs (non-salary) associated with request: $0.00 Estimated total cost adjustment (salary / benefits / one time): Total annual cost $99,854.00 Net County Cost $0.00 Total this FY $66,569.00 N.C.C. this FY $0.00 SOURCE OF FUNDING TO OFFSET ADJUSTMENT 100% Hospital Enterprise Fund I Department must initiate necessary adjustment and submit to CAO. Use additional sheet for further explanations or comments. Jo-Anne Linares ______________________________________ (for) Department Head REVIEWED BY CAO AND RELEASED TO HUMAN RESOURCES DEPARTMENT Susan Smith 10/4/17 ___________________________________ ________________ Deputy County Administrator Date HUMAN RESOURCES DEPARTMENT RECOMMENDATIONS DATE Exempt from Human Resources review under delegated authority. Amend Resolution 71/17 establishing positions and resolutions allocating classes to the Basic / Exempt salary schedule. Effective: Day following Board Action. (Date) ___________________________________ ________________ (for) Director of Human Resources Date COUNTY ADMINISTRATOR RECOMMENDATION: DATE 10/11/2017 Approve Recommendation of Director of Human Resources Disapprove Recommendation of Director of Human Resources Enid Mendoza Other: Approve as recommended by the Department. ___________________________________ (for) County Administrator BOARD OF SUPERVISORS ACTION: David J. Twa, Clerk of the Board of Supervisors Adjustment is APPROVED DISAPPROVED and County Administrator DATE BY APPROVAL OF THIS ADJUSTMENT CONSTITUTES A PERSONNEL / SALARY RESOLUTION AMENDMENT POSITION ADJUSTMENT ACTION TO BE COMPLETED BY HUMAN RESOURCES DEPARTMENT FOLLOWING BOARD ACTION Adjust class(es) / position(s) as follows: P300 (M347) Rev 3/15/01 October 17, 2017 Contra Costa County Board of Supervisors 615 REQUEST FOR PROJECT POSITIONS Department Date 10/11/2017 No. xxxxx 1. Project Positions Requested: 2. Explain Specific Duties of Position(s) 3. Name / Purpose of Project and Funding Source (do not use acronyms i.e. SB40 Project or SDSS Funds) 4. Duration of the Project: Start Date End Date Is funding for a specified period of time (i.e. 2 years) or on a year-to-year basis? Please explain. 5. Project Annual Cost a. Salary & Benefits Costs: b. Support Costs: (services, supplies, equipment, etc.) c. Less revenue or expenditure: d. Net cost to General or other fund: 6. Briefly explain the consequences of not filling the project position(s) in terms of: a. potential future costs d. political implications b. legal implications e. organizational implications c. financial implications 7. Briefly describe the alternative approaches to delivering the services which you have considered. Indicate why these alternatives were not chosen. 8. Departments requesting new project positions must submit an updated cost benefit analysis of each project position at the halfway point of the project duration. This report is to be submitted to the Human Resources Department, which will forward the report to the Board of Supervisors. Indicate the date that your cost / benefit analysis will be submitted 9. How will the project position(s) be filled? a. Competitive examination(s) b. Existing employment list(s) Which one(s)? c. Direct appointment of: 1. Merit System employee who will be placed on leave from current job 2. Non-County employee Provide a justification if filling position(s) by C1 or C2 USE ADDITIONAL PAPER IF NECESSARY October 17, 2017 Contra Costa County Board of Supervisors 616 October 17, 2017 Contra Costa County Board of Supervisors 617 RECOMMENDATION(S): ADOPT Position Adjustment Resolution No. 22170 to reallocate the salary on the salary schedule for the Law Clerk III (2YTA) (unrepresented) classification from salary plan and grade F85 1168 ($3,538) to F85 1168 ($4,333) as recommended by the County Administrator. FISCAL IMPACT: Upon approval, this action will result in annual costs of approximately $13,447. (100% General Fund) BACKGROUND: The base salary for this classifications is not competitive enough to recruit and retain staff. In reviewing the salaries of like positions in other Bay Area counties, the County Administrator's Office found Contra Costa County’s compensation in the legal field is significantly below market. The Department is requesting to reallocate the salary of the Law Clerk III classifications in order to compete with only other counties. CONSEQUENCE OF NEGATIVE ACTION: If this action is not approved, the County will be negatively impacted due to the difficulty to attract and recruit candidates. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Timothy Ewell, (925) 335-1036 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C. 61 To:Board of Supervisors From:David Twa, County Administrator Date:October 17, 2017 Contra Costa County Subject:Reallocate the salary for the Law Clerk III (2YTA) classification October 17, 2017 Contra Costa County Board of Supervisors 618 CHILDREN'S IMPACT STATEMENT: None. AGENDA ATTACHMENTS P300 22170 Reallocate Salary Sachedule Law Clerk III MINUTES ATTACHMENTS Signed P300 22170 October 17, 2017 Contra Costa County Board of Supervisors 619 POSITION ADJUSTMENT REQUEST NO. 22170 DATE 10/2/2017 Department No./ Department Various Departments Budget Unit No. VAR Org No. VAR Agency No. VAR Action Requested: ADOPT Position Adjustment Resolution No. 22170 to reallocate the salary schedule, F85 1168 ($3538.14) of the Law Clerk III -Exempt (2YTA) classification, to reflect a salary increase of 22%. Proposed Effective Date: 10/1/2017 Classification Questionnaire attached: Yes No / Cost is within Department’s budget: Yes No Total One-Time Costs (non-salary) associated with request: $0.00 Estimated total cost adjustment (salary / benefits / one time): Total annual cost $13,447.57 Net County Cost $13,447.57 Total this FY $10,085.67 N.C.C. this FY $10,085.67 SOURCE OF FUNDING TO OFFSET ADJUSTMENT Costs will be absorbed by departments utilizing class Department must initiate necessary adjustment and submit to CAO. Use additional sheet for further explanations or comments. Hang Nguyen ______________________________________ (for) Department Head REVIEWED BY CAO AND RELEASED TO HUMAN RESOURCES DEPARTMENT Timothy Ewell 10/3/2017 ___________________________________ ________________ Deputy County Administrator Date HUMAN RESOURCES DEPARTMENT RECOMMENDATIONS DATE 10/11/2017 ADOPT Position Adjustment Resolution No. 22170 to reallocate the salary plan and grade F85 1168 from $3,538.14 to $ 4,333.33, of the Law Clerk III (2YTA) (unrepresented) classification. Amend Resolution 71/17 establishing positions and resolutions allocating classes to the Basic / Exempt salary schedule. Effective: Day following Board Action. (Date) Mary Jane De Jesus-Saepharn 10/11/2017 ___________________________________ ________________ (for) Director of Human Resources Date COUNTY ADMINISTRATOR RECOMMENDATION: DATE Approve Recommendation of Director of Human Resources Disapprove Recommendation of Director of Human Resources Other: ____________________________________________ ___________________________________ (for) County Administrator BOARD OF SUPERVISORS ACTION: David J. Twa, Clerk of the Board of Supervisors Adjustment is APPROVED DISAPPROVED and County Administrator DATE BY APPROVAL OF THIS ADJUSTMENT CONSTITUTES A PERSONNEL / SALARY RESOLUTION AMENDMENT POSITION ADJUSTMENT ACTION TO BE COMPLETED BY HUMAN RESOURCES DEPARTMENT FOLLOWING BOARD ACTION Adjust class(es) / position(s) as follows: P300 (M347) Rev 3/15/01 October 17, 2017 Contra Costa County Board of Supervisors 620 REQUEST FOR PROJECT POSITIONS Department Date 10/11/2017 No. xxxxx 1. Project Positions Requested: 2. Explain Specific Duties of Position(s) 3. Name / Purpose of Project and Funding Source (do not use acronyms i.e. SB40 Project or SDSS Funds) 4. Duration of the Project: Start Date End Date Is funding for a specified period of time (i.e. 2 years) or on a year-to-year basis? Please explain. 5. Project Annual Cost a. Salary & Benefits Costs: b. Support Costs: (services, supplies, equipment, etc.) c. Less revenue or expenditure: d. Net cost to General or other fund: 6. Briefly explain the consequences of not filling the project position(s) in terms of: a. potential future costs d. political implications b. legal implications e. organizational implications c. financial implications 7. Briefly describe the alternative approaches to delivering the services which you have considered. Indicate why these alternatives were not chosen. 8. Departments requesting new project positions must submit an updated cost benefit analysis of each project position at the halfway point of the project duration. This report is to be submitted to the Human Resources Department, which will forward the report to the Board of Supervisors. Indicate the date that your cost / benefit analysis will be submitted 9. How will the project position(s) be filled? a. Competitive examination(s) b. Existing employment list(s) Which one(s)? c. Direct appointment of: 1. Merit System employee who will be placed on leave from current job 2. Non-County employee Provide a justification if filling position(s) by C1 or C2 USE ADDITIONAL PAPER IF NECESSARY October 17, 2017 Contra Costa County Board of Supervisors 621 October 17, 2017 Contra Costa County Board of Supervisors 622 RECOMMENDATION(S): APPROVE and AUTHORIZE the Interim Public Works Director, or designee, to execute on behalf of the County, a lease between the County, as tenant, and the City of Brentwood, as landlord, for a portion of the City-owned property located at 9100 Brentwood Blvd., Brentwood for an initial term of ten years at $2,000 per month during the initial term. AUTHORIZE the Interim Public Works Director, or designee, to exercise any options to extend the lease beyond its initial ten-year term. FISCAL IMPACT: The lease will obligate the County to pay a rent of $24,000 per year during the initial ten-year term. The lease includes a work letter that describes improvements to be made to the building and the parking lot to accommodate County personnel at the site. Under the work letter, the County is obligated to spend up to $248,800 on the improvements, which will be carried out by the City. (100% Sheriff-Coroner) BACKGROUND: The Office of the Sheriff's Delta Patrol station is currently housed in the old Oakley Library. The current site is inadequate for the Sheriff’s needs. In addition APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Stacey Sinclair (925) 313-2130 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stephanie Mello, Deputy cc: C. 62 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Execute a Lease Agreement with the City of Brentwood for the Sheriff-Coroner Department. October 17, 2017 Contra Costa County Board of Supervisors 623 BACKGROUND: (CONT'D) to not being centrally located in East County, it is in a state of disrepair. Moving the Sheriff's Delta Patrol Station to the Brentwood Police Department building will provide a modern, clean and professional work environment that is ideally located for service to all East County residents. The relocation will also allow for a collaborative approach to policing in East County, as it will provide an excellent opportunity for Sheriff's Office Deputies to work closely with Brentwood PD Officers to exchange area information and crime trends. The lease has an initial term of ten years with fixed rents and two 5-year renewal options, also with fixed rents. The tenant improvements and the new parking lot for the Sheriff will provide adequate space for operations and for all the Sheriff vehicles assigned in East County. The County has agreed to front the funds for the tenant improvements inside the building and the new parking lot. Any amounts that are advanced and not used will be refunded to the County. CONSEQUENCE OF NEGATIVE ACTION: Failure to approve the lease will result in having to find new space for Sheriff-Coroner Department, which may result in higher costs to the County. October 17, 2017 Contra Costa County Board of Supervisors 624 RECOMMENDATION(S): APPROVE and AUTHORIZE additional funding in the amount of $200,000 under the 4-year lease term signed on July 11, 2017, for 3,412 square feet of office space located at 190 E. 4th Street, Pittsburg, for use by the Supervisor, District V, as recommended by the Interim Public Works Director. AUTHORIZE and direct the Auditor’s Department to pay for total funding for County’s share of constructing tenant improvements, architectural costs, communications, furniture and fixtures, fire and safety systems, security, signage, moving expenses, and staff time. FISCAL IMPACT: The County’s share of the cost of tenant improvements will not exceed $400,000. (100% General Fund.) BACKGROUND: On July 11, 2017, the Board of Supervisors approved a 4-year lease term for the relocation of District V Supervisor. The Board initially approved $200,000 in funding for this project. The lessor is providing the County with tenant improvement allowance of $100,000. Any costs in excess of that amount would be the responsibility of the County. The initial bid for constructing these premises came in at $729,864 but was APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: David Silva, (925) 313-2132 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stephanie Mello, Deputy cc: C. 63 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Approve additional funding for relocation of District V Supervisor to 190 E. 4th Street, Pittsburg. October 17, 2017 Contra Costa County Board of Supervisors 625 BACKGROUND: (CONT'D) later reduced to $334,545. This additional funding will cover higher tenant improvement costs ($43,000), architectural expenses ($40,000), communication costs ($32,000), furniture and fixtures ($30,000), fire and safety systems ($18,550), security ($5,000), signage ($5,000), moving expenses ($7,500), staff time ($18,000) and will complete the project with the relocation of the Supervisor’s office. CONSEQUENCE OF NEGATIVE ACTION: If this additional funding is not approved, the lease will have to be terminated through negotiations resulting in additional expenses already incurred for this project. October 17, 2017 Contra Costa County Board of Supervisors 626 RECOMMENDATION(S): APPROVE and AUTHORIZE the Interim Public Works Director, or designee, to execute on behalf of the County, the attached Indemnification Agreement by and between Central Contra Costa Solid Waste Authority and Contra Costa County. Countywide. FISCAL IMPACT: $25,000 will be received from the Central Contra Costa Solid Waste Authority for enhanced roadside illegal dumping pickup from unincorporated County roads within the CCCSWA service area upon execution of the Indemnification Agreement. BACKGROUND: The County is a member entity of the Central Contra Costa Solid Waste Authority (CCCSWA) which was created for limited and specific purposes related to solid waste, hauling, recycling, reduction and related statutory compliance. As a result of the collection and processing of recyclables, the CCCSWA accumulated reserves in an account known as the Diversion Incentive Fund (DIF). The CCCSWA requires the APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Joe Yee, 925.313-2104 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C. 64 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Indemnification Agreement by and between Central Contra Costa Solid Waste Authority and Contra Costa County October 17, 2017 Contra Costa County Board of Supervisors 627 BACKGROUND: (CONT'D) indemnification agreement be approved by the Board of Supervisors as a condition of receiving DIF monies to provide enhanced roadside illegal dumping pickup from unincorporated County roads within the CCCSWA service area. CONSEQUENCE OF NEGATIVE ACTION: Enhanced roadside pickups will not happen. ATTACHMENTS Indemnification Agreement October 17, 2017 Contra Costa County Board of Supervisors 628 INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”), dated as of ______________________, 2017 (the “Effective Date”), is between the CENTRAL CONTRA COSTA SOLID WASTE AUTHORITY (“Authority”), a California joint powers authority, and the COUNTY OF CONTRA COSTA, a political subdivision of the State of California (“County”). The parties hereto may be referred to individually as a “Party” and collectively as the “Parties.” RECITALS A. Authority is a joint powers authority. The cities of Lafayette, Orinda and Walnut Creek, the towns of Danville and Moraga, and County are members of Authority (collectively “Member Agencies”). B. Authority was created for limited and specific purposes related to solid waste handling, recycling and reduction. C. Authority has established a reserve account known as the Diversion Incentive Fund (“DIF”), which maintains surplus revenues generated by Authority through contractual arrangements for the processing and sale of recyclables (“Funds”). D. On April 28, 2016, Authority’s Board of Directors (“Board”) adopted Resolution No. 2016-03, establishing a written policy for the distribution of Funds from the DIF to Member Agencies, entitled “Use of Authority Funds Allocated to Member Agencies” (“Policy”). E. Under the Policy, all Funds distributed from the DIF to a Member Agency must be used by the Member Agency for “efforts concerning the handling and disposal of the solid waste stream as may be beneficial to constituents of the Member Agencies” (“Authority Purposes”). F. On April 27, 2017, the Board authorized the distribution of Funds totaling $25,000 from the DIF to County to pay costs related to the collection of items illegally disposed of in public areas within unincorporated areas of Authority and the County may in the future request additional distributions of Funds from its DIF. G. Under the Policy, a member agency receiving Funds from the DIF must agree to indemnify and defend Authority from third party claims arising out of or related to the use of the Funds. NOW, THEREFORE, for good and valuable consideration, including but not limited to the agreements contained herein, the receipt and sufficiency of which is hereby acknowledged, Authority and County agree as follows: 1. Indemnification. To the fullest extent permitted by law, County shall defend with counsel acceptable to the Authority, and indemnify Authority, from and against any and all liabilities, actions, suits, proceedings, claims, demands, losses, costs and expenses, including reasonable attorneys’ fees October 17, 2017 Contra Costa County Board of Supervisors 629 and costs (collectively, “Liability”) incurred by Authority as a result of a third party claim arising out of or related to County’s use of Funds distributed from the DIF to County, except to the extent such Liability is caused by the active negligence or willful misconduct of Authority, and provided the aggregate cost to County of the Liability does not exceed the amount of the Funds distributed from the DIF to County. Authority shall promptly notify County of any third party claim subject to this indemnification and defense obligation and provide its full cooperation in the defense thereof. 2. Release of Claims. Authority hereby releases and forever discharges County from any and all actions, causes of action, suits, claims or demands (“Claims”) for reimbursement of the Funds, or any portion thereof, except for Claims arising solely from County’s use of Funds distributed from the DIF in a manner inconsistent with Authority Purposes. 3. Interpretation of this Agreement. This Agreement represents the entire understanding of the Parties as to the subject matter of this Agreement. No prior oral or written understanding is of any force or effect with respect to the matters covered by this Agreement. This Agreement may not be interpreted for or against any Party by reason of the fact that such Party may have drafted this Agreement or any of its provisions. 4. Amendment. This Agreement may not be modified or amended except by a writing signed by both Parties. 5. Waiver. No waiver of any of the provisions of this Agreement is binding unless it is in the form of a writing signed by the Party providing the waiver, and no such waiver will operate as a waiver of any other provisions of this Agreement (whether or not similar), nor will such waiver constitute a continuing waiver. Except as specifically provided in this Agreement, no failure to exercise, or delay in exercising, any right or remedy under this Agreement constitutes a waiver thereof. 6. Notices. All notices, demands and other communications required or permitted under this Agreement are to be made in writing and will be deemed to have been duly given if delivered by hand or sent by certified or registered mail or overnight courier and addressed as follows: If to Authority: Central Contra Costa Solid Waste Authority Attention: Executive Director 1850 Mt. Diablo Blvd., Ste. 320 Walnut Creek, California 94596 October 17, 2017 Contra Costa County Board of Supervisors 630 If to County: County of Contra Costa Public Works Department Attention: Public Works Director 255 Glacier Drive Martinez, CA 94553 The Parties are signing this Agreement as of the Effective Date. COUNTY OF CONTRA COSTA By:____________________________ Brian M. Balbas Interim Public Works Director Date:__________________ Approved as to Form: Sharon L. Anderson County Counsel By: _____________________________ Deputy County Counsel CENTRAL CONTRA COSTA SOLID WASTE AUTHORITY By:_______________________________ Ken Etherington Executive Director Date:____________________ Approved as to Form: By:_____________________________ Counsel for the Authority C:\Downloads\CCCSWA Indemnity Agreement - CoCoCo revisions.docx October 17, 2017 Contra Costa County Board of Supervisors 631 RECOMMENDATION(S): APPROVE and AUTHORIZE the Agricultural Commissioner, or designee, to execute a contract containing modified indemnification language in an amount not to exceed $18,000 from East Bay Regional Park District (District) to provide noxious weed control services in Wildcat Canyon Regional Park for the period January 1, 2017 through December 31, 2018. FISCAL IMPACT: This agreement will reimburse the Agriculture Department in an amount not to exceed $18,000 for noxious weed control services in East Bay Regional Park District parks. There is no County match of funds, nor grant monies involved. BACKGROUND: The Agriculture Department (Department) shall supply appropriate products to spray noxious weeds, as identified, with the use of backpack sprayers, all-terrain vehicles and/or boom truck sprayers to those East Bay Regional Park District (District) parks within the jurisdiction and operation of the Department. The noxious weed control services are limited to those locations where noxious weeds have been located, identified and pose a public, economic, environmental, or recreational nuisance. It is the responsibility of the Department to use products approved by the District's Integrated Pest Management Department and that their use is in compliance with all Federal and State laws and regulations governing pesticides. The performance or service of noxious weed control services will be within normal business hours. This agreement has an indemnification clause and is retroactive to January 1, 2017. Services will be provided within Wildcat Canyon Regional Park for the period January 1, 2017 through December 31, 2018. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: 646-5250 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C. 65 To:Board of Supervisors From:Matt Slattengren Date:October 17, 2017 Contra Costa County Subject:EAST BAY REGIONAL PARK DISTRICT SPECIAL SERVICE AGREEMENT - WILDCAT CANYON REGIONAL PARK October 17, 2017 Contra Costa County Board of Supervisors 632 CONSEQUENCE OF NEGATIVE ACTION: If not approved, the Department would have a loss of revenue and possible expansion of noxious weeds into Contra Costa County. October 17, 2017 Contra Costa County Board of Supervisors 633 RECOMMENDATION(S): APPROVE and AUTHORIZE the Agricultural Commissioner, or designee, to execute an agreement containing modified indemnification language and accept reimbursement in an amount not to exceed $5,000 from East Bay Regional Park District (EBRPD) to provide noxious weed control services on the FRB Property within the District for the period January 1, 2017 through December 31, 2018. FISCAL IMPACT: This agreement will reimburse the Agriculture Department in an amount not to exceed $5,000 for noxious weed control. There is no County match of funds, nor grant monies involved. BACKGROUND: The Agriculture Department (Department) shall supply appropriate products to spray noxious weeds, as identified, with the use of backpack sprayers, all-terrain vehicle and/or boom truck sprayers to those East Bay Regional Park District (District) parks within the jurisdiction and operation of the Department. The noxious weed control services are limited to those locations where noxious weeds have been located, identified and pose a public, economic, environmental, or recreational nuisance. It is the responsibility of the Department to use products approved by the District's Integrated Pest Management (IPM) department and that their use in compliance with all Federal and State laws and regulations governing pesticides. The performance or service of noxious weed control services will be within normal business hours. This agreement has a modified indemnification clause and is retroactive to January 1, 2017. Services will be provided on the FRB Property within the District for the period January 1, 2017 through December 31, 2018. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: 646-5250 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C. 66 To:Board of Supervisors From:Matt Slattengren Date:October 17, 2017 Contra Costa County Subject:EAST BAY REGIONAL PARK DISTRICT SPECIAL SERVICE AGREEMENT - FRB PROPERTY October 17, 2017 Contra Costa County Board of Supervisors 634 CONSEQUENCE OF NEGATIVE ACTION: If not approved, the Department would have a loss of revenue and possible spread of noxious weeds into Contra Costa County. October 17, 2017 Contra Costa County Board of Supervisors 635 RECOMMENDATION(S): APPROVE and AUTHORIZE the Agricultural Commissioner, or designee, to execute an agreement containing modified indemnification language and accept reimbursement in an amount not to exceed $8,000 from East Bay Regional Park District (District) to provide noxious weed control services in Black Diamond Mines Regional Preserve within the District for the period January 1, 2017 through December 31, 2018. FISCAL IMPACT: This agreement will reimburse the Agriculture Department in an amount not to exceed $8,000 for noxious weed control services. There is no County match of funds, nor grant monies involved. BACKGROUND: The Agriculture Department (Department) shall supply appropriate products to spray noxious weeds, as identified, with the use of backpack sprayers, all-terrain vehicles and/or boom truck sprayers to those East Bay Regional Park District (District) parks within the jurisdiction and operation of the Department. The noxious weed control services are limited to those locations where noxious weeds have been located, identified and pose a public, economic, environmental, or recreational nuisance. It is the responsibility of the Department to use products approved by the District's Integrated Pest Management (IPM) department and that their use is in compliance with all Federal and State laws and regulations governing pesticides. The performance or service of noxious weed control services will be within normal business hours. This agreement has an indemnification clause and is retroactive to January 1, 2017. Services will be provided in the Black Diamond Mines Regional Preserve of the District for the period January 1, 2017 through December 31, 2018 APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: 646-5250 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C. 67 To:Board of Supervisors From:Matt Slattengren Date:October 17, 2017 Contra Costa County Subject:EAST BAY REGIONAL PARK DISTRICT SPECIAL SERVICE AGREEMENT - BLACK DIAMOND MINES REGIONAL PRESERVE October 17, 2017 Contra Costa County Board of Supervisors 636 CONSEQUENCE OF NEGATIVE ACTION: If not approved, the Department would have a loss of revenue, and possible spread of noxious weeds in Contra Costa County October 17, 2017 Contra Costa County Board of Supervisors 637 RECOMMENDATION(S): APPROVE and AUTHORIZE the Sheriff-Coroner, or designee, to execute a contract amendment with the Alameda-Contra Costa Transit District (AC Transit), including modified indemnification language, to pay the County an additional $1,484,430, from $11,118,070 to $12,602,500, to provide law enforcement services with no change in term. FISCAL IMPACT: 100% funded by the Alameda-Contra Costa Transit District. BACKGROUND: The Office of the Sheriff provides law enforcement services for the Alameda – Contra Costa Transit District (AC Transit) for the protection of the facilities, bus stops, equipment, employees, and patrons. The Office of the Sheriff respond to incidents occurring onboard AC Transit buses, at bus stops, and other AC Transit properties set forth in the Contract. CONSEQUENCE OF NEGATIVE ACTION: The Sheriff's Office will not be authorized to execute the amended contract. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Sandra Brown, 925-335-1553 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C. 68 To:Board of Supervisors From:David O. Livingston, Sheriff-Coroner Date:October 17, 2017 Contra Costa County Subject:Law Enforcement Services October 17, 2017 Contra Costa County Board of Supervisors 638 CHILDREN'S IMPACT STATEMENT: No impact. October 17, 2017 Contra Costa County Board of Supervisors 639 RECOMMENDATION(S): APPROVE and AUTHORIZE the Employment and Human Services Director, or designee, to accept supplemental grant funding from the U.S. Department of Justice, Office of Violence Against Women, in an amount not to exceed $1,200,000 increasing the total grant funding from $784,787 to $1,984,787 for the Domestic Violence Homicide Prevention Demonstration Initiative, Lethality Assessment Program for the period October 1, 2017 through September 30, 2018. FISCAL IMPACT: County to receive supplemental grant funding in an amount not to exceed $1,200.000 which will bring the total grant amount up to not to exceed $1,984,787 from the U.S Department of Justice, Office of Violence Against Woman (100% Federal) (No County match) BACKGROUND: Funding in the amount of $784,787 was awarded to Employment and Human Services, Zero Tolerance for Domestic Violence by the U. S. Department of Justice, Office of Domestic Violence Against Women for the Domestic Violence Prevention Demonstration Initiative and Lethality Assessment Program for the period October 1, 2016 through September 30, 2018. In September 2017, the APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Elaine Burres 925-608-4960 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C. 69 To:Board of Supervisors From:Kathy Gallagher, Employment & Human Services Director Date:October 17, 2017 Contra Costa County Subject:U.S. Department of Justice, Office of Violence Against Women Grant, Supplemental Funding October 17, 2017 Contra Costa County Board of Supervisors 640 BACKGROUND: (CONT'D) Employment and Human Services Department, Zero Tolerance for Domestic Violence, was notified by the Department of Justice, Office of Violence Against Women of a supplemental grant award in the amount of $1,200,000. The Department of Justice, Office of Violence Against Women, was created to build capacity of local jurisdictions to improve identification of and provision of services for domestic violence victims who are at risk of lethality and to improve the monitoring of high risk offenders. The additional funding will continue and expand the Lethality Assessment Program, County participation in the Demonstration Initiative, and the ongoing evaluation process. CONSEQUENCE OF NEGATIVE ACTION: Without additional funding, services could not be expanded. October 17, 2017 Contra Costa County Board of Supervisors 641 RECOMMENDATION(S): APPROVE and AUTHORIZE the Agricultural Commissioner, or designee, to execute an agreement containing modified indemnification language and accept reimbursement in an amount not to exceed $15,000 from East Bay Regional Park District (District) to provide noxious weed control services in District parks and associated land bank areas within Contra Costa County (with the exception of Black Diamond Mines, Wildcat Canyon, and FRB Property) for the period January 1, 2017 through December 31, 2018. FISCAL IMPACT: This agreement will reimburse the Agriculture Department in an amount not to exceed $15,000 for noxious weed control services in East Bay Regional Park District parks. There is no County match of funds, nor grant money involved. The amount has been anticipated and budgeted for FY 17/18. BACKGROUND: The Agriculture Department (Department) shall supply appropriate product to spray noxious weeds, as identified, with the use of backpack sprayers, all-terrain vehicles and/or boom truck sprayers to those East Bay Regional Park District (District) parks within the jurisdiction and operation of the Department. The noxious weed control services are limited to those locations where noxious weeds have been located, identified and pose a public, economic, environmental or recreational nuisance. It is the responsibility of the Department to use products approved by District's Integrated Pest Management (IPM) department and that their use is in compliance with all APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: 646-5250 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C. 70 To:Board of Supervisors From:Matt Slattengren Date:October 17, 2017 Contra Costa County Subject:EAST BAY REGIONAL PARK DISTRICT SPECIAL SERVICE AGREEMENT - VARIOUS PROPERTIES October 17, 2017 Contra Costa County Board of Supervisors 642 BACKGROUND: (CONT'D) Federal and State laws and regulations governing pesticides. The performance or service of noxious weed control services will be within normal business hours. This agreement has a modified indemnification clause and is retroactive to January 1, 2017. Services will be provided at District parks and associated land bank areas (with the exception of Black Diamond Mines, Wildcat Canyon, and FRB Property) for the period January 1, 2017 through December 31, 2018. CONSEQUENCE OF NEGATIVE ACTION: In not approved, the Department would have a loss of revenue, and the possible spread of noxious weeds into Contra Costa County. October 17, 2017 Contra Costa County Board of Supervisors 643 RECOMMENDATION(S): APPROVE and AUTHORIZE the Employment & Human Services Department Director, or designee, to execute a revenue agreement amendment and accept additional payment in the amount of $175,532 from the California Department of Education for Alternative Payment Childcare Services Programs operated by Contra Costa County with no change to term July 1, 2017 through June 30, 2018. FISCAL IMPACT: With this amendment, the Employment and Human Services Department will receive $175,532 in Federal funds passed through the State Department of Education. Including this amendment, the total contract amount is $1,516,260. No County match. 56% Federal /CFDA # 93.596 ($854,445) 44% State ($661,815) State: CAPP 7010 / Amend 1 County: 29-212-29 APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: CSB (925) 681-6304 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Nelly Ige, Haydee Ilan C. 71 To:Board of Supervisors From:Kathy Gallagher, Employment & Human Services Director Date:October 17, 2017 Contra Costa County Subject:2017-18 California Department of Education Alternative Payment Childcare Services Contract Amendment 1 October 17, 2017 Contra Costa County Board of Supervisors 644 BACKGROUND: The Employment and Human Services Department (Department) was notified by the California Department of Education on June 13, 2017 of the County's 2017-18 allocation for the Alternative Payment Childcare Services Program. The Alternative Payment Childcare Services Program provides funding for program eligible families to receive services. Priority is given to families who interface with Child Protective Services; families with children at-risk of abuse and neglect; low-income families; and families with children who have special needs. The Board of Supervisors approved receipt of 2017-18 funding at its July 11, 2017 (C.53) meeting. This amendment is to increase the payment limit as additional funds were awarded by the State. CONSEQUENCE OF NEGATIVE ACTION: If not approved, County will not receive additional funding to operate this childcare program. CHILDREN'S IMPACT STATEMENT: The Employment & Human Services Department Community Services Bureau supports three of Contra Costa County’s community outcomes - Outcome 1: “Children Ready for and Succeeding in School,” Outcome 3: “Families that are Economically Self-sufficient,” and, Outcome 4: “Families that are Safe, Stable, and Nurturing.” These outcomes are achieved by offering comprehensive services, including high quality early childhood education, nutrition, and health services to low-income children throughout Contra Costa County. October 17, 2017 Contra Costa County Board of Supervisors 645 RECOMMENDATION(S): AUTHORIZE the Auditor-Controller to issue a warrant in the amount of $20,000 to Earth Island Institute from Park Dedication Trust Account 8136 2757 03620 to help expand the current Urban Garden and the development of the Mira Vista Garden Education Center at Mira Vista Elementary School. The project is located at 6397 Hazel Avenue in unincorporated East Richmond Heights. FISCAL IMPACT: No impact on the General Fund, 100% Park Dedication Fund, Account 8136 2757 03620. BACKGROUND: Earth Island Institute, as fiscal agent for West County DIGS, is requesting $20,000 of Park Dedication Funds to help develop and rehabilitate the Urban Garden and develop a Garden Education Center at Mira Vista Elementary school. The proposed improvements include a new greenhouse, planter boxes, fencing, and a food preparation area. West County DIGS is a coalition of teachers and community leaders who support school gardens in West Contra Costa County by providing resources, advocacy, and building partnerships. West County DIGS supports gardens in over 25 schools, offers training and coaching to over 200 teachers, grows thousands of plants, and shares an innovative curriculum that incorporates math, science, vocabulary, and art through outdoor oriented activities. West County DIGS and Earth Island Institute are seeking funding to develop a Garden Education Center at Mira Vista Elementary. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Kristine Solseng (925) 674-7809 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen , Deputy cc: C. 72 To:Board of Supervisors From:John Kopchik, Director, Conservation & Development Department Date:October 17, 2017 Contra Costa County Subject:Park Dedication Funds for Mira Vista Gardens Education Center October 17, 2017 Contra Costa County Board of Supervisors 646 BACKGROUND: (CONT'D) The Garden Education Center will serve as a resource to over 500 students, their families, district educators, and members of the neighboring community. Additionally, over 20 schools will visit the garden and greenhouse for professional development and to get plant starts for their own school gardens. The Mira Vista Garden Education Center is possible through an active community effort. The Garden Center has received financial support estimated at $60,000 from Kaiser Permanente, Whole Kids, and West Contra Costa Unified School District Local Control funds. Additionally, the project has received donations and volunteers from the Master Gardeners, Common Vision, American Soil, tree service companies, and many individuals. It is policy of the County to utilize County park dedication funds to meet local and regional park needs. The Mira Vista Garden Education Center is a school park and is also available to the unincorporated East Richmond Heights community members. The funds proposed to be used were generated from Quimby Act fees associated with development in the unincorporated area of East Richmond Heights. CONSEQUENCE OF NEGATIVE ACTION: If the funding is not approved, the Mira Vista Garden Education Project may not have the funds required to complete the project. CHILDREN'S IMPACT STATEMENT: The proposed improvements to the Mira Vista Garden Education Center supports the following community outcomes established in the Children’s Report Card: Communities that are safe and provide a high quality of life for children and their families. October 17, 2017 Contra Costa County Board of Supervisors 647 RECOMMENDATION(S): APPROVE and AUTHORIZE the Employment and Human Services Director, or designee, on behalf of the Workforce Development Board, Small Business Development Center (SBDC) to apply for and accept grant funding in an amount not to exceed $5,000 from U.S. Bank for SBDC programming and advisory services to low-to-moderate income individuals and businesses to promote economic impact and capital development throughout the County for the period November 1, 2017 through October 31, 2018. FISCAL IMPACT: County to receive a grant in an amount not to exceed $5,000 from U.S. Bank. (No County match) BACKGROUND: The goal of the Workforce Development Board, Small Business Development Center (SBDC) is to provide services to individuals and small businesses annually through delivering localized programming and personalized advisory services that promote economic impact and capital development throughout the County. The historical impact of the SBDC is significant. In 2014, the Center assisted in the start up of 36 new businesses, created 318 jobs and retained 90 existing jobs, APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Elaine Burres 608-4960 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C. 73 To:Board of Supervisors From:Kathy Gallagher, Employment & Human Services Director Date:October 17, 2017 Contra Costa County Subject:U.S. Bank Grant Funding October 17, 2017 Contra Costa County Board of Supervisors 648 BACKGROUND: (CONT'D) business clients increased annual sales by $31 million and SBDC oversaw the investment of $10.5 million in debt and equity investments of their business clients. In 2015 those figures were 43 new business start ups, 169 jobs created with 127 existing jobs, business clients increased annual sales by $7 million and SBDC oversaw the investment of $8.6 million in debt and equity investments of their client businesses. Last year, the Center assisted in the launch of 56 new businesses, creation of 212 jobs and retention of 54 existing positions, business clients increased annual sales by $11.5 million, and SBDC oversaw the investment of over $5 million in debt and equity investments of their business clients. The U.S. Bank grant funding will contribute to the continued increase in those achievements by providing direct support to the SBDC. CONSEQUENCE OF NEGATIVE ACTION: Without this funding, the Workforce Development Board, Small Business Development Center would forego $5,000 in grant funding that contributes toward the continuation of advisory services to low-to-moderate income individuals and small businesses throughout the County. October 17, 2017 Contra Costa County Board of Supervisors 649 RECOMMENDATION(S): APPROVE and AUTHORIZE the District Attorney, or designee, to submit an application and execute a grant award agreement, and any amendments or extensions thereof, pursuant to State guidelines, with the California Governor's Office of Emergency Services, Criminal Justice/Emergency Management & Victim Services Branch, for funding of the Human Trafficking Advocacy Program in the amount of $50,000 for the period October 1, 2017 through September 30, 2018. FISCAL IMPACT: The District Attorney will receive $50,000 of additional revenues. This grant requires a match of $12,500 which will be met with an in-kind match. BACKGROUND: The District Attorney is seeking to apply for grant funds that will focus on identifying and assisting victims of human trafficking. The Human Trafficking Advocacy Program grant will fund a half time victim advocate to provide critically important services to victims of APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Cherie Mathisen, (925) 957-2234 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C. 74 To:Board of Supervisors From:Diana Becton, District Attorney Date:October 17, 2017 Contra Costa County Subject:Human Trafficking Advocacy Program Grant Award for the Period October 1, 2017 through September 30, 2018 October 17, 2017 Contra Costa County Board of Supervisors 650 BACKGROUND: (CONT'D) sex trafficking and labor trafficking in Contra Costa County. Additionally, the advocate would work collaboratively with law enforcement, community organizations and the county human trafficking coalition to increase awareness about human trafficking and provide training and outreach to the community. CONSEQUENCE OF NEGATIVE ACTION: The District Attorney will not be authorized to apply for and accept the additional grant funds. CHILDREN'S IMPACT STATEMENT: No impact. AGENDA ATTACHMENTS Resolution No. 2017/359 MINUTES ATTACHMENTS Signed Resolution No. 2017/359 October 17, 2017 Contra Costa County Board of Supervisors 651 THE BOARD OF SUPERVISORS OF CONTRA COSTA COUNTY, CALIFORNIA and for Special Districts, Agencies and Authorities Governed by the Board Adopted this Resolution on 10/17/2017 by the following vote: AYE: John Gioia Candace Andersen Diane Burgis Karen Mitchoff Federal D. Glover NO: ABSENT: ABSTAIN: RECUSE: Resolution No. 2017/359 Human Trafficking Advocacy Program Grant Award for FY 2017/18. Whereas the Board of Supervisors, Contra Costa County, desires to undertake a certain project designated as the Human Trafficking Advocacy Program to be funded in part from funds made available under the authority of the California Governor's Office of Emergency Services, Criminal Justice/Emergency Management & Victim Services Branch. NOW, THEREFORE BE IT RESOLVED that the District Attorney of the County of Contra Costa is authorized to execute, on behalf of the Board of Supervisors, the Grant Award Agreement, including any extensions or amendments thereof. BE IT FURTHER RESOLVED that the grant funds received hereunder shall not be used to supplant expenditures previously authorized or controlled by this body. Contact: Cherie Mathisen, (925) 957-2234 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: 5 October 17, 2017 Contra Costa County Board of Supervisors 652 October 17, 2017 Contra Costa County Board of Supervisors 653 RECOMMENDATION(S): APPROVE and AUTHORIZE the Employment and Human Services Director, or designee, to execute a contract containing modified indemnification language and accept funding from the California Department of Community Services and Development, in an amount not to exceed $838,958, for Community Services Block Grant program services for the period January 1, 2018 through December 31, 2018. FISCAL IMPACT: The County will receive a pass-through of federal funding from the California Department of Community Services and Development. There is no county match requirement. CFDA # 93.569 State Contract Number: 18F-5007 County Contract Number: 39-813-46 BACKGROUND: The Employment and Human Services Department (Department) received notification of funding from the California Department of Community Services and Development on September 25, 2017. As the County's Community Action Agency, the Department's Community Services Bureau regularly receives Community Services Block Grant (CSBG) funding to operate self-sufficiency programs under the advisement of the County's Economic Opportunity Council (EOC). The funding amount is based on the County’s low-income population, which meets federal poverty guidelines. This board order is to accept the County's allocation of $838,958 for the 2018 program year. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: CSB (925) 681-6345 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Christina Reich, Nancy Sparks, Sam Mendoza C. 75 To:Board of Supervisors From:Kathy Gallagher Date:October 17, 2017 Contra Costa County Subject:2018 Community Services Block Grant (CSBG) Revenue Contract October 17, 2017 Contra Costa County Board of Supervisors 654 CONSEQUENCE OF NEGATIVE ACTION: The Employment and Human Services Department will be hampered in its ability to operate self-sufficiency program in the community, and to establish partnerships with community based agencies and public organizations. CHILDREN'S IMPACT STATEMENT: The Employment and Human Services Department Community Services Bureau supports three of Contra Costa County’s community outcomes - Outcome 1: “Children Ready for and Succeeding in School,” Outcome 3: “Families that are Economically Self-sufficient,” and, Outcome 4: “Families that are Safe, Stable, and Nurturing.” These outcomes are achieved by offering comprehensive services, including high quality early childhood education, nutrition, and health services to low-income children throughout Contra Costa County. October 17, 2017 Contra Costa County Board of Supervisors 655 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Interagency Agreement #28-682-15 with Mt. Diablo Unified School District, to pay the County an amount not to exceed $5,000, for the Tuberculosis (TB) Testing Program for Mt. Diablo Unified School District (MDUSD) employees, for the period from September 26, 2017 through June 30, 2018. FISCAL IMPACT: Approval of this interagency agreement will result in a total payment to the County in an amount not to exceed $5,000. No County match required. BACKGROUND: In the past, MDUSD employees received vouchers to be used for TB testing at Public Health Clinics. Employees experienced extremely long waits to redeem their vouchers for testing and subsequent reading. In an effort to provide better services, MDUSD, Contra Costa Health Services, Public Health Clinic Services have coordinated services to provide TB testing and reading at one MDUSD facility. Upon approval of Interagency Agreement #28-682-15, Mt. Diablo Unified School District will pay the County a total of $5,000 to provide TB testing and reading services for MDUSD employees through June 30, 2018. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Daniel Peddycord, 925-313-6712 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: D Morgan, M Wilhelm C. 76 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Interagency Agreement #28-682-15 with Mt. Diablo Unified School District October 17, 2017 Contra Costa County Board of Supervisors 656 CONSEQUENCE OF NEGATIVE ACTION: If this agreement is not approved, the County will not be able to provide TB testing services to the contractor’s employees. October 17, 2017 Contra Costa County Board of Supervisors 657 RECOMMENDATION(S): Approve and Authorize the Health Services Director, or his designee, to execute on behalf of the County, Agreement #29-806 with the City of Concord, Community Development Block Grant (CDBG), to pay the County an amount not to exceed $10,000 for provision of homeless outreach services for the Coordinated Outreach, Referral and Engagement (CORE) Program, for the period from August 1, 2017 through June 30, 2018. FISCAL IMPACT: Approval of this agreement will allow the County to receive an amount not to exceed $10,000 from the City of Concord CDBG to provide homeless outreach services. (20% County match is required) BACKGROUND: The CORE Program services locate and engage homeless clients throughout Contra Costa County. CORE teams serve as an entry point into the County’s coordinated entry system for unsheltered persons and work to locate, engage, stabilize and house chronically homeless individuals and families. The Community Development Block Grant Program is funded by the U.S. Department of Housing and Urban Development (HUD) and is a source of public funding providing valuable housing and service benefits to homeless persons of Contra Costa County. Approval of Agreement #29-806 will allow the County to continue operating CORE and providing services through June 30, 2018. The County is agreeing to indemnify and hold harmless the City for claims arising out of County’s performance under this contract. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Lavonna Martin, 925-313-7704 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: L Walker, M Wilhelm C. 77 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Agreement #29-806 with the City of Concord (Community Development Block Grant) October 17, 2017 Contra Costa County Board of Supervisors 658 CONSEQUENCE OF NEGATIVE ACTION: If this agreement is not approved, the County will not receive funding and without such funding, the CORE program may have to operate at a reduced capacity. October 17, 2017 Contra Costa County Board of Supervisors 659 RECOMMENDATION(S): Pursuant to Administrative Bulletin No. 117.7 (Gifts and Bequests to the County), APPROVE and AUTHORIZE the Health Services Director, or designee, to accept the following donations from the following individuals, organizations, or agencies up to the amounts stated for the County’s second annual Survivors’ Reunion Luncheon: a. $7,500 American Medical Response (AMR) b. $2,500 Tesoro Companies, Inc. c. $1,000 John Muir Health d. $500 1st California Credit Union e. $500 SF Police Credit Union f. $500 Firefighters First Credit Union g. $500 Pacific Biomedical Inc. h. $500 IAFF Local 1230 i. $500 Reddinet FISCAL IMPACT: The event expenses will be funded by donations and staff time is budgeted in EMS for coordinating community outreach, awareness and support. There is no impact to the Country General Fund. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Patricia Frost, 925-646-4690 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Tasha Scott, Marcy Wilhelm, Rachel Morris C. 78 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Accept Donations to Contra Costa EMS Survivors’ Reunion Luncheon October 17, 2017 Contra Costa County Board of Supervisors 660 BACKGROUND: The Contra Costa County’s Survivors’ Reunion Luncheon will reunite individuals who experienced near-fatal life events within the past year with the County’s 9-1-1 dispatchers, first responders (police, fire, EMTs, paramedics and dispatchers), medical professionals (physicians, physicians assistants, nurse practitioners and nurses) and the community bystanders who contributed to saving each of their respective lives. During the luncheon, survivors will be reunited with their rescuers for the first time. This event will recognize the County’s emergency medical services system, 9-1-1 dispatchers, and first responders who go above and beyond each day to save and improve the lives of others. On August 8, 2017, the Board approved (Item C.23) accepting donations of $15,000 for this annual luncheon. The donations in this Board Order are in addition to those previously accepted. CONSEQUENCE OF NEGATIVE ACTION: By not approving the collection of sponsorship/funding for this event, EMS System responders and those whose lives were saved by the provider’s heroic efforts would not be recognized. Community awareness of outstanding efforts of EMS system service would not be recognized by our community leaders and key stakeholders. October 17, 2017 Contra Costa County Board of Supervisors 661 RECOMMENDATION(S): Approve and Authorize the Health Services Director, or his designee, to execute, on behalf of the County, Grant Agreement #28-694-16 with the City of Concord for its Community Development Block Grant (CDBG) funding, to pay the County in an amount not to exceed $10,000 for the operation of the Adult Interim Housing Program for the period August 1, 2017 through June 30, 2018. FISCAL IMPACT: Approval of this agreement would result in funds from Concord CDBG in an amount not to exceed $10,000 to provide adequate emergency housing and supportive services to individuals year-round. County match of $2,000 is required. BACKGROUND: On March 21, 2017, the Board of Supervisors approved submission of application with the City of Concord CDBG, for the operation of the Adult Interim Housing Program for fiscal year 2017-2018. The Health Services Department continues to seek funding to operate the emergency shelter program at full capacity on a year-round basis. Each year, the shelters provide interim housing and support services to over 800 individuals. The Community Development Block Grant program, funded by the U.S. Department of Housing and Urban Development, is a source of public funding providing valuable housing and service benefits to homeless persons of Contra Costa County. Without such funding, the emergency shelter program may have to operate at a reduced capacity. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Lavonna Martin, 925-313-7704 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: L Walker , M Wilhelm C. 79 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Grant Agreement #28-694-16 with the City of Concord CDBG funding for the operation of the Adult Interim Housing Program October 17, 2017 Contra Costa County Board of Supervisors 662 BACKGROUND: (CONT'D) Approval of Grant Agreement #28-694-16 will allow the City of Concord to pay the County for continuous services and operation of the Adult Interim Housing Program through June 30, 2018. The County is agreeing to indemnify and hold harmless the Contractor for claims arising out of County’s performance under this contract. CONSEQUENCE OF NEGATIVE ACTION: If this agreement is not approved, the County will not receive funding and without such funding, the emergency shelter program may have to operate at a reduced capacity. October 17, 2017 Contra Costa County Board of Supervisors 663 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, on behalf of the Homeless Continuum of Care, to submit to the U.S. Department of Housing and Urban Development (HUD) a Consolidated Application #28-592-10 for the 2017 McKinney-Vento Continuum of Care Funding, along with necessary certifications and assurances, in an amount not to exceed $13,901,195 to provide supportive housing and services to homeless individuals and families in Contra Costa County for the period July 1, 2018 through June 30, 2019. FISCAL IMPACT: Acceptance of this application could result in an amount not to exceed $13,901,195 of funding from HUD. No County match required. BACKGROUND: Since 1996, the County, as the designated Continuum of Care Coordinator, has submitted an annual Consolidated Application for Continuum of Care funds. The Health, Housing and Homeless Services Division, Contra Costa Council on Homelessness (COH), and the community have prepared the Consolidated Application for the 2017 Notice of Funds Availability (NOFA). In 2016, Contra Costa County received just over $13 million in McKinney-Vento Homeless Assistance funds. The annual Consolidated Application, in response to the HUD NOFA for Continuum of Care Funding, is a primarily source of funding to Contra Costa County agencies for providing housing and services for the homeless. Historically, Contra Costa County has received our established “pro rata” need – all of which goes to supportive APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Lavonna Martin, 925-313-7704 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: L Walker, M Wilhelm C. 80 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Application to HUD for McKinney-Vento Continuum of Care Funding October 17, 2017 Contra Costa County Board of Supervisors 664 BACKGROUND: (CONT'D) housing and services to homeless individuals and their families in Contra Costa County. Approval of Application #28-592-10 will allow the County to apply for funds in an amount not to exceed $13,901,195 from HUD for supportive housing and services to homeless individuals in Contra Costa County through June 30, 2019. CONSEQUENCE OF NEGATIVE ACTION: If this application is not approved, the County will not receive McKinney-Vento Homeless Assistance funds to support housing and services for homeless individuals. October 17, 2017 Contra Costa County Board of Supervisors 665 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Grant Agreement #28-658-1 with the State of California, Office of Traffic Safety, to pay the County an amount not to exceed $88,500, for child passenger safety information and education to clients of the Public Health Nursing Home Visiting Program, for the period from October 1, 2017 through September 30, 2018. FISCAL IMPACT: Approval of this agreement will result in $88,500 of state funding. BACKGROUND: This project will provide child passenger safety information and education to Contra Costa County’s low income clients of the Public Health Division’s Nursing Home Visiting Program. The Nursing Home Visiting Program will provide child safety seat distribution and education as part of a home visit. The program goals are to increase child safety seat use and decrease misuse in an effort to reduce child injuries and fatalities resulting from motor vehicle collisions. The program will also provide child passenger safety basic awareness training and technician certification for selected Public Health Division staff. Approval of Grant Agreement #28-658-1 will allow the County to provide child passenger safety information and education, through September 30, 2018. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Dan Peddycord, 925-313-6712 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Tasha Scott, Marcy Wilhelm C. 81 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Grant Agreement #28-658-1 the State of California, Office of Traffic Safety October 17, 2017 Contra Costa County Board of Supervisors 666 CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, the Public Health Division will not be able to provide child passenger safety information and contribute in the effort to reduce children killed or injured in traffic collisions. CHILDREN'S IMPACT STATEMENT: This program supports the following Board of Supervisors’ community outcomes: “Families that are Safe, Stable, and Nurturing” and “Communities that are Safe and Provide a High Quality of Life for Children and Families”. Expected program outcomes include an increase in child safety seat usage and reduction in child deaths and injuries in traffic collisions. October 17, 2017 Contra Costa County Board of Supervisors 667 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Amendment Agreement #28-528-55 with the County of Alameda Health Care Services Agency, effective October 17, 2017, to increase the total amount payable to County by $40,533 from $1,650,185, to a new amount not to exceed $1,690,718, for additional coordination of essential services to Contra Costa County residents with HIV Disease and their families, with no change in the original term of March 1, 2017 through February 28, 2018. FISCAL IMPACT: Approval of this amendment agreement will result in an increase of $40,533 from the County of Alameda, as the Grantee of federal funds under the Ryan White HIV/AIDS Treatment Modernization Act of 2009, Part A. No County match is required. BACKGROUND: The U.S. Department of Health and Human Services has designated the County of Alameda as “Grantee” for the purpose of administering Part A of the Ryan White HIV/AIDS Treatment Modernization Act of 2009, funds for coordination of essential services to Contra Costa County residents with HIV disease and their families. On May 23, 2017, the Board of Supervisors approved Contract #28-528-54 with the County of Alameda Health Care Services Agency, as the fiscal agent for Ryan White CARE Act, Title I and Minority AIDS Initiative funds, for coordination of services to Contra Costa residents with HIV disease and their families, for the period from March 1, 2017 through February 28, 2018. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Dan Peddycord, 925-313-6712 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: D Morgan, M Wilhelm C. 82 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Amendment Agreement #28-528-55 with the County of Alameda Health Care Services Agency October 17, 2017 Contra Costa County Board of Supervisors 668 BACKGROUND: (CONT'D) Approval of Amendment Agreement #28–528–55 will provide additional funding for coordination of services to Contra Costa residents with HIV disease and their families through February 28, 2018. CONSEQUENCE OF NEGATIVE ACTION: If this amendment agreement is not approved, the County will not receive additional funds to provide continuous coordination of essential services to Contra Costa County residents with HIV disease and their families. October 17, 2017 Contra Costa County Board of Supervisors 669 RECOMMENDATION(S): Approve and Authorize the Health Services Director, or his designee, to execute on behalf of the County Agreement #29-807-2 with the City of Pittsburg, to pay the County an amount not to exceed $14,562 for provision of homeless outreach services for the Coordinated Outreach, Referral and Engagement (CORE) Program, for the period from July 1, 2017 through June 30, 2018. FISCAL IMPACT: Approval of this agreement will allow the County to receive an amount not to exceed $14,562 from the City of Pittsburg to provide homeless outreach services. No County funds required. BACKGROUND: On April 18, 2017 the Board of Supervisors approved Agreement #29-807-1 to receive funds from the City of Pittsburg for the provision of the CORE Program which locates and engages homeless clients throughout Contra Costa County. CORE teams serve as an entry point into the County’s coordinated entry system for unsheltered persons and work to locate, engage, stabilize and house chronically homeless individuals and families. Approval of Agreement #29-807-2 will allow the County to receive funds from the City of Pittsburg to continue providing services, through June 30, 2018. The County is agreeing to indemnify and hold harmless the Contractor for claims arising out of County’s performance under this contract. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Lavonna Martin, 925-313-7704 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: L Walker , M Wilhelm C. 83 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Agreement #29-807-2 with the City of Pittsburg October 17, 2017 Contra Costa County Board of Supervisors 670 CONSEQUENCE OF NEGATIVE ACTION: If this agreement is not approved, the County will not receive funding and without such funding, the CORE program may have to operate at a reduced capacity. October 17, 2017 Contra Costa County Board of Supervisors 671 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Interagency Agreement #29-816 with Martinez Unified School District, a government agency, to pay the County an amount not to exceed $89,480, to provide mental health intervention services for certain special education students, for the period from January 1, 2018 through June 30, 2018. FISCAL IMPACT: Approval of this interagency agreement will result in a total payment to the County not to exceed $89,480. (No County match) BACKGROUND: Contra Costa Behavioral Health Services Division/Mental Health in collaboration with Seneca Family of Agencies will implement the Martinez Unified School District Counseling Enriched Classrooms to provide mental health services for the seriously emotionally disturbed youth and families who live in Martinez. Under Interagency Agreement #29-816, the Agency will pay County for the provision of mental health intervention services, to Agency-designated, severely emotionally disturbed Special Education students through June 30, 2018. CONSEQUENCE OF NEGATIVE ACTION: If this agreement is not approved, the County will not receive funding to support mental health intervention services for certain special education students. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Cynthia Belon, 925-957-5201 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: D Morgan, M Wilhelm C. 84 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Interagency Agreement #29-816 with Martinez Unified School District October 17, 2017 Contra Costa County Board of Supervisors 672 CHILDREN'S IMPACT STATEMENT: This program supports the following Board of Supervisors’ community outcomes: “Children Ready For and Succeeding in School”; “Families that are Safe, Stable, and Nurturing”; and “Communities that are Safe and Provide a High Quality of Life for Children and Families”. Expected program outcomes include an increase in positive social and emotional development as measured by the Child and Adolescent Functional Assessment Scale (CAFAS). October 17, 2017 Contra Costa County Board of Supervisors 673 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Agreement #28-706-20 with Public Health Foundation Enterprises, Inc., a nonprofit organization, to pay the County an amount not to exceed $51,630 for participation in the California Emerging Infections Program (EIP) for the period from September 1, 2017 through August 31, 2018. FISCAL IMPACT: The agreement will result in an amount not to exceed $51,630 in funding by the Food and Drug Administration Grant for the Emerging Infections Program through the Public Health Foundation Enterprises, Inc. (No County match required) BACKGROUND: The National Antimicrobial Resistance Monitoring System (NARMS) for enteric bacteria was established in 1996 to monitor bacterial resistance, specifically, the resistance among Salmonella and other enteric bacteria. The 17 participating state health departments forward every tenth human Salmonella isolate to the Center for Disease Control (CDC) for antimicrobial susceptibility testing. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Daniel Peddycord, 925-313-6712 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: D Morgan, M WILHELM C. 85 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Agreement #28-706-20 with Public Health Foundation Enterprises, Inc. October 17, 2017 Contra Costa County Board of Supervisors 674 BACKGROUND: (CONT'D) The CDC is requesting that additional EIP sites participate in the study of foodborne bacteria. Such bacteria is not uncommon and is often associated with the use of antimicrobial agents in food animals, especially in retail food. This study will assist in generating a database that may be utilized to augment the development of intervention programs to stem the high prevalence of antimicrobial resistance in the meal and poultry food supply. The goal of the study is to determine the prevalence of antimicrobial resistance among Salmonella, Campylobacter, E.coli and enterococci isolated from a sample of chicken, ground turkey, ground beef and pork chops purchased from selected grocery stores in the catchment area of the California EIP FoodNet site. This will include samples collected from Contra Costa, Alameda and San Francisco County retail grocery stores. Approval of this Agreement #28-706-20 will allow continuous funding to support the EIP - Retail Foods Project, through August 31, 2018. This agreement includes mutual indemnification. CONSEQUENCE OF NEGATIVE ACTION: If this amendment is not approved, the County will not receive additional funding to continue provide services for the EIP. October 17, 2017 Contra Costa County Board of Supervisors 675 RECOMMENDATION(S): APPROVE and AUTHORIZE the Public Defender, or designee, to accept funding from philanthropic organizations, in an aggregate amount of $585,000, to support Contra Costa's "Stand Together CoCo" program to support legal services for immigrants residing in Contra Costa County for FYs 2017/18 and 2018/19, and DIRECT the Public Defender, to return to the Board to accept additional funding as required by Government Code Section 25355. FISCAL IMPACT: The County will receive several one-time grants in an aggregate amount of $585,000. These funds are contingent on agreement by Contra Costa County to commit $500,000 in Count funds to support Stand Together Coco in each of fiscal years 2017/18 and 2018/19. The project has an estimated operating cost of $575,00 for FY 2017/18, and $1,070,000 for FY 2018/19. BACKGROUND: On May 9, 2017, as part of the action to adopt the FY 2017/18 Recommended Budget, the Board of Supervisors referred to the Finance Committee for review and consideration a proposal for funding an immigrants rights program in Contra Costa County. The Finance Committee heard a presentation on this program from Ali Saidi, Deputy Public Defender, on June 26, 2017. The Finance Committee heard an updated version of the proposal on August 16, 2017. At the time, Mr. Saidi provided the Committee with formal letters of intent and commitment submitted by multiple private charitable foundations expressing their intention to support the program, contingent on the County's agreement to contribute $500,000 annually to support the program in both FY 2017/8 and APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Robin Lipetzky, (925) 335-8035 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C. 86 To:Board of Supervisors From:Robin Lipetzky, Public Defender Date:October 17, 2017 Contra Costa County Subject:Funding for Stand Together CoCo October 17, 2017 Contra Costa County Board of Supervisors 676 BACKGROUND: (CONT'D) 2018/19. The philanthropic organizations that have pledged commitment to the project are: Y & H Soda Foundation: $275,000 The San Francisco Foundation: $100,000 The California Endowment: $100,000 East Bay Community Foundation: $50,000 Firedoll Foundation: $50,000 Richmond Community Foundation: $10,000 Total: $585,000 The Finance Committee accepted and supported the proposal as presented, including the letters of commitment/intention. The Finance Committee directed staff to forward the item to the full Board for discussion. On September 19, 2017 the Board voted unanimously to commit $500,000 in AB109 Public Safety Realignment funds to the project for each FY 2017/18 and 2018/19. CONSEQUENCE OF NEGATIVE ACTION: If not approved, the County will not be able to accept the private funds necessary to implement Stand Together CoCo, and immigrants residing in Contra Costa County will remain without legal services. ATTACHMENTS Stand Together CoCo - Letters of Commitment October 17, 2017 Contra Costa County Board of Supervisors 677 October 17, 2017 Contra Costa County Board of Supervisors 678 October 17, 2017 Contra Costa County Board of Supervisors 679 October 17, 2017 Contra Costa County Board of Supervisors 680 October 17, 2017Contra Costa County Board of Supervisors681 October 17, 2017 Contra Costa County Board of Supervisors 682 October 17, 2017 Contra Costa County Board of Supervisors 683 RECOMMENDATION(S): APPROVE and AUTHORIZE the Employment and Human Services Director, or designee, to execute a contract with Seneca Family of Agencies, a non-profit corporation, in an amount not to exceed $311,250, to provide comprehensive visitation services for families referred by Children and Family Services who are entitled to reunification services for the period October 1, 2017 to June 30, 2018. FISCAL IMPACT: This contract in the amount of up to $311,250 will be funded 30% by the County General Fund and 70% by the State (Realignment, Protective Services). BACKGROUND: This contract is a result of a competitive bid that was awarded to Seneca Family of Agencies (Seneca). The East Bay Visitation Program (EBVP) will allow Children and Family Services (CFS) to follow visitation orders and mandates, utilize visitation as an opportunity to build parental capacity and strengthen family relationships, and increase successful reunification and permanency outcomes for youth in foster care. Seneca will maintain a primary East Bay Visitation Center in Concord with five satellite visitation centers in Antioch, San Leandro, El Sobrante, Crockett, APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Gina Chenoweth 8-4961 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C. 87 To:Board of Supervisors From:Kathy Gallagher, Employment & Human Services Director Date:October 17, 2017 Contra Costa County Subject:Contract with Seneca Family of Agencies for Visitation Services to Families Entitled to Reunificaton Services October 17, 2017 Contra Costa County Board of Supervisors 684 BACKGROUND: (CONT'D) and Fairfield to promote maximum geographic accessibility for children and families referred by Contra Costa County. Seneca’s provision of visitation centers in the East Bay is rooted in over eight years of experience providing visitation services to San Francisco County youth and families, and their commitment to partner with child welfare departments to eliminate all barriers to family reunification and each child’s right to grow up in a stable, loving, and supportive home. The EBVP is a collaborative model between Seneca, the City and County of San Francisco, and Contra Costa County. As much as possible, services will align between the two counties. While separate agreements exist between Seneca Family of Agencies and both counties, program and policy decisions will be developed jointly. CONSEQUENCE OF NEGATIVE ACTION: Without EBVP services and geographically accessible sites, foster youth would be at risk of experiencing disruptions to receiving high-quality, regular visitation with family. CHILDREN'S IMPACT STATEMENT: This contract supports all five of the community outcomes established in the Children's Report Card: 1) "Children Ready for and Succeeding in School"; 2) "Children and Youth Healthy and Preparing for Productive Adulthood"; 3) "Families that are Economically Self Sufficient"; 4) "Families that are Safe, Stable and Nurturing"; and 5) "Communities that are Safe and Provide a High Quality of Life for Children and Families" by promoting sustainable and successful family reunification to build and support strong family relationships. October 17, 2017 Contra Costa County Board of Supervisors 685 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Contract #27-565-19 with DocuStream, Inc., a corporation, in an amount not to exceed $1,000,000, to provide electronic claims processing services , and license related software to County, for Contra Costa Health Plan (CCHP) and Behavioral Health Services Divisions for the period from November 1, 2017 through October 31, 2018. FISCAL IMPACT: This contract is funded 80% by CCHP Enterprise Fund II and 20% by Mental Health Services Act. (No rate increase) BACKGROUND: On November 8, 2016, the Board of Supervisors approved Contract #27-565-18 with DocuStream, Inc. for the period from November 1, 2016 through October 31, 2017, for the provision of claims processing services including scanning, storage encryption and retrieval. Approval of Contract #27-565-19 will allow the contractor to continue to provide claims processing to the Behavioral Health Services Division and CCHP through October 31, 2018. CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, CCHP and Behavioral Health Services Divisions will not receive electronic claims processing services from Contractor. Providers may experience delays in payment and the CCHP may be out of compliance and subject to sanctions and civil penalties per California and federal law. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Patricia Tanquary, 925-313-6004 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: L Walker , M Wilhelm C. 88 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Contract #27-565-19 with DocuStream, Inc. October 17, 2017 Contra Costa County Board of Supervisors 686 RECOMMENDATION(S): APPROVE and AUTHORIZE the Purchasing Agent, or designee, to execute, on behalf of the Interim Public Works Director, a blanket purchase order with Spicers Paper, Inc., in the amount of $399,990 for paper products and printing related items, for the period of September 1, 2017 to August 31, 2019, Countywide. FISCAL IMPACT: 100% General Fund BACKGROUND: Carbonless paper and recycled copy paper is purchased in volume and is used by the County departments and the Print and Mail Services Division for printing of forms and copies. Departments also place orders for blank recycled paper through Print and Mail Services. The cost of the paper is charged back to the departments. This allows the County to purchase in bulk at lower prices. CONSEQUENCE OF NEGATIVE ACTION: If this request is not approved, costs for paper may increase. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Marie Estrada, 925.646-5515 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C. 89 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Approve a Blanket Purchase Order with Spicers Paper, Inc., Countywide October 17, 2017 Contra Costa County Board of Supervisors 687 RECOMMENDATION(S): APPROVE and AUTHORIZE the Sheriff-Coroner, or designee, to execute a contract with Grady Williams Associates (GWA), in an amount not to exceed $398,178 for document development and the facilitation services related to the California Board State of Community Corrections funded West County Reentry, Treatment and Housing Replacement Project for the period September 1, 2017 through August 18, 2019, subject to final review and approval by County Counsel and the County Administrator. FISCAL IMPACT: 74% California State Board of Corrections SB844 funding and 26% County General Fund. BACKGROUND: On June 8, 2017, the BSCC convened and approved the recommendation of the Executive Steering Committee to award Contra Costa County a $70 million funding award. On June 20, 2017, the Board approved the appropriation of County funds to satisfy the hard match previously identified by the Board in Resolution No. 2017/44 and integrated into the County's funded SB 844 application. Additional BSCC and transition planning consulting services are required to facilitate the APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Sandra Brown 925-335-1553 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C. 90 To:Board of Supervisors From:David O. Livingston, Sheriff-Coroner Date:October 17, 2017 Contra Costa County Subject:Grady Williams Associates October 17, 2017 Contra Costa County Board of Supervisors 688 BACKGROUND: (CONT'D) completion of specific BSCC documents, including programming and transition services, for the design-build delivery of the West County Re-entry, Treatment and Housing Replacement Project, 5555 Giant Highway, Richmond.This contract supersedes previous contract between the Office of the Sheriff and Grady Williams Associate with the term November 1, 2016 through October 1, 2017, contract number 46151-03. CONSEQUENCE OF NEGATIVE ACTION: Staff will not be able to move forward with the project, which would delay Project Establishment with the BSCC. CHILDREN'S IMPACT STATEMENT: None. October 17, 2017 Contra Costa County Board of Supervisors 689 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Contract Amendment Agreement #23-531-9 with Nordic Consulting Partners, Inc., a corporation, effective April 1, 2017, to amend Contract #23-531-7 (as amended by Amendment Agreement #23-531-8), to increase the payment limit by $5,196,453, from $3,200,000 to a new payment limit of $8,396,453, with no change in the original term of January 1, 2016 through June 30, 2018. FISCAL IMPACT: This amendment is funded 100% by Hospital Enterprise Fund I. (No rate increase) BACKGROUND: On February 9, 2016 (as corrected on June 21, 2016), the Board of Supervisors approved Contract #23-531-7 (as amended by Amendment Agreement #23-531-8) with Nordic Consulting Partners, Inc. for the period from January 1, 2016 through June 30, 2018, for the provision of consulting and technical assistance for the Department’s Information Systems Unit in support of ccLink. Approval of Contract Amendment Agreement #23-531-9 will allow the Contractor to provide additional consulting and technical assistance for the Community Connect Project and Epic System upgrade through June 30, 2018. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: David Runt, 925-335-8700 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: K Cyr, M Wilhelm C. 91 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Amendment #23-531-9 with Nordic Consulting Partners, Inc. October 17, 2017 Contra Costa County Board of Supervisors 690 CONSEQUENCE OF NEGATIVE ACTION: If this amendment is not approved, the contractor would not be able provide additional services for the Community Connect and Epic System upgrade projects. October 17, 2017 Contra Costa County Board of Supervisors 691 RECOMMENDATION(S): APPROVE and AUTHORIZE the Interim Public Works Director, or designee, to execute a contract with Bel Air Mechanical, Inc., in an amount not to exceed $500,000 to provide heating, ventilation and air conditioning repair services, for the period December 1, 2017 through November 30, 2020, Countywide. FISCAL IMPACT: This cost is to be funded through Facilities Services maintenance budget. (100% General Fund) BACKGROUND: Public Works Facilities Services is responsible for maintaining the heating, ventilation and air conditioning (HVAC) systems at all County facilities. The County staff performs maintenance, but is not prepared to handle repairs on the HVAC systems. As bid on BidSync #1707-235, Bel Air Mechanical, Inc., was one of the three lowest responsible and responsive vendors and has been awarded this commodity. This request is for a three year contract. CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, heating, ventilation and air conditioning repair services with Bel Air Mechanical, Inc., will be discontinued. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Stan Burton, (925) 313-7077 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C. 92 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Approve a contract with Bel Air Mechanical, Inc., Countywide October 17, 2017 Contra Costa County Board of Supervisors 692 RECOMMENDATION(S): APPROVE and AUTHORIZE the Interim Public Works Director, or designee, to execute a contract with Marken Mechanical, Inc., in an amount not to exceed $2,500,000 to provide heating, ventilation and air conditioning repair services, for the period December 1, 2017 through November 30, 2020, Countywide. FISCAL IMPACT: This cost is to be funded through Facilities Services maintenance budget. (100% General Fund) BACKGROUND: Public Works Facilities Services is responsible for maintaining the heating, ventilation and air conditioning (HVAC) systems at all County facilities. The County staff performs maintenance, but is not prepared to handle repairs on the HVAC systems. As bid on BidSync #1707-235, Marken Mechanical, Inc., was one of the three lowest responsible and responsive vendors and has been awarded this commodity. This request is for a three year contract. CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, heating, ventilation and air conditioning services with Marken Mechanical, Inc., will be discontinued. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Stan Burton, (925) 313-7077 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C. 93 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Approve a contract with Marken Mechanical, Inc., Countywide. October 17, 2017 Contra Costa County Board of Supervisors 693 RECOMMENDATION(S): APPROVE and AUTHORIZE the Interim Public Works Director, or designee, to execute a contract with Matrix HG, Inc., in an amount not to exceed $5,000,000 to provide heating, ventilation and air conditioning repair services, for the period December 1, 2017 through November 30, 2020, Countywide. FISCAL IMPACT: This cost is to be funded through Facilities Services maintenance budget. (100% General Fund) BACKGROUND: Public Works Facilities Management is responsible for maintaining the heating, ventilation and air conditioning (HVAC) systems at all County facilities. The County staff performs maintenance, but is not prepared to handle repairs on the HVAC systems. As bid on BidSync #1707-235, Matrix HG, Inc., was one of the three lowest responsible and responsive vendors and has been awarded this commodity. This request is for a three year contract. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Stan Burton, (925) 313-7077 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C. 94 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Approve a contract with Matrix HG, Inc., Countywide. October 17, 2017 Contra Costa County Board of Supervisors 694 CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, heating, ventilation and air conditioning repair services with Matrix HG, Inc., will be discontinued. October 17, 2017 Contra Costa County Board of Supervisors 695 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Contract #74-277-16 with Jackson & Coker Locumtenens, LLC, a limited liability company, in an amount not to exceed $1,869,063, to provide psychiatrists for temporary work and recruitment services at the County’s Mental Health Outpatient Clinics, for the period from January 1, 2018 through December 31, 2018. FISCAL IMPACT: This contract is funded 100% by Mental Health Realignment funding. (Rate increase) BACKGROUND: On January 10, 2017, the Board of Supervisors approved Contract #74-277-16 (as amended by Amendment Agreement #74-277-19), with Jackson & Coker Locumtenens, LLC to provide psychiatrists for temporary work and recruitment services at the County’s Mental Health Outpatient Clinics, to cover vacations, sick and extended leaves and emergency situations, for the period from January 1, 2017 through December 31, 2017. Approval of Contract #74-277-20 will allow the contractor to continue to provide services through December 31, 2018. The contract contains modifications to Paragraph 18. (Indemnification) of the General Conditions. CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, the County’s Mental Health Outpatient Clinics would not have access to the contractor’s services. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Cynthia Belon, 925-957-5201 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: K Cyr, M Wilhelm C. 95 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Contract #74-277-20 with Jackson & Coker Locumtenens, LLC October 17, 2017 Contra Costa County Board of Supervisors 696 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Contract #77-104 with Contra Costa Pathology Associates, a general partnership, in an amount not to exceed $1,650,000, to provide outpatient laboratory testing for Contra Costa Health Plan (CCHP) members for the period from September 1, 2017 through August 31, 2019. FISCAL IMPACT: This contract is funded 100% by Contra Costa Health Plan Enterprise Fund II. BACKGROUND: Under Contract #77-104, the contractor will provide outpatient laboratory testing for CCHP members for the period from September 1, 2017 through August 31, 2019. CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, Contra Costa Health Plan members will not receive the benefits of outpatient laboratory services from the contractor. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Patricia Tanquary, 925-313-6004 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Alaina Floyd, Marcy Wilhelm C. 96 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Contract #77-104 with Contra Costa Pathology Associates October 17, 2017 Contra Costa County Board of Supervisors 697 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Contract #27-850-3 with Debra L. Stewart, Inc., a corporation, in an amount not to exceed $150,000, to provide obstetrics and gynecology services for Contra Costa Health Plan (CCHP) members, for the period from September 1, 2017 through August 31, 2019. FISCAL IMPACT: This contract is funded 100% by Contra Costa Health Plan Enterprise Fund II. BACKGROUND: In November 2015, the County Administrator approved and the Purchasing Services Manager executed Contract #27-850-2 with Debra L. Stewart, Inc., for the provision of obstetrics and gynecology services for CCHP members, for the period from September 1, 2015 through August 31, 2017. Approval of Contract #27–850-3 will allow the contractor to continue to provide obstetrics and gynecology services through August 31, 2019. CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, the contractor will not be able to provide medical services to CCHP members. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Patricia Tanquary, 925-313-6004 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Afloyd C. 97 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Contract #27-850-3 with Debra L. Stewart, Inc. October 17, 2017 Contra Costa County Board of Supervisors 698 RECOMMENDATION(S): Approve and authorize the Health Services Director, or designee, to execute, on behalf of the County, Contract #74-433-8 with Michael Levin, M.D., an individual, in an amount not to exceed $252,600, to provide outpatient psychiatric services in Central County Adult Mental Health Clinics, and expert testimony in Lanterman Petris Short (LPS) conservatorship trials, for the period from January 1, 2018 through December 31, 2018. FISCAL IMPACT: This contract is funded 100% by Mental Health Realignment funding. (No rate increase) BACKGROUND: On November 8, 2016, the Board of Supervisors approved Contract #74-433-7 with Michael Levin, M.D. for the provision of outpatient psychiatric services, including: diagnosing, counseling, evaluating, medical and therapeutic treatment, consulting, training clinical staff, and expert testimony in LPS conservatorship trials, for the period from January 1, 2017 through December 31, 2017. Approval of Contract #74-433-8 will allow the contractor to continue to provide outpatient psychiatric services at the Central County Adult Mental Health Clinic and present expert psychiatric testimony in LPS conservatorship trials, through December 31, 2018. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Cynthia Belon, 925-957-5201 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: D Morgan, M Wilhelm C. 98 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Contract #74-433-8 with Michael Levin, M.D. October 17, 2017 Contra Costa County Board of Supervisors 699 CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, County’s clients will not have access to the contractor’s outpatient psychiatric or LPS conservatorship services. October 17, 2017 Contra Costa County Board of Supervisors 700 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Contract #26-768-7 with Fred Nachtwey, M.D., an individual, in an amount not to exceed $207,000, to provide pulmonary services at the Contra Costa Regional Medical Center (CCRMC) and Health Centers, for the period from November 1, 2017 through October 31, 2018. FISCAL IMPACT: This contract is funded 100% by Hospital Enterprise Fund I. (No rate increase) BACKGROUND: On September 27, 2016, the Board of Supervisors approved Contract #26-768-5 (as amended by Amendment Agreement #26-768-6) with Fred Nachtwey, M.D. for the provision of pulmonary services including consultation, sleep studies and medical procedures at the CCRMC and Health Centers, for the period from November 1, 2016 through October 31, 2017. Approval of Contract #26-768-7 will allow the contractor to continue to provide pulmonary services at CCRMC through October 31, 2018. CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, patients requiring pulmonary services at the CCRMC and Health Centers will not have access to the contractor’s services. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Samir Shah, M.D., 925-370-5525 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: K Cyr, M Wilhelm C. 99 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Contract #26-768-7 with Fred Nachtwey, M.D. October 17, 2017 Contra Costa County Board of Supervisors 701 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Contract #26-786-6 with Peter A. Castillo, M.D., Inc., a corporation, in an amount not to exceed $382,000, to provide urogynecology services at the Contra Costa Regional Medical Center (CCRMC) and Health Centers for the period from December 1, 2017 through November 30, 2018. FISCAL IMPACT: This contract is funded 100% by Hospital Enterprise Fund I. (No rate increase) BACKGROUND: On November 1, 2016, the Board of Supervisors approved Contract #26-786-5 with Peter A. Castillo, M.D., Inc. for the provision of urogynecology services, including administrative duties and medical and/or surgical procedures at CCRMC and Health Centers for the period from December 1, 2016 through November 30, 2017. Approval of Contract #26-786-6 will allow the contractor to continue to provide urogynecology services at CCRMC and Health Centers through November 30, 2018. CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, patients requiring urogynecology services will not have access to the contractor’s services. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Samir Shah, M.D., 925-370-5525 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: K Cyr, M Wilhelm C.100 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Contract #26-786-6 with Peter A. Castillo, M.D., Inc. October 17, 2017 Contra Costa County Board of Supervisors 702 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Contract #77-127 with Amavi Home Health and Hospice Care Services, Inc., a corporation, in an amount not to exceed $120,000, to provide home healthcare and hospice services for Contra Costa Health Plan (CCHP) members for the period from October 1, 2017 through September 30, 2019. FISCAL IMPACT: This contract is funded 100% by CCHP Enterprise Fund II. BACKGROUND: Under Contract #77-127, the contractor will provide home healthcare and hospice services to CCHP members for the period from October 1, 2017 through September 30, 2019. CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, CCHP members will not receive the benefits of home healthcare and hospice services from the contractor. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Patricia Tanquary, 925-313-6004 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Alaina floyd, Marcy Wilhelm C.101 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Contract #77-127 with Amavi Home Health and Hospice Care Services, Inc. October 17, 2017 Contra Costa County Board of Supervisors 703 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Contract Amendment Agreement #76-507-16 with Lee A. Shratter, M.D., an individual, to amend Contract #76-507-14, to increase the payment limit by $330,000, from $900,000 to a new payment limit of $1,230,000, with no change in the original term of January 1, 2017 through December 31, 2019. FISCAL IMPACT: This amendment is funded 100% by Hospital Enterprise Fund I. (No rate increase) BACKGROUND: On December 6, 2016, the Board of Supervisors approved Contract #76-507-14 with Lee A. Shratter, M.D., for the provision of radiology services including consultation, on-call coverage and interpretation of CT Scans, MRIs, ultrasounds, invasive procedures and plain films for Contra Costa Regional Medical Center (CCRMC) and Health Centers, for the period from January 1, 2017 through December 31, 2019. Approval of Contract Amendment Agreement #76-507-16 will allow the Contractor to provide additional radiology services at CCRMC and Health Centers through December 31, 2019. CONSEQUENCE OF NEGATIVE ACTION: If this amendment is not approved, the contractor will not provide additional radiology services to CCRMC and Health Center patients. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Samir Shah, M.D., 925-370-5525 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: K Cyr, M Wilhelm C.102 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Amendment #76-507-16 with Lee A. Shratter, M.D. October 17, 2017 Contra Costa County Board of Supervisors 704 RECOMMENDATION(S): APPROVE and AUTHORIZE the Interim Chief Engineer, Contra Costa County Flood Control and Water Conservation District (FC District), or designee, to execute on behalf of the Contra Costa Clean Water Program, a contract with ProProse LLC, (dba Sagent ), in an amount not to exceed $510,000, for public outreach services necessary to comply with State stormwater permit requirements, for the period of October 15, 2017 through September 30, 2020, to provide public information and outreach services, Countywide. Project No. 7519-6X7617 FISCAL IMPACT: All costs associated with this contract will not exceed $510,000 and will be funded 100% by Stormwater Utility Assessment fees collected by the Cities/Towns and County, proportional to their respective populations. BACKGROUND: The Contra Costa Clean Water Program (the “CCCWP”) consists of Contra Costa County, its 19 incorporated cities/towns and the Contra Costa County Flood Control and Water Conservation District (hereinafter referred to collectively as “Permittees”). The CCCWP was established in 1991 through a Program Agreement in response to the 1987 amendments to APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Crystal O'Dell (925) 313-2194 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C.103 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Approve a contract with ProProse LLC, d/b/a Sagent, for public information and strategic outreach, Countywide. Project # 7519-6X7617 October 17, 2017 Contra Costa County Board of Supervisors 705 BACKGROUND: (CONT'D) the federal Clean Water Act (the “CWA”), which established a framework for regulating municipal stormwater discharges under the National Pollutant Discharge Elimination System (“NPDES”) Permit Program. The United States Environmental Protection Agency (the “USEPA”) published final rules implementing the 1987 CWA amendments in November 1990. The rules mandate that Permittees obtain and implement stormwater permits designed to reduce and eliminate the discharge of pollutants into and from Municipal Separate Storm Sewer Systems (the “MS4s”) they own and operate. Through the CCCWP, Permittees conduct many of the mandated activities collectively (referred to as “Group Activities”), such as water quality monitoring, special studies, and public education. The roles and responsibilities of the CCCWP and Permittees are outlined in the Contra Costa Clean Water Program Agreement, which was last updated and adopted by all Permittees in June 2010. The current San Francisco Bay Region Municipal Regional Stormwater NPDES Permit No. CAS612008, Order R2-2015-0049 (“Permit”), was issued in November of 2015. A 2017 Outreach Strategic Plan was prepared by Sagent in order to identify target populations and opportunities to influence behaviors to accomplish these goals and to meet the requirements of the Municipal Regional Permit issued to the CCCWP and its Permittees by the Regional Water Quality Control Board. The Outreach Strategic Plan includes a recommended Marketing/Implementation Plan, which would take place over the 3 remaining years of the Municipal Regional Permit. The Marketing/Implementation Plan was recommended by the CCCWP Public Information and Participation Subcommittee at its meeting of August 23, 2017 and CCCWP Management Committee at its meeting of September 20, 2017. Caltrans has a public outreach campaign (“Protect Every Drop”) to meet its NPDES Permit requirements. Sagent is the consultant handling Caltrans’ campaign. CCCWP recently partnered with Caltrans to take advantage of the messages and events it has already promoted, as they would be similar to and enhance CCCWP’s messages. This strategic alliance allows CCCWP to partner with Caltrans and other similar entities for a more effective campaign with broader reach. These outreach efforts are mandated by the 2015 Municipal Regional Stormwater NPDES Permit, which expires in 5 years (2020), after which time a new permit with a new set of stormwater management requirements will be written and go into effect. Sagent is uniquely qualified to assist the Program and its 21 Permittees in meeting the requirements of the 2015 Permit. They are exceptionally familiar with the 2015 permit requirements, the compliance needs of Contra Costa Permittees, and the unique structure of the CCCWP. At this point in the permit term, it would be disruptive to pursue new consultant teams to carry out this ongoing technical work, and it would not be cost effective due to the disruption in work and the need to train new teams on project content and history, the extensive Permit requirements, and the structure of the CCCWP. In order to conduct required public information and outreach through December 31, 2020 within budget limits, CCCWP seeks the help of Sagent to actualize the Outreach Strategic Plan which will help: (1) to increase the knowledge of the target audiences about the watershed system, the adverse impacts of stormwater pollution on receiving waters, and potential solutions to mitigate the impacts; (2) to change the waste disposal and stormwater pollution generation behavior of target audiences by encouraging implementation of appropriate solutions; (3) to involve and engage the communities in Contra Costa County to participate in mitigating the impacts of stormwater pollution; and (4) to meet critical Permit requirements by the 2020 deadline. CONSEQUENCE OF NEGATIVE ACTION: Without the approval of the Board of Supervisors, the CCCWP, 19 Cities and Towns, Contra Costa County, and the Flood Control District will be unable to meet the outreach requirements set forth by the San Francisco Bay Region Municipal Regional Stormwater NPDES Permit No. CAS612008, Order R2-2015-0049. October 17, 2017 Contra Costa County Board of Supervisors 706 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Contract Amendment Agreement #26-748-5 with Mauricio Kuri, M.D., PC, a corporation, to amend Contract #26-748-4 to increase the payment limit by $369,000 from $1,398,000 to a new payment limit of $1,767,000, with no change in the original term of July 1, 2015 through June 30, 2018. FISCAL IMPACT: This amendment is funded 100% by Hospital Enterprise Fund I. (No rate increase) BACKGROUND: On May 13, 2014, the Board of Supervisors approved Contract #26-748-4 with Mauricio Kuri, M.D., PC for the provision of plastic surgery services, including consultation, training, on-call services, and medical and/or surgical procedures at the Contra Costa Regional Medical Center (CCRMC) and Health Centers for the period from July 1, 2015 through June 30, 2018. Approval of Contract Amendment Agreement #26-748-5 will allow the contractor to provide additional surgical procedures and on-call services at CCRMC, through June 30, 2018. CONSEQUENCE OF NEGATIVE ACTION: If this amendment is not approved, patients requiring plastic surgery services at the CCRMC will not have access to the contractor’s services. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Samir Shah, M.D., 925-370-5525 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: K Cyr, M Wilhelm C.104 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Amendment #26-748-5 with Mauricio Kuri, M.D., APC October 17, 2017 Contra Costa County Board of Supervisors 707 RECOMMENDATION(S): Approve and authorize the Purchasing Agent, on behalf of the Health Services Department, to execute a Purchase Order with Priority Healthcare Corporation in an amount not to exceed $900,000, for the hormone implant Nexplanon to be used at the Contra Costa Regional Medical Center (CCRMC), for the period from December 1, 2017 through November 30, 2018. FISCAL IMPACT: Upon approval, this expenditure will be 100% funded by Hospital Enterprise Fund I. BACKGROUND: Priority Healthcare Corporation is a pharmaceutical company that provides CCRMC and Health Centers with the hormone implant Nexplanon to be used in the Obstetrics/Gynecology Unit. CONSEQUENCE OF NEGATIVE ACTION: If this Purchase Order is not approved, CCRMC and Health Centers will not be able to purchase Nexplanon for patients. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Anna Roth, 925-370-5101 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Tasha Scott, Marcy Wilhelm, Irene Segovia C.105 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Purchase Order with Priority Healthcare Corporation October 17, 2017 Contra Costa County Board of Supervisors 708 RECOMMENDATION(S): Approve and authorize the Purchasing Agent, on behalf of the Health Services Department, to execute an amendment to the purchase order with Proline Window Coverings, LLC to increase the payment limit by $150,000 to a new payment limit of $249,000 for window coverings, curtain replacement and repairs at the the Contra Costa Regional Medical Center (CCRMC) and Health Centers with no change in the term of February 1, 2017 through January 31, 2018. FISCAL IMPACT: This purchase order will be 100% funded by Hospital Enterprise Fund I. BACKGROUND: Proline Window Coverings, LLC replaces, repairs, and installs all blinds, shades, and other window coverings at the CCRMC and Health Centers. The state inspector has mandated repairs, changes, and upgrades, which the vendor has done. It is necessary to add money to the purchase order to be able to pay the vendor for all the new and unanticipated work. CONSEQUENCE OF NEGATIVE ACTION: If this change order is not approved, Proline Window Coverings, LLC will not be paid for the additional services provided to the CCRMC. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Anna Roth, 925-370-5101 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Tasha Scott, Marcy Wilehelm, Margaret Harris C.106 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Purchase Order with Proline Window Coverings, LLC October 17, 2017 Contra Costa County Board of Supervisors 709 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Contract #27-992-1 with Gastroenterology Associates of the East Bay Medical Group, Inc., a corporation, in an amount not to exceed $450,000, to provide gastroenterology services for Contra Costa Health Plan members for the period from October 1, 2017 through September 30, 2019. FISCAL IMPACT: This contract is funded 100% by Contra Costa Health Plan Enterprise Fund II. BACKGROUND: In November 2015, the County Administrator approved, and the Purchasing Services Manager executed Contract #27-992 with Gastroenterology Associates of the East Bay Medical Group, Inc., for the provision of gastroenterology services for Contra Costa Health Plan members, for the period from October 1, 2015 through September 30, 2017. Approval of Contract #27-992-1 will allow the contractor to continue providing gastroenterology services through September 30, 2019. CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, certain specialized health care services that were outlined in the Individual and Group Health Plan membership contract terms, will not be provided to members. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Patricia Tanquary, 925-313-6004 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Alaina Floyd, Marcy Wilhelm C.107 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Contract #27-992-1 with Gastroenterology Associates of the East Bay Medical Group, Inc. October 17, 2017 Contra Costa County Board of Supervisors 710 RECOMMENDATION(S): APPROVE and AUTHORIZE the Employment and Human Services Department Director, or designee, to execute a contract amendment with First Baptist Church of Pittsburg, California, to increase the payment limit by $20,811 to a new limit not to exceed $2,109,965 for Head Start Delegate Agency childcare services with no change to term January 1, 2017 through December 31, 2017. FISCAL IMPACT: This contract amendment will be fully funded with the cost of living increase in Federal funds from the U.S. Department of Health and Human Services, Administration for Children and Families. BACKGROUND: On August 18, 2015 (C.60), the Board of Supervisors (Board) approved and authorized the submission of the 2017 Head Start grant application to the U.S. Department of Health and Human Services, Administration for Children and Families (ACF), to continue the provision of Head Start services in Contra Costa County. The grant included the plan submitted by the County's Head Start Delegate Agency, First Baptist Church of Pittsburg, California. The Board approved the Delegate Agency contract on December 13, 2016 (C.50). The Board also approved receipt of the cost of living adjustment from ACF at it's July 11, 2017 meeting (C.51). This board order approves the disbursement of the cost of living adjustment grant to First Baptist Church of Pittsburg, California. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: CSB (925) 681-6346 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Christina Reich, Haydee Ilan, Carolyn Nguyen C.108 To:Board of Supervisors From:Kathy Gallagher, Employment & Human Services Director Date:October 17, 2017 Contra Costa County Subject:2017 Head Start Delegate Agency Contract Amendment October 17, 2017 Contra Costa County Board of Supervisors 711 CONSEQUENCE OF NEGATIVE ACTION: If not approved, contract amendment will not be executed and First Baptist Church of Pittsburg, California will not receive additional cost of living increase from federal grant. CHILDREN'S IMPACT STATEMENT: The Employment & Human Services Department Community Services Bureau supports three of Contra Costa County’s community outcomes - Outcome 1: “Children Ready for and Succeeding in School,” Outcome 3: “Families that are Economically Self-sufficient,” and, Outcome 4: “Families that are Safe, Stable, and Nurturing.” These outcomes are achieved by offering comprehensive services, including high quality early childhood education, nutrition, and health services to low-income children throughout Contra Costa County. October 17, 2017 Contra Costa County Board of Supervisors 712 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Contract #24-794-8(17), with John Muir Behavioral Health, a non-profit corporation, in an amount not to exceed $1,550,000, to provide inpatient psychiatric hospital services for children, adolescents and adults, for the period from July 1, 2017 through June 30, 2018. FISCAL IMPACT: This contract is funded 100% by Mental Health Realignment funds. (Rate increase) BACKGROUND: Assembly Bill (AB) 757, (Chapter 633, Statutes of 1994), authorized the transfer of state funding for Fee-For-Service/Medi-Cal acute psychiatric inpatient hospital services from the Department of Health Services to the Department of Health Care Services. On January 1, 1995, the Department of Mental Health transferred these funds and the responsibility for authorization and funding of Medi-Cal acute psychiatric inpatient hospital services to counties that chose to participate in this program. On September 20, 2016, the Board of Supervisors approved Contract #24–794–8(15), as amended by Contract #24-794-8(16), with John Muir Behavioral Health, for the period from July 1, 2016 through June 30, 2017, for the provision of inpatient psychiatric hospital services to County-referred children, adolescents and adults. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Cynthia Belon, 925-957-5201 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: L Walker , M Wilhelm C.109 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Contract #24–794–8(17) with John Muir Behavioral Health October 17, 2017 Contra Costa County Board of Supervisors 713 BACKGROUND: (CONT'D) Approval of Contract #24–794–8(17) will allow the Contractor to continue to provide services through June 30, 2018. This contract includes mutual indemnification to hold harmless both parties for any claims arising out of the performance of this contract. CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, the County’s mental health clients will not receive needed inpatient psychiatric services from the contractor’s facility. CHILDREN'S IMPACT STATEMENT: This program supports the following Board of Supervisors’ community outcomes: “Communities that are Safe and Provide a High Quality of Life for Children and Families”. Expected program outcomes include a decrease in the need for inpatient care and placement at a lower level of care. October 17, 2017 Contra Costa County Board of Supervisors 714 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Novation Contract #24-925-29 with Lincoln, a non-profit corporation, formerly known as Lincoln Child Center, Inc., in an amount not to exceed $6,056,936, to provide mental health services for severely emotionally disturbed (SED) students and their families including multi-dimensional family treatment program and school-based services, for the period from July 1, 2017 through June 30, 2018, which includes a six-month automatic extension through December 31, 2018 in an amount not to exceed $2,953,468. FISCAL IMPACT: This contract is funded 48% by Federal Medi-Cal, 36% by County Mental Health Realignment, 14% by the Mental Health Services Act, and 2% by the Pittsburg Unified School Grant. (3% Cost of Living Adjustment) BACKGROUND: This Contract meets the social needs of the County’s population by providing therapy, medication support, case management, outreach, and crisis intervention services to elementary and junior high aged students in East Contra Costa County in order to reduce the need for out-of-home placements. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Cynthia Belon, 925-957-5201 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: L Walker , M Wilhelm C.110 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Novation Contract #24-925-29 with Lincoln October 17, 2017 Contra Costa County Board of Supervisors 715 BACKGROUND: (CONT'D) On October 18, 2016, the Board of Supervisors approved Novation Contract #24-925-28 with Lincoln Child Center, Inc., for the period from July 1, 2016 through June 30, 2017, which included a six-month automatic extension through December 31, 2017, for the provision of school-based mental health services and a multi-dimensional family treatment program for SED students and their families, including members of the Katie A subclass. Approval of Novation Contract #24-925-29 replaces the automatic extension under the prior contract and allows Lincoln to continue providing services through June 30, 2018. CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, over 200 SED students, in ten East Contra Costa County schools, as well as Katie A subclass members, would not have access to mental health services while the County solicits and engages an alternative contractor. This delay could necessitate higher levels of care for those students. CHILDREN'S IMPACT STATEMENT: This program supports the following Board of Supervisors’ community outcomes: “Children Ready For and Succeeding in School," “Families that are Safe, Stable and Nurturing,” and “Communities that are Safe and Provide a High Quality of Life for Children and Families”. Expected program outcomes include an increase in positive social and emotional development as measured by the Child and Adolescent Functional Assessment Scale (CAFAS). October 17, 2017 Contra Costa County Board of Supervisors 716 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Novation Interagency Agreement #74-371-9 with Mt. Diablo Unified School District in an amount not to exceed $3,616,637, to provide school-based mental health services to Seriously Emotionally Disturbed (SED) students in the Mt. Diablo Unified School District for the period from July 1, 2017 through June 30, 2018, which includes a six-month automatic extension through December 31, 2018 in an amount not to exceed $1,673,921. FISCAL IMPACT: This contract is funded 46% by Federal Medi-Cal, 46% by Mental Health Realignment, and 8% by the Mt. Diablo Unified School District. (Rate increase) BACKGROUND: This contract meets the social needs of the County’s population by providing school and community based mental health services, including: assessments; individual, group and family therapy; medication support; case management; outreach; and crisis intervention services for children at Sunrise Elementary School and Olympic/Alliance High School, and their families. On July 7, 2016, the Board of Supervisors approved Interagency Agreement #74-371-8 with Mt. Diablo Unified School District, for the period from July 1, 2016 through June 30, 2017, which included a six-month automatic extension through December 31, 2017, for the provision of school-based mental health services to SED students. Approval of Novation Interagency Agreement #74-371-9 will replace the automatic extension and will allow the agency to continue providing services through June 30, 2018. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Cynthia Belon, 925-957-5201 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: D Morgan, M Wilhelm C.111 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Novation Interagency Agreement #74–371–9 with Mt. Diablo Unified School District October 17, 2017 Contra Costa County Board of Supervisors 717 CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, SED children will have reduced access to treatment services and may require placement at higher level of care, including hospitalization or residential care in the Mt. Diablo Unified School District. CHILDREN'S IMPACT STATEMENT: This school-based program supports the following Board of Supervisors’ community outcomes: “Children Ready For and Succeeding in School”; “Families that are Safe, Stable, and Nurturing”; and “Communities that are Safe and Provide a High Quality of Life for Children and Families”. Expected program outcomes include an increase in positive social and emotional development as measured by the Child and Adolescent Functional Assessment Scale (CAFAS). October 17, 2017 Contra Costa County Board of Supervisors 718 RECOMMENDATION(S): APPROVE and AUTHORIZE the Interim Public Works Director, or designee, to execute a Consulting Services Agreement with Fennie + Mehl Architects, in an amount not to exceed $280,000, to provide architectural services for the remodel of Suite 200 for CCTV, 10 Douglas Dr., Martinez Project. FISCAL IMPACT: 100% Public Education and Government Cable Access Funds. BACKGROUND: Fennie + Mehl Architects and the specialized engineering consultants assembled for the Contra Costa Television (CCTV) project have the design and technical experience that is appropriate to the scale and scope of this project. CCTV operates a full-service studio and associated production functions from an office suite in the building at 10 Douglas Drive. In 2010, the addition of a second channel resulted in the need to expand office space. Non-production staff moved across the hall to a second suite where administrative functions continue today. Over the past 5 years, CCTV has grown to manage the programming and operations of 5 channels, resulting in additional workload and space needs for equipment, County staff and contractors. With the expansion of responsibility for web streaming as well as increased cable television production, additional equipment has been necessary APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Ramesh Kanzaria, (925) 313-2000 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C.112 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Approve and Authorize a Consulting Services Agreement with Fennie + Mehl Architects, for Architectural Services, Martinez. October 17, 2017 Contra Costa County Board of Supervisors 719 BACKGROUND: (CONT'D) to fully manage the video operations. CCTV has run out of space for operations, and moving production equipment and staff to the administrative suite would be highly inefficient and costly. Given the additional program and production responsibilities, additional interns and contract staff are frequently used to supplement the small County staff, and there isn’t room for additional video editing work stations for them to use. Beyond the work space, the television studio is also outdated, inadequate in size, and lacks sufficient storage space. CCTV has resumed more frequent use of its studio for live and taped productions, and the current studio does not meet the needs for a facility that has to be quickly reconfigured for each type of production. Storage space has been completely exhausted. The former green room, used for show guests prior to productions, is now used for storage. In addition, the layout of the space is not conducive to either team meetings or consultations with customers and clients. There is no space for a reception area and CCTV has frequent guests from County departments, city partners and the public. With dedicated capital construction funds available and CCTV’s operations continuing to expand, it is important that the studio and office space expand accordingly and modernize to reflect the new business of both web streaming and editing as well as cable television production. CONSEQUENCE OF NEGATIVE ACTION: If the agreement is not approved, CCTV will continue to operate with inadequate and insufficient space and equipment. Staff, program producers and contract videographers, producers and editors will continue to use less cost-effective equipment and space. October 17, 2017 Contra Costa County Board of Supervisors 720 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Contract #27-192-11 with Suresh K. Sachdeva, M.D., Professional Corporation, in an amount not to exceed $325,000, to provide pediatric primary care services to Contra Costa Health Plan (CCHP) members for the period from October 1, 2017 through September 30, 2019. FISCAL IMPACT: This contract is funded 100% by CCHP Enterprise Fund II. (No rate increase) BACKGROUND: On November 3, 2015, the Board of Supervisors approved Contract #27-192-10 with Suresh K. Sachdeva, M.D. a Professional Corporation, for the period from October 1, 2015 through September 30, 2017, to provide pediatric primary care services for CCHP members. Approval of Contract #27-192-11 will allow the contractor to continue to provide pediatric primary care services through September 30, 2019. CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, certain specialized health care services as outlined in the individual and group health plan membership contract terms will not be provided to CCHP members. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Patricia Tanquary, 925-313-6004 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Alaina Floyd , Marcy Wilhelm C.113 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Contract #27-192-11 with Suresh K. Sachdeva, M.D., Professional Corporation October 17, 2017 Contra Costa County Board of Supervisors 721 RECOMMENDATION(S): APPROVE and AUTHORIZE the Interim Public Works Director, or designee, to execute an amendment to the Consulting Services Agreement with Vanir Construction Management, Inc. (Vanir), in an amount not to exceed $4,004,948, subject to approval by the County Administrator, and approval as to form by County Counsel, for construction management services for the West County Re-entry Treatment and Housing Replacement Project, 5555 Giant Highway, Richmond. FISCAL IMPACT: The contract amount, not to exceed $4,004,948, is part of the already approved project budget of $95 million (74% California State Board of Corrections Grant SB844 and 26% County General Fund). BACKGROUND: The County applied for funding from the California Board of State and Community Corrections ("BSCC"). A project was proposed to build a new housing unit at the West County Detention Facility ("WCDF") campus that would replace the use of existing beds at the Martinez Detention Facility with appropriate high security housing, along with additional space for reentry and mental health treatment programs currently unavailable to the high-security population. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Ramesh Kanzaria, (925) 313-200 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Eric Angstadt, Assistant County Administrator C.114 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Approve and Authorize Amendment No. 1 to CSA with Vanir Construction Management, Inc., for Construction Management Services (WH176B) October 17, 2017 Contra Costa County Board of Supervisors 722 BACKGROUND: (CONT'D) At that time, the expansion project entailed the development of approximately 2.3 acres at the WCDF and was estimated to consist of an approximately 132,000 square foot (building areas) facility with 416 beds at total cost of about $89 million and was to be completed in spring of 2020. The expansion would have offered facilities and programs to help inmates for reentry into society, as well as support outpatient medical, recreational, and minor administrative facilities. On May 17, 2017, an Executive Steering Committee of the BSCC made a conditional award of SB 844 funds to Contra Costa County in the amount of $70 million and recommended funding approval to the BSCC at a future meeting date. On June 8, 2017, the BSCC convened and approved the recommendation of the Executive Steering Committee to award Contra Costa County the full $70 million funding award. On June 20, 2017, the Board approved the appropriation of County funds to satisfy the hard match previously identified by the Board in Resolution No. 2017/44, and integrated into the County's funded SB 844 application. Also on February 7, 2017, the Board authorized the Public Works Director, or designee, to issue a Request for Proposals (RFP)/Request for Qualifications (RFQ) for a construction management firm or firms to assist with management of some specific and other countywide capital projects. The Public Works Department received 8 Statement of Qualifications from interested firms and 4 firms were short-listed. A selection committee comprised of County staff conducted interviews and ranked the short-listed firms, Vanir was the top ranking firm. It is recommended that Vanir be awarded the amendment to provide construction management services for the West County Re-entry Treatment and Housing Replacement Project. CONSEQUENCE OF NEGATIVE ACTION: The Public Works Department does not have the staff to provide construction management services for this project. If the amendment is not approved, the projects will be delayed and most likely incur increases in the cost of construction. October 17, 2017 Contra Costa County Board of Supervisors 723 RECOMMENDATION(S): APPROVE and AUTHORIZE the Interim Public Works Director, or designee, to execute an amendment to the Consulting Services Agreement with KMD Architects ("KMD"), to increase the payment limit by $450,000, to a new payment limit of $3,100,000, with no change to the term, subject to approval by the County Administrator, and approval as to form by County Counsel, for additional architectural, engineering and other technical services to provide bridging documents related to off-site work, new street parking development, and signage design for the replacement of the existing County Administration Building, Martinez area. FISCAL IMPACT: 100% General Fund. BACKGROUND: The replacement of the existing County Administration Building, located at 651 Pine Street, Martinez, is part of the County’s five year plan for capital facility projects. KMD was selected through a competitive, qualifications-based selection process to provide architectural, engineering and other technical services for a planning study for preliminary work for the replacement of the existing County Administration Building. On August 16, 2016, the Board approved the Consulting Services Agreement with KMD. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Ramesh Kanzaria, (925) 313-200 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C.115 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Approve and Authorize Amendment No. 2 to Consulting Services Agreements with KMD Architects for the Replacement of the Administration Bldg. (WH140F) October 17, 2017 Contra Costa County Board of Supervisors 724 BACKGROUND: (CONT'D) On February 7, 2017, the Board approved Site Option A, in downtown Martinez, as the preferred site for the new County Administration Building and structured parking as shown and discussed at the Board retreat on January 31, 2017. At the Board’s retreat, the County Administrator's Office presented three potential site options prepared by KMD. The new County Administration Building and parking development will be on three separate parcels in downtown Martinez. The first two parcels straddle both sides of Pine Street between Marina Vista Avenue and Escobar Street. By closing off Pine Street, these two combined parcels will accommodate the new building. The new Administration Building is proposed as a four-story modern structure with its front entrance oriented toward Pine Street. Across Escobar Street, on the parcel where the existing 651 Pine Street tower is now located, new parking would be provided east of the existing tower. New parking would extend to the east end of the parcel. Parking for 265 cars will be accommodated in a two level structure; the lower level is submerged below grade. Surrounding sitework will have additional limited surface parking and a new plaza along with civic features or details. At the retreat, it was recommended to the Board to retain KMD to complete the next phase of design work and complete the bridging documents necessary to construct the project. Amendment No. 1 to the Consulting Services Agreement will provide for those additional services. On March 14, 2017, the Board approved Amendment No.1 for additional architectural, engineering, and other technical services to provide bridging documents for the replacement of the existing County Administration Building. CONSEQUENCE OF NEGATIVE ACTION: If the amendment is not approved, the project will be delayed and most likely incur increases in the cost of construction. In addition to construction cost escalation, the favorable bond and private funding sources that are currently available to finance this project will most likely not be available in the future. October 17, 2017 Contra Costa County Board of Supervisors 725 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Contract #77-133 with Bay Area Reproductive Healthcare, P.C., a professional corporation, in an amount not to exceed $1,000,000, to provide gender reassignment surgery services for Contra Costa Health Plan (CCHP) Medi-Cal members for the period from October 1, 2017 through September 30, 2019. FISCAL IMPACT: This contract is funded 100% by CCHP Enterprise Fund II. BACKGROUND: Under Contract #77-133, the contractor will provide transgender surgeries for CCHP Medi-Cal members for the period October 1, 2017 through September 30, 2019. CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, Medi-Cal members will not receive gender reassignment surgery services from the contractor. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Patricia Tanquary, 925-313-6004 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Alaina Floyd, Marcy Wilhelm C.116 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Contract #77-133 with Bay Area Reproductive Healthcare, P.C. October 17, 2017 Contra Costa County Board of Supervisors 726 RECOMMENDATION(S): APPROVE and AUTHORIZE the County Probation Officer, or designee, to execute a contract with STAND! For Families Free of Violence in the amount of $107,238 to provide parenting training for participants ages 14-25 who are involved with the criminal justice system, for the period of July 1, 2017 through June 30, 2018. FISCAL IMPACT: $107,238; 100% State Proud Parenting Grant Program. Funding for Parenting Training is received from the Proud Parenting Grant awarded by the Board of State and Community Corrections and will not require any General Funds. BACKGROUND: In June 2017 the Contra Costa County Probation Department applied to the Board of State and Community Corrections for funds to continue facilitation of Proud Parenting Programs for young fathers and mothers involved in the criminal justice system, for the period July 1, 2017 through June 30, 2018. The Department was successful in its application and will now enter into a contract with STAND! to continue services for youth ages 14-25 involved in the criminal justice system. CONSEQUENCE OF NEGATIVE ACTION: The Probation Department will be unable to contract with STAND! For Families Free of Violence for Proud Parenting services. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Danielle Fokkema, 925-313-4195 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C.117 To:Board of Supervisors From:Todd Billeci, County Probation Officer Date:October 17, 2017 Contra Costa County Subject:Contract with STAND! for Families Free of Violence October 17, 2017 Contra Costa County Board of Supervisors 727 CHILDREN'S IMPACT STATEMENT: Services provided will improve the quality of life for youth in the juvenile justice system and their children and provide a service to which they might not otherwise have access. October 17, 2017 Contra Costa County Board of Supervisors 728 RECOMMENDATION(S): APPROVE and AUTHORIZE the Purchasing Agent to amend a purchase order, on behalf of the Employment and Human Services Department, with Community Playthings in order to add funds to an existing purchase order in the amount of $151,000 for a new total purchase order amount of $250,000 for furnishings and materials to equip Early Head Start classrooms for the period ending June 30, 2018. FISCAL IMPACT: This action increases purchase order #4799 by $151,000 to a total amount of $250,000. The funds to cover the increase are covered by start-up dollars included in a new Federal award of Early Head Start. BACKGROUND: The Community Services Bureau of the Employment and Human Services Department received a new grant for Early Head Start. The total grant will serve 190 new children and includes $950,000 in start up dollars to get the classrooms and partner rooms prepared for the new students. Classrooms at Bayo Vista, Brookside, and Las Deltas will be furnished and equipped with products provided by Community Playthings. Community Playthings is a company providing custom-designed plans, high quality wood furnishings, and materials for school rooms to create age-appropriate educational environments for young children. They work closely with customers in creating plans, and readily make changes when requested. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Elaine Burres, 608-4960 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C.118 To:Board of Supervisors From:Kathy Gallagher, Employment & Human Services Director Date:October 17, 2017 Contra Costa County Subject:Change to Purchase Order #4799 with Community Playthings October 17, 2017 Contra Costa County Board of Supervisors 729 CONSEQUENCE OF NEGATIVE ACTION: Without the increased purchase order, Early Head Start child care enters would not adequately meet the age appropriate needs of infant toddler aged children. October 17, 2017 Contra Costa County Board of Supervisors 730 RECOMMENDATION(S): APPROVE and AUTHORIZE the Health Services Director, or designee, to execute a contract subject to approval to form by County Counsel with Urban Institute, in an amount not to exceed $320,592 to provide program evaluation services for the County's Proposition 47-funded "CoCo LEAD+" project for the period October 16, 2017 through September 30, 2020. FISCAL IMPACT: $320,592 in anticipated expenditures; 100% funded by Proposition 47 funds. Appropriations budgeted. BACKGROUND: On June 8, 2017, Contra Costa County's Health Services Department was awarded $5,984,000 in Proposition 47 funding for its "CoCo LEAD+" project. Funded by the statewide savings generated from Proposition 47, a voter-approved initiative passed in November 2014, CoCo LEAD+ is a partnership of Contra Costa County’s Behavioral Health Services, County Probation Department, the Antioch Police Department, the Contra Costa Housing Authority, the County’s Health, Housing, and Homeless Services, and community-based organizations. In collaboration with the Antioch Police Department, the program will implement new arrest-diversion protocols and intensive, coordinated services for people with behavioral health issues who have been repeatedly arrested for a broad array of low-level, non-violent charges. Start-up activities have commenced, with services anticipated to begin by the end of 2017. CoCo LEAD+ will provide pre-arrest “social contact,” post-arrest, pre-booking, and post-booking diversion opportunities and services for adults with behavioral health issues who have been arrested by the Antioch Police Department (“APD”) more than once in twelve months for eligible misdemeanors or “wobblers.” Probationers APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: L. DeLaney, 925-335-1097 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C.119 To:Board of Supervisors From:David Twa, County Administrator Date:October 17, 2017 Contra Costa County Subject:Contract Award for Program Evaluation Services for Prop. 47 "CoCo LEAD+" October 17, 2017 Contra Costa County Board of Supervisors 731 arrested on divertible charges in Antioch or cited for technical violations will also be eligible. CoCo LEAD+ is expected to divert and enroll 200 unduplicated adult individuals in 38 months. Lead agencies, including Contra Costa County, whose projects (such as CoCo LEAD+) were selected for Proposition 47 funding by the Board of State and Community Corrections (BSCC) are required to submit a Local Evaluation Plan to the BSCC by November 15, 2017; a Two-Year Preliminary Evaluation Report by August 15, 2019; and a Final Local Evaluation Report by September 30, 2020 to the BSCC. In addition, the contracted evaluator will be expected to deliver internal evaluation reports offering findings and recommendations for quality improvement, additional data collection, and ongoing or modified evaluation activities. As specified in the Prop. 47 RFP, plans to measure the effectiveness of a project should include the use of both qualitative and quantitative research. While quantitative research is based on numbers and mathematical calculations, qualitative research is based on written or spoken narratives. The purpose of quantitative research is to explain, predict and/or control events through focused collection of numerical data, while the purpose of qualitative research is to explain and gain insight and understanding of events through intensive collection of narrative data. CoCo LEAD+ will be led by a management team coordinated by the Behavioral Health Division, under the supervision of the Forensic Mental Health Director. Consistent with the LEAD model and to foster collective systems change while advancing operational efficiencies, certain aspects of the work of CoCo LEAD+ will be stewarded by two multisector, multi-disciplinary, data-driven work groups (a Policy Team and an Operations Team/Diversion Panel), which will include project staff from CCHS, justice partners (APD, Probation, Sheriff’s Office, District Attorney, and Public Defender), the County Housing Authority, the CoCo LEAD+ Manager, and various service partners. The project is further informed by a Local Advisory Committee (LAC), a diverse 13-member body that October 17, 2017 Contra Costa County Board of Supervisors 732 includes both institutional and individual representatives. The contracted evaluator will be expected to support the data-related work of these bodies; this may include making presentations, conducting interviews or focus groups, and receiving input on direction and focus of the work. To assist with project launch activities, the Office of Reentry & Justice (ORJ) in the County Administrator's Office assumed responsibility for the procurement process for program evaluation services. A Request for Qualifications (RFQ) was issued by the ORJ on August 28, 2017. Responses were due by noon on September 21, 2017. The ORJ distributed the RFQ to over 45 known evaluation organizations, and the opportunity was also posted on the County's BidSync platform. Three responses were received by the deadline. A Review Panel was convened on September 26, 2017 to rate the proposals. The top scoring proposal was submitted by Urban Institute, Justice Policy Center. “Established in 1968, Urban Institute is a non-profit, nonpartisan research organization based in Washington, D.C., staffed by 400 researchers whose work focuses on a range of domestic policy issues. Urban Institute’s Justice Policy Center, comprised of 50 researchers, is nationally recognized for conducting high-quality research and evaluation on issues at the intersection of criminal justice and behavioral health, reentry, criminal justice reform, juvenile justice, and victimization.” The Review Panel was comprised of ( October 17, 2017 Contra Costa County Board of Supervisors 733 BACKGROUND: (CONT'D) in alphabetic order): Kenneth Gallagher, Research and Evaluation Manager, Contra Costa County Health Services Patrice Guillory, Reentry Network Manager, HealthRIGHT 360 Stephanie Medley, RYSE Center, Youth Justice Director Marie Scannell, Mental Health Program Manager, Contra Costa County Health Services Lesha Roth, Assistant Chief Probation Officer John VanderKlugt, Antioch Police Department (Lieutenant, ret.) No appeal of the decision was received by the County Administrator's Office. CONSEQUENCE OF NEGATIVE ACTION: If the Board does not authorize the execution of this contract, the County will not have a program evaluator for the project. October 17, 2017 Contra Costa County Board of Supervisors 734 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Contract #27–814-5 with Credentals Services, Inc. (dba VerifPoint), a corporation, in an amount not to exceed $80,000, to provide credentialing services of Contra Costa Health Plan healthcare providers for the period from October 1, 2017 through September 30, 2019. FISCAL IMPACT: This contract is funded 100% by Contra Costa Health Plan Enterprise Fund II. (No rate increase) BACKGROUND: On September 23, 2014, the Board of Supervisors approved Contract #27–814-2 (as amended by Amendment Agreement #27-814-3 and Administrative Amendment #27-814-4) with Credentals Services, Inc. (dba VerifPoint) to provide credentialing and re-credentialing services for Contra Costa Health Plan healthcare providers, through September 30, 2017. Approval of Contract #27-814-5 will allow Contractor to continue providing credentialing services for healthcare providers, through September 30, 2019. This contract includes mutual indemnification to hold harmless both parties for any claims arising out of the performance of this contract. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Patricia Tanquary 925-313-6004 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: E Suisala, M Wilhelm C.120 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Contract #27–814-5 with Credentals Services, Inc. October 17, 2017 Contra Costa County Board of Supervisors 735 CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, the County’s providers will not be credentialed and Contra Costa Health Plan would be at-risk for non-compliance with federal, state, and contractual requirements, and could subject the County to potential sanctions, civil penalties, and corrective action plans. October 17, 2017 Contra Costa County Board of Supervisors 736 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Novation Contract #74–375–8 with Rainbow Community Center of Contra Costa County, a non-profit corporation, in an amount not to exceed $737,245, to provide Mental Health Services Act (MHSA) Prevention and Early Intervention (PEI) services for the period from July 1, 2017 through June 30, 2018, which includes a six-month automatic extension through December 31, 2018, in an amount not to exceed $368,622. FISCAL IMPACT: This contract is funded 100% by Mental Health Services Act. (Rate increase) BACKGROUND: This contract meets the social needs of the County’s population by providing a community-based social support program designed to decrease isolation, depression and suicidal ideation among members of the Lesbian, Gay, Bisexual, Transgender and Questioning (LGBTQ) community residing in Contra Costa County. On August 2, 2016, the Board of Supervisors approved Novation Contract #74–375-7 with Rainbow Community Center of Contra Costa County, for the period from July 1, 2016 through June 30, 2017, which included a six-month automatic extension through December 31, 2017 for the provision of MHSA PEI services. Approval of Novation Contract #74–375–8 replaces the automatic extension under the prior contract, and allows the contractor to continue providing services through June 30, 2018. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Cynthia Belon, 925-957-5201 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: E Suisala, M Wilhelm C.121 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Novation Contract #74-375-8 with Rainbow Community Center of Contra Costa County October 17, 2017 Contra Costa County Board of Supervisors 737 CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, the contractor will not provide outreach and community engagement events, support groups, in-services, and counseling to the LGBTQ community and their families. CHILDREN'S IMPACT STATEMENT: This program supports the following Board of Supervisors’ community outcomes: “Children Ready For and Succeeding in School”; “Families that are Safe, Stable, and Nurturing”; and “Communities that are Safe and Provide a High Quality of Life for Children and Families”. Expected program outcomes include an increase in positive social and emotional development as measured by the Child and Adolescent Functional Assessment Scale (CAFAS). October 17, 2017 Contra Costa County Board of Supervisors 738 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Contract #74-527-1 with Carlos M. Zapata, M.D., an individual, in an amount not to exceed $174,720, to provide outpatient psychiatric care to mentally ill adults in Central County, for the period from December 1, 2017 through November 30, 2018. FISCAL IMPACT: This contract is funded 100% by Mental Health Realignment. (No rate increase) BACKGROUND: On December 13, 2016, the Board of Supervisors approved Contract #74–527 with Carlos Zapata, M.D. for the provision of outpatient psychiatric care, including diagnosing, counseling, evaluating, and providing medical and therapeutic treatment for mentally ill adults in Central Contra Costa County, for the period December 1, 2016 through November 30, 2017. Approval of Contract #74-527-1 will allow the contractor to continue providing services through November 30, 2018. CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, patients requiring outpatient psychiatric care will not have access to the contractor’s services. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Cynthia Belon, 925-957-5201 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: E Suisala, M Wilhelm C.122 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Contract #74-527-1 with Carlos M. Zapata, M.D. October 17, 2017 Contra Costa County Board of Supervisors 739 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute on behalf of the County, Contract Amendment Agreement #74-399-9 with Contra Costa Interfaith Transitional Housing, Inc., a non-profit corporation, effective July 1, 2017, to amend Contract #74-399-8, to modify the rates for community-based mental health services for Seriously Emotionally Disturbed (SED) youth, with no change in the original payment limit of $271,450, no change in the original term of July 1, 2017 through June 30, 2018, and no change in the six-month automatic extension amount of $135,725 through December 31, 2018. FISCAL IMPACT: This amendment is funded 50% by Mental Health Realignment funds and 50% by Federal Medi-Cal. (Rate decrease) BACKGROUND: On July 11, 2017, the Board of Supervisors approved Contract #74-399-8 with Contra Costa Interfaith Transitional Housing, Inc., for the provision of community-based mental health services for SED youth for the period from July 1, 2017 through June 30, 2018, which included a six-month extension through December 31, 2018. Approval of Contract Amendment Agreement #74-399-9 will revise the rate schedule to allow the contractor to bill at the rate agreed to by the parties and continue to provide community based mental health services, through June 30, 2018. CONSEQUENCE OF NEGATIVE ACTION: If this amendment is not approved, the contractor will not be paid at the correct negotiated rate. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Cynthia Belon, 925-957-5201 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: E Suisala , M Wilhelm C.123 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Amendment #74-399-9 with Contra Costa Interfaith Transitional Housing, Inc. October 17, 2017 Contra Costa County Board of Supervisors 740 October 17, 2017 Contra Costa County Board of Supervisors 741 RECOMMENDATION(S): APPROVE and AUTHORIZE the County Administrator, or designee, to execute a contract amendment with Buck Consultants (also known as Conduent HR Services), effective October 1, 2017, to extend the term from October 1, 2017 to December 31, 2017 and increase the payment limit by $35,490 to a new payment limit of $959,978 to continue providing support and consultation for employee health and benefits issues. FISCAL IMPACT: The cost for this contract is 100% funded through the Benefit Administration Fee. BACKGROUND: Over the past several years, the County has utilized the contractual services of Buck Consultants/Conduent HR Services in the development and implementation of specific benefit programs, ongoing annual reviews of benefit programs, annual renewals of insurance contracts, assistance with labor negotiations, and consultation services on the interpretation of new State and Federal laws as they pertain to employee benefits. Buck is currently engaged in the initial application for the 2017 Medicare Retiree Drug Subsidy Reimbursement process. Completion of this project is APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Ann Elliott 925-335-1747 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Ann Elliott, Human Resources Manager C.124 To:Board of Supervisors From:Dianne Dinsmore, Human Resources Director Date:October 17, 2017 Contra Costa County Subject:Contract Amendment/Extension Agreement with Buck Consultants/Conduent October 17, 2017 Contra Costa County Board of Supervisors 742 BACKGROUND: (CONT'D) > important as in prior years, Contra Costa County has received more than $1 million in reimbursement. Extending the current contract with Buck Consultants will allow Human Resources Benefits Division the ability to complete the Medicare Retiree Drug Subsidy reimbursement process as well as review the responses to the RFP issued for Welfare Broker services and negotiate a contract with the selected vendor. CONSEQUENCE OF NEGATIVE ACTION: Due to the multiple and complex programs and compliance issues on which Buck Consultants/Conduent HR Services is currently providing guidance to the County, including facilitating the RFP process and facilitation of the Medicare RDS process, it is necessary to execute a Contract Amendment/Extension Agreement with Buck Consultants/Conduent HR Services in order to ensure the County continues to provide a comprehensive benefits package to our employees and receives the funding provided by the Medicare Retiree Drug Subsidy Reimbursement. If Conduent does not complete the application on the County's behalf, the County will not collect more than $1 million is medicare drug reimbursement. October 17, 2017 Contra Costa County Board of Supervisors 743 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Contract Extension Agreement #76-553-1 with The Regents of the University of California, San Francisco, a California Constitutional Corporation, to extend the termination date from November 30, 2017 to November 30, 2018, to continue to provide pediatric cardiology services at the Contra Costa Regional Medical Center (CCRMC). FISCAL IMPACT: This contract is funded 100% by Hospital Enterprise Fund I. There is no change being made to the contract payment limit of $50,000. BACKGROUND: On December 20, 2016, the Board of Supervisors approved Contract #76-553, with The Regents of the University of California, San Francisco, a California Constitutional Corporation, for the provision of pediatric cardiology services, including fetal echocardiograms and electrocardiograms for the Pediatrics Unit at the Contra Costa Regional Medical Center through November 30, 2017. This contract includes mutual indemnification. Approval of Contract Extension Agreement #76-553-1 will allow the contractor to continue providing pediatric cardiology services through November 30, 2018. CONSEQUENCE OF NEGATIVE ACTION: If this extension is not approved, the contractor will not provide pediatric cardiology services at CCRMC. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Samir Shah, M.D., 925-370-5525 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: L Walker , M Wilhelm C.125 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Extension #76-553-1 with The Regents of the University of California, San Francisco October 17, 2017 Contra Costa County Board of Supervisors 744 RECOMMENDATION(S): APPROVE and AUTHORIZE the Interim Public Works Director, or designee, to execute an amendment to the Consulting Services Agreement with Ross Drulis Cusenbery Architecture, Inc. (RDC), to add sub-consultants and update the project schedule, with no change to the term or payment limit, to provide architectural, engineering, and other technical services for the new Emergency Operations Center/Public Safety Building, subject to approval by the County Administrator, and approval as to form by County Counsel, and AUTHORIZE the Interim Public Works Director, or designee, to execute the amendment, Martinez area. FISCAL IMPACT: No fiscal impact. BACKGROUND: The construction of a new Emergency Operations Center/Public Safety Building is part of the County’s five year plan for capital facility projects, RDC was selected through a competitive, qualifications-based selection process to provide architectural, engineering and other technical services for a planning study for preliminary work on a new emergency operations center. On August 16, 2016, the Board approved the Consulting Services Agreement with RDC. At the Board’s retreat on January 31, 2017, RDC presented three options and the Board selected option 1 as the preferred location for APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Ramesh Kanzaria, (925) 313-200 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C.126 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Approve and Authorize Amendment No. 2 to the Consulting Services Agreements with Ross Drulis Cusenbery Architecture, Inc. (WH140D) October 17, 2017 Contra Costa County Board of Supervisors 745 BACKGROUND: (CONT'D) the new Public Safety Building and the new Emergency Operations Center. At that time it was recommended to the Board to retain RDC to complete the next phase of design work and complete the bridging documents necessary to construct the project. Amendment No. 1 approved on March 7, 2017, provided these services and increased the payment limit for the contract. CONSEQUENCE OF NEGATIVE ACTION: If the Amendment is not approved, the project will suffer from delays and increase the cost of construction. October 17, 2017 Contra Costa County Board of Supervisors 746 RECOMMENDATION(S): APPROVE and AUTHORIZE the Purchasing Agent, on behalf of Risk Management, to execute a purchase order with Ventiv Technology, Inc., in the amount of $221,447 for workers' compensation and liability claims management system maintenance and annual software licensing for the period from October 1, 2017 through September 30, 2018 as recommended by the Director of Risk Management. FISCAL IMPACT: Costs are supported through Countywide inter-departmental charges to the Internal Service Funds for workers' compensation and general liability. BACKGROUND: Ventiv Technology, Inc. provides the iVOS claims management system used by Risk Management to process current and historical claims data for administration of claims, premium charges, actuarial analysis and identification of loss trends. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Sharon Hymes-Offord (925) 335-1450 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Robert Campbell, Auditor-Controller C.127 To:Board of Supervisors From:Sharon Offord Hymes, Risk Manager Date:October 17, 2017 Contra Costa County Subject:Blanket Purchase Order with Ventiv Technology, Inc. October 17, 2017 Contra Costa County Board of Supervisors 747 CONSEQUENCE OF NEGATIVE ACTION: County will not have licensing for the workers' compensation and liability claims management system software. October 17, 2017 Contra Costa County Board of Supervisors 748 RECOMMENDATION(S): APPROVE and AUTHORIZE the Purchasing Agent, on behalf of the Employment and Human Services Director, to execute a Blanket Purchase Order with Producers Dairy Products Inc. in an amount not to exceed $400,000, for fresh dairy products for the Community Services Bureau food services division, for the period July 1, 2017 through June 30, 2021. FISCAL IMPACT: Purchase order #53159 will be executed in an amount not to exceed $400,000. The purchase order will be funded 60% by federal Administration for Children and Families and 40% by State California Department of Education. BACKGROUND: The Employment and Human Services Department (Department), Community Services Bureau utilizes Producers Dairy Products Inc. to provide fresh dairy products to the childcare centers operated by the Department. CONSEQUENCE OF NEGATIVE ACTION: If not approved, County will not be able to purchase fresh dairy products for its childcare centers. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: J. Bhambra, 313-1545 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Nasim Eghlima, Sam Mendoza C.128 To:Board of Supervisors From:Kathy Gallagher, Employment & Human Services Director Date:October 17, 2017 Contra Costa County Subject:Blanket Purchase Order with Producers Dairy Products Inc. October 17, 2017 Contra Costa County Board of Supervisors 749 CHILDREN'S IMPACT STATEMENT: The Employment & Human Services Department Community Services Bureau supports three of Contra Costa County’s community outcomes - Outcome 1: “Children Ready for and Succeeding in School,” Outcome 3: “Families that are Economically Self-sufficient,” and, Outcome 4: “Families that are Safe, Stable, and Nurturing.” These outcomes are achieved by offering comprehensive services, including high quality early childhood education, nutrition, and health services to low-income children throughout Contra Costa County. ATTACHMENTS Purchase Order October 17, 2017 Contra Costa County Board of Supervisors 750 October 17, 2017 Contra Costa County Board of Supervisors 751 October 17, 2017 Contra Costa County Board of Supervisors 752 October 17, 2017 Contra Costa County Board of Supervisors 753 October 17, 2017 Contra Costa County Board of Supervisors 754 October 17, 2017 Contra Costa County Board of Supervisors 755 October 17, 2017 Contra Costa County Board of Supervisors 756 October 17, 2017 Contra Costa County Board of Supervisors 757 October 17, 2017 Contra Costa County Board of Supervisors 758 October 17, 2017 Contra Costa County Board of Supervisors 759 October 17, 2017 Contra Costa County Board of Supervisors 760 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Contract #27-918-2 with Gupta Etwaru, M.D. (DBA Etwaru Eye Center), a corporation, in an amount not to exceed $800,000, to provide ophthalmology services for Contra Costa Health Plan members for the period from October 1, 2017 through September 30, 2019. FISCAL IMPACT: This contract is funded 100% by Contra Costa Health Plan Enterprise Fund II. BACKGROUND: In September 2015, the County Administrator approved, and the Purchasing Services Manager executed Contract #27-918-1 with Gupta Etwaru, M.D., for the provision of ophthalmology services for Contra Costa Health Plan members, for the period from October 1, 2015 through September 30, 2017. Approval of Contract #27-918-2 will allow the contractor to continue providing ophthalmology services through September 30, 2019. CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, Contra Costa Health Plan members will not receive the benefits of ophthalmology services from the contractor. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Patricia Tanquary, 925-313-6004 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Marcy Wilhelm, Alaina Floyd C.129 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Contract #27-918-2 with Gupta Etwaru, M.D. (DBA Etwaru Eye Center) October 17, 2017 Contra Costa County Board of Supervisors 761 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Contract #25-077-1 with Contra Costa Interfaith Transitional Housing, Inc., a non-profit corporation, in an amount not to exceed $430,000, to provide housing navigation services to the County’s Coordinated Entry (CE) system for the period from October 1, 2017 through September 30, 2018. FISCAL IMPACT: This contract is funded 95% by Housing and Urban Development Coordinated Entry and 5% by County General Fund. BACKGROUND: This contract meets the social needs of the County’s population by providing support services to Contra Costa County families who are homeless, including case management, day shelter services, transportation needs, mental health assessment and crisis intervention. On February 14, 2017, the Board of Supervisors approved Contract #25-077 with Contra Costa Interfaith Transitional Housing, Inc. to provide housing navigation services to the County’s Emergency Shelter System, part of the CARE Centers and CARE Capable Centers for the Homeless CE system, for the period from November 1, 2016 through September 30, 2017. Approval of Contract #25-077-1 will allow the contractor to continue to provide services to County’s CE system through September 30, 2018. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Lavonna Martin, 925-313-7704 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: L Walker , M Wilhelm C.130 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Contract #25-077-1 with Contra Costa Interfaith Transitional Housing, Inc. October 17, 2017 Contra Costa County Board of Supervisors 762 October 17, 2017 Contra Costa County Board of Supervisors 763 CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, families who are homeless will not have access to the contractor’s services. CHILDREN'S IMPACT STATEMENT: This program supports the following Board of Supervisors’ community outcomes: “Families that are Safe, Stable, and Nurturing” and “Communities that are Safe and Provide a High Quality of Life for Children and Families”. Expected program outcomes include an increase in positive social and emotional development as measured by the Child and Adolescent Functional Assessment Scale (CAFAS). October 17, 2017 Contra Costa County Board of Supervisors 764 RECOMMENDATION(S): APPROVE and AUTHORIZE the Employment and Human Services Director, or designee, to execute a contract amendment with Julia Dyckman Andrus Memorial, Inc., effective October 1, 2017, to increase the payment limit by $7,775 to a new payment limit not to exceed $112,505, for implementation of trauma-responsive model of services and practices within additional Employment and Human Services Department bureaus with the original term of the contract, January 1, 2017 through December 31, 2017, remaining unchanged. FISCAL IMPACT: This contract amendments increases the payment limit by $7,775. The additional expense is funded by 52% State, 39% Federal, and 9% County sources. Aside from 7% of State funding SB698, the cost of the contract amendment is funded as administration through the Quarterly Expense claim that allocates funding from multiple programs. CFDA #93.658 APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Gina Chenoweth 608-4961 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C.131 To:Board of Supervisors From:Kathy Gallagher, Employment & Human Services Director Date:October 17, 2017 Contra Costa County Subject:Amend Contract with Julia Dyckman Andrus Memorial, Inc. for Trauma-Sensitive Practices Implementation October 17, 2017 Contra Costa County Board of Supervisors 765 BACKGROUND: The Sanctuary Institute division of Julia Dyckman Andrus Memorial, Inc. provides technical assistance, on-going training, and other tools for implementing a trauma-responsive model of services and practices in organizations. This amended contract is to provide trauma-sensitive training to all Children and Family Services (CFS) Programs, Contra Costa Alliance to End Abuse, and Employment and Human Services Department (EHSD) Staff Development. This amendment adds Contra Costa Alliance to End Abuse (Alliance) and EHSD Staff Development to expand the scope of EHSD staff and leadership trained in trauma-responsive practices. Stated outcomes for this contract are that CFS Program leadership and staff must be more comfortable in using and sustaining the trauma-responsive model of services and must recognize and achieve specific milestones in the use of tools and integration of trauma-responsive concepts. CONSEQUENCE OF NEGATIVE ACTION: Participants in CFS, Alliance, and Staff Development programs will not receive services from EHSD staff and leadership delivered with improved trauma-awareness and trauma-sensitivity. CHILDREN'S IMPACT STATEMENT: The services provided under this contract support all five of Contra Costa County’s community outcomes: (1) "Children Ready for and Succeeding in School"; (2) "Children and Youth Healthy and Preparing for Productive Adulthood"; (3)"Families that are Economically Self-Sufficient"; (4) "Families that are Safe, Stable and Nurturing"; and (5)"Communities that are Safe and Provide a High Quality of Life for Children and Families” by implementing trauma-sensitive practices and instilling trauma-awareness in all Children and Family Services programs. October 17, 2017 Contra Costa County Board of Supervisors 766 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Contract #74-419-8 with William E. Berlingieri, M.D., an individual, in an amount not to exceed $313,600, to provide outpatient psychiatric services in West Contra Costa County, for the period from January 1, 2018 through December 31, 2018. FISCAL IMPACT: This contract is funded 100% by Mental Health Services Act. (No rate increase) BACKGROUND: On December 6, 2016, the Board of Supervisors approved Contract #74-419-6, (as amended by Amendment Agreement #74-419-7) with William E. Berlingieri, M.D, for the provision of outpatient psychiatric services to mentally ill adults in West Contra Costa County, including diagnosis, counseling, evaluation, medical and therapeutic treatment, consulting, and training in medical and therapeutic matters for the period from January 1, 2017 through December 31, 2017. Approval of Contract #74-419-8 will allow the contractor to continue providing outpatient psychiatric services through December 31, 2018. CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, patients requiring outpatient psychiatric services in West Contra Costa County will not have access to the contractor’s services. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Cynthia Belon, 925-957-5201 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: D Morgan, M Wilhelm C.132 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Contract #74-419-8 with William E. Berlingieri, M.D. October 17, 2017 Contra Costa County Board of Supervisors 767 October 17, 2017 Contra Costa County Board of Supervisors 768 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Contract #77-130 with Erik Grasso (DBA Analytical Behavior Consultants), a sole proprietor, in an amount not to exceed $1,200,000, to provide applied behavior analysis services for Contra Costa Health Plan (CCHP) members for the period from October 1, 2017 through September 30, 2019. FISCAL IMPACT: This contract is funded 100% by Contra Costa Health Plan Enterprise Fund II. BACKGROUND: The Health Plan has an obligation to provide certain specialized health care services for its members under the terms of their Individual and Group Health Plan membership contracts with the County. Under Contract #77-130, the contractor will provide applied behavior analysis services to CCHP members through September 30, 2019. CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, Contra Costa Health Plan members will not receive the benefits of applied behavior analysis services from the contractor. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Patricia Tanquary, 925-313-6004 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Alaina Floyd C.133 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Contract #77-130 with Erik Grasso (DBA Analytical Behavior Consultants) October 17, 2017 Contra Costa County Board of Supervisors 769 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Contract #77-134 with Positive Pathways, LLC, a limited liability company, in an amount not to exceed $900,000, to provide applied behavior analysis services for Contra Costa Health Plan (CCHP) members for the period from October 1, 2017 through September 30, 2019. FISCAL IMPACT: This contract is funded 100% by Contra Costa Health Plan Enterprise Fund II. BACKGROUND: The Health Plan has an obligation to provide certain specialized health care services for its members under the terms of their individual and group health plan membership contracts with the County. Under Contract #77-134, the contractor will provide applied behavior analysis services to CCHP members through September 30, 2019. CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, Contra Costa Health Plan members will not receive the benefits of applied behavior analysis services from the contractor. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Patricia Tanquary, 925-313-6004 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Alaina Floyd, Marcy Wilhelm C.134 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Contract #77-134 with Positive Pathways, LLC October 17, 2017 Contra Costa County Board of Supervisors 770 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Contract #77-117 with Encompass Consulting, LLC, a limited liability company, in an amount not to exceed $140,000, to provide applied behavior analysis services for Contra Costa Health Plan (CCHP) members for the period from October 1, 2017 through September 30, 2019. FISCAL IMPACT: This contract is funded 100% by Contra Costa Health Plan Enterprise Fund II. BACKGROUND: The Health Plan has an obligation to provide certain specialized health care services for its members under the terms of their individual and group health plan membership contracts with the County. Under Contract #77-117, the contractor will provide applied behavior analysis services to CCHP members through September 30, 2019. CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, Contra Costa Health Plan members will not receive the benefits of applied behavior analysis services from the contractor. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Patricia Tanquary, 925-313-6004 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Alaina Floyd, Marcy Wilhelm C.135 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Contract #77-117 with Encompass Consulting, LLC October 17, 2017 Contra Costa County Board of Supervisors 771 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Contract #74-547 with Bi-Bett, a non-profit corporation, in an amount not to exceed $1,227,448, to provide substance abuse prevention treatment, and testing services to County residents, for the period from October 15, 2017 through June 30, 2018. FISCAL IMPACT: This contract is funded 75% by Federal Medi-Cal, 22% by the Substance Abuse Treatment and Prevention Block Grant, and 3% by Assembly Bill 109. BACKGROUND: This contract meets the social needs of the County’s population by providing specialized substance abuse treatment services so that men and women, including women with children, are provided an opportunity to achieve and maintain sobriety and to experience the associated benefits of self-sufficiency, family reunification, cessation of criminal activity and productive engagement in the community. Under Contract #74-547, the contractor will provide substance abuse treatment services for County residents for the period from October 15, 2017 through June 30, 2018. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Cynthia Belon, 925-957-5201 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: E Suisala, M Wilhelm C.136 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Contract #74-547 with Bi-Bett October 17, 2017 Contra Costa County Board of Supervisors 772 CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, County clients will not receive drug abuse prevention treatment, and testing services from this contractor. CHILDREN'S IMPACT STATEMENT: This Alcohol and Drug Abuse prevention program supports the Board of Supervisors’ “Families that are Safe, Stable, and Nurturing” and “Communities that are Safe and Provide a High Quality of Life for Children and Families” community outcomes by providing individual, group, and family counseling; substance abuse education; rehabilitation support services; and substance abuse prevention services. Expected outcomes include increased knowledge about the impact of addiction; decreased use of alcohol, tobacco and other drugs; increased use of community-based resources; and increased school and community support for youth and parents in recovery. October 17, 2017 Contra Costa County Board of Supervisors 773 RECOMMENDATION(S): APPROVE clarification of Board action of July 11, 2017 (Item C.117), which authorized the Health Services Director to execute Contract #77-100 with East Bay ABA Group, LLC, to reflect the intent of the parties in which the payment limit should have read an amount not to exceed $800,000 instead of $300,000 for applied behavioral analysis services for Contra Costa Health Plan Members with no change in the term of September 1, 2017 through August 31, 2019. FISCAL IMPACT: This contract is funded 100% by Contra Costa Health Plan Enterprise Fund II. BACKGROUND: On July 11, 2017, the Board of Supervisors approved Contract #77-100 with East Bay ABA Group, LLC, in an amount not to exceed $300,000 for provision of applied behavior analysis services for Contra Costa Health Plan members, for the period from September 1, 2017 through August 31, 2019. The purpose of this Board Order is to correct an error in the total payment limit which should have read $800,000 instead of $300,000, as agreed to by both parties. CONSEQUENCE OF NEGATIVE ACTION: If this correction is not approved, the contract will not match the oral agreement between the County and the contractor. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Patricia Tanquary, 925-313-6004 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Tasha Scott, Marcy Wilhelm C.137 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Approve Clarification of July 11, 2017 Board Order Item #C117 with East Bay ABA Group, LLC October 17, 2017 Contra Costa County Board of Supervisors 774 RECOMMENDATION(S): APPROVE and AUTHORIZE the Purchasing Agent to execute, on behalf of the Sheriff-Coroner, a purchase order amendment with Surtec Inc., to increase the payment limit by $150,000 to a new payment limit of $300,000 to supply the County's detention facilities with custodial supplies/specialty products and janitorial equipment repair for the period March 1, 2017 through February 28, 2018. FISCAL IMPACT: $150,000. 100% General Fund; Budgeted BACKGROUND: Surtec Inc., supplies the solutions for the 40 specialized disinfectant dispensers which are installed in all 3 detention facilities. These are dispensers with locks, specifically for the jail environment to keep the inmates from having physical contact with the chemicals. This vendor carries the majority of the cleaning solutions used in facilities that keeps the County detention facilities in compliance with the strict requirements of the Board of Corrections' annual facility inspections and of the State's regulations. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Liz Arbuckle, 925-335-1529 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Liz Arbuckle, Heike Anderson, Tim Ewell C.138 To:Board of Supervisors From:David O. Livingston, Sheriff-Coroner Date:October 17, 2017 Contra Costa County Subject:Purchase Order Amendment - Surtec, Inc. October 17, 2017 Contra Costa County Board of Supervisors 775 CONSEQUENCE OF NEGATIVE ACTION: The Sheriff's Office may be unable to acquire needed janitorial products to service the county adult detention facilities. CHILDREN'S IMPACT STATEMENT: No impact. October 17, 2017 Contra Costa County Board of Supervisors 776 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute on behalf of the County, Novation Contract #24-717-5 with Portia Bell Hume Behavioral Health and Training Center, a non-profit corporation, in an amount not to exceed $2,025,059 to provide Mental Health Services Act (MHSA) Full Service Partnership (FSP) services to adults with serious mental illness who are homeless or at serious risk of homelessness for the period from July 1, 2017 through June 30, 2018, which includes a six-month automatic extension through December 31, 2018, in an amount not to exceed $1,012,529. FISCAL IMPACT: This contract is funded 20% by Federal Medi-Cal and 80% by the Mental Health Services Act. (Rate increase) BACKGROUND: This contract meets the social needs of the County’s population by providing a FSP program funded by the MHSA, providing a comprehensive range of services and support in Central and East Contra Costa County to adults with serious mental illness who are homeless or at serious risk of homelessness. On January 5, 2016, the Board of Supervisors approved Contract #24-717-2, (as amended by Contract Amendment Agreement #24-717-4) with Portia Bell Hume Behavioral Health and Training Center, for the period from July 1, 2015 through June 30, 2017, which included a six-month automatic extension through December 31, 2017, to provide MHSA FSP program services to adults with serious mental illness who are homeless or at serious risk of homelessness. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Cynthia Belon, 925-957-5201 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: E Suisala, M Wilhelm C.139 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Novation Contract #24-717-5 with Portia Bell Hume Behavioral Health and Training Center October 17, 2017 Contra Costa County Board of Supervisors 777 BACKGROUND: (CONT'D) Approval of Novation Contract #24-717-5 replaces the automatic extension under the prior contract and allows the contractor to continue providing services through June 30, 2018. CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, mentally ill adults who are homeless will not have access to the contractor’s mental health services, leading to reduced levels of service to the community and potential placement in higher levels of care. October 17, 2017 Contra Costa County Board of Supervisors 778 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Contract #77-118 with Lincare, Inc., a corporation, in an amount not to exceed $435,000, to provide durable medical equipment and medical supply services for Contra Costa Health Plan (CCHP) members, for the period from October 1, 2017 through September 30, 2020. FISCAL IMPACT: This contract is funded 100% by Contra Costa Health Plan Enterprise Fund II. BACKGROUND: The Health Plan has an obligation to provide certain specialized health care services for its members under the terms of their individual and group health plan membership contracts with the County. Under Contract #77-118, the contractor will provide durable medical equipment and medical supply services to CCHP members through September 30, 2020. CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, certain specialized health care services for its members under the terms of their individual and group health plan membership contracts with the County will not be provided. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Patricia Tanquary, 925-313-6004 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Alaina Floyd, Marcy Wilhelm C.140 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Contract #77-118 with Lincare, Inc. October 17, 2017 Contra Costa County Board of Supervisors 779 RECOMMENDATION(S): ADOPT Resolution No. 2017/262 conditionally providing for the issuance of revenue bonds in an amount not to exceed $121,000,000 to enable private owners to finance the development of Twenty One and Twenty Three Nevin, a multifamily residential rental housing development for families, located on two lots including one at the Southwest Corner of Nevin Avenue and 23rd Street (APN 514-080-013) and one at 344 21st Street (APN 514-090-018) in the city of Richmond, California. FISCAL IMPACT: None. In the event that the bonds are issued, the County is reimbursed for costs incurred in the issuance process. Annual expenses for monitoring of Regulatory Agreement provisions ensuring certain units in the Development will be rented to low income households are accommodated in the bond issue. The bonds will be solely secured by and payable from revenues (e.g. rental income, reserves, etc.) pledged under the bond documents. No County funds are pledged to secure the bonds. BACKGROUND: Contra Costa County, through the Department of Conservation and Development, operates a multifamily mortgage revenue bond financing program. The purpose of the program is to increase or preserve the supply of affordable rental housing available to low and very low income households. The County program may be undertaken within the unincorporated County and within the cities located in the County that have agreed to let the County operate the program in their jurisdiction. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Kara Douglas, 925-674-7880 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 , County Administrator and Clerk of the Board of Supervisors By: Stephanie Mello, Deputy cc: C.141 To:Board of Supervisors From:John Kopchik, Director, Conservation & Development Department Date:October 17, 2017 Contra Costa County Subject:Reimbursement Resolution for a 271 Multifamily Residential Rental Housing Development in Richmond October 17, 2017 Contra Costa County Board of Supervisors 780 BACKGROUND: (CONT'D) Pacific West Communities, Inc. (the "Developer") requested to participate in the County's multifamily mortgage revenue bond financing program. The Developer, or one of its affiliates, as managing general partner, proposes to form a new limited partnership with a to-be-named tax credit investor as a limited partner to develop Twenty One and Twenty Three Nevin (the "Development"). The proposed development meets the eligibility criteria for bond financing and the County policy for this program. The proposed development consists of a 271-unit multifamily rental housing facility located on two parcels including one at the Southwest Corner of Nevin Avenue and 23rd Street, and one at 344 21st Street, (APNs 514-080-013 and 514-090-018), in the City of Richmond, California. A requirement of federal tax law is that the prospective financing be subject to a conditional statement of intent to issue bonds to reimburse expenses incurred prior to the date the bonds are issued, i.e. a reimbursement resolution must be adopted by the Board of Supervisors. Also, the California Debt Limit Allocation Committee, that allocates tax-exempt bond authority to the Development, requires that a reimbursement resolution be adopted before an application may be made for such an allocation. The adoption of a reimbursement resolution will not obligate the County or the owner without future discretionary actions, but will indicate the intent of the County to issue the bonds if all conditions in the reimbursement resolution have been satisfied. CONSEQUENCE OF NEGATIVE ACTION: Without the reimbursement resolution, the Sponsor will not be able to commence with the process of applying to the California Debt Limit Allocation Committee for multifamily housing revenue bond authority through the County. CHILDREN'S IMPACT STATEMENT: The development of Twenty One Nevin and Twenty Three Nevin project will provide 271-units of affordable rental housing appropriate for families. This supports outcome #3: Families are Economically Self Sufficient. AGENDA ATTACHMENTS Resolution No. 2017/262 MINUTES ATTACHMENTS Signed Resolution No. 2017/262 October 17, 2017 Contra Costa County Board of Supervisors 781 THE BOARD OF SUPERVISORS OF CONTRA COSTA COUNTY, CALIFORNIA and for Special Districts, Agencies and Authorities Governed by the Board Adopted this Resolution on 10/17/2017 by the following vote: AYE: John Gioia Candace Andersen Diane Burgis Karen Mitchoff Federal D. Glover NO: ABSENT: ABSTAIN: RECUSE: Resolution No. 2017/262 Resolution of the County of Contra Costa Setting Forth the County’s Official Intent to Issue Revenue Bonds to Finance a Multifamily Residential Rental Housing Development – Twenty One and Twenty Three Nevin WHEREAS, the Board of Supervisors of the County of Contra Costa (the “County”) has determined that there is a shortage of safe and sanitary housing within the County, and that it is in the best interest of the residents of the County and in furtherance of the health, safety and welfare of the public for the County to assist in the financing of multifamily rental housing developments; and WHEREAS, pursuant to Division 31 of the Health and Safety Code of the State of California, and particularly Chapter 7 of Part 5 thereof (the “Act”), the County is empowered to issue and sell revenue bonds for the purpose of making mortgage loans or otherwise providing funds to finance the acquisition, construction and rehabilitation of multifamily rental housing, including units for lower income households and very low income households; and WHEREAS, Pacific West Communities, Inc. (the "Developer") has requested that the County consider the issuance and sale of tax-exempt revenue bonds (the “Bonds”) pursuant to the Act for the purpose of lending the proceeds thereof to Richmond Nevin Associates, a California Limited Partnership (the “Borrower”), to finance the acquisition and construction by the Borrower of a 271 unit multifamily rental housing facility to be located on two parcels, including one at the Southwest Corner of Nevin Avenue and 23rd Street, and one at 344 21st Street (APNs 514-080-013 and 514-090-018), each in the City of Richmond, California, currently identified as Twenty One and Twenty Three Nevin (the “Development”), to be owned by the Borrower and to be operated initially by US Residential Group, LLC (USRG), or another entity selected by the Borrower; and WHEREAS, the Developer has requested an expression of the Board of Supervisors willingness to authorize the issuance of the Bonds at a future date after the documentation relating to the financing has been prepared and completed, and the County’s requirements for the issuance of such Bonds have been satisfied; and WHEREAS, the Board of Supervisors now wishes to declare its intention to authorize the issuance of the Bonds, provided certain conditions are met, for the purpose of financing costs of the Development, in an aggregate principal amount not to exceed $121,000,000. Section 1. The Board of Supervisors hereby determines that it is necessary and desirable to provide financing for the Development pursuant to the Act by the issuance of the Bonds in an aggregate principal amount not to exceed one hundred twenty-one million dollars ($121,000,000). The issuance of the Bonds shall be subject to the following conditions: (i) the County by resolution of the Board of Supervisors shall have first agreed to acceptable terms and conditions for the Bonds (and for the sale and delivery thereof), and for an indenture and all other agreements with respect to the Bonds; (ii) all requisite governmental approvals for the Bonds shall have first been obtained; (iii) the Bonds shall be payable from revenues received with respect to a loan to the Borrower made with the proceeds of the Bonds, and neither the full faith nor the credit of the County shall be pledged to the payment of the principal of or interest on the Bonds; (iv) any occupancy and other requirements of the Internal Revenue Code of 1986, as amended (the “Code “) are satisfied or otherwise provided for with respect to Bonds, the interest on which is intended to be excluded from gross income for federal tax purposes; (v) any occupancy and other requirements of the Act with respect to the Development are satisfied or otherwise provided for; and (vi) any occupancy and other requirements of the County applicable to the Development are satisfied or otherwise provided for. 5 October 17, 2017 Contra Costa County Board of Supervisors 782 Section 2. The Chair of the Board of Supervisors, the Vice-Chair of the Board of Supervisors, County Administrator, the County Director of Conservation and Development, the County Assistant Deputy Director of Conservation and Development, the County Community Development Bond Program Manager, County Counsel and the other officers of the County are hereby authorized and directed to take whatever further action consistent with this Resolution may be deemed reasonable and desirable, including participating in the preparation of any resolution, indenture, bond purchase agreement, official statement and/or other documents or agreements necessary or appropriate to effect the Bond financing, and any actions necessary to obtain an allocation of the State of California’s private activity bond volume cap for the Bonds under Section 146 of the Code and Section 8869.85 of the Government Code, including obtaining a deposit from Pacific West Communities, Inc. or other representative of the Borrower and submitting an application for such volume cap to the California Debt Limit Allocation Committee, all to the extent required for the issuance of the Bonds. Section 3. It is the purpose and intent of the County that this Resolution constitute a declaration of official intent to issue the Bonds for the Development for purposes of Sections 103 and 141 to 150 of the Code. The County reasonably expects that certain costs of the Development will be reimbursed with proceeds of the Bonds for expenditures made prior to the issuance of the Bonds. Section 4. This Resolution and shall take effect immediately upon its passage and adoption. Contact: Kara Douglas, 925-674-7880 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 , County Administrator and Clerk of the Board of Supervisors By: Stephanie Mello, Deputy cc: October 17, 2017 Contra Costa County Board of Supervisors 783 October 17, 2017 Contra Costa County Board of Supervisors 784 October 17, 2017 Contra Costa County Board of Supervisors 785 RECOMMENDATION(S): CONTINUE the emergency actions originally taken by the Board of Supervisors effective January 19 and February 14, 2017 regarding the hazardous conditions caused by a series of severe rainstorms in Contra Costa County. FISCAL IMPACT: This action is necessary to maintain eligibility for Contra Costa County and its cities to receive disaster relief funds to cover costs of the emergency response and damage repairs needed as a result of the significant storm events in early January 2017 that continued into February. The initial damage estimates for the County from the January 6 -10, 2017 storms are estimated at $9.5 million; additional damage from the February storms has not yet been estimated. The County does not currently have funds designated for the response and repair of the storm damages and has, therefore, applied for relief funds. BACKGROUND: Conditions of extreme peril to the safety of persons and property have arisen within the County, caused by a series of severe rainstorms that began in January 2017 and have continued into February, and have led to widespread flooding, mudslides, sinkholes and damage to public buildings, flood control facilities and roadways, including the collapse of a portion of Alhambra Valley Road at Pinole Creek, caused by a massive sinkhole. Due to the continued rains and saturated soil conditions, a portion of Morgan Territory Road, approximately one mile south of Marsh Creek Road in unincorporated Contra Costa County, began showing signs of sliding during the week of February 20. The movement caused a break in the existing water line and the slide has continued, cracking the road surface to the point that the road is no longer passable. Residents to the south of the slide location are now required to travel south to Livermore APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Julie DiMaggio Enea (925) 335-1077 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 , County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C.142 To:Board of Supervisors From:David Twa, County Administrator Date:October 17, 2017 Contra Costa County Subject:CONTINUATION OF LOCAL EMERGENCIES ARISING OUT OF JANUARY/FEBRUARY 2017 STORM DAMAGE October 17, 2017 Contra Costa County Board of Supervisors 786 BACKGROUND: (CONT'D) > as their only access option. To address the emergency situation, the Board of Supervisors is exploring alternate access routes while Morgan Territory Road remains closed. The repair work to Morgan Territory Road will require removal of debris, excavation, installation of a structural retaining wall system, backfill, construction of embankment, new pavement, and pavement striping. These conditions are or are likely to be beyond the control of the services, personnel, equipment and facilities of the County. The initial damage estimate encompasses the County’s response and cleanup of various sites throughout the county and estimated costs to repair damages from the storm. The estimate includes road infrastructure, flood control infrastructure, public building facilities and park and recreation facilities. The majority of the damage occurred on or along rural county roads. The largest and most significant damage occurred on Alhambra Valley Road at Pinole Creek, and on Morgan Territory Road in Clayton, where there were washouts of the roads. Flood control infrastructure also experienced storm related damage. Public building and park facilities suffered minimal impact from the storm. A slideshow illustrating the storm damage can be accessed at this link: January 2017 Storm Damage Slideshow . The effects of the storms continue to be dynamic. Since the Board's original emergency declaration of January 19, Public Works Department crews have been responding to isolated mudslides, localized flooding, downed trees and drainage issues throughout the county, along with intermittent road closures including Marsh Creek Road, Morgan Territory Road, and a partial closure at Alhambra Valley Road at Ferndale Road. There have additionally been isolated issues related to County buildings/facilities including 50 Douglas Drive, 12000 Marsh Creek Rd (Detention Facility) and the County Hospital. Public Works crews continue to respond to items as they are reported. On March 7, 2017, the Board of Supervisors declared a local emergency and authorized the Public Works Director to proceed in the most expeditious manner with the Morgan Territory Road slide repair project. Government Code Section 8630 requires that, for a body that meets weekly, the need to continue the emergency declaration be reviewed at least every 30 days until the local emergency is terminated, which shall occur at the earliest possible date that conditions warrant. Since the conditions that warranted proclamations of an emergency persist, it is appropriate for the Board to continue the local emergency actions regarding the hazardous conditions caused by storm damage. CONSEQUENCE OF NEGATIVE ACTION: Pursuant to Resolution No. 2017/404, the proclamation of local emergencies by the Board of Supervisors on January 19 and February 14, 2017 (Resolutions No. 2017/404 and 2017/65) cannot remain in effect more than 30 days unless they are reviewed and continued by the Board of Supervisors. October 17, 2017 Contra Costa County Board of Supervisors 787 RECOMMENDATION(S): ADOPT Resolution No. 2017/313 as approved by the Retirement Board, which establishes retirement plan contribution rates effective July 1, 2018 through June 30, 2019. FISCAL IMPACT: See 'Background' below. BACKGROUND: At its August 9, 2017 meeting, the Retirement Board reviewed and accepted the actuary’s valuation report for the year ending December 31, 2016 and adopted the recommended employer and employee contribution rates, which will become effective on July 1, 2018. A copy of the December 31, 2016 Actuarial Valuation can be found on CCCERA’s website at www.cccera.org under the Actuarial Valuations link. Attached are the rates to be used effective July 1, 2018 through June 30, 2019 submitted for adoption by the County Board of Supervisors by the Contra Costa County Employees’ Retirement Association. Please note the following: The rates are effective July 1, 2018 through June 30, 2019. The rates are before employer subvention, if any, of the employee contribution. The rates quoted here are the employer required rates without taking into consideration any employer subvention of employee contributions. A convenient methodology for adding subvention is included on page 20 of the attached document. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Lisa Driscoll, County Finance Director 335-1023 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Laura Strobel, Senior Deputy County Administrator, Haj Nahal, Assistant Auditor-Controller, Christina Dunn, Deputy Chief Executive Officer C.143 To:Board of Supervisors From:David Twa, County Administrator Date:October 17, 2017 Contra Costa County Subject:EMPLOYEE RETIREMENT PLAN CONTRIBUTION RATES FOR FISCAL YEAR 2018/2019 October 17, 2017 Contra Costa County Board of Supervisors 788 BACKGROUND: (CONT'D) > The rates are before any increase in employee rate to pay a portion of the employer contribution. If an employee’s rate needs to be increased to pay a portion of the employer contribution, both employee and employer rates would need to be adjusted accordingly. A convenient methodology for adding subvention is included on page 20 of the attached document. CONSEQUENCE OF NEGATIVE ACTION: Rates will not reflect those adopted by the Contra Costa County Employees Retirement Board. AGENDA ATTACHMENTS Resolution No. 2017/313 Contribution Rates - July 1, 2018 - June 30, 2019 MINUTES ATTACHMENTS Signed Resolution No. 2017/313 October 17, 2017 Contra Costa County Board of Supervisors 789 THE BOARD OF SUPERVISORS OF CONTRA COSTA COUNTY, CALIFORNIA and for Special Districts, Agencies and Authorities Governed by the Board Adopted this Resolution on 10/17/2017 by the following vote: AYE: John Gioia Candace Andersen Diane Burgis Karen Mitchoff Federal D. Glover NO: ABSENT: ABSTAIN: RECUSE: Resolution No. 2017/313 Subject: Approving Contribution Rates to be charged by the Contra Costa County Employees' Retirement Association Pursuant to Government Code Section 31454 and on recommendation of the Board of the Contra Costa County Employees’ Retirement Association, BE IT RESOLVED that the following contribution rates are approved to be effective for the period July 1, 2018 through June 30, 2019. I. Employer Contribution Rates for Basic and Cost-of-Living Components and Non-refundability Discount Factors For General Members (Sec. 31676.11, Sec. 31676.16 and Sec. 7522.20(a)) See attached Exhibit AA. For Safety Members (Sec. 31664, Sec. 31664.1 and Sec. 7522.25(d)) See attached Exhibit BB. II. Employee Contribution Rates for Basic and Cost-of-Living Components See attached Exhibits C through O The Pension Obligation Bonds (POB) issued by the County in March 1994 and April 2003, affected contribution rates for certain County employers. The following non-County employers who participate in the Retirement Association are referred to as “Districts”. Bethel Island Municipal Improvement District Byron, Brentwood Knightsen Union Cemetery District Central Contra Costa Sanitary District Contra Costa County Employees’ Retirement Association Contra Costa County Fire Protection District Contra Costa Housing Authority Contra Costa Mosquito and Vector Control District East Contra Costa Fire Protection District First 5 - Children & Families Commission In-Home Supportive Services Authority Local Agency Formation Commission (LAFCO) Moraga-Orinda Fire Protection District Rodeo-Hercules Fire Protection District Rodeo Sanitary District San Ramon Valley Fire Protection District All other departments/employers are referred to as “County” including the Superior Court of California, Contra Costa County. Contra Costa County Fire Protection District and Moraga-Orinda Fire Protection District issued Pension Obligation Bonds in 2005 which affected contribution rates for these two employers. Subsequently, Contra Costa County Fire Protection District has made additional payments to CCCERA for its UAAL in 2006 and 2007. First 5 - Children & Families Commission made a UAAL prepayment in 2013 which affected contribution rates for that employer. 5 October 17, 2017 Contra Costa County Board of Supervisors 790 Central Contra Costa Sanitary District made a UAAL prepayment in 2013, 2014, and 2015 which affected contribution rates for that employer. Contact: Lisa Driscoll, County Finance Director 335-1023 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Laura Strobel, Senior Deputy County Administrator, Haj Nahal, Assistant Auditor-Controller, Christina Dunn, Deputy Chief Executive Officer October 17, 2017 Contra Costa County Board of Supervisors 791 October 17, 2017 Contra Costa County Board of Supervisors 792 October 17, 2017 Contra Costa County Board of Supervisors 793 _________________________________________________________________________________________________ 1355 Willow Way Suite 221 Concord CA 94520 925.521.3960 FAX: 925.521-3969 www.cccera.org CONTRA COSTA COUNTY EMPLOYEES’ RETIREMENT ASSOCIATION TABLE OF CONTENTS Page Description i Memo from CEO 1 Board of Supervisors Resolution 2 Employer Rates & Refundability Discount Factors for General Tier 1 and 3 (Exhibit A - 1) 3 Employer Rates & Refundability Discount Factors for General PEPRA Tier 4 and 5 with 2% Maximum COLA (Exhibit A - 2) 4 Employer Rates & Refundability Discount Factors for General PEPRA Tier 4 and 5 with 3% Maximum COLA (Exhibit A - 3) 5 Employer Rates & Refundability Discount Factors for Safety Tier A and C (Exhibit B - 1) 6 Employer Rates & Refundability Discount Factors for Safety PEPRA Tier D and E (Exhibit B - 2) 7 General Non-PEPRA Cost Group #1 Member Rates (Exhibit C) 8 General Non-PEPRA Cost Group #2 Member Rates (Exhibit D) 9 General Non-PEPRA Cost Group #3 Member Rates (Exhibit E) 10 General Non-PEPRA Cost Group #4 Member Rates (Exhibit F) 11 General Non-PEPRA Cost Group #5 Member Rates (Exhibit G) 12 General Non-PEPRA Cost Group #6 Member Rates (Exhibit H) 13 Safety Non-PEPRA Cost Group #7 Member Rates (Exhibit I) 14 Safety Non-PEPRA Cost Group #8 Member Rates (Exhibit J) 15 Safety Non-PEPRA Cost Group #9 Member Rates (Exhibit K) 16 Safety Non-PEPRA Cost Group #10 Member Rates (Exhibit L) 17 Safety Non-PEPRA Cost Group #11 Member Rates (Exhibit M) October 17, 2017 Contra Costa County Board of Supervisors 794 _________________________________________________________________________________________________ 1355 Willow Way Suite 221 Concord CA 94520 925.521.3960 FAX: 925.521-3969 www.cccera.org 18 Safety Non-PEPRA Cost Group #12 Member Rates (Exhibit N) 19 General and Safety PEPRA Member Rates (Exhibit O) 20 Examples for Subvention and Employee Cost Sharing 21 Prepayment Discount Factor for 2018-19 October 17, 2017 Contra Costa County Board of Supervisors 795 Exhibit A - 1CONTRA COSTA COUNTY EMPLOYEES' RETIREMENT ASSOCIATIONEMPLOYER CONTRIBUTION RATES EFFECTIVE FOR JULY 1, 2018 THROUGH JUNE 30, 2019 for General Tier 1 and 3 Legacy MembersCost Group #3Cost Group #4Cost Group #5GENERAL TIERS - ENHANCEDMoraga-OrindaDistricts Central Contra Costa Contra Costa Contra Costa CountyTier 1 BASIC Enhanced CountyFire DistrictFirst 5without POBSanitary DistrictHousing AuthorityFire Protection DistrictFirst $350 monthly & in Social Security16.08%N/A15.73%19.67%N/A20.07%N/AExcess of $350 monthly & in Social Security24.12%N/A23.60%29.51%N/A30.11%N/A All Eligible $ if NOT in Social Security24.12% 20.08% N/A 29.51% 37.36% N/A 23.02%Tier 1 COL Enhanced First $350 monthly3.74%N/A3.63%6.65%N/A8.89%N/AExcess of $350 monthly5.61%N/A5.44%9.97%N/A13.33%N/A All Eligible $ if NOT in Social Security5.61% 4.59% N/A 9.97% 14.47% N/A 10.02%Non-Refundability Factor0.95990.95990.95990.95990.95880.95630.9590Cost GroupEmployer NameTierDistrictsCost Group #1 County GeneralTier 1 Enhanced (2% @ 55)Tier 3 BASIC Enhanced Countywithout POBLAFCOFirst $350 monthly16.09% 19.76%CC Mosquito & Vector Control DistrictExcess of $350 monthly24.13% 29.63%Bethel Island Municipal Improvement DistrictFirst 5 - Children and Families Commission All Eligible $ if NOT in Social SecurityN/A 29.63% Contra Costa County Employees' Retirement AssociationSuperior CourtTier 3 COL Enhanced East Contra Costa Fire Protection DistrictFirst $350 monthly3.67%6.60%Moraga-Orinda Fire Protection DistrictExcess of $350 monthly5.50%9.91%Rodeo-Hercules Fire Protection DistrictSan Ramon Valley Fire Protection District All Eligible $ if NOT in Social SecurityN/A 9.91%Cost Group #2 County GeneralTier 3 Enhanced (2% @ 55)Non-Refundability Factor0.95760.9576In-Home Supportive ServicesCC Mosquito & Vector Control DistrictCost Group #6Superior CourtGENERAL TIER NON-ENHANCEDDistrictsTier 1 BASIC NON-Enhancedwithout POBCost Group #3 Central Contra Costa Sanitary DistrictTier 1 Enhanced (2% @ 55)First $350 monthly17.12%Excess of $350 monthly25.68%Cost Group #4 Contra Costa Housing AuthorityTier 1 Enhanced (2% @ 55) All Eligible $ if NOT in Social SecurityN/A Cost Group #5 Contra Costa County Fire Protection District Tier 1 Enhanced (2% @ 55)Tier 1 COL NON-Enhanced Cost Group #6 Rodeo Sanitary DistrictTier 1 Non-enhanced (1.67% @ 55)First $350 monthly2.57%Byron Brentwood Cemetery DistrictExcess of $350 monthly3.85%Basic rates shown include an administrative expense load of 0.66% of payroll. This load has been All Eligible $ if NOT in Social SecurityN/A integrated and adjusted as appropriate into the first $350 and excess of $350 monthly rates shown.Non-Refundability Factor0.9535Cost Group #1Cost Group #2All Cost Groups 2018-19.xlsxExhibit A-1Page 209/25/2017October 17, 2017Contra Costa County Board of Supervisors796 Exhibit A - 2CONTRA COSTA COUNTY EMPLOYEES' RETIREMENT ASSOCIATIONEMPLOYER CONTRIBUTION RATES EFFECTIVE FOR JULY 1, 2018 THROUGH JUNE 30, 2019 for General Tier 4 and 5 PEPRA Members with 2% Maximum COLACost Group #3Cost Group #4Cost Group #5 Cost Group #6GENERAL PEPRA TIERS Moraga-OrindaDistricts Central Contra Costa Contra Costa Contra Costa County DistrictsTier 4 BASICCountyFire DistrictFirst 5without POBSanitary DistrictHousing AuthorityFire Protection Districtwithout POB All Eligible $20.27%N/AN/AN/AN/AN/A20.02%N/ATier 4 COL All Eligible $4.03%N/AN/AN/AN/AN/A8.64%N/ANon-Refundability Factor0.9605N/AN/AN/AN/AN/A0.9635N/ACost GroupEmployer NameTierDistrictsCost Group #1 County GeneralTier 4 (2.5% @ 67)Tier 5 BASIC Countywithout POBLAFCO All Eligible $ 19.69% 25.11% CC Mosquito & Vector Control DistrictBethel Island Municipal Improvement DistrictTier 5 COLFirst 5 - Children and Families Commission All Eligible $ 3.88% 8.22% Contra Costa County Employees' Retirement AssociationSuperior CourtNon-Refundability Factor0.9621 0.9621East Contra Costa Fire Protection DistrictMoraga-Orinda Fire Protection DistrictRodeo-Hercules Fire Protection DistrictSan Ramon Valley Fire Protection DistrictCost Group #2 County General Tier 5 (2.5% @ 67)In-Home Supportive ServicesCC Mosquito & Vector Control DistrictSuperior CourtCost Group #3 Central Contra Costa Sanitary District Tier 4 (2.5% @ 67)Cost Group #4 Contra Costa Housing Authority Tier 4 (2.5% @ 67)Cost Group #5 Contra Costa County Fire Protection District Tier 4 (2.5% @ 67)Cost Group #6 Rodeo Sanitary District Tier 4 (2.5% @ 67)Byron Brentwood Cemetery DistrictSome tiers are not applicable to employers as shown above in the rate table.Basic rates shown include an administrative expense load of 0.66% of payroll.Cost Group #1Cost Group #2All Cost Groups 2018-19.xlsxExhibit A-2Page 309/25/2017October 17, 2017Contra Costa County Board of Supervisors797 Exhibit A - 3CONTRA COSTA COUNTY EMPLOYEES' RETIREMENT ASSOCIATIONEMPLOYER CONTRIBUTION RATES EFFECTIVE FOR JULY 1, 2018 THROUGH JUNE 30, 2019 for General Tier 4 and 5 PEPRA Members with 3% Maximum COLACost Group #3Cost Group #4Cost Group #5 Cost Group #6GENERAL PEPRA TIERS Moraga-OrindaDistricts Central Contra Costa Contra Costa Contra Costa County DistrictsTier 4 BASICCountyFire DistrictFirst 5without POBSanitary DistrictHousing AuthorityFire Protection Districtwithout POB All Eligible $20.11% 16.40% 19.58%25.53%32.23%25.31%22.01%24.39%Tier 4 COL All Eligible $4.93%3.98%4.76%9.27%13.44%12.42%10.35%3.79%Non-Refundability Factor0.96250.96250.96250.96250.96610.96670.96370.9511Cost GroupEmployer NameTierDistrictsCost Group #1 County GeneralTier 4 (2.5% @ 67)Tier 5 BASIC Countywithout POBLAFCO All Eligible $ 19.83% 25.25% CC Mosquito & Vector Control DistrictBethel Island Municipal Improvement DistrictTier 5 COL First 5 - Children and Families Commission All Eligible $ 4.77% 9.11% Contra Costa County Employees' Retirement AssociationSuperior CourtNon-Refundability Factor0.96300.9630East Contra Costa Fire Protection DistrictMoraga-Orinda Fire Protection DistrictRodeo-Hercules Fire Protection DistrictSan Ramon Valley Fire Protection DistrictCost Group #2 County GeneralTier 5 (2.5% @ 67)In-Home Supportive ServicesCC Mosquito & Vector Control DistrictSuperior CourtCost Group #3 Central Contra Costa Sanitary DistrictTier 4 (2.5% @ 67)Cost Group #4 Contra Costa Housing AuthorityTier 4 (2.5% @ 67)Cost Group #5 Contra Costa County Fire Protection DistrictTier 4 (2.5% @ 67)Cost Group #6 Rodeo Sanitary DistrictTier 4 (2.5% @ 67)Byron Brentwood Cemetery DistrictBasic rates shown include an administrative expense load of 0.66% of payroll.Cost Group #1Cost Group #2All Cost Groups 2018-19.xlsxExhibit A-3Page 409/25/2017October 17, 2017Contra Costa County Board of Supervisors798 Exhibit B - 1CONTRA COSTA COUNTY EMPLOYEES' RETIREMENT ASSOCIATIONEMPLOYER CONTRIBUTION RATES EFFECTIVE FOR JULY 1, 2018 THROUGH JUNE 30, 2019 for Safety Tier A and C Legacy MembersCost Group #7Cost Group #10 Cost Group #11SAFETY TIERS ENHANCEDContra Costa County East Contra Costa Moraga-Orinda San Ramon ValleySafety A BASIC EnhancedCountyFire Protection DistrictFire Protection DistrictFire Protection DistrictFire Protection DistrictAll eligible $48.35%39.32%67.65%36.94%54.05%Safety A COL EnhancedAll eligible $27.74%34.34%55.95%34.42%27.33%Non-Refundability Factor0.96570.96650.96650.96930.9670Cost Group #9Cost GroupEmployer NameTierSafety C BASIC Enhanced CountyCost Group # 7 County SafetyTier A Enhanced (3% @ 50)All eligible $46.73%Cost Group # 8 Contra Costa County Fire Protection DistrictTier A Enhanced (3% @ 50)Safety C COL EnhancedEast Contra Costa Fire Protection DistrictAll eligible $ 24.98%Cost Group # 9 County SafetyTier C Enhanced (3% @ 50)Non-Refundability Factor0.9668Cost Group # 10 Moraga-Orinda Fire Protection DistrictTier A Enhanced (3% @ 50)Cost Group #12SAFETY TIER NON-ENHANCEDRodeo-HerculesCost Group # 11 San Ramon Valley Fire Protection DistrictTier A Enhanced (3% @ 50)Safety A BASIC NON-EnhancedFire Protection DistrictAll eligible $14.82%Cost Group # 12 Rodeo Hercules Fire Protection DistrictTier A Non-enhanced (2% @ 50)Monthly Contribution Towards UAAL$73,195Basic rates shown include an administrative expense load of 0.66% of payroll.Safety A COL NON-EnhancedAll eligible $5.20%Monthly Contribution Towards UAAL$49,628Non-Refundability Factor0.9718Cost Group #8All Cost Groups 2018-19.xlsxExhibit B-1Page 509/25/2017October 17, 2017Contra Costa County Board of Supervisors799 Exhibit B - 2CONTRA COSTA COUNTY EMPLOYEES' RETIREMENT ASSOCIATIONEMPLOYER CONTRIBUTION RATES EFFECTIVE FOR JULY 1, 2018 THROUGH JUNE 30, 2019 for Safety Tier D and E PEPRA MembersCost Group #7Cost Group #10Cost Group #11Cost Group #12SAFETY PEPRA TIERS Contra Costa County East Contra Costa Moraga-Orinda San Ramon Valley Rodeo-HerculesSafety D BASIC (3% Maximum COLA)CountyFire Protection DistrictFire Protection DistrictFire Protection DistrictFire Protection DistrictFire Protection DistrictAll eligible $40.48%30.98%59.31%29.27%45.47%11.92%Monthly Contribution Towards UAALN/AN/AN/AN/AN/A$10,427Safety D COL (3% Maximum COLA)All eligible $26.62%32.99%54.60%33.09%25.96%5.07%Monthly Contribution Towards UAALN/AN/AN/AN/AN/A$7,070Non-Refundability Factor0.97550.97790.97790.97860.97840.9807Cost Group #8 Cost Group #9Cost GroupEmployer NameTierContra Costa CountyCost Group # 7 County SafetyTier D (2.7% @ 57)Safety E BASIC (2% Maximum COLA)Fire Protection DistrictCounty All eligible $30.32%39.16%Cost Group # 8 Contra Costa County Fire Protection DistrictTier D (2.7% @ 57)East Contra Costa Fire Protection DistrictSafety E COL (2% Maximum COLA)Contra Costa County Fire Protection DistrictTier E (2.7% @ 57)All eligible $30.89%24.24%Cost Group # 9 County SafetyTier E (2.7% @ 57)Non-Refundability Factor0.97570.9747Cost Group # 10 Moraga-Orinda Fire Protection DistrictTier D (2.7% @ 57)Cost Group # 11 San Ramon Valley Fire Protection DistrictTier D (2.7% @ 57)Cost Group # 12 Rodeo Hercules Fire Protection DistrictTier D (2.7% @ 57)Basic rates shown include an administrative expense load of 0.66% of payroll.Cost Group #8All Cost Groups 2018-19.xlsxExhibit B-2Page 609/25/2017October 17, 2017Contra Costa County Board of Supervisors800 Exhibit C GENERAL Cost Group #1 Non-PEPRA Member Contribution Rates Effective 7/1/18 - 6/30/19 Expressed as a Percentage of Monthly Payroll* Entry Age Basic not in Social Security Basic in Social Security*COLA Total not in Social Security Total in Social Security* 15 5.40%5.41%2.69%8.09%8.10% 16 5.49%5.50%2.74%8.23%8.24% 17 5.58%5.59%2.78%8.36%8.37% 18 5.67%5.68%2.83%8.50%8.51% 19 5.76%5.77%2.88%8.64%8.65% 20 5.85%5.86%2.93%8.78%8.79% 21 5.95%5.96%2.99%8.94%8.95% 22 6.04%6.05%3.03%9.07%9.08% 23 6.14%6.15%3.09%9.23%9.24% 24 6.24%6.25%3.14%9.38%9.39% 25 6.34%6.35%3.20%9.54%9.55% 26 6.44%6.45%3.25%9.69%9.70% 27 6.55%6.56%3.31%9.86%9.87% 28 6.65%6.66%3.37%10.02%10.03% 29 6.76%6.77%3.43%10.19%10.20% 30 6.87%6.88%3.49%10.36%10.37% 31 6.98%6.99%3.55%10.53%10.54% 32 7.09%7.10%3.61%10.70%10.71% 33 7.20%7.21%3.67%10.87%10.88% 34 7.32%7.33%3.73%11.05%11.06% 35 7.44%7.45%3.80%11.24%11.25% 36 7.56%7.57%3.86%11.42%11.43% 37 7.68%7.69%3.93%11.61%11.62% 38 7.81%7.82%4.00%11.81%11.82% 39 7.94%7.95%4.07%12.01%12.02% 40 8.07%8.08%4.14%12.21%12.22% 41 8.21%8.22%4.22%12.43%12.44% 42 8.35%8.36%4.29%12.64%12.65% 43 8.49%8.50%4.37%12.86%12.87% 44 8.64%8.65%4.45%13.09%13.10% 45 8.80%8.81%4.54%13.34%13.35% 46 8.94%8.95%4.61%13.55%13.56% 47 9.09%9.10%4.69%13.78%13.79% 48 9.24%9.25%4.78%14.02%14.03% 49 9.40%9.41%4.86%14.26%14.27% 50 9.56%9.57%4.95%14.51%14.52% 51 9.72%9.73%5.04%14.76%14.77% 52 9.89%9.90%5.13%15.02%15.03% 53 10.05%10.06%5.22%15.27%15.28% 54 10.17%10.18%5.28%15.45%15.46% 55 10.31%10.32%5.36%15.67%15.68% 56 10.39%10.40%5.40%15.79%15.80% 57 10.38%10.39%5.40%15.78%15.79% 58 10.28%10.29%5.34%15.62%15.63% 59 10.01%10.02%5.19%15.20%15.21% 60 and over 10.01%10.02%5.19%15.20%15.21% Adminstrative Expense: 0.46% of payroll added to Basic rates. COLA Loading: 54.39% applied to Basic rates prior to adjustment for administrative expenses. *NOTE: For members in Social Security, the rate should only be applied to monthly compensation in excess of $116.67. The rate should be applied to compensation up to the annual IRC 401(a)(17) compensation limit. Membership Date before January 1, 2013 Member Rates 7-1-18 (new).xlsx Exhibit C Page 7October 17, 2017 Contra Costa County Board of Supervisors 801 Exhibit D GENERAL Cost Group #2 Non-PEPRA Member Contribution Rates Effective 7/1/18 - 6/30/19 Expressed as a Percentage of Monthly Payroll* Entry Age Basic not in Social Security Basic in Social Security*COLA Total not in Social Security Total in Social Security* 15 5.39%5.40%2.46%7.85%7.86% 16 5.48%5.49%2.50%7.98%7.99% 17 5.57%5.58%2.55%8.12%8.13% 18 5.66%5.67%2.59%8.25%8.26% 19 5.75%5.76%2.64%8.39%8.40% 20 5.84%5.85%2.68%8.52%8.53% 21 5.93%5.94%2.73%8.66%8.67% 22 6.03%6.04%2.78%8.81%8.82% 23 6.13%6.14%2.83%8.96%8.97% 24 6.23%6.24%2.88%9.11%9.12% 25 6.33%6.34%2.93%9.26%9.27% 26 6.43%6.44%2.98%9.41%9.42% 27 6.53%6.54%3.03%9.56%9.57% 28 6.63%6.64%3.08%9.71%9.72% 29 6.74%6.75%3.13%9.87%9.88% 30 6.85%6.86%3.19%10.04%10.05% 31 6.96%6.97%3.24%10.20%10.21% 32 7.07%7.08%3.30%10.37%10.38% 33 7.19%7.20%3.36%10.55%10.56% 34 7.30%7.31%3.41%10.71%10.72% 35 7.42%7.43%3.47%10.89%10.90% 36 7.54%7.55%3.53%11.07%11.08% 37 7.67%7.68%3.59%11.26%11.27% 38 7.79%7.80%3.65%11.44%11.45% 39 7.92%7.93%3.72%11.64%11.65% 40 8.06%8.07%3.79%11.85%11.86% 41 8.19%8.20%3.85%12.04%12.05% 42 8.33%8.34%3.92%12.25%12.26% 43 8.48%8.49%4.00%12.48%12.49% 44 8.62%8.63%4.07%12.69%12.70% 45 8.77%8.78%4.14%12.91%12.92% 46 8.93%8.94%4.22%13.15%13.16% 47 9.08%9.09%4.30%13.38%13.39% 48 9.22%9.23%4.37%13.59%13.60% 49 9.37%9.38%4.44%13.81%13.82% 50 9.53%9.54%4.52%14.05%14.06% 51 9.71%9.72%4.61%14.32%14.33% 52 9.87%9.88%4.69%14.56%14.57% 53 10.02%10.03%4.77%14.79%14.80% 54 10.17%10.18%4.84%15.01%15.02% 55 10.27%10.28%4.89%15.16%15.17% 56 10.34%10.35%4.93%15.27%15.28% 57 10.31%10.32%4.91%15.22%15.23% 58 10.15%10.16%4.83%14.98%14.99% 59 10.03%10.04%4.77%14.80%14.81% 60 and over 10.03%10.04%4.77%14.80%14.81% Adminstrative Expense: 0.46% of payroll added to Basic rates. COLA Loading: 49.86% applied to Basic rates prior to adjustment for administrative expenses. *NOTE: For members in Social Security, the rate should only be applied to monthly compensation in excess of $116.67. The rate should be applied to compensation up to the annual IRC 401(a)(17) compensation limit. Membership Date before January 1, 2013 Member Rates 7-1-18 (new).xlsx Exhibit D Page 8October 17, 2017 Contra Costa County Board of Supervisors 802 Exhibit E GENERAL Cost Group #3 Non-PEPRA Member Contribution Rates Effective 7/1/18 - 6/30/19 Expressed as a Percentage of Monthly Payroll* Entry Age Basic COLA Total 15 5.61%2.86%8.47% 16 5.70%2.91%8.61% 17 5.79%2.96%8.75% 18 5.89%3.02%8.91% 19 5.98%3.07%9.05% 20 6.08%3.12%9.20% 21 6.17%3.17%9.34% 22 6.27%3.23%9.50% 23 6.38%3.29%9.67% 24 6.48%3.34%9.82% 25 6.58%3.40%9.98% 26 6.69%3.46%10.15% 27 6.80%3.52%10.32% 28 6.90%3.58%10.48% 29 7.02%3.64%10.66% 30 7.13%3.71%10.84% 31 7.24%3.77%11.01% 32 7.36%3.83%11.19% 33 7.48%3.90%11.38% 34 7.60%3.97%11.57% 35 7.72%4.03%11.75% 36 7.85%4.11%11.96% 37 7.98%4.18%12.16% 38 8.11%4.25%12.36% 39 8.24%4.32%12.56% 40 8.38%4.40%12.78% 41 8.52%4.48%13.00% 42 8.67%4.56%13.23% 43 8.81%4.64%13.45% 44 8.97%4.73%13.70% 45 9.12%4.81%13.93% 46 9.27%4.89%14.16% 47 9.43%4.98%14.41% 48 9.59%5.07%14.66% 49 9.73%5.15%14.88% 50 9.90%5.24%15.14% 51 10.06%5.33%15.39% 52 10.23%5.43%15.66% 53 10.39%5.52%15.91% 54 10.53%5.59%16.12% 55 10.61%5.64%16.25% 56 10.68%5.68%16.36% 57 10.65%5.66%16.31% 58 10.47%5.56%16.03% 59 9.91%5.25%15.16% 60 and over 9.91%5.25%15.16% Adminstrative Expense: 0.46% of payroll added to Basic rates. COLA Loading: 55.56% applied to Basic rates prior to adjustment for administrative expenses. *NOTE: The rate should be applied to all compensation up to the annual IRC 401(a)(17) compensation limit. Membership Date before January 1, 2013 Member Rates 7-1-18 (new).xlsx Exhibit E Page 9October 17, 2017 Contra Costa County Board of Supervisors 803 Exhibit F GENERAL Cost Group #4 Non-PEPRA Member Contribution Rates Effective 7/1/18 - 6/30/19 Expressed as a Percentage of Monthly Payroll* Entry Age Basic not in Social Security Basic in Social Security*COLA Total not in Social Security Total in Social Security* 15 5.37%5.38%2.69%8.06%8.07% 16 5.45%5.46%2.73%8.18%8.19% 17 5.54%5.55%2.78%8.32%8.33% 18 5.63%5.64%2.83%8.46%8.47% 19 5.72%5.73%2.88%8.60%8.61% 20 5.81%5.82%2.93%8.74%8.75% 21 5.91%5.92%2.98%8.89%8.90% 22 6.00%6.01%3.03%9.03%9.04% 23 6.10%6.11%3.08%9.18%9.19% 24 6.20%6.21%3.14%9.34%9.35% 25 6.30%6.31%3.19%9.49%9.50% 26 6.40%6.41%3.25%9.65%9.66% 27 6.50%6.51%3.30%9.80%9.81% 28 6.61%6.62%3.36%9.97%9.98% 29 6.71%6.72%3.42%10.13%10.14% 30 6.82%6.83%3.48%10.30%10.31% 31 6.93%6.94%3.54%10.47%10.48% 32 7.04%7.05%3.60%10.64%10.65% 33 7.16%7.17%3.66%10.82%10.83% 34 7.27%7.28%3.72%10.99%11.00% 35 7.39%7.40%3.79%11.18%11.19% 36 7.51%7.52%3.86%11.37%11.38% 37 7.63%7.64%3.92%11.55%11.56% 38 7.76%7.77%3.99%11.75%11.76% 39 7.89%7.90%4.06%11.95%11.96% 40 8.02%8.03%4.13%12.15%12.16% 41 8.15%8.16%4.21%12.36%12.37% 42 8.29%8.30%4.28%12.57%12.58% 43 8.44%8.45%4.36%12.80%12.81% 44 8.58%8.59%4.44%13.02%13.03% 45 8.74%8.75%4.53%13.27%13.28% 46 8.89%8.90%4.61%13.50%13.51% 47 9.04%9.05%4.69%13.73%13.74% 48 9.18%9.19%4.77%13.95%13.96% 49 9.34%9.35%4.86%14.20%14.21% 50 9.49%9.50%4.94%14.43%14.44% 51 9.66%9.67%5.03%14.69%14.70% 52 9.83%9.84%5.12%14.95%14.96% 53 9.98%9.99%5.21%15.19%15.20% 54 10.12%10.13%5.28%15.40%15.41% 55 10.24%10.25%5.35%15.59%15.60% 56 10.35%10.36%5.41%15.76%15.77% 57 10.33%10.34%5.40%15.73%15.74% 58 10.18%10.19%5.32%15.50%15.51% 59 9.78%9.79%5.10%14.88%14.89% 60 and over 9.78%9.79%5.10%14.88%14.89% Adminstrative Expense: 0.46% of payroll added to Basic rates. COLA Loading: 54.69% applied to Basic rates prior to adjustment for administrative expenses. *NOTE: For members in Social Security, the rate should only be applied to monthly compensation in excess of $116.67. The rate should be applied to compensation up to the annual IRC 401(a)(17) compensation limit. Membership Date before January 1, 2013 Member Rates 7-1-18 (new).xlsx Exhibit F Page 10October 17, 2017 Contra Costa County Board of Supervisors 804 Exhibit G GENERAL Cost Group #5 Non-PEPRA Member Contribution Rates Effective 7/1/18 - 6/30/19 Expressed as a Percentage of Monthly Payroll* Entry Age Basic COLA Total 15 5.39%2.64%8.03% 16 5.48%2.69%8.17% 17 5.57%2.74%8.31% 18 5.66%2.79%8.45% 19 5.75%2.84%8.59% 20 5.84%2.88%8.72% 21 5.93%2.93%8.86% 22 6.03%2.99%9.02% 23 6.13%3.04%9.17% 24 6.23%3.09%9.32% 25 6.33%3.15%9.48% 26 6.43%3.20%9.63% 27 6.53%3.25%9.78% 28 6.63%3.31%9.94% 29 6.74%3.37%10.11% 30 6.85%3.43%10.28% 31 6.96%3.49%10.45% 32 7.07%3.54%10.61% 33 7.19%3.61%10.80% 34 7.30%3.67%10.97% 35 7.42%3.73%11.15% 36 7.54%3.80%11.34% 37 7.67%3.87%11.54% 38 7.79%3.93%11.72% 39 7.92%4.00%11.92% 40 8.06%4.08%12.14% 41 8.19%4.14%12.33% 42 8.33%4.22%12.55% 43 8.48%4.30%12.78% 44 8.62%4.38%13.00% 45 8.77%4.46%13.23% 46 8.93%4.54%13.47% 47 9.08%4.62%13.70% 48 9.22%4.70%13.92% 49 9.37%4.78%14.15% 50 9.53%4.86%14.39% 51 9.71%4.96%14.67% 52 9.87%5.05%14.92% 53 10.02%5.13%15.15% 54 10.17%5.21%15.38% 55 10.27%5.26%15.53% 56 10.34%5.30%15.64% 57 10.31%5.28%15.59% 58 10.15%5.20%15.35% 59 10.03%5.13%15.16% 60 and over 10.03%5.13%15.16% Adminstrative Expense: 0.46% of payroll added to Basic rates. COLA Loading: 53.62% applied to Basic rates prior to adjustment for administrative expenses. *NOTE: The rate should be applied to all compensation up to the annual IRC 401(a)(17) compensation limit. Membership Date before January 1, 2013 Member Rates 7-1-18 (new).xlsx Exhibit G Page 11October 17, 2017 Contra Costa County Board of Supervisors 805 Exhibit H GENERAL Cost Group #6 Non-PEPRA Member Contribution Rates Effective 7/1/18 - 6/30/19 Expressed as a Percentage of Monthly Payroll* Entry Age Basic not in Social Security Basic in Social Security*COLA Total not in Social Security Total in Social Security* 15 6.12%6.13%2.57%8.69%8.70% 16 6.22%6.23%2.61%8.83%8.84% 17 6.32%6.33%2.66%8.98%8.99% 18 6.42%6.43%2.70%9.12%9.13% 19 6.53%6.54%2.75%9.28%9.29% 20 6.63%6.64%2.80%9.43%9.44% 21 6.74%6.75%2.85%9.59%9.60% 22 6.85%6.86%2.90%9.75%9.76% 23 6.96%6.97%2.95%9.91%9.92% 24 7.07%7.08%3.00%10.07%10.08% 25 7.19%7.20%3.05%10.24%10.25% 26 7.30%7.31%3.10%10.40%10.41% 27 7.42%7.43%3.15%10.57%10.58% 28 7.54%7.55%3.21%10.75%10.76% 29 7.66%7.67%3.26%10.92%10.93% 30 7.79%7.80%3.32%11.11%11.12% 31 7.92%7.93%3.38%11.30%11.31% 32 8.05%8.06%3.44%11.49%11.50% 33 8.18%8.19%3.50%11.68%11.69% 34 8.31%8.32%3.56%11.87%11.88% 35 8.45%8.46%3.62%12.07%12.08% 36 8.60%8.61%3.69%12.29%12.30% 37 8.74%8.75%3.75%12.49%12.50% 38 8.89%8.90%3.82%12.71%12.72% 39 9.05%9.06%3.89%12.94%12.95% 40 9.22%9.23%3.97%13.19%13.20% 41 9.37%9.38%4.04%13.41%13.42% 42 9.53%9.54%4.11%13.64%13.65% 43 9.68%9.69%4.18%13.86%13.87% 44 9.85%9.86%4.26%14.11%14.12% 45 10.01%10.02%4.33%14.34%14.35% 46 10.18%10.19%4.41%14.59%14.60% 47 10.37%10.38%4.49%14.86%14.87% 48 10.52%10.53%4.56%15.08%15.09% 49 10.68%10.69%4.63%15.31%15.32% 50 10.82%10.83%4.70%15.52%15.53% 51 10.89%10.90%4.73%15.62%15.63% 52 10.86%10.87%4.71%15.57%15.58% 53 10.70%10.71%4.64%15.34%15.35% 54 10.27%10.28%4.45%14.72%14.73% 55 10.27%10.28%4.45%14.72%14.73% 56 10.27%10.28%4.45%14.72%14.73% 57 10.27%10.28%4.45%14.72%14.73% 58 10.27%10.28%4.45%14.72%14.73% 59 10.27%10.28%4.45%14.72%14.73% 60 and over 10.27%10.28%4.45%14.72%14.73% Adminstrative Expense: 0.46% of payroll added to Basic rates. COLA Loading: 45.33% applied to Basic rates prior to adjustment for administrative expenses. *NOTE: For members in Social Security, the rate should only be applied to monthly compensation in excess of $116.67. The rate should be applied to compensation up to the annual IRC 401(a)(17) compensation limit. Membership Date before January 1, 2013 Member Rates 7-1-18 (new).xlsx Exhibit H Page12October 17, 2017 Contra Costa County Board of Supervisors 806 Exhibit I SAFETY Cost Group #7 Non-PEPRA Member Contribution Rates Effective 7/1/18 - 6/30/19 Expressed as a Percentage of Monthly Payroll* Entry Age Basic COLA Total 15 9.04%6.41%15.45% 16 9.04%6.41%15.45% 17 9.04%6.41%15.45% 18 9.04%6.41%15.45% 19 9.04%6.41%15.45% 20 9.04%6.41%15.45% 21 9.04%6.41%15.45% 22 9.18%6.52%15.70% 23 9.33%6.63%15.96% 24 9.49%6.75%16.24% 25 9.64%6.86%16.50% 26 9.80%6.98%16.78% 27 9.96%7.10%17.06% 28 10.13%7.23%17.36% 29 10.30%7.35%17.65% 30 10.47%7.48%17.95% 31 10.64%7.61%18.25% 32 10.83%7.75%18.58% 33 11.02%7.89%18.91% 34 11.21%8.03%19.24% 35 11.41%8.18%19.59% 36 11.61%8.33%19.94% 37 11.80%8.47%20.27% 38 12.00%8.62%20.62% 39 12.21%8.78%20.99% 40 12.43%8.94%21.37% 41 12.66%9.12%21.78% 42 12.89%9.29%22.18% 43 13.18%9.50%22.68% 44 13.41%9.68%23.09% 45 13.61%9.83%23.44% 46 13.65%9.86%23.51% 47 13.59%9.81%23.40% 48 13.38%9.65%23.03% 49 13.00%9.37%22.37% 50 13.00%9.37%22.37% 51 13.00%9.37%22.37% 52 13.00%9.37%22.37% 53 13.00%9.37%22.37% 54 13.00%9.37%22.37% 55 13.00%9.37%22.37% 56 13.00%9.37%22.37% 57 13.00%9.37%22.37% 58 13.00%9.37%22.37% 59 13.00%9.37%22.37% 60 and over 13.00%9.37%22.37% Adminstrative Expense: 0.46% of payroll added to Basic rates. COLA Loading: 74.72% applied to Basic rates prior to adjustment for administrative expenses. *NOTE: The rate should be applied to all compensation up to the annual IRC 401(a)(17) compensation limit. Membership Date before January 1, 2013 Member Rates 7-1-18 (new).xlsx Exhibit I Page 13October 17, 2017 Contra Costa County Board of Supervisors 807 Exhibit J SAFETY Cost Group #8 Non-PEPRA Member Contribution Rates Effective 7/1/18 - 6/30/19 Expressed as a Percentage of Monthly Payroll* Entry Age Basic COLA Total 15 9.02%6.51%15.53% 16 9.02%6.51%15.53% 17 9.02%6.51%15.53% 18 9.02%6.51%15.53% 19 9.02%6.51%15.53% 20 9.02%6.51%15.53% 21 9.02%6.51%15.53% 22 9.16%6.61%15.77% 23 9.31%6.73%16.04% 24 9.47%6.85%16.32% 25 9.62%6.96%16.58% 26 9.78%7.09%16.87% 27 9.94%7.21%17.15% 28 10.11%7.34%17.45% 29 10.27%7.46%17.73% 30 10.45%7.59%18.04% 31 10.63%7.73%18.36% 32 10.81%7.87%18.68% 33 10.99%8.00%18.99% 34 11.19%8.16%19.35% 35 11.38%8.30%19.68% 36 11.58%8.45%20.03% 37 11.78%8.61%20.39% 38 11.98%8.76%20.74% 39 12.19%8.92%21.11% 40 12.40%9.08%21.48% 41 12.62%9.24%21.86% 42 12.87%9.43%22.30% 43 13.15%9.65%22.80% 44 13.41%9.84%23.25% 45 13.57%9.97%23.54% 46 13.60%9.99%23.59% 47 13.51%9.92%23.43% 48 13.40%9.84%23.24% 49 13.03%9.56%22.59% 50 13.03%9.56%22.59% 51 13.03%9.56%22.59% 52 13.03%9.56%22.59% 53 13.03%9.56%22.59% 54 13.03%9.56%22.59% 55 13.03%9.56%22.59% 56 13.03%9.56%22.59% 57 13.03%9.56%22.59% 58 13.03%9.56%22.59% 59 13.03%9.56%22.59% 60 and over 13.03%9.56%22.59% Adminstrative Expense: 0.46% of payroll added to Basic rates. COLA Loading: 76.02% applied to Basic rates prior to adjustment for administrative expenses. *NOTE: The rate should be applied to all compensation up to the annual IRC 401(a)(17) compensation limit. Membership Date before January 1, 2013 Member Rates 7-1-18 (new).xlsx Exhibit J Page 14October 17, 2017 Contra Costa County Board of Supervisors 808 Exhibit K SAFETY Cost Group #9 Non-PEPRA Member Contribution Rates Effective 7/1/18 - 6/30/19 Expressed as a Percentage of Monthly Payroll* Entry Age Basic COLA Total 15 8.63%3.92%12.55% 16 8.63%3.92%12.55% 17 8.63%3.92%12.55% 18 8.63%3.92%12.55% 19 8.63%3.92%12.55% 20 8.63%3.92%12.55% 21 8.63%3.92%12.55% 22 8.77%3.99%12.76% 23 8.91%4.06%12.97% 24 9.06%4.13%13.19% 25 9.21%4.20%13.41% 26 9.36%4.27%13.63% 27 9.51%4.35%13.86% 28 9.67%4.42%14.09% 29 9.83%4.50%14.33% 30 10.00%4.58%14.58% 31 10.17%4.66%14.83% 32 10.34%4.75%15.09% 33 10.52%4.83%15.35% 34 10.70%4.92%15.62% 35 10.88%5.00%15.88% 36 11.06%5.09%16.15% 37 11.24%5.18%16.42% 38 11.44%5.27%16.71% 39 11.63%5.36%16.99% 40 11.82%5.46%17.28% 41 12.04%5.56%17.60% 42 12.26%5.67%17.93% 43 12.44%5.75%18.19% 44 12.52%5.79%18.31% 45 12.50%5.78%18.28% 46 12.42%5.74%18.16% 47 12.16%5.62%17.78% 48 12.54%5.80%18.34% 49 13.13%6.09%19.22% 50 13.13%6.09%19.22% 51 13.13%6.09%19.22% 52 13.13%6.09%19.22% 53 13.13%6.09%19.22% 54 13.13%6.09%19.22% 55 13.13%6.09%19.22% 56 13.13%6.09%19.22% 57 13.13%6.09%19.22% 58 13.13%6.09%19.22% 59 13.13%6.09%19.22% 60 and over 13.13%6.09%19.22% Adminstrative Expense: 0.46% of payroll added to Basic rates. COLA Loading: 48.03% applied to Basic rates prior to adjustment for administrative expenses. *NOTE: The rate should be applied to all compensation up to the annual IRC 401(a)(17) compensation limit. Membership Date before January 1, 2013 Member Rates 7-1-18 (new).xlsx Exhibit K Page 15October 17, 2017 Contra Costa County Board of Supervisors 809 Exhibit L SAFETY Cost Group #10 Non-PEPRA Member Contribution Rates Effective 7/1/18 - 6/30/19 Expressed as a Percentage of Monthly Payroll* Entry Age Basic COLA Total 15 9.04%6.31%15.35% 16 9.04%6.31%15.35% 17 9.04%6.31%15.35% 18 9.04%6.31%15.35% 19 9.04%6.31%15.35% 20 9.04%6.31%15.35% 21 9.04%6.31%15.35% 22 9.18%6.41%15.59% 23 9.33%6.52%15.85% 24 9.49%6.64%16.13% 25 9.64%6.75%16.39% 26 9.80%6.87%16.67% 27 9.96%6.98%16.94% 28 10.13%7.11%17.24% 29 10.30%7.23%17.53% 30 10.47%7.36%17.83% 31 10.64%7.48%18.12% 32 10.83%7.62%18.45% 33 11.02%7.76%18.78% 34 11.21%7.90%19.11% 35 11.41%8.05%19.46% 36 11.61%8.20%19.81% 37 11.80%8.34%20.14% 38 12.00%8.48%20.48% 39 12.21%8.64%20.85% 40 12.43%8.80%21.23% 41 12.66%8.97%21.63% 42 12.89%9.14%22.03% 43 13.18%9.35%22.53% 44 13.41%9.52%22.93% 45 13.61%9.67%23.28% 46 13.65%9.70%23.35% 47 13.59%9.65%23.24% 48 13.38%9.50%22.88% 49 13.00%9.22%22.22% 50 13.00%9.22%22.22% 51 13.00%9.22%22.22% 52 13.00%9.22%22.22% 53 13.00%9.22%22.22% 54 13.00%9.22%22.22% 55 13.00%9.22%22.22% 56 13.00%9.22%22.22% 57 13.00%9.22%22.22% 58 13.00%9.22%22.22% 59 13.00%9.22%22.22% 60 and over 13.00%9.22%22.22% Adminstrative Expense: 0.46% of payroll added to Basic rates. COLA Loading: 73.51% applied to Basic rates prior to adjustment for administrative expenses. *NOTE: The rate should be applied to all compensation up to the annual IRC 401(a)(17) compensation limit. Membership Date before January 1, 2013 Member Rates 7-1-18 (new).xlsx Exhibit L Page 16October 17, 2017 Contra Costa County Board of Supervisors 810 Exhibit M SAFETY Cost Group #11 Non-PEPRA Member Contribution Rates Effective 7/1/18 - 6/30/19 Expressed as a Percentage of Monthly Payroll* Entry Age Basic COLA Total 15 9.16%6.79%15.95% 16 9.16%6.79%15.95% 17 9.16%6.79%15.95% 18 9.16%6.79%15.95% 19 9.16%6.79%15.95% 20 9.16%6.79%15.95% 21 9.16%6.79%15.95% 22 9.31%6.91%16.22% 23 9.46%7.02%16.48% 24 9.62%7.15%16.77% 25 9.77%7.27%17.04% 26 9.93%7.39%17.32% 27 10.10%7.52%17.62% 28 10.27%7.66%17.93% 29 10.44%7.79%18.23% 30 10.61%7.92%18.53% 31 10.79%8.06%18.85% 32 10.98%8.21%19.19% 33 11.16%8.35%19.51% 34 11.36%8.51%19.87% 35 11.56%8.66%20.22% 36 11.76%8.82%20.58% 37 11.96%8.97%20.93% 38 12.16%9.13%21.29% 39 12.37%9.29%21.66% 40 12.58%9.46%22.04% 41 12.82%9.65%22.47% 42 13.06%9.83%22.89% 43 13.33%10.04%23.37% 44 13.59%10.25%23.84% 45 13.75%10.37%24.12% 46 13.79%10.40%24.19% 47 13.70%10.33%24.03% 48 13.43%10.12%23.55% 49 12.82%9.65%22.47% 50 12.82%9.65%22.47% 51 12.82%9.65%22.47% 52 12.82%9.65%22.47% 53 12.82%9.65%22.47% 54 12.82%9.65%22.47% 55 12.82%9.65%22.47% 56 12.82%9.65%22.47% 57 12.82%9.65%22.47% 58 12.82%9.65%22.47% 59 12.82%9.65%22.47% 60 and over 12.82%9.65%22.47% Adminstrative Expense: 0.46% of payroll added to Basic rates. COLA Loading: 78.04% applied to Basic rates prior to adjustment for administrative expenses. *NOTE: The rate should be applied to all compensation up to the annual IRC 401(a)(17) compensation limit. Membership Date before January 1, 2013 Member Rates 7-1-18 (new).xlsx Exhibit M Page 17October 17, 2017 Contra Costa County Board of Supervisors 811 Exhibit N SAFETY Cost Group #12 Non-PEPRA Member Contribution Rates Effective 7/1/18 - 6/30/19 Expressed as a Percentage of Monthly Payroll* Entry Age Basic COLA Total 15 9.16%4.74%13.90% 16 9.16%4.74%13.90% 17 9.16%4.74%13.90% 18 9.16%4.74%13.90% 19 9.16%4.74%13.90% 20 9.16%4.74%13.90% 21 9.16%4.74%13.90% 22 9.31%4.82%14.13% 23 9.46%4.90%14.36% 24 9.62%4.99%14.61% 25 9.77%5.07%14.84% 26 9.93%5.16%15.09% 27 10.10%5.25%15.35% 28 10.27%5.34%15.61% 29 10.44%5.43%15.87% 30 10.61%5.53%16.14% 31 10.79%5.62%16.41% 32 10.98%5.73%16.71% 33 11.16%5.83%16.99% 34 11.36%5.93%17.29% 35 11.56%6.04%17.60% 36 11.76%6.15%17.91% 37 11.96%6.26%18.22% 38 12.16%6.37%18.53% 39 12.37%6.48%18.85% 40 12.58%6.60%19.18% 41 12.82%6.73%19.55% 42 13.06%6.86%19.92% 43 13.33%7.01%20.34% 44 13.59%7.15%20.74% 45 13.75%7.24%20.99% 46 13.79%7.26%21.05% 47 13.70%7.21%20.91% 48 13.43%7.06%20.49% 49 12.82%6.73%19.55% 50 12.82%6.73%19.55% 51 12.82%6.73%19.55% 52 12.82%6.73%19.55% 53 12.82%6.73%19.55% 54 12.82%6.73%19.55% 55 12.82%6.73%19.55% 56 12.82%6.73%19.55% 57 12.82%6.73%19.55% 58 12.82%6.73%19.55% 59 12.82%6.73%19.55% 60 and over 12.82%6.73%19.55% Adminstrative Expense: 0.46% of payroll added to Basic rates. COLA Loading: 54.44% applied to Basic rates prior to adjustment for administrative expenses. *NOTE: The rate should be applied to all compensation up to the annual IRC 401(a)(17) compensation limit. Membership Date before January 1, 2013 Member Rates 7-1-18 (new).xlsx Exhibit N Page 18October 17, 2017 Contra Costa County Board of Supervisors 812 Exhibit O PEPRA Tiers Member Contribution Rates Membership Date on or after January 1, 2013 Effective 7/1/18 - 6/30/19 Expressed as a Percentage of Monthly Payroll* General Tiers Basic COLA Total Cost Group #1 – PEPRA Tier 4 (2% COLA)8.83%2.04%10.87% Cost Group #1 – PEPRA Tier 4 (3% COLA)8.67%2.94%11.61% Cost Group #2 - PEPRA Tier 5 (2% COLA)8.25%1.89%10.14% Cost Group #2 - PEPRA Tier 5 (3%/4% COLA) 8.39%2.78%11.17% Cost Group #3 - PEPRA Tier 4 (3% COLA)8.32%2.88%11.20% Cost Group #4 - PEPRA Tier 4 (3% COLA)9.21%3.13%12.34% Cost Group #5 - PEPRA Tier 4 (2% COLA)9.25%2.15%11.40% Cost Group #5 - PEPRA Tier 4 (3% COLA)11.24%3.86%15.10% Cost Group #6 - PEPRA Tier 4 (3% COLA)11.96%3.85%15.81% Safety Tiers Basic COLA Total Cost Group #7 - PEPRA Tier D 15.04%6.19%21.23% Cost Group #8 - PEPRA Tier D 13.67%5.77%19.44% Cost Group #8 - PEPRA Tier E 13.01%3.67%16.68% Cost Group #9 - PEPRA Tier E 13.72%3.81%17.53% Cost Group #10 - PEPRA Tier D 13.29%5.63%18.92% Cost Group #11 - PEPRA Tier D 13.28%5.64%18.92% Cost Group #12 - PEPRA Tier D 11.92%5.07%16.99% The Basic rates shown above also include an administrative expense load of 0.46% of payroll. *NOTE: The rate should be applied to all compensation (whether or not in Social Security) up to the applicable annual Gov. Code 7522.10(d) compensation limit. Member Rates 7-1-18 (new).xlsx Exhibit O Page 19October 17, 2017 Contra Costa County Board of Supervisors 813 Page 20 CONTRA COSTA COUNTY EMPLOYEES’ RETIREMENT ASSOCIATION SUBVENTION All rates are shown as a percent of payroll. Employee contribution rates vary depending upon their tier and age at entry. To compute the exact subvention percent for each employee, do the following: Employee rate – Decrease the employee’s rate by the subvention percent (i.e. 25%, 50%, etc.). Employer rate – Increase the employer’s rate by a percent of the employee’s decrease using the applicable refundability factor (found on Exhibits A and B): EXAMPLE FOR COST GROUP #3 LEGACY MEMBERS: If the subvention percent is 25%, and the employee’s rate is 6.00%, Employee rates should be decreased by 1.50% (25% × 6.00%) The employer rate should be increased by 1.4382% (1.50% × 0.9588) Please note that for PEPRA members, subvention is generally not permitted. The standard under Gov. Code §7522.30(a) is that employees pay at least 50 percent of normal costs and that employers not pay any of the required employee contribution, but there are some exceptions. Gov. Code §7522.30(f) allows the terms (regarding the employee’s required contribution) of a contract, including a memorandum of understanding, that is in effect on January 1, 2013, to continue through the length of a contract. This means that it is possible that an employer will subvent a portion of a PEPRA member’s required contribution until the expiration date of the current contract, so long as it has been determined that the contract has been impaired. CAUTION – these rates are for employer subvention of up to one-half the member contribution under Gov. Code §31581.1, NOT employer pick-up of employee contribution rates. When an employer subvents, the contribution subvented is not placed in the member’s account and is therefore not available to the member as a refund. For this reason, the employer pays the contribution at a discount (i.e. “Refundability Factor”). Employer pick-ups of employee contributions are those made under Gov. Code §31581.2 and Internal Revenue Code §414 (h)(2) for the sole purpose of deferring income tax. These contributions are added to the member’s account, are available to the member as a refund and are considered by CCCERA as part of the member’s compensation for retirement purposes. EMPLOYEE PAYMENT OF EMPLOYER COST There are several reasons why the attached contribution rates may need to be adjusted to increase the employee portion including the following: Gov. Code §31631 allows for members to pay all or part of the employer contributions. Gov. Code §31639.95 allows for Safety members to pay a portion of the employer cost for the “3% at 50” enhanced benefit. Gov. Code §7522.30(c) requires that an employee’s contribution rate be at least equal to that of similarly situated employees. October 17, 2017 Contra Costa County Board of Supervisors 814 Page 21 Gov. Code §7522.30(e) allows the employee contributions to be more than one-half of the normal cost rate if the increase has been agreed to through the collective bargaining process. If you need to increase the employee contribution rate for any reason, you will need to adjust both employee and employer rates as follows: Employee rate – Increase the employee’s rate by the desired percent of payroll. Employer rate – Decrease the employer’s rate by a percent of the cost-sharing percent of payroll using the applicable refundability factor: EXAMPLE FOR COST GROUP #11 LEGACY MEMBERS: If the required increase in the employee rate is 8.0%, Employee rates should be increased by 8.0%. The employer rate should be decreased by 7.736% (8.0% × 0.9670) PREPAYMENT DISCOUNT FACTOR FOR 2018-19 Employer Contribution Prepayment Program & Discount Factor for 2018-19 is 0.9696 If you are currently participating in the prepayment program and wish to continue, you do not need to do anything other than prepay the July 1, 2018 through June 30, 2019 contributions on or before July 31, 2018. If you wish to start participating, please contact the Accounting Division at the Retirement Office by March 31, 2018. The discount factor is calculated assuming the prepayment will be received on July 31 in accordance with Gov. Code §31582(b) in lieu of 12 equal payments due at the end of each month in accordance with Gov. Code §31582(a). The discount factor for the fiscal year July 1, 2018 through June 30, 2019 will be 0.9696 based on the interest assumption of 7.00% per annum. October 17, 2017 Contra Costa County Board of Supervisors 815 RECOMMENDATION(S): ADOPT Resolution No. 2017/325 revising the Contra Costa County Alcohol and Other Drug Abuse Policy which will rescind and supersede Resolution No. 92/52. FISCAL IMPACT: No fiscal impact to the general fund. BACKGROUND: On November 8, 2016, California voters approved the Adult Use of Marijuana Act through the passage of Proposition 64, which legalized the use of recreational marijuana throughout the state. Proposition 64 affirmed the right of employers to continue to maintain a drug and alcohol free workplace, to prohibit the use of marijuana in the workplace, and to comply with federal and state laws concerning marijuana in the workplace. A review and revision of the Contra Costa County Alcohol and Other Drug Abuse Policy was completed in light of the passage of Proposition 64. CONSEQUENCE OF NEGATIVE ACTION: Employees may not understand that marijuana use, though legal in California, is prohibited by the County’s Alcohol and Other Drug Abuse Policy. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Dianne Dinsmore, 925-335-1766 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: All County Departments (via Human Resources Department) C.144 To:Board of Supervisors From:David Twa, County Administrator Date:October 17, 2017 Contra Costa County Subject:Adopting A Revised Alcohol and Other Drug Abuse Policy October 17, 2017 Contra Costa County Board of Supervisors 816 AGENDA ATTACHMENTS Resolution No. 2017/325 Agreement to Comply with Contra Costa County Alcohol and Other Drug Abuse Policy Revised Alcohol and Other Drug Abuse Policy (Redlined) MINUTES ATTACHMENTS Signed Resolution No. 2017/325 October 17, 2017 Contra Costa County Board of Supervisors 817 THE BOARD OF SUPERVISORS OF CONTRA COSTA COUNTY, CALIFORNIA and for Special Districts, Agencies and Authorities Governed by the Board Adopted this Resolution on 10/17/2017 by the following vote: AYE: John Gioia Candace Andersen Diane Burgis Karen Mitchoff Federal D. Glover NO: ABSENT: ABSTAIN: RECUSE: Resolution No. 2017/325 In the Matter of adopting a revised Alcohol and Other Drug Abuse Policy WHEREAS the Board of Supervisors enacted Resolution No. 92/52 hereinafter referred to as the Alcohol and Other Drug Abuse Policy; and WHEREAS the Board of Supervisors continues to oppose the use of illegal drugs to protect the public’s safety and welfare and in order to provide a safe work environment; and WHEREAS revision to the Alcohol and Other Drug Abuse Policy is necessary to confirm that marijuana remains prohibited in the workplace under federal law, notwithstanding the Adult Use of Marijuana Act of 2016 (Proposition 64), which was passed by voters on November 8, 2016) NOW, THEREFORE, BE IT RESOLVED that Resolution No. 92/52 is hereby rescinded and superseded by the following revised Alcohol and Other Drug Abuse Policy: The Government of Contra Costa County has the overall goals of reducing the incidence of the abuse of alcohol and other drugs through prevention and education together with intervention and treatment. The County believes that alcohol and other drug abuse are conditions requiring professional intervention and recovery services. Because Contra Costa County Government is committed to protecting the health, well-being and safety of employees and the public from hazards relating to alcohol and other drug abuse by employees, it will: (a) encourage affected individuals to seek professional help voluntarily at an early state; and (b) assist supervisors in dealing with associated problems related to work performance. 1. Pursuant to the requirements of the federal Drug-Free Workplace Act of 1988 (41 USC §§ 8101 et seq.) and the California Drug-Free Workplace Act of 1990 (CA Gov. Code §§ 8350 et seq.), it is the policy of the Contra Costa County Government to continue to provide a drug-free workplace. 2. For purposes of this policy only, “workplace” means a site for the performance of work that includes 1) all property under the control and use of Contra Costa County, and 2) the employee’s location while on County business, such as while operating County vehicles or equipment. 3. The unlawful manufacture, distribution, dispensing, possession or use of a controlled substance, as defined by the federal Comprehensive Drug Abuse Prevention and Control Act (21 USC § 812), including marijuana, is prohibited in the workplace. 4. The consumption, use, being under the influence of, or unlawful distribution of alcohol is prohibited in the workplace.5. Any violation of this policy by an employee of Contra Costa County may result in: (1) requiring such employee to participate satisfactorily in a substance abuse assistance or rehabilitation program; and/or (2) disciplinary action up to and including termination. 6. An employee must notify her/his department head within five calendar days of any criminal drug statute conviction for a violation occurring in the workplace . 7. An employee will not be disciplined because she/he voluntarily requests assistance for a substance abuse problem. However, seeking assistance or raising any claim related to substance abuse does not relieve an employee of her/his responsibility to meet the County’s performance, safety, or attendance standards, does not relieve an employee of her/his responsibility to adhere to this policy, and does not insulate the employee from discipline for reasons other than seeking assistance for a substance abuse problem. 8. The County Administrator and Departments may adopt regulations consistent with this policy.9. 5 October 17, 2017 Contra Costa County Board of Supervisors 818 Contact: Dianne Dinsmore, 925-335-1766 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: All County Departments (via Human Resources Department) October 17, 2017 Contra Costa County Board of Supervisors 819 October 17, 2017 Contra Costa County Board of Supervisors 820 AGREEMENT TO COMPLY WITH CONTRA COSTA COUNTY ALCOHOL & OTHER DRUG ABUSE POLICY I acknowledge that I have read and understand the Alcohol and Other Drug Abuse Policy of the County of Contra Costa, and I agree that as a condition of my employment by the County/District, I am required to abide by the terms of the Policy. Dated:________________ ________________________ (Employee’s Signature) ________________________ (Typed or Printed Name) ________________________ (Employee No.) ________________________ (Department Name) Cc: Employee Personnel File October 17, 2017 Contra Costa County Board of Supervisors 821 October 17, 2017 Contra Costa County Board of Supervisors 822 October 17, 2017 Contra Costa County Board of Supervisors 823 October 17, 2017 Contra Costa County Board of Supervisors 824 RECOMMENDATION(S): CONTINUE the emergency action originally taken by the Board of Supervisors on November 16, 1999 regarding the issue of homelessness in Contra Costa County. FISCAL IMPACT: None. BACKGROUND: On November 16, 1999, the Board of Supervisors declared a local emergency, pursuant to the provisions of Government Code Section 8630 on homelessness in Contra Costa County. Government Code Section 8630 requires that, for a body that meets weekly, the need to continue the emergency declaration be reviewed at least every 14 days until the local emergency is terminated. In no event is the review to take place more than 21 days after the previous review. On September 26, 2017, the Board of Supervisors reviewed and approved the emergency declaration. With the continuing high number of homeless individuals and insufficient funding available to assist in sheltering all homeless individuals and families, it is appropriate for the Board to continue the declaration of a local emergency regarding homelessness. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Enid Mendoza, (925) 335-1039 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C.145 To:Board of Supervisors From:David Twa, County Administrator Date:October 17, 2017 Contra Costa County Subject:Continue Extension of Emergency Declaration Regarding Homelessness October 17, 2017 Contra Costa County Board of Supervisors 825 RECOMMENDATION(S): AUTHORIZE the Auditor-Controller to issue a warrant in the amount of $33,950 to the Town of Danville from Park Dedication Trust Account 8136 PI60 35514 to help fund the development of new facilities at Sycamore Valley Park in the Town of Danville. The project is located at 1000 Sherburne Hills Road in Danville. FISCAL IMPACT: No impact on the General Fund. 100% Park Dedication Trust Fund, Account 8136 PI60 35514. BACKGROUND: The Town of Danville is requesting $33,950 to help fund the development of expanded park facilities at Sycamore Valley Park. The improvements include four new bocce ball courts, a new shade structure, additional lighting, and landscaping. The total project cost is $1,308,709 and is funded through various funding sources and county Park Impact funds. The project has been completed. The project is included in the Town of Danville's Capital Improvement Program and will also serve unincorporated residents in Blackhawk, Diablo, and Alamo. The Town of Danville has complied with the California Environmental Quality Act (CEQA) for the Sycamore Valley Park improvements. A Notice of Exemption (NOE) was prepared and was posted at the County Clerk on September 13, 2007. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Kristine Solseng, (925) 674-7809 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C.146 To:Board of Supervisors From:John Kopchik, Director, Conservation & Development Department Date:October 17, 2017 Contra Costa County Subject:Park Funds for Sycamore Valley Park in Danville October 17, 2017 Contra Costa County Board of Supervisors 826 BACKGROUND: (CONT'D) It is the policy of the County to utilize County park funds to meet local and regional park needs. Sycamore Valley Park is a town park with a regional draw, including unincorporated residents. The Park Impact Trust Account funds proposed for use were generated from impact fees collected in unincorporated areas near the park and that will benefit from the improvements. CHILDREN'S IMPACT STATEMENT: The proposed improvements to Sycamore Valley Park supports the following community outcomes established in the Children’s Report Card: Communities that are safe and provide a high quality of life for children and their families. October 17, 2017 Contra Costa County Board of Supervisors 827 RECOMMENDATION(S): 1. ADOPT Resolution No. 2017/358 approving documents to facilitate a redemption of bonds and sale of a multifamily housing facility, and to authorize the sale of Multifamily Housing Revenue Bonds in a principal amount not to exceed $19,500,000 to finance the acquisition and rehabilitation of three multifamily rental housing facilities for the Carena Scattered Site Renovation development (the "Development"). 2. FIND and DECLARE that the recitals contained in the proposed Resolution are true and correct. 3. APPROVE the sale of Camara Circle Apartments by Camara Housing Associates L.P. (the "Current Owner") 4. APPROVE the form of, and authorize the County to execute, the First Supplemental Indenture between the County and Wells Fargo Bank, National Association ("2000 Trustee") 5. APPROVE the form of, and authorize the County to execute, the Termination Agreement between the County, the 2000 Trustee, and Camara Housing Associates L.P. 6. AUTHORIZE the issuance of a County of Contra Costa Multifamily Housing Revenue Bond (Carena Scattered Site Renovation), Series 2017A in an aggregate principal amount not to exceed $19,500,000. 7. APPROVE the form of, and authorize the County to execute, the Indenture between the County and Bank of America, N. A. (the "Bank"). 8. APPROVE the form of, and authorize the County to execute, the Loan Agreement among the Bank, the County and Carena Associates L.P. (the "Borrower") 9. APPROVE the form of, and authorize the County to execute, the Regulatory Agreement and Declaration of Restrictive Covenants between the County and Borrower. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Kara Douglas 925-674-7880 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stephanie Mello, Deputy cc: C.147 To:Board of Supervisors From:John Kopchik, Director, Conservation & Development Department Date:October 17, 2017 Contra Costa County Subject:Resolution for Redemption (Camara Circle) and Sale of Bonds for Carena Scattered Sites Renovation, Concord and Bay Point October 17, 2017 Contra Costa County Board of Supervisors 828 RECOMMENDATION(S): (CONT'D) > 10. APPROVE the form of, and authorize the County to execute, the Assignment of Deed of Trust and related documents by the County to the Bank. 11. APPOINT Quint & Thimmig, LLP as bond counsel for the transaction. 12. AUTHORIZE and DIRECT the Designated Officers of the County to do any and all things and take any all actions, and execute and deliver any and all certificates, agreements, and other documents which the officer may deem necessary or advisable in order to consummate the lawful issuance and delivery of the Bonds in accordance with the Resolution. Authorized officers include the Chair of the Board of Supervisors, the Vice-Chair of the Board of Supervisors, County Administrator, the County Director of Conservation and Development, the County Assistant Deputy Director of Conservation and Development, the County’s Community Development Bond Program Manager, County Counsel, and other officers of the County. FISCAL IMPACT: No impact to the General Fund. At the closing for the Bonds, the County is reimbursed for costs incurred in the issuance process. Annual expenses for monitoring of Regulatory Agreement provisions ensuring units in the Development will be rented to low income households are accommodated in the documents for the Bonds. The Bonds will be solely secured by and payable from revenues (e.g. Development rents, reserves, etc.) pledged under the Bond documents. No County funds are pledged to secure the Bonds. BACKGROUND: The recommended action is the adoption of Resolution No. 2017/358 by the Board, as the legislative body of the County, approving documents to facilitate a redemption of bonds and the sale of Camara Circle Apartments in Concord. The Resolution also authorizes the issuance of Multifamily Housing Revenue Bonds, the proceeds of which will be used to finance the acquisition and rehabilitation of three apartment complexes together known as Carena Scattered Site Renovation and consisting of Camara Circle Apartments, a 51 unit residential housing development located at 2513, 2525, 2530, 2531, 2536, 2537, 2549, 2554, 2555 and 2566 Camara Circle in Concord; Riley Court Apartments, a 48 unit residential development located at 2050, 2051, and 2061 Riley Court, Concord; and Elaine Null Court apartments, a 14 unit residential development located at 112 Alves Lane and 300-310 Water Street, Bay Point. In 2000, the County issued bonds for the acquisition and rehabilitation of Camara Circle Apartments. In order to move forward with the proposed Carena Scattered Sites Renovation project, the existing bonds must be redeemed, and the regulatory agreement terminated. The ownership entity for the development will be Carena Associates, L.P., a California limited partnership with RCD GP, LLC serving as general partner of the Borrower and Bank of America N.A. serving as the the tax credit investor special limited partner. The ownership entity is an affiliate of Resources for Community Development, a local non-profit housing developer that has developed 445 units of housing in Contra Costa County. On December 8, 2015, the Board of Supervisors adopted Resolution No. 2015/455 expressing the Board's intent to issue multi-family housing revenue bonds for the Development. That Resolution authorized the submittal of an application by the County for tax-exempt private activity bond authority from the California Debt Limit Allocation Committee. Subsequent to the adoption of that Resolution, the County, as required by Section 147(f) of the Internal Revenue Code, held a noticed public hearing to permit interested parties to comment on the proposed financing and the Development. That hearing was held on February 28, 2017 with no comments received from the public. The Board adopted Resolution No. 2017/77 on March 14, 2017 to authorize proceeding with the issuance of the Bonds pursuant to Section 147(f) of the Internal Revenue Code. On May 17, 2017, the California Debt Limit Allocation Committee awarded the County authority to issue the Bonds in a maximum principal amount of $20,000,000. That authority will be used to issue and sell the Bonds directly to Bank of America N.A, with the proceeds of the Bonds to be used to fund a loan by the County to Carena Associates, L.P. In addition to the proceeds of the Bonds, the Development will utilize other forms of financing detailed in Attachment A. The transaction is expected to close on or about October 26, 2017. October 17, 2017 Contra Costa County Board of Supervisors 829 CONSEQUENCE OF NEGATIVE ACTION: Negative action would prevent the County from issuing the Multifamily Housing Revenue Bonds in order to provide a loan to Carena Associates, L.P. to finance the acquisition and rehabilitation of Camara Circle Apartments, Riley Court Apartments and Elaine Null Apartments CHILDREN'S IMPACT STATEMENT: The three apartment complexes making up the Carena development provide 113 units of affordable rental housing appropriate for families. This supports outcome #3: Families are Economically Self Sufficient. AGENDA ATTACHMENTS Resolution No. 2017/358 Plan of Finance First Supplement Indenture Termination Agreement Carena Indenture Carena Loan Agreement Carena form Regulatory Agreement Assignment Deed of Trust MINUTES ATTACHMENTS Signed Resolution No. 2017/358 October 17, 2017 Contra Costa County Board of Supervisors 830 THE BOARD OF SUPERVISORS OF CONTRA COSTA COUNTY, CALIFORNIA and for Special Districts, Agencies and Authorities Governed by the Board Adopted this Resolution on 10/17/2017 by the following vote: AYE: John Gioia Candace Andersen Diane Burgis Karen Mitchoff Federal D. Glover NO: ABSENT: ABSTAIN: RECUSE: Resolution No. 2017/358 RESOLUTION APPROVING DOCUMENTS TO FACILITATE A REDEMPTION OF BONDS AND THE SALE OF A MULTIFAMILY HOUSING FACILITY, AND AUTHORIZING THE ISSUANCE OF A NEW SERIES OF MULTIFAMILY HOUSING REVENUE BONDS IN A PRINCIPAL AMOUNT NOT TO EXCEED $19,500,000 TO FINANCE THE ACQUISITION AND REHABILITATION OF THREE MULTIFAMILY RENTAL HOUSING FACILITIES, ALL FOR CARENA ASSOCIATES, L.P., AS WELL AS APPROVING OTHER MATTERS RELATING THERETO WHEREAS, in accordance with the Act, in 2000 the County issued $4,000,000 principal amount of its Multifamily Housing Revenue Refunding Bonds (Camara Circle Apartments), 2000 Series A (the “2000 Bonds”) pursuant to an Indenture, dated as of November 1, 2000 (the “2000 Indenture”), between the County and Wells Fargo Bank, National Association, as trustee (the “2000 Trustee”), and loaned the proceeds of the 2000 Bonds to Camara Housing Associates, L.P., a California limited partnership (the “Current Owner”), the proceeds of which loan were used by the Current Owner to finance the Camara Circle Apartments located at 2501, 2513, 2525, 2530, 2531, 2536, 2537, 2549, 2554, 2555 and 2566 Camara Circle in the City of Concord; and WHEREAS, the Current Owner is selling the Camara Circle Apartments to Carena Associates, L.P., a California limited partnership (the “Borrower”); and WHEREAS, the Borrower has requested that the County issue multifamily housing revenue bonds (the “Bonds”) and loan the proceeds of the Bonds to the Borrower to finance the acquisition by the Borrower of the Camara Circle Apartments from the Current Owner, as well as to finance the rehabilitation of Camara Circle Apartments and the acquisition and rehabilitation of Riley Court Apartments in the City of Concord and Elaine Null Apartments in the Bay Point unincorporated area of the County (the Camara Circle Apartments, the Riley Court Apartments and the Elaine Null Apartments are collectively referred to below as the “Development”); and WHEREAS, on February 28, 2017, the Community Development Bond Program Manager of the County held a public hearing on the proposed issuance of the Bonds by the County for, and the financing, ownership and operation of, the Development, as required under the provisions of the Internal Revenue Code (the “Code”) applicable to tax-exempt obligations, following published notice of such hearing, and communicated to the Board of Supervisors of the County all written and oral testimony received at the hearing; and WHEREAS, on March 14, 2017, the Board of Supervisors of the County adopted Resolution No. 2017/77 authorizing the issuance of the Bonds to finance the Development in satisfaction of public approval requirements of the Code; and WHEREAS, the California Debt Limit Allocation Committee adopted its Resolution No. 17-51 on May 22, 2017 allocating $19,500,000 of the State of California ceiling on private activity bonds for 2017 to the County for the purpose of financing the Development; and WHEREAS, in order to assist in the financing of the Development, the County has determined to issue the Bonds, as authorized by the Act, and sell the Bonds to Bank of America, N.A. (the “Bank”); and WHEREAS, it is proposed that the Bonds be issued pursuant to an indenture of trust (the “Indenture”), between the County and the Bank, and that the proceeds of the sale of the Bonds to the Bank be used to make a loan to the Borrower pursuant to a loan agreement (the “Loan Agreement”) among the Bank, the County and the Borrower, with amounts due from the County to the 5 October 17, 2017 Contra Costa County Board of Supervisors 831 Bank under the Bonds and the Indenture to be payable solely from amounts paid by the Borrower under the Loan Agreement; and WHEREAS, there have been prepared various documents with respect to the redemption of the 2000 Bonds and the issuance by the County of the Bonds, copies of which are on file with the Clerk of the Board, and the Board of Supervisors now desires to approve the issuance of the Bonds and the execution and delivery of such documents by the County; and WHEREAS, all conditions, things and acts required to exist, to have happened and to have been performed precedent to and in connection with the issuance of the Bonds as contemplated by this Resolution and the documents referred to herein exist, have happened and have been performed in due time, form and manner as required by the laws of the State of California, including the Act. NOW, THEREFORE, BE IT RESOLVED, by the Board of Supervisors of the County of Contra Costa, as follows: Section 1. The Board of Supervisors hereby finds and declares that the foregoing recitals are true and correct. Section 2. The Board of Supervisors hereby approves the sale of the Camara Circle Apartments by the Current Owner to the Borrower. Section 3. The First Supplemental Indenture, between the 2000 Trustee and the County amending the 2000 Indenture to facilitate the redemption of the 2000 Bonds, and the Termination Agreement, among the County, the 2000 Trustee and the Current Owner terminating five regulatory agreements and declaration of restrictive covenants (the “2000 Regulatory Agreements”) recorded against Camara Circle Apartments in connection with the 2000 Bonds (collectively, the “2000 Documents”), in the respective forms on file with the Clerk of the Board, are hereby approved. Any one of the Chair of the Board of Supervisors, the Vice-Chair of the Board of Supervisors, the County Administrator, the Director of Conservation and Development, the Assistant Deputy Director of Conservation and Development and the Community Development Bond Program Manager (collectively, the “Designated Officers”), acting alone, is hereby authorized, for and in the name and on behalf of the County, to execute and deliver the 2000 Documents in said forms, together with such additions thereto or changes therein as are recommended or approved by the Designated Officer executing the 2000 Documents upon consultation with Bond Counsel to the County (including such additions or changes as are necessary or advisable in accordance with Section 11 hereof), the approval of such additions or changes to be conclusively evidenced by the execution and delivery of the 2000 Documents by the County. Section 4. Pursuant to the Act and the Indenture, the Bonds designated as “County of Contra Costa Multifamily Housing Revenue Bonds (Carena Scattered Site Renovation), Series 2017A” in an aggregate principal amount of not to exceed $19,500,000, are hereby authorized to be issued. The Bonds shall be executed by the manual or facsimile signature of the Chair of the Board of Supervisors (the “Chair”), in the form set forth in and otherwise in accordance with the Indenture. Section 5. The Indenture between the County and the Bank (the “Indenture”), in the form on file with the Clerk of the Board, is hereby approved. Any one of the Designated Officers, acting alone, is hereby authorized to execute and deliver the Indenture in said form, together with such additions thereto or changes therein as are recommended or approved by the Designated Officer executing the Indenture upon consultation with Bond Counsel to the County (including such additions or changes as are necessary or advisable in accordance with Section 11 hereof, provided that no additions or changes shall authorize an aggregate principal amount of the Bonds in excess of the amount set forth in Section 2 above), the approval of such additions or changes to be conclusively evidenced by the execution and delivery of the Indenture by the County. The date, maturity date, interest rate or rates, privileges, manner of execution, place of payment, terms of redemption and other terms of the Bonds shall be as provided in the Indenture as finally executed. Section 6. The Loan Agreement among the Bank, the County and the Borrower, in the form on file with the Clerk of the Board, is hereby approved. Any one of the Designated Officers, acting alone, is hereby authorized to execute and deliver the Loan Agreement in said form, together with such additions thereto or changes therein as are recommended or approved by the Designated Officer executing the Loan Agreement upon consultation with Bond Counsel to the County (including such additions or changes as are necessary or advisable in accordance with Section 11 hereof), the approval of such changes to be conclusively evidenced by the execution and delivery of the Loan Agreement by the County. Section 7. The regulatory agreement and declaration of restrictive covenants between the County and the Borrower (the “Regulatory Agreement”), in the form on file with the Clerk of the Board, is hereby approved. Any one of the Designated Officers is hereby authorized, acting alone, for and in the name and on behalf of the County, to execute and deliver a Regulatory Agreement for each site on which contiguous units in the Development are located in said form, together with such additions thereto or changes therein as are recommended or approved by the Designated Officer executing the Regulatory Agreements upon consultation with Bond Counsel to the County (including such additions or changes as are necessary or advisable in accordance with Section 11 hereof), the approval of such additions or changes to be conclusively evidenced by the execution and delivery of the Regulatory Agreements by the County. October 17, 2017 Contra Costa County Board of Supervisors 832 Section 8. The Assignment of Deed of Trust and Related Documents, by the County to the Bank (the “Assignment”), in the form on file with the Clerk of the Board, is hereby approved. Any one of the Designated Officers is hereby authorized, acting alone, for and in the name and on behalf of the County, to execute and deliver the Assignment in said form, together with such additions thereto or changes therein as are recommended or approved by the Designated Officer executing the Assignment upon consultation with Bond Counsel to the County (including such additions or changes as are necessary or advisable in accordance with Section 11 hereof), the approval of such additions or changes to be conclusively evidenced by the execution and delivery of the Assignment by the County. Section 9. The Bonds, when executed, shall be delivered to the Bank (as the purchaser of the Bonds), in accordance with written instructions executed on behalf of the County by any one of the Designated Officers of the County, which instructions said officers are hereby authorized, for and in the name and behalf of the County, to execute and deliver. Such instructions shall provide for the delivery of the Bonds to the Bank upon the funding by the Bank of the initial advance of the purchase price of the Bonds as described in Section 3.03(b) of the Indenture. Section 10. The law firm of Quint & Thimmig LLP is hereby designated as Bond Counsel to the County for the Bonds. The fees and expenses of such firm for matters related to the Bonds shall be payable solely from the proceeds of the Bonds or contributions by the Borrower. Section 11. All actions heretofore taken by the officers and agents of the County with respect to the issuance of the Bonds are hereby approved, confirmed and ratified, and the proper officers of the County, including the Designated Officers, are hereby authorized and directed, for and in the name and on behalf of the County, to do any and all things and take any and all actions and execute any and all certificates, agreements and other documents, which they, or any of them, may deem necessary or advisable in order to facilitate the sale of Camara Circle Apartments to the Borrower, the redemption of the 2000 Bonds and the termination of the 2000 Regulatory Agreements, as well as the lawful issuance and delivery of the Bonds, all in accordance with this Resolution, including but not limited to any certificates, agreements and other documents described in the 2000 Documents, the Indenture, the Loan Agreement, the Regulatory Agreement or the Assignment, or otherwise necessary to redeem the 2000 Bonds, to terminate the 2000 Regulatory Agreements, to issue the Bonds and to otherwise consummate the transactions contemplated by the documents approved by this Resolution. Section 12. This Resolution shall take effect upon its adoption. Contact: Kara Douglas 925-674-7880 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stephanie Mello, Deputy cc: October 17, 2017 Contra Costa County Board of Supervisors 833 Attachment A Carena Scattered Site Renovation Multifamily Housing Revenue Note Plan of Finance* Construction Permanent Tax Exempt Bond 19,231,589$ 6,274,000$ County HOME/CDBG 925,000 925,000 City of Concord Loan 1,000,000 1,000,000 4% Low Income Housing Tax Credits 12,161,971 Assumption of Existing Debt 10,609,050 10,609,050 Existing Reserves 600,000 600,000 Seller Takeback Loan 1,844,249 1,844,249 Deferred Developer Fee & GP Equity 1,274,297 2,069,915 Total 35,484,185$ 35,484,185$ * The amounts will be refined during the transaction closing. October 17, 2017 Contra Costa County Board of Supervisors 834 Quint & Thimmig LLP 7/27/17 03007.40:J14787 FIRST SUPPLEMENTAL INDENTURE by and between the COUNTY OF CONTRA COSTA, CALIFORNIA and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee dated as of October 1, 2017 relating to: County of Contra Costa Multifamily Housing Revenue Bonds (Camara Circle Apartments), 2000 Series A October 17, 2017 Contra Costa County Board of Supervisors 835 -1- FIRST SUPPLEMENTAL INDENTURE THIS FIRST SUPPLEMENTAL INDENTURE (the “First Supplemental Indenture”), dated as of October 1, 2017, is by and between the COUNTY OF CONTRA COSTA, CALIFORNIA, a political subdivision and body corporate and politic, duly organized and existing under the laws of the State of California (the “County”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association organized under the laws of the United States of America, as trustee (the “Trustee”), and supplements and amends the Indenture, dated as of November 1, 2000, by and between the County and the Trustee (the “Indenture”). Capitalized terms used in this First Supplemental Indenture and not otherwise defined herein have the meanings given to them in the Indenture. RECITALS: WHEREAS, pursuant to the Indenture, the County issued its County of Contra Costa Multifamily Housing Revenue Bonds (Camara Circle Apartments), 2000 Series A (the “Bonds”); and WHEREAS, Section 9.01(B)(2) of the Indenture provides that the County and the Trustee may enter into a Supplemental Indenture, with the prior written consent of the Bank, without the consent of or notice to the owners of the Bonds, if the Supplemental Indenture is in regard to matters or questions arising under the Indenture, as the County may deem necessary or desirable and not inconsistent with the Indenture and which does not adversely affect the interest of the holders of the Bonds; and WHEREAS, the County, at the request of the Borrower, is desirous of amending the Indenture in order to allow for the defeasance of the Bonds under Article X of the Indenture while the Bonds are in a Weekly Interest Rate Period and using amounts in the Letter of Credit Account in connection with the prepayment in full of the Loan by the Borrower and the redemption in full of the Bonds, and the County has requested that the Trustee enter into this First Supplemental Indenture in order to so amend the Indenture; and WHEREAS, the Borrower and Citibank, N.A. (successor by merger to Citibank, F.S.B., and thereby the “Bank” as defined in the Indenture), by their execution of this First Supplemental Indenture below, have consented to this First Supplemental Indenture; and WHEREAS, Section 9.01(B) of the Indenture requires that the Trustee be provided with, and Section 9.02 of the Indenture provides that the Trustee is entitled to receive and conclusively rely on, an Opinion of Counsel to the effect that the provisions of this First Supplemental Indenture do not materially adversely affect the interest of the Holders of the Bonds and that this First Supplemental Indenture complies with the provisions of the Indenture, and an Opinion of Counsel to such affect has been provided to the Trustee, the Bank and the County. AGREEMENT: NOW, THEREFORE, the parties hereto agree to amend the Indenture as follows: Section 1. Amendments to the Indenture. (a) Section 10.01 of the Indenture is hereby amended by deleting the last sentence thereof. October 17, 2017 Contra Costa County Board of Supervisors 836 -2- (b) Section 10.03 of the Indenture is hereby amended by deleting the words “the Letter of Credit Account in the Revenue Fund,” in the first sentence thereof. (c) Paragraph (b) of Section 10.03 of the Indenture is hereby amended by adding thereto, at the end thereof, the following: “provided further that in calculating the interest on the Bonds to the redemption date during any Weekly Interest Rate Period, the interest rate on the Bonds for any portion of the Weekly Interest Rate Period prior to the redemption date and for which a Weekly Interest Rate has not yet been determined shall be assumed to be twelve percent (12%).” (d) Section 10.03 of the Indenture is further amended by deleting the last paragraph thereof. Section 2. Ratification and Reaffirmation of Indenture. Except as hereby expressly amended, the Indenture shall remain in full force and effect; and the Indenture, as amended hereby, is ratified and confirmed. Section 3. Execution in Several Counterparts. This First Supplemental Indenture may be executed in any number of counterparts; each of such counterparts shall for all purposes be deemed to be an original; and all such counterparts shall together constitute but one and the same instrument. Section 4. Governing Law. This First Supplemental Indenture shall be governed by and construed in accordance with the laws of the State of California applicable to contracts made and performed in such State. Section 5. Incorporation By Reference. The County and the Trustee agree that the amendments contained in this First Supplemental Indenture shall be incorporated by this reference thereto into the Indenture, which Indenture as so amended shall serve as the sole operative Indenture in connection with the Bonds. Section 6. Interpretation. In the event of any conflict between the provisions of the Indenture and the provisions of this First Supplemental Indenture, the provisions of this First Supplemental Indenture shall control. Any reference in this First Supplemental Indenture to a Section, without further qualification (such as, by way of example, “of this First Supplemental Indenture”) shall mean the specified section of the Indenture, as amended and supplemented by this First Supplemental Indenture. All references to the Indenture in the Loan Agreement, the Regulatory Agreement or any other document executed in connection with any of the foregoing shall refer to the Indenture as amended by this First Supplemental Indenture. Section 7. Effective Date. This First Supplemental Indenture shall become effective from and after the last to occur of the following: (a) the execution hereof by the County and the Trustee, and (b) the execution of the consents hereto (as set forth below) by the Bank and the Borrower. Section 8. Binding Effect. From and after the date on which this First Supplemental Indenture becomes effective as provided in Section 7 hereof, this First Supplemental Indenture shall inure to the benefit of and shall be binding upon the County, the Trustee, the Bank, the Borrower, the owners of the Bonds and their respective successors and assigns. October 17, 2017 Contra Costa County Board of Supervisors 837 [signature page to First Supplemental Indenture for Camara Circle Apartments] S-1 IN WITNESS WHEREOF, the COUNTY OF CONTRA COSTA, CALIFORNIA has caused this First Supplemental Indenture to be signed in its name, and WELLS FARGO BANK, NATIONAL ASSOCIATION has caused this First Supplemental Indenture to be signed in its name, all as of the day and year first above written. COUNTY OF CONTRA COSTA, CALIFORNIA By: John Kopchik, Director, Department of Conservation and Development WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee By: Authorized Signatory The foregoing First Supplemental Indenture is hereby consented to: CITIBANK, N.A., successor by merger to CITIBANK, F.S.B. By: Andrew Lee, Vice President CAMARA HOUSING ASSOCIATES, LP, a California limited partnership By: Resources for Community Development, a California nonprofit public benefit corporation, its general partner By: Daniel Sawislak, Executive Director 03007.40:J14787 October 17, 2017 Contra Costa County Board of Supervisors 838 Quint & Thimmig LLP 7/27/17 03007:40:J14794 RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: Paul J. Thimmig Quint & Thimmig LLP 900 Larkspur Landing Circle, Suite 270 Larkspur, California 94920-1726 TERMINATION AGREEMENT by and among the COUNTY OF CONTRA COSTA, CALIFORNIA WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee, and CAMARA HOUSING ASSOCIATES, L.P. dated as of October 1, 2017 relating to five separate Regulatory Agreements and Declarations of Restrictive Covenants, each dated as of November 1, 2000, each among the County of Contra Costa, Camara Housing Associates, L.P. and Wells Fargo Bank, National Association, as Trustee October 17, 2017 Contra Costa County Board of Supervisors 839 -1- TERMINATION AGREEMENT This TERMINATION AGREEMENT, dated as of October 1, 2017 (the “Agreement”), is by and among the COUNTY OF CONTRA COSTA, CALIFORNIA, a political subdivision and body corporate and politic, duly organized and existing under the laws of the State of California (the “County”), WELLS FARGO BANK, NATIONAL ASSOCIATION, as trustee (the “Trustee”), and CAMARA HOUSING ASSOCIATES, L.P., a California limited partnership (the “Borrower”). RECITALS: WHEREAS, pursuant to an Indenture, dated as of November 1, 2000, between the County and Wells Fargo Bank, National Association, as trustee (the “Trustee”), the County issued its County of Contra Costa Multifamily Housing Revenue Bonds (Camara Circle Apartments), 2000 Series A (the “Bonds”); and WHEREAS, the proceeds of the Bonds were loaned by the County to the Borrower (the “Loan”) pursuant to a Loan Agreement, dated as of November 1, 2000 (the “Loan Agreement”), among the County, the Trustee and the Borrower, and the Borrower used proceeds of the Loan to finance a multifamily rental housing facility known as Camara Circle Apartments (the “Project”); and WHEREAS, in connection with the issuance of the Bonds, the County, the Trustee and the Borrower entered into (a) a Regulatory Agreement and Declaration of Restrictive Covenants, dated as of November 1, 2017 (the “2501 and 2537 Camara Circle Regulatory Agreement”) and recorded on November 30, 2000 in the official records of the County of Contra Costa, State of California, as Instrument No. DOC-2000-0268392-00, (b) a Regulatory Agreement and Declaration of Restrictive Covenants, dated as of November 1, 2017 (the “2530 and 2536 Camara Circle Regulatory Agreement”) and recorded on November 30, 2000 in the official records of the County of Contra Costa, State of California, as Instrument No. DOC-2000-0268393-00, (c) a Regulatory Agreement and Declaration of Restrictive Covenants, dated as of November 1, 2017 (the “2549 and 2555 Camara Circle Regulatory Agreement”) and recorded on November 30, 2000 in the official records of the County of Contra Costa, State of California, as Instrument No. DOC-2000- 0268394-00, (d) a Regulatory Agreement and Declaration of Restrictive Covenants, dated as of November 1, 2017 (the “2554 Camara Circle Regulatory Agreement”) and recorded on November 30, 2000 in the official records of the County of Contra Costa, State of California, as Instrument No. DOC-2000-0268395-00, and (e) a Regulatory Agreement and Declaration of Restrictive Covenants, dated as of November 1, 2017 (the “2566 Camara Circle Regulatory Agreement”) and recorded on November 30, 2000 in the official records of the County of Contra Costa, State of California, as Instrument No. DOC-2000-0268396-00 (collectively, the “Regulatory Agreements”), which Regulatory Agreements set forth certain terms and conditions relating to the operation of the Project; WHEREAS, the Borrower is selling the Project to Carena Associates, L.P., a California limited partnership (the “New Owner”), and is using a portion of the proceeds of the sale of the Project to fully prepay the Loan, which prepayment will result in the redemption of the Bonds in whole; and WHEREAS, in order to obtain the funds to acquire the Project from the Borrower, the New Owner is obtaining a loan (the “2017 Borrower Loan”) from the County, which is issuing its County of Contra Costa Multifamily Housing Revenue Bonds (Carena Scattered Site Renovation), October 17, 2017 Contra Costa County Board of Supervisors 840 -2- Series 2017A (the “2017 Bonds”) and using the proceeds of the 2017 Bonds to make the 2017 Borrower Loan; and WHEREAS, in connection with the incurrence of the 2017 Bonds and the 2017 Borrower Loan, the County and the New Owner are entering into five separate Regulatory Agreements and Declarations of Restrictive Covenants (collectively, the “New Regulatory Agreements”), which New Regulatory Agreements set forth terms and conditions relating to the operation of the Project, including provisions substantially the same as those in Sections 2, 3 and 4 of the Regulatory Agreements, and are for a term at least as long as the remaining term of the Regulatory Agreements; and WHEREAS, the County and the New Owner have agreed to make the owners of the Bonds beneficiaries of the New Regulatory Agreements, so that the New Regulatory Agreements can supplant the Regulatory Agreements upon their execution and the defeasance of the Bonds; and WHEREAS, the County and the Trustee have received the opinion of Bond Counsel (as defined in the Indenture) to the effect that the execution and delivery of this Agreement and the New Regulatory Agreements, and the termination of the Regulatory Agreements as provided herein, will not adversely affect the exclusion of the interest on the Bonds from the gross incomes of the owners of the Bonds; and WHEREAS, the County and the Borrower now desire to provide for the termination of the Regulatory Agreements as provided herein, and have requested that the Trustee execute this Agreement. AGREEMENT: NOW, THEREFORE, in consideration of the foregoing and for other consideration the receipt and sufficiency of which are hereby acknowledged, the parties hereto do hereby agree as follows: Section 1. Termination. (a) The County, the Trustee and the Borrower hereby agree that the Regulatory Agreements shall cease and terminate. (b) In accordance with the foregoing, (i) the 2501 and 2537 Camara Circle Regulatory Agreement recorded November 30, 2000, as Instrument No. DOC-2000-0268392-00 in the Official Records of Contra Costa County, State of California, is hereby terminated and is of no further force and effect; (ii) the 2530 and 2536 Camara Circle Regulatory Agreement recorded November 30, 2000, as Instrument No. DOC-2000-0268393-00 in the Official Records of Contra Costa County, State of California, is hereby terminated and is of no further force and effect; (iii) the 2549 and 2555 Camara Circle Regulatory Agreement recorded November 30, 2000, as Instrument No. DOC- 2000-0268394-00 in the Official Records of Contra Costa County, State of California, is hereby terminated and is of no further force and effect; (iv) the 2554 Camara Circle Regulatory Agreement recorded November 30, 2000, as Instrument No. DOC-2000-0268395-00 in the Official Records of Contra Costa County, State of California, is hereby terminated and is of no further force and effect; and (v) the 2566 Camara Circle Regulatory Agreement recorded November 30, 2000, as Instrument No. DOC-2000-0268396-00 in the Official Records of Contra Costa County, State of California, each are hereby terminated and each are of no further force and effect. October 17, 2017 Contra Costa County Board of Supervisors 841 -3- (c) From and after the date hereof, none of the County, the Trustee or the Borrower shall have any further rights or obligations under the Regulatory Agreements. Section 2. Execution in Counterparts. This Termination Agreement may be executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. October 17, 2017 Contra Costa County Board of Supervisors 842 [Signature page to Termination Agreement for Camara Circle Apartments] S-1 IN WITNESS WHEREOF, the parties hereto have duly executed this Termination Agreement as of the day and year first written above. COUNTY OF CONTRA COSTA, CALIFORNIA By: John Kopchik, Director, Department of Conservation and Development WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee By: Authorized Signatory CAMARA HOUSING ASSOCIATES, LP, a California limited partnership By: Resources for Community Development, a California nonprofit public benefit corporation, its general partner By: Daniel Sawislak, Executive Director The foregoing Termination Agreement is hereby consented to: CITIBANK, N.A., successor by merger to CITIBANK, F.S.B. By: Andrew Lee, Vice President 03009.06:J14794 October 17, 2017 Contra Costa County Board of Supervisors 843 [Notary page to Termination Agreement] NOTARY ACKNOWLEDGMENT State of California ss. County of On , before me, Date Name and Title of Officer (e.g., “Jane Doe, Notary Public") personally appeared Name(s) of Signer(s) 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] Notary Public 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, an d not the truthfulness, accuracy, or validity of that docu ment. October 17, 2017 Contra Costa County Board of Supervisors 844 [Notary page to Termination Agreement] NOTARY ACKNOWLEDGMENT State of California ss. County of On , before me, Date Name and Title of Officer (e.g., “Jane Doe, Notary Public") personally appeared Name(s) of Signer(s) 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] Notary Public 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, an d not the truthfulness, accuracy, or validity of that docu ment. October 17, 2017 Contra Costa County Board of Supervisors 845 [Notary page to Termination Agreement] NOTARY ACKNOWLEDGMENT State of California ss. County of On , before me, Date Name and Title of Officer (e.g., “Jane Doe, Notary Public") personally appeared Name(s) of Signer(s) 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] Notary Public 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, an d not the truthfulness, accuracy, or validity of that docu ment. October 17, 2017 Contra Costa County Board of Supervisors 846 [Notary page to Termination Agreement] NOTARY ACKNOWLEDGMENT State of California ss. County of On , before me, Date Name and Title of Officer (e.g., “Jane Doe, Notary Public") personally appeared Name(s) of Signer(s) 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] Notary Public 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, an d not the truthfulness, accuracy, or validity of that docu ment. October 17, 2017 Contra Costa County Board of Supervisors 847 Exhibit A EXHIBIT A LEGAL DESCRIPTIONS October 17, 2017 Contra Costa County Board of Supervisors 848 Quint & Thimmig LLP 7/6/17 8/17/17 9/22/17 03007.40:J14733 INDENTURE OF TRUST by and between the COUNTY OF CONTRA COSTA, CALIFORNIA and BANK OF AMERICA, N.A., as the Bondowner Representative dated as of October 1, 2017 relating to: $__________ County of Contra Costa Multifamily Housing Revenue Bonds (Carena Scattered Site Renovation), Series 2017A October 17, 2017 Contra Costa County Board of Supervisors 849 -i- TABLE OF CONTENTS ARTICLE I DEFINITIONS AND GENERAL PROVISIONS Section 1.01. Definitions. .........................................................................................................................................................2 Section 1.02. Rules of Construction. ......................................................................................................................................8 ARTICLE II THE BONDS Section 2.01. Authorization. ...................................................................................................................................................9 Section 2.02. Terms of Bonds. .................................................................................................................................................9 Section 2.03. Payment of Bonds. ..........................................................................................................................................10 Section 2.04. Execution of Bonds. ........................................................................................................................................10 Section 2.05. Transfer of Bonds; Condition to Conversion Date. ....................................................................................10 Section 2.06. Bond Register. ..................................................................................................................................................12 Section 2.07. Replacement of Bonds ....................................................................................................................................12 ARTICLE III ISSUANCE OF BONDS; APPLICATION OF PROCEEDS Section 3.01. Authentication and Delivery of the Bonds. .................................................................................................12 Section 3.02. Application of Proceeds of Bonds. ...............................................................................................................13 Section 3.03. Program Fund. .................................................................................................................................................13 ARTICLE IV REDEMPTION OF BONDS Section 4.01. Circumstances of Redemption. .....................................................................................................................14 Section 4.02. Notice of Redemption ....................................................................................................................................15 Section 4.03. Effect of Redemption. .....................................................................................................................................15 Section 4.04. Assignment of Loan and Tender of Bonds ..................................................................................................15 ARTICLE V REVENUES Section 5.01. Power to Issue Bonds; Pledge of Revenues. ................................................................................................16 Section 5.02. Bond Fund. .......................................................................................................................................................17 Section 5.03. Investment of Moneys ....................................................................................................................................18 Section 5.04. Enforcement of Obligations ...........................................................................................................................19 Section 5.05. Notice of Payment in Full of Bonds ..............................................................................................................19 ARTICLE VI COVENANTS OF THE ISSUER Section 6.01. Payment of Principal and Interest. ...............................................................................................................19 Section 6.02. Paying Agents. .................................................................................................................................................19 Section 6.03. Preservation of Revenues; Amendment of Documents ............................................................................20 Section 6.04. Compliance with Indenture. .........................................................................................................................20 Section 6.05. Further Assurances. ........................................................................................................................................21 Section 6.06. No Arbitrage. ...................................................................................................................................................21 Section 6.07. Limitation of Expenditure of Proceeds ........................................................................................................21 Section 6.08. Rebate of Excess Investment Earnings to United States. ...........................................................................21 Section 6.09. Limitation on Issuance Costs. ........................................................................................................................21 Section 6.10. Federal Guarantee Prohibition. .....................................................................................................................21 Section 6.11. Prohibited Facilities. .......................................................................................................................................22 Section 6.12. Use Covenant ...................................................................................................................................................22 Section 6.13. Immunities and Limitations of Responsibility of Issuer ...........................................................................22 Section 6.14. Additional Representations and Covenants of the Issuer ........................................................................23 ARTICLE VII DEFAULT Section 7.01. Events of Default; Acceleration; Waiver of Default ...................................................................................24 Section 7.02. Institution of Legal Proceedings by Bondowner Representative.............................................................25 Section 7.03. Application of Moneys Collected by Bondowner Representative. ..........................................................25 Section 7.04. Effect of Delay or Omission to Pursue Remedy. ........................................................................................25 October 17, 2017 Contra Costa County Board of Supervisors 850 -ii- Section 7.05. Remedies Cumulative. ...................................................................................................................................26 Section 7.06. Covenant to Pay Bonds in Event of Default. ...............................................................................................26 Section 7.07. Bondowner Representative Appointed Agent for Bondholders. ............................................................26 Section 7.08. Power of Bondowner Representative to Control Proceedings. ................................................................26 Section 7.09. Limitation on Bondholders’ Right to Sue. ...................................................................................................27 Section 7.10. Limitation of Liability to Revenues. .............................................................................................................27 ARTICLE VIII THE BONDOWNER REPRESENTATIVE AND AGENTS Section 8.01. Duties, Immunities and Liabilities of Bondowner Representative. .........................................................27 Section 8.02. Right of Bondowner Representative to Rely Upon Documents, Etc. ......................................................30 Section 8.03. Bondowner Representative Not Responsible for Recitals. .......................................................................31 Section 8.04. Intervention by Bondowner Representative. ..............................................................................................31 Section 8.05. Moneys Received by Bondowner Representative. .....................................................................................31 Section 8.06. Compensation and Indemnification of Bondowner Representative and Agents. .................................31 Section 8.07. Qualifications of Bondowner Representative. ............................................................................................32 Section 8.08. Merger or Consolidation of Bondowner Representative. .........................................................................32 Section 8.09. Dealing in Bonds. ............................................................................................................................................32 Section 8.10. Indemnification of Issuer by Bondowner Representative ........................................................................33 Section 8.11. Bondowner Representative Not Agent of Issuer ........................................................................................33 ARTICLE IX MODIFICATION OF INDENTURE Section 9.01. Modification of Indenture ..............................................................................................................................33 Section 9.02. Effect of Supplemental Indenture. ................................................................................................................34 Section 9.03. Opinion of Counsel as to Supplemental Indenture. ..................................................................................34 Section 9.04. Notation of Modification on Bonds; Preparation of New Bonds. ............................................................34 ARTICLE X DISCHARGE OF INDENTURE Section 10.01. Discharge of Indenture. ..................................................................................................................................35 Section 10.02. Payment of Bonds after Discharge of Indenture. .......................................................................................35 ARTICLE XI MISCELLANEOUS Section 11.01. Successors of Issuer. ........................................................................................................................................35 Section 11.02. Limitation of Rights to Parties and Bondholders. ......................................................................................36 Section 11.03. Waiver of Notice. ............................................................................................................................................36 Section 11.04. Destruction of Bonds. .....................................................................................................................................36 Section 11.05. Separability of Invalid Provisions. ...............................................................................................................36 Section 11.06. Notices. .............................................................................................................................................................36 Section 11.07. Authorized Representatives. .........................................................................................................................37 Section 11.08. Evidence of Rights of Bondholders. .............................................................................................................37 Section 11.09. Waiver of Personal Liability. .........................................................................................................................38 Section 11.10. Holidays. ..........................................................................................................................................................38 Section 11.11. Execution in Several Counterparts. ..............................................................................................................39 Section 11.12. Governing Law; Venue. .................................................................................................................................39 Section 11.13. Successors. ........................................................................................................................................................39 EXHIBIT A FORM OF BOND EXHIBIT B FORM OF INVESTOR’S LETTER October 17, 2017 Contra Costa County Board of Supervisors 851 -1- INDENTURE OF TRUST This Indenture of Trust, dated as of October 1, 2017 (this “Indenture”), is by and between the County of Contra Costa, a political subdivision and body corporate and politic, duly organized and existing under the laws of the State of California (the “Issuer”), and Bank of America, N.A., a national banking association organized under the laws of the United States of America, and being qualified to accept and administer the obligations and duties of the Bondowner Representative hereunder, as the initial bondowner representative (the “Bondowner Representative”). RECITALS: WHEREAS, pursuant to Chapter 7 of Part 5 of Division 31 (commencing with Section 52075) of the California Health and Safety Code (the “Act”), the Issuer proposes to issue its County of Contra Costa Multifamily Housing Revenue Bonds (Carena Scattered Site Renovation), Series 2017A (the “Bonds”); and WHEREAS, the proceeds of the Bonds will be used to fund a loan to Carena Associates, L.P., a California limited partnership (the “Borrower”), pursuant to the Loan Agreement, dated as of October 1, 2017, among the Bondowner Representative, the Issuer and the Borrower (the “Loan Agreement”), and the Supplemental Agreement (as defined in Section 1.01 below), to provide financing for the acquisition and rehabilitation of 113 units of multifamily rental housing (collectively, the “Development”), with some of the units located in the Bay Point unincorporated area of the County of Contra Costa and some of the units located in the City of Concord, California; and WHEREAS, in order to provide for the authentication and delivery of the Bonds, to establish and declare the terms and conditions upon which the Bonds are to be issued and secured and to secure the payment of the principal thereof and of the interest and premium, if any, thereon, the Issuer has authorized the execution and delivery of this Indenture; and WHEREAS, all conditions, things and acts required by the Act, and by all other laws of the State of California, to exist, have happened and have been performed precedent to and in connection with the issuance of the Bonds exist, have happened, and have been performed in due time, form and manner as required by law, and the Issuer is now duly authorized and empowered, pursuant to each and every requirement of law, to issue the Bonds for the purpose, in the manner and upon the terms herein provided; and WHEREAS, all acts and proceedings required by law necessary to make the Bonds, when executed by the Issuer, authenticated and delivered by the Bondowner Representative and duly issued, the valid, binding and legal limited obligations of the Issuer, and to constitute this Indenture a valid and binding agreement for the uses and purposes herein set forth, in accordance with its terms, have been done and taken, and the execution and delivery of this Indenture have been in all respects duly authorized. AGREEMENT: NOW, THEREFORE, THIS INDENTURE WITNESSETH, that in order to secure the payment of the principal of, and the interest and premium, if any, on, all Bonds at any time issued and outstanding under this Indenture, according to their tenor, and to secure the performance and observance of all the covenants and conditions therein and herein set forth, October 17, 2017 Contra Costa County Board of Supervisors 852 -2- and to declare the terms and conditions upon and subject to which the Bonds are to be issued and received, and for and in consideration of the premises and of the mutual covenants herein contained and of the purchase and acceptance of the Bonds by the owners thereof, and for other valuable consideration the receipt and sufficiency of which are hereby acknowledged, the Issuer covenants and agrees with the Bondowner Representative, for the equal and proportionate benefit of the respective registered owners from time to time of the Bonds, as follows: ARTICLE I DEFINITIONS AND GENERAL PROVISIONS Section 1.01. Definitions. Unless the context otherwise requires, the terms defined in this Section 1.01 shall, for all purposes of this Indenture and of the Loan Agreement and of any indenture supplemental hereto or agreement supplemental thereto, have the meanings herein specified, as follows: The term “Act” means Chapter 7 of Part 5 of Division 31 (commencing with Section 52075) of the California Health and Safety Code. The term “Administrator” shall mean the Issuer or any administrator or program monitor appointed by the Issuer to administer the Regulatory Agreements, and any successor administrator appointed by the Issuer. The term “Affiliate” shall mean, as to any Person, any other Person that, directly or indirectly, is in Control of, is Controlled by or is under common Control with such Person. The term “Agreement” has the same meaning as the term “Loan Agreement,” as such term is defined in this Section 1.01. The term “Approved Institutional Buyer” means (a) an affiliate of Bank of America, N.A. or CCRC, (b) a trust or custodial arrangement established by Bank of America, N.A. or one of its affiliates, or CCRC or its affiliates, the owners of the beneficial interests in which are limited to qualified institutional buyers, as defined in Rule 144A promulgated under the Securities Act of 1933, as amended (“QIBs”), (c) to an entity that is a QIB and a commercial bank having capital and surplus of $5,000,000,000, or (d) a limited partnership or limited liability company or other entity in which CCRC (or an affiliate of CCRC) is the sole managing general partner, managing member or manager and in which all other partners or members, as applicable, are banks, insurance companies or other financial institutions (or affiliates thereof) who are QIBs. The term “Authorized Amount” shall mean ___________ Million ___________ Thousand Dollars ($__________), the authorized maximum principal amount of the Bonds. The term “Authorized Borrower Representative” shall mean any person who at the time and from time to time may be designated as such, by written certificate furnished to the Issuer and the Bondowner Representative containing the specimen signature of such person and signed on behalf of the Borrower by the Executive Director of the Sole Member/Manager of the General Partner of the Borrower, which certificate may designate an alternate or alternates. The term “Authorized Denomination” shall mean $250,000 and any integral multiple of $1.00 in excess thereof; provided, that (a) one Bond may be in a denomination less than a minimum $250,000 in connection with a partial redemption of Bonds pursuant to Section October 17, 2017 Contra Costa County Board of Supervisors 853 -3- 4.01(a); and (b) in any event, one Bond may be in an amount equal to the then outstanding principal amount of the Bonds. The term “Authorized Participant” means (a) a bank that purchases a participation interest in the Bonds and delivers to the Issuer an investor’s letter in the form of Exhibit B hereto; or (b) with respect to CCRC (or its affiliate) as owner of the Bonds, a member bank of CCRC that is an Approved Institutional Buyer or another permitted transferee under Section 2.05(b)(ii). The term “Authorized Issuer Representative” shall mean the Chair or Vice Chair of the Board of Supervisors of the Issuer, or the Issuer’s County Administrator, Director of the Department of Conservation and Development, Assistant Deputy Director of Conservation and Development, or Community Development Bond Program Manager, and any other officer or employee of the Issuer designated to act in such capacity by a Certificate of the Issuer containing the specimen signature of either of such persons, which certificate may designate an alternate or alternates. The term “Bond Counsel” shall mean (a) Quint & Thimmig LLP, or (b) any attorney at law or other firm of attorneys selected by the Borrower and acceptable to the Issuer of nationally recognized standing in matters pertaining to the federal tax status of interest on bonds issued by states and political subdivisions, and duly admitted to practice law before the highest court of any state of the United States of America, but shall not include counsel for the Borrower. The term “Bond Fund” shall mean the fund established pursuant to Section 5.02 hereof. The term “Bond Purchase Agreement” means the Bond Purchase Agreement, dated as of October 1, 2017, among CCRC, the Borrower and Bank of America, N.A., as executed and as it may be amended in accordance with its terms. The term “Bondowner Representative” shall mean (a) initially, Bank of America, N.A., a national banking association organized under the laws of the United States of America, and, pursuant to Section 8.07, on and after the Conversion Date, CCRC, (b) any successor to the then Bondowner Representative under Section 8.08 hereof, or (c) subject to the provisions of Section 8.07, any other entity that is the owner of a majority in principal amount of the Bonds then Outstanding or a person selected by the owners of a majority in principal amount of the Bonds then Outstanding. The term “Bonds” shall mean the County of Contra Costa Multifamily Housing Revenue Bonds (Carena Scattered Site Renovation), Series 2017A, issued and outstanding hereunder. The term “Borrower” shall mean Carena Associates, L.P., a California limited partnership, and its permitted successors and assigns under the applicable provisions of the Loan Agreement. The term “Business Day” shall mean any day other than a Saturday, Sunday, legal holiday, or a day on which banking institutions in the city in which the Bondowner Representative’s Principal Office is located are authorized or obligated by law or executive order to close. October 17, 2017 Contra Costa County Board of Supervisors 854 -4- The term “CCRC” means the California Community Reinvestment Corporation, and its successors. The term “CDLAC” means the California Debt Limit Allocation Committee. The term “CDLAC Resolution” means Resolution No. 17-51 adopted by CDLAC on May 17, 2017. The term “Certificate of the Issuer” shall mean a certificate of the Issuer signed by an Authorized Issuer Representative. The term “Certified Resolution” shall mean a copy of a resolution of the Issuer certified by an Authorized Issuer Representative to have been duly adopted by the Issuer and to be in full force and effect on the date of such certification. The term “City” means the City of Concord, California. The term “Closing Date” shall mean October __, 2017, the date of initial delivery of the Bonds and funding of the Initial Disbursement. The term “Code” means the Internal Revenue Code of 1986 as in effect on the date of issuance of the Bonds or (except as otherwise referenced herein) as it may be amended to apply to obligations issued on the date of issuance of the Bonds, together with applicable proposed, temporary and final regulations promulgated, and applicable official public guidance published, under the Code. The term “Control” shall mean, with respect to any Person, either (i) ownership directly or through other entities of more than 50% of all beneficial equity interest in such Person, or (ii) the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of such Person, through the ownership of voting securities, by contract or otherwise. The term “Conversion Date” means the date on which the registered owner of the Outstanding Bonds becomes CCRC by reason of its purchase of all of the Bonds that remain Outstanding on such date, subject to the provisions of Section 2.05(g). The term “Debt Service” means the scheduled amount of interest and amortization of principal payable on the Bonds during the period of computation, excluding amounts scheduled during such period which relate to principal which has been retired before the beginning of such period. The term “Deed of Trust” shall mean the Construction and Permanent Deed of Trust with Assignment of Rents, Security Agreement and Fixture Filing, executed by the Borrower in favor of the Issuer, and assigned by the Issuer to the Bondowner Representative, for the purpose of securing the obligations of the Borrower under the Loan Agreement, as such deed of trust may be originally executed or as it may be from time to time supplemented and amended. The term “Default Rate” means the interest rate then in effect on the Bonds plus __________ percent (____%). The term “Development” means, collectively, the 113 units of multifamily rental housing to be acquired and rehabilitated by the Borrower with the proceeds of the Loan, located October 17, 2017 Contra Costa County Board of Supervisors 855 -5- on the sites described in Exhibit A to the Regulatory Agreements, including structures, buildings, fixtures or equipment, as it may at any time exist, and any structures, buildings, fixtures or equipment acquired in substitution for, as a renewal or replacement of, or a modification or improvement to, all or any part of such facilities, and a fee interest in the real property on which such housing is situated. The term “Development Costs” has the meaning given to the term “Project Costs” in the Loan Agreement. The term “Event of Default” as used herein other than with respect to defaults under the Loan Agreement shall have the meaning specified in Section 7.01 hereof, and as used in the Loan Agreement shall have the meaning specified in Section 7.1 thereof. The term “Fair Market Value” means the price at which a willing buyer would purchase the investment from a willing seller in a bona fide, arm’s length transaction (determined as of the date the contract to purchase or sell the investment becomes binding) if the investment is traded on an established securities market (within the meaning of section 1273 of the Code) and, otherwise, the term “Fair Market Value” means the acquisition price in a bona fide arm’s length transaction (as referenced above) if (a) the investment is a certificate of deposit that is acquired in accordance with applicable regulations under the Code, (b) the investment is an agreement with specifically negotiated withdrawal or reinvestment provisions and a specifically negotiated interest rate (for example, a guaranteed investment contract, a forward supply contract or other investment agreement) that is acquired in accordance with applicable regulations under the Code, or (c) the investment is a United States Treasury Obligation-State Local Government Series that is acquired in accordance with applicable regulations of the United States Bureau of Public Debt. The term “Holder,” “holder” or “Bondholder” or “Owner” or “Bondowner” shall mean the person in whose name any Bond is registered. The term “Indenture” shall mean this Indenture of Trust, as originally executed or as it may from time to time be supplemented, modified or amended by any supplemental indenture entered into pursuant to the provisions hereof. The term “Initial Disbursement” means the initial advance of the proceeds of the Bonds on the Closing Date in an amount equal to the amount set forth in the first sentence of Section 3.02 hereof. The term “Interest Payment Date” shall mean the first day of each month, whether or not any such day is a Business Day, commencing __________ 1, 2017. The term “Investment Securities” shall mean any of the following (including any funds comprised of the following, which may be funds maintained or managed by the Bondowner Representative and its affiliates), but only to the extent that the same are acquired at Fair Market Value: (a) United States Treasury notes, bonds, bills, or those for which the full faith and credit of the United States, its agencies, its instrumentalities, or organizations created by an act of Congress, are pledged for the payment of principal and interest (including State and Local Government Series); October 17, 2017 Contra Costa County Board of Supervisors 856 -6- (b) shares of an investment company (1) registered under the Federal Investment Company Act of 1940, whose shares are registered under the Federal Securities Act of 1933, (2) whose only investments are in (i) securities described in the preceding clause (a), (ii) general obligation tax-exempt securities rated A or better by the Rating Agency, or (iii) repurchase agreements or reverse repurchase agreements fully collateralized by those securities if the repurchase agreements or reverse repurchase agreements are entered into only with those primary reporting dealers to report to the Federal Reserve Bank of New York and with the 100 largest United States commercial banks, and (3) which are rated Am or Am-g or better by the Rating Agency; (c) any security which is a general obligation of any state or any local government with taxing powers which is rated A or better by the Rating Agency; (d) commercial paper issued by United States corporations or their Canadian subsidiaries that is rated A-1 by the Rating Agency and matures in 270 days or less; or (e) any other investment approved in writing by the Bondowner Representative, provided that, unless otherwise approved by an Authorized Issuer Representative, such investment is rated “A” or its equivalent or better by the Rating Agency. The term “Investor Limited Partner” has the meaning given to such term in the Loan Agreement. The term “Issuance Costs” means all costs and expenses of issuance of the Bonds, including, but not limited to: (a) underwriters’ discount and fees; (b) counsel fees, including Bond Counsel and Borrower’s counsel, as well as any other specialized counsel fees incurred in connection with the issuance of the Bonds or the Loan; (c) the Issuer’s fees and expenses incurred in connection with the issuance of the Bonds, including fees of any counsel or financial advisor to the Issuer, and the Issuer administrative fee for processing the request of the Borrower to issue the Bonds; (d) Bondowner Representative’s fees and expenses and Bondowner Representative’s counsel fees and expenses; (e) paying agent’s and certifying and authenticating agent’s fees related to issuance of the Bonds; (f) accountant’s fees related to issuance of the Bonds; (g) publication costs associated with the financing proceedings; and (h) costs of engineering and feasibility studies necessary to the issuance of the Bonds. The term “Issuer” means the County of Contra Costa, California, the issuer of the Bonds under this Indenture, and its successors and assigns as provided in Section 11.01. The term “Loan” shall mean the loan made by the Issuer to the Borrower pursuant to the Agreement for the purpose of financing the acquisition and rehabilitation by the Borrower of the Development. The term “Loan Agreement” shall mean the Loan Agreement, dated as of October 1, 2017, among the Bondowner Representative, the Issuer and the Borrower, pursuant to which the Issuer agrees to make the Loan from the proceeds of the Bonds, as supplemented by the Supplemental Agreement, and as it may from time to time hereafter be further supplemented or amended in accordance with its terms. The term “Loan Documents” has the meaning given such term in the Loan Agreement. The term “Loan Purchaser” shall mean the purchaser of the Loan under the Loan Purchase Option. October 17, 2017 Contra Costa County Board of Supervisors 857 -7- The term “Loan Purchase Option” shall have the meaning given such term in Section [1.6] of the Bond Purchase Agreement. The term “Note” means the promissory note evidencing the Loan, in the form required by the Loan Agreement. The term “Opinion of Counsel” shall mean a written opinion of counsel, who may be counsel for the Issuer, Bond Counsel or counsel for the Bondowner Representative. The term “outstanding”, when used as of any particular time with reference to Bonds, shall, subject to the provisions of Section 11.08(e), mean all Bonds theretofore authenticated and delivered by the Bondowner Representative under this Indenture except: (a) Bonds theretofore canceled by the Bondowner Representative or surrendered to the Bondowner Representative for cancellation; and (b) Bonds in lieu of or in substitution for which other Bonds shall have been authenticated and delivered by the Bondowner Representative pursuant to the terms of Section 2.05. The term “Person” shall mean an individual, a corporation, a partnership, a limited liability company, a limited liability partnership, a limited partnership, a trust, an unincorporated organization or a government or any agency or political subdivision thereof. The term “Premium” means a premium payable on the Bonds in an amount equal to any premium payable on the Note. The term “Principal Office” shall mean the office of the Bondowner Representative located at the address set forth in Section 11.06 hereof, or at such other place as the Bondowner Representative shall designate by notice given under said Section 11.06. The term “Program Fund” shall mean the fund established pursuant to Section 3.03 hereof. The term “Qualified Development Costs” has the meaning given to the term “Qualified Project Costs” in the Regulatory Agreements. The term “Rating Agency” shall mean S&P Global Ratings, or its successors and assigns or, if such entity shall be dissolved or liquidated or shall no longer perform the functions of a securities rating agency, any other nationally recognized rating agency designated by the Issuer. The term “Regulations” means the Income Tax Regulations promulgated or proposed by the Department of the Treasury pursuant to the Code from time to time or pursuant to any predecessor statute to the Code. The term “Regulatory Agreements” means, collectively, the seven Regulatory Agreements and Declarations of Restrictive Covenants, each dated the same date as the date of this Indenture, each by and between the Issuer and the Borrower, as in effect on the Closing Date and as thereafter amended in accordance with its terms. October 17, 2017 Contra Costa County Board of Supervisors 858 -8- The term “Reserved Rights” shall mean the Issuer’s rights under Sections 2.3(a), 2.3(b), 2.3(c), 2.3(d), 2.3(e), 2.3(l), 3.2(b), 3.2(d), 3.2(f), 5.3, 5.6, 5.13, 5.14, 5.19, 5.21(b), 6.3(a)(ii), 7.4 and 7.8 of the Loan Agreement, the Issuer’s rights to specifically enforce the provisions of the Regulatory Agreements, its right to receive notices and to grant or withhold consents or waivers under the Regulatory Agreements and this Indenture, and its right to amend this Indenture, the Loan Agreement (excluding the Supplemental Agreement) and the Regulatory Agreements in accordance with the provisions hereof and thereof. The term “Responsible Officer” of the Bondowner Representative shall mean any officer of the Bondowner Representative assigned to administer its duties hereunder. The term “Revenues” shall mean all amounts pledged hereunder to the payment of principal of, Premium, if any, and interest on the Bonds, consisting of any repayments of the Loan required or permitted to be made by the Borrower pursuant to Section 5.1(a) of the Loan Agreement; but such term shall not include payments to the United States, the Issuer, the Administrator or the Bondowner Representative pursuant to Sections 2.3(d), 3.2(b), 3.2(c), 3.2(d), 3.2(f), 5.6, 5.19, 5.21(b), 6.3(a)(ii), 7.4 or 7.8 of the Agreement or Sections 6.08 or 8.06 hereof or Sections 7, 9 or 20 of the Regulatory Agreement. The term “Supplemental Agreement” means (i) prior to the Conversion Date, the Construction Disbursement Agreement, dated as of October 1, 2017, between the initial Bondowner and the Borrower, as in effect on the Closing Date and as thereafter amended in accordance with its terms, and (ii) from and after the Conversion Date, the Supplemental Agreement, dated as of October 1, 2017, between the Borrower and CCRC, as in effect on the Closing Date and as thereafter amended in accordance with its terms. The term “supplemental indenture” or “indenture supplemental hereto” shall mean any indenture hereafter duly authorized and entered into between the Issuer and the Bondowner Representative in accordance with the provisions of this Indenture. The term “Tax Certificate” means the Certificate as to Arbitrage and Borrower Tax Compliance Procedures of the Borrower and the Issuer dated the Closing Date. The terms “Written Consent”, “Written Demand”, “Written Direction”, “Written Election”, “Written Notice”, “Written Order”, “Written Request” and “Written Requisition” of the Issuer or the Borrower shall mean, respectively, a written consent, demand, direction, election, notice, order, request or requisition signed on behalf of the Issuer by an Authorized Issuer Representative, or on behalf of the Borrower by an Authorized Borrower Representative. Section 1.02. Rules of Construction. (a) The singular form of any word used herein, including the terms defined in Section 1.01, shall include the plural, and vice versa, unless the context otherwise requires. The use herein of a pronoun of any gender shall include correlative words of the other genders. (b) All references herein to “Articles”, “Sections” and other subdivisions hereof are to the corresponding Articles, Sections or subdivisions of this Indenture as originally executed; and the words “herein”, “hereof”, “hereunder” and other words of similar import refer to this Indenture as a whole and not to any particular Article, Section or subdivision hereof. (c) The headings or titles of the several Articles and Sections hereof, and any table of contents appended to copies hereof, shall be solely for convenience of reference and shall not affect the meaning, construction or effect of this Indenture. October 17, 2017 Contra Costa County Board of Supervisors 859 -9- ARTICLE II THE BONDS Section 2.01. Authorization. There are hereby authorized to be issued bonds of the Issuer designated as “County of Contra Costa Multifamily Housing Revenue Bonds (Carena Scattered Site Renovation), Series 2017A” in the initial aggregate principal amount of up to $__________. No Bonds may be issued hereunder except in accordance with this Article. The maximum aggregate principal amount of Bonds which may be issued and outstanding under this Indenture shall not exceed the Authorized Amount. Section 2.02. Terms of Bonds. The Bonds shall be in substantially the form set forth in Exhibit A hereto with necessary or appropriate variations, omissions and insertions as permitted or required by this Indenture, including any supplemental indenture. The Bonds shall be issuable only as fully registered Bonds, without coupons, in the form of a single Bond. The outstanding principal amount of the Bonds, as of any date of calculation, shall be an amount equal to the aggregate of the purchase price of the Bonds advanced from time to time by the owner of the Bonds (which principal amount shall be, on the Closing Date, equal to the amount of the Initial Disbursement), less any portion of such principal amount theretofore repaid from amounts in or allocable to the Bond Fund under Section 5.02. Notwithstanding any other provision of this Indenture or the Loan Agreement, (a) at no time shall the aggregate purchase price of the Bonds advanced by the Bondowner exceed the Authorized Amount; and (b) from and after the earlier of the Conversion Date or October 1, 2020, no further advances of the purchase price of the Bonds shall occur. The Bonds shall be dated the Closing Date, shall mature on __________ 1, ____, and shall be subject to redemption prior to maturity as provided in Article IV. The Bonds shall bear interest, payable on each Interest Payment Date, at the same rate of interest in effect from time to time on the Note, computed in the same manner as interest is computed from time to time on the Note. The principal of the Bonds shall be payable in installments on the same dates and in the same amounts as is the principal payable on the Loan, as evidenced by the Note. Each Bond shall bear interest from the date to which interest has been paid on the Bonds next preceding the date of its authentication, unless it is authenticated as of an Interest Payment Date for which interest has been paid, in which event it shall bear interest from such Interest Payment Date, or unless it is authenticated on or before the first Interest Payment Date, in which event it shall bear interest from the Closing Date. The payment or prepayment of principal of and interest or Premium, if any, on the Bonds shall be identical with and shall be made on the same terms and conditions as the payment of the principal of and interest or premium, if any, on the Note, as determined in accordance with the Loan Agreement and the Supplemental Agreement. Any payment or prepayment made by the Borrower of principal and interest or premium, if any, on the Note shall be deemed to be like payments or prepayments of principal and interest or Premium, if any, on the Bonds. Payments or prepayments actually made by the Borrower to the Bondowner Representative shall be deemed to have been constructively received by the Holder(s) as October 17, 2017 Contra Costa County Board of Supervisors 860 -10- payments or prepayments on the Bonds on the date of receipt of such payments by the Bondowner Representative, and interest with respect to each principal payment or prepayment shall cease to accrue upon receipt of such payment by the Bondowner Representative. Payments or prepayments of principal, interest or Premium, if any, shall be remitted immediately by the Bondowner Representative to the Holder(s). The Issuer hereby acknowledges that the Borrower is obligated to pay loan fees, late fees and other charges (including without limitation prepayment penalties) under the Note (and as otherwise provided in the Loan Documents) to the Bondowner Representative, which amounts are paid for the benefit of the Bondowner Representative and shall be retained by the Bondowner Representative for its own account and shall not be construed in any event to be interest on the Bonds. Section 2.03. Payment of Bonds. Payment of the principal of and interest on any Bond shall be made in lawful money of the United States to the person appearing on the Bond registration books of the Issuer (maintained by the Bondowner Representative) as the registered owner thereof on the applicable Interest Payment Date, such principal and interest to be paid by check mailed on the Interest Payment Date by first class mail, postage prepaid, to the registered owner at its address as it appears on such registration books, except that the Bondowner Representative may, at the request of any registered owner of Bonds, make payments of principal and interest on such Bonds by wire transfer to the account within the United States designated by such owner to the Bondowner Representative in writing, any such designation to remain in effect until withdrawn in writing. Section 2.04. Execution of Bonds. The Bonds shall be signed in the name and on behalf of the Issuer with the manual or facsimile signature of an Authorized Issuer Representative. The Bonds shall then be delivered to the Bondowner Representative for authentication by the Bondowner Representative. In case any person who shall have signed any of the Bonds shall cease to be an Authorized Issuer Representative before the Bonds so signed shall have been authenticated or delivered by the Bondowner Representative or issued by the Issuer, such Bonds may nevertheless be authenticated, delivered and issued and, upon such authentication, delivery and issuance, shall be as binding upon the Issuer as though the person who signed the same had continued to be an Authorized Issuer Representative. Also, any Bond may be signed on behalf of the Issuer by such person as on the actual date of the execution of such Bond shall be an Authorized Issuer Representative although on the nominal date of such Bond any such person shall not have been an Authorized Issuer Representative. Only such of the Bonds as shall bear thereon a certificate of authentication in the form set forth in Exhibit A, manually executed by the Bondowner Representative, shall be valid or obligatory for any purpose or entitled to the benefits of this Indenture and such certificate of the Bondowner Representative shall be conclusive evidence that the Bonds so authenticated have been duly authenticated and delivered hereunder and are entitled to the benefits of this Indenture. Section 2.05. Transfer of Bonds; Condition to Conversion Date. (a) Any Bond may, in accordance with the terms of this Indenture but in any event subject to the provisions of Section 2.05(b) hereof, be transferred upon the books of the Bondowner Representative, required to be kept pursuant to the provisions of Section 2.06, by the person in whose name it is registered, in person or by his duly authorized attorney, upon surrender of such Bond for cancellation at the Principal Office of the Bondowner Representative, accompanied by a written instrument of transfer in a form acceptable to the Bondowner Representative, duly executed. Whenever any October 17, 2017 Contra Costa County Board of Supervisors 861 -11- Bond shall be surrendered for transfer, the Issuer shall execute and the Bondowner Representative shall authenticate and deliver a new Bond. (b) The following shall apply to all sales and transfers of the Bonds after the initial delivery of the Bonds: (i) the Bonds, in the form attached hereto as Exhibit A, shall be physical certificated instruments, and shall not be held in a book-entry only system unless approved in advance in writing by (A) all of the then Bondowners, in their discretion, (B) the Issuer in its discretion, and (C) the Bondowner Representative in its discretion; (ii) the Bonds shall only be transferred in Authorized Denominations, and only to (A) an entity that is an Approved Institutional Buyer, (B) an affiliate of the Bondowner Representative or a trust or custodial arrangement established by the Bondowner Representative or one of its affiliates, the owners of the beneficial interests in which are required to be Approved Institutional Buyers or other permitted transferees of the Bonds under this Section 2.05(b)(ii) who execute an investor’s letter substantially in the form of Exhibit B hereto or otherwise satisfy the requirements of Section 2.05(e) below, or (C) CCRC; (iii) each transferee of the Bonds shall deliver to the Issuer an investor’s letter substantially in the form of Exhibit B hereto wherein the transferee agrees, among other matters, not to sell participating interests in the Bonds without the prior written consent of the Issuer, except as permitted by Section 2.05(c); and (iv) the Bondowner Representative shall not authenticate or register a Bond unless the conditions of this Section 2.05(b) have been satisfied. (c) Nothing contained in Section 2.05(b) shall be deemed to limit or otherwise restrict the sale by any Owner of Bonds of any participation interests in any Bond; provided that (i) such Owner is Bank of America, N.A., CCRC or any Authorized Participant who is selling interests to an Authorized Participant; or (ii) (A) such selling Owner shall remain the Owner of record of such Bond following the sale of any such participation interest; (B) the purchaser of the participation interest is an Approved Institutional Buyer; and (C) any such participation shall be in a principal amount of at least an Authorized Denomination. (d) The Bondowner Representative shall require the payment by the Bondholder requesting any such transfer of any tax, fee or other governmental charge required to be paid with respect to such transfer, but any such transfer shall otherwise be made without charge to the Bondholder requesting the same. The cost of printing any Bonds and any services rendered or any expenses incurred by the Bondowner Representative in connection therewith shall be paid by the Borrower. (e) The Bondowner Representative shall indemnify and defend the Issuer against any claim brought by any transferor or transferee of the Bonds in respect of the Bonds, this Indenture or any of the Loan Documents in the event that the Bondowner Representative permits a transfer of the Bonds in violation of the restrictions in Sections 2.05(b) and (c) above. (f) In no case shall a purchaser of a participation interest in any Bond be deemed to be a Holder of the Bonds. October 17, 2017 Contra Costa County Board of Supervisors 862 -12- (g) Notwithstanding the foregoing, the Issuer agrees that Bank of America, N.A. shall have the right to sell and transfer the Bonds to CCRC (and/or any Affiliate of CCRC). If CCRC and the Bondowner Representative shall so elect by notice to the Issuer, upon the Conversion Date, CCRC shall purchase the Loan (instead of the Bonds), the Bonds shall be cancelled, and the Issuer and Bondowner Representative shall transfer and assign to CCRC all of their respective right, title and interest in, to and under (except, as to the Issuer, the Reserved Rights, which shall be retained by the Issuer) the Note, the Loan Agreement, the Deed of Trust and the other applicable Loan Documents. Upon such purchase and transfer of the Loan and applicable Loan Documents and cancellation of the Bonds, neither the Issuer nor the Bondowner Representative shall have any further interest in the Loan or the Loan Documents (except, as to the Issuer, the Reserved Rights, which shall be retained by the Issuer), and this Indenture shall terminate. Upon a purchase of the Loan by CCRC as described in this Section 2.05, the Issuer and the Bondowner Representative shall execute and deliver any additional documents and take any other actions that are reasonably necessary in order to effect the cancellation of the Bonds and the transfer of the Loan and applicable Loan Documents to CCRC, all at the expense of the Borrower. Section 2.06. Bond Register. The Issuer hereby appoints the Bondowner Representative as registrar and authenticating agent for the Bonds. The Bondowner Representative shall keep or cause to be kept at its Principal Office sufficient books for the registration and transfer of the Bonds, which shall at all reasonable times during regular business hours upon reasonable notice be open to inspection by the Issuer and the Borrower; and, upon presentation for such purpose, the Bondowner Representative as registrar shall, under such reasonable regulations as it may prescribe, transfer or cause to be transferred, on said books, Bonds as hereinbefore provided. Section 2.07. Replacement of Bonds. Upon receipt of evidence reasonably satisfactory to the Issuer of the loss, theft, destruction or mutilation of any of the Bonds, or of any replacement Bonds, and, in the case of any such loss, theft, or destruction, upon the delivery of an indemnity agreement reasonably satisfactory to the Issuer or, in the case of any mutilation, upon the surrender and cancellation of such mutilated Bond, the Issuer, at the expense of the Holder of such Bond, will issue and the Bondowner Representative will authenticate a new Bond, of like tenor and series, in lieu of such lost, destroyed or mutilated Bond. ARTICLE III ISSUANCE OF BONDS; APPLICATION OF PROCEEDS Section 3.01. Authentication and Delivery of the Bonds. Upon the execution and delivery of this Indenture, the Issuer shall execute the Bonds and deliver them to the Bondowner Representative. Thereupon, and upon satisfaction of the conditions set forth in this Section, and without any further action on the part of the Issuer, the Bondowner Representative shall authenticate the Bonds in an aggregate principal amount not exceeding the Authorized Amount, and shall deliver them pursuant to the Written Order of the Issuer hereinafter mentioned. Prior to the authentication and delivery of any of the Bonds by the Bondowner Representative, there shall have been delivered to the Bondowner Representative each of the following: (a) a Certified Resolution authorizing issuance and sale of the Bonds and execution and delivery by the Issuer of the Indenture, the Loan Agreement and the Regulatory Agreement; October 17, 2017 Contra Costa County Board of Supervisors 863 -13- (b) the original executed Note, and original executed counterparts of this Indenture, the Loan Agreement, the Deed of Trust, the Regulatory Agreements, the Supplemental Agreement and all of the other Loan Documents (as defined in the Supplemental Agreement), all in form and content satisfactory to the Bondowner Representative; (c) a Written Order of the Issuer to the Bondowner Representative to authenticate and deliver the Bonds as directed in such Written Order, upon payment to the Bondowner Representative, for the account of the Issuer, of the Initial Disbursement; (d) a letter in the form of Exhibit B hereto executed by the initial Bondowner; (e) an opinion of Bond Counsel with respect to the due execution and delivery of the Indenture, the Loan Agreement and the Bonds and the exclusion from gross income of the Bondowners of interest on the Bonds for federal income tax purposes; and (f) an opinion of counsel to the Borrower addressed to the Issue and the Bondowner Representative to the effect that the Loan Documents to which the Borrower is a party and the Regulatory Agreements are valid and binding obligations of the Borrower, enforceable against the Borrower in accordance with their terms, subject to such exceptions and qualifications as are acceptable to the Issuer. Section 3.02. Application of Proceeds of Bonds. The Initial Disbursement in the amount set forth in a certificate of the Bondowner Representative dated the Closing Date, shall be deposited with the Bondowner Representative, who shall deposit (or credit, with respect to any such amounts that are to be immediately disbursed to or for the account of the Borrower) such proceeds to or for the account of the Borrower into the Program Fund created pursuant to Section 3.03. The Bondowner Representative shall deposit any portion of any future advance of the purchase price of the Bonds which is not to be concurrently disbursed to or for the account of the Borrower into the Program Fund as described in Sections 3.03(a) and (e). Section 3.03. Program Fund. (a) There is hereby created and established with the Bondowner Representative a fund which shall be designated the “Program Fund.” Upon the initial delivery of the Bonds, there shall be deposited in the Program Fund the amount specified in Section 3.02. If required under the provisions of Section 3.02, the Bondowner Representative shall deposit any future advances of the purchase price of the Bonds to the Program Fund. Amounts deposited or held in such fund shall be applied only as provided in this Section. (b) The Initial Disbursement deposited in the Program Fund on the Closing Date shall be disbursed by the Bondowner Representative via wire transfer from the Bondowner Representative to such account or accounts, or for such purpose or purposes as the Borrower shall designate to the Bondowner Representative on or prior to the Closing Date (to pay a portion of the Development Costs). (c) The Issuer hereby authorizes and directs the disbursement by the Bondowner Representative to the Borrower of the remaining principal amount of the Bonds represented by future advances of the purchase price of the Bonds and any amounts from time to time on deposit in the Program Fund in accordance with the terms and subject to the conditions of the Loan Agreement and the Supplemental Agreement, including but not limited to receipt by the Bondowner Representative of a written request of the Borrower for a Loan disbursement as required by Section 4.1 of the Loan Agreement, and a determination of the Bondowner Representative, in accordance with the Supplemental Agreement, that the conditions to such October 17, 2017 Contra Costa County Board of Supervisors 864 -14- disbursement contained in the Supplemental Agreement have been satisfied or waived. Notwithstanding the foregoing, no further disbursements of the principal of the Bonds shall occur after the earlier of the Termination Date (as defined in the Supplemental Agreement) or October 1, 2020. (d) Neither the Bondowner Representative nor the Issuer shall be responsible for the application by the Borrower of monies disbursed to the Borrower in accordance with this Section 3.03. (e) During the period when the Bondowner Representative and/or its affiliates are the Holders of all of the Bonds, the Program Fund need not be separately established or administered but rather the Bondowner Representative may hold and administer any amounts otherwise required to be deposited in the Program Fund in the manner it customarily employs for administration and servicing of amounts to be loaned to borrowers, so long as at all times the Bondowner Representative can determine the purchase price of the Bonds, and the amounts disbursed for the funding of the Loan and any investment earnings thereon in each case that otherwise would be deposited to and disbursed from the Program Fund. Upon written request of the Issuer, the Bondowner Representative shall make a copy of its records regarding the purchase price of the Bonds advanced from time to time, and the use of such amounts and any earnings thereon to fund the Loan. ARTICLE IV REDEMPTION OF BONDS Section 4.01. Circumstances of Redemption. The Bonds are subject to redemption upon the circumstances, on the dates and at the prices set forth as follows: (a) The Bonds shall be subject to redemption in whole or in part at a price equal to the principal amount of Bonds to be redeemed plus interest accrued thereon to the date fixed for redemption, plus a Premium equal in amount to any premium payable pursuant to the Note in connection with any scheduled principal payment or any mandatory or voluntary prepayment of the principal of the Note (as required or permitted under the terms of the Note), upon the date of any such scheduled payment or mandatory or voluntary prepayment of the Note in whole or in part. (b) The Bonds shall be subject to redemption in whole on any date at a price equal to the principal amount of Bonds to be redeemed plus interest accrued thereon to the date fixed for redemption, plus a Premium equal in amount to any premium paid in connection with the prepayment of the Note (as required under the terms of the Note), upon the occurrence of an Event of Default under and as defined in the Loan Agreement or the Supplemental Agreement and a written request of the Bondowner Representative that a redemption in full of the Bonds occur. The Bondowner Representative is hereby authorized and directed, and hereby agrees, to fix the date for any such redemption, and, if Revenues are available, to redeem the Bonds so called on the date so fixed by the Bondowner Representative. If there is more than one Bondowner as of any date of redemption, Bonds shall be redeemed pro rata among the Bondowners. So long as there is only one Bondowner, the Bondowner need not surrender its Bond in connection with any redemption of Bonds. October 17, 2017 Contra Costa County Board of Supervisors 865 -15- Section 4.02. Notice of Redemption. The Bondowner Representative shall provide the Issuer with a written notice of the principal amount and redemption date of any Bonds redeemed under Section 4.01 other than from the proceeds of a scheduled payment of principal of the Loan under the terms of the Note or an optional prepayment by the Borrower of principal of the Loan under the terms of the Note, such notice to be given within ten (10) days of the date that the respective redemption occurs. Section 4.03. Effect of Redemption. Moneys for payment of the redemption price of Bonds being held by the Bondowner Representative, the Bonds so called for redemption shall, on the redemption date selected by the Bondowner Representative, become due and payable at the redemption price specified herein, interest on the Bonds so called for redemption shall cease to accrue, said Bonds shall cease to be entitled to any lien, benefit or security under this Indenture, and the holders of said Bonds shall have no rights in respect thereof except to receive payment of the redemption price thereof. All Bonds fully redeemed pursuant to the provisions of this Article IV shall be destroyed by the Bondowner Representative, which shall thereupon deliver to the Issuer, upon the Issuer’s written request, a certificate evidencing such destruction. Section 4.04. Assignment of Loan and Tender of Bonds. (a) Notwithstanding anything to the contrary in the Bonds or this Indenture, the Bonds shall be subject to optional tender for cancellation by the owner of the Bonds in accordance with the provisions of this Section 4.04. (b) Upon receipt by the Bondowner of notice by the Loan Purchaser of its election to exercise the Loan Purchase Option, the Bondowner shall provide written notice to the Issuer and the Borrower, in the manner specified in Section 11.06 of this Indenture, at least 30 days prior to the specified tender date (“Tender Notice”), of its election to tender for cancellation the outstanding Bonds as of such date (the “Tender Date”) and to transfer all of its right, title and interest in, to and under the Note, the Deed of Trust and the other Loan Documents to the Loan Purchaser on the Tender Date (the “Loan Purchase”). (c) On the Tender Date, Bonds tendered for cancellation pursuant to Section 4.04(b) (but not the Note, the Deed of Trust or the other Loan Documents) shall be deemed paid in full and retired and shall be cancelled on the books of the Bondowner Representative, upon surrender of the Bonds to the Bondowner Representative. On the Tender Date, this Indenture shall be terminated in accordance with Section 10.01 of this Indenture, subject to any indemnification or other rights expressly intended to survive termination as set forth in this Indenture. On the Tender Date, the Issuer, the Bondowner Representative and the Bondowner shall transfer all of their respective right, title and interest in, to and under the Note, the Deed of Trust and the other Loan Documents to the Loan Purchaser. Upon such Loan Purchase, cancellation of the Bonds, and termination of the Indenture, the Issuer and the Bondowner Representative shall have no further interest in the Loan or the Loan Documents, subject to any indemnification or other rights expressly intended to survive termination as set forth in the Loan Documents, including without limitation (i) all of the rights and interests of the Issuer under the Regulatory Agreements, which shall remain in full force and effect in accordance with its terms and (ii) rights to indemnification, to the payment of fees and expenses, to the computation and payment of rebate with respect to the Bonds, and with respect to post-issuance compliance under the Tax Certificate. To effect the foregoing, the Bondowner Representative and the Issuer shall execute and deliver such assignments as are reasonably required by the Loan Purchaser. The Issuer and the Bondowner Representative shall take such other actions as may be October 17, 2017 Contra Costa County Board of Supervisors 866 -16- reasonably requested by the Loan Purchaser in order to effect the Loan Purchase, and the cancellation of the Bonds and the termination of the Indenture in connection therewith, in accordance with this Section. (d) At any time prior to the Tender Date, at the written request of the Bondowner and the Loan Purchaser, delivered to the Issuer, the Bondowner Representative and the Borrower, given in the same manner as the Tender Notice, the Tender Notice may be cancelled and rescinded, provided that Borrower shall still be responsible for any expenses of the Issuer or the Bondowner Representative incurred pursuant to the Tender Notice. (e) It is expressly acknowledged that the Loan Purchaser is an intended third party beneficiary of this Indenture, and is thereby entitled to enforce the provisions of this Section 4.04. (f) All expenses of the Issuer in complying with this Section 4.04 shall be paid by the Borrower. ARTICLE V REVENUES Section 5.01. Power to Issue Bonds; Pledge of Revenues. The Issuer is duly authorized pursuant to law to issue the Bonds and to enter into this Indenture and to pledge and assign the Revenues and other assets purposed to be pledged and assigned, respectively, under this Indenture in the manner and to the extent provided in this Indenture. The Issuer has duly authorized the execution and delivery of the Bonds and the Indenture under the terms and provisions of the Act and a resolution adopted by the Board of Supervisors of the Issuer and further represents, covenants and warrants that all requirements have been met and procedures have occurred in order to ensure the enforceability against the Issuer of the Bonds and the Indenture. The Issuer has taken all necessary action and has complied with all provisions of the Act required to make the Bonds and the Indenture the valid, legal and binding limited obligations of the Issuer. All of the Revenues are hereby irrevocably pledged to the punctual payment of the principal of, interest and Premium (if any) on the Bonds. The Issuer also hereby transfers, grants a security interest in and assigns to the Bondowner Representative, for the benefit of the holders from time to time of the Bonds all of its right, title and interest in (a) the Revenues, (b) all other amounts payable to Issuer under, or pursuant to, the Note and the other Loan Documents, including but not limited to all proceeds of any title insurance policy, casualty insurance policy or other insurance policy, all proceeds of any condemnation or other taking and all revenues, proceeds, payments and other amounts received from any foreclosure (or action in lieu of foreclosure) or other enforcement action taken pursuant to the Deed of Trust or any other Loan Document (other than the Reserved Rights and amounts that are not Revenues); (c) all amounts from time to time on deposit in any fund or account created hereunder, under the Loan Agreement or under any other Loan Document and held by the Bondowner Representative; (d) the Deed of Trust; (e) the Loan Agreement and the Supplemental Agreement (except for the Reserved Rights and amounts that are not Revenues); (f) the Note; (g) the other Loan Documents; and (h) all proceeds of the foregoing, whether voluntary or involuntary. The Issuer hereby acknowledges and agrees that, as a result of the assignment and pledge provided for in this Section 5.01, the Issuer has assigned and pledged to Bondowner Representative, and Bondowner Representative shall have the sole right to hold and exercise, all of the rights and October 17, 2017 Contra Costa County Board of Supervisors 867 -17- remedies given to Issuer under the Loan Agreement, the Note, the Deed of Trust and the other Loan Documents (except for the Reserved Rights and as expressly set forth in the Regulatory Agreement, which allows the Issuer to independently pursue remedies thereunder), including, but not limited to, the following: (i) the right to administer and service the Loan; (ii) the right to enforce the terms and provisions of the Loan Documents and to amend, modify, supplement, terminate and/or reconvey the Loan and the Loan Documents; (iii) the right to record and/or file all documents, instruments and agreements which Bondowner Representative deems necessary or desirable to create, preserve, protect and/or release the liens created by the Deed of Trust and the other Loan Documents; and (iv) the right to collect, hold and disburse amounts to be collected, held and/or disbursed under the Loan Documents, including, but not limited to, principal, interest, fees (other than fees payable to the Issuer), prepayment premiums, default interest, late payment charges, real estate tax impounds, insurance impounds, operating reserve deposits, replacement reserve deposits, title insurance proceeds, casualty insurance proceeds, other insurance proceeds, condemnation and other taking awards and proceeds and other amounts. Notwithstanding the foregoing, the Bondowner Representative shall not consent to or allow any change in the terms of the payments due under the Note without first obtaining an opinion of Bond Counsel addressed to the Issuer and the Bondowner Representative to the effect that such change will not adversely affect the exclusion from gross income for federal income tax purposes of the interest on the Bonds. All Revenues and all amounts on deposit in the funds and accounts created hereunder or under the Loan Agreement and the other Loan Documents and held by the Bondowner Representative shall be held for the benefit of the holders from time to time of the Bonds, but shall nevertheless be disbursed, allocated and applied solely for the uses and purposes hereinafter set forth in this Article V. The Bonds are limited obligations of the Issuer, payable solely from and secured by the pledge of the Revenues hereunder. Neither the Issuer nor the State of California or any of its political subdivisions shall be directly, indirectly, contingently or morally obligated to use any other moneys or assets to pay all or any portion of the debt service due on the Bonds, to levy or to pledge any form of taxation whatever therefor or to make any appropriation for their payment. The Bonds are not a pledge of the faith and credit of the Issuer, the State of California or any of its political subdivisions nor do they constitute indebtedness within the meaning of any constitutional or statutory debt limitation. The Issuer shall not be liable for payment of the principal of Premium, if any, redemption price or interest on the Bonds or any other costs, expenses, losses, damages, claims or actions, of any conceivable kind on any conceivable theory, under or by reason of or in connection with this Indenture, the Bonds or any other documents, except only to the extent amounts are received for the payment thereof from the Borrower under the Note or the Loan Agreement. Section 5.02. Bond Fund. There is hereby created and established with the Bondowner Representative a separate fund which shall be designated the “Bond Fund,” which fund shall be applied only as provided in this Section. The Bondowner Representative shall deposit in the Bond Fund from time to time, upon receipt thereof, all Revenues, including (i) income received from the investment of moneys on deposit in the Bond Fund, and (ii) any other Revenues, including insurance proceeds, condemnation awards and other Loan payments or prepayments received from or for the account of the Borrower. The Bondowner Representative shall provide notice to the Issuer, upon written request of the Issuer, of the amounts received by the Bondowner Representative October 17, 2017 Contra Costa County Board of Supervisors 868 -18- which constitute Revenues or are otherwise deposited to the Bond Fund, and of any failure by the Borrower to make timely payments on the Note. Except as provided in Section 10.02, moneys in the Bond Fund shall be used solely for the payment of the principal of and Premium, if any, and interest on the Bonds as the same shall become due, whether at maturity or upon redemption or acceleration or otherwise. On each date on which principal of or interest on the Bonds is due and payable, the Bondowner Representative shall pay such amount from the Bond Fund. Notwithstanding any other provision of this Indenture, to the extent that there is only one Bondowner, any payment on the Note from the Borrower to the Bondowner Representative shall be deemed to be a payment by the Issuer on the Bonds, and there shall be no requirement that amounts so paid be deposited to the Bond Fund so long as the Bondowner Representative maintains records with respect to any such amounts so paid. The Bondowner Representative shall make copies of any such records available to the Issuer upon written request, and shall provide the Issuer upon written request with notice of the then outstanding principal amount of the Bonds. Section 5.03. Investment of Moneys. Except as otherwise provided in this Section, any moneys in any of the funds and accounts to be established by the Bondowner Representative pursuant to this Indenture shall be invested by the Bondowner Representative in Investment Securities selected and directed in writing by the Borrower (with the prior written consent of the Bondowner Representative), with respect to which payments of principal thereof and interest thereon are scheduled or otherwise payable not later than one day prior to the date on which it is estimated that such moneys will be required by the Bondowner Representative. In the absence of such directions, the Bondowner Representative shall invest such monies in Investment Securities described in clause (b) of the definition thereof. The Bondowner Representative shall have no liability or responsibility for any loss resulting from any investment made in accordance with this Section 5.03. Except as otherwise provided in the next sentence, all investments of amounts deposited in any fund or account created by or pursuant to this Indenture, or otherwise containing gross proceeds of the Bonds (within the meaning of Section 148 of the Code) shall be acquired, disposed of, and valued (as of the date that valuation is required by this Indenture or the Code) at Fair Market Value. Investments in funds or accounts (or portions thereof) that are subject to a yield restriction under applicable provisions of the Code shall be valued at their present value (within the meaning of Section 148 of the Code). The Bondowner Representative shall have no duty to determine Fair Market Value or present value hereunder. For the purpose of determining the amount in any fund or account, all Investment Securities credited to such fund or account shall be valued at the lower of cost or par (which shall be measured exclusive of accrued interest) after the first payment of interest following purchase. Any interest, profit or loss on such investment of moneys in any fund or account shall be credited or charged to the respective funds or accounts from which such investments are made. The Bondowner Representative may sell or present for redemption any obligations so purchased whenever it shall be necessary in order to provide moneys to meet any payment, and the Bondowner Representative shall not be liable or responsible for any loss resulting from such sale or redemption. October 17, 2017 Contra Costa County Board of Supervisors 869 -19- The Bondowner Representative may make any and all investments permitted under this Section 5.03 through its own trust or banking department or any affiliate and may pay said department reasonable, customary fees for placing such investments. The Bondowner Representative and its affiliates may act as principal, agent, sponsor, advisor or depository with respect to Investment Securities under this Section 5.03. The Issuer (and the Borrower by its execution of the Loan Agreement) acknowledges that to the extent regulations of the Comptroller of the Currency or other applicable regulatory entity grant the Issuer or the Borrower the right to receive brokerage confirmations of security transactions as they occur, the Issuer and the Borrower will not receive such confirmations to the extent permitted by law. The Bondowner Representative will furnish the Borrower and the Issuer (to the extent requested by it) periodic cash transaction statements which include detail for all investment transactions made by the Bondowner Representative hereunder. During the period that the Bondowner Representative and/or its affiliates are the Holders of all of the Bonds, the Bondowner Representative may hold all funds commingled in a single fund, uninvested, or apply such funds as otherwise agreed between the Bondowner Representative and the Borrower, provided that at all times the Bondowner Representative can determine the amounts attributable to the Bonds and the Loan and any investment earnings thereon. Section 5.04. Enforcement of Obligations. The Bondowner Representative shall be entitled (but not required, unless (i) requested to do so by the holders of a majority in principal amount of the Bonds then outstanding and (ii) if required by the Bondowner Representative, provided with indemnification by the Borrower to its satisfaction against the costs, expenses and liabilities incurred in compliance with such request), to take all steps, actions and proceedings reasonably necessary in its judgment: (a) to enforce the terms, covenants and conditions of, and preserve and protect the priority of its interest in and under, the Loan Agreement, the Supplemental Agreement, Regulatory Agreement, the Deed of Trust and the other Loan Documents, (b) to require compliance with all covenants, agreements and conditions on the part of the Issuer contained in this Indenture with respect to the Revenues, and (c) to be reimbursed for its expenses (including attorney’s fees) by the Borrower in taking any action referred to in the preceding clauses (a) and/or (b). Section 5.05. Notice of Payment in Full of Bonds. The Bondowner Representative shall provide the Issuer with notice that the Bonds have been paid-in-full, promptly following when such payment occurs. ARTICLE VI COVENANTS OF THE ISSUER Section 6.01. Payment of Principal and Interest. The Issuer shall punctually pay, but only out of Revenues as herein provided, the principal and the interest (and Premium, if any) to become due in respect of every Bond issued hereunder at the times and places and in the manner provided herein and in the Bonds, according to the true intent and meaning thereof. When and as paid in full, all Bonds shall be delivered to the Bondowner Representative and shall forthwith be destroyed. Section 6.02. Paying Agents. The Issuer, with the written approval of the Bondowner Representative, may appoint and at all times have one or more paying agents in such place or October 17, 2017 Contra Costa County Board of Supervisors 870 -20- places as the Issuer may designate, for the payment of the principal of, and the interest (and premium, if any) on, the Bonds. It shall be the duty of the Bondowner Representative to make such arrangements with any such paying agent as may be necessary and feasible to assure, to the extent of the moneys held by the Bondowner Representative for such payment, the availability of funds for the prompt payment of the principal of and interest and Premium, if any, on the Bonds presented at any place of payment. The paying agent initially appointed hereunder is the Bondowner Representative. Section 6.03. Preservation of Revenues; Amendment of Documents. The Issuer (a) shall not take any action to interfere with or impair the pledge and assignment hereunder of Revenues and the assignment to the Bondowner Representative of rights of the Issuer under the Agreement, the Deed of Trust and the other Loan Documents, or the Bondowner Representative’s enforcement of any rights hereunder or thereunder, (b) shall not take any action to impair the validity or enforceability of the Agreement, the Deed of Trust or the other Loan Documents, and (c) shall not waive any of its rights under or any other provision of or permit any amendment of the Agreement, the Deed of Trust or the other Loan Documents, without the prior written consent of the Bondowner Representative; provided that such consent of the Bondowner Representative shall not be required if the Bondowner Representative shall have received an opinion of Bond Counsel to the effect that such amendment (i) is required to preserve the exclusion of interest on the Bonds from gross income for federal income tax purposes or compliance by the Bonds or the Development with the Act and the laws of the State of California; and (ii) will not adversely affect the interests of the Bondholders. The Bondowner Representative may give such written consent, and may itself take any such action or consent to a waiver of any provision of or an amendment or modification to or replacement of the Agreement, the Deed of Trust, the Regulatory Agreement, any of the other Loan Documents, or any other document, instrument or agreement relating to the security for the Bonds, only if (i) such action or such waiver, amendment, modification or replacement (a) is authorized or required by the terms of this Indenture, the Agreement, the Deed of Trust, the applicable Loan Documents or the Regulatory Agreement, or (b) will not, based on an Opinion of Counsel furnished to the Bondowner Representative, materially adversely affect the interests of the holders of the Bonds or result in any impairment of the security hereby given for the payment of the Bonds, or (c) has first been approved by the written consent of all of the holders of the Bonds then Outstanding; (ii) the Bondowner Representative shall have first obtained an opinion of Bond Counsel to the effect that such action or such waiver, amendment, modification or replacement will not adversely affect the exclusion of interest on the Bonds from gross income for federal income tax purposes or conformance of the Bonds and the Development with the Act or the laws of the State of California relating to the Bonds; and (iii) the Bondowner Representative provides written notice of any amendment to, or modification or replacement of, any Loan Document to the Issuer. The foregoing provisions of this paragraph, however, shall not in any way abrogate the Reserved Rights of the Issuer; and provided that in any event any amendments to such documents do not provide for any additional duties or costs with respect to the Issuer for which the Borrower does not agree in advance to reimburse or indemnify the Issuer therefore. Section 6.04. Compliance with Indenture. The Issuer shall not issue, or permit to be issued, any Bonds secured or payable in any manner out of Revenues other than in accordance with the provisions of this Indenture; it being understood that the Issuer reserves the right to issue obligations payable from and secured by sources other than the Revenues and the assets assigned herein. The Issuer shall not suffer or permit any default with its power to occur under this Indenture, but shall faithfully observe and perform all the covenants, conditions and requirements hereof. So long as any Bonds are outstanding, the Issuer shall not create or suffer October 17, 2017 Contra Costa County Board of Supervisors 871 -21- to be created any pledge, lien or charge of any type whatsoever upon all or any part of the Revenues, other than the lien of this Indenture. Section 6.05. Further Assurances. Whenever and so often as requested so to do by the Bondowner Representative, the Issuer (at the sole cost and expense of the Borrower) shall promptly execute and deliver or cause to be executed and delivered all such other and further instruments, documents or assurances, and promptly do or cause to be done all such other and further things, as may be necessary or reasonably required in order to further and more fully vest in the Bondowner Representative and the Bondholders all of the rights, interests, powers, benefits, privileges and advantages conferred or intended to be conferred upon them by this Indenture and to perfect and maintain as perfected such rights, interests, powers, benefits, privileges and advantages. Section 6.06. No Arbitrage. Solely in reliance upon the covenants and representations of the Borrower in the Loan Agreement, in the Regulatory Agreements and in the Tax Certificate, the Issuer shall not take, nor permit nor suffer to be taken by the Bondowner Representative or otherwise, any action with respect to the gross proceeds of the Bonds which if such action had been reasonably expected to have been taken, or had been deliberately and intentionally taken, on the date of the issuance of the Bonds would have caused the Bonds to be “arbitrage bonds” within the meaning of Section 148(a) of the Code and Regulations promulgated thereunder. Section 6.07. Limitation of Expenditure of Proceeds. The Issuer shall assure, solely in reliance upon the covenants and representations of the Borrower in the Loan Agreement, in the Regulatory Agreements and in the Tax Certificate, that not less than 95% of the amount advanced as the purchase price of the Bonds, plus premium (if any) paid on the purchase of the Bonds by the original purchaser thereof from the Issuer, less any original discount, are used for Qualified Development Costs and less than 25 percent of such amount is used for land or an interest in land. Section 6.08. Rebate of Excess Investment Earnings to United States. The Issuer hereby covenants, solely in reliance upon the covenants and representations of the Borrower in the Loan Agreement, in the Regulatory Agreements and in the Tax Certificate (including the Borrower’s covenant in Section 6.14(i) in the Loan Agreement) to calculate or cause to be calculated excess investment earnings to the extent required by Section 148(f) of the Code and the Borrower shall cause payment of an amount equal to excess investment earnings to the United States in accordance with the Regulations, all at the sole expense of the Borrower. Section 6.09. Limitation on Issuance Costs. The Issuer shall assure, solely in reliance upon the covenants and representations of the Borrower in the Loan Agreement, in the Regulatory Agreements and in the Tax Certificate, that, from the proceeds of the Bonds received from the original purchaser thereof and investment earnings thereon, an amount not in excess of two percent (2%) of the face amount of the Bonds will be used to pay for, or provide for the payment of, Issuance Costs. For this purpose, if the fees of such original purchaser are retained as a discount on the purchase of the Bonds, such retention shall be deemed to be an expenditure of proceeds of the Bonds for said fees. Section 6.10. Federal Guarantee Prohibition. The Issuer covenants that it shall take no action nor, solely in reliance upon the covenants and representations of the Borrower in the Loan Agreement, in the Regulatory Agreements and in the Tax Certificate, knowingly permit nor suffer any action to be taken if the result of the same would be to cause the Bonds to be “federally guaranteed” within the meaning of Section 149(b) of the Code. October 17, 2017 Contra Costa County Board of Supervisors 872 -22- Section 6.11. Prohibited Facilities. The Issuer, solely in reliance upon the covenants and representations of the Borrower in the Loan Agreement, in the Regulatory Agreements and in the Tax Certificate, shall assure that no portion of the proceeds of the Bonds will be used to provide any airplane, skybox or other private luxury box, health club facility, facility primarily used for gambling, or store the principal business of which is the sale of alcoholic beverages for consumption off premises. The Issuer, solely in reliance upon the covenants and representations of the Borrower in the Loan Agreement, in the Regulatory Agreements and in the Tax Certificate, shall assure that no portion of the proceeds of the Bonds will be used for an office unless the office is located on the premises of the facilities constituting the Development and unless not more than a de minimis amount of the functions to be performed at such office is not related to the day-to-day operations of the Development. Section 6.12. Use Covenant. Solely in reliance upon the covenants and representations of the Borrower in the Loan Agreement, in the Regulatory Agreements and in the Tax Certificate, the Issuer shall not use or knowingly permit the use of any proceeds of Bonds or any other funds of the Issuer, directly or indirectly, in any manner, and shall not take or permit to be taken any other action or actions, which would result in any of the Bonds being treated as an obligation not described in Section 142(d) of the Code by reason of such Bond not meeting the requirements of Section 142(d) of the Code. Section 6.13. Immunities and Limitations of Responsibility of Issuer. The Issuer shall be entitled to the advice of counsel (who, except as otherwise provided, may be counsel for any Bondholder), and the Issuer shall be wholly protected as to action taken or omitted in good faith in reliance on such advice. The Issuer may rely conclusively on any communication or other document furnished to it hereunder and reasonably believed by it to be genuine. The Issuer shall not be liable for any action (a) taken by it under the Loan Documents in good faith and reasonably believed by it to be within its discretion or powers hereunder, or (b) in good faith omitted to be taken by it under the Loan Documents because such action was reasonably believed to be beyond its discretion or powers hereunder, or (c) taken by it under the Loan Documents pursuant to any direction or instruction by which it is governed hereunder, or (d) omitted to be taken by it under the Loan Documents by reason of the lack of any direction or instruction required hereby for such action; nor shall it be responsible for the consequences of any error of judgment reasonably made by it with respect to the foregoing matters. The Issuer shall in no event be liable for the application or misapplication of funds or for other acts or defaults by any person, except its own officers and employees. When any payment or consent or other action by it is called for hereby, it may defer such action pending receipt of such evidence (if any) as it may require in support thereof. The Issuer shall not be required to take any remedial action (other than the giving of notice) unless indemnity in a form acceptable to the Issuer is furnished for any expense or liability to be incurred in connection with such remedial action. The Issuer shall be entitled to reimbursement from the Borrower for its expenses reasonably incurred or advances reasonably made, with interest at the rate of interest on the Bonds, in the exercise of its rights or the performance of its obligations hereunder, to the extent that it acts without previously obtaining indemnity. No permissive right or power to act which the Issuer may have shall be construed as a requirement to act; and no delay in the exercise of a right or power shall affect its subsequent exercise of the right or power. A default by the Borrower in any of its covenants, representations and agreements in the Loan Agreement, the Regulatory Agreements or the Tax Certificate on which the Issuer is relying in Sections 6.06 through 6.12 hereof shall not be considered a default hereunder by the Issuer. October 17, 2017 Contra Costa County Board of Supervisors 873 -23- The Borrower has indemnified the Issuer against certain acts and events as set forth in Section 5.19 of the Loan Agreement and Section 9 of the Regulatory Agreements. Such indemnities shall survive payment of the Bonds and discharge of the Indenture. Section 6.14. Additional Representations and Covenants of the Issuer. The Issuer hereby represents and warrants to the Bondholders and the Bondowner Representative that, as of the Closing Date: (a) The Issuer is a political subdivision and body corporate and politic, duly organized and existing under the laws of the State and is duly authorized enter into and perform its obligations under this Indenture. (b) All requirements have been met and procedures have occurred in order to authorize the execution and delivery by the Issuer of this Indenture. The Issuer has taken all necessary action and has complied with all provisions of the law required to make this Indenture a valid and binding limited obligation of the Issuer, except to the extent limited by bankruptcy, insolvency or other laws affecting the enforcement of creditors’ rights generally, by the application of equitable principles regardless of whether enforcement is sought in a proceeding at law or in equity, or by public policy. (c) The Bonds have been duly authorized, executed and delivered by the Issuer. Nothing in this Indenture shall be construed as requiring the Issuer to provide any financing for the Development, other than to use the proceeds of the Bonds to make the Loan, or to provide sufficient moneys for all of the cost of financing the Development. (d) To the best knowledge of the Issuer, there is no action, suit, proceeding, inquiry or investigation by or before any court, governmental agency or public board or body pending or threatened against the Issuer that (i) affects or seeks to prohibit, restrain or enjoin the execution or delivery of this Indenture, the origination of the Loan or the lending of the proceeds of the Loan to the Borrower, or the execution and delivery of the Loan Documents, (ii) affects or questions the validity or enforceability of the Bonds or the Loan Documents, or (iii) questions the tax-exempt status of interest on the Bonds. (e) CDLAC has provided in the CDLAC Resolution for an allocation of the State of California’s 2017 private activity bond volume cap under section 146 of the Code to the Issuer for the Bonds, and the Issuer will comply with the requirements of the Code with respect to such allocation. The Issuer has applied the alternative option under clause (2) of the first paragraph of Section 3.01 of IRS Notice 2011-63 with respect to the issue date of the Bonds; and, in connection therewith, has included the information on Form 8038 filed for the Bonds that is required by section 3.03 of said Notice. The Issuer makes no representation or warranty that the Development will be adequate or sufficient for the purposes of the Borrower. Nothing in this Indenture shall be construed as requiring the Issuer to provide any financing for the Development other than from the proceeds of the Loan. October 17, 2017 Contra Costa County Board of Supervisors 874 -24- ARTICLE VII DEFAULT Section 7.01. Events of Default; Acceleration; Waiver of Default. Each of the following events shall constitute an “Event of Default” hereunder: (a) failure to pay the principal of any Bond when and as the same shall become due and payable (including but not limited to amounts due on the Bonds under Section 4.01 hereof), whether at maturity as therein expressed, by proceedings for redemption, by declaration or otherwise; (b) failure to pay any installment of interest on any Bond when such interest installment shall become due and payable; and (c) failure by the Issuer to perform or observe any other of the covenants, agreements or conditions on its part in this Indenture or in the Bonds contained, and the continuation of such failure for a period of thirty (30) days after written notice thereof, specifying such default and requiring the same to be remedied, shall have been given to the Issuer and the Borrower by the Bondowner Representative, or to the Issuer, the Borrower and the Bondowner Representative by the holders of not less than twenty-five percent (25%) in aggregate principal amount of the Bonds at the time outstanding. Notwithstanding the foregoing, a default by the Borrower under the Deed of Trust or the Loan Agreement shall not, in itself, constitute an Event of Default under this Indenture. No default specified in (c) above shall constitute an Event of Default unless the Issuer or the Borrower shall have failed to correct such default within the applicable period; provided, however, that if the default described in (c) above shall be such that it cannot be corrected within such period, it shall not constitute an Event of Default if corrective action is instituted by the Issuer or the Borrower within the applicable period and diligently pursued until the default is corrected; provided that the time elapsed until completion of corrective action shall not exceed one hundred eighty (180) days. With regard to any alleged default concerning which notice is given to the Borrower under the provisions of (c) above, the Issuer hereby grants the Borrower full authority for the account of the Issuer to perform any covenant or obligation the non-performance of which is alleged in said notice to constitute a default in the name and stead of the Issuer with full power to do any and all things and acts to the same extent that the Issuer could do and perform any such things and acts and with power of substitution. Upon the occurrence of an Event of Default described in (a), (b) or (c) above, the Bondowner Representative may (i) by notice in writing to the Issuer and the Borrower (with a copy to the Investor Limited Partner), declare the principal of all the Bonds then outstanding, and the interest accrued and Premium thereon, to be due and payable immediately, and upon any such declaration the same shall become and shall be immediately due and payable, anything in this Indenture or in the Bonds contained to the contrary notwithstanding, and/or (ii) pursue such other remedies as are permitted under applicable law. Upon any such declaration of acceleration, the Bondowner Representative shall fix a date for payment of the Bonds. The preceding paragraph, however, is subject to the condition that if, at any time after the principal of the Bonds shall have been so declared due and payable, and before any judgment or decree for the payment of the moneys due shall have been obtained or entered as October 17, 2017 Contra Costa County Board of Supervisors 875 -25- hereinafter provided, there shall have been deposited with the Bondowner Representative a sum sufficient to pay all the principal of the Bonds matured or required to be redeemed prior to such declaration and all matured installments of interest (if any) upon all the Bonds, with interest on such overdue installments of principal, Premium, and the reasonable fees and expenses of the Bondowner Representative, its agents and counsel, and any and all other defaults actually known to a Responsible Officer of the Bondowner Representative (other than in the payment of principal of and interest on the Bonds due and payable solely by reason of such declaration) shall have been made good or cured to the satisfaction of the Bondowner Representative or provision deemed by the Bondowner Representative to be adequate shall have been made therefor, then, and in every such case, the holders of at least a majority in aggregate principal amount of the Bonds then outstanding, by written notice to the Issuer and to the Bondowner Representative and with indemnification satisfactory to the Bondowner Representative, may, on behalf of the holders of all the Bonds, rescind and annul such declaration and its consequences and waive such default; but no such rescission, annulment or waiver shall extend to or shall affect any subsequent default, or shall impair or exhaust any right or power consequent thereon. Section 7.02. Institution of Legal Proceedings by Bondowner Representative. If one or more of the Events of Default shall occur, the Bondowner Representative in its discretion may proceed to protect or enforce its rights or the rights of the holders of Bonds under the Act or under this Indenture and the Agreement, by a suit in equity or action at law, either for the specific performance of any covenant or agreement contained herein or therein, or in aid of the execution of any power herein or therein granted, or by mandamus or other appropriate proceeding for the enforcement of any other legal or equitable remedy as the Bondowner Representative shall deem most effectual in support of any of its rights or duties hereunder. Section 7.03. Application of Moneys Collected by Bondowner Representative. Any moneys collected by the Bondowner Representative pursuant to Section 7.02 shall be applied in the order following, at the date or dates fixed by the Bondowner Representative and, in the case of distribution of such moneys on account of principal (or premium, if any) or interest, upon presentation of the Bonds and stamping thereon the payment, if only partially paid, and upon surrender thereof, if fully paid: First: For payment of all amounts due to the Bondowner Representative under Section 8.06. Second: For deposit in the Bond Fund to be applied to payment of the principal of all Bonds then due and unpaid, Premium and interest thereon with application as between principal, Premium and interest as the Bondowner Representative shall determine in its sole discretion; and if there is more than one Bondowner ratably to the persons entitled thereto without discrimination or preference. Third: For payment of all other amounts owing by the Borrower to any person hereunder, under the Loan Agreement or under any of the other Loan Documents. Fourth: To the Borrower. Section 7.04. Effect of Delay or Omission to Pursue Remedy. No delay or omission of the Bondowner Representative or of any holder of Bonds to exercise any right or power arising from any default shall impair any such right or power or shall be construed to be a waiver of any such default or acquiescence therein, and every power and remedy given by this Article VII to the Bondowner Representative or to the holders of Bonds may be exercised from time to time October 17, 2017 Contra Costa County Board of Supervisors 876 -26- and as often as shall be deemed expedient. In case the Bondowner Representative shall have proceeded to enforce any right under this Indenture, and such proceedings shall have been discontinued or abandoned because of waiver or for any other reason, or shall have been determined adversely to the Bondowner Representative, then and in every such case the Issuer, the Bondowner Representative and the holders of the Bonds, severally and respectively, shall be restored to their former positions and rights hereunder in respect to the trust estate; and all remedies, rights and powers of the Issuer, the Bondowner Representative and the holders of the Bonds shall continue as though no such proceedings had been taken. Section 7.05. Remedies Cumulative. No remedy herein conferred upon or reserved to the Bondowner Representative or to any holder of the Bonds is intended to be exclusive of any other remedy, but each and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity. Section 7.06. Covenant to Pay Bonds in Event of Default. The Issuer covenants that, upon the happening of any Event of Default, the Issuer will pay to the Bondowner Representative upon demand, but only out of Revenues, for the benefit of the holders of the Bonds, the whole amount then due and payable thereon (by declaration or otherwise) for interest or for principal, or both, as the case may be, Premium and all other sums which may be due hereunder or secured hereby, including reasonable compensation to the Bondowner Representative, its agents and counsel, and any expenses or liabilities incurred by the Bondowner Representative hereunder. In case the Issuer shall fail to pay the same forthwith upon such demand, the Bondowner Representative, in its own name, and upon being indemnified to its satisfaction shall be entitled to institute proceedings at law or in equity in any court of competent jurisdiction to recover judgment for the whole amount due and unpaid, together with costs and reasonable attorneys’ fees, subject, however, to the condition that such judgment, if any, shall be limited to, and payable solely out of, Revenues and any other assets pledged, transferred or assigned to the Bondowner Representative under Section 5.01 as herein provided and not otherwise. The Bondowner Representative shall be entitled to recover such judgment as aforesaid, either before or after or during the pendency of any proceedings for the enforcement of this Indenture, and the right of the Bondowner Representative to recover such judgment shall not be affected by the exercise of any other right, power or remedy for the enforcement of the provisions of this Indenture. Section 7.07. Bondowner Representative Appointed Agent for Bondholders. The Bondowner Representative is hereby appointed the agent of the holders of all Bonds outstanding hereunder for the purpose of filing any claims relating to the Bonds. Section 7.08. Power of Bondowner Representative to Control Proceedings. In the event that the Bondowner Representative, upon the happening of an Event of Default, shall have taken any action, by judicial proceedings or otherwise, pursuant to its duties hereunder, whether upon its own discretion or upon the written request of the holders of a majority in principal amount of the Bonds then outstanding, it shall have full power, in the exercise of its discretion for the best interests of the holders of the Bonds, with respect to the continuance, discontinuance, withdrawal, compromise, settlement or other disposal of such action; provided, however, that the Bondowner Representative shall not, unless there no longer continues an Event of Default hereunder, discontinue, withdraw, compromise or settle, or otherwise dispose of any litigation pending at law or in equity, if at the time there has been filed with it a written request signed by the holders of at least a majority in principal amount of the Bonds outstanding hereunder opposing such discontinuance, withdrawal, compromise, settlement or other disposal of such litigation. October 17, 2017 Contra Costa County Board of Supervisors 877 -27- Section 7.09. Limitation on Bondholders’ Right to Sue. No holder of any Bond (except the Bondowner Representative, if it is a holder of Bonds) issued hereunder shall have the right to institute any suit, action or proceeding at law or in equity, for any remedy under or upon this Indenture, unless (a) such holder shall have previously given to the Bondowner Representative written notice of the occurrence of an Event of Default hereunder; (b) the holders of at least a majority in aggregate principal amount of all the Bonds then outstanding shall have made written request upon the Bondowner Representative to exercise the powers hereinbefore granted or to institute such action, suit or proceeding in its own name; (c) said holders shall have tendered to the Bondowner Representative indemnity satisfactory to it against the costs, expenses and liabilities to be incurred in compliance with such request; and (d) the Bondowner Representative shall have refused or omitted to comply with such request for a period of thirty (30) days after such written request shall have been received by, and said tender of indemnity shall have been made to, the Bondowner Representative. Such notification, request, tender of indemnity and refusal or omission are hereby declared, in every case, to be conditions precedent to the exercise by any holder of Bonds (except the Bondowner Representative, if it is a holder of Bonds) of any remedy hereunder; it being understood and intended that no one or more holders of Bonds (except the Bondowner Representative, if it is a holder of Bonds) shall have any right in any manner whatever by its or their action to enforce any right under this Indenture, except in the manner herein provided, and that all proceedings at law or in equity to enforce any provision of this Indenture shall be instituted, had and maintained in the manner herein provided and for the equal benefit of all holders of the outstanding Bonds. The right of any holder of any Bond to receive payment of the principal of (and premium, if any) and interest on such Bond out of Revenues, as herein and therein provided, on and after the respective due dates expressed in such Bond, or to institute suit for the enforcement of any such payment on or after such respective dates, shall not be impaired or affected without the consent of such holder, except as otherwise provided or allowed pursuant to Sections 5.04, 7.02 and/or 7.08 of this Indenture. Section 7.10. Limitation of Liability to Revenues. Notwithstanding anything in this Indenture contained, the Issuer shall not be required to advance any moneys derived from any source, other than the Revenues, for any of the purposes mentioned in this Indenture, whether for the payment of the principal of or interest on the Bonds or for any other purpose of this Indenture. The Bonds are limited obligations of the Issuer, and are payable from and secured by the Revenues only. The Issuer shall not be liable for any costs, expenses, losses, damages, claims or actions, of any conceivable kind on any conceivable theory, under or by reason of or in connection with the Loan Agreement, the Bonds or this Indenture, except only to the extent amounts are received for the payment thereof under the Loan Documents. ARTICLE VIII THE BONDOWNER REPRESENTATIVE AND AGENTS Section 8.01. Duties, Immunities and Liabilities of Bondowner Representative. The Bondowner Representative shall perform such duties and only such duties as are specifically set forth in this Indenture and no additional covenants or duties of the Bondowner Representative shall be implied in this Indenture. All of the provisions of the next two paragraphs of this Section 8.01 shall be effective if and only during such time as the Bondowner Representative is not the sole owner of the Bonds. October 17, 2017 Contra Costa County Board of Supervisors 878 -28- The Bondowner Representative shall, during the existence of any Event of Default (which has not been cured or waived), exercise such of the rights and powers vested in it by this Indenture, and use the same degree of care and skill in their exercise, as reasonable persons familiar with such matters would exercise or use under similar circumstances in the conduct of their own affairs. No provision of this Indenture shall be construed to relieve the Bondowner Representative from liability for its own negligence, negligent action or its own negligent failure to act, except that: (a) the duties and obligations of the Bondowner Representative shall be determined solely by the express provisions of this Indenture, the Bondowner Representative shall not be liable except for the performance of such duties and obligations as are specifically set forth in this Indenture, and no implied covenants or obligations shall be read into this Indenture against the Bondowner Representative; and in the absence of bad faith on the part of the Bondowner Representative, the Bondowner Representative may conclusively rely, as to the truth of the statements and the correctness of the opinions expressed therein, upon any certificate or opinion furnished to the Bondowner Representative conforming to the requirements of this Indenture; (b) At all times, regardless of whether or not any Event of Default shall exist, (1) the Bondowner Representative shall not be liable for any error of judgment made in good faith by a Responsible Officer or officers or by any agent or attorney of the Bondowner Representative appointed with due care unless (except as otherwise provided in Section 8.01(f)) the Bondowner Representative was negligent in ascertaining the pertinent facts; and (2) the Bondowner Representative shall not be liable with respect to any action taken or omitted to be taken by it in good faith in accordance with the direction of the Issuer, accompanied by an opinion of Bond Counsel as provided herein or in accordance with the directions of the holders of not less than a majority, or such other percentage as may be required hereunder, in aggregate principal amount of the Bonds at the time outstanding relating to the time, method and place of conducting any proceeding for any remedy available to the Bondowner Representative, or exercising any trust or power conferred upon the Bondowner Representative under this Indenture; (c) The Bondowner Representative shall not be required to take notice or be deemed to have notice of (i) any default hereunder or under the Loan Agreement, except defaults under Section 7.01(a) or (b) hereof, unless a Responsible Officer of the Bondowner Representative shall be specifically notified in writing of such default by the Issuer or the owners of at least a majority in aggregate principal amount of all Bonds then outstanding, or (ii) any default under the Regulatory Agreements unless a Responsible Officer of the Bondowner Representative shall be specifically notified in writing of such default by the Issuer; (d) Before taking any action under Article VII hereof or this Section at the request or direction of the Bondholders, the Bondowner Representative may require that a satisfactory indemnity bond be furnished by the Bondholders, for the reimbursement of all costs and expenses to which it may be put and to protect it against all liability which may be incurred in compliance with such request or direction, except liability which is adjudicated to have resulted from its negligence or willful misconduct in connection with any action so taken; October 17, 2017 Contra Costa County Board of Supervisors 879 -29- (e) Upon any application or request by the Issuer to the Bondowner Representative to take any action under any provision of this Indenture, the Issuer shall furnish to the Bondowner Representative a Certificate of the Issuer stating that all conditions precedent, if any, provided for in this Indenture relating to the proposed action have been complied with, and an Opinion of Counsel stating that in the opinion of such Counsel all such conditions precedent, if any, have been complied with, except that in the case of any such application or request as to which the furnishing of such documents is specifically required by any provision of this Indenture relating to such particular application or request, no additional certificate or opinion need be furnished; (f) The Bondowner Representative may execute any of the powers hereunder or perform any duties hereunder either directly or through agents or attorneys and the Bondowner Representative shall not be responsible for any negligence or misconduct on the part of any agent or attorney appointed with due care by it hereunder (but this provision shall not prohibit any action against any such agent or attorney for their negligent acts); (g) Neither the Issuer nor the Borrower shall be deemed to be agents of the Bondowner Representative for any purpose, and the Bondowner Representative shall not be liable for any noncompliance of any of them in connection with their respective duties hereunder or in connection with the transactions contemplated hereby; (h) The Bondowner Representative shall be entitled to rely upon telephonic notice for all purposes whatsoever so long as the Bondowner Representative reasonably believes such telephonic notice has been given by a person authorized to give such notice; (i) The immunities extended to the Bondowner Representative also extend to its directors, officers, employees and agents; (j) Under no circumstances shall the Bondowner Representative be liable in its individual capacity for the obligations evidenced by the Bonds, it being the sole obligation of the Bondowner Representative to administer, for the benefit of the Bondholders, the various funds and accounts established hereunder; (k) No permissive power, right or remedy conferred upon the Bondowner Representative hereunder shall be construed to impose a duty to exercise such power, right or remedy; (l) The Bondowner Representative shall not be liable for any action taken or not taken by it in accordance with the direction of a majority in aggregate principal amount of Bonds Outstanding related to the exercise of any right, power or remedy available to the Bondowner Representative; and (m) The Bondowner Representative shall have no duty to review any financial statements, budgets or other financial information filed with it by or on behalf of the Borrower under or pursuant to the Loan Agreement. (n) The Bondowner Representative acknowledges that in order to preserve the tax-exempt status of the Bonds, the Borrower must comply with requirements for rebate of excess investment earnings to the federal government to the extent applicable. The Bondowner Representative agrees to use commercially reasonable efforts to send the October 17, 2017 Contra Costa County Board of Supervisors 880 -30- Borrower, with a copy to the Issuer, a notification or reminder of its obligation to rebate excess investment earnings by October 1 of each fifth year, commencing October 1, 2022 (or, if earlier, such notice shall be sent on the date of payment in full of the Bonds, with any such rebate due not more than sixty (60) days following payment in full of the Bonds). However, in no event shall the Bondowner Representative be liable to the Issuer or the Borrower for the failure to so notify or remind the Borrower. None of the provisions contained in this Indenture shall require the Bondowner Representative to expend or risk its own funds or otherwise incur individual financial liability in the performance of any of its duties or in the exercise of any of its rights or powers. Whether or not therein expressly so provided, every provision of this Indenture, the Loan Agreement, the Regulatory Agreement or any other document relating to the conduct, powers or duties of, or affecting the liability of, or affording protection to, the Bondowner Representative shall be subject to the provisions of this Article VIII. Section 8.02. Right of Bondowner Representative to Rely Upon Documents, Etc. Except as otherwise provided in Section 8.01: (a) The Bondowner Representative may rely and shall be protected in acting or refraining from acting upon any resolution, certificate, statement, instrument, opinion, report, notice, request, consent, order, bond or other paper or document reasonably believed by it to be genuine and to have been signed and presented by the proper party or parties; (b) Any consent, demand, direction, election, notice, order or request of the Issuer mentioned herein shall be sufficiently evidenced by a Written Consent, Written Demand, Written Direction, Written Election, Written Notice, Written Order or Written Request of the Issuer, and any resolution of the Issuer may be evidenced to the Bondowner Representative by a Certified Resolution; (c) The Bondowner Representative may consult with counsel (who may be counsel for the Issuer, counsel for the Bondowner Representative or Bond Counsel) and the opinion of such counsel shall be full and complete authorization and protection in respect of any action taken or suffered by it hereunder in good faith and in accordance with the opinion of such counsel; (d) Whenever in the administration of this Indenture the Bondowner Representative shall deem it necessary or desirable that a matter be proved or established prior to taking or suffering any action hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of negligence or bad faith on the part of the Bondowner Representative, be deemed to be conclusively proved and established by a Certificate of the Issuer; and such Certificate of the Issuer shall, in the absence of negligence or bad faith on the part of the Bondowner Representative, be full warrant to the Bondowner Representative for any action taken or suffered by it under the provisions of this Indenture upon the faith thereof; and (e) The Bondowner Representative shall not be bound to make any investigation into the facts or matters stated in any resolution, certificate, statement, instrument, opinion, report, notice, request, direction, consent, order, bond, debenture or other paper or document, but the Bondowner Representative, in its discretion, may make such further inquiry or investigation into such facts or matters as it may see fit. October 17, 2017 Contra Costa County Board of Supervisors 881 -31- Section 8.03. Bondowner Representative Not Responsible for Recitals. The recitals contained herein and in the Bonds shall be taken as the statements of the Issuer, and the Bondowner Representative assumes no responsibility for the correctness of the same or for the correctness of the recitals in the Loan Agreement or the Regulatory Agreement. The Bondowner Representative shall have no responsibility with respect to any information, statement or recital in any offering memorandum or other disclosure material prepared or distributed with respect to the Bonds. The Bondowner Representative makes no representations as to the value or condition of any assets pledged or assigned as security for the Bonds, or as to the right, title or interest of the Issuer therein, or as to the security provided thereby or by this Indenture, the Loan Agreement, the Deed of Trust or the other Loan Documents, or as to the compliance of the Development with the Act, or as to the tax-exempt status of the Bonds, or as to the technical or financial feasibility of the Development, or as to the validity or sufficiency of this Indenture as an instrument of the Issuer or of the Bonds as obligations of the Issuer. The Bondowner Representative shall not be accountable for the use or application by the Issuer of any of the Bonds authenticated or delivered hereunder or of the use or application of the proceeds of such Bonds by the Issuer or the Borrower or their agents. Section 8.04. Intervention by Bondowner Representative. The Bondowner Representative may intervene on behalf of the owners of the Bonds in any judicial proceeding to which the Issuer is a party and which, in the opinion of the Bondowner Representative and its counsel, has a substantial bearing on the interests of owners of the Bonds and, subject to the provisions of Section 8.01(d), shall do so if requested in writing by the owners of a majority in aggregate principal amount of all Bonds then outstanding. Section 8.05. Moneys Received by Bondowner Representative. All moneys received by the Bondowner Representative shall, until used or applied as herein provided, be held for the purposes for which they were received, but need not be segregated from other funds except to the extent required by law or as otherwise provided herein. The Bondowner Representative shall be under no liability for interest on any moneys received by it hereunder except such as it may agree with the Issuer to pay thereon. Section 8.06. Compensation and Indemnification of Bondowner Representative and Agents. The Borrower is required under the Loan Agreement: (a) to pay to the Bondowner Representative all fees for all services rendered by it hereunder and under the other agreements related to the Bonds to which it is a party; (b) except as otherwise expressly provided herein, to reimburse the Bondowner Representative, in accordance with the Loan Documents and upon its request, for all costs and expenses incurred or made by the Bondowner Representative in accordance with any provision of this Indenture or other agreement related to the Bonds to which the Bondowner Representative is a party or incurred in complying with any request made by the Issuer with respect to the Bonds (including the reasonable compensation and the expenses and disbursements of its agents and counsel), except any such expense, disbursement or advance attributable in whole or in part to its gross negligence or willful misconduct; (c) to indemnify the Bondowner Representative for, and to hold it harmless against, any loss, liability or expense incurred without gross negligence or willful misconduct on its part, arising out of or in connection with the acceptance or administration of the duties of the Bondowner Representative under this Indenture, including the costs and expenses of defending itself against any claim or liability in connection with the exercise or performance of any of its powers or duties hereunder or other agreement related hereto to which the Bondowner Representative is a party; and (d) to indemnify the Bondowner Representative for any costs and expenses incurred during a period of default hereunder. October 17, 2017 Contra Costa County Board of Supervisors 882 -32- If any property, other than cash, shall at any time be held by the Bondowner Representative subject to this Indenture, or any supplemental indenture, as security for the Bonds, the Bondowner Representative, if and to the extent authorized by a receivership, bankruptcy or other court of competent jurisdiction or by the instrument subjecting such property to the provisions of this Indenture as such security for the Bonds, shall be entitled but not obligated to make advances for the purpose of preserving such property or of discharging tax liens or other prior liens or encumbrances thereon. The rights of the Bondowner Representative to compensation for services and to payment or reimbursement for expenses, disbursements, liabilities and advances shall have and is hereby granted a lien and a security interest prior to the Bonds in respect of all property and funds held or collected by the Bondowner Representative as such, except funds held by the Bondowner Representative for the benefit of the holders of particular Bonds, which amounts shall be held solely for the benefit of the Bondholders and used only for the payment of principal of and Premium, if any, and interest on the Bonds. The Bondowner Representative’s rights to immunities, indemnities and protection from liability hereunder and its rights to payment of its fees and expenses shall survive its resignation or removal and final payment of the Bonds. Section 8.07. Qualifications of Bondowner Representative. There shall at all times be a Bondowner Representative hereunder which shall be (a) Bank of America, N.A., prior to the Conversion Date; (b) CCRC, on and after the Conversion Date; or (c) in connection with a sale or transfer of the Bonds, an owner of the Bonds as permitted by Section 2.05(b). Any change in the Bondowner Representative referred to in the preceding clause (c) shall be only at the written request of a majority of the principal amount of all of the Bonds outstanding, and any such successor Bondowner Representative that is not an affiliate of the predecessor Bondowner Representative or CCRC shall be reasonably acceptable to the Issuer. The Issuer shall have no right to remove or replace the Bondowner Representative. Any successor Bondowner Representative referred to in clause (c) of the first sentence of this Section 8.07 shall acknowledge its acceptance of its obligations under this Indenture by a written instrument delivered to the Issuer, the Borrower and, if the successor is not the sole owner of all of the Bonds then outstanding, the owners of the Bonds. Section 8.08. Merger or Consolidation of Bondowner Representative. Any corporation or association into which the Bondowner Representative may be merged or with which it may be consolidated, or any corporation or association resulting from any merger or consolidation to which the Bondowner Representative shall be a party, or any person succeeding to the corporate trust or bond purchase program business of the Bondowner Representative, shall be the successor of the Bondowner Representative hereunder without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding, provided that such successor Bondowner Representative shall be eligible under the provisions of the first sentence of Section 8.07. Section 8.09. Dealing in Bonds. The Bondowner Representative, in its individual capacity, may in good faith buy, sell, own, hold and deal in any of the Bonds, and may join in any action which any Bondholder may be entitled to take with like effect as if it did not act in any capacity hereunder. The Bondowner Representative in its individual capacity, either as principal or agent, may also engage in or be interested in any financial or other transaction with the Issuer, and may act as depository, trustee or agent for any committee or body of Bondholders secured hereby or other obligations of the Issuer as freely as if it did not act in any capacity hereunder. October 17, 2017 Contra Costa County Board of Supervisors 883 -33- Section 8.10. Indemnification of Issuer by Bondowner Representative. The Bondowner Representative acknowledges that notwithstanding any other provision of this Indenture, the Bondowner Representative is acting as an independent contractor and not as the agent of Issuer in servicing and administering the Bonds and the Loan. The Bondowner Representative agrees to indemnify, hold harmless and defend the Issuer, the members of its Governing Board, and its officers, agents and employees against all loss, costs, damages, expenses, suits, judgments, actions and liabilities of whatever nature (including, without limitation, attorneys’ fees, litigation and court costs, amounts paid in settlement, and amounts paid to discharge judgments) directly or indirectly resulting from or arising out of or related to any act or omission on the part of the Bondowner Representative under this Indenture caused by the negligence or willful misconduct of the Bondowner Representative. If a third party makes a claim against the Issuer that may be subject to indemnification pursuant to this Section 8.10, the Issuer shall give prompt written notice of such claim to the Bondholder Representative; provided, however, that the failure to provide such notice shall not release the Bondholder Representative from any of its obligations hereunder except only to the extent the Bondholder Representative is prejudiced by such failure. The Bondholder Representative shall be entitled to assume and control the defense of such claim at its expense through counsel of its choice, provided that such counsel is reasonably satisfactory to the Issuer. The Issuer shall cooperate with the Bondholder Representative, at the expense of the Bondholder Representative, in such defense and make available to the Bondholder Representative any witnesses, pertinent records, materials and information in the Issuer’s possession as reasonably required by the Bondholder Representative. The Issuer shall have no right to settle or compromise any claim or consent to the entry of any judgment against the Issuer which is the subject of indemnification hereunder without the prior written consent of the Bondholder Representative; and the Bondholder Representative shall have no right to settle or compromise any claim or consent to the entry of any judgment against the Issuer without the prior written consent of the Issuer. Section 8.11. Bondowner Representative Not Agent of Issuer. The Bondowner Representative acknowledges that notwithstanding any other provision of this Indenture, the Bondowner Representative is acting as an independent contractor and not as the agent of Issuer in servicing and administering the Bonds and the Loan. ARTICLE IX MODIFICATION OF INDENTURE Section 9.01. Modification of Indenture. With the prior written consent of the Bondowner Representative, the Issuer and the Bondowner Representative may from time to time and at any time enter into an indenture or indentures supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture. Upon receipt by the Bondowner Representative of any such supplemental indenture executed by the Issuer, and upon the written consent of the Bondowner Representative thereto, the Bondowner Representative shall join with the Issuer in the execution of such supplemental indenture, unless such supplemental indenture affects the rights or obligations of the Borrower or any general partner or limited partner of the Borrower hereunder or under the Loan Agreement, in which case the Bondowner Representative shall enter into such supplemental indenture only if the Bondowner Representative has received the Borrower’s, or such general partner’s or limited partner’s, as applicable, written consent thereto; provided, however, no such consent of the Borrower or any October 17, 2017 Contra Costa County Board of Supervisors 884 -34- partner thereof shall be required if the Borrower is then in default in its obligations under the Loan Documents or a Regulatory Agreement, or if the supplemental indenture is needed, in the opinion of Bond Counsel, to maintain the exclusion from gross income for federal income tax purposes of the interest on the Bonds. A copy of any such opinion of Bond Counsel shall be delivered to the Issuer, the Bondowner Representative and the Borrower. Promptly after the execution by the Issuer and the Bondowner Representative of any supplemental indenture pursuant to the provisions of this Section, if the Bondowner Representative is not the sole owner of the Bonds then Outstanding, the Bondowner Representative shall give Bondholders, by first class mail, a notice setting forth in general terms the substance of such supplemental indenture. Any failure of the Bondowner Representative to give such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture. Notwithstanding the foregoing or any other provision of this Indenture, there shall be no change in the payment terms of the Bonds (e.g., interest rate or rates, term, amortization) without the delivery to the Issuer and the Bondowner Representative of an opinion of Bond Counsel to the effect that such change will not adversely affect the exclusion from gross income for federal income tax purposes of the interest on the Bonds. Section 9.02. Effect of Supplemental Indenture. Upon the execution of any supplemental indenture pursuant to the provisions of this Article IX, this Indenture shall be and be deemed to be modified and amended in accordance therewith, and the respective rights, duties and obligations under this Indenture of the Issuer, the Bondowner Representative and all holders of outstanding Bonds shall thereafter be determined, exercised and enforced hereunder subject in all respects to such modifications and amendments, and all the terms and conditions of any such supplemental indenture shall be part of the terms and conditions of this Indenture for any and all purposes. Section 9.03. Opinion of Counsel as to Supplemental Indenture. Subject to the provisions of Section 8.01, the Bondowner Representative shall be entitled to receive, and shall be fully protected in relying upon, an Opinion of Counsel as conclusive evidence that any supplemental indenture executed pursuant to the provisions of this Article IX is authorized and permitted by this Indenture. Section 9.04. Notation of Modification on Bonds; Preparation of New Bonds. Bonds authenticated and delivered after the execution of any supplemental indenture pursuant to the provisions of this Article IX may bear a notation, in form approved by the Bondowner Representative and the Issuer, as to any matter provided for in such supplemental indenture, and if such supplemental indenture shall so provide, new Bonds, so modified as to conform, in the opinion of the Bondowner Representative and the Issuer, to any modification of this Indenture contained in any such supplemental indenture, may be prepared and authenticated by the Bondowner Representative and delivered without cost to the holders of the Bonds then outstanding, upon surrender for cancellation of such Bonds in equal aggregate principal amounts. October 17, 2017 Contra Costa County Board of Supervisors 885 -35- ARTICLE X DISCHARGE OF INDENTURE Section 10.01. Discharge of Indenture. If the entire indebtedness on all Bonds outstanding shall be paid and discharged in any one or more of the following ways: (a) by the payment of the principal of (including redemption premium, if any) and interest on all Bonds outstanding; or (b) by the delivery to the Bondowner Representative, for cancellation by it, of all Bonds outstanding; and if all other sums payable hereunder by the Issuer shall be paid and discharged, and if all amounts owing by the Borrower to the Issuer under the Regulatory Agreement and the Loan Agreement and all amounts owing to the Bondowner Representative under the Loan Documents have been fully paid, then and in that case this Indenture shall cease, terminate and become null and void, and the Bondowner Representative shall forthwith execute proper instruments acknowledging satisfaction of and discharging this Indenture. The fees, expenses and charges of the Bondowner Representative (including reasonable counsel fees) must be paid in order to effect such discharge. The satisfaction and discharge of this Indenture shall be without prejudice to the rights of the Bondowner Representative to charge and be reimbursed by the Borrower for any expenditures which it may thereafter incur in connection herewith. The Issuer or the Borrower may at any time surrender to the Bondowner Representative for cancellation by it any Bonds previously authenticated and delivered which the Issuer or the Borrower lawfully may have acquired in any manner whatsoever, and such Bonds upon such surrender and cancellation shall be deemed to be paid and retired. Section 10.02. Payment of Bonds after Discharge of Indenture. Notwithstanding any provisions of this Indenture, any moneys deposited with the Bondowner Representative or any paying agent in trust for the payment of the principal of, or interest or Premium on, any Bonds remaining unclaimed for two (2) years after the principal of all the outstanding Bonds has become due and payable (whether at maturity or upon call for redemption or by declaration as provided in this Indenture), shall then be paid to the Issuer, and the holders of such Bonds shall thereafter be entitled to look only to the Issuer for payment thereof, and only to the extent of the amount so paid to the Issuer, and all liability of the Bondowner Representative or any paying agent with respect to such moneys shall thereupon cease. In the event of the payment of any such moneys to the Issuer as aforesaid, the holders of the Bonds in respect of which such moneys were deposited shall thereafter be deemed to be unsecured creditors of the Issuer for amounts equivalent to the respective amounts deposited for the payment of such Bonds and so paid to the Issuer (without interest thereon). ARTICLE XI MISCELLANEOUS Section 11.01. Successors of Issuer. All the covenants, stipulations, promises and agreements in this Indenture contained, by or on behalf of the Issuer, shall bind and inure to the benefit of its successors and assigns, whether so expressed or not. If any of the powers or duties of the Issuer shall hereafter be transferred by any law of the State of California, and if such October 17, 2017 Contra Costa County Board of Supervisors 886 -36- transfer shall relate to any matter or thing permitted or required to be done under this Indenture by the Issuer, then the body or official who shall succeed to such powers or duties shall act and be obligated in the place and stead of the Issuer as in this Indenture provided. Section 11.02. Limitation of Rights to Parties and Bondholders. Nothing in this Indenture or in the Bonds expressed or implied is intended or shall be construed to give to any person other than the Issuer, the Bondowner Representative, the Borrower and the holders of the Bonds issued hereunder any legal or equitable right, remedy or claim under or in respect of this Indenture or any covenant, condition or provision therein or herein contained; and all such covenants, conditions and provisions are and shall be held to be for the sole and exclusive benefit of the Issuer, the Bondowner Representative, the Borrower and the holders of the Bonds issued hereunder. Section 11.03. Waiver of Notice. Whenever in this Indenture the giving of notice by mail or otherwise is required, the giving of such notice may be waived in writing by the person entitled to receive such notice and in any such case the giving or receipt of such notice shall not be a condition precedent to the validity of any action taken in reliance upon such waiver. Section 11.04. Destruction of Bonds. Whenever in this Indenture provision is made for the cancellation by the Bondowner Representative and the delivery to the Issuer of any Bonds, the Bondowner Representative may, in lieu of such cancellation and delivery, destroy such Bonds and deliver a certificate of such destruction to the Issuer. Section 11.05. Separability of Invalid Provisions. In case any one or more of the provisions contained in this Indenture or in the Bonds shall for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision of this Indenture, but this Indenture shall be construed as if such invalid or illegal or unenforceable provision had never been contained herein. Section 11.06. Notices. It shall be sufficient service of any notice, request, demand or other paper on the Issuer, the Bondowner Representative, the Investor Limited Partner or the Borrower if the same shall, except as otherwise provided herein, be duly mailed by United States certified mail, return receipt requested, postage prepaid, by overnight delivery service or given by telephone or telecopier and confirmed by such mail, in each case addressed to the appropriate party at the address for such party set forth below: The Issuer or the Administrator: County of Contra Costa Department of Conservation and Development 30 Muir Road Martinez, CA 94553 Attention: Community Development Bond Program Manager The Bondowner Representative prior to the Conversion Date: Bank of America, N.A. 2001 Clayton Road, 2nd Floor Concord, CA 94520-2405 Attention: Loan Administration Manager The Bondowner Representative on and after the Conversion Date: California Community Reinvestment Corporation 100 West Broadway, Suite 1000 Glendale, CA 91210 Attention: President October 17, 2017 Contra Costa County Board of Supervisors 887 -37- The Borrower: Carena Associates, L.P. c/o Resources for Community Development 2220 Oxford Street Berkeley, CA 94704 Attention: Executive Director with a copy to: Gubb & Barshay LLP 505 14th Street, Suite 1050 Oakland, CA 94612 Attention: Lenore ElKarou Phone: (415) 781-6600 ext. 9 and a copy to: the Investor Limited Partner The Investor Limited Partner: Bank of America 100 N. Tryon Street Charlotte, NC 28255 Attention: Nicole Baldon with a copy to: Buchalter, a Professional Corporation 1000 Wilshire Boulevard, Suite 1500 Los Angeles, CA 90017-2457 Attention: Michael Williamson, Esq. Any notice given in accordance with this Section 11.06 shall be deemed to have been given upon receipt or refusal to accept delivery. The Issuer, the Bondowner Representative, the Borrower and the Investor Limited Partner may, by notice given hereunder, designate any further or different addresses to which subsequent notices, certificates or other communications shall be sent. Section 11.07. Authorized Representatives. Whenever under the provisions of this Indenture the approval of the Issuer or the Borrower is required for any action, and whenever the Issuer or the Borrower is required to deliver any notice or other writing, such approval or such notice or other writing shall be given, respectively, on behalf of the Issuer by an Authorized Issuer Representative or on behalf of the Borrower by an Authorized Borrower Representative, and the Issuer, the Bondowner Representative and the Borrower shall be authorized to act on any such approval or notice or other writing and neither party hereto nor the Borrower shall have any complaint against the others as a result of any such action taken. Section 11.08. Evidence of Rights of Bondholders. (a) Any request, consent or other instrument required by this Indenture to be signed and executed by Bondholders may be in any number of concurrent writings of substantially similar tenor and may be signed or executed by such Bondholders in person or by agent or agents duly appointed in writing. Proof of the execution of any such request, consent or other instrument or of a writing appointing any such agent, or of the ownership of any Bonds, shall be sufficient for any purpose of this Indenture and shall be conclusive in favor of the Bondowner Representative and of the Issuer if made in the manner provided in this Section. (b) The fact and date of the execution by any person of any such request, consent or other instrument or writing may be proved by the affidavit of a witness of such execution or by the certificate of any notary public or other officer of any jurisdiction, authorized by the laws October 17, 2017 Contra Costa County Board of Supervisors 888 -38- thereof to take acknowledgments of deeds, certifying that the person signing such request, consent or other instrument or writing acknowledged to him the execution thereof. (c) The ownership of Bonds shall be proved by the Bond register maintained pursuant to Section 2.06 hereof. The fact and the date of execution of any request, consent or other instrument and the amount and distinguishing numbers of Bonds held by the person so executing such request, consent or other instrument may also be proved in any other manner which the Bondowner Representative may deem sufficient. The Bondowner Representative may nevertheless, in its discretion, require further proof in cases where it may deem further proof desirable. (d) Any request, consent or vote of the holder of any Bond shall bind every future holder of the same Bond and the holder of any Bond issued in exchange therefor or in lieu thereof, in respect of anything done or suffered to be done by the Bondowner Representative or the Issuer in pursuance of such request, consent or vote. (e) In determining whether the holders of the requisite aggregate principal amount of Bonds have concurred in any demand, request, direction, consent or waiver under this Indenture, Bonds which are owned by the Issuer or by any other direct or indirect obligor on the Bonds, or by any person directly or indirectly controlling or controlled by, or under direct or indirect common control with, the Issuer or any other direct or indirect obligor on the Bonds, shall be disregarded and deemed not to be outstanding for the purpose of any such determination, provided that, for the purpose of determining whether the Bondowner Representative shall be protected in relying on any such demand, request, direction, consent or waiver, only Bonds which the Bondowner Representative knows to be so owned shall be disregarded. Bonds so owned which have been pledged in good faith may be regarded as outstanding for the purposes of this subsection (e) if the pledgee shall establish to the satisfaction of the Bondowner Representative and the Issuer the pledgee’s right to vote such Bonds and that the pledgee is not a person directly or indirectly controlling or controlled by, or under direct or indirect common control with, the Issuer or any other direct or indirect obligor on the Bonds. In case of a dispute as to such right, any decision by the Bondowner Representative taken upon the advice of counsel shall be full protection to the Bondowner Representative. Solely for purposes of the limitation expressed in this paragraph (e), the Borrower shall be deemed to be an indirect obligor on the Bonds. (f) In lieu of obtaining any demand, request, direction, consent or waiver in writing, the Bondowner Representative may call and hold a meeting of the Bondholders upon such notice and in accordance with such rules and regulations as the Bondowner Representative considers fair and reasonable for the purpose of obtaining any such action. Section 11.09. Waiver of Personal Liability. No officer, agent, member of the Board of Supervisors or employee of the Issuer, and no officer, official, agent or employee of the State of California or any department, board or agency of any of the foregoing, shall be individually or personally liable for the payment of the principal of or premium or interest on the Bonds or be subject to any personal liability or accountability by reason of the issuance thereof; but nothing herein contained shall relieve any such person from the performance of any official duty provided by law or by this Indenture. Section 11.10. Holidays. If the date for making any payment or the last date for performance of any act or the exercising of any right, as provided in this Indenture, is not a Business Day, such payment may be made or act performed or right exercised on the next succeeding Business Day with the same force and effect as if done on the date provided therefor October 17, 2017 Contra Costa County Board of Supervisors 889 -39- in this Indenture and, in the case of any payment, no interest shall accrue for the period from and after such date. Section 11.11. Execution in Several Counterparts. This Indenture may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original; and all such counterparts shall together constitute but one and the same instrument. Section 11.12. Governing Law; Venue. This Indenture and the Bonds shall be governed by and construed in accordance with the laws of the State of California applicable to contracts made and performed in such State; and venue shall be Contra Costa County, California unless the Issuer waives this requirement in writing. Section 11.13. Successors. Whenever in this Indenture either the Issuer or the Bondowner Representative is named or referred to, such reference shall be deemed to include the successors or assigns thereof, and all the covenants and agreements in this Indenture contained by or on behalf of the Issuer or the Bondowner Representative shall bind and inure to the benefit of the respective successors and assigns thereof whether so expressed or not. October 17, 2017 Contra Costa County Board of Supervisors 890 [Signature page to Indenture of Trust for Carena Scattered Site Renovation] S-1 IN WITNESS WHEREOF, the COUNTY OF CONTRA COSTA, CALIFORNIA has caused this Indenture to be signed in its name and BANK OF AMERICA, N.A., in token of its acceptance of the duties of the Bondowner Representative hereunder, has caused this Indenture to be signed in its name, all as of the day and year first above written. COUNTY OF CONTRA COSTA, CALIFORNIA, as Issuer By: John Kopchik, Director, Department of Conservation and Development BANK OF AMERICA, N.A., as Bondowner Representative By: Brandon Butcher, Vice President 03007.40:J14733 October 17, 2017 Contra Costa County Board of Supervisors 891 A-1 EXHIBIT A FORM OF BOND THIS BOND HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933. THIS BOND MAY NOT BE TRANSFERRED EXCEPT IN ACCORDANCE WITH SECTION 2.05 OF THE INDENTURE DESCRIBED HEREIN. COUNTY OF CONTRA COSTA MULTIFAMILY HOUSING REVENUE BOND (CARENA SCATTERED SITE RENOVATION), SERIES 2017A Dated Date Maturity Date October __, 2017 __________ 1, ____ REGISTERED OWNER: BANK OF AMERICA, N.A. PRINCIPAL SUM: Up to __________ MILLION __________ THOUSAND DOLLARS The County of Contra Costa, California, a political subdivision and body corporate and politic, duly organized and existing under the laws of the State of California (herein called the “Issuer”), for value received, hereby promises to pay (but only out of Revenues as hereinafter provided) to the Registered Owner identified above or registered assigns, on the Maturity Date identified above (subject to prior redemption as provided herein) the sum of up to __________ Million __________ Thousand Dollars ($__________) in lawful money of the United States, with interest thereon from the date of disbursement until paid at the interest rate described below. The actual unpaid principal hereof shall be equal to the funds disbursed by the Bondowner under the Indenture to fund the Loan, less any portion of the principal hereof repaid pursuant to the Indenture. Capitalized terms used in this Bond and not defined herein shall have the meanings given such terms in the Indenture of Trust referenced below, or in the Note (as such term is defined in the Indenture) made by Carena Associates, L.P., a California limited partnership, to the order of the Issuer. The Issuer shall make monthly payments on this Bond of accrued interest only on funds actually disbursed by the Bondowner under the Indenture to fund the Loan to the Borrower under the Loan Agreement. This Bond shall bear interest, payable on the first day of each month, commencing __________ 1, 2017 (each, an “Interest Payment Date”) at the same rate of interest as in effect from time to time on the Note, and computed in the same manner as interest is computed from time to time on the Note, as provided in Section 2.02 of the Indenture. In addition, principal of this Bond shall be payable in installments on the same dates and in the same amounts as is the principal payable on the Loan, as evidenced by the Note, as provided in Section 2.02 of the Indenture. This Bond shall bear interest from the date to which interest has been paid on this Bond next preceding the date of authentication hereof, unless this Bond is authenticated as of an Interest Payment Date for which interest has been paid, in which event it shall bear interest from such Interest Payment Date, or unless it is authenticated on or before the first Interest Payment Date, in which event it shall bear interest from the Closing Date. October 17, 2017 Contra Costa County Board of Supervisors 892 A-2 In the event the Issuer fails to make the timely payment of any monthly payment, the Issuer shall pay interest on the then Outstanding Balance at a default rate (the “Default Rate”) equal to the interest rate then in effect under this Bond plus five percent (5%) (solely from amounts received from the Borrower under the Loan Agreement (as defined in the Indenture), subject to any maximum rate specified for the Note as provided in the Supplemental Agreement (as such terms are defined in the Indenture)). This Bond is one of a duly authorized issue of bonds of the Issuer designated as “County of Contra Costa Multifamily Housing Revenue Bonds (Carena Scattered Site Renovation), Series 2017A” (the “Bonds”), in the initial aggregate principal amount of up to $__________, authorized to be issued pursuant to Chapter 7 of Part 5 of Division 31 of the Health and Safety Code of the State of California, and issued under and secured by an Indenture of Trust, dated as of October 1, 2017 (the “Indenture”), between the Issuer and Bank of America, N.A., as the initial Bondowner Representative (the “Bondowner Representative”). Reference is hereby made to the Indenture and all indentures supplemental thereto for a description of the rights thereunder of the owners of the Bonds, of the nature and extent of the security, of the rights, duties and immunities of the Bondowner Representative and of the rights and obligations of the Issuer thereunder, to all of the provisions of which Indenture the holder of this Bond, by acceptance hereof, assents and agrees. The proceeds of the Bonds will be used to make a loan to the Borrower pursuant to a Loan Agreement, dated as of October 1, 2017 (the “Loan Agreement”) among the Bondowner Representative, the Issuer and the Borrower, as supplemented by the Supplemental Agreement (as defined in the Indenture), to finance the acquisition and rehabilitation of 113 units of residential rental housing with some of the units located in the unincorporated area of the County of Contra Costa and some of the units located in the City of Concord, California. THE BONDS AND THE INTEREST THEREON ARE LIMITED OBLIGATIONS OF THE ISSUER PAYABLE EXCLUSIVELY FROM REVENUES AND RECEIPTS UNDER THE INDENTURE. THE BONDS DO NOT CONSTITUTE A DEBT OF THE ISSUER OR OF THE STATE OF CALIFORNIA OR OF ANY POLITICAL SUBDIVISION THEREOF WITHIN THE MEANING OF ANY STATE CONSTITUTIONAL PROVISION OR STATUTORY LIMITATION AND SHALL NEVER CONSTITUTE NOR GIVE RISE TO A PECUNIARY LIABILITY OF THE ISSUER (OTHER THAN WITH RESPECT TO THE AMOUNTS SPECIFICALLY PLEDGED THEREFOR UNDER THE INDENTURE), OR OF THE STATE OF CALIFORNIA OR ANY POLITICAL SUBDIVISION THEREOF. THE BONDS SHALL NOT CONSTITUTE A GENERAL OBLIGATION OF OR A CHARGE AGAINST THE GENERAL CREDIT OF THE ISSUER, BUT SHALL BE A SPECIAL, LIMITED OBLIGATION OF THE ISSUER PAYABLE SOLELY FROM THE SOURCES DESCRIBED IN THE INDENTURE. NO RECOURSE SHALL BE HAD FOR THE PAYMENT OF THE PRINCIPAL OF OR PREMIUM OR INTEREST ON THIS BOND AGAINST ANY PAST, PRESENT OR FUTURE OFFICER, SUPERVISOR, EMPLOYEE OR AGENT OF THE ISSUER, OR OF ANY SUCCESSOR TO THE ISSUER, AS SUCH, EITHER DIRECTLY OR THROUGH THE ISSUER OR ANY SUCCESSOR TO THE ISSUER, UNDER ANY RULE OF LAW OR EQUITY, STATUTE OR CONSTITUTION OR BY THE ENFORCEMENT OF ANY ASSESSMENT OR PENALTY OR OTHERWISE, AND ALL SUCH LIABILITY OF ANY SUCH OFFICERS, SUPERVISORS, EMPLOYEES OR AGENTS, AS SUCH, IS HEREBY EXPRESSLY WAIVED AND RELEASED AS A CONDITION OF, AND CONSIDERATION FOR, THE EXECUTION AND ISSUANCE OF THIS BOND. The Bonds are limited obligations of the Issuer and, as and to the extent set forth in the Indenture, are payable solely from, and secured by a pledge of and lien on, the Revenues (as October 17, 2017 Contra Costa County Board of Supervisors 893 A-3 that term is defined in the Indenture), consisting primarily of amounts paid by the Borrower pursuant to the Loan Agreement. The Bonds are subject to redemption prior to maturity, at a price and upon such terms as are provided in the Indenture. No notice of redemption of Bonds need be given to the registered owners of the Bonds, and the owner of this Bond, by acceptance hereof, expressly waives any requirement for any notice of redemption. If an Event of Default, as defined in the Indenture, shall occur, the principal of all Bonds may be declared due and payable upon the conditions, in the manner and with the effect provided in the Indenture. This Bond is transferable by the registered owner hereof, in person, or by its attorney duly authorized in writing, at the Principal Office of the Bondowner Representative, but only in the manner, subject to the limitations (including those contained in Section 2.05(b) and (c) of the Indenture) and upon payment of the charges provided in the Indenture, and upon surrender and cancellation of this Bond. Upon such transfer a new fully registered Bond will be issued to the transferee in exchange herefor. The Issuer and the Bondowner Representative may treat the registered owner hereof as the absolute owner hereof for all purposes, and the Issuer and the Bondowner Representative shall not be affected by any notice to the contrary. By its acceptance of this Bond, the registered owner hereof agrees not to sell any participating interests in this Bond, except as permitted by the Indenture. The Indenture contains provisions permitting the Issuer and the Bondowner Representative to execute supplemental indentures adding provisions to, or changing or eliminating any of the provisions of, the Indenture, subject to the limitations set forth in the Indenture. In the event of any inconsistency between the provisions of this Bond and the provisions of the Indenture, the provisions of the Indenture shall be controlling. The Issuer hereby certifies that all of the conditions, things and acts required to exist, to have happened and to have been performed precedent to and in connection with the issuance of this Bond do exist, have happened and have been performed in due time, form and manner as required by the Constitution and statutes of the State of California (including the Act) and that the amount of this Bond, together with all other indebtedness of the Issuer, does not exceed any limit prescribed by the Constitution or statutes of the State of California. This Bond shall not be entitled to any benefit under the Indenture, or become valid or obligatory for any purpose, until the certificate of authentication hereon endorsed shall have been manually signed by the Bondowner Representative. October 17, 2017 Contra Costa County Board of Supervisors 894 A-4 IN WITNESS WHEREOF, the COUNTY OF CONTRA COSTA, CALIFORNIA has caused this Bond to be executed in its name by the manual or facsimile signature of a member of the Board of Supervisors of the Issuer, all as of the Dated Date set forth above. COUNTY OF CONTRA COSTA, CALIFORNIA By: Chair of the Board of Supervisors FORM OF CERTIFICATE OF AUTHENTICATION This is one of the Bonds described in the within-mentioned Indenture and has been authenticated and registered on this date: Dated: BANK OF AMERICA, N.A., as Bondowner Representative By: Authorized Officer [Signature page to Bond for Carena Scattered Site Renovation] October 17, 2017 Contra Costa County Board of Supervisors 895 A-5 FORM OF ASSIGNMENT For value received, the undersigned do(es) hereby sell, assign and transfer unto (Name, Address and Tax Identification or Social Security Number of Assignee) the within Bond and do(es) hereby irrevocably constitute and appoint , attorney, to transfer the same on the registration books of the Bondowner Representative, with full power of substitution in the premises. Dated: Signature Guaranteed: NOTICE: Signature(s) must be guaranteed by a eligible guarantor. NOTICE: The signature on this assignment must correspond with the name(s) as written on the face of the within Bond in every particular without alteration or enlargement or any change whatsoever. October 17, 2017 Contra Costa County Board of Supervisors 896 B-1 EXHIBIT B FORM OF INVESTOR'S LETTER County of Contra Costa Martinez, California Bank of America, N.A. Los Angeles, California Re: County of Contra Costa Multifamily Housing Revenue Bonds (Carena Scattered Site Renovation), Series 2017A Ladies and Gentlemen: The undersigned (the “Purchaser”), being the purchaser of $__________ principal amount of the above-referenced bonds (the “Bonds”) issued pursuant to the Indenture of Trust, dated as of October 1, 2017 (the “Indenture”), between the County of Contra Costa, California (the “Issuer”) and Bank of America, N.A., as the Bondowner Representative (the “Bondowner Representative”), does hereby certify, represent and warrant for the benefit of the Issuer and the Bondowner Representative that: (a) The Purchaser acknowledges that the Bonds were issued for the purpose of making a mortgage loan to assist in the financing of the acquisition and rehabilitation of 113 units of multifamily rental housing located in Contra Costa County, California (the “Project”), as more particularly described in that certain Loan Agreement, dated as of October 1, 2017 (the “Loan Agreement”) by and among the Bondowner Representative, the Issuer and Carena Associates, L.P., a California limited partnership (the “Borrower”). (b) The Purchaser is “CCRC,” an “Approved Institutional Buyer,” an affiliate of the Bondowner Representative or other permitted transferee under Section 2.05(b) of the Indenture. (c) The Purchaser has sufficient knowledge and experience in financial and business matters, including the purchase and ownership of tax-exempt obligations, and is capable of evaluating the merits and risks of its investment in the Bonds. The Purchaser is able to bear the economic risk of, and an entire loss of, an investment in the Bonds. (d) The Purchaser is acquiring the Bonds solely for its own account for investment purposes, and does not presently intend to make a public distribution of, or to resell or transfer, all or any part of the Bonds, except as may be permitted by the Indenture. The Purchaser understands that it may need to bear the risks of this investment for an indefinite time, since any sale prior to maturity may not be possible. (e) The Purchaser understands that the Bonds have not been registered under the United States Securities Act of 1933, as amended, or under any state securities laws. The Purchaser agrees that it will comply with any applicable state and federal securities laws then in effect with respect to any disposition of the Bonds by it, and October 17, 2017 Contra Costa County Board of Supervisors 897 B-2 further acknowledges that any current exemption from registration of the Bonds does not affect or diminish such requirements. (f) The Purchaser is familiar with the conditions, financial and otherwise, of the Borrower and understands that the Borrower has no significant assets other than the Development for payment of the Bonds. Further, the Purchaser understands that the Bonds involve a high degree of risk. Specifically, and without in any manner limiting the foregoing, the Purchaser understands and acknowledges that, among other risks, the Bonds are payable solely from the Revenues and that, following the Conversion Date the obligations of the Borrower under the Loan Agreement are not recourse obligations against the general assets of the Borrower, but are secured only by the assets of the Borrower referred to in the Loan Agreement. The Purchaser has been provided an opportunity to ask questions of, and the Purchaser has received answers from, representatives of the Borrower and the Bondowner Representative regarding the terms and conditions of the Bonds. The Purchaser has obtained all information requested by it in connection with the issuance of the Bonds as it regards necessary to evaluate all merits and risks of its investment in the Bonds. The Purchaser has reviewed the documents executed in conjunction with the issuance of the Bonds, including, without limitation, the Indenture, the Loan Documents and the Regulatory Agreements. (g) The Purchaser is not now and has never been controlled by, or under common control with, the Borrower. The Borrower has never been and is not now controlled by the Purchaser. The Purchaser has entered into no arrangements with the Borrower or with any affiliate in connection with the Bonds, other than as disclosed in writing to the Issuer. (h) The Purchaser has authority to purchase the Bonds and to execute this letter and any other instruments and documents required to be executed by the Purchaser in connection with the purchase of the Bonds. The individual who is signing this letter on behalf of the Purchaser is a duly appointed, qualified, and acting officer of the Purchaser and is authorized to cause the Purchaser to make the certificates, representations and warranties contained herein by execution of this letter on behalf of the Purchaser. (i) In entering into this transaction, the Purchaser has not relied upon any representations or opinions of the Issuer or the Bondowner Representative relating to the legal consequences or other aspects of its investment in the Bonds, nor has it looked to, nor expected, the Issuer to undertake or require any credit investigation or due diligence reviews relating to the Borrower, its financial condition or business operations, the Development, including the financing or management thereof, or any other matter pertaining to the merits or risks of the transactions contemplated by the Loan Agreement and the Indenture, or the adequacy of the funds pledged to the Bondowner Representative to secure repayment of the Bonds. (j) The Purchaser understands that the Bonds are not secured by any pledge of any moneys received or to be received from taxation by the Issuer, the State of California or any political subdivision or taxing district thereof; that the Bonds will never represent or constitute a general obligation or a pledge of the faith and credit of the Issuer, the State of California or any political subdivision thereof; that no right will exist to have taxes levied by the State of California or any political subdivision thereof for the payment of principal and interest on the Bonds; and that the liability of the Issuer with respect to the Bonds is subject to further limitations as set forth in the Bonds and the Indenture. October 17, 2017 Contra Costa County Board of Supervisors 898 B-3 (k) The Purchaser has been informed that the Bonds (i) have not been and will not be registered or otherwise qualified for sale under the “Blue Sky” laws and regulations of any jurisdiction, (ii) will not be listed on any stock or other securities exchange, and (iii) will carry no rating from any rating service. (l) The Purchaser acknowledges that it has the right to sell and transfer the Bonds, including interests in the Bonds, subject to compliance with the transfer restrictions set forth in Section 2.05 of the Indenture, including in certain circumstances the requirement for the delivery to the Issuer and the Bondowner Representative of an investor’s letter in the same form as this Investor’s Letter, including this paragraph. Failure to comply with the provisions of Section 2.05 of the Indenture shall cause the purported transfer to be null and void. The Purchaser agrees to indemnify and hold harmless the Issuer with respect to any claim asserted against the Issuer that arises with respect to any sale, transfer or other disposition of the Bonds by the Purchaser or any transferee thereof in violation of the provisions of the Indenture. (m) The Purchaser agrees to indemnify and hold harmless the Bondowner Representative and the Issuer, each Supervisor, officer, director or employee of the Bondowner Representative or the Issuer, and each person who controls the Bondowner Representative or the Issuer within the meaning of Section 15 of the Securities Act of 1933, as amended, or Section 20 of the Securities Exchange Act of 1934, as amended (collectively called the “Indemnified Parties”), against any and all losses, claims, damages, liabilities or expenses (including any legal or other expenses incurred by it in connection with investigating any claims against it and defending any actions) whatsoever arising out of (i) any sale, transfer or other disposition of the Bonds, or any interest therein, by the Purchaser in violation of the provisions hereof, or (ii) any untrue statement or misleading statement or alleged untrue statement or alleged misleading statement of a material fact related to the Bonds or any omission or alleged omission of any material fact related to the Bonds made or furnished or omitted by the Purchaser, as the case may be; provided, however, that the Purchaser shall not be liable to an Indemnified Party in any such case to the extent that any such loss, claim, damage, liability or action arises out of, or is based upon, any untrue statement or alleged untrue statement or omission or alleged omission made in any written information furnished by such Indemnified Party. No Indemnified Parties other than the Issuer and its Supervisors, officers and employees shall be indemnified hereunder for any losses, claims, damages or liabilities resulting from the negligence of such Indemnified Parties. No Indemnified Party shall be indemnified hereunder for any losses, claims, damages or liabilities resulting from the willful misconduct of such parties. (n) The Purchaser acknowledges that the Bonds are exempt from the requirements of Rule 15c2-12 of the Securities and Exchange Commission and that the Issuer has not undertaken to provide any continuing disclosure with respect to the Bonds. (o) The Purchaser acknowledges that interest on a Bond is not excludable from gross income of the owner thereof for federal income tax purposes for any period during which such Bond is owned by a person who is a substantial user of the facilities financed by the Bonds or any person considered to be related to such substantial user (within the meaning of Section 147(a) of the Internal Revenue Code of 1986, as amended). October 17, 2017 Contra Costa County Board of Supervisors 899 B-4 The Purchaser acknowledges that the sale of the Bonds to the Purchaser is made in reliance upon the certifications, representations and warranties herein by the addressees hereto. Capitalized terms used herein and not otherwise defined have the meanings given such terms in the Indenture. [PURCHASER] By: Name: Title: October 17, 2017 Contra Costa County Board of Supervisors 900 Quint & Thimmig LLP 7/6/17 8/17/17 9/22/17 03007.40:J14738 LOAN AGREEMENT by and among the COUNTY OF CONTRA COSTA, CALIFORNIA, BANK OF AMERICA, N.A., as Bondowner Representative and CARENA ASSOCIATES, L.P., a California limited partnership dated as of October 1, 2017 relating to: $__________ County of Contra Costa Multifamily Housing Revenue Bonds (Carena Scattered Site Renovation), Series 2017A The interest of the County of Contra Costa, California (the “Issuer”) in this Loan Agreement has been assigned (except for the “Reserved Rights” as defined in this Loan Agreement) pursuant to the Indenture of Trust, dated as of the date hereof, from the Issuer to Bank of America, N.A., as bondowner representative (the “Bondowner Representative”), and is subject to the security interest of the Bondowner Representative thereunder. October 17, 2017 Contra Costa County Board of Supervisors 901 -i- TABLE OF CONTENTS ARTICLE I DEFINITIONS Section 1.1 Definitions ..........................................................................................................................................................2 Section 1.2 Construction ....................................................................................................................................................10 ARTICLE II REPRESENTATIONS AND COVENANTS Section 2.1 Representations by the Issuer .......................................................................................................................10 Section 2.2 Representations by the Borrower .................................................................................................................11 Section 2.3 Covenants by the Borrower ...........................................................................................................................17 ARTICLE III LOAN AND PROVISIONS FOR REPAYMENT Section 3.1 Issuance of Bonds and Delivery of Note and other Loan Documents ....................................................19 Section 3.2 Loan Repayments and Other Amounts .......................................................................................................20 Section 3.3 Payments Pledged and Assigned .................................................................................................................21 Section 3.4 Obligations of Borrower Hereunder Unconditional ..................................................................................21 ARTICLE IV ADVANCES Section 4.1 Requisition .......................................................................................................................................................22 ARTICLE V SPECIAL COVENANTS OF THE BORROWER Section 5.1 Commencement and Completion of Project ...............................................................................................22 Section 5.2 Records and Accounts ....................................................................................................................................22 Section 5.3 Financial Statements and Information .........................................................................................................22 Section 5.4 Insurance ..........................................................................................................................................................22 Section 5.5 Liens and Other Charges ...............................................................................................................................23 Section 5.6 Inspection of Project and Books, Appraisals ...............................................................................................23 Section 5.7 Compliance with Laws, Contracts, Licenses, and Permits .......................................................................24 Section 5.8 Use of Proceeds ...............................................................................................................................................24 Section 5.9 Borrower to Pay Excess Project Costs ..........................................................................................................24 Section 5.10 Laborers, Subcontractors and Materialmen ................................................................................................25 Section 5.11 Further Assurance of Title .............................................................................................................................25 Section 5.12 Publicity ............................................................................................................................................................25 Section 5.13 Further Assurances .........................................................................................................................................25 Section 5.14 Notices ..............................................................................................................................................................26 Section 5.15 Solvency; Adequate Capital ..........................................................................................................................26 Section 5.16 Management Contract ....................................................................................................................................26 Section 5.17 Negative Covenants of the Borrower ...........................................................................................................27 Section 5.18 Arbitrage and Tax Matters .............................................................................................................................28 Section 5.19 Indemnification ...............................................................................................................................................29 Section 5.20 Agreements Between Borrower and its Affiliates ......................................................................................30 Section 5.21 Sale of Bonds and Securitization ...................................................................................................................30 Section 5.22 Funds ................................................................................................................................................................32 Section 5.23 Covenants Regarding Tax Credits ................................................................................................................35 Section 5.24 Leasing ..............................................................................................................................................................36 Section 5.25 Compliance with Anti-Terrorism Regulations ...........................................................................................38 Section 5.26 Supplemental Agreement ..............................................................................................................................38 ARTICLE VI OPTION AND OBLIGATIONS OF BORROWER TO PREPAY Section 6.1 Optional Prepayment .....................................................................................................................................39 Section 6.2 Mandatory Prepayment .................................................................................................................................39 Section 6.3 Amounts Required for Prepayment .............................................................................................................39 Section 6.4 Cancellation at Expiration of Term ..............................................................................................................39 October 17, 2017 Contra Costa County Board of Supervisors 902 -ii- ARTICLE VII EVENTS OF DEFAULT AND REMEDIES Section 7.1 Events of Default .............................................................................................................................................40 Section 7.2 Remedies on Default .......................................................................................................................................42 Section 7.3 No Remedy Exclusive ....................................................................................................................................43 Section 7.4 Agreement to Pay Fees and Expenses of Counsel ......................................................................................43 Section 7.5 No Additional Waiver Implied by One Waiver; Consents to Waivers ...................................................43 Section 7.6 Remedies Subject to Applicable Law ...........................................................................................................43 Section 7.7 Cure by Investor Limited Partner .................................................................................................................44 Section 7.8 Issuer Exercise of Remedies ...........................................................................................................................44 ARTICLE VIII MISCELLANEOUS Section 8.1 General Provisions ..........................................................................................................................................44 Section 8.2 Authorized Borrower Representative ..........................................................................................................45 Section 8.3 Binding Effect ..................................................................................................................................................45 Section 8.4 Execution in Counterparts .............................................................................................................................45 Section 8.5 Amendments, Changes and Modifications .................................................................................................45 Section 8.6 Severability ......................................................................................................................................................46 Section 8.7 Notices ..............................................................................................................................................................46 Section 8.8 Applicable Law ...............................................................................................................................................46 Section 8.9 Debtor Creditor Relationship ........................................................................................................................46 Section 8.10 Usury; Total Interest .......................................................................................................................................46 Section 8.11 Term of this Loan Agreement .......................................................................................................................46 Section 8.12 [intentionally omitted] ...................................................................................................................................46 Section 8.13 PATRIOT Act Notice ......................................................................................................................................47 EXHIBIT A LEGAL DESCRIPTION OF REAL ESTATE EXHIBIT B [intentionally omitted] EXHIBIT C PROJECT APPROVALS TO BE OBTAINED EXHIBIT D FORM OF APPROVED RESIDENTIAL LEASE EXHIBIT E SCHEDULE OF INSURANCE REQUIREMENTS EXHIBIT F FORM OF LEASING REPORT CERTIFICATE EXHIBIT G FORM OF CONVERSION DATE CERTIFICATE October 17, 2017 Contra Costa County Board of Supervisors 903 -1- LOAN AGREEMENT THIS LOAN AGREEMENT dated as of October 1, 2017 (together with all supplements, modifications and amendments hereto, this “Loan Agreement”), is by and among the County of Contra Costa, California, a political subdivision and body corporate and politic, duly organized and existing under the laws of the State of California (together with its successors and assigns, the “Issuer”), Bank of America, N.A., a national banking association organized and existing under the laws of the United States of America, as bondowner representative under the herein defined Indenture (together with any successor bondowner representative hereunder and their respective successors and assigns, the “Bondowner Representative”), and Carena Associates, L.P., a California limited partnership (together with its successors and assigns, the “Borrower”). RECITALS: WHEREAS, the Issuer is authorized under the laws of the State of California (the “State”) to finance multifamily rental housing by issuing its revenue bonds; and WHEREAS, the Issuer has determined to issue its County of Contra Costa Multifamily Housing Revenue Bonds (Carena Scattered Site Renovation), Series 2017A in the aggregate principal amount of $__________ (the “Bonds”) pursuant to the Indenture of Trust, dated as of October 1, 2017 (the “Indenture”), executed by the Issuer and Bondowner Representative, for the purpose of providing funding necessary for the acquisition, rehabilitation and equipping by the Borrower of 113 units of multifamily rental housing, with some of the units located in the unincorporated area of the County and some of the units located in the City of Concord, California (collectively, the “Project”); and WHEREAS, pursuant to this Loan Agreement, the Issuer has agreed to issue the Bonds and to use proceeds of the Bonds to fund a loan to the Borrower (the “Loan”), and the Borrower has agreed to (i) apply the proceeds of the Loan to pay a portion of the costs of acquisition, rehabilitation and equipping of the Project, (ii) make payments sufficient to pay the principal of, premium, if any, and interest on the Bonds when due (whether at maturity, by redemption, acceleration or otherwise), and (iii) observe the other covenants and agreements and make the other payments set forth herein; and WHEREAS, the Borrower has delivered to the Bondowner Representative, on behalf of the Issuer, its promissory note dated the date of issuance of the Bonds in an original principal amount equal to the maximum principal amount of the Bonds, in the form executed by the Borrower (as the same may be amended, modified or supplemented from time to time, the “Note”) evidencing its obligation to repay the Loan; and WHEREAS, to secure its obligations under this Loan Agreement and the Note, the Borrower has executed (i) a Construction and Permanent Deed of Trust, with Assignment of Rents, Security Agreement and Fixture Filing (as amended, modified or supplemented from time to time, the “Mortgage”), (ii) an Assignment of Contracts, Plans and Specifications (as the same may be amended, modified or supplemented from time to time, the “Assignment of Project Documents”) and (iii) a Security Agreement (Assignment of Partnership Interest and Capital Obligations) (as amended, modified or supplemented from time to time, the “Partnership Assignment”) each dated as of even date with this Loan Agreement, for the benefit of the Issuer as secured party. October 17, 2017 Contra Costa County Board of Supervisors 904 -2- AGREEMENT: NOW, THEREFORE, in consideration of the premises and the mutual covenants and agreements herein contained, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, and intending to be legally bound, the parties hereto agree as follows: ARTICLE I DEFINITIONS Section 1.1 Definitions. The following capitalized terms shall have the meanings specified in this Article unless the context requires otherwise. All other capitalized terms used herein which are defined in the Indenture and not defined herein shall have the respective meanings ascribed thereto in the Indenture unless otherwise expressly provided or unless the context otherwise requires. The singular shall include the plural and the masculine shall include the feminine and neuter shall include the masculine or feminine. “Accountant” means Lindquist von Husen & Joyce LLP, or such other independent certified public accountant or firm of independent certified public accountants, selected by the Borrower and approved by the Bondowner Representative, such approval not to be unreasonably withheld or delayed. “Additional Interest” means an amount equal to the excess of (i) the amount of interest an Owner (other than an Owner who is a “substantial user” of the Project or a “related person” to a “substantial user,” as defined in Section 147(a) of the Code) would have received during the period of time commencing on the date that the interest on the Bonds, becomes subject to federal income taxation to the earlier of the date payment of the Bonds or the date of Determination of Taxability (excluding from such period any time in which the tax on such interest in uncollectible) at a per annum rate equal to the Taxable Rate, over (ii) the aggregate amount of interest received by an Owner for said period. “Appraisal” means an appraisal of the market value of the Project performed by a qualified independent appraiser approved by the Bondowner Representative. “Approved Budget” means the Proposed Budget approved by the Bondowner Representative. “Architect” means Anne Phillips Architecture, and its successors. “Architect’s Contract” means the American Institute of Architects Document B101, dated May 13, 2016, between the Borrower and the Architect, providing for the design of the Improvements and the supervision of the rehabilitation and equipping thereof, including ongoing monthly inspection of the Improvements, certification of Requisitions and certification of Completion, among other things. “Bank” means Bank of America, N.A., and its successors and assigns. “Borrower’s Funds Account” shall have the meaning set forth in Section 5.9. “Capital Expenditures” means capital expenditures determined in accordance with generally accepted accounting principles relating to the repair, renovation or replacement of the Project. October 17, 2017 Contra Costa County Board of Supervisors 905 -3- “Change Order” means a change made to the Plans and Specifications, as evidenced by a written change order request in accordance with the terms of the Construction Contract. “Completion” has the meaning given to such term in the Construction Disbursement Agreement. “Completion Agreement” means the Completion Agreement, dated as of October 1, 2017, by the Guarantor in favor of the Issuer. “Completion Deadline” has the meaning given to such term in the Construction Disbursement Agreement. “Construction Contract” means the contract, dated ___________, 20___ between the Borrower and the Contractor, providing for the rehabilitation and equipping of the Improvements and certification of Requisitions, among other things. “Construction Disbursement Agreement” means that certain Construction Disbursement Agreement dated as of even date herewith, by and between Borrower and the initial Majority Owner. “Consulting Engineer” has the meaning set forth for that term in the Construction Disbursement Agreement. “Contractor” means D&H Construction. “Control,” “Controlled” and “Controlling” means, with respect to any Person, either (i) ownership directly or indirectly of more than 50% of all beneficial equity interest in such Person, or (ii) the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of such Person, through the ownership of voting securities, by contract or otherwise. “Deed of Trust Assignment” means that certain Assignment of Deed of Trust and Related Documents dated as of even date herewith by the Issuer in favor of Bondowner Representative. “Default” or “Event of Default” means, when referring to (i) the Indenture, an event or condition specified or defined as such by Article VI of the Indenture and (ii) this Loan Agreement, an event or condition specified or defined as such by Section 7.1 hereof. “Determination of Taxability” means (i) a determination by the Commissioner or any District Director of the Internal Revenue Service, (ii) a private ruling or Technical Advice Memorandum issued by the National Office of the Internal Revenue Service, (iii) a determination by any court of competent jurisdiction, or (iv) receipt by the Bondowner Representative, of an opinion of Bond Counsel to the effect that the interest on the Bonds is includable in gross income for federal income tax purposes of the Owners thereof or any former Owner thereof, other than an Owner who is a “substantial user” (within the meaning of Section 147(a) of the Code) of the Project or a “related person” (as defined in Section 147(a) of the Code); provided that no such Determination of Taxability under clause (i), (ii) or (iii) shall be deemed to have occurred if (a) the Borrower and the Bondowner Representative have been afforded the opportunity to contest such determination, and (b) if the Borrower or the Bondowner Representative has elected to contest such determination in good faith and is proceeding with all applicable dispatch to prosecute such contest until the earliest of (A) a final determination October 17, 2017 Contra Costa County Board of Supervisors 906 -4- from which no appeal may be taken with respect to such determination, or (B) abandonment of such appeal by the Borrower or the Bondowner Representative. “Development Budget” means the budget for total estimated Project Costs and sources of payment attached to the Construction Disbursement Agreement, as the same may be amended, modified or supplemented from time to time in accordance with the terms hereof and the Construction Disbursement Agreement. “Direct Costs” means the costs of the Land, the Improvements, the Personal Property, and all labor, materials, fixtures, machinery and equipment required to [construct] [rehabilitate] and equip the Improvements in accordance with the Plans and Specifications. “Financing Statements” means Uniform Commercial Code Form 1 Financing Statement(s) from the Borrower and the General Partner in favor of the Bondowner Representative. “General Partner” means RCD GP LLC, a California limited liability company, together with any permitted successors and assigns as general partner of Borrower. “General Partner Documents” means the Partnership Assignment and the Environmental Indemnity, and any other documents executed directly by the General Partner in connection with the Loan. “Generally Accepted Accounting Principles” means the principles that are (i) consistent with the principles promulgated or adopted by the Financial Accounting Standards Board and its predecessors, as in effect from time to time, and (ii) consistently applied with past financial statements of the Borrower adopting the same principles; provided that a certified public accountant would, insofar as the use of such accounting principles is pertinent, be in a position to deliver an unqualified opinion (other than a qualification regarding changes in Generally Accepted Accounting Principles) as to financial statements in which such principles have been properly applied. “Governmental Authority” means the United States, the State in which the Land is located and any political subdivision, agency, department, commission, board, bureau, authority or instrumentality of either of them, including any local authorities, or any other entity exercising executive, legislative, judicial, regulatory or administrative junctions of government, which has jurisdiction over the Land or the [construction] [rehabilitation], equipping and operation of the Project thereon. “Guarantor” means Resources for Community Development, a California nonprofit public benefit corporation. “Guarantor Documents” means the Payment Guaranty and the Completion Agreement, and any other documents executed directly by the Guarantor in connection with the Loan. “Hazardous Substances” has the meaning set forth for that term in the Environmental Indemnity. “Improvements” means the 113 units of multifamily rental housing with related site improvements and amenities located on the Land and rehabilitated, equipped and furnished in accordance with the Plans and Specifications. October 17, 2017 Contra Costa County Board of Supervisors 907 -5- “Indebtedness” means all obligations, contingent and otherwise, that in accordance with Generally Accepted Accounting Principles should be classified upon the Obligor’s balance sheet as liabilities, or to which reference should be made by footnotes thereto, including in any event and whether or not so classified: (a) all debt and similar monetary obligations, whether direct or indirect; (b) all liabilities secured by any deed to secure debt, mortgage, deed of trust, pledge, security interest, lien, charge or other encumbrance existing on property owned or acquired subject thereto, whether or not the liability secured thereby shall have been assumed; (c) all liabilities under capitalized leases; and (d) all guaranties, endorsements and other contingent obligations whether direct or indirect in respect of indebtedness of others, including the obligations to reimburse the issuer of any letter of credit for amounts drawn on such letter of credit. “Indirect Costs” means all title insurance premiums, survey charges, engineering fees, architectural fees, real estate taxes, appraisal costs, premiums for insurance, marketing, advertising and leasing costs, brokerage commissions, legal fees, accounting fees, overhead and administrative costs, and all other expenses as shown on the Development Budget which are expenditures relating to the Project and are not Direct Costs. “Initial Notification of Taxability” means the receipt by the Bondowner Representative or the Owner of a communication from the Internal Revenue Service or any court of competent jurisdiction to the effect that interest on the Bonds is not excluded, or will not in the future be excluded, from the gross income of the owners of the Bonds for federal income tax purposes. “Investor Limited Partner” means, collectively, Bank of America, N.A., a national banking association and Banc of America CDC Special Holding Company, Inc., a North Carolina corporation, together with their successors and assigns as limited partner in Borrower. “Issuer Documents” means, collectively, the Indenture, the Regulatory Agreements, the Deed of Trust Assignment, the Tax Agreement, and any other document (other than the Loan Documents) now or hereafter executed by Issuer in connection with the Bonds. “Issuer’s Fee” means an issuance fee in the amount of ______________________ Dollars ($__________) payable by the Borrower to the Issuer on the Closing Date. “Land” means the real property described in Exhibit A attached hereto. “Legal Requirements” means [see Section 2.2(l)]. “Lien” means any interest in the Project or any part thereof or any right therein, including without limitation any rents, issues, profits, proceeds and revenues therefrom, securing an obligation owed to, or a claim by, any Person, whether such interest is based on the common law, statute or contract, and including but not limited to the lien and security interest arising from a deed to secure debt, mortgage, deed of trust, encumbrance, pledge, conditional sale or trust receipt or a lease, consignment or bailment for security purposes. The term “Lien” shall also include any and all reservations, exceptions, encroachments, easements, rights of way, covenants, conditions, restrictions, leases and other title exceptions and encumbrances affecting the Project or any part thereof or any interest therein. “Loan Documents” shall, prior to the Conversion Date, mean the “Loan Documents” as such term is defined in the Construction Disbursement Agreement and, from and after the Conversion Date, shall mean the “Loan Documents” as such term is defined in the Supplemental Agreement. October 17, 2017 Contra Costa County Board of Supervisors 908 -6- “Loan Fee” means an amount equal to _________ percent (__.__ %) of the maximum principal amount of the Bonds, or ____________________________ Dollars ($__________) “Majority Owner” shall mean, initially, Bank of America, N.A., a national banking association, as the initial purchaser of the Bonds and any successor that is the owner of a majority in the principal amount of the Bonds then Outstanding or a person selected by the owners of a majority of the principal amount of the Bonds then Outstanding. “Management Agreement” means, collectively, the three Property Management Agreements, each dated as of February 24, 2017, each between the Borrower and the Manager, and any substitute agreement for any of such agreements relating to the management of any of the units in the Project. “Manager” means The John Stewart Company, or any successor manager of the Project approved by the Bondowner Representative and the Issuer (which approval of the Issuer shall not be unreasonably withheld and shall be deemed granted if not rejected within ten (10) days of receipt of written request therefor). “Managing Member” means Resources for Community Development, a California nonprofit public benefit corporation, as managing member of the General Partner, together with any permitted successors and assigns. “Mortgage” has the meaning given to the term Deed of Trust in the Indenture. “Net Operating Income” means, for any period, (A) the lesser of (i) actual Project Revenues for such period or (ii) Project Revenues as projected in the Appraisal dated ____________________ for such period, adjusted to reflect a five percent (5.0%) vacancy rate less (B) the greater of (i) Operating Expenses for such period or (ii) the allocable portion of Projected Operating Expenses. “Obligor(s)” means the Borrower, the General Partner and the Guarantor. “Ongoing Issuer Fee” means the Issuer’s annual fee in the amount as set forth in and in accordance with and pursuant to the provisions of Section 7(a) of the Regulatory Agreements. “Operating Expenses” means, for any period, the aggregate amount of expenses incurred by the Borrower in connection with the Project pursuant to arm’s length transactions for ordinary and necessary expenses sufficient to provide the amenities and services associated with a multi-family residential facility as follows: labor costs; general maintenance; legal and accounting fees relating solely to the operation of the Project (and not partnership administration, other than audit and other expenses incurred by the Borrower relating solely to the operation of the Project); general and administrative costs of the Borrower directly attributable to the Project (and not partnership administration) and advertising and marketing costs; supplies for the Project; non-capital repairs and replacements; leasing and brokerage commissions; management fees payable pursuant to the management agreement up to an amount equal to 3.0% of Project Revenues; costs of licenses, permits and similar fees relating to property operations; premiums for insurance required pursuant to the Loan Agreement; charges for electricity and other utilities; real estate taxes, water and sewer rents and assessments; payments made into the Replacement Reserve Fund [, the Operating Reserve Fund] and the Tax and Insurance Fund; and all other expenses incurred in connection with the ordinary course of property operations and maintenance. The foregoing expenses and fees paid to Affiliates of the Borrower, with the Bondowner Representative’s consent, shall be included as Operating Expenses in an amount equal to the actual fees and expenses paid or payable to such October 17, 2017 Contra Costa County Board of Supervisors 909 -7- Affiliate, but in no event greater than amount that customarily would be paid to an unaffiliated third party on an arm’s-length basis for such services. Without limiting the generality of those items which shall be excluded from the definition of Operating Expenses, the following shall be specifically excluded from such calculation: depreciation, amortization and other non-cash items; all partnership administrative expenses (including, without limitation, legal, accounting, and other professional expenses); prepaid expenses which are not customarily prepaid in the ordinary course of business; any termination or similar fee in connection with financing for the Project; expenditures funded by disbursements from the Replacement Reserve Fund and the Tax and Insurance Fund; scheduled debt service and scheduled principal payments on Indebtedness related to the Project; penalties, late fees and similar charges arising from or on account of the Borrower’s failure to pay any monetary obligations; any costs, expenses or fees, including interest, payable by the Borrower on advances made by the Bondowner Representative, the Issuer or the Bondowner Representative after an Event of Default, and franchise and income taxes of the Borrower. “Organizational Documents” means for any corporation, partnership, trust, limited liability company, limited liability partnership, unincorporated association, business or other legal entity, the documents pursuant to which such entity has been established or organized, as such documents may be amended from time to time in accordance with the terms of this Loan Agreement. “Owner(s)” means the registered owner or owners of the Bonds. “Partnership Agreement” means the Amended and Restated Agreement of Limited Partnership of the Borrower dated as of October 1, 2017, among the General Partner, the Investor Limited Partner, and 112 Alves Lane, Inc., as withdrawing limited partner, as the same may be amended, modified or supplemented from time to time, subject to the terms hereof. “Partnership Documents” means, collectively, the Partnership Agreement, and any other documents that govern the formation, organization, management and funding of Borrower’s partnership. “Payment Guaranty” means the Payment Guaranty, dated as of October 1, 2017, by the Guarantor in favor of the Issuer. “Permanent Lender” shall mean California Community Reinvestment Corporation, a California nonprofit public benefit corporation. “Permitted Encumbrances” has the meaning set forth for that term in the Mortgage. “Personal Property” means all materials, furnishings, fixtures, furniture, machinery, equipment and all items of tangible or intangible personal property now or hereafter owned or acquired by the Borrower in which the Issuer has been or will be granted an interest to secure the obligations of the Borrower under the Loan Documents. “Plans and Specifications” means the plans and specifications for the Project prepared by the Architect and more particularly described in the Construction Disbursement Agreement, as the same may be amended, modified or supplemented in accordance with the terms hereof and the Construction Disbursement Agreement. “Project” has the meaning given to the term “Development” in the Indenture. October 17, 2017 Contra Costa County Board of Supervisors 910 -8- “Project Approvals” means all approvals, consents, waivers, orders, agreements, authorization, permits and licenses required under applicable Legal Requirements or under the terms of any restriction, covenant or easement affecting the Project, or otherwise necessary or desirable for the ownership, acquisition, rehabilitation and equipping, use and operation of the Project and the Improvements, whether obtained from a Governmental Authority or any other Person. “Project Costs” means the sum of all Direct Costs and Indirect Costs that will be incurred by the Borrower in connection with the acquisition of the Land and the Improvements, the rehabilitation and equipping of the Improvements, the marketing and leasing of leasable space in the Improvements, and the operation and carrying of the Project through Stabilization. “Project Revenues” means, for any period, the revenues actually collected during such period (a) generated from all tenants and others occupying or having a right to occupy or use the Project or any portion thereof (other than revenue from Section 8 vouchers to the extent such revenue causes the rent on any unit to exceed the lower of (A) maximum allowable tax credit rent designated for that unit or (B) the average rent being achieved for similar non- Section 8 subsidized units within the Project for such period), adjusted to reflect rental concessions over the term of any applicable lease, and (b) from the use and occupancy of any amenities and services of the Project, including vending machine income, net cable TV revenues, laundry service and parking income, but exclusive of (i) capital contributions, (ii) net proceeds from the sale or refinancing of the Project, (iii) net proceeds of insurance (other than proceeds of loss of rent insurance to the extent paid for apartment units occupied at the time of the loss), and net condemnation awards, (iv) security deposits and prepaid rents to the extent not permitted to be released to the Borrower pursuant to the terms of leases, and (v) interest earnings. “Projected Operating Expenses” means $834,504.00 per annum (increased on an annual basis beginning _______________ 1, 20___, by 3.5%), [plus actual costs of utilities, insurance and Impositions (provided Impositions constituting real property taxes are based on the full assessed value of the Project following completion of rehabilitation and equipping of the Improvements as contemplated by this Loan Agreement and provided further that if the actual amount of real property taxes reflects a full or partial abatement or exemption, such abatement or exemption shall have been approved by Bondowner Representative), plus all required deposits into the Replacement Reserve Fund [and Operating Reserve Fund]. “Property” has the meaning set forth for that term in the Mortgage. “Proposed Budget” means the proposed capital and operating budget for the Project, submitted to the Bondowner Representative for approval. “Rebate Analyst” means any Person, chosen by the Borrower and at the expense of the Borrower, qualified and experienced in the calculation of rebate payments under Section 148 of the Code and compliance with the arbitrage rebate regulations promulgated under the Code, which is engaged for the purpose of determining the amount of required deposits to the Rebate Fund, if any, pursuant to the Tax Agreement. “Related Person” means a “related person” as defined in Section 147(a) of the Code. “Replacement Reserve Amount” means during the first twelve months following completion of the rehabilitation and equipping of the Project, an amount equal to $__________ times the number of apartment units at the Project, which amount shall be increased (i) as of the first day of the first full month of each succeeding twelve month period by the amount by October 17, 2017 Contra Costa County Board of Supervisors 911 -9- which the cost of living (as reflected in the Consumer Price Index for the metropolitan area in which the Project is located, or any successor or substitute index) as of the last calendar month of the immediately preceding twelve month period exceeded such cost of living as of the last calendar month of the prior twelve month period and (ii) not more frequently than once every five years upon the written direction of the Bondowner Representative by an amount reasonably determined by the Bondowner Representative, based on a physical needs assessment in respect of the Project, as necessary to meet the upcoming capital needs of the Project. “Required Equity Funds” means contributions by Investor Limited Partner to the capital of the Borrower, for application to Project Costs in accordance with the Approved Budget, to be contributed and so applied in installments at times and in amounts approved by the Bondowner Representative, in the aggregate amount of ______________________ Dollars ($_____________). “Reserved Rights” means, the rights of the Issuer hereunder pursuant to Sections 2.3(a), 2.3(b), 2.3(c), 2.3(d), 2.3(e), 2.3(l), 3.2(b), 3.2(d), 3.2(e), 5.3, 5.6, 5.13, 5.14, 5.19, 5.21(b), 6.3(a)(ii), 7.4 and 7.8 hereof, which are retained and not assigned to the Bondowner Representative pursuant to the Indenture. “Single Purpose Entity” means an entity that (i) is formed solely for the purpose of owning and operating a single asset; (ii) does not engage in any business unrelated to such asset; (iii) keeps its own books and records and its own accounts, separate and apart from the books, records and accounts of any other Person; and (iv) holds itself out as being a legal entity, separate and apart from any other Person. “Subordinate Loans” has the meaning given to such term in the Construction Disbursement Agreement. “Subordinate Loan Documents” means all documents evidencing, securing, guaranteeing and otherwise relating to the Subordinate Loans. “Supplemental Agreement” means the Supplemental Agreement dated as of even date herewith, by and between Borrower and Permanent Lender. “Survey” means an instrument survey of the Land and the Improvements prepared in accordance with the Bondowner Representative’s survey requirements, such survey to be reasonably satisfactory to the Bondowner Representative in form and substance. “Tax Agreement” means the Tax Certificate, as defined in the Indenture. “Tax Credits” means the federal low income housing credits available with respect to the Project. “Taxable Rate” means a rate of interest equal to the lesser of twelve percent (12.0%) per annum or a rate per annum that is two percent (2%) in excess of the Prime Rate, with changes in the Taxable Rate effective concurrently with each announced change in the Prime Rate. “Title Insurance Company” means North American Title Company. “Title Policy” means an ALTA standard form title insurance policy issued by the Title Insurance Company for the benefit of the Bondowner Representative and, its successors and assigns, as their interests may appear (with such reinsurance or co-insurance as the Bondowner October 17, 2017 Contra Costa County Board of Supervisors 912 -10- Representative may require, any such reinsurance to be with direct access endorsements) insuring the priority of the Mortgage and that the Borrower holds marketable fee simple title to the Project, subject only to Permitted Encumbrances and such exceptions as the Bondowner Representative may approve, and containing such endorsements and affirmative insurance as the Bondowner Representative in its discretion may require. Section 1.2 Construction. In this Loan Agreement, unless the context otherwise requires: (a) Articles and Sections referred to by number shall mean the corresponding Articles and Sections of this Loan Agreement. (b) The terms “hereby”, “hereof”, “hereto”, “herein”, “hereunder” and any similar terms refer to this Indenture, and the term “hereafter” shall mean after, and the term “heretofore” shall mean before, the date of adoption of this Loan Agreement. (c) Words of the masculine gender shall mean and include correlative words of the female and neuter genders, and words importing the singular number shall mean and include the plural number and vice versa. (d) References in this Indenture to particular sections of the Code, the Act or any other legislation shall be deemed to refer also to any successor sections thereto or other redesignation for codification purposes. ARTICLE II REPRESENTATIONS AND COVENANTS Section 2.1 Representations by the Issuer. The Issuer makes the following representations as of the date of the execution and delivery of this Loan Agreement as the basis for the undertakings on its part herein contained: (a) The Issuer is a public body corporate, duly organized and validly existing under the laws of the State. (b) The Issuer has the power and lawful authority to adopt the Resolution, to execute and deliver the Issuer Documents, to issue the Bonds and receive the proceeds of the Bonds, to apply the proceeds of the Bonds to make the Loan, to assign the revenues derived and to be derived by the Issuer from the Loan to the Bondowner Representative and to perform and observe the obligations of the Issuer under the Issuer Documents and the Bonds. (c) The Issuer has duly authorized the execution and delivery by it of each of the Issuer Documents and the performance of the obligations of the Issuer thereunder, and the issuance sale and delivery of the Bonds. (d) The Issuer Documents and the Bonds have been duly executed and delivered by the Issuer and constitute the legal, valid and binding obligations of the Issuer, enforceable against the Issuer in accordance with their respective terms, except as enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or other laws relating to or affecting generally the enforcement of creditors’ rights, and except to the extent that availability of the remedy of specific performance or injunctive October 17, 2017 Contra Costa County Board of Supervisors 913 -11- relief is subject to the discretion of the court before which any proceeding therefor may be brought. (e) Neither of the Issuer nor, to the knowledge of the Issuer, any supervisor, officer or employee of the Issuer has any interest, financial, employment or other, in the Borrower, the Project or the transactions contemplated hereby. (f) There is no action, suit, proceeding, inquiry or investigation pending with respect to which the Issuer has been served with process or, to the knowledge of the Issuer, threatened against the Issuer by or before any court, governmental agency or public board or body, which (i) affects or questions the existence or the territorial jurisdiction of the Issuer or the title to office of any supervisor of the Issuer; (ii) affects or seeks to prohibit, restrain or enjoin the execution and delivery of any of the Issuer Documents, or the issuance, execution or delivery of the Bonds; (iii) affects or questions the validity or enforceability of any of the Issuer Documents or the Bonds; (iv) questions the exclusion from gross income for federal income taxation of interest on the Bonds; or (v) questions the power or authority of the Issuer to perform its obligations under any of the Issuer Documents or the Bonds or to carry out the transactions contemplated by any of the Issuer Documents or the Bonds. (g) The Issuer has used no broker in connection with the execution hereof and the transactions on its part contemplated hereby. The Issuer makes no representation or warranty, express or implied, that the proceeds of the Bonds will be sufficient to finance the acquisition, rehabilitation and equipping of the Project or that the Project will be adequate or sufficient for the Borrower’s intended purposes. Section 2.2 Representations by the Borrower. The Borrower makes the following representations and warranties, and covenants and agrees as follows, as of and from the date of the execution and delivery of this Loan Agreement as the basis for the undertakings on its part herein contained: (a) The Borrower is, and at all times will be, a limited partnership duly organized, validly existing and in good standing under the laws of the State. The General Partner is, and at all times will be, a limited liability company, duly organized, validly existing and in good standing under the laws of the State. The Managing Member is, and at all times will be, a California nonprofit public benefit corporation, duly organized, validly existing and in good standing under the laws of the State. Each of the Borrower, the General Partner and the Managing Member has, and will at all times have, all requisite power to own its property and conduct its business as now conducted and as presently contemplated, to execute and deliver the Loan Documents and the General Partner Documents and to perform its duties and obligations hereunder and thereunder. (b) The execution, delivery and performance of this Loan Agreement and the other Loan Documents, and the Regulatory Agreements, and the transactions contemplated hereby and thereby (i) are within the authority of the Borrower, (ii) have been duly authorized by all necessary proceedings on the part of the Borrower, (iii) do not conflict with or result in any breach or contravention of any provision of law, statute, rule or regulation to which the Borrower is subject or any judgment, order, writ, injunction, license or permit applicable to the Borrower, (iv) do not conflict with any provision of the Organizational Documents of the Borrower, and (v) do not require the approval or consent of, or filing with, any governmental agency or authority other than October 17, 2017 Contra Costa County Board of Supervisors 914 -12- those already obtained and the filing of certain of the Loan Documents and the Regulatory Agreements in the appropriate public records. (c) The execution and delivery of the Regulatory Agreements, and this Loan Agreement and the other Loan Documents, will result in valid and legally binding obligations of the Borrower enforceable against it in accordance with the respective terms and provisions hereof and thereof, except as enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or other laws relating to or affecting generally the enforcement of creditors’ rights, and except to the extent that availability of the remedy of specific performance or injunctive relief is subject to the discretion of the court before which any proceeding therefor may be brought. (d) The Borrower and the General Partner are, and will at all times be, Single Purpose Entities. (e) The address of the Borrower’s chief executive office and principal place of business is Carena Associates, L.P. c/o Resources for Community Development, 2220 Oxford Street, Berkeley, CA 94704. The organizational identification number for the Borrower is 201702500003. The federal employer identification number for the Borrower is 81-5153821. (f) On the Closing Date, the Borrower will acquire and hold fee simple title to the Land and the Improvements, in each case subject only to the Permitted Encumbrances. The Borrower possesses, and will at all times possess, all franchises, patents, copyrights, trademarks, trade names, licenses and permits, and rights in respect of the foregoing, adequate for the conduct of its business substantially as now conducted or as it is intended to be conducted with respect to the Project, without known conflict with any rights of others. (g) The Borrower is not subject to any charter, partnership or other legal restriction, or any judgment, decree, order, rule or regulation that has or is expected in the future to have a materially adverse effect on the business assets or financial condition of the Borrower. The Borrower is not, and will not be, a party to any contract or agreement that has or is expected, in the judgment of the Borrower’s partners, to have any materially adverse effect on the business or financial condition of the Borrower. (h) The Borrower is not and will not at any time be, in violation of any provision of its Organizational Documents or any agreement or instrument to which it may be subject or by which it or any of its properties may be bound or any decree, order, judgment, statute, license, rule or regulation, in any of the foregoing cases in a manner that could result in the imposition of substantial penalties or adversely affect the financial condition, properties or business of the Borrower. (i) The Borrower and each Obligor (i) has made or filed, and will make or file in a timely fashion, all federal and state income and all other tax returns, reports and declarations required by any jurisdiction to which it is subject, (ii) has paid, and will pay when due, all taxes and other governmental assessments and charges shown or determined to be due on such returns, reports and declarations, except those being contested in good faith and by appropriate proceedings, (iii) if a partnership, limited liability partnership or limited liability company, has, and will maintain, partnership tax classification under the Code, and (iv) has set aside, and will at all times set aside, on its books provisions reasonably adequate for the payment of all taxes for periods subsequent to the period to which such returns, reports or declarations apply. There are October 17, 2017 Contra Costa County Board of Supervisors 915 -13- no unpaid taxes in any material amount claimed to be due by the taxing authority of any jurisdiction, and the partners, officers, members or trustees of the Borrower know of no basis for any such claim. The Borrower has filed, and will continue to file, all of such tax returns, reports, and declarations either (x) separately from any Affiliate or (y) if part of a consolidated filing, as a separate member of any such consolidated group. (j) The Project is located wholly within the State and within the jurisdiction of the Issuer. (k) None of the Issuer or any supervisor, officer or employee of the Issuer has any interest, financial, employment or other, in the Borrower, the Project or the transactions contemplated hereby. (l) There is no Event of Default on the part of the Borrower or any Obligor under this Loan Agreement or any other Loan Document, any General Partner Document, any Guarantor Document or any Organizational Document, and no event has occurred and is continuing which after notice or passage of time or both would give rise to a default under any thereof. The Borrower has received no notices of and has no knowledge of any violations of any Legal Requirements or Project Approvals. (m) The certifications, representations, warranties, statements, information and descriptions contained in the Loan Documents and in the Tax Certificate, as of the date of the first authentication and delivery of the Bonds, are and will be true, correct and complete, do not and will not contain any untrue statement or misleading statement of a material fact, and do not and will not omit to state a material fact required to be stated therein or necessary to make the certifications, representations, warranties, statements, information and descriptions contained therein, in light of the circumstances under which they were made, not misleading. The estimates and the assumptions contained in the Loan Documents and in the Tax Certificate, as of the date of the first authentication and delivery of the Bonds, are reasonable and based on the best information available to the Borrower. Each of the certifications, representations, warranties, statements, information and descriptions contained in the Tax Certificate is hereby incorporated into this Loan Agreement by reference, as if fully set forth herein. (n) The Borrower has furnished to the Issuer in the Tax Certificate all information necessary for the Issuer to file an IRS Form 8038 with respect to the Bonds, and all of such information is and will be on the date of filing, true, complete and correct. (o) The Borrower is not contemplating either the filing of a petition by it, by the General Partner or by the Managing Member under any state or federal bankruptcy or insolvency law or the liquidation of all or a major portion of its property, and the Borrower has no knowledge of any Person contemplating the filing of any such petition against it or any Obligor. (p) The Borrower is not an “employee benefit plan,” as defined in Section 3(3) of ERISA, subject to Title I of ERISA, and none of the assets of the Borrower constitutes or will constitute “plan assets” of one or more such plans within the meaning of 29 C.F.R. section 2510.3-101. (q) No part of the proceeds of the Loan will be used for the purpose of purchasing or acquiring any “margin stock” within the meaning of Regulation U of the Board of Governors of the Federal Reserve System or for any other purpose that would October 17, 2017 Contra Costa County Board of Supervisors 916 -14- be inconsistent with such Regulation U or any other Regulation of such Board of Governors, or for any purpose prohibited by Legal Requirements or any Loan Document. (r) The Borrower is not (i) an “investment company” or a company “controlled” by an “investment company,” within the meaning of the Investment Company Act of 1940, as amended; (ii) a “holding company” or a “subsidiary company” of a “holding company” or an “affiliate” of either a “holding company” or a “subsidiary company” within the meaning of the Public Utility Holding Company Act of 1935, as amended; or (iii) subject to any other federal or state law or regulation which purports to restrict or regulate its ability to borrow money. (s) The Borrower has not entered into the Loan or any Loan Document with the actual intent to hinder, delay, or defraud any creditor, and the Borrower has received reasonably equivalent value in exchange for its obligations under the Loan Documents. Giving effect to the transactions contemplated by the Loan Documents, the fair saleable value of the Borrower’s assets exceeds and will, immediately following the execution and delivery of the Loan Documents, exceed the Borrower’s total liabilities, including subordinated, unliquidated, disputed or contingent liabilities. The fair saleable value of the Borrower’s assets is and will, immediately following the execution and delivery of the Loan Documents, be greater than the Borrower’s probable liabilities, including maximum amount of its contingent liabilities or its debts as such debts become absolute and matured. The Borrower’s assets do not and, immediately following the execution and delivery of the Loan Documents, will not, constitute unreasonably small capital to carry out its business as conducted or as proposed to be conducted. The Borrower does not intend to, and does not believe it will, incur debts and liabilities (including contingent liabilities and other commitments) beyond its ability to pay such debts as they mature (taking into account the timing and amounts to be payable on or in respect of obligations of the Borrower). (t) All information regarding the Borrower, the Project and any Obligor delivered to the Issuer, the Bondowner Representative, CCRC and the Bank is true and correct in all material respects and all such financial information fairly presents the financial condition and results of operations of the Borrower and the other Obligors for the periods to which such financial information relates, and discloses all liabilities and contingent liabilities of the Borrower or the other Obligors. (u) There are no actions, suits, proceedings or investigations of any kind pending or threatened against the Borrower, the General Partner or the Managing Member before any court, tribunal or administrative agency or board or any mediator or arbitrator that, if adversely determined, might, either in any case or in the aggregate, adversely affect the business, assets or financial condition of the Borrower, the General Partner or the Managing Member, or result in any liability not adequately covered by insurance, or for which adequate reserves are not maintained on the balance sheet of the Borrower, the General Partner or the Managing Member, or which question the validity of the Regulatory Agreements, or this Loan Agreement or any of the other Loan Documents, or any of the General Partner Documents, any action taken or to be taken pursuant hereto or thereto, or any lien or security interest created or intended to be created pursuant hereto or thereto, or which will adversely affect the ability of the Borrower or the General Partner to rehabilitate, equip, use and occupy the Project or to pay and perform its obligations hereunder in the manner contemplated by the Regulatory Agreements, this Loan Agreement, any of the other Loan Documents or any of the General Partner Documents. October 17, 2017 Contra Costa County Board of Supervisors 917 -15- (v) All utility services necessary and sufficient for the rehabilitation, equipping and operation of the Project shall be, upon Completion of the Project, and thereafter will at all times be, available through dedicated public rights of way or through perpetual private easements with respect to the Borrower’s interest in which the Mortgage creates a valid and enforceable first priority mortgage lien. The Borrower has obtained, or promptly will obtain, all utility installations and connections required for the operation and servicing of the Project for its intended purposes. (w) The rights of way for all roads necessary for the full utilization of the Project for its intended purposes have either been acquired by the appropriate Governmental Authority or have been dedicated to public use and accepted by such Governmental Authority. All such roads shall have been completed, and the right to use all such roads, or suitable substitute rights of way approved by the initial Bondowner Representative, shall be maintained at all times for the Project. All curb cuts, driveways and traffic signals shown on the Plans and Specifications are existing or have been fully approved by the appropriate Governmental Authority and after the completion thereof, shall be maintained at all times for the Project. (x) The acquisition, rehabilitation, equipping, use and occupancy of the Project will at times comply with all Legal Requirements. The Borrower will give all notices to, and take all other actions with respect to, such Governmental Authorities as may be required under applicable Legal Requirements to rehabilitate and equip the Improvements and to use, occupy and operate the Project. (y) Except as set forth on Exhibit C hereto, the Borrower has obtained all Project Approvals required for the acquisition, rehabilitation and equipping of the Project in accordance with the Plans and Specifications. All Project Approvals obtained by the Borrower have been validly issued and are in full force and effect. The Borrower has no reason to believe that any of the Project Approvals required for acquisition, rehabilitation and equipping of the Project in accordance with the Plans and Specifications and not heretofore obtained by the Borrower will not be obtained by the Borrower in the ordinary course in order to permit completion of rehabilitation and equipping of the Project in accordance with the Plans and Specifications on or before the Completion Deadline. The Borrower will timely obtain all Project Approvals not heretofore obtained by the Borrower (including those listed and described on Exhibit C hereto, those required for use and occupancy of the Project for its intended purpose upon Completion and any other Project Approvals which may hereafter become required, necessary or desirable) and will furnish the Bondowner Representative with evidence that the Borrower has obtained such Project Approvals promptly upon their receipt. The Borrower will duly perform and comply with all of the terms and conditions of all Project Approvals obtained at any time. No Project Approvals will terminate, or become void or voidable or terminable, upon any sale, transfer or other disposition of the Project, including any transfer pursuant to foreclosure, deed in lieu of foreclosure or exercise of power of sale under the Mortgage. (z) The Borrower has furnished the Bank with true and complete sets of the Plans and Specifications. The Plans and Specifications so furnished to the initial Bondowner Representative comply with all Legal Requirements, all Project Approvals, and all restrictions, covenants and easements affecting the Project, and have been approved by such Governmental Authority as is required for rehabilitation and equipping of the Improvements. October 17, 2017 Contra Costa County Board of Supervisors 918 -16- (aa) The Development Budget accurately reflects all Project Costs. (bb) The Survey delivered to the Bank does not fail to reflect any material matter of survey affecting the Project or the title thereto. (cc) No part of the Land is located in an area identified by the Federal Emergency Management Agency as an area having special flood hazard or to the extent any part of the Land is an area identified as an area having special flood hazard, adequate flood insurance has been obtained by the Borrower. (dd) The Borrower is not in default or violation of any order, writ, injunction, decree or demand of any Governmental Authority, the violation of which might materially adversely affect the condition (financial or otherwise) or business of the Borrower. There has not been and shall never be committed by the Borrower or any other Person in occupancy of or involved with the operation or use of the Project any act or omission affording any Governmental Authority the right of forfeiture as against the Project or any part thereof any moneys paid in performance of the Borrower’s obligations under any Loan Document. (ee) The Construction Contract and the Architect’s Contract are each in full force and effect and each of the parties thereto are in full compliance with their respective obligations thereunder. The work to be performed by the Contractor under the Construction Contract is the work called for by the Plans and Specifications, and all work required to complete the Improvements in accordance with the Plans and Specifications is provided for under the Construction Contract. (ff) Each Requisition submitted by the Borrower shall contain an affirmation that the foregoing representations and warranties remain true and correct as of the date hereof. (gg) The Related Persons are not (and to Borrower’s knowledge after diligent inquiry, no other Person holding any legal or beneficial interest whatsoever in the Related Persons, directly or indirectly, is included in, owned by, Controlled by, acting for or on behalf of, providing assistance, support, sponsorship, or services of any kind to, or otherwise associated with any of the Persons referred to or described in any list of persons, entities, and governments issued by the Office of Foreign Assets Control of the United States Department of the Treasury (“OFAC”) pursuant to Executive Order 13224 – Blocking Property and Prohibiting Transactions with Persons Who Commit, Threaten to Commit, or Support Terrorism, as amended (“Executive Order 13224”), or any similar list issued by OFAC or any other department or agency of the United States of America (collectively, the “OFAC Lists”). (hh) The Borrower acknowledges, represents and warrants that it understands the nature and structure of the Project; that it is familiar with the provisions of all of the documents and instruments relating to the financing of the Project to which it is a party; that it understands the risks inherent in such transactions, including without limitation the risk of loss of the Project; and that it has not relied on the Issuer for any guidance or expertise in analyzing the financial or other consequences of such financing transactions or otherwise relied on the Issuer in any manner except to issue the Bonds in order to provide funds for the Loan. (ii) The Borrower intends to hold the Project for its own account, has no current plans to sell and has not entered into any agreement to sell any of the units that October 17, 2017 Contra Costa County Board of Supervisors 919 -17- comprise the Project. It is hereby acknowledged, however, that the Borrower’s partnership agreement does provide for certain rights of its partners to acquire the Project, and for the possible acquisition of the Project following the fifteen year tax credit compliance period as identified in the Borrower’s partnership agreement, and those provisions shall not result in a breach of this Section 2.2(ii). (jj) All of the proceeds from the Loan plus the income from the investment of the proceeds of the Loan will be used to pay or reimburse the Borrower for Project Costs, and at least 97% of the proceeds of the Loan will be used to pay or reimburse the Borrower for Qualified Project Costs (as defined in the Regulatory Agreements) and less than 25% of such amount will be used to pay or reimburse the Borrower for the cost of land or any interest therein. The Borrower shall assure that the proceeds of the Loan are expended so as to cause the Bonds to constitute “qualified residential rental bonds” within the meaning of Section 142(d) of the Code. (kk) The estimated total cost of the financing of the acquisition and rehabilitation of the Project is equal to or in excess of the principal amount of the Loan. (ll) The Borrower has not knowingly taken or permitted to be taken and will not knowingly take or permit to be taken any action which would have the effect, directly or indirectly, of causing interest on any of the Bonds to be included in the gross income of the owners thereof for purposes of federal income taxation. Section 2.3 Covenants by the Borrower. The Borrower hereby covenants and agrees that, on and after the Closing Date, it will: (a) Give written notice promptly, and in any event at least thirty (30) days prior to the closing thereof, of any intended refinancing of the Project to the Issuer and the Bondowner Representative; (b) Comply with all Legal Requirements and promptly furnish the Issuer and the Bondowner Representative with reports of any official searches made by any Governmental Authority and any claims of violations thereof; (c) Upon reasonable notice and at reasonable times, permit the Majority Owner, the Issuer and the Bondowner Representative (or their representatives) to enter upon the Land and inspect the Project; (d) Indemnify the Issuer, the Owners and the Bondowner Representative against claims of brokers arising by reason of the execution hereof or the consummation of the transactions contemplated hereby; (e) Deliver to the Bondowner Representative and upon its Written Request the Issuer, copies of all leases (other than leases to residential tenants in the ordinary course of business in the form set forth in Exhibit D hereto) with respect to the Project or any portion thereof, whether executed before or after the date of this Loan Agreement; (f) Not enter into, cancel or amend any agreement for the furnishing of management or similar services to the Project, without the prior written consent of the Bondowner Representative and the Issuer, such consent not to be unreasonably withheld or delayed; October 17, 2017 Contra Costa County Board of Supervisors 920 -18- (g) Comply with all restrictions, covenants and easements affecting the Land or the Project; (h) Take, or require to be taken, such acts as may be required under applicable law or regulation in order that the interest on the Bonds continues to be excludable from gross income for purposes of federal income taxation, and refrain from taking any action which would adversely affect the exclusion from gross income of interest on the Bonds from federal income taxation; (i) Perform and satisfy all the duties and obligations of the Borrower set forth and specified in the Indenture as duties and obligations of the Borrower, including those duties and obligations which the Indenture requires this Loan Agreement or the other Loan Documents to impose upon the Borrower; (j) Confirm and assure that the Project, equipment, buildings, plans, offices, apparatus, devices, books, contracts, records, documents and other papers relating thereto shall at all times be maintained in reasonable condition for proper audit and shall be subject to examination and inspection at reasonable times and upon reasonable notice by the Issuer or the Bondowner Representative or the duly authorized agent of any of them and shall keep copies of all written contracts or other instruments which affect the Project, all or any of which shall be subject to inspection and examination by the Issuer, the Bondowner Representative or the duly authorized agent of any of them; (k) Commencing on the fifth anniversary of the Closing Date, and on such anniversary in each fifth year thereafter, cause to be delivered to the Bondowner Representative, if so requested by the Bondowner Representative, at Borrower’s cost, an opinion of counsel, who may be counsel for the Borrower, addressed to the Bondowner Representative and stating that based upon the law in effect on the date of such opinion no filing, registration or recording and no refiling, re-registration or rerecording of the Mortgage and any Financing Statement, amendments thereto, continuation statements or instruments of a similar character relating to the pledges and assignments made by the Borrower to the Issuer or the Bondowner Representative to or for the benefit of the Owners of Bonds is required by law in order to fully preserve and protect the rights of the Issuer, the Bondowner Representative and the Owners of Bonds, as the case may be, or if such filing, registration, recording, refiling, re-registration or rerecording is necessary, setting forth the requirements in respect thereof; and cause such filing, registration, recording, refiling, re-registration or rerecording to take place at Borrower’s expense and promptly after any filing, recording, refiling or rerecording of the Mortgage and any such Financing Statement or amendment thereto or continuation statement or instrument, deliver to the Bondowner Representative evidence, satisfactory to the Bondowner Representative, that such filing, registration, recording, refiling, re- registration, or rerecording has been duly accomplished and setting forth the particulars thereof; (l) Promptly notify the Issuer and the Bondowner Representative in writing of any (i) default by the Borrower in the performance or observance of any covenant, agreement, representation, warranty or obligation of the Borrower set forth in this Loan Agreement or any other Loan Documents or (ii) any event or condition which with the lapse of time or the giving of notice, or both would constitute an Event of Default under this Loan Agreement or any other Loan Documents; and commence, pursue and complete rehabilitation and equipping of the Improvements as provided herein and in the Construction Disbursement Agreement. October 17, 2017 Contra Costa County Board of Supervisors 921 -19- (m) Make no changes to the Project or to the operation thereof which would affect the qualification of the Project under the Act or impair the exclusion from gross income for federal income tax purposes of the interest on the Bonds. (n) In the event the Loan proceeds are not sufficient to complete the acquisition and rehabilitation of the Project and the payment of all Issuance Costs, it will furnish any additional moneys from any source determined by the Borrower as necessary to complete the acquisition and rehabilitation of the Project and pay all Issuance Costs. The Borrower acknowledges that, to the extent that regulations of the Comptroller of the Currency or any other applicable regulatory agency require granting the Borrower the right to receive brokerage confirmations of securities transactions as they occur, the Borrower specifically waives the right to receive such confirmations. ARTICLE III LOAN AND PROVISIONS FOR REPAYMENT Section 3.1 Issuance of Bonds and Delivery of Note and other Loan Documents. (a) In order to finance a portion of the costs of the acquisition, rehabilitation and equipping of the Project, the Issuer has, consistent with its duties and purpose under the Act, issued and caused the Bondowner Representative to authenticate and deliver the Bonds pursuant to the Indenture to the initial Owner. The Bonds bear interest and are payable as provided therein and in the Indenture. The Bonds shall mature and all Outstanding principal of, Prepayment Equalization Payments, interest and Additional Interest (if any) on such series of Bonds shall be due and payable in full on the Maturity Date, all as provided more fully in the Bonds and the Indenture. (b) The Issuer agrees to lend the proceeds received from the sale of the Bonds to the Borrower, by causing such amounts to be deposited directly into the Project Fund, subject to the terms and conditions of the Indenture and this Loan Agreement, including the terms and conditions thereof and hereof governing the disbursement of proceeds of the Loan. (c) Pursuant to the Indenture, the Bondowner Representative shall make disbursements from the Project Fund created pursuant to the Indenture to pay or to reimburse the Borrower for costs of the acquisition, rehabilitation and equipping of the Project, subject to the conditions of the Indenture and this Loan Agreement. Upon receipt of a properly signed Requisition approved by the Bondowner Representative (which approval of the Bondowner Representative is expressly subject to the satisfaction of the conditions precedent set forth in the Construction Disbursement Agreement), the Bondowner Representative is authorized to act upon such Requisition without further inquiry, and, except for negligence after notice of facts to the contrary or willful misconduct of the Bondowner Representative, the Borrower shall hold the Bondowner Representative harmless against any and all losses, claims or liabilities incurred in connection with the Bondowner Representative’s making disbursements from the Project Fund in accordance with such Requisition. Neither the Bondowner Representative nor the Issuer shall be responsible for the application by the Borrower of moneys properly disbursed from the Project Fund. (d) Concurrently with the sale and delivery of the Bonds, and to evidence further the obligation to repay the Loan in accordance with the provisions of this Loan Agreement, the Borrower has executed and delivered the Note and the other Loan Documents. October 17, 2017 Contra Costa County Board of Supervisors 922 -20- Section 3.2 Loan Repayments and Other Amounts. (a) The Borrower shall pay to the Bondowner Representative, on the first day of each month commencing with __________ 1, 2017, an amount equal to the sum of (i) the interest due on the Bonds on said date, plus (ii) the principal due on the Bonds on said date, plus (iii) amounts required to be deposited into the Replacement Reserve Fund (pursuant to Section 5.22(c) hereof), the Operating Reserve Fund (pursuant to Section 5.22(i) hereof) and the Tax and Insurance Fund pursuant to Section 5.22(h) hereof) as of such date. Amounts so paid to the Bondowner Representative by the Borrower shall be in immediately available funds or shall be such that on the Bond Payment Date they are available funds. (b) The Borrower understands that the interest rate applicable under the Note and with respect to the Bonds is based upon the assumption that interest income paid on the Bonds will be excludable from the gross income of the Owners under Section 103 of the Code and applicable state law. In the event that an Initial Notification of Taxability shall occur, then the interest rate on the Note and the Bonds, and on all obligations under this Loan Agreement (other than those to which the Alternative Rate applies) shall, effective on the date of such Initial Notification of Taxability, be increased to a rate equal to the Taxable Rate. The Borrower shall, in addition, pay to the Bondowner Representative, for remission by the Bondowner Representative to the owners of the Bonds, promptly upon demand from the Bondowner Representative, an amount equal to the Additional Interest payable on the Bonds. The Borrower shall also indemnify, defend and hold the Owners harmless from any penalties, interest expense or other costs, including reasonable attorneys’ fees (including all reasonably allocated time and charges of Owners’ and Bondowner Representative’s “in-house” and “outside” counsel) and accountants’ costs, resulting from any dispute with the Internal Revenue Service concerning the proper tax treatment of the Bonds and any interest payable to any Owner with respect to the Bonds. The obligations of the Borrower under this Section 3.2(b) shall survive termination of this Loan Agreement and the Note and repayment of the Loan. If, following any increase in interest rates pursuant to this Section 3.2(b), a final determination is made, to the satisfaction of the Owners, that interest paid on the Bonds is excludable from the Owners’ gross income under Section 103 of the Code and applicable state law, the Owners shall promptly refund to the Borrower any Additional Interest and other additional amounts paid by the Borrower pursuant to this Section 3.2(b). (c) The Borrower agrees to pay the Issuer’s Fee and the Ongoing Issuer Fee to the Issuer. The Borrower also agrees to pay all fees, charges and expenses of the Issuer (including, without limitation, the fees and expenses of counsel to the Issuer, Bond Counsel and counsel to the Bondowner Representative), as and when the same become due. The Borrower also agrees to pay the printing and engraving costs of the Bonds, including any certificates required to be prepared for use in connection with any exchanges of Bonds for the cost of which Owners are not liable. The Borrower also agrees to pay the Loan Fee to Bank on or before the Closing Date, to pay the fees of the Majority Owner and the Bondowner Representative, and to pay all reasonable costs and expenses incurred by the Majority Owner and the Bondowner Representative in connection with the administration of the Bonds, the Loan or the collateral therefor, and any amendments, modifications or “workouts” thereof, including without limitation reasonable attorneys’ fees and costs (including allocated costs of in-house attorneys), fees and costs of engineers, accountants, appraisers and other consultants, title insurance premiums and recording costs upon receipt of written demand therefor. (d) The Borrower agrees to pay all Issuance Costs (in addition to those Issuance Costs otherwise required to be paid by this Section 3.2). October 17, 2017 Contra Costa County Board of Supervisors 923 -21- (e) The Borrower agrees to pay any Prepayment Fee, as such term is defined in, and otherwise at the times and in the amounts the same become payable pursuant to the Note. (f) The Borrower agrees to pay, as and when the same become due, to the Issuer or the Bondowner Representative any extraordinary expenses, including, without limitation, any costs of litigation, which may be incurred by the Issuer or the Bondowner Representative in connection with this Loan Agreement, the Regulatory Agreements or the Indenture, including the reasonable, actually incurred costs and fees of any attorneys or other experts retained by the Issuer or the Bondowner Representative in connection therewith. (g) The Borrower agrees to repay the Loan at the times and in the amounts necessary to enable the Bondowner Representative, on behalf of the Issuer, to pay all amounts payable with respect to the Bonds, when due, whether at maturity or upon redemption, acceleration, tender, purchase or otherwise. Section 3.3 Payments Pledged and Assigned. It is understood and agreed that the Loan Documents and certain other documents and property and all payments required to be made by the Borrower pursuant hereto (except payments to be made to the Issuer in respect of its Reserved Rights and payments to be made to the Bondowner Representative pursuant to Section 3.2(b) hereof) have been assigned to the Bondowner Representative simultaneously herewith pursuant to the Indenture as and for security for the Bonds. The Borrower hereby consents to such assignment and recognizes the Bondowner Representative as the assignee of the Issuer, to the extent of the assignment, for purposes of said documents and property. Section 3.4 Obligations of Borrower Hereunder Unconditional. The obligations of the Borrower to make any payments required by the terms of this Loan Agreement and the other Loan Documents, including, without limitation, the payments required in Section 3.2 hereof, and to perform and observe the other agreements on its part contained herein and in the other Loan Documents shall be absolute and unconditional and shall not be subject to any defense (other than payment) or any right of set off, counterclaim, abatement or otherwise and, until such time as the principal of and interest on the Bonds shall have been fully paid or provision for the payment thereof shall have been made in accordance with the Indenture. The Borrower (i) will not suspend or discontinue, or permit the suspension or discontinuance of, any payments provided for herein or in the other Loan Documents, (ii) will perform and observe all of its other agreements contained herein and the other Loan Documents and (iii) will not suspend the performance of its obligations hereunder and under the other Loan Documents for any cause including, without limiting the generality of the foregoing, failure to complete rehabilitation and equipping of the Project, any acts or circumstances that may constitute failure of consideration, failure of or a defect of title to the Project or any part thereof, eviction or constructive eviction, destruction of or damage to the Project, commercial frustration of purpose, any change in the tax or other laws or administrative rulings of or administrative actions by the United States of America or the State or any political subdivision of either, or any failure of the Issuer to perform and observe any agreement, whether express or implied, or any duty, liability or obligation arising out of or connected with this Loan Agreement or the other Loan Documents. The Borrower may, at its own cost and expense and in its own name or in the name of the Issuer (provided the Issuer is a necessary party and consents thereto), prosecute or defend any action or proceeding or take any other action involving third persons which the Borrower deems reasonably necessary in order to secure or protect its rights hereunder, and in such event the Issuer, subject to the provisions of the Indenture, hereby agrees to cooperate fully with the Borrower and to take all action (at the Borrower’s cost and expense) necessary to effect the substitution of the Borrower for the Issuer in any such action or proceeding if the Borrower shall so request. October 17, 2017 Contra Costa County Board of Supervisors 924 -22- ARTICLE IV ADVANCES Section 4.1 Requisition. At such time as the Borrower shall desire to obtain an advance of the Loan proceeds or an advance of amounts on deposit in the Borrower’s Fund Account, the Borrower shall complete, execute and deliver a Requisition to the Bondowner Representative. Each Requisition shall be signed on behalf of the Borrower and shall be in the form attached as Exhibit G to the Construction Disbursement Agreement. The Bondowner Representative may rely conclusively on the statements and certifications contained in any Requisition. Each advance of the Loan proceeds or an advance of amounts on deposit in the Borrower’s Fund Account, shall be subject to prior approval of the Requisition by the Bondowner Representative. ARTICLE V SPECIAL COVENANTS OF THE BORROWER Section 5.1 Commencement and Completion of Project. The Borrower will commence rehabilitation and equipping of the Improvements within thirty (30) days after the Closing Date, will diligently pursue rehabilitation and equipping of the Improvements, will attain Completion prior to the Completion Deadline, and will pay all sums and perform all such acts as may be necessary or appropriate to complete such rehabilitation and equipping, all as more fully set forth in the Construction Disbursement Agreement. Section 5.2 Records and Accounts. The Borrower will (a) keep true and accurate records and books of account in which full, true and correct entries will be made in accordance with Generally Accepted Accounting Principles, which records and books will not be maintained on a consolidated basis with those of any other Person, including any Affiliate of the Borrower and (b) maintain adequate accounts and reserves for all taxes (including income taxes), depreciation and amortization of its properties, contingencies, and other reserves, all of which accounts shall not be commingled with accounts of any other Person, including any or Affiliate of the Borrower. Section 5.3 Financial Statements and Information. The Borrower will deliver, or cause to be delivered, to the Issuer (but only upon its written request) and in any event to the Bondowner Representative. (a) the financial statements and information set forth in Schedule 5.3 attached hereto. (b) quarterly, on the first day of each calendar quarter beginning with the quarter in which the Project achieves Completion and ending in the quarter in which the Project achieves Stabilization, a certificate in the form set forth in Exhibit G hereto; and (c) from time to time such other financial data and information related to the Borrower, the General Partner and the Project as the Issuer or the Bondowner Representative may reasonably request. Section 5.4 Insurance. (a) The Borrower will obtain and maintain insurance with respect to the Project and the operations of the Borrower as required from time to time by the Bondowner Representative. October 17, 2017 Contra Costa County Board of Supervisors 925 -23- The initial insurance requirements are set forth on Exhibit E hereto. All renewal policies, with premiums paid, shall be delivered to the Bondowner Representative at least thirty (30) days before expiration of the existing policies. If any such insurance shall expire or be canceled, or become void or voidable by reason of the breach of any condition of coverage, or if the Bondowner Representative determines that any coverage is unsatisfactory by reason of the failure or impairment of the capital of any insurance carrier, or if any insurance is unsatisfactory to the Bondowner Representative, in its sole judgment, the Borrower shall promptly place new insurance satisfactory to the Bondowner Representative. (b) The Borrower will provide the Bondowner Representative with certificates evidencing such insurance upon the request of the Bondowner Representative. (c) If the Borrower fails to provide, maintain, keep in force or deliver to the Bondowner Representative the policies of insurance and certificates required by this Loan Agreement, the Bondowner Representative may (but shall have no obligation to) procure such insurance, and the Borrower will pay all premiums thereon promptly on demand by the Bondowner Representative, and until such payment is made by the Borrower, the amount of all such premiums shall bear interest at the Alternative Rate (as defined in the Note). Section 5.5 Liens and Other Charges. The Borrower will duly pay and discharge, cause to be paid and discharged, or provide a bond satisfactory to the Bondowner Representative to pay or discharge, before the same shall become overdue all claims for labor, materials, or supplies that if unpaid might by law become a lien or charge upon any of its property. Section 5.6 Inspection of Project and Books, Appraisals. (a) The Borrower shall permit the Issuer and the Bondowner Representative upon reasonable notice at reasonable times, at the Borrower’s cost and expense, to visit and inspect the Project and all materials to be used in the rehabilitation and equipping thereof and will cooperate with the Issuer and the Bondowner Representative during such inspections (including making available working drawings of the Plans and Specifications); provided that this provision shall not be deemed to impose on the Issuer and the Bondowner Representative any obligation to undertake such inspections. (b) The Borrower shall permit the Issuer and the Bondowner Representative, upon reasonable notice at reasonable times, at the Borrower’s cost and expense, to examine the books of account of the Borrower and the Project (and to make copies thereof and extracts therefrom) and to discuss the affairs, finances and accounts of the Borrower and the Project with, and to be advised as to the same by, its officers, partners, or trustees, all at such reasonable times and intervals as the Issuer and the Bondowner Representative may reasonably request; provided that so long as no Default or Event of Default shall have occurred and be continuing, the Borrower shall only be obligated to pay the expenses associated with one (1) such investigation during any twelve (12) month period. (c) The Issuer and the Bondowner Representative shall have the right to obtain from time to time, at the Borrower’s cost and expense, updated Appraisals of the Project; provided that so long as no Default or Event of Default shall have occurred and be continuing, the Borrower shall only be obligated to pay for the costs and expenses associated with one (1) such Appraisal during any twelve (12) month period. (d) The costs and expenses incurred by the Issuer and the Bondowner Representative in obtaining such Appraisals or performing such inspections shall be paid by the October 17, 2017 Contra Costa County Board of Supervisors 926 -24- Borrower promptly upon billing or request by the Issuer and the Bondowner Representative for reimbursement. Section 5.7 Compliance with Laws, Contracts, Licenses, and Permits. The Borrower will comply with (a) all Legal Requirements, (b) the provisions of its Organizational Documents, (c) all applicable decrees, orders and judgments, and (d) all licenses and permits required by applicable laws and regulations for the conduct of its business or the ownership, use or operation of its properties, including all Project Approvals. Section 5.8 Use of Proceeds. In accordance with the Development Budget, the Borrower will use the proceeds of the Bonds solely for the purpose of paying for Qualified Development Costs. Section 5.9 Borrower to Pay Excess Project Costs. The Borrower will pay when due all costs of acquisition, rehabilitation and equipping of the Project in excess of the proceeds of the Loan, regardless of the amount. If at any time, the Bondowner Representative shall in its sole discretion determine that the remaining undisbursed portion of the Project Fund, together with the undisbursed balance of Required Equity Funds, and any other sums previously deposited or to be deposited by the Borrower in connection with the Project, is or will be insufficient to complete the rehabilitation and equipping of the Improvements in accordance with the Plans and Specifications, to operate and carry the Project after Completion until Stabilization, to pay all other Project costs, to pay all interest accrued or to accrue on the Bonds from and after the date hereof or until Stabilization, and to pay all other sums due or to become due under the Loan Documents (or any budget category or line item), regardless of how such condition may be caused, the Borrower will, within ten (10) days after written notice of such determination from the Bondowner Representative, deposit into the Borrower’s Funds Account such sums of money in cash as the Bondowner Representative may require, in an amount sufficient to remedy the condition described in such notice, and sufficient to pay any liens for labor and materials alleged to be due and payable at the time in connection with the Improvements, and, at the Bondowner Representative’s direction, no further disbursements from the Project Fund shall be made by the Bondowner Representative until the provisions of this Section have been fully complied with. Unless otherwise shown in the Development Budget, all sums provided by Borrower in accordance with the preceding sentence shall be deposited into a non-interest-bearing account with Bondowner Representative in the name of Borrower (the “Borrower’s Funds Account”) on and subject to such terms and conditions as are made available generally to Bondowner Representative’s commercial customers for accounts of the same amount and tenor. Funds held in the Borrower’s Funds Account shall be and remain in the exclusive control of Bondowner Representative. Borrower hereby pledges to Bondowner Representative, and grants a security interest to the Issuer and Bondowner Representative, as agent for and for the benefit of Owners, in and to, the Borrower’s Funds Account and all monies therein from time to time. That pledge and security interest shall secure the performance by Borrower of the obligations of Borrower under this Loan Agreement, the Note and the other Loan Documents. Issuer and Bondowner Representative shall have available to it all rights available to a secured party under the Uniform Commercial Code of the State of California in connection with such security interest. Borrower agrees to execute and deliver to Issuer and Bondowner Representative such additional documents as Issuer and/or Bondowner Representative may reasonably require from time to time in order to further evidence or perfect such pledge and security interest. All such deposited sums shall constitute additional security under the Loan Documents and, prior to the occurrence of a Default, shall be disbursed by the Bondowner Representative in the same manner as disbursements under the Indenture before any further disbursements from the Project Fund shall be made by the Bondowner Representative. Notwithstanding the above, in the event amounts deposited hereunder are October 17, 2017 Contra Costa County Board of Supervisors 927 -25- actually in excess of the amount necessary to achieve Completion, such excess amounts shall be returned to the Borrower. Section 5.10 Laborers, Subcontractors and Materialmen. The Borrower will furnish to the Issuer or the Bondowner Representative, upon reasonable request, and from time to time, affidavits listing all laborers, subcontractors, materialmen, and any other Persons who might or could claim statutory or common law liens and are furnishing or have furnished labor or material to the Project or any part thereof, together with affidavits, or other evidence satisfactory to the Bondowner Representative, showing that such parties have been paid all amounts then due for labor and materials furnished to the Project. The Borrower will also furnish to the Bondowner Representative, at any time and from time to time upon reasonable request by the Bondowner Representative, lien waivers bearing a then current date and prepared on a form satisfactory to the Bondowner Representative from the Contractor and such subcontractors or materialman as the Issuer or the Bondowner Representative may designate. Section 5.11 Further Assurance of Title. If at any time the Bondowner Representative has reason to believe that any disbursement from the Project Fund is not secured or will or may not be secured by the Mortgage as a first priority mortgage lien and security interest on the Property, then the Borrower shall, within ten (10) days after written notice from the Bondowner Representative, do all things and matters necessary, to assure to the satisfaction of the Bondowner Representative that any disbursement from the Project Fund previously made hereunder or to be made hereunder is secured or will be secured by the Mortgage as a first priority mortgage lien and security interest on the Property, and the Bondowner Representative, at its option, may decline to approve any further Requisitions until the Bondowner Representative has received such assurance. Nothing in this Section shall limit the right of the Bondowner Representative, at the Borrower’s expense, to order searches of title from time to time and to require bringdowns or endorsements extending the effective date of the Title Policy in connection with the making of advances as herein set forth. Section 5.12 Publicity. The Borrower will permit the Bondowner Representative to obtain publicity in connection with the acquisition, rehabilitation and equipping of the Improvements through press releases and participation in such events as ground breaking and opening ceremonies and placement of signs on the Land. Section 5.13 Further Assurances. (a) Regarding Rehabilitation. The Borrower will furnish or cause to be furnished to the Bondowner Representative all instruments, documents, boundary surveys, footing or foundation surveys, certificates, plans and specifications, title and other insurance, reports and agreements and each and every other document and instrument required to be furnished by the terms of this Loan Agreement or the other Loan Documents, all at the Borrower’s expense. (b) Regarding Preservation of Collateral. The Borrower will execute and deliver to the Issuer and the Bondowner Representative such further documents, instruments, assignments and other writings, and will do such other acts necessary or desirable, to preserve and protect the collateral at any time securing or intended to secure the obligations of the Borrower under the Loan Documents, as the Bondowner Representative may require. (c) Regarding this Loan Agreement. The Borrower will cooperate with, and will do such further acts and execute such further instruments and documents as the Issuer and the Bondowner Representative shall reasonably request to carry out to their satisfaction the transactions contemplated by this Loan Agreement and the other Loan Documents. October 17, 2017 Contra Costa County Board of Supervisors 928 -26- (d) Bank of Account. Prior to the Conversion Date, the Borrower will utilize Bank as its principal bank of account; including all construction disbursement, operating accounts and reserve accounts. From and after the Conversion Date, the Borrower will utilize a financial institution approved by CCRC as its principal bank of account; including all operating accounts and reserve accounts. Section 5.14 Notices. The Borrower will promptly notify the Issuer and the Bondowner Representative in writing of (i) the occurrence of any Default or Event of Default or event which, with the giving of notice or the passage of time, or both, would constitute a Default or Event of Default; (ii) the Borrower’s receipt of notice from any Governmental Authority of any alleged violation of environmental laws or regulations or other Legal Requirements; (iii) any labor problems with respect to the Borrower or the Project; (iv) the occurrence of any other event which would have a material adverse effect on the Project or the business or financial condition of the Borrower; or (v) the receipt by the Borrower of any notice of default or notice of termination with respect to any contract or agreement relating to the ownership, rehabilitation, equipping, operation, or use of the Project. Section 5.15 Solvency; Adequate Capital. The Borrower will: (a) Remain solvent and pay all of its indebtedness from its assets as the same become due; and (b) Maintain adequate capital for the normal obligations reasonably foreseeable for a business of its size and character and in light of its contemplated business operations. Section 5.16 Management Contract. (a) At all times during the term of this Loan Agreement, the Project shall be managed pursuant to a management contract with the Manager, which contract shall be terminable with or without cause by the Borrower or its successors as owners of the Project and shall otherwise be in form and substance satisfactory to the Bondowner Representative. The Borrower acknowledges that the Issuer and the Bondowner Representative will rely on the Manager’s experience in operating properties such as the Project as a means of maintaining the value of the collateral. In connection with the approval of the Manager, or any replacement management company: (i) the Manager or holder of the stock or partnership interest therein, shall be a Person whose character, financial strength, stability and experience is acceptable to the Bondowner Representative and who shall have experience managing properties of a type and size reasonably similar to the Project; (ii) the Manager shall deliver all organizational documentation and other materials evidencing its experience acceptable to the Bondowner Representative; and (iii) the Borrower shall enter and cause the Manager to enter into the Assignment and Subordination of Management Agreement, dated as of October 1, 2017 by the Borrower and the Manager in favor of the Issuer. (b) The Borrower shall, from time to time, obtain from the Manager such certificates of estoppel with respect to compliance by the Borrower with the terms of the management contract as may be requested by the Bondowner Representative. October 17, 2017 Contra Costa County Board of Supervisors 929 -27- (c) The Project will be managed by the Manager pursuant to the Management Agreement. The Borrower acknowledges and agrees that Bondowner Representative, as mortgagee under the Mortgage, is and shall be a third-party beneficiary of the Management Agreement and any replacement management agreement. Any amendment to the Management Agreement or delivery of a replacement management agreement must be approved in writing by the Bondowner Representative. Section 5.17 Negative Covenants of the Borrower. The Borrower covenants and agrees that, so long as the Loan is outstanding: (a) Restrictions on Easements and Covenants. Except for Permitted Encumbrances and matters permitted by Section 5.17(d), the Borrower will not create or suffer to be created or to exist any easement, right of way, restriction, covenant, condition, license or other right in favor of any Person which affects or might affect title to the Project or the use and occupancy of the Project or any part thereof without obtaining the prior written consent of the Bondowner Representative, which shall not be unreasonably withheld or delayed so long as the proposed action is necessary for the operation of the Project for the purposes contemplated hereby and the proposed action does not materially impair the validity or priority of the lien of the Mortgage. (b) No Amendments, Terminations or Waivers. Neither the Borrower nor the General Partner shall amend, supplement terminate or otherwise modify or waive any provision of its Organizational Documents, [the documents evidencing the Subordinate Loans] or any documents relating to the contribution of equity by the partners of the Borrower [in a manner that would have a material adverse effect on the Issuer or the Owners] without obtaining the prior written consent of the Bondowner Representative. (c) Restrictions on Indebtedness. Without obtaining the prior written consent of the Bondowner Representative, the Borrower will not create, incur, assume, guarantee or be or remain liable, contingently or otherwise, with respect to any Indebtedness other than: (i) Indebtedness arising under the Loan Documents; (ii) Indebtedness arising in connection with the Subordinate Loans; (iii) current liabilities of the Borrower relating to the Project, incurred in the ordinary course of business but not incurred through (A) the borrowing of money, or (B) the obtaining of credit except for credit on an open account basis customarily extended and in fact extended in connection with normal purchases of goods and services; and (iv) Indebtedness relating to the Project, in respect of taxes, assessments, governmental charges or levies and claims for labor, materials and supplies to the extent that payment therefor shall not at the time be required to be made. (d) Restrictions on Liens The Borrower shall not subject the Project, or permit the Project to be subjected, to any Lien or encumbrance except as permitted pursuant to Article 6 of the Mortgage. October 17, 2017 Contra Costa County Board of Supervisors 930 -28- (e) Transfers. The Borrower shall not transfer the Project or any interest in the Project, in the Borrower or in any partner of the Borrower, or permit any such transfer, except (i) as permitted pursuant to Article 6 of the Mortgage, or (ii) as permitted pursuant to the Construction Disbursement Agreement, or (iii) as permitted pursuant to the Supplemental Agreement. (f) Merger, Consolidation, Conversion and Disposition of Assets (i) The Borrower will not become a party to any merger or consolidation, or agree to or effect any asset acquisition or stock acquisition. (ii) The Borrower will not convert into any other type of entity. (iii) The Borrower will not seek the dissolution or winding up, in whole or in part, of the Borrower or voluntarily file, or consent to the filing of, a petition for bankruptcy, reorganization, assignment for the benefit of creditors or similar proceedings. (g) Sale and Leaseback. The Borrower will not enter into any arrangement, directly or indirectly, whereby the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower intends to use for substantially the same purpose as the property being sold or transferred. (h) Preservation of Tax Exemption. The Borrower will not take any action that would adversely affect the exclusion of interest on the Bonds from gross income for purposes of federal income taxation, nor omit or fail to take any action required to maintain the exclusion of interest on the Bonds from gross income for purposes of federal income taxation. Section 5.18 Arbitrage and Tax Matters. (a) The Borrower hereby represents, warrants and agrees that all certifications and representations of fact made by the Borrower in the Tax Certificate are true, accurate and complete in all material respects of the date on which executed and delivered. (b) The Borrower covenants not to cause or direct any moneys on deposit in any fund or account to be used in a manner which would cause the Bonds to be classified as “arbitrage bonds” within the meaning of Section 148 of the Code, and the Borrower certifies and covenants to and for the benefit of the Issuer and the Owners of the that so long as there are any Bonds Outstanding, moneys on deposit in any fund or account in connection with the Bonds, whether such moneys were derived from the proceeds of the sale of the Bonds or from any other sources, will not be used in a manner which will cause the Bonds to be classified as “arbitrage bonds” within the meaning of Section 148 of the Code. In furtherance of the foregoing, the Borrower covenants to comply with the terms and conditions of Tax Certificate and to pay when due any amount required to be paid to the United States in accordance with Tax Certificate, the Regulatory Agreements and this Loan Agreement. (c) At any time when any amount required to be paid under Section 148(f) of the Code (the “Rebate Regulations”) is due, the Borrower shall pay to the United States on behalf of the Issuer the full amount then required to be paid under the Rebate Regulations. Within sixty (60) days after the Bonds have been paid in full, the Borrower shall pay to the United State on behalf of the Issuer the full amount then required to be paid under the Rebate Regulations. October 17, 2017 Contra Costa County Board of Supervisors 931 -29- Each such payment shall be made to such location specified by the Internal Revenue Service, accompanied by a Form 8038-T (or other appropriate information reporting form) prepared by the Borrower. No later than fifteen (15) days prior to each date on which a payment could become due under the Rebate Regulations (“Rebate Payment Date”), the Borrower shall deliver to the Issuer and the Bondowner Representative a certificate of a Rebate Analyst either summarizing the determination that no amount is required to be paid or specifying the amount then required to be paid, if the certificate specifies an amount to be paid, (A) such certificate shall be accompanied by a completed Form 8038-T, which is to be signed by an Authorized Issuer Representative, and shall include a certification by the Borrower that the Form 8038-T is accurate and complete, and (B) no later than ten (10) days after the Rebate Payment Date, the Borrower shall furnish to the Issuer and the Bondowner Representative a certificate state that such amount has been timely paid. This Section 5.18(c) shall be construed so as to cause compliance with the Rebate Regulations. The Borrower covenants that all action taken under this Section 5.18(c) shall be taken in a manner that complies with the Rebate Regulations and that it shall neither take any action nor omit to take any action that would cause the Bonds to be “arbitrage bonds” by reason of the failure to comply with the Rebate Regulations. To the extent that any payment of rebatable arbitrage or penalty in lieu of rebate is not timely made to the United States, the Borrower shall pay to the United States on behalf of the Issuer any correction amount, interest, penalty or other amount necessary to prevent the Bonds from becoming “arbitrage bonds” within the meaning of Section 148 of the Code. The Borrower covenants that, to the extent necessary, it shall obtain the advice and assistance of a Rebate Analyst to aid it in complying with the Rebate Regulations. Section 5.19 Indemnification. (a) The Borrower hereby releases the Issuer and the Bondowner Representative (including any Person at any time serving as a supervisor, employee, officer, official or agent of any thereof) from and agrees that the Issuer and the Bondowner Representative (including any Person at any time serving as a supervisor, employee, officer, official or agent of any thereof) shall not be liable for, and to the maximum extent permitted by law, agrees to indemnify and hold the Issuer and the Bondowner Representative (including any Person at any time serving as a supervisor, employee, officer, official or agent of any thereof) harmless from: (i) any liability for any loss or damage to property or any injury to, or death of, any Person that may be occasioned by any cause whatsoever pertaining to the Project, (ii) any liabilities, losses or damages, or claims therefor, and expenses (including reasonable attorneys’ fees actually incurred), arising out of or in connection with any Loan Document or any of the transactions contemplated hereby or thereby or failure on the part of the Borrower to comply with any law, regulation or ordinance affecting the Project and (iii) any liabilities, losses or damages, or claims therefor, arising out of or in connection with the issuance, sale and public or other offering or remarketing of the Bonds, including, in each such case, reasonable attorneys’ fees actually incurred, except for any such liabilities, losses or damages, or claims therefor resulting from information provided by the Issuer or the Bondowner Representative, as the case may be, in connection with the issuance, sale and public or other offering or remarketing of the Bonds which proves to have been materially incorrect or misleading when provided or any act of negligence or willful misconduct by such Person. If any such claim is asserted, any Person indemnified herein will give prompt notice to the Borrower and will cooperate with the Borrower in the investigation and defense of any such claim, and the Borrower will assume the defense thereof by engaging counsel approved by the indemnified party (which approval shall not be unreasonably withheld). In the event the indemnified party reasonably determines that there exists a conflict of interest between counsel’s representation of the Borrower and its own representation in any such action or proceedings, the indemnified party shall have the right to employ separate counsel in any such action or proceedings and to participate in the investigation and defense thereof, and the Borrower shall pay the reasonable fees and expenses October 17, 2017 Contra Costa County Board of Supervisors 932 -30- actually incurred by such separate counsel. During the pendency of litigation with respect to any claim which would have a material adverse effect on the financial condition of the Borrower or the Project. Borrower shall at its cost post such bond or other security as the Issuer or the Bondowner Representative or any individual indemnified hereunder may reasonably require with respect to any such claim. This indemnification covenant shall survive repayment of the Loan and the Bonds and the termination of this Loan Agreement and the Indenture. (b) The Borrower agrees to indemnify and hold harmless the Issuer and the Bondowner Representative from and against any and all claims, actions and suits, and from and against any and all liabilities, losses, damages and expenses of every nature and character arising out of this Loan Agreement or any of the other Loan Documents or the transactions contemplated hereby and thereby including, without limitation, (i) any brokerage, leasing, finder’s or similar fees, (ii) any disbursement of the proceeds of any of the Bonds, (iii) any condition of the Project whether related to the quality of construction or rehabilitation or otherwise, (iv) any actual or proposed use by the Borrower of the proceeds of the Bonds, (v) any actual or alleged violation of any Legal Requirements or Project Approvals, or (vi) any Obligor’s entering into or performing this Loan Agreement or any of the other Loan Documents, in each case including reasonable fees and disbursements of counsel incurred in connection with any such investigation, litigation or other proceeding except for any act of negligence or willful misconduct by the Person. In litigation, or the preparation therefor, the Issuer or the Bondowner Representative shall be entitled to select its own counsel and, in addition to the foregoing indemnity, the Borrower agrees to pay promptly the reasonable actually incurred fees and expenses of such counsel. The obligations of the Borrower under this Section shall survive the termination of this Loan Agreement and the Indenture and the repayment of the Loan and the Bonds. If, and to the extent that the obligations of the Borrower under this Section are unenforceable for any reason, the Borrower hereby agrees to make the maximum contribution to the payment in satisfaction of such obligations which is permissible under applicable law. Section 5.20 Agreements Between Borrower and its Affiliates. Except for the Development Agreement, the Purchase Option Agreement, the Partnership Management Agreement and the Right of First Refusal Agreement, all as referenced in the Partnership Agreement, the Borrower shall not enter into any agreement, written or otherwise, directly or indirectly relating to the Project with an Affiliate of the Borrower without the prior written consent of the Bondowner Representative. Section 5.21 Sale of Bonds and Securitization. (a) At the request of the Bondowner Representative, the Borrower shall take such actions and execute and deliver such documents and data as may be reasonably necessary or appropriate in connection with the sale of the Bonds or participation therein or any securitization (such sale and/or securitization, the “Securitization”) of single or multi-class securities (the “Securities”) secured by or evidencing ownership interests in the Bonds. Without limiting the generality of the foregoing, the Borrower shall: (i) provide financial and other information with respect to the Project, the Borrower and its Affiliates, the manager and any tenants of the Project and provide business plans and budgets relating to the Project; (ii) perform or permit or cause to be performed or permitted such site inspection, appraisals, market studies, environmental reviews and reports (Phase I and, if appropriate, Phase II), engineering reports and other due diligence investigations of the Project, as may be reasonably requested by the Bondowner Representative or the Rating Agency or as may be necessary or appropriate in connection with the October 17, 2017 Contra Costa County Board of Supervisors 933 -31- Securitization (the items provided to the Bondowner Representative pursuant to this paragraph (a) being called the “Provided Information”), together, if customary, with appropriate verification of and/or consents to the Provided Information through letters of auditors or opinions of counsel of independent attorneys acceptable to the Bondowner Representative and the Rating Agencies; (iii) cause counsel to render opinions as to non-consolidation, fraudulent conveyance, true sale and true contribution and any other opinion customary in securitization transactions with respect to the Project, the Borrower and its Affiliates, which counsel and opinions shall be satisfactory to the Bondowner Representative and the Rating Agencies; (iv) make such representations and warranties as of the closing date of the Securitization with respect to the Project, the Borrower and the Loan Documents as are customarily provided in securitization transactions and as may be reasonably requested by the Bondowner Representative or the Rating Agencies and consistent with the facts covered by such representations and warranties as they exist on the date thereof, including the representations and warranties made in the Loan Documents; (v) provide current certificates of existence with respect to the Borrower from appropriate Governmental Authorities; and (vi) execute such amendments to the Loan Documents and the Organizational Documents of the Borrower as may be requested by the Bondowner Representative or the Rating Agencies or otherwise to effect the Securitization. (b) All reasonable third party costs and expenses incurred by the Borrower solely in connection with the Borrower’s complying with requests made under this Section 5.21 shall promptly be paid or caused to be paid by the Bondowner Representative. The Borrower shall not be liable for third party costs or expenses incurred by the Bondowner Representative in connection with the Securitization. (c) The Borrower understands that certain of the Provided Information may be included in disclosure documents in connection with the Securitization, including a prospectus or private placement memorandum (each, a “Disclosure Document”) and may also be included in filings with the Securities and Exchange Commission pursuant to the Securities Act of 1933, as amended (the “Securities Act”), or the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), or provided or made available to investors or prospective investors in the Securities, the Rating Agencies, and service providers relating to the Securitization. In the event that the Disclosure Document is required to be revised prior to the sale of all Securities, the Borrower shall cooperate with the Bondowner Representative in updating the Provided Information for inclusion or summary in the Disclosure Document by providing all current information pertaining to the Borrower and the Project necessary to keep the Disclosure Document accurate and complete in all material respects with respect to such matters. (d) In connection with a preliminary and a final private placement memorandum or prospectus, as applicable, the Borrower agrees if requested by the Bondowner Representative, to certify in writing that the Borrower has carefully examined those portions of such memorandum or prospectus, as applicable, pertaining to the Borrower and the Project and such sections (and any other sections reasonably requested and pertaining to Borrower and the Project) do not contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statement made, in the light of the circumstances under which they were made, not misleading. October 17, 2017 Contra Costa County Board of Supervisors 934 -32- (e) The Borrower’s liability under this Section 5.21 shall be limited to liabilities arising out of or based upon any such material untrue statement or omission made with knowledge thereof and made therein in reliance upon and in conformity with information furnished to the Bondowner Representative by or on behalf of the Borrower in connection with the preparation of those portions of the Disclosure Document pertaining to the Borrower or the Project or in connection with the underwriting of the debt, including financial statements of the Borrower, operating statements, rent rolls, environmental site assessment reports and property condition reports with respect to the Project. Section 5.22 Funds. The Bondowner Representative shall establish and maintain, and the Borrower acknowledges the creation of, a Replacement Reserve Fund and an Operating Reserve Fund. The Replacement Reserve Fund and the Operating Reserve Fund shall be funded, and moneys therein shall be disbursed, in accordance with the provisions of this Section 5.22. (a) On or before December 1 of each year, the Borrower shall submit to the Bondowner Representative for approval the Proposed Budget to be effective for the next following year. The Bondowner Representative shall have the right to approve or disapprove any Proposed Budget or any line-item contained in such Proposed Budget. If any Proposed Budget is not approved by the Bondowner Representative within thirty (30) days following submission by the Borrower, such Proposed Budget shall be deemed disapproved. If any line-item or Proposed Budget is disapproved, the Borrower shall thereafter consult for an additional thirty (30) days with the Bondowner Representative in an effort to achieve mutually acceptable Approved Budget. To the extent that the Proposed Budget is disapproved, the Approved Budget for the previous year shall remain in effect, increased by 5% over the previous year (except for costs of utilities, real estate taxes and assessments and insurance and other third-party costs or cost associated with remediation of emergency conditions which shall be permitted variances to the Proposed Budget) until the parties resolve their differences. In addition to, and not in limitation of the foregoing, each Approved Budget may be revised from time to time with prior written consent of the Bondowner Representative to reflect changes to items set forth in the then-current Approved Budget. (b) Each Proposed Budget: (i) shall be prepared on the basis of sound accounting practices consistently applied; (ii) shall reflect the projected gross revenues and operating expenses regarding the Project; (iii) shall reflect all projected Capital Expenditures which are reasonably expected to be made in connection with the Project during the year covered by such Proposed Budget; and (iv) shall contain such other information as reasonably may be requested by the Bondowner Representative. (c) On each Interest Payment Date beginning with the first month after the Conversion Date, the Borrower shall deposit an amount equal to one-twelfth (1/12) of the Replacement Reserve Amount in the Replacement Reserve Fund. October 17, 2017 Contra Costa County Board of Supervisors 935 -33- (d) Except as otherwise provided in this Section, before the Bondowner Representative shall authorize the disbursement of any amounts from the Replacement Reserve Fund, the Borrower shall submit the following items to the Bondowner Representative for its review and approval: (i) a requisition from the Borrower stating that no Event of Default exists and requesting the Bondowner Representative to approve a disbursement; (ii) the identity of all general contractors, architects, engineers and other professionals, if any, engaged in connection with the proposed capital expenditures along with copies of the contracts entered into between the Borrower and such entities; (iii) copies of the plans and specifications for the work to be done, if required or produced in connection with the work contemplated; (iv) if requested by the Bondowner Representative, evidence of compliance with all applicable Legal Requirements; (v) if requested by the Bondowner Representative in connection with rehabilitation work in excess of $10,000, evidence of builders’ risk insurance along with workers’ compensation and public liability insurance in such amounts and in such form as the Bondowner Representative may reasonably require; (vi) if requested by the Bondowner Representative in connection with rehabilitation work in excess of $10,000, evidence that the Consulting Engineer shall have inspected and approved of the work performed to date; (vii) copies of bills or invoices documenting the proposed expenditure (with paid receipts or other evidence of payment for such Capital Expenditures to be provided to the Bondowner Representative before the next requested requisition and in any event within ten (10) days of disbursement to the Borrower of the requested payment); and (viii) evidence that the general contractor has delivered and filed effective mechanics lien waivers prior to the commencement of work or, if such waivers were not delivered and filed, a release of liens in connection with all work performed, which releases may be conditioned upon payment to the general contractor provided that the general contractor delivers unconditional releases within thirty (30) days of receipt of such payment. (e) Provided the conditions set forth in Section 5.22(d) have been satisfied (or waived in writing by the Bondowner Representative), the Bondowner Representative shall authorize the disbursement from the Replacement Reserve Fund of the amount requested by the Borrower in its requisition, or such lesser amount approved by the Consulting Engineer, to the Borrower. It shall be a condition to all withdrawals from the Replacement Reserve Fund that (i) all work shall be performed in a good and workmanlike manner and in compliance with all applicable Legal Requirements, (ii) the Bondowner Representative shall have reviewed and approved each of the foregoing requirements, (iii) the work to be performed is consistent with the Approved Budget or the recommendations of the Consulting Engineer, and (iv) sufficient amounts are on deposit in the Replacement Reserve Fund to pay the amount requisitioned. October 17, 2017 Contra Costa County Board of Supervisors 936 -34- (f) For any single Capital Expenditure (not part of, or related to, a sequence or a series of Capital Expenditures or a particular capital improvement plan or project) costing less than Five Thousand Dollars ($5,000.00) and whether or not described in the Approved Budget, the Borrower, upon completion of the work, shall deliver to the Bondowner Representative evidence reasonably satisfactory to the Bondowner Representative of such completion and shall deliver to the Bondowner Representative invoices for such work, and, for all of such subsequent disbursements from the Replacement Reserve Fund, the Borrower shall deliver evidence of payment in full for all invoices pertaining to the previous disbursement from the Replacement Reserve Fund, whereupon the Bondowner Representative shall authorize reimbursement of the cost of the Capital Expenditure from the Replacement Reserve Fund to the Borrower or, at the Bondowner Representative’s option, to the contractors to whom such funds are owed. (g) For any Capital Expenditure (not part of or related to a sequence or series of Capital Expenditures) costing Five Thousand Dollars ($5,000.00) or more which is to be paid from the Replacement Reserve Fund, before entering into any contracts in connection with such Capital Expenditure (whether or not the Capital Expenditure was described in the Approved Budget), the Borrower shall submit to the Bondowner Representative for its prior review and approval (which shall not be unreasonably withheld or delayed) copies of the proposed contracts to be entered into with respect to such Capital Expenditure and copies of the proposed plans and specifications for the Capital Expenditure. Once the Capital Expenditure is approved in advance by the Bondowner Representative, the provisions of Section 5.22(d) shall apply. Upon completion of such work, the Borrower shall deliver to the Bondowner Representative evidence reasonably satisfactory to the Bondowner Representative of such completion and shall deliver to the Bondowner Representative invoices for such work and, for all of such subsequent disbursements from the Replacement Reserve Fund, the Borrower shall deliver evidence of payment in full for all invoices pertaining to the previous disbursement from the Replacement Reserve Fund, whereupon the Bondowner Representative shall authorize reimbursement of the cost of the Capital Expenditure from the Replacement Reserve Fund to the Borrower, or, at the Bondowner Representative’s option, the contractors to whom such costs are owed. (h) Borrower shall provide to the Bondowner Representative, promptly following the Borrower’s receipt thereof, copies of all bills received by the Borrower for real property taxes for the Property and for the premiums on the insurance policies required to be maintained pursuant to the loan documents. On each Interest Payment Date, beginning with the first month after the Stabilization Date, the Borrower shall deposit funds into the Tax and Insurance Fund in an amount equal to one-twelfth (1/12) of the amount required to be payable during the current year for real estate taxes and insurance premiums with respect to the Project, as indicated by the current bills. If, one month prior to the due date of any aforementioned obligations, the amounts then on deposit shall be insufficient for the payment of such obligation in full, the Borrower shall deposit with the Bondowner Representative the amount of the deficiency within ten (10) days after demand from the Bondowner Representative. Amounts held in the Tax and Insurance Fund shall be applied by the Bondowner Representative to the payment of real estate taxes and insurance premiums on or before the respective dates on which the same or any of them would become delinquent. (i) On or before the Conversion Date, the Borrower shall deposit _______________ Dollars ($______) in its own funds into the Operating Reserve Fund. ] October 17, 2017 Contra Costa County Board of Supervisors 937 -35- [On each __________. The Borrower shall deposit, [to the extent available from Net Operating Revenues,] [from its own funds,] up to _____________ Dollars ($________) into the Operating Reserve Fund [until the balance in the Operating Reserve Fund is __________________ Dollars ($__________).] Moneys in the Operating Reserve Fund shall be disbursed only upon the authorization of the Bondowner Representative. To the extent that Project Revenues are insufficient to pay Operating Expenses and/or the amount necessary to pay principal and interest on the Bonds as required pursuant to Section 3.2, the Borrower may make written request to the Bondowner Representative for disbursement of amounts in the Operating Reserve Fund for payment of such Operating Expenses an debt service on the Bonds. Following receipt of any such request, the Bondowner Representative may authorize the disbursement of such sums from the Operating Reserve Fund as it shall have approved from time to time. [If moneys are disbursed from the Operating Reserve Fund, the Borrower shall, from time to time, deposit into the Operating Reserve Fund any Net Operating Income that it realizes until the amount so deposited is equal to the aggregate amounts so disbursed.] Section 5.23 Covenants Regarding Tax Credits. The Borrower hereby agrees to comply with all of the following covenants (each, a “Tax Credit Covenant”): (a) To observe and perform all obligations imposed on the Borrower in connection with the Tax Credits, including the obligation to have the Project “placed in service” (within the meaning given in Section 42 of the Code) in a timely manner; and to operate the residential units of the Project, and to use the Borrower’s best efforts to cause all appropriate parties to operate the same, in accordance with all requirements, statutes, and regulations governing the Tax Credits; (b) To preserve at all times the allocation and availability of the Tax Credits; (c) Not to release, forego, alter, amend, or modify its rights to the Tax Credits without the Bondowner Representative’s prior written consent, which the Bondowner Representative may give or withhold in the Bondowner Representative’s reasonable discretion; (d) Not to execute any residential lease of all or any portion of the Project which does not comply fully with all requirements, statutes, and regulations governing the Tax Credits, without the Bondowner Representative’s prior written consent, which the Bondowner Representative may give or withhold in the Bondowner Representative’s sole and absolute discretion; (e) To cause to be kept all records, and cause to be made all elections and certifications, pertaining to the number and size of apartment units, occupancy thereof by tenants, income level of tenants, set-asides for low-income tenants, and any other matters now or hereafter required to qualify for and maintain the Tax Credits in connection with the low-income occupancy of the Project; (f) To comply with the appropriate minimum low-income set-aside requirements under the Code or applicable federal regulations (the “Federal Laws”) and all laws and regulations of the State (the “State Laws”) applicable to the creation, maintenance and continued availability of the Tax Credits; (g) To certify compliance with the set-aside requirements and report the dollar amount of qualified basis and maximum applicable percentage, date of placement October 17, 2017 Contra Costa County Board of Supervisors 938 -36- in service and any other information required for the Tax Credits at such time periods as required by Federal Laws or State Laws for such Tax Credits; (h) To set aside the appropriate number of units for households with incomes meeting the required standards of the median income of the county in which the Project is located to qualify for the Tax Credits (as determined pursuant to Section 42 of the Code and/or State Laws), adjusted for family size, and to operate and maintain all such units as “low-income units” qualifying for the Tax Credits under Section 42(i)(3) of the Code and/or State Laws; (i) To exercise good faith in all activities relating to the operation and maintenance of the Project in accordance with the requirement of Federal Laws and State Laws; and (j) To promptly deliver to the Bondowner Representative true and correct copies of all notices or other documents or communications received or given by the Borrower with regard to or relating in any way to the Borrower’s partnership interests and/or the Tax Credits. Immediately upon receipt thereof, the Borrower shall deliver to the Bondowner Representative a copy of (i) the fully-executed allocation and final reservation of Tax Credits for the Project; (ii) the basis audit (as required by Section 42 of the Code) for the Project (including a certificate of the Borrower’s accountant or attorneys if requested by the Bondowner Representative); (iii) the first annual income certification for all tenants of the Project showing that the tenants are qualified for purposes of the Borrower’s obtaining Tax Credits, and (iv) the fully-completed Form 8609 (required by the Code) issued for the Project. The Borrower shall deliver promptly to the Bondowner Representative such other certificates, income certificates, reports and information as the Bondowner Representative may request. The Borrower understands and acknowledges that the Bank is purchasing the Bonds based, in part, upon the value of the Tax Credits, and the Tax Credits, directly or indirectly, constitute part of Bondowner Representative’s security on behalf of the Owners of the Bonds, for the obligations of the Borrower in connection with the Loan. The Borrower agrees to indemnify, defend, and hold the Bondowner Representative and the Owners harmless for, from, and against any and all actions, suits, claims, demands, liabilities, losses, damages, obligations, and costs or expenses, including litigation costs and reasonable attorneys’ fees, arising from or in any way connected with the Borrower’s failure to comply with one or more Tax Credit Covenants, excepting those arising out of, or resulting, solely from the gross negligence or willful misconduct of the Bondowner Representative. Section 5.24 Leasing. (a) The Bondowner Representative (and all other parties whose approval is required) must approve the Borrower’s standard form of residential lease or rental agreement prior to its use by the Borrower. The Borrower may not materially modify the approved standard form of residential lease without the Bondowner Representative’s prior written consent in each instance (which consent shall not be unreasonably withheld), together with the approval of all other parties whose consent is required. Each lease, other than leases on the Borrower’s standard form of residential lease, of any part of the Project is subject to the Bondowner Representative’s written approval as to form and substance prior to execution and delivery. Despite the foregoing, the Borrower may enter into residential leases (and amendments) in the ordinary course of business with bona fide third party tenants without the Bondowner Representative’s prior written consent if the Borrower uses the approved standard form of residential lease and: October 17, 2017 Contra Costa County Board of Supervisors 939 -37- (i) Within fifteen (15) days after the Bondowner Representative’s written request therefor, the Bondowner Representative receives a copy of the executed lease (accompanied by all financial information and certificates obtained by the Borrower pertaining to the tenant); (ii) The Borrower, acting in good faith and exercising due diligence, has determined that the tenant qualifies as a low-income family for purposes of meeting the requirements for obtaining Tax Credits; (iii) The lease meets the standards required by Section 42 of the Code; (iv) The lease meets the requirements of the Bondowner Representative and the Investor Limited Partner; (v) The lease reflects an arm’s-length transaction and, so long as the Construction Disbursement Agreement is in effect, conforms to the projections of the Pro Forma Schedule attached thereto; (vi) The lease does not affect more than one (1) residential unit within the Improvements and is for a minimum term of six (6) months and a maximum term of twelve (12) months, unless otherwise agreed in writing by the Bondowner Representative; and (vii) So long as the Construction Disbursement Agreement is in effect, the lease, together with all leases previously executed, does not cause the Loan to become “out of balance” as that term is defined in Section 1.2(a) of the Construction Disbursement Agreement The Borrower acknowledges that the Loan may become “out of balance” if the landlord’s aggregate economic obligations under the leases exceed, or the Net Operating Income from the Project fails to meet, the Borrower’s projections for such obligations, thereby increasing the cost or decreasing the value of the Project. (b) The Bondowner Representative in the exercise of its sole discretion may consider any executed lease it receives to be unsatisfactory if the lease fails to meet any of the requirements of this Agreement. If this happens, or if the Borrower at any time fails to submit any executed lease (and accompanying information) at the time required by this Section, or if any Event of Default has occurred and is continuing, the Bondowner Representative may make written demand on the Borrower to submit all future leases for the Bondowner Representative’s approval prior to execution. The Borrower must comply with any such demand by the Bondowner Representative. (c) The Bondowner Representative’s approval of any lease is for the sole purpose of protecting the Bondowner Representative’s security and preserving the Bondowner Representative’s rights under the Loan Documents. No approval by the Bondowner Representative will result in a waiver of any default of the Borrower. In no event will the Bondowner Representative’s approval of any lease be a representation of any kind with regard to the lease, its enforceability or the financial capacity of any tenant or guarantor. (d) The Borrower must perform all obligations required to be performed by it as landlord under any lease affecting any part of the Land or any space within the Improvements. October 17, 2017 Contra Costa County Board of Supervisors 940 -38- Section 5.25 Compliance with Anti-Terrorism Regulations. (a) None of the Related Persons will be included in, owned by, Controlled by, act for or on behalf of, provide assistance, support, sponsorship, or services of any kind to, or otherwise associate with any of the Persons referred to or described in any list of persons, entities, and governments issued by OFAC pursuant to Executive Order 13224 or any other OFAC List. (b) Borrower will comply at all times with the requirements of Executive Order 13224; the International Emergency Economic Powers Act, 50 U.S.C. Sections 1701-06; the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001, Pub. L. 107-56 (the “PATRIOT Act”); the Iraqi Sanctions Act, Pub. L. 101-513, 104 Stat. 2047-55; the United Nations Participation Act, 22 U.S.C. Section 287c; the Antiterrorism and Effective Death Penalty Act, (enacting 8 U.S.C. Section 219, 18 U.S.C. Section 2332d, and 18 U.S.C. Section 2339b); the International Security and Development Cooperation Act, 22 U.S.C. Section 2349 aa 9; the Terrorism Sanctions Regulations, 31 C.F.R. Part 595; the Terrorism List Governments Sanctions Regulations, 31 C.F.R. Part 596; the Foreign Terrorist Organizations Sanctions Regulations, 31 C.F.R. Part 597; the Bank Secrecy Act, Pub. L. 91-508, 84 Stat. 1114, 1118; the Trading with the Enemy Act, 50 U.S.C. App. Section 1 et seq.; the laws relating to prevention and detection of money laundering in 18 U.S.C. Sections 1956 and 1957 and any similar laws or regulations currently in force or hereafter enacted (collectively, the “Anti-Terrorism Regulations”). (c) If Borrower becomes aware or receives any notice that any of the Related Persons are named on any of the OFAC Lists (such occurrence, an “OFAC Violation”), Borrower will immediately (i) give notice to the Issuer and the Bondowner Representative of such OFAC Violation, and (ii) comply with all laws applicable to such OFAC Violation (regardless of whether the party included on any of the OFAC Lists is located within the jurisdiction of the United States of America), including, without limitation, the Anti-Terrorism Regulations, and Borrower hereby authorizes and consents to the Bondowner Representative’s taking any and all steps the Bondowner Representative deems necessary, in the sole discretion of the Bondowner Representative, to comply with all laws applicable to any such OFAC Violation, including, without limitation, the requirements of the Anti-Terrorism Regulations (including the “freezing” and/or “blocking” of assets). (d) Upon Issuer or Bondowner Representative’s request from time to time during the term of the Loan, Borrower agrees deliver a certification confirming that the representations and warranties set forth in this Agreement remain true and correct as of the date of such certificate and confirming Borrower’s compliance with this Section. Borrower also agrees to cooperate with each of Issuer and Bondowner Representative, and to cause each Related Person to cooperate with Issuer and Bondowner Representative, in providing such additional information and documentation on Borrower’s and such Related Person’s legal or beneficial ownership, policies, procedures and sources of funds as Issuer and Bondowner Representative deem necessary or prudent to enable each of them to comply with the Anti-Terrorism Regulations as now in existence or hereafter amended. From time to time upon the written request of Issuer or Bondowner Representative, Borrower shall deliver to the requesting party a schedule of the name, legal domicile, address and jurisdiction of organization, if applicable, for each Related Party and each holder of a legal interest in any Borrower. Section 5.26 Supplemental Agreement. From and after the Conversion Date, (i) the Supplemental Agreement shall automatically be deemed an amendment to this Loan Agreement, and (ii) to the extent of any conflict between the provisions of this Loan Agreement October 17, 2017 Contra Costa County Board of Supervisors 941 -39- and the Supplemental Agreement, the terms set forth in the Supplemental Agreement shall prevail. ARTICLE VI OPTION AND OBLIGATIONS OF BORROWER TO PREPAY Section 6.1 Optional Prepayment. (a) The Note is subject to optional prepayments as expressly set forth in the Note. If Borrower elects to make an optional prepayment of the Note by delivering written notice to Bondowner Representative in accordance with the Note, Borrower must do so in accordance with the terms and conditions set forth for any prepayment set forth in the Note and shall pay any Prepayment Fees required under the Note. (b) To effect prepayment of the Note and redemption of the Bonds as contemplated in subparagraph (a) above, the Borrower shall deliver to the Bondowner Representative, not less than ninety (90) days prior to the date on which Bonds are subject to redemption under said Section, a written certificate of the Borrower stating that the Borrower is prepaying the Note pursuant to this Section 6.1. The certificate from the Borrower shall certify the following: (i) the principal amount of the Note to be prepaid, (ii) that the amount to be prepaid on the Note shall be credited to redemption of the Bonds pursuant to Section 4.01 of the Indenture, (iii) the date for redemption of the Bonds, (iv) any conditions to such prepayment. (c) The options granted to the Borrower in this Section 6.1 shall be exercisable only (i) in the event and to the extent the Loan is subject to prepayment in accordance with the Note and (ii) if no Event of Default under any of the Loan Documents shall have occurred and be then continuing or if all costs associated with any existing Event of Default (including, without limitation, late fees, penalties, costs of enforcement, protective advances and interest on such amounts) which are then due and owing under the Loan Documents are paid in full in connection with such prepayment. Section 6.2 Mandatory Prepayment. The Loan and amounts due under Section 3.2(a) hereof shall be prepaid in whole or in part in order to effect the mandatory redemption of the Bonds at the times and in the amounts specified in the Note. Section 6.3 Amounts Required for Prepayment. Any prepayment made pursuant to Section 6.1 or 6.2 hereof shall be applied to redeem or prepay Bonds in accordance with the Indenture, this Loan Agreement and the other Loan Documents. No prepayment or investment of the proceeds thereof shall be made which shall cause the Bonds to be "arbitrage bonds" within the meaning of Section 148 of the Code. Section 6.4 Cancellation at Expiration of Term. At the acceleration, termination or expiration of the term of this Loan Agreement and following full payment of the Bonds or provision for payment thereof in accordance with Article X of the Indenture and of all other fees and charges of all parties having been made in accordance with the provisions of this Loan Agreement and the Indenture, the Bondowner Representative shall deliver to the Borrower any documents and take or cause the Issuer to take such actions as may be necessary to effectuate the cancellation and evidence the termination of this Loan Agreement and the Loan Documents (other than the Regulatory Agreements, which shall not terminate except in accordance with the terms thereof). October 17, 2017 Contra Costa County Board of Supervisors 942 -40- ARTICLE VII EVENTS OF DEFAULT AND REMEDIES Section 7.1 Events of Default. The following shall be “Events of Default” under this Loan Agreement, and the term “Event of Default” shall mean, whenever it is used in this Loan Agreement, any one or more of the following events: (a) Failure by the Borrower to pay any amounts required to be paid on the Note or under Section 3.2 (a) or (b) hereof when due; (b) Any failure by the Borrower to pay as and when due and payable any other sums to be paid by the Borrower under this Loan Agreement and the continuation of such failure for a period of five (5) days after the same are due; or (c) Any failure of any representation or warranty made in this Loan Agreement, the Construction Disbursement Agreement or any Requisition to be true and correct; or (d) Any failure by the Borrower to observe and perform any covenant or agreement on its part to be observed or performed hereunder or thereunder, other than as referred to in subsections (a) or (b) of this Section 7.1, for a period of thirty (30) days after written notice specifying such breach or failure and requesting that it be remedied, given to the Borrower by the Issuer or the Bondowner Representative; provided, however, that in the event such breach or failure be such that it can be corrected but cannot be corrected within said 30 day period, the same shall not constitute an Event of Default hereunder if corrective action is instituted by the Borrower or on behalf of the Borrower within said 30 day period and is diligently pursued to completion thereafter (unless, in the opinion of Bond Counsel delivered to the Bondowner Representative, failure to correct such breach or failure within the cure period herein provided (or such shorter time as shall be established as a limitation on the period of time during which correction may be pursued) will adversely affect the exclusion from gross income of interest on the Bonds for federal income taxation purposes or violate State law, in which case the extension of cure period herein provided will not be available); or (e) Any Event of Default (as defined or otherwise set forth in the Indenture or any of the Loan Documents, the General Partner Documents or the Guarantor Documents) shall have occurred and shall remain uncured beyond any applicable cure period provided in the applicable document; or (f) Any dissolution, termination, partial or complete liquidation, merger or consolidation of any Obligor or the General Partner of Borrower, or any sale, transfer or other disposition of the Project or of all or substantially all of the assets of Borrower; or (g) Any failure by the Borrower to obtain any Project Approvals as required in order to proceed with the rehabilitation of the Project so as to complete the same by the Completion Deadline, or the revocation or other invalidation of any Project Approvals previously obtained; or (h) Any change in the legal or beneficial ownership of the Borrower or the General Partner other than as expressly permitted by the terms hereof or by reason of the death of the owner of such interests; or October 17, 2017 Contra Costa County Board of Supervisors 943 -41- (i) The General Partner ceases for any reason to act in that capacity unless replaced by a transferee permitted pursuant to Section 5.17(e); or (j) Resources for Community Development ceases for any reason to act in the capacity of sole member of the General Partner and the Borrower fails to deliver to the Bondowner Representative, within thirty (30) days of Borrower’s discovery of this occurrence, a plan, reasonably satisfactory to the Bondowner Representative, for the replacement of sole member of the General Partner in such capacity within ninety (90) days; or] (k) Any failure by the Borrower to pay at maturity, or within any applicable period of grace, any Indebtedness, or any failure to observe or perform any material term, covenant or agreement contained in any agreement by which it is bound, evidencing or securing any Indebtedness, for such period of time as would permit (assuming the giving of appropriate notice if required) the holder or holders thereof or of any obligations issued thereunder to accelerate the maturity thereof; or (l) Any Obligor shall file a voluntary petition in bankruptcy under Title 11 of the United States Code, or an order for relief shall be issued against any such Obligor in any involuntary petition in bankruptcy under Title 11 of the United States Code, or any such Obligor shall file any petition or answer seeking or acquiescing in any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief for itself under any present or future federal, state or other law or regulation relating to bankruptcy, insolvency or other relief of debtors, or such Obligor shall seek or consent to or acquiesce in the appointment of any custodian, trustee, receiver, conservator or liquidator of such Obligor, or of all or any substantial part of its respective property, or such Obligor shall make an assignment for the benefit of creditors, or such Obligor shall give notice to any governmental authority or body of insolvency or pending insolvency or suspension of operation; or (m) An involuntary petition in bankruptcy under Title 11 of the United States Code shall be filed against the Borrower or any Obligor and such petition shall not be dismissed within ninety (90) days of the filing thereof; or (n) A court of competent jurisdiction shall enter any order, judgment or decree approving a petition filed against any Obligor seeking any reorganization, arrangement, composition, readjustment, liquidation or similar relief under any present or future federal, state or other law or regulation relating to bankruptcy, insolvency or other relief for debtors, or appointing any custodian, trustee, receiver, conservator or liquidator of all or any substantial part of its property; or (o) Any of the events described in Section 7.1(k), (l) or (m) occurs with respect to the Investor Limited Partner prior to funding by the Investor Limited Partner of all of the capital contributions required in order to avoid the occurrence of an Event of Default pursuant to Section 7.1(v); or (p) Any uninsured final judgment in excess of $25,000 shall be rendered against the Borrower and shall remain in force, undischarged, unsatisfied and unstayed, for more than thirty (30) days, whether or not consecutive; or (q) Any of the Loan Documents, the General Partner Documents or the Guarantor Documents shall be canceled, terminated, revoked or rescinded otherwise than in accordance with the terms thereof or with the express prior written consent of October 17, 2017 Contra Costa County Board of Supervisors 944 -42- the Bondowner Representative, or any action at law, suit in equity or other legal proceeding to cancel, revoke or rescind any of the Loan Documents, the General Partner Documents or the Guarantor Documents shall be commenced by or on behalf of any Obligor which is a party thereto, or any of their respective stockholders, partners or beneficiaries, or any court or any other governmental or regulatory authority or agency of competent jurisdiction shall make a determination that, or issue a judgment, order, decree or ruling to the effect that, any one or more of the Loan Documents, the General Partner Documents or the Guarantor Documents is illegal, invalid or unenforceable in accordance with the terms thereof; or (r) Any refusal by the Title Insurance Company to insure that any advance is secured by the Mortgage as a valid lien and security interest on the Project and the continuation of such refusal for a period of twenty (20) days after notice thereof by Bondowner Representative to the Borrower; or (s) Completion shall not have been attained by the Completion Deadline; or (t) Any cessation at any time in rehabilitation or equipping of the Improvements for more than twenty (20) consecutive days except for strikes, acts of God, fire or other casualty, or other causes entirely beyond the Borrower’s control, or any cessation at any time in rehabilitation or equipping of the Improvements for more than sixty (60) consecutive days, regardless of the cause thereof; provided, however, that such cessation may continue for a period of longer than sixty (60) consecutive days with the consent of the Bondowner Representative if the Borrower shall have requested and received the consent of the Bondowner Representative to an extension of the Completion Deadline, in which case it shall not be an Event of Default hereunder unless and until the period of cessation extends beyond the number of days for which the extension was granted; or (u) Any of the Indenture, this Agreement, a Regulatory Agreement or the Tax Certificate shall be amended in a material manner (including without limitation any “automatic” amendments of a Regulatory Agreement) without the prior written consent of the Bondowner Representative; or (v) Failure of the Investor Limited Partner to fund its capital contributions to the Borrower in at least the amounts and on or before the deadline dates as set forth in the Construction Disbursement Agreement, or (w) Any default exists beyond any applicable notice and cure period expressly set forth in any Subordinate Loan Document, or any of the Subordinate Loan Documents is amended, modified, supplemented, or terminated without the express prior written consent of Bondowner Representative. Section 7.2 Remedies on Default. (a) Whenever any Event of Default referred to in Section 7.1 hereof shall have occurred and be continuing, any obligation of the Bondowner Representative to approve Requisitions shall be terminated, and the Bondowner Representative (subject to the provisions of the Indenture) shall: (i) by notice in writing to the Borrower declare the unpaid indebtedness under the Loan Documents to be due and payable immediately, and upon any such declaration the same shall become and shall be immediately due and payable; and October 17, 2017 Contra Costa County Board of Supervisors 945 -43- (ii) take whatever action at law or in equity or under any of the Loan Documents, the General Partner Documents or the Guarantor Documents, as may appear necessary or desirable to collect the payments and other amounts then due and thereafter to become due hereunder or thereunder or under the Note, or to exercise any right or remedy or to enforce performance and observance of any obligation, agreement or covenant of the Borrower under this Loan Agreement, the Note or any other Loan Document (including without limitation foreclosure of the Mortgage), any General Partner Document or any Guarantor Document (including actions to enforce the Payment Guaranty and/or the Completion Agreement); and (iii) cause the Project to be completed, rehabilitated and equipped in accordance with the Plans and Specifications, with such changes therein as the Bondowner Representative may, from time to time, and in its sole discretion, deem appropriate. (b) Any amounts collected pursuant to action taken under this Section (other than amounts collected by the Issuer pursuant to the Reserved Rights) shall, after the payment of the costs and expenses of the proceedings resulting in the collection of such moneys and of the expenses, liabilities and advances incurred or made by the Issuer or the Bondowner Representative and their respective Counsel, be paid to the Bondowner Representative (unless otherwise provided in this Loan Agreement) and applied in accordance with the provisions of the Indenture. No action taken pursuant to this Section 7.2 shall relieve the Borrower from the Borrower’s obligations pursuant to Section 3.2 hereof. Section 7.3 No Remedy Exclusive. No remedy conferred herein or in any other Loan Document upon or reserved to the Bondowner Representative 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 Loan Agreement or now or hereafter existing at law or 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 thereof, but any such right and power may be exercised from time to time and as often as may be deemed expedient. In order to entitle the Bondowner Representative to exercise any remedy reserved to it herein or in any other Loan Document, it shall not be necessary to give any notice, other than such notice as may be herein expressly required. Section 7.4 Agreement to Pay Fees and Expenses of Counsel. If an Event of Default shall occur under this Loan Agreement or under any of the other Loan Documents, and the Issuer or the Bondowner Representative should employ counsel or incur other expenses for the collection of the indebtedness or the enforcement of performance or observance of any obligation or agreement on the part of the Borrower herein or therein contained, the Borrower agrees that it will on demand therefor pay to any such party, or, if so directed by any such party, to its counsel, the reasonable actually incurred fees of such Counsel and all other out-of- pocket expenses incurred by or on behalf of the Issuer or the Bondowner Representative. Section 7.5 No Additional Waiver Implied by One Waiver; Consents to Waivers. In the event any agreement contained in this Loan Agreement should be breached by either party and thereafter waived by the other party, such waiver shall be limited to the particular breach so waived and shall not be deemed to waive any other breach hereunder. No waiver shall be effective unless in writing and signed by the party making the waiver. Section 7.6 Remedies Subject to Applicable Law. All rights, remedies, and powers provided by this Article may be exercised only to the extent that the exercise thereof does not October 17, 2017 Contra Costa County Board of Supervisors 946 -44- violate any applicable provisions of law, and all the provisions of this Article are intended to be subject to all applicable mandatory provisions of law which may be controlling in the Land and to be limited to the extent necessary so that they will not render this Loan Agreement invalid, unenforceable, or not entitled to be recorded, registered, or filed under the provisions of any applicable law. Section 7.7 Cure by Investor Limited Partner. The Issuer and the Bondowner Representative hereby agree that cure of any Event of Default made or tendered by the Investor Limited Partner shall be deemed to be a cure by the Borrower and shall be accepted or rejected on the same basis as if made or tendered by the Borrower. Section 7.8 Issuer Exercise of Remedies. Notwithstanding anything to the contrary contained herein, the Issuer may enforce its Reserved Rights under the Loan Documents and exercise the permitted remedies with respect thereto against the Borrower; provided that the Issuer shall not commence or direct the Bondowner Representative to commence any action to declare the outstanding balance of the Bonds or the Loan to be due and the Issuer shall not take any action in respect of Reserved Rights (i) to foreclose to take similar action under the Mortgage or otherwise in respect of any liens upon or security interests in the Project or other property pledged to secure the Borrower’s obligations under the Loan Documents, (ii) to appoint a receiver, (iii) to enforce any similar remedy against the Project or other property pledged to secure the Borrower’s obligations under the Loan Documents; or (iv) to enforce any other remedy which would cause any liens or security interests granted under the Loan Documents to be discharged or materially impaired thereby. ARTICLE VIII MISCELLANEOUS Section 8.1 General Provisions. The following provisions shall be applicable at all times throughout the term of this Loan Agreement: (a) The Issuer and the Bondowner Representative shall, at all times, be free to establish independently to their respective satisfaction and in their respective absolute discretion the existence or nonexistence of any fact or facts the existence of which is a condition of this Loan Agreement or any other Loan Document. (b) The Bonds and the obligations and undertakings of the Issuer hereunder do not constitute a general obligation of the Issuer or the State or any political subdivision thereof, and recourse on the Bonds and on the instruments and documents executed and delivered by or on behalf of the Issuer in connection with the transactions contemplated hereby may be had only against certain moneys due and to become due under the Loan Documents (and not against any moneys due or to become due to the Issuer pursuant to the Reserved Rights). No recourse shall be had for the payment of the principal of or interest on the Bonds, or for any claim based thereon or on this Loan Agreement or any other Loan Document, any Issuer Document or any instrument or document executed and delivered by or on behalf of the Issuer in connection with the transactions contemplated hereby, against the Issuer or any supervisor, officer, employee or other elected or appointed official, past, present or future, of the Issuer or any successor body, as such, either directly or through the Issuer or any such successor body, under any constitutional provision, statute or rule of law, or by the enforcement of any assessment or penalty or by any legal or equitable proceeding or otherwise and all such liability of the Issuer or any such supervisor, officer, employee, any other elected or appointed official or trustee as such is hereby expressly waived and released as a October 17, 2017 Contra Costa County Board of Supervisors 947 -45- condition of and consideration for the adoption of the resolution authorizing the execution of the Issuer Documents and issuance of the Bonds and the delivery of other documents in connection herewith. No supervisor, officer, employee or other elected or appointed official past, present or future, of the Issuer or any successor body shall be personally liable on the Issuer Documents, the Bonds or any other documents in connection herewith, nor shall the issuance of the Bonds be considered as misfeasance or malfeasance in office. The Bonds and the undertakings of the Issuer under the Issuer Documents do not constitute a pledge of the general credit or taxing power of the Issuer, the State, or any political subdivision thereof, do not evidence and shall never constitute a debt of the State or any political subdivision thereof (other than the Issuer), and shall never constitute nor give rise to a pecuniary liability of the State or any political subdivision thereof, other than the Issuer and then only to the extent set forth in the Indenture. Section 8.2 Authorized Borrower Representative. Pursuant to written direction provided on the Closing Date, the Borrower has appointed one or more Authorized Borrower Representatives for the purpose of taking all actions and making all certificates required to be taken and made by the Authorized Borrower Representative under the provisions of the Loan Documents. Whenever under the provisions of any Loan Document the approval of the Borrower is required or any party is required to take some action at the request of the Borrower, such approval or such request shall be made by the Authorized Borrower Representative, unless otherwise specified in this Loan Agreement, and the Issuer and the Bondowner Representative shall be authorized to act on any such approval or request and the Borrower shall have no complaint against any such party as a result of any such action taken in conformity with such approval or request by the Authorized Borrower Representative. Section 8.3 Binding Effect. This Loan Agreement shall inure to the benefit of and shall be binding upon the Issuer, the Bondowner Representative and the Borrower and their respective successors and permitted assigns. The Borrower acknowledges and agrees that the Issuer has assigned or is assigning its rights under this Loan Agreement to the Bondowner Representative (other than the Reserved Rights), and that, pursuant to the Indenture, the Bondowner Representative will implement certain of the rights and remedies under this Loan Agreement. The Owners of the Bonds shall be express third party beneficiaries of this Loan Agreement, and the Owners and the Bondowner Representative shall have the right to enforce directly against Borrower or other persons the rights and implement the rights and remedies provided to each of them hereunder, but not including the Reserved Rights; provided, however, that the rights of the Owners to bring actions and implement rights and remedies hereunder shall be subject to the same restrictions as are imposed with respect to actions, rights and remedies of the Owners under the Indenture. Section 8.4 Execution in Counterparts. This Loan Agreement may be executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument; provided, however, that for purposes of perfecting a lien or security interest in this Loan Agreement by the Bondowner Representative, whether under Article 9 of the Uniform Commercial Code of the State or otherwise, only the counterpart delivered to, and receipted by, the Bondowner Representative shall be deemed the original. Section 8.5 Amendments, Changes and Modifications. Subsequent to the issuance of the Bonds and prior to payment or provision for the payment of the Bonds in full (including interest thereon) in accordance with the provisions of the Indenture and except as otherwise provided herein, the Loan Documents may not be amended, changed, modified, altered or terminated by the Issuer or the Borrower except in compliance with Section 6.03 of the Indenture. October 17, 2017 Contra Costa County Board of Supervisors 948 -46- Section 8.6 Severability. In the event any provision of this Loan Agreement shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision hereof and such invalid or unenforceable provision shall be deemed no longer to be contained in this Loan Agreement. Section 8.7 Notices. All notices, demands, requests, consents, approvals, certificates or other communications hereunder shall be effective if given in the manner required in Section 11.06 of the Indenture. Section 8.8 Applicable Law. This Loan Agreement shall be governed exclusively by and construed in accordance with the laws of the State of California applicable to contracts made and performed in California. Section 8.9 Debtor Creditor Relationship. It is expressly understood and agreed that the relationship between the Issuer and the Borrower established by the transaction contemplated by this Loan Agreement and by all of the other Loan Documents is exclusively that of creditor or lender, on the part of the Issuer, and debtor or borrower, on the part of the Borrower and is in no way to be construed as a partnership or joint venture of any kind. It is further understood that all payments by the Borrower under the Loan Documents shall be exclusively on account of the said debtor/creditor relationship. Section 8.10 Usury; Total Interest. This Loan Agreement is subject to the express condition, and it is agreed, that at no time shall payments hereunder, under the Note or under the other Loan Documents that are or are construed to be payments of interest on the unpaid principal amount of the Loan reflect interest that is borne at a rate in excess of the maximum permitted by law. The Borrower shall not be obligated or required to pay, nor shall the Issuer be permitted to charge or collect, interest borne at a rate in excess of such maximum rate. If by the terms of this Loan Agreement or the other Loan Documents the Borrower is required to make such payments reflecting interest borne at a rate in excess of such maximum rate, such payments shall be deemed to be reduced immediately and automatically to reflect such maximum rate. It is further agreed that the total of amounts paid hereunder as interest on the Loan which is to pay interest on the Bonds, cumulative from the date of the Note, shall not exceed the sum of 5% per month, simple and non-compounded for each month from such date to the date of calculation (calculated on the basis of a 360-day year of twelve thirty-day months). Any such excess payment previously made in either case shall be immediately and automatically applied to the unpaid balance of the principal sum of the Loan and not to the payment of interest thereon. This Loan Agreement is also subject to the condition that amounts paid hereunder representing late payment or penalty charges or the like shall only be payable to the extent permitted by law. Section 8.11 Term of this Loan Agreement. This Loan Agreement shall be in full force and effect from its date to and including such date as all of the Bonds issued under the Indenture shall have been fully paid or retired in accordance with their terms and the terms of the Indenture (or provision for such payment shall have been made as provided in the Indenture), except, however, that the covenants and provisions relating to the Reserved Rights of the Issuer and the covenants relating to the preservation of exclusion from gross income of interest on the Bonds for purposes of federal income taxation shall survive the termination hereof. Section 8.12 [intentionally omitted] October 17, 2017 Contra Costa County Board of Supervisors 949 -47- Section 8.13 PATRIOT Act Notice. Bondowner Representative hereby notifies Borrower and Guarantor that, pursuant to the requirements of the PATRIOT Act, it is required to obtain, verify and record information that identifies Borrower and Guarantor, which information includes the names and addresses of Borrower and Guarantor and other information that will allow Bondowner Representative to identify Borrower and Guarantor in accordance with the PATRIOT Act. October 17, 2017 Contra Costa County Board of Supervisors 950 S-1 IN WITNESS WHEREOF, the Issuer, the Bondowner Representative and the Borrower have caused this Loan Agreement to be executed in their respective names, all as of the date first above written. COUNTY OF CONTRA COSTA, CALIFORNIA By: John Kopchik, Director, Department of Conservation and Development CARENA ASSOCIATES, L.P., a California limited partnership By: RCD GP LLC, a California limited liability company, its general partner By: Resources for Community Development, a California nonprofit public benefit corporation its sole member/manager By: Daniel Sawislak, Executive Director BANK OF AMERICA, N.A. By: Brandon Butcher, Vice President 03007.40:J14738 October 17, 2017 Contra Costa County Board of Supervisors 951 A-1 EXHIBIT A LEGAL DESCRIPTION OF REAL ESTATE [TO BE ATTACHED] October 17, 2017 Contra Costa County Board of Supervisors 952 B-1 EXHIBIT B [intentionally omitted] October 17, 2017 Contra Costa County Board of Supervisors 953 C-1 EXHIBIT C PROJECT APPROVALS TO BE OBTAINED All approvals, consents, waivers, orders, agreements, authorization, permits and licenses required under applicable Legal Requirements or under the terms of any restriction, covenant or easement affecting the Project, or otherwise necessary for the construction and equipping, use and operation of the Project and the Improvements, whether obtained from a Governmental Authority or any other person. October 17, 2017 Contra Costa County Board of Supervisors 954 D-1 EXHIBIT D FORM OF APPROVED RESIDENTIAL LEASE [TO BE ATTACHED] October 17, 2017 Contra Costa County Board of Supervisors 955 E-1 EXHIBIT E SCHEDULE OF INSURANCE REQUIREMENTS 1. General Requirements In order to close, the following insurance specifications must be met and approved in writing by the Bank’s insurance consultant. Copies of policies together with an original ACORD 28 (Evidence of Property Insurance) and an ACORD 25 (Certificate of Insurance) or an approved equivalent listing all coverage will be accepted for pre-closing contingent on complete “true and certified” copies of the policies with all endorsements attached being received within 90 days after closing. Each certificate must correctly identify the property by address and the insured by borrowing entity name. Policy premiums cannot be financed or paid in installments to an insurance carrier, but must be paid in full as evidenced by a paid receipt presented prior to or at pre-closing. All policies and renewals thereof are to be written for not less than one year. An escrow account, as described further in the loan application, will be established to pay the premium at renewal. All of the liability policies must be written and provide for claims to be paid on an “Occurrence” basis. Each policy must have a cancellation provision that provides that the carrier will notify Mortgagee, its successors and/or assigns, in writing at least 30 days in advance of any policy reduction or cancellation for any reason except for non-payment of premium (for which not less than 10 days written notice shall be provided). The insurer under each policy shall be a domestic primary insurance company duly qualified as such under the laws of the states in which the Property is located and duly authorized, admitted and licensed in such states to transact the applicable insurance business and to write the insurance provided and must have and maintain a rating of AA or higher by Standard & Poor’s or A.M. Best rating of A-IX or higher for any Mortgage Loan $20,000,000 or above. For any Mortgage Loan below $20,000,000, the insurance carrier must have and maintain a rating of “A” or higher by Standard & Poor’s and/or an A.M. Best rating of A-VI or higher. The insurance policies may be part of a blanket policy provided the insured acknowledges that failure to pay any portion of the premium which is not allocable to the mortgaged property or any other action not relating to the mortgaged property which would otherwise permit the issuer to cancel the coverage, would require the mortgaged property to be insured by a separate, single-property policy. The blanket policy must properly identify and fully protect the mortgaged property as if a separate policy were issued for 100% of Replacement Cost (insurable value) at the time of loss, allocate a portion of the premium to the mortgaged property, and otherwise meet all applicable insurance requirements of the Bank. During the life of the loan, should any condition change or occur which affects the levels of risk anticipated, Borrower will be required to obtain appropriate coverage to mitigate the associated risk. If any required type of coverage is not available for the mortgaged property, Mortgagee shall have no obligation to close the loan. October 17, 2017 Contra Costa County Board of Supervisors 956 E-2 2. Mortgagee Clause All policies must include EXACTLY the following standard, non-contributory, mortgagee clause: Bank of America, N.A. 2001 Clayton Road, 2nd Floor Concord, California 94520-2405 Attention: Loan Administration Manager Mortgagee must be named as a first Mortgagee with respect to buildings, Loss Payee with respect to loss of rents/business interruption, and Additional Insured with respect to general liability. 3. Waiver of Subrogation Not Required. 4. Required Insurance Coverage Borrower is required to maintain the following policies of insurance during the term of the Loan: • All Risk or Special Causes of Loss Form Property Insurance. Property insurance must be maintained insuring against loss or damage by fire, lightning, wind and such other perils as are included in a standard “all-risk” or “special causes of loss” form, and against loss or damage by all other risks and hazards covered by a standard property insurance policy including, without limitation, riot and civil commotion, vandalism, malicious mischief, burglary and theft. Such insurance shall be in an amount equal to the then full replacement cost of the Improvements, Equipment and personal property, without deduction for physical depreciation, no co-insurance is permitted, and maximum acceptable deductible is $25,000. If the property is “non-conforming” with respect to zoning requirements, Borrower will be required to maintain “demolition” insurance (in an amount equal to 10% of the building value) and “increased cost of construction” insurance (in an amount equal to 25% of the building value). The burden to prove conforming use is the borrowers. • Terrorism Insurance. For Loans in excess of $10 million and if the insurance required under the subparagraph immediately above excludes terrorism, terrorism insurance must be maintained, unless at the time of determination: (i) it is not available at commercially reasonable rates; (ii) no affiliates of Borrower have purchased terrorism insurance with respect to another property, (iii) terrorism insurance is not commonly maintained by owners of other similar properties and (iv) it is not required for securitized loans similar to the Loan and secured by property similar to the Property in the commercial mortgage-backed securities market. • Flood Insurance. If any portion of the Improvements are located in an area identified by the Federal Emergency Management Agency as an area having special flood hazards (i.e. Zone A and V) and in which flood insurance is made available under the National Flood Insurance Program, then flood insurance must be maintained at least equal to the lesser of (A) the full replacement cost, together with business interruption coverage or (B) the maximum limit of coverage available for the Property under the National Flood Insurance Act of 1968, The Flood Disaster Protection Act of 1973 and the National Flood Insurance Reform Act of 1994, as each may be amended, or $250,000 per residential building and $500,000 per October 17, 2017 Contra Costa County Board of Supervisors 957 E-3 commercial building. The flood insurance policy on contents shall be required upon completion of the structure or any unit or component thereof, or as soon thereafter as flood insurance policy on such contents may be obtained. • Earthquake Insurance. If a seismic study is required by this Program Summary and such study reveals a 50 year/10% PML of not more than 20% of the replacement cost (as determined by the Bank), earthquake insurance will not be required. If the PML study reveals that a 50 year/10% PML of greater than 20% of the replacement cost, then earthquake insurance must be maintained in an amount equal to the replacement cost with a maximum deductible of 10% replacement cost. • Boiler and Machinery Insurance. If the Property contains HVAC equipment, or there are boilers or other pressure-fired vessels that are required to be regulated by the state in which the property is located, then Broad Form Boiler and Machinery Insurance (without exclusion for explosion and including “system breakdown coverage) must be maintained on the Property and Improvements in an amount at least equal to or greater than the repair and full replacement cost of such equipment and insurance against loss of occupancy or use arising from any breakdown of such equipment in such amounts as are generally required by institutional lenders for properties comparable to the Property. • Business Interruption/Loss of Rental Income Insurance. Business Interruption and/or loss of rental income insurance must be maintained in an amount sufficient to provide proceeds that will cover the “actual loss” sustained during the restoration. No co-insurance is permitted. The “actual loss” coverage amount may be capped based on projected gross revenues (less non-recurring expenses) for a twelve (12) month period. The policy can provide an “Extended Period of Indemnity” endorsement for at least an additional 90 days for loans of $20 million or more. The perils covered by this insurance shall be the same as those required to be covered on the real property including flood, terrorism and earthquake, as necessary. • Builders Risk Insurance. Borrower is required to maintain, at all times during which structural construction repairs or alterations are being made with respect to the improvements (A) owner’s contingent or protective liability insurance covering claims not covered by or under the terms or provisions of the above mentioned commercial general liability insurance policy; and (B) the insurance provided for in Paragraph 1 hereof written in a so-called builder’s risk completed value form (1) on a non-reporting basis, (2) against all risks insured against pursuant to said Paragraph 1 hereof, (3) including permission to occupy the Property, and (4) with an agreed amount endorsement waiving co-insurance provisions. • Commercial General Liability Insurance. Borrower must maintain Commercial General Liability Insurance on an “occurrence” form including broad form property damage, contractual damages and personal injuries (including death resulting therefrom) and a liquor liability endorsement if Borrower sells liquor on the Property. In addition, excess and/or umbrella liability insurance must be maintained against all claims typically covered by an umbrella liability policy including all legal liability imposed upon Borrower and all court costs and attorneys’ fees connected with the ownership, operation, and maintenance of the Property and Equipment, including products/completed operations, if applicable. The per occurrence limits including umbrella liability insurance, if applicable, must be maintained in the minimum amounts as outlined below: October 17, 2017 Contra Costa County Board of Supervisors 958 E-4 $1,000,000 total coverage for 1 to 3 story buildings $5,000,000 total coverage for 4 to 10 story buildings $10,000,000 total coverage for 11 to 20 story buildings $25,000,000 total coverage for buildings with greater than 20 stories If Borrower has a multi-location policy or loan, the aggregates referred to above must be maintained on a per location basis. • Wind Insurance. If the All Risk or Special Cause of Loss coverage excludes wind, the Borrower must present evidence of separate wind coverage. Maximum acceptable deductible for this peril is 5% of total insured value. • Sinkhole and Mine Subsidence Insurance. Sinkhole and mine subsidence insurance must be maintained if, in the opinion of a professional engineer, whose resume shows evidence of his/her experience in this professional area, that there is a foreseeable risk of loss due to this hazard. If necessary, as determined by the engineer, Borrower shall maintain coverage in the full principal amount of the Loan. • Statutory Workers Compensation Insurance. If Borrower has employees on site, statutory workers compensation insurance as required by law and including employer’s liability must be maintained in an amount that is at least customary for employers insuring similar risks. • Hired and Non-Owned Auto Insurance. If Borrower has employees on site, Hired and Non-Owned Auto Insurance must be maintained in an amount equal to $1 Million combined single limit. • Employee Dishonesty. If Borrower has employees on site, in an amount not less than three (3) months of gross revenue from the property and with a deductible not greater than Twenty-Five Thousand and no/100 Dollars ($25,000). This coverage is required only on Cooperative Corporations. • Other Insurance Coverage. Such other insurance with respect to the Property or on any replacements or substitutions or additions or increased coverage limits as may from time to time be required by the Bondowner Representative against other insurable hazards or casualties which at the time are commonly insured against in the case of property similarly situated, including, without limitation, sinkhole, mold, mine subsidence, earthquake and environmental insurance, due regard being given the height and typed of buildings, their construction, location, use and occupancy. October 17, 2017 Contra Costa County Board of Supervisors 959 F-1 EXHIBIT F FORM OF MONTHLY LEASE UP REPORT MOVE IN DATABASE Building # Apt. # # of BR’s # of BA’s Set-Aside Security Deposit Lease Rent Certified or Move in Date Lease Expiration Total Value of Concessions Description of Concession Concession Given at Move In (Y/N) MOVE OUT DATABASE Build- ing # Apt. # # of BR’s # of BA’s Set- Aside Total Security Deposit Security Deposit to Tenant Lease Rent Move out Date Certified or Move in Date Lease (enter an “X”) Skip Evicted Expired Other October 17, 2017 Contra Costa County Board of Supervisors 960 G-1 EXHIBIT G FORM OF CONVERSION DATE CERTIFICATE ____________, 20__ Bank of America, N.A. 2001 Clayton Road, 2nd Floor Concord, California 94520-2405 Attention: Loan Administration Manager Re: Carena Scattered Site Renovation (the “Project”) Ladies and Gentlemen: The undersigned, being the owner of the Project, hereby certifies to Bank of America, N.A. (as Bondowner Representative with respect to the bonds issued in connection with the Project, the “Bondowner Representative”) that: 1. The Improvements are ___% occupied by tenants meeting the requirements of the Loan Documents in each of three (3) prior consecutive months. 2. The ratio of Net Operating Income in each of the prior three (3) months to maximum principal and interest payable in any month under the Loan Documents on the amount of Bonds Outstanding at the time of calculation is ____ to 1.0. 3. The Conversion Date [has/has not] occurred. 4. Attached hereto is a worksheet showing the calculation of the conditions to Conversion. October 17, 2017 Contra Costa County Board of Supervisors 961 G-2 Capitalized terms used and not defined herein have the meanings ascribed thereto in the Loan Agreement dated as of October 1, 2017 by and among the County of Contra Costa, California, the Bondowner Representative, and the undersigned. CARENA ASSOCIATES, L.P., a California limited partnership By: RCD GP LLC, a California limited liability company, its general partner By: Resources for Community Development, a California nonprofit public benefit corporation its sole member/manager By: Daniel Sawislak, Executive Director October 17, 2017 Contra Costa County Board of Supervisors 962 G-3 SCHEDULE 5.3 FINANCIAL STATEMENTS AND INFORMATION [to come] October 17, 2017 Contra Costa County Board of Supervisors 963 Quint & Thimmig LLP 9/20/17 03007.40:J14735 RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: Quint & Thimmig LLP 900 Larkspur Landing Circle, Suite 270 Larkspur, CA 94939-1726 Attention: Paul J. Thimmig, Esq. REGULATORY AGREEMENT AND DECLARATION OF RESTRICTIVE COVENANTS by and between the COUNTY OF CONTRA COSTA, CALIFORNIA and CARENA ASSOCIATES, L.P. a California limited partnership dated as of October 1, 2017 relating to: $__________ County of Contra Costa Multifamily Housing Revenue Bonds (Carena Scattered Site Renovation), Series 2017A This Regulatory Agreement and Declaration of Restrictive Covenants pertains to the ____ units of multifamily rental housing located at 2501 to 2537 Camara Circle in Concord, California, known as a portion of Camara Circle Apartments. October 17, 2017 Contra Costa County Board of Supervisors 964 -i- TABLE OF CONTENTS Section 1. Definitions and Interpretation ....................................................................................................... 3 Section 2. Representations, Covenants and Warranties of the Borrower .................................................. 7 Section 3. Qualified Residential Rental Project ............................................................................................. 9 Section 4. Low Income Tenants; Reporting Requirements ........................................................................ 11 Section 5. Tax-Exempt Status of Issuer Notes ............................................................................................. 13 Section 6. Requirements of the Act ............................................................................................................... 14 Section 7. Requirements of the Issuer ........................................................................................................... 15 Section 8. Modification of Covenants ........................................................................................................... 18 Section 9. Indemnification; Other Payments ............................................................................................... 18 Section 10. Consideration ................................................................................................................................. 20 Section 11. Reliance ........................................................................................................................................... 20 Section 12. Transfer of the Project ................................................................................................................... 20 Section 13. Term ................................................................................................................................................. 22 Section 14. Covenants to Run With the Land ................................................................................................ 22 Section 15. Burden and Benefit ........................................................................................................................ 23 Section 16. Uniformity; Common Plan ........................................................................................................... 23 Section 17. Default; Enforcement .................................................................................................................... 23 Section 18. The Bank ......................................................................................................................................... 24 Section 19. Recording and Filing ..................................................................................................................... 25 Section 20. Payment of Fees ............................................................................................................................. 25 Section 21. Governing Law; Venue ................................................................................................................. 25 Section 22. Amendments; Waivers ................................................................................................................. 26 Section 23. Notices ............................................................................................................................................. 26 Section 24. Severability ..................................................................................................................................... 27 Section 25. Multiple Counterparts .................................................................................................................. 27 Section 26. Limitation on Liability .................................................................................................................. 27 Section 27. Third-Party Beneficiaries .............................................................................................................. 27 Section 28. Property Management .................................................................................................................. 27 Section 29. Requirements of CDLAC .............................................................................................................. 28 Section 30. Limited Liability of Issuer ............................................................................................................ 30 Section 31. Conflict With Other Affordability Agreements ........................................................................ 30 Section 32. Annual Reporting Covenant ........................................................................................................ 30 EXHIBIT A DESCRIPTION OF REAL PROPERTY EXHIBIT B FORM OF INCOME CERTIFICATION EXHIBIT C FORM OF CERTIFICATE OF CONTINUING PROGRAM COMPLIANCE EXHIBIT D FORM OF COMPLETION CERTIFICATE EXHIBIT E CDLAC RESOLUTION October 17, 2017 Contra Costa County Board of Supervisors 965 -1- REGULATORY AGREEMENT AND DECLARATION OF RESTRICTIVE COVENANTS THIS REGULATORY AGREEMENT AND DECLARATION OF RESTRICTIVE COVENANTS (as supplemented and amended from time to time, this “Regulatory Agreement”), dated as of October 1, 2017, is by and between the COUNTY OF CONTRA COSTA, CALIFORNIA, a political subdivision and body corporate and politic, duly organized and existing under the laws of the State of California (together with any successor to its rights, duties and obligations, the “Issuer”), and CARENA ASSOCIATES, L.P., a California limited partnership duly organized, validly existing and in good standing under the laws of the State of California (together with any successor to its rights, duties and obligations hereunder and as owner of the Project identified herein, the “Borrower”). RECITALS: WHEREAS, the Issuer has issued its County of Contra Costa Multifamily Housing Revenue Bonds (Camara Circle Apartments) 2000 Series A (the “2000 Bonds”), the proceeds of which were used to make a loan (the “Prior Loan”) to Camara Housing Associates, L.P., a California limited partnership (the “Prior Owner”) to finance the costs of multifamily housing facilities collectively referred to as Camara Circle Apartments, including the facility (referred to below as the “Project”), on the site described in Exhibit A hereto; and WHEREAS, at the time of the issuance of the 2000 Bonds, the Issuer, the Prior Owner and Wells Fargo Bank, National Association, as trustee for the 2000 Bonds, entered into a Regulatory Agreement and Declaration of Restrictive Covenants, dated as of November 1, 2000 (the “Prior Regulatory Agreement”), imposing various requirements on the Project in order to satisfy requirements of the Internal Revenue Code of 1986, as amended (the “Code”) and provisions of the California Health and Safety Code applicable to the Project by reason of the issuance of the 2000 Bonds and the use of a portion of the proceeds of the 2000 Bonds to finance the Project; and WHEREAS, the Issuer now proposes to enter into an indenture of trust, dated as of October 1, 2017 (as supplemented and amended from time to time, the “Indenture”), between the Issuer and Bank of America, N.A., as bondowner representative (the “Bondowner Representative”) pursuant to which the Issuer will issue, pursuant to Chapter 7 of Part 5 of Division 31 of the California Health and Safety Code (the “Act”), its County of Contra Costa Multifamily Housing Revenue Bonds (Carena Scattered Site Renovation), Series 2017A in the initial principal amount of $__________ (the “Bonds”); and WHEREAS, the proceeds of the Bonds will be used to fund a loan (the “Loan”) to the Borrower pursuant to the Loan Agreement, dated as of October 1, 2017, among the Issuer, the Bondowner Representative and the Borrower (as supplemented and amended from time to time, the “Loan Agreement”), to provide, in part, financing for the acquisition and rehabilitation by the Borrower of 113 units of multifamily rental housing (collectively referred to in the Indenture as the “Development” and in this Regulatory Agreement as the “Projects”) identified collectively as Carena Scattered Site Renovation, including (a) 51 units located at 2501, 2525, 2530, 2534, 2536, 2537, 2549, 2554, 2555 and 2566 Camara Circle in the City of Concord, California, currently known as Camara Circle Apartments, (b) 48 units located at 2050, 2051 and 2061 Riley Court in the City of Concord, California, currently known as Riley Court Apartments, and (c) 14 units located at 112 Alves Lane and 300-310 Water Street in the unincorporated Bay Point area of the County of Contra Costa currently known as Elaine Null October 17, 2017 Contra Costa County Board of Supervisors 966 -2- Apartments, including the acquisition of the Project from the Prior Owner and the rehabilitation of the Project; and WHEREAS, in connection with the Loan and the financing of the Projects, the Issuer and the Borrower will enter into seven separate Regulatory Agreements and Declaration of Restrictive Covenants, each dated as of October 1, 2017, five with respect to the five different non-contiguous sites comprising real property on which the Camara Circle Apartments are located, and one each for the sites on which the Riley Court Apartments and the Elaine Null Apartments are located; and WHEREAS, this is one of such agreements, is referred to herein as the “Agreement” or the “Regulatory Agreement,” and pertains to the site described in Exhibit A hereto and the units on such site (such units being referred to in this Regulatory Agreement as the “Project”); and WHEREAS, the other six other Regulatory Agreements and Declarations of Restrictive Covenants that pertains to units comprising the Projects that are not to be located on the site described in Exhibit A hereto are referred to herein as the “Other Regulatory Agreements,” and the units situated on the sites described in Exhibits A to the Other Regulatory Agreements are referred to herein as the “Other Projects;” and WHEREAS, the Prior Owner will use proceeds of the sale of the Project and the proceeds of the sale of certain other facilities to the Borrower to repay the Prior Loan made to it from the proceeds of the 2000 Bonds, and thereby to redeem in whole the 2000 Bonds; and WHEREAS, despite the redemption of the 2000 Bonds, the “Qualified Project Period,” as defined in the Prior Regulatory Agreement, will continue until the Bonds are no longer outstanding, as provided in clause (b) of the definition of such term in the Prior Regulatory Agreement; and WHEREAS, the Issuer has agreed that compliance by the Borrower with the provisions of this Regulatory Agreement will fully satisfy compliance with the applicable provisions of the Prior Regulatory Agreement that would otherwise survive the redemption in full of the 2000 Bonds, such that the Issuer has agreed to the termination of the Prior Regulatory Agreement; and WHEREAS, the Issuer has consented to the transfer of the Project to the Borrower pursuant to the terms of Section 13 of the Prior Regulatory Agreement; and WHEREAS, in order to assure the Issuer and the Bondowner Representative that interest on the Bonds will be excluded from gross income for federal income tax purposes under Section 103 of the Internal Revenue Code of 1986 (the “Code”), to assure the Issuer and the owners of the 2000 Bonds that the interest on the 2000 Bonds will continue to be excluded from the gross income of the owners of the 2000 Bonds for federal income tax purposes under the Code, and to satisfy the public purposes for which the 2000 Bonds were issued and the Bonds are authorized to be issued under the Act, and to satisfy the purposes of the Issuer in determining to issue the Bonds, certain limits on the occupancy of units in the Project and the units in the Other Projects need to be established and certain other requirements need to be met. NOW, THEREFORE, in consideration of the issuance of the Bonds by the Issuer and the mutual covenants and undertakings set forth herein, and other good and valuable October 17, 2017 Contra Costa County Board of Supervisors 967 -3- consideration, the receipt and sufficiency of which are hereby acknowledged, the Issuer and the Borrower hereby agree as follows: Section 1. Definitions and Interpretation. Unless the context otherwise requires, the capitalized terms used herein shall have the respective meanings assigned to them in the recitals hereto, in this Section 1, or in the Indenture. “Administrator” means the Issuer or any administrator or program monitor appointed by the Issuer to administer this Regulatory Agreement, and any successor administrator appointed by the Issuer. “Affiliated Party” means (a) a person whose relationship with the Borrower would result in a disallowance of losses under Section 267 or 707(b) of the Code, (b) a person who together with the Borrower are members of the same controlled group of corporations (as defined in Section 1563(a) of the Code, except that “more than 50 percent” shall be substituted for “at least 80 percent” each place it appears therein), (c) a partnership and each of its partners (and their spouses and minor children) whose relationship with the Borrower would result in a disallowance of losses under Section 267 or 707(b) of the Code, and (d) an S corporation and each of its shareholders (and their spouses and minor children) whose relationship with the Borrower would result in a disallowance of losses under Section 267 or 707(b) of the Code. “Affordable Rents” means thirty percent (30%) of an amount equal to fifty percent (50%) of the median gross income for the Area, adjusted for household size (as described in the definition of “Low Income Unit” in this Section 1), less a utility allowance calculated as set forth in U.S. Treasury Regulation Section 1.42-10. “Area” means the Metropolitan Statistical Area or County, as applicable, in which the Project and the Other Projects are located, as defined by the United States Department of Housing and Urban Development. “Available Units” means residential units in the Project that are actually occupied and residential units in the Project that are vacant and have been occupied at least once after becoming available for occupancy, provided that (a) a residential unit that is vacant on the later of (i) the date the Project is acquired or (ii) the issue date of the Bonds is not an Available Unit and does not become an Available Unit until it has been occupied for the first time after such date, and (b) a residential unit that is not available for occupancy due to renovations is not an Available Unit and does not become an Available Unit until it has been occupied for the first time after the renovations are completed. “CDLAC” means the California Debt Limit Allocation Committee or its successors. “CDLAC Conditions” has the meaning given such term in Section 29(a). “CDLAC Resolution” means CDLAC Resolution No. 17-51 attached hereto as Exhibit E, adopted on May 17, 2017 and relating to the Projects, as such resolution may be modified or amended from time to time. “Certificate of Continuing Program Compliance” means the Certificate to be filed by the Borrower with the Issuer pursuant to Section 4(f) hereof, which shall be substantially in the form attached as Exhibit C hereto or in such other comparable form as may be provided by the Issuer to the Borrower, or as otherwise approved by the Issuer. “City” means the City of Concord, California. October 17, 2017 Contra Costa County Board of Supervisors 968 -4- “Closing Date” has the meaning given to such term in the Indenture. “Completion Certificate” means the certificate of completion of the rehabilitation of the Projects required to be delivered to the Issuer by the Borrower pursuant to Section 2(i) of this Regulatory Agreement, which shall be substantially in the form attached to this Regulatory Agreement as Exhibit D. “Completion Date” means the date of completion of the rehabilitation of the Projects, as that date shall be certified as provided in Section 2(i) of this Regulatory Agreement. “Compliance Period” means the period beginning on the first day of the Qualified Project Period and ending on the later of the end of the Qualified Project Period or such later date as set forth in Section 29(c) of this Regulatory Agreement. “County” means the County of Contra Costa, California. “FOCUS Program” means (a) the FOCUS Compliance Verification Program (user’s guide located at focus.housingcompliance.org) utilized by the Issuer to verify the Borrower’s compliance with various requirements of this Regulatory Agreement; or (b) any similar program used by the Issuer, in the substitution for the program described in the preceding clause (a), to verify the Borrower’s compliance with various requirements of this Regulatory Agreement. “Gross Income” means the gross income of a person (together with the gross income of all persons who intend to reside with such person in one residential unit) as calculated in the manner prescribed in under section 8 of the Housing Act. “Housing Law” or “Housing Act” means the United States Housing Act of 1937, as amended, or its successor. “Income Certification” means a Tenant Income Certification and a Tenant Income Certification Questionnaire in the form attached as Exhibit B hereto or in such other comparable form as may be provided by the Issuer to the Borrower, or as otherwise approved by the Issuer. “Inducement Date” means December 8, 2015, being the date on which the Board of Supervisors of the Issuer adopted Resolution No. 2015/455, expressing the Issuer’s intent to issue the Bonds to provide financing for the Projects. “Issuer Annual Fee” means: for the period from the Closing Date to but not including October 1, 2018, an amount equal to one-eighth of one percent (1/8%) of the maximum principal amount of the Bonds; and, thereafter, on each October 1 during the remainder of the Compliance Period, commencing October 1, 2018, an amount equal to the greater of (a) one- eighth of one percent of the then outstanding principal amount of the Bonds, or (b) $5,000.00. “Issuer Issuance Fee” means an amount equal to one-eighth of one percent (1/8%) of the maximum principal amount of the Bonds. “Low Income Tenant” means a tenant occupying a Low Income Unit. “Low Income Unit” means any Available Unit if the aggregate Gross Income of all tenants therein does not exceed limits determined in a manner consistent with determinations of “low-income families” under Section 8 of the Housing Act, provided that the percentage of October 17, 2017 Contra Costa County Board of Supervisors 969 -5- median gross income that qualifies as low income hereunder shall be sixty percent (60%) of median gross income for the Area, with adjustments for family size. A unit occupied by one or more students shall only constitute a Low Income Unit if such students meet the requirements of Section 142(d)(2)(C) of the Code. The determination of an Available Unit’s status as a Low Income Unit shall be made by the Borrower upon commencement of each lease term with respect to such unit, and annually thereafter, on the basis of an Income Certification executed by each tenant. “Manager” means a property manager meeting the requirements of Section 28 hereof. Resources for Community Development is the initial Manager. “Other Projects” has the meaning given to such term in the Recitals to this Regulatory Agreement. “Other Regulatory Agreements” has the meaning given to such term in the Recitals to this Regulatory Agreement. “Project” means the rental housing development located on the site described in Exhibit A hereto, consisting of those facilities, including a fee interest in the real property, structures, buildings, fixtures or equipment situated thereon, as it may at any time exist, the rehabilitation of which facilities is to be financed, in whole or in part, from the proceeds of the Loan or the proceeds of any payment by the Borrower pursuant to the Loan Agreement, and any real property, structures, buildings, fixtures or equipment acquired in substitution for, as a renewal or replacement of, or a modification or improvement to, all or any part of the facilities described in the Loan Agreement. It is hereby acknowledged that the term “Project” when used in the Loan Agreement, means the “Project” as defined herein together with the “Other Projects,” as defined herein. “Projects” has the meaning given to such term in the Recitals to this Regulatory Agreement. “Qualified Project Costs” means Project Costs that meet each of the following requirements: (i) the costs are properly chargeable to capital account (or would be so chargeable with a proper election by the Borrower or but for a proper election by the Borrower to deduct such costs) in accordance with general Federal income tax principles and in accordance with United States Treasury Regulations §1.103-8(a)(1), provided, however, that only such portion of interest accrued during rehabilitation of the Projects shall be eligible to be a Qualified Project Cost as is so capitalizable and as bears the same ratio to all such interest as the Qualified Project Costs bear to all Project Costs; and provided further that interest accruing after the date of completion of the rehabilitation of the Projects shall not be a Qualified Project Cost; and provided still further that if any portion of any of the Projects is being rehabilitated by an Affiliated Party (whether as a general contractor or a subcontractor), Qualified Project Costs shall include only (A) the actual out-of-pocket costs incurred by such Affiliated Party in rehabilitating the Projects (or any portion thereof), (B) any reasonable fees for supervisory services actually rendered by the Affiliated Party, and (C) any overhead expenses incurred by the Affiliated Party which are directly attributable to the work performed on the Projects, and shall not include, for example, intercompany profits resulting from members of an affiliated group (within the meaning of Section 1504 of the Code) participating in the rehabilitation of the Projects or payments received by such Affiliated Party due to early completion of the rehabilitation of the Projects; (ii) the costs are paid with respect to a qualified residential rental project or projects within the meaning of Section 142(d) of the Code, (iii) the costs are paid after the earlier of 60 days prior to the Inducement Date or the Closing Date, and (iv) if the Project Costs were previously paid and are to be reimbursed with proceeds of the Loan or the Bonds, October 17, 2017 Contra Costa County Board of Supervisors 970 -6- such costs were (A) costs of issuance of the Issuer Note, (B) preliminary capital expenditures (within the meaning of United States Treasury Regulations §1.139-2(f)(2)) with respect to the Projects (such as architectural, engineering and soil testing services) incurred before commencement of the rehabilitation of the Projects that do not exceed twenty percent (20%) of the issue price of the Bonds (as defined in United States Treasury Regulations §1.148-1), or (C) were capital expenditures with respect to the Projects that are reimbursed no later than eighteen (18) months after the later of the date the expenditure was paid or the date the Projects are placed in service (but no later than three (3) years after the expenditure is paid). Notwithstanding the foregoing, “Qualified Project Costs” shall not include costs related to the rehabilitation of any office or commercial space located on a site on which the Project or one of the Other Projects is located. “Qualified Project Period” means the period beginning on the Closing Date and ending on the later of the following: (a) the date that is fifteen (15) years after the date on which at least fifty percent (50%) of the units in the Projects are first occupied; (b) the first date on which no Tax-Exempt private activity bonds with respect to the Projects are Outstanding; or (c) the date on which any assistance provided with respect to any of the Projects under Section 8 of the Housing Act terminates; provided, however, that if at least 10% of the residential units in the Project are Available Units at all times within 60 days after the later of (1) the date the Project is acquired by the Borrower, or (2) the issue date of the Bonds, then the Qualified Project Period shall begin on the date one year after the issue date of the Bonds and end on the later of (A) the date that is fifteen (15) years after such date or (B) the later of the dates specified in the foregoing clauses (a), (b) and (c) above. “Regulations” means the Income Tax Regulations of the Department of the Treasury applicable under the Code from time to time. “Regulatory Agreement” means this Regulatory Agreement and Declaration of Restrictive Covenants, as it may be supplemented and amended from time to time. “Rental Payments” means the rental payments paid by the occupant of a unit, excluding any supplemental rental assistance to the occupant from the State, the federal government, or any other public agency, but including any mandatory fees or charges imposed on the occupant by the Borrower as a condition of occupancy of the unit. “Tax-Exempt” means with respect to interest on any obligations of a state or local government, including the Bonds, that such interest is excluded from gross income for federal income tax purposes; provided, however, that such interest may be includable as an item of tax preference or otherwise includable directly or indirectly for purposes of calculating other tax liabilities, including any alternative minimum tax or environmental tax, under the Code. “Transfer” means the conveyance, assignment, sale or other disposition of all or any portion of the Project; and shall also include, without limitation to the foregoing, the following: (a) an installment sales agreement wherein Borrower agrees to sell the Project or any part thereof for a price to be paid in installments; and (b) an agreement by the Borrower leasing all or a substantial part of the Project to one or more persons or entities pursuant to a single or related transactions. “2000 Bonds” has the meaning given to such term in the first Recital to this Regulatory Agreement. Unless the context clearly requires otherwise, as used in this Regulatory Agreement, words of any gender shall be construed to include each other gender when appropriate and October 17, 2017 Contra Costa County Board of Supervisors 971 -7- words of the singular number shall be construed to include the plural number, and vice versa, when appropriate. This Regulatory Agreement and all the terms and provisions hereof shall be construed to effectuate the purposes set forth herein and to sustain the validity hereof. The titles and headings of the sections of this Regulatory Agreement have been inserted for convenience of reference only, and are not to be considered a part hereof and shall not in any way modify or restrict any of the terms or provisions hereof or be considered or given any effect in construing this Regulatory Agreement or any provisions hereof or in ascertaining intent, if any question of intent shall arise. The parties to this Regulatory Agreement acknowledge that each party and their respective counsel have participated in the drafting and revision of this Regulatory Agreement. Accordingly, the parties agree that any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not apply in the interpretation of this Regulatory Agreement or any supplement or exhibit hereto. Section 2. Representations, Covenants and Warranties of the Borrower. (a) The statements made in the various certificates delivered by the Borrower to the Issuer or the Bondowner Representative on the Closing Date are true and correct. (b) The Borrower (and any person related to it within the meaning of Section 147(a)(2) of the Code) will not take or omit to take, as is applicable, any action if such action or omission would in any way cause the proceeds of the Loan to be applied in a manner contrary to the requirements of the Loan Agreement, this Regulatory Agreement or the Other Regulatory Agreements. (c) The Borrower will not take or permit, or omit to take or cause to be taken, as is appropriate, any action that would adversely affect the exclusion from gross income for federal income tax purposes of the interest on the Bonds, or the exemption from California personal income taxation of the interest on the Bonds and, if it should take or permit, or omit to take or cause to be taken, any such action, it will take all lawful actions necessary to rescind or correct such actions or omissions promptly upon obtaining knowledge thereof. (d) The Borrower will take such action or actions as may be necessary, in the written opinion of Bond Counsel filed with the Issuer, the Bondowner Representative and the Borrower, to comply fully with the Act, the Code and all applicable rules, rulings, policies, procedures, Regulations or other official statements promulgated, proposed or made by the Department of the Treasury or the Internal Revenue Service to the extent necessary to maintain the exclusion from gross income for federal income tax purposes of interest on the Bonds. (e) The acquisition by the Borrower of an interest in the sites on which the Projects are located and the commencement of the rehabilitation of the Projects occurred after the date which was 60 days prior to the Inducement Date. The Borrower has incurred a substantial binding obligation to expend proceeds of the Loan pursuant to which the Borrower is obligated to expend at least five percent (5%) of the maximum principal amount of the Loan. (f) The Borrower will proceed with due diligence to complete the rehabilitation of the Projects and the full expenditure of the proceeds of the Loan. The Borrower reasonably expects to complete the rehabilitation of the Project and to expend the full maximum principal amount of the Loan by December 31, 2018. October 17, 2017 Contra Costa County Board of Supervisors 972 -8- (g) The Borrower’s reasonable expectations respecting the total expenditure of the proceeds of the Loan have been accurately set forth in a certificate of the Borrower delivered to the Issuer on the Closing Date. At all times, the aggregate disbursements of the proceeds of the Loan will have been applied to pay or to reimburse the Borrower for the payment of Qualified Project Costs in an amount equal to ninety-seven percent (97%) or more of such disbursements, and less than twenty-five percent (25%) of such disbursements shall have been used to pay for the acquisition of land or an interest therein. (h) Notwithstanding the provisions of Section 5.18 of the Loan Agreement, and in addition thereto, the Borrower agrees to obtain a written report from an independent firm with experience in calculating excess investment earnings for purposes of Section 148(f) of the Code, not less than once on or about each five year anniversary of the Closing Date and within thirty (30) days of the date the Bonds have been paid in full, determining that either (i) no excess investment earnings subject to rebate to the federal government under Section 148(f) of the Code have arisen with respect to the Bonds in the prior five-year period (or, with respect to the final such report following the repayment of the Bonds, have arisen since the last five-year report); or (ii) excess investment earnings have so arisen during the prior five-year period (or, with respect to the final such report following the repayment of the Bonds, have arisen since the last five-year report), and specifying the amount thereof that needs to be rebated to the federal government and the date by which such amount needs to be so rebated. The Borrower shall provide a copy of each report prepared in accordance with the preceding sentence to the Issuer, each time within one week of its receipt of the same from the independent firm that prepared the respective report. (i) As soon as practicable after the Completion Date of the Projects, the Borrower shall deliver to the Issuer and the Bondowner Representative a duly executed Completion Certificate. Only one Completion Certificate shall be prepared and filed with respect to this requirement and Section 2(i) of the Other Regulatory Agreements. (j) The Borrower acknowledges that the Issuer may appoint an Administrator other than the Issuer to administer this Regulatory Agreement and to monitor performance by the Borrower of the terms, provisions and requirements hereof. In such event, the Borrower shall comply with any reasonable request by the Issuer or the Administrator to deliver to any such Administrator, in addition to or instead of the Issuer, any reports, notices or other documents required to be delivered pursuant hereto, and to make the Project and the books and records with respect thereto available for inspection by the Administrator as an agent of the Issuer. (k) The Borrower agrees to expend towards the rehabilitation of the Projects (such expenditures to constitute “rehabilitation expenditures” as defined in Section 147(d) of the Code), within two (2) years of the Closing Date, an amount at least equal to fifteen percent (15%) of the proceeds of the Loan used to acquire the buildings (and equipment) comprising the Projects. (l) Money on deposit in any fund or account in connection with the Bonds or the Loan, whether or not such money was derived from other sources, shall not be used by or under the direction of the Borrower, in a manner which would cause the Bonds to be “arbitrage bonds” within the meaning of Section 148 of the Code, and the Borrower specifically agrees that the investment of money in any such fund shall be restricted as may be necessary to prevent the Bonds from being “arbitrage bonds” under the Code. (m) All of the proceeds of the Bonds and the Loan and earnings from the investment of such proceeds will be used to pay Project Costs; and no more than two percent (2%) of the October 17, 2017 Contra Costa County Board of Supervisors 973 -9- proceeds of the Bonds will be used to pay issuance costs of the Bonds, within the meaning of Section 147(g) of the Code. (n) No portion of the proceeds of the Loan shall be used to provide any airplane, skybox or other private luxury box, health club facility, facility primarily used for gambling, or store the principal business of which is the sale of alcoholic beverages for consumption off premises. No proceeds of the Loan shall be used for an office unless the office is located on the premises of the facilities constituting the Project or the Other Projects and unless not more than a de minimis amount of the functions to be performed at such office is not related to the day-to-day operations of the Project or the Other Projects. (o) In accordance with Section 147(b) of the Code, the average maturity of the Bonds does not exceed 120% of the average reasonably expected remaining economic life of the facilities being financed by the Bonds. (p) The Borrower shall comply with all applicable requirements of Section 65863.10 of the California Government Code pertaining to the Project, including the requirements for providing notices in Sections (b), (c), (d) and (e) thereof, and with all applicable requirements of Section 65863.11 of the California Government Code pertaining to the Project. (q) The Borrower shall pay all of the Issuance Costs. (r) The Borrower hereby incorporates herein, as if set forth in full herein, each of the representations, covenants and warranties of the Borrower contained in the Tax Certificate and the Loan Agreement relating to the Projects. (s) The Borrower hereby represents and warrants that the Project is located entirely within the City or the unincorporated area of the County. (t) The Borrower agrees to comply with the provisions of Section 5.18 of the Loan Agreement, as in effect on the Closing Date. (u) The Borrower acknowledges, represents and warrants that it understands the nature and structure of the transactions contemplated by this Regulatory Agreement and the Other Regulatory Agreements; that it is familiar with the provisions of all of the documents and instruments relating to the Bonds and the Loan to which it is a party or of which it is a beneficiary; that it understands the financial and legal risks inherent in such transactions; and that it has not relied on the Issuer for any guidance or expertise in analyzing the financial or other consequences of such financing transactions or otherwise relied on the Issuer in any manner except to issue the Bonds in order to provide funds to assist the Borrower in rehabilitating the Projects. Section 3. Qualified Residential Rental Project. The Borrower hereby acknowledges and agrees that the Project is to be owned, managed and operated as a “residential rental project” (within the meaning of Section 142(d) of the Code) for a term equal to the Compliance Period. To that end, and for the term of this Regulatory Agreement, the Borrower hereby represents, covenants, warrants and agrees as follows: (a) The Project will be rehabilitated and operated for the purpose of providing multifamily residential rental property. The Borrower will own, manage and operate the Project as a project to provide multifamily residential rental property comprised of a building or structure or several interrelated buildings or structures, together with any functionally related and subordinate facilities, and no other facilities, in accordance with October 17, 2017 Contra Costa County Board of Supervisors 974 -10- Section 142(d) of the Code, Section 1.103-8(b) of the Regulations and the provisions of the Act, and in accordance with such requirements as may be imposed thereby on the Project from time to time. (b) All of the dwelling units in the Project (except for not more than one unit set aside for a resident manager or other administrative use) are similarly constructed units, and each dwelling unit in the Project contains complete separate and distinct facilities for living, sleeping, eating, cooking and sanitation for a single person or a family, including a sleeping area, bathing and sanitation facilities and cooking facilities equipped with a cooking range, refrigerator and sink. (c) None of the dwelling units in the Project will at any time be utilized on a transient basis or rented for a period of less than 30 consecutive days, or will ever be used as a hotel, motel, dormitory, fraternity house, sorority house, rooming house, nursing home, hospital, sanitarium, rest home or trailer court or park; provided that the use of certain units for tenant guests on an intermittent basis shall not be considered transient use for purposes of this Regulatory Agreement. (d) No part of the Project will at any time during the Compliance Period be owned by a cooperative housing corporation, nor shall the Borrower take any steps in connection with a conversion to such ownership or use, and the Borrower will not take any steps in connection with a conversion of the Project to condominium ownership during the Compliance Period (except that the Borrower may obtain final map approval and the Final Subdivision Public Report from the California Department of Real Estate and may file a condominium plan with the City or the County). (e) All of the Available Units in the Project will be available for rental during the period beginning on the date hereof and ending on the termination of the Compliance Period on a continuous, “first-come, first-served” basis to members of the general public, and the Borrower will not give preference to any particular class or group in renting the dwelling units in the Project, except (i) not more than one unit may be set aside for a resident manager or other administrative use, or (ii) to the extent that dwelling units are required to be leased or rented in such a manner that they constitute Low Income Units or otherwise as necessary to comply with Section 6(a), (b) and (c), (iii) to the extent required under any “extended low-income housing commitment (an “Extended Use Agreement”) applicable to the Project, (iv) to the extent required by the provisions of any documents related to the provision of State or federal low income housing tax credits for the Project, or (v) to the extent required under any of the Subordinate Loan Documents (as defined in the Loan Agreement). (f) The Project site consists of a parcel or parcels that are contiguous except for the interposition of a road, street or stream, and all of the facilities of the Project comprise a single geographically and functionally integrated project for residential rental property, as evidenced by the ownership, management, accounting and operation of the Project. (g) The Borrower shall not discriminate on the basis of race, creed, color, sex, source of income (e.g. AFDC, SSI), physical disability, age, national origin or marital status in the rental, lease, use or occupancy of the Project or in connection with the employment or application for employment of persons for the operation and management of the Project. October 17, 2017 Contra Costa County Board of Supervisors 975 -11- (h) No dwelling unit in the Project shall be occupied by the Borrower. Notwithstanding the foregoing, if the Project contains five or more dwelling units, this paragraph shall not be construed to prohibit occupancy of dwelling units by one or more resident managers or maintenance personnel any of whom may be the Borrower; provided that the number of such managers or maintenance personnel is not unreasonable given industry standards in the area for the number of dwelling units in the Project. (i) The Borrower will not sell dwelling units within the Project. (j) Should involuntary noncompliance with the provisions of Section 1.103-8(b) of the Regulations be caused by fire, seizure, requisition, foreclosure, transfer of title by deed in lieu of foreclosure, change in a federal law or an action of a federal agency after the Closing Date which prevents the Issuer from enforcing the requirements of the Regulations as applicable to the Project, or condemnation or similar event, the Borrower covenants that, within a “reasonable period” determined in accordance with the applicable Regulations, it will either prepay the Loan or, if permitted under the provisions of the Loan Agreement, apply any proceeds received as a result of any of the preceding events to rehabilitate the Project to meet the requirements of Section 142(d) of the Code and the applicable Regulations. (k) During the Qualified Project Period, the Borrower shall submit a completed Internal Revenue Code Form 8703 or such other annual certification as required by the Code with respect to the Project and each of the Other Projects, to the Secretary of the Treasury on or before March 31 of each year (or such other date as may be required by the Code). The Issuer hereby elects to have the Projects meet the requirements of Section 142(d)(1)(B) of the Code. Section 4. Low Income Tenants; Reporting Requirements. Pursuant to the requirements of the Code, the Borrower hereby represents, warrants and covenants as follows: (a) During the Compliance Period, no less than forty percent (40%) of the total number of completed units in the Project, and not less than forty percent (40%) of the units in each of the Other Projects, shall at all times be Low Income Units. For the purposes of this paragraph (a), a vacant unit that was most recently a Low Income Unit is treated as a Low Income Unit until reoccupied, other than for a temporary period of not more than 31 days, at which time the character of such unit shall be redetermined. Notwithstanding the foregoing provisions of this Section 4(a), the Borrower shall not be in default under such requirements so long as (i) the Borrower uses its best efforts to comply with such requirements as soon as practicable following the Closing Date, and (ii) with respect to each of the Projects, any unit in any of the three Projects which becomes available for rental following the Closing Date becomes a Low Income Unit as necessary to satisfy the requirements of Section 4(a). In no event, however, shall the Borrower fail to comply with the foregoing provisions of this Section 4(a) of this Regulatory Agreement by October 1, 2018. (b) No tenant qualifying as a Low Income Tenant upon initial occupancy shall be denied continued occupancy of a unit in the Project or in one of the Other Projects because, after admission, the aggregate Gross Income of all tenants in the unit occupied by such Low Income Tenant increases to exceed the qualifying limit for a Low Income October 17, 2017 Contra Costa County Board of Supervisors 976 -12- Unit. However, should the aggregate Gross Income of tenants in a Low Income Unit, as of the most recent determination thereof, exceed one hundred forty percent (140%) of the applicable income limit for a Low Income Unit occupied by the same number of tenants, the next available unit of comparable or smaller size must be rented to (or held vacant and available for immediate occupancy by) Low Income Tenant(s). The unit occupied by such tenants whose aggregate Gross Income exceeds such applicable income limit shall continue to be treated as a Low Income Unit for purposes of the 40% requirement of Section 4(a) hereof unless and until an Available Unit of comparable or smaller size is rented to persons other than Low Income Tenants. (c) For the Compliance Period, the Borrower will obtain, complete and maintain on file Income Certifications for each Low Income Tenant, including (i) an Income Certification dated immediately prior to the initial occupancy of such Low Income Tenant in the unit and a second Income Certification dated one year after the Low- Income Tenant’s initial move-in date, and (ii) thereafter, an annual Income Certification with respect to each Low Income Tenant. In lieu of obtaining the annual Income Certifications required by clause (ii) of the preceding sentence, the Borrower may, with respect to any particular twelve-month period ending each February 1, deliver to the Administrator no later than fifteen days after such date a certification that as of each February 1, no residential unit in the Project was occupied within the preceding twelve months by a new resident whose income exceeded the limit applicable to Low Income Tenants upon admission to the Project. The Administrator may at any time and in its sole and absolute discretion notify the Borrower in writing that it will no longer accept certifications of the Borrower made pursuant to the preceding sentence and that the Borrower will thereafter be required to obtain annual Income Certifications for tenants. The Borrower will also provide such additional information as may be required in the future by the Code, the State or the Issuer, as the same may be amended from time to time, or in such other form and manner as may be required by applicable rules, rulings, policies, procedures, Regulations or other official statements now or hereafter promulgated, proposed or made by the Department of the Treasury or the Internal Revenue Service with respect to Tax-Exempt obligations. Upon request of the Administrator or the Issuer, copies of Income Certifications for Low Income Tenants commencing or continuing occupation of a Low Income Unit shall be submitted to the Administrator or the Issuer, as requested. (d) The Borrower shall make a good faith effort to verify that the income information provided by an applicant in an Income Certification is accurate by taking one or more of the following steps as a part of the verification process: (1) obtain pay stubs for the three most recent pay periods, (2) obtain an income tax return for the most recent tax year, (3) obtain a credit report or conduct a similar type credit search, (4) obtain an income verification from the applicant’s current employer, (5) obtain an income verification from the Social Security Administration and/or the California Department of Social Services if the applicant receives assistance from either of such agencies, or (6) if the applicant is unemployed and does not have an income tax return, obtain another form of independent verification reasonably acceptable to the Issuer. (e) The Borrower will maintain complete and accurate records pertaining to the Low Income Units, and will permit any duly authorized representative of the Issuer, the Department of the Treasury or the Internal Revenue Service to inspect the books and records of the Borrower pertaining to the Projects, including those records pertaining to the occupancy of the Low Income Units. October 17, 2017 Contra Costa County Board of Supervisors 977 -13- (f) The Borrower will prepare and submit to the Administrator, on behalf of the Issuer, not less than semi-annually, commencing not less than six months after the Closing Date, a Certificate of Continuing Program Compliance executed by the Borrower in substantially the form attached hereto as Exhibit C. During the Compliance Period, the Borrower shall submit a completed Internal Revenue Code Form 8703 or such other annual certification as required by the Code with respect to the Projects, to the Secretary of the Treasury on or before March 31 of each year (or such other date as may be required by the Code). (g) For the Compliance Period, all tenant leases or rental agreements shall be subordinate to this Regulatory Agreement and the Deed of Trust. All leases pertaining to Low Income Units shall contain clauses, among others, wherein each tenant who occupies a Low Income Unit: (i) certifies the accuracy of the statements made by such tenant in the Income Certification; (ii) agrees that the family income and other eligibility requirements shall be deemed substantial and material obligations of the tenancy of such tenant, that such tenant will comply promptly with all requests for information with respect thereto from the Borrower, the Issuer or the Administrator on behalf of the Issuer, and that the failure to provide accurate information in the Income Certification or refusal to comply with a request for information with respect thereto shall be deemed a violation of a substantial obligation of the tenancy of such tenant; (iii) acknowledges that the Borrower has relied on the statements made by such tenant in the Income Certification and supporting information supplied by the Low Income Tenant in determining qualification for occupancy of a Low Income Unit, and that any material misstatement in such certification (whether or not intentional) will be cause for immediate termination of such lease or rental agreement; and (iv) agrees that the tenant’s income is subject to annual certification in accordance with Section 4(c) and that if upon any such certification the aggregate Gross Income of tenants in such unit exceeds the applicable income limit under Section 4(b), the unit occupied by such tenant may cease to qualify as a Low Income Unit and such unit’s rent may be subject to increase. For purposes of this Section 4, no unit occupied by a residential manager shall be treated as a rental unit during the time of such occupation. Section 5. Tax-Exempt Status of the Bonds. The Borrower and the Issuer, as applicable, each hereby represents, warrants and agrees as follows: (a) The Borrower and the Issuer will not knowingly take or permit, or omit to take or cause to be taken, as is appropriate, any action that would adversely affect the Tax-Exempt nature of the interest on the Bonds and, if either of them should take or permit, or omit to take or cause to be taken, any such action, it will take all lawful actions necessary to rescind or correct such actions or omissions promptly upon obtaining knowledge thereof. (b) The Borrower and the Issuer will file of record such documents and take such other steps as are necessary, in the written opinion of Bond Counsel filed with the Issuer (with a copy to the Borrower), in order to insure that the requirements and restrictions of this Regulatory Agreement will be binding upon all owners of the Project, and the requirements and restrictions of the Other Regulatory Agreements will be binding upon all owners of the Other Projects, including, but not limited to, the execution and recordation of this Regulatory Agreement in the real property records of the County. October 17, 2017 Contra Costa County Board of Supervisors 978 -14- Section 6. Requirements of the Act. In addition to the other requirements set forth herein, the Borrower hereby agrees that it shall comply with each of the requirements of the Act, including the following: (a) As provided in Section 52080(a)(1)(A) of the Act, twenty percent (20%) or more of the completed residential units in the Project shall be occupied by, or held vacant and available for occupancy by, individuals whose income is 50 percent or less of area median income, within the meaning of Section 52080(a)(1)(A) of the Act (it being acknowledged that units required to be set aside for Low Income Tenants pursuant to Section 4(a) may be counted for purposes of satisfying the requirements of this Section 6(a) if the related Low Income Tenants otherwise satisfy the requirements of this Section 6(a)). (b) The rental payments paid by the occupants of the units described in paragraph (a) of this Section (excluding any supplemental rental assistance from the state, the federal government, or any other public agency to those occupants or on behalf of those units) shall not exceed thirty percent of fifty percent of area median income. (c) The Borrower shall accept as tenants, on the same basis as all other prospective tenants, Low Income Tenants who are recipients of federal certificates or vouchers for rent subsidies pursuant to the existing program under Section 8 of the Housing Law. The selection criteria applied to certificate holders under Section 8 of the Housing Law shall not be more burdensome than the criteria applied to all other prospective tenants. (d) The Borrower shall ensure that units occupied as required by paragraph (a) of this Section are of comparable quality and offer a range of sizes and number of bedrooms comparable to those units which are available to other tenants. (e) As provided in Section 52080(e) of the Act, the Project may be syndicated after prior written approval of the Issuer. The Issuer shall grant that approval only after it determines that the terms and conditions of the syndication (1) shall not reduce or limit any of the requirements of the Act or regulations adopted or documents executed pursuant to the Act, (2) shall not cause any of the requirements in this Agreement to be subordinated to the syndication agreement, or (3) shall not result in the provision of fewer assisted units, or the reduction of any benefits or services, than were in existence prior to the syndication agreement. The Issuer hereby acknowledges that this Section 6(e) does not apply to any syndication of federal tax credits for the Project. (f) Following the expiration or termination of the Qualified Project Period, except in the event of foreclosure and redemption of the Bonds, deed in lieu of foreclosure, eminent domain, or action of a federal agency preventing enforcement, units required to be reserved for occupancy pursuant to Section 6(a) shall remain available to any eligible household occupying a reserved unit at the date of such expiration or termination, at a rent not greater than the amount required by Section 6(b), until the earliest of any of the following occur: (1) The household’s income exceeds 140 percent of the maximum eligible income specified in Section 6(a). (2) The household voluntarily moves or is evicted for “good cause.” “Good cause” for the purposes of this section means the nonpayment of rent or allegation of facts necessary to prove major, or repeated minor, violations of October 17, 2017 Contra Costa County Board of Supervisors 979 -15- material provisions of the occupancy agreement which detrimentally affect the health, safety, occupancy or quiet enjoyment of other persons or the structure, the fiscal integrity of the Project or the purposes or special programs of the Project. (3) Thirty years after the date of commencement of the Qualified Project Period. (4) The Borrower pays the relocation assistance and benefits to tenants as provided in subdivision (b) of Section 7264 of the California Government Code. (g) Except in the event of foreclosure and redemption of the Bonds, deed in lieu of foreclosure, eminent domain, or action of a federal agency preventing enforcement, during the three years prior to expiration of the Qualified Project Period, the Borrower shall continue to make available to eligible households reserved units that have been vacated to the same extent that nonreserved units are made available to noneligible households. (h) This Section shall not be construed to require the Issuer to monitor the Borrower’s compliance with the provisions of paragraph (f), or that the Issuer shall have any liability whatsoever in the event of the failure by the Borrower to comply with any of the provisions of this Agreement. (i) The covenants and conditions of this Regulatory Agreement shall be binding upon successors in interest of the Borrower. (j) This Regulatory Agreement shall be recorded in the office of the county recorder of the County, and shall be recorded in the grantor-grantee index to the names of the Borrower as grantor and to the name of the Issuer as grantee. Section 7. Requirements of the Issuer. In addition to other requirements set forth herein and to the extent not prohibited by the requirements set forth in Sections 4 through 6 hereof, the Borrower hereby agrees to comply with each of the requirements of the Issuer set forth in this Section 7, as follows: (a) All tenant lists, applications and waiting lists relating to the Project shall at all times be kept separate and identifiable from any other business of the Borrower and shall be maintained as required by the Issuer, in a reasonable condition for proper audit and subject to examination upon reasonable notice (which need not be in excess of three Business Days, as defined in the Indenture) and during business hours by representatives of the Issuer. (b) The Borrower shall not discriminate on the basis of race, creed, color, religion, sex, sexual orientation, marital status, national origin, source of income (e.g. AFDC and SSI), ancestry or handicap in the lease, use or occupancy of the Project (except as required to comply with Section 3(e)(iii), (iv) or (v)), or in connection with the employment or application for employment of persons for the construction, operation, or management of the Project. (c) The Borrower shall not, at initial occupancy, permit occupancy in any unit in the Project by more than (i) two persons per bedroom in the unit, plus (ii) one person; October 17, 2017 Contra Costa County Board of Supervisors 980 -16- and the Borrower shall at all times offer for rent the largest unit then available for the applicable household size (being one bedroom units for 2-3 person households, and two bedroom units for 4-5 person households). The foregoing, however, shall not apply to one unit in the Project occupied by a resident manager or managers. (d) The Borrower shall pay directly to the Issuer (i) on the Closing Date the Issuer Issuance Fee and the Issuer Annual Fee for the period from the Closing Date to but not including October 1, 2018, and (ii) on each October 1, on and after October 1, 2018, the Issuer Annual Fee; without in either case any requirement for notice or billing of the amount due. In addition, the Borrower shall pay to the Issuer promptly following receipt of an invoice that reasonably identifies the relevant expenses and the amounts thereof, any out of pocket expenses incurred by the Issuer in connection with the Bonds, the Indenture, this Regulatory Agreement or the Loan Agreement, including but not limited to any costs related to the FOCUS Program. (e) The rent limits set forth in Sections 6(b) and 6(f) shall apply to all Low Income Units. In addition, the rental payments paid by Low Income Tenants for the Low Income Units shall not exceed Affordable Rents. (f) The Borrower will accept as tenants, on the same basis as all other prospective tenants, persons who are recipients of federal certificates for rent subsidies pursuant to the existing program under Section 8 of the Act, or its successor. The Borrower shall not apply selection criteria to Section 8 certificate or voucher holders that is more burdensome than criteria applied to all other prospective tenants, nor shall the Borrower apply or permit the application of management policies or lease provisions with respect to the Project which have the effect of precluding occupancy of units by such prospective tenants. (g) The Borrower shall submit to the Issuer: (i) rent rolls and other information required by the FOCUS Program on a quarterly basis, and (ii) within fifteen (15) days after receipt of a written request, any other information or completed forms requested by the Issuer in order to comply with reporting requirements of the Internal Revenue Service or the State. (h) The Borrower shall indemnify the Issuer as provided in Section 9 hereof and Section 5.19 of the Loan Agreement. (i) The Issuer may, at its option and at its expense, at any time appoint an Administrator to administer this Agreement or any provision hereof and to monitor performance by the Borrower of all or of any of the terms, provisions and requirements hereof. Following any such appointment, the Borrower shall comply with any request by the Issuer to deliver to such Administrator, in addition to or instead of the Issuer, any reports, notices or other documents required to be delivered pursuant hereto, and to make the Project and the books and records with respect thereto available for inspection by such administrator as an agent of the Issuer. (j) The Borrower shall submit its written management policies with respect to the Project, if any, to the Issuer for its review, and shall amend such policies in any way necessary to insure that such policies comply with the provisions of this Regulatory October 17, 2017 Contra Costa County Board of Supervisors 981 -17- Agreement and the requirements of the existing program under Section 8 of the Housing Law, or its successors. The Borrower shall not promulgate management policies which conflict with the provisions of the addendum to the form of lease for the Project prepared by the Housing Authority of Contra Costa County, and shall attach such addendum to leases for tenants which are holders of Section 8 certificates. (k) The Borrower shall screen and select tenants for desirability and creditworthiness at its discretion; provided, however, that the Borrower shall consider a prospective tenant’s rent history for at least the one year period prior to application as evidence of the tenant’s ability to pay the applicable rent. (l) At least six months prior to the expiration of the Qualified Project Period the Borrower shall provide by first-class mail, postage prepaid, a notice to all tenants in the Low Income Units containing (i) the anticipated date of the expiration of the Qualified Project Period, (ii) any anticipated rent increase upon the expiration of the Qualified Project Period, (iii) a statement that a copy of such notice will be sent to the Issuer, and (iv) a statement that a public hearing may be held by the Issuer on the issue and that the tenant will receive notice of the hearing at least fifteen (15) days in advance of any such hearing. The Borrower shall also file a copy of the above-described notice with the Community Development Bond Program Manager of the Department of Conservation and Development of the Issuer. (m) Notwithstanding Section 1461 of the Civil Code, the provisions of this Section shall run with land and may be enforced either in law or in equity by any resident, local agency, entity, or by any other person adversely affected by the Borrower’s failure to comply with the provisions of this Section. (n) The Borrower shall not participate in any refunding of the Bonds or the Loan by means of the issuance of bonds or other obligations by any governmental body other than the Issuer. (o) Each of the requirements of Sections 3, 4 and 6 hereof is hereby incorporated as a specific requirement of the Issuer, whether or not required by California or federal law. (p) The requirements of Section 6 and this Section 4A shall be in effect for the Qualified Project Period. Any of the foregoing requirements of the Issuer contained in this Section 7 may be expressly waived by the Issuer in writing, but (i) no waiver by the Issuer of any requirement of this Section 7 shall, or shall be deemed to, extend to or affect any other provision of this Regulatory Agreement except to the extent the Issuer has received an opinion of Bond Counsel that any such provision is not required by the Act and may be waived without adversely affecting the exclusion from gross income of interest on the Bonds for federal income tax purposes; and (ii) any requirement of this Section 7 shall be void and of no force and effect if the Issuer and the Borrower receive a written opinion of Bond Counsel to the effect that compliance with any such requirement would cause interest on the Bonds to cease to be Tax-Exempt or to the effect that compliance with such requirement would be in conflict with the Act or any other State or federal law. October 17, 2017 Contra Costa County Board of Supervisors 982 -18- Section 8. Modification of Covenants. The Borrower and the Issuer hereby agree as follows: (a) To the extent any amendments to the Act, the Regulations or the Code shall, in the written opinion of Bond Counsel filed with the Issuer and the Borrower, retroactively impose requirements upon the ownership or operation of the Project or of the Other Projects more restrictive than those imposed by this Regulatory Agreement, and if such requirements are applicable to the Project and compliance therewith is necessary to maintain the validity of, or the Tax-Exempt status of interest on the Bonds, this Regulatory Agreement shall be deemed to be automatically amended to impose such additional or more restrictive requirements. (b) To the extent that the Act, the Regulations or the Code, or any amendments thereto, shall, in the written opinion of Bond Counsel filed with the Issuer and the Borrower, impose requirements upon the ownership or operation of the Project or of the Other Projects less restrictive than imposed by this Regulatory Agreement, this Regulatory Agreement may be amended or modified to provide such less restrictive requirements but only by written amendment signed by the Issuer, at its sole discretion, the Borrower, with the consent of the Bondowner Representative, and only upon receipt by the Issuer of the written opinion of Bond Counsel to the effect that such amendment will not affect the Tax-Exempt status of interest on the Bonds or violate the requirements of the Act, and otherwise in accordance with Section 22 hereof. (c) The Borrower and the Issuer shall execute, deliver and, if applicable, file of record any and all documents and instruments necessary to effectuate the intent of this Section 8, and each of the Borrower and the Issuer hereby appoints the Bondowner Representative as its true and lawful attorney-in-fact to execute, deliver and, if applicable, file of record on behalf of the Borrower or the Issuer, as is applicable, any such document or instrument (in such form as may be approved in writing by Bond Counsel) if either the Borrower or the Issuer defaults in the performance of its obligations under this subsection (c); provided, however, that unless directed in writing by the Issuer or the Borrower, the Bondowner Representative shall take no action under this subsection without first notifying the Borrower or the Issuer, or both of them, as is applicable, in writing and without first providing the Borrower or the Issuer, or both, as is applicable, an opportunity to comply with the requirements of this Section 8. Nothing in this subsection (c) shall be construed to allow the Bondowner Representative to execute an amendment to this Regulatory Agreement on behalf of the Issuer or the Borrower. Notwithstanding any other provision of this Regulatory Agreement, whenever an opinion of counsel is required or requested to be delivered hereunder after the Closing Date, the Bondowner Representative, the Issuer and the Borrower shall accept (unless otherwise directed in writing by the Issuer) an opinion of counsel in such form and with such disclaimers as may be required so that such opinion will not be treated as a “covered opinion” for purposes of the Treasury Department regulations governing practice before the Internal Revenue Service (Circular 230), 31 CFR Part 10. Section 9. Indemnification; Other Payments. To the fullest extent permitted by law, the Borrower agrees to indemnify, hold harmless and defend the Issuer and each of its officers, Supervisors, officials, employees, attorneys and agents (collectively, the “Indemnified Parties”), against any and all losses, damages, claims, actions, liabilities, costs and expenses of any conceivable nature, kind or character (including, without limitation, reasonable attorneys’ fees, October 17, 2017 Contra Costa County Board of Supervisors 983 -19- litigation and court costs, amounts paid in settlement and amounts paid to discharge judgments) to which the Indemnified Parties, or any of them, may become subject under or any statutory law (including federal or state securities laws) or at common law or otherwise, arising out of or based upon or in any way relating to: (i) the Bonds, the Loan Agreement, this Regulatory Agreement, the Other Regulatory Agreements, the Assignment Agreement, the Supplemental Agreement or the Tax Certificate and all documents related thereto, or the execution or amendment hereof or thereof or in connection with transactions contemplated hereby or thereby, including the issuance, sale, resale or remarketing of the Bonds; (ii) any act or omission of the Borrower or any of its agents, contractors, servants, employees or licensees in connection with the Loan, the Project or the Other Projects, the acquisition, rehabilitation or operation of the Project or the Other Projects, or the condition, environmental or otherwise, occupancy, use, possession, conduct or management of work done in or about, or from the planning, design, acquisition, installation and rehabilitation of, the Project or the Other Projects or any part thereof; (iii) any lien or charge upon payments by the Borrower to the Issuer or any taxes (including, without limitation, all ad valorem taxes and sales taxes), assessments, impositions and other charges imposed on the Issuer in respect of any portion of the Project or the Other Projects; (iv) any violation of any environmental law, rule or regulation with respect to, or the release of any toxic substance from, the Project or the Other Projects or any part thereof; (v) the defeasance and/or redemption, in whole or in part, of the Bonds; (vi) any untrue statement or misleading statement or alleged untrue statement or alleged misleading statement of a material fact contained in any offering statement or disclosure document for the Bonds or any of the documents relating to the Bonds, or any omission or alleged omission from any offering statement or disclosure document for the Loan of any material fact necessary to be stated therein in order to make the statements made therein, in the light of the circumstances under which they were made, not misleading; or (vii) any declaration of taxability of interest on the Bonds, or allegations (or regulatory inquiry) that interest on the Bonds is taxable for federal tax purposes; except to the extent such damages are caused by the willful misconduct of such Indemnified Party. In the event that any action or proceeding is brought against any Indemnified Party with respect to which indemnity may be sought hereunder, the Borrower, upon written notice from the Indemnified Party, shall assume the investigation and defense thereof, including the employment of counsel selected by the Indemnified Party, and shall assume the payment of all expenses related thereto, with full power to litigate, compromise or settle the same in its sole discretion; provided that the Indemnified Party shall have the right to review and approve or disapprove any such compromise or settlement. Each Indemnified Party shall have the right to employ separate counsel in any such action or proceeding and participate in the investigation and defense thereof, and the Borrower shall pay the reasonable fees and expenses of such separate counsel; provided, however, that such Indemnified Party may only employ separate counsel at the expense of the Borrower if in the judgment of such Indemnified Party a conflict of interest exists by reason of common representation or if all parties commonly represented do October 17, 2017 Contra Costa County Board of Supervisors 984 -20- not agree as to the action (or inaction) of counsel. In addition to the foregoing, the Borrower shall pay upon demand all of the fees and expenses paid or incurred by the Issuer in enforcing the provisions hereof. In addition thereto, the Borrower will pay upon demand all of the fees and expenses paid or incurred by the Issuer in enforcing the provisions hereof. The provisions of this Section 9 shall survive the final payment or defeasance of the Bonds and the termination of this Regulatory Agreement; provided, however, the provisions of this Section shall, in the case of the Issuer, survive the term of this Regulatory Agreement, but only as to claims arising from events occurring during the term of this Regulatory Agreement. Nothing contained in this Section 9 shall cause the obligation of the Borrower to pay principal and interest on the Loan or amounts owing with respect to the Note to be a recourse obligation of the Borrower. The obligations of the Borrower under this Section are independent of any other contractual obligation of the Borrower to provide indemnity to the Issuer or otherwise, and the obligation of the Borrower to provide indemnity hereunder shall not be interpreted, construed or limited in light of any other separate indemnification obligation of the Borrower. The Issuer shall be entitled simultaneously to seek indemnity under this Section and any other provision under which it is entitled to indemnity. Section 10. Consideration. The Issuer has agreed to issue the Bonds to provide funds to lend to the Borrower to finance the Project and the Other Projects, all for the purpose, among others, of inducing the Borrower to acquire, rehabilitate, develop and operate the Project and the Other Projects. In consideration of the issuance of the Bonds by the Issuer, the Borrower has entered into this Regulatory Agreement and the Other Regulatory Agreements and has agreed to restrict the uses to which this Project and the Other Projects can be put on the terms and conditions set forth herein and therein. Section 11. Reliance. The Issuer and the Borrower hereby recognize and agree that the representations and covenants set forth herein and in the Other Regulatory Agreements may be relied upon by all persons, including but not limited to the Administrator and the Bondowner Representative, interested in the legality and validity of the Bonds, in the exemption from California personal income taxation of interest on the Bonds and in the Tax-Exempt status of the interest on the Bonds. In performing their duties and obligations hereunder, the Issuer and the Administrator may rely upon statements and certificates of the Low Income Tenants, and upon audits of the books and records of the Borrower pertaining to the Project and the Other Projects. In addition, the Issuer may consult with counsel, and the opinion of such counsel shall be full and complete authorization and protection in respect of any action taken or suffered by the Issuer hereunder in good faith and in conformity with such opinion. In determining whether any default or lack of compliance by the Borrower exists under this Regulatory Agreement, the Issuer shall not be required to conduct any investigation into or review of the operations or records of the Borrower and may rely solely on any written notice or certificate delivered to the Issuer by the Borrower with respect to the occurrence or absence of a default. Section 12. Transfer of the Project. For the Compliance Period, the Borrower shall not Transfer the Project, in whole or in part, without the prior written consent of the Issuer, which consent shall not be unreasonably withheld or delayed if the following conditions are satisfied: (A) the receipt by the Issuer of evidence acceptable to the Issuer that (1) the Borrower shall not be in default hereunder, under the Other Regulatory Agreements or under any of the other Loan Documents in effect, or the transferee undertakes to cure any defaults of the Borrower to October 17, 2017 Contra Costa County Board of Supervisors 985 -21- the reasonable satisfaction of the Issuer; (2) the continued operation of the Project shall comply with the provisions of this Regulatory Agreement; (3) either (a) the transferee or its Manager has at least three years’ experience in the ownership, operation and management of similar size rental housing projects, and at least one year’s experience in the ownership, operation and management of rental housing projects containing below-market-rate units, without any record of material violations of discrimination restrictions or other state or federal laws or regulations or local governmental requirements applicable to such projects, or (b) the transferee agrees to retain a Manager with the experience and record described in subclause (a) above, or (c) the transferring Borrower or its management company will continue to manage the Project, or another management company reasonably acceptable to the Issuer will manage, for at least one year following such Transfer and, if applicable, during such period the transferring Borrower or its management company will provide training to the transferee and its manager in the responsibilities relating to the Low Income Units; and (4) the person or entity that is to acquire the Project does not have pending against it, and does not have a history of significant and material building code violations or complaints concerning the maintenance, upkeep, operation, and regulatory agreement compliance of any of its projects as identified by any local, state or federal regulatory agencies; (B) the execution by the transferee of a document reasonably acceptable to the Issuer with respect to the assumption of the Borrower’s obligations under this Regulatory Agreement and the other Loan Documents in effect, including without limitation an instrument of assumption hereof and thereof, and delivery to the Issuer of an opinion of such transferee’s counsel to the effect that each such document and this Regulatory Agreement are valid, binding and enforceable obligations of such transferee, subject to bankruptcy and other standard limitations affecting creditor’s rights; (C) receipt by the Issuer of an opinion of Bond Counsel to the effect that any such Transfer will not adversely affect the Tax-Exempt status of interest on the Bonds; (D) receipt by the Issuer of all fees and/or expenses then currently due and payable to the Issuer by the Borrower; (E) receipt by the Issuer of evidence of satisfaction of compliance with the provisions of Section 29(d)(i) related to notice to CDLAC of transfer of the Project; (F) the Other Projects shall be transferred coterminously with the transfer of the Project, to the same transferee; and (G) such other conditions are met as the Issuer may reasonably impose. It is hereby expressly stipulated and agreed that any Transfer of the Project in violation of this Section 12 shall be null, void and without effect, shall cause a reversion of title to the Borrower, and shall be ineffective to relieve the Borrower of its obligations under this Regulatory Agreement. The written consent of the Issuer to any Transfer of the Project shall constitute conclusive evidence that the Transfer is not in violation of this Section 12. Nothing in this Section shall affect any provision of any other document or instrument between the Borrower and any other party which requires the Borrower to satisfy certain conditions or obtain the prior written consent of such other party in order to Transfer the Project. Upon any Transfer that complies with this Regulatory Agreement, the Borrower shall be fully released from its obligations hereunder, but only to the extent such obligations have been fully assumed in writing by the transferee of the Project. The foregoing notwithstanding, the Project may be transferred pursuant to a foreclosure, exercise of power of sale or deed in lieu of foreclosure or comparable conversion under the Deed of Trust without the consent of the Issuer or compliance with the provisions of this Section 12. The Issuer hereby approves the transfer of limited partnership interests in the Borrower to affiliates of the investor limited partner of the Borrower, including, without limitation, the transfer of membership interests in the Borrower from the investor limited partner and non-managing membership interests in the limited partner of Borrower. For the Compliance Period, the Borrower shall not: (1) encumber any of the Project or grant commercial leases of any part thereof, or permit the conveyance, transfer or encumbrance October 17, 2017 Contra Costa County Board of Supervisors 986 -22- of any part of the Project, except for (A) encumbrances permitted under the Deed of Trust, or (B) a Transfer in accordance with the terms of this Regulatory Agreement, in each case upon receipt by the Issuer of an opinion of Bond Counsel to the effect that such action will not adversely affect the Tax-Exempt status of interest on the Bonds (provided that such opinion will not be required with respect to any encumbrance, lease or transfer relating to a commercial operation or ancillary facility that will be available for tenant use and is customary to the operation of multifamily housing developments similar to the Project); (2) demolish any part of the Project or substantially subtract from any real or personal property of the Project, except to the extent that what is demolished or removed is replaced with comparable property or such demolition or removal is otherwise permitted by the Loan Agreement or the Deed of Trust; or (3) permit the use of the dwelling accommodations of the Project for any purpose except rental residences. Section 13. Term. This Regulatory Agreement and all and several of the terms hereof shall become effective upon its execution and delivery, and shall remain in full force and effect for the period provided herein and shall terminate as to any provision not otherwise provided with a specific termination date and shall terminate in its entirety at the end of the Compliance Period, it being expressly agreed and understood that the provisions hereof are intended to survive the retirement of the Bonds and discharge of the Loan Agreement. The terms of this Regulatory Agreement to the contrary notwithstanding, the requirements of this Regulatory Agreement shall terminate and be of no further force and effect in the event of involuntary noncompliance with the provisions of this Regulatory Agreement caused by fire or other casualty, seizure, requisition, foreclosure or transfer of title by deed in lieu of foreclosure, change in a federal law or an action of a federal agency after the Closing Date, which prevents the Issuer from enforcing such provisions, or condemnation or a similar event, but only if, within a reasonable period, either the Loan is repaid or amounts received as a consequence of such event are used to provide a project that meets the requirements hereof; provided, however, that the preceding provisions of this sentence shall cease to apply and the restrictions contained herein shall be reinstated if, at any time subsequent to the termination of such provisions as the result of the foreclosure or the delivery of a deed in lieu of foreclosure or a similar event, the Borrower or any related person (within the meaning of Section 1.103-10(e) of the Regulations) obtains an ownership interest in the Project for federal income tax purposes. The Borrower hereby agrees that, following any foreclosure, transfer of title by deed in lieu of foreclosure or similar event, neither the Borrower nor any such related person as described above will obtain an ownership interest in the Project for federal tax purposes. Notwithstanding any other provision of this Regulatory Agreement, this Regulatory Agreement may be terminated upon agreement by the Issuer and the Borrower, with the consent of CDLAC, upon receipt by the Issuer of an opinion of Bond Counsel to the effect that such termination will not adversely affect the exclusion from gross income of interest on the Bonds for federal income tax purposes and is otherwise permitted under the Act. Upon the termination of the terms of this Regulatory Agreement, the parties hereto agree to execute, deliver and record appropriate instruments of release and discharge of the terms hereof; provided, however, that the execution and delivery of such instruments shall not be necessary or a prerequisite to the termination of this Regulatory Agreement in accordance with its terms. Section 14. Covenants to Run With the Land. Notwithstanding Section 1461 of the California Civil Code, the Borrower hereby subjects the Project to the covenants, reservations and restrictions set forth in this Regulatory Agreement. The Issuer and the Borrower 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 Borrower’s successors in title to the Project; provided, however, that on the termination of this October 17, 2017 Contra Costa County Board of Supervisors 987 -23- Regulatory Agreement said covenants, reservations and restrictions shall expire. Each and every contract, deed or other instrument hereafter executed covering or conveying the Project or any portion thereof shall conclusively be held to have been executed, delivered and accepted subject to such covenants, reservations and restrictions, regardless of whether such covenants, reservations and restrictions are set forth in such contract, deed or other instruments. Section 15. Burden and Benefit. The Issuer and the Borrower hereby declare their understanding and intent that the burdens of the covenants set forth herein touch and concern the land in that the Borrower’s legal interest in the Project is rendered less valuable thereby. The Issuer and the Borrower hereby further declare their understanding and intent that the benefits of such covenants touch and concern the land by enhancing and increasing the enjoyment and use of the Project by Low Income Tenants, the intended beneficiaries of such covenants, reservations and restrictions, and by furthering the public purposes for which the Bonds were issued. Section 16. Uniformity; Common Plan. The covenants, reservations and restrictions hereof shall apply uniformly to the entire Project in order to establish and carry out a common plan for the use of the site on which the Project is located. Section 17. Default; Enforcement. If the Borrower defaults in the performance or observance of any covenant, agreement or obligation of the Borrower set forth in this Regulatory Agreement or in the Other Regulatory Agreements, and if such default remains uncured for a period of 60 days after notice thereof shall have been given by the Issuer or the Bondowner Representative (with a copy to the Issuer) to the Borrower, or for a period of 60 days from the date the Borrower should, with reasonable diligence, have discovered such default, then the Issuer shall declare an “Event of Default” to have occurred hereunder; provided, however, that if the default is of such a nature that it cannot be corrected within 60 days, such default shall not constitute an Event of Default hereunder so long as (i) the Borrower institutes corrective action within said 60 days and diligently pursues such action until the default is corrected, and (ii) in the opinion of Bond Counsel, the failure to cure said default within 60 days will not adversely affect the Tax-Exempt status of interest on the Bonds. The Issuer and the Bondowner Representative shall have the right to enforce the obligations of the Borrower under this Regulatory Agreement and under the Other Regulatory Agreements within shorter periods of time than are otherwise provided herein if necessary to insure compliance with the Act or the Code. Following the declaration of an Event of Default hereunder, the Issuer or the Bondowner Representative, subject to the terms of the Loan Agreement, may take any one or more of the following steps, in addition to all other remedies provided by law or equity: (i) by mandamus or other suit, action or proceeding at law or in equity, including injunctive relief, require the Borrower to perform its obligations and covenants hereunder or enjoin any acts or things that may be unlawful or in violation of the rights of the Issuer hereunder; (ii) have access to and inspect, examine and make copies of all of the books and records of the Borrower pertaining to the Project and the Other Projects; (iii) take such other action at law or in equity as may appear necessary or desirable to enforce the obligations, covenants and agreements of the Borrower hereunder; and October 17, 2017 Contra Costa County Board of Supervisors 988 -24- (iv) with the consent of the Bondowner Representative, which consent shall not be unreasonably withheld, declare a default under the Loan Agreement, as applicable, and proceed with any remedies provided therein. The Borrower hereby agrees that specific enforcement of the Borrower’s agreements contained herein is the only means by which the Issuer may fully obtain the benefits of this Regulatory Agreement made by the Borrower herein, and the Borrower therefore agrees to the imposition of the remedy of specific performance against it in the case of any Event of Default by the Borrower hereunder. The Bondowner Representative shall have the right, in accordance with this Section and the provisions of the Loan Agreement, without the consent or approval of the Issuer, to exercise any or all of the rights or remedies of the Issuer hereunder; provided that prior to taking any such action the Bondowner Representative shall give the Issuer written notice of its intended action. The Issuer and the Bondowner Representative hereby agree that cure of any Event of Default made or tendered by any partner of the Borrower shall be deemed to be a cure by the Borrower and shall be accepted or rejected on the same basis as if made or tendered by the Borrower. All reasonable fees, costs and expenses (including reasonable attorney’s fees) of the Bondowner Representative and the Issuer incurred in taking any action pursuant to this Section shall be the sole responsibility of the Borrower; provided, however, that in the event that any action arises hereunder in which the Borrower and the Bondowner Representative are adversaries, the prevailing party, if any, shall be entitled to recover legal fees and costs from the other party. Section 18. The Bondowner Representative. The Bondowner Representative shall be entitled, but shall have no duty, to act with respect to enforcement of the Borrower’s performance hereunder. The Bondowner Representative, either on its own behalf or as the agent of and on behalf of the Issuer, may, in its sole discretion, act hereunder and any act required to be performed by the Issuer as herein provided shall be deemed taken if such act is performed by the Bondowner Representative. In connection with any such performance, all provisions of the Loan Agreement and the Loan Agreement relating to the rights, privileges, powers and protections of the Bondowner Representative shall apply with equal force and effect to all actions taken (or omitted to be taken) by the Bondowner Representative in connection with this Regulatory Agreement. Neither the Bondowner Representative nor any of its officers, directors or employees shall be liable for any action taken or omitted to be taken by it hereunder or in connection herewith except for its or their own negligence or willful misconduct. The Bondowner Representative may consult with legal counsel selected by it (the reasonable fees of which counsel shall be paid by the Borrower) and any action taken or suffered by it reasonably and in good faith in accordance with the opinion of such counsel shall be full justification and protection to it. The Bondowner Representative may at all times assume compliance with this Regulatory Agreement unless otherwise notified in writing by or on behalf of the Issuer, or unless it has actual knowledge of noncompliance. After the date the Bonds no longer remain outstanding as provided in the Indenture, the Bondowner Representative shall have no further rights, duties or responsibilities under this Regulatory Agreement, and all references to the Bondowner Representative in this Regulatory Agreement shall be deemed references to the Issuer. October 17, 2017 Contra Costa County Board of Supervisors 989 -25- Section 19. Recording and Filing. (a) The Borrower shall cause this Regulatory Agreement, the Other Regulatory Agreements and all amendments and supplements hereto and thereto, to be recorded and filed in the real property records of the County, and in such other places as the Issuer may reasonably request. The Borrower shall pay all fees and charges incurred in connection with any such recording. (b) The Borrower and the Issuer will file of record such other documents and take such other steps as are reasonably necessary, in the opinion of Bond Counsel, in order to insure that the requirements and restrictions of this Regulatory Agreement will be binding upon all owners of the Project. (c) The Borrower hereby covenants to include or reference the requirements and restrictions contained in this Regulatory Agreement in any documents transferring any interest in the Project to another person to the end that such transferee has notice of, and is bound by, such restrictions, and, except in the case of a foreclosure or comparable involuntary conversion of the Deed of Trust, whereby the Bondowner Representative becomes the owner of the Project, to obtain the agreement from any transferee to abide by all requirements and restrictions of this Regulatory Agreement. Section 20. Payment of Fees. Notwithstanding any prepayment of the Loan and discharge of the Loan Agreement, the Borrower shall continue to pay (or, to the extent allowed under the Code, shall prepay the present value at such time of) the fees of the Issuer as provided in this Section 20, unless such prepayment is made in connection with a refunding of the Bonds. The Borrower agrees to pay to the Issuer (i) the Issuer Issuance Fee, which shall be paid on or before the Closing Date, (ii) the Issuer Annual Fee, which shall be payable commencing on the Closing Date and annually on each October 1 thereafter, and continuing throughout the Compliance Period, and (iii) within 30 days after receipt of request for payment thereof, all reasonable out-of-pocket expenses of the Issuer (not including salaries and wages of Issuer employees) related to the Bonds, the Loan, and the Projects and the financing thereof, including, without limitation, legal fees and expenses incurred in connection with the interpretation, performance, enforcement or amendment of any documents relating to the Projects, the Bonds, the Loan or any of the Loan Documents. Only one Issuer Issuance Fee and only one Issuer Annual Fee shall be payable with respect to the Project and the Other Projects. In the event that the Qualified Project Period terminates prior to the termination of the Compliance Period (other than by reason of the issuance of refunding bonds), and provided that the conditions of this Section are satisfied, the Borrower shall thereafter and for the remainder of the Compliance Period pay to the Issuer annually in advance an amount equal to $5,000. The full Issuer Annual Fee shall continue to be payable unless and until the Issuer has confirmed receipt of all amounts then due and payable in arrears by the Borrower to the Issuer in connection with the Loan, at which point the Issuer Annual Fee shall become effective. If the Borrower fails to make payment of the Issuer Annual Fee for a period of two consecutive years or more, the Issuer may, in its sole discretion, declare the total amount of the Issuer Annual Fee through the end of the Compliance Period immediately due and payable, such amount to be discounted at a rate equal to the then current market rate for U.S. Treasury obligations of a maturity equal to the remaining term of the Compliance Period. Section 21. Governing Law; Venue. This Regulatory Agreement shall be construed in accordance with and governed by the laws of the State of California applicable to contracts made and performed in the State of California. This Regulatory Agreement shall be enforceable October 17, 2017 Contra Costa County Board of Supervisors 990 -26- in the State of California, and any action arising hereunder shall (unless waived by the Issuer in writing) be filed and maintained in the Superior Court of California, County of Contra Costa. Section 22. Amendments; Waivers. (a) Except as provided in Section 8(a) and 29(e) hereof, this Regulatory Agreement may be amended only by a written instrument executed by the parties hereto or their successors in title, and duly recorded in the real property records of the County, and only upon (i) receipt by the Issuer of an opinion from Bond Counsel that such amendment will not adversely affect the Tax-Exempt status of interest on the Bonds and is not contrary to the provisions of the Act and (ii) the written consent of the Bondowner Representative, who shall receive a copy of any such amendment. (b) Anything to the contrary contained herein notwithstanding, the Issuer and the Borrower hereby agree to amend this Regulatory Agreement to the extent required, in the opinion of Bond Counsel, in order that interest on the Bonds remains Tax-Exempt. The parties requesting such amendment shall notify the other parties to this Regulatory Agreement of the proposed amendment, with a copy of such proposed amendment to Bond Counsel and a request that Bond Counsel render to the Issuer an opinion as to the effect of such proposed amendment upon the Tax-Exempt status of interest on the Bonds. This provision shall not be subject to any provision of any other agreement requiring any party hereto to obtain the consent of any other person in order to amend this Regulatory Agreement. (c) Any waiver of, or consent to, any condition under this Regulatory Agreement must be expressly made in writing. Section 23. Notices. Any notice required to be given hereunder shall be made in writing and shall be given by personal delivery, overnight delivery, certified or registered mail, postage prepaid, return receipt requested, or by telecopy, in each case at the respective addresses specified in the Indenture, or at such other addresses as may be specified in writing by the parties hereto. Unless otherwise specified by the Administrator, the address of the Administrator is the same as the address of the Issuer. Unless otherwise specified by CDLAC, the address of CDLAC is: California Debt Limit Allocation Committee 915 Capitol Mall, Room 311 Sacramento, CA 95814 Attention: Executive Director The Issuer, the Administrator, CDLAC and the Borrower may, by notice given hereunder, designate any further or different addresses to which subsequent notices, certificates or other communications shall be sent. Notice shall be deemed given on the date evidenced by the postal or courier receipt or other written evidence of delivery or electronic transmission; provided that any telecopy or other electronic transmission received by any party after 4:00 p.m., local time of the receiving party, as evidenced by the time shown on such transmission, shall be deemed to have been received the following Business Day. A copy of each notice of default provided to the Borrower hereunder shall also be provided to the Bondowner Representative at its addresses set forth in the Indenture. The Borrower shall notify the Issuer and the Administrator in writing of any change to the name of the Project or any change of name or address for the Borrower or the Manager. The Borrower shall further notify CDLAC in writing of any event provided in Section 29(d) hereof. October 17, 2017 Contra Costa County Board of Supervisors 991 -27- Section 24. Severability. If any provision of this Regulatory Agreement shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining portions hereof shall not in any way be affected or impaired thereby. Section 25. Multiple Counterparts. This Regulatory Agreement may be simultaneously executed in multiple counterparts, all of which shall constitute one and the same instrument, and each of which shall be deemed to be an original. Section 26. Limitation on Liability. Notwithstanding the foregoing or any other provision or obligation to the contrary contained in this Regulatory Agreement, (i) the liability of the Borrower under this Regulatory Agreement to any person or entity, including, but not limited to, the Bondowner Representative or the Issuer and their successors and assigns, is limited to the Borrower’s interest in the Project and the amounts held in the funds and accounts created under the Loan Agreement and the Indenture, or any rights of the Borrower under any guarantees relating to the Projects, and such persons and entities shall look exclusively thereto, or to such other security as may from time to time be given for the payment of obligations arising out of this Regulatory Agreement or any other agreement securing the obligations of the Borrower under this Regulatory Agreement; and (ii) from and after the date of this Regulatory Agreement, no deficiency or other personal judgment, nor any order or decree of specific performance (other than pertaining to this Regulatory Agreement, any agreement pertaining to the Project, the Other Projects or any other agreement securing the Borrower’s obligations under this Regulatory Agreement), shall be rendered against the Borrower, the assets of the Borrower (other than the Borrower’s interest in the Project and the Other Projects, this Regulatory Agreement, amounts held in the funds and accounts created under the Loan Agreement, any rights of the Borrower under the Loan Agreement or any other documents relating to the Loan or any rights of the Borrower under any guarantees relating to the Project and the Other Projects), its partners, successors, transferees or assigns and each of their respective officers, directors, employees, partners, agents, heirs and personal representatives, as the case may be, in any action or proceeding arising out of this Regulatory Agreement and the Loan Agreement or any agreement securing the obligations of the Borrower under this Regulatory Agreement, or any judgment, order or decree rendered pursuant to any such action or proceeding, except to the extent provided in the Loan Agreement. Section 27. Third-Party Beneficiaries. The City (if the Project is located in the City), the Bondowner Representative, the owners and the former owners of the 2000 Bonds and CDLAC are intended to be and shall each be a third-party beneficiary of this Regulatory Agreement. The City (if the Project is located in the City) and the owners and former owners of the 2000 Bonds shall have the right (but not the obligation) to enforce, separately or jointly with the Issuer and/or the Bondowner Representative, the terms of this Regulatory Agreement and to pursue an action for specific performance or other available remedy at law or in equity in accordance with Section 17 hereof. CDLAC shall have the right (but not the obligation) to enforce the CDLAC Conditions and to pursue an action for specific performance or other available remedy at law or in equity in accordance with Section 17 hereof, provided that any such action or remedy shall not materially adversely affect the interests and rights of the owners of the Bonds. Section 28. Property Management. The Borrower agrees that at all times the Project shall be managed by a property manager (i) approved by the Issuer in its reasonable discretion and (ii) who has at least three years’ experience in the ownership, operation and management of similar size rental housing projects, and at least one year’s experience in the ownership, operation and management of rental housing projects containing below-market-rate units, without any record of material violations of discrimination restrictions or other state or federal laws or regulations or local governmental requirements applicable to such projects (the October 17, 2017 Contra Costa County Board of Supervisors 992 -28- “Manager”). The Borrower shall submit to the Issuer from time to time such information about the background, experience and financial condition of any existing or proposed Manager as the Issuer may reasonably require to determine whether such Manager meets the requirements for a Manager set forth herein. The Issuer reserves the right to conduct periodic reviews of the management practices and of the Manager to determine if the Project is being operated and managed in accordance with the requirements and standards of this Agreement. The Borrower agrees to cooperate with the Issuer in such reviews. If the Issuer determines in its reasonable judgment that the Project is not being operated and managed in accordance with one or more of the material requirements or standards of this Agreement, the Issuer may deliver notice to the Borrower and the Bondowner Representative requesting replacement of the Manager, which notice shall state clearly the reasons for such request. The Borrower agrees that, upon receipt of such notice, it shall within 60 days submit to the Issuer, with a copy to the Bondowner Representative, a proposal to engage a new Manager meeting the requirements of this Section 28. Each of the Issuer and the Bondowner Representative shall respond within 30 days to such proposal or such approval shall be deemed given. Upon receipt of such consent or deemed consent, the Borrower shall within 60 days terminate the existing Manager’s engagement and engage the new Manager. If such proposal is denied by either the Issuer or the Bondowner Representative, the Borrower agrees that upon receipt of notice of such denial, it shall within 60 days submit to the Issuer, with copies to the Bondowner Representative, a proposal to engage another new Manager meeting the requirements of this Section 28, subject to the Issuer’s and Bondowner Representative’s consent or deemed consent pursuant to the terms hereof. Notwithstanding any other provision of this Section 28 to the contrary, the Bondowner Representative may at any time by written instruction to the Issuer and the Borrower deny the Issuer’s request for a replacement Manager and direct that the existing Manager be retained. Section 29. Requirements of CDLAC. In addition to other requirements set forth herein and to the extent not prohibited by the requirements set forth in Sections 4 through 6 hereof, the Borrower hereby agrees to comply with each of the requirements of CDLAC set forth in this Section 29, as follows: (a) The Borrower shall comply with the CDLAC Resolution attached hereto as Exhibit E and the CDLAC Conditions set forth in Exhibit A thereto (collectively, the “CDLAC Conditions”), which conditions are incorporated herein by reference and made a part hereof. The Borrower will prepare and submit to the Issuer, not later than February 1 of each year, until the rehabilitation of Project and the Other Projects is completed, and on February 1 every three years thereafter until the end of the Compliance Period, a Certificate of Compliance 11 for Qualified Residential Rental Projects, in substantially the form required or otherwise provided by CDLAC from time to time, executed by an authorized representative of the Borrower. Such Certificate of Compliance 11 for Qualified Residential Rental Projects shall be shall be prepared pursuant to the terms of the CDLAC Conditions. Additionally, the Borrower will prepare and submit to the Issuer, a Certificate of Completion, in substantially the form required or otherwise provided by CDLAC, executed by an authorized representative of the Borrower certifying among other things to the substantial completion of the Project and the Other Projects. Compliance with the terms of the CDLAC Conditions not contained within this Regulatory Agreement, but referred to in the CDLAC Conditions are the responsibility of the Borrower to report to the Issuer. (b) The Borrower acknowledges that the Issuer and the Administrator will monitor or cause to be monitored the Borrower’s compliance with the terms of the October 17, 2017 Contra Costa County Board of Supervisors 993 -29- CDLAC Conditions. The Borrower acknowledges that the Issuer will prepare and submit to CDLAC, not later than March 1 of each year until the rehabilitation of the Projects has been completed, and on March 1 of every three years thereafter until the end of the Compliance Period, a Self-Certification Certificate in the form provided by CDLAC. The Borrower will cooperate fully with the Issuer in connection with such monitoring and reporting requirements. (c) Except as otherwise provided in Section 13 of this Regulatory Agreement, this Regulatory Agreement shall terminate on the date 55 years after the date on which at least fifty percent (50%) of the units in the Project are first occupied or the commencement of the Qualified Project Period, whichever is earlier. (d) The Borrower shall notify CDLAC in writing of: (i) any change in ownership of the Project, (ii) any change in the issuer of the Bonds, (iii) any change in the name of the Project or the Manager; (iv) any material default under the Indenture, the Loan Agreement, the Other Regulatory Agreements or this Regulatory Agreement, including, but not limited to, such defaults associated with the Tax-Exempt status of the Bonds, and the income and rental requirements as provided in Sections 4 and 6 hereof and the CDLAC Conditions; or (v) termination of this Regulatory Agreement. (e) CDLAC shall have the right, but not the obligation, to deliver revised CDLAC Conditions to the Borrower after the Closing Date at any time that are not more restrictive than the original CDLAC Conditions; provided however, that, with the prior written consent of the Bondowner Representative, which will not be unreasonably withheld: (i) any changes in the terms and conditions of such revised CDLAC Conditions prior to the recordation against the Project in the real property records of the County of a regulatory agreement between Owner and the California Tax Credit Allocation Committee (“TCAC Regulatory Agreement”) shall be limited to such changes as are necessary to correct any factual errors or to otherwise conform the CDLAC Conditions to any change in facts or circumstances applicable to the Borrower or the Project; and (ii) after recordation of the TCAC Regulatory Agreement, any changes in the terms and conditions of such revised CDLAC Conditions shall be limited to such changes as are necessary to conform Items 1, 6, 7, 10, 11, 12, 14, 15, 16, 18, 19, 20, 21, 22, 23, 24, 25, 26 and/or 37 of Exhibit A to the CDLAC Conditions to any change in terms and conditions requested by the Borrower and approved by CDLAC. The Borrower shall record or cause to be recorded in the real property records of the County an amendment to this Regulatory Agreement containing such revised CDLAC Conditions, executed by the parties hereto or their successor in title and pay any expenses in connection therewith. The Borrower shall provide CDLAC with a copy of that recorded amendment reflecting the revised CDLAC Conditions. Any of the foregoing requirements of the CDLAC contained in this Section 29 may be expressly waived by CDLAC, in its sole discretion, in writing, but (i) no waiver by CDLAC of any requirement of this Section 29 shall, or shall be deemed to, extend to or affect any other provision of this Regulatory Agreement except to the extent the Issuer has received an opinion of Bond Counsel that any such provision is not required by the Act or the Code and may be waived without adversely affecting the exclusion from gross income of interest on the Bonds for federal income tax purposes; and (ii) any requirement of this Section 29 shall be void and of no force and effect if the Issuer and the Borrower receive a written opinion of Bond Counsel to the effect that compliance with any such requirement would cause interest on the Bonds to cease to be Tax-Exempt or to the effect that compliance with such requirement would be in conflict with the Act, the Code or any other state or federal law. October 17, 2017 Contra Costa County Board of Supervisors 994 -30- Section 30. Limited Liability of Issuer. All obligations of the Issuer incurred under this Regulatory Agreement shall be limited obligations, payable solely and only from Bond proceeds and other amounts derived by the Issuer from the Loan or otherwise under the Loan Agreement. Section 31. Conflict With Other Affordability Agreements. Notwithstanding any provision in this Regulatory Agreement to the contrary, in the event of any conflict between the provisions of this Regulatory Agreement and any other agreement that imposes affordability requirements on the Project, including those referenced in Section 3(e) hereof, the provisions providing for the most affordable units, with the most affordability, in the Project shall prevail, so long as at all times the requirements of Section 2, 3, 4, 6, 7 and 29 of this Regulatory Agreement are in any event satisfied. Notwithstanding the foregoing, a breach or default under any agreement referenced in Section 3(e) hereof shall not, in itself, constitute a breach or a default under this Regulatory Agreement. Section 32. Annual Reporting Covenant. No later than January 31 of each calendar year (commencing January 31, 2018), the Borrower, on behalf of the Issuer, agrees to provide to the California Debt and Investment Advisory Commission, by any method approved by the California Debt and Investment Advisory Commission, with a copy to the Issuer, the annual report information required by section 8855(k)(1) of the California Government Code with respect to the Bonds. This covenant shall remain in effect until the later of the date (a) the Bonds are no longer outstanding or (b) the proceeds of the Bonds have been fully spent. October 17, 2017 Contra Costa County Board of Supervisors 995 S-1 IN WITNESS WHEREOF, the Issuer and the Borrower have executed this Regulatory Agreement by duly authorized representatives, all as of the date first above written. COUNTY OF CONTRA COSTA By: John Kopchik, Director, Department of Conservation and Development CARENA ASSOCIATES, L.P., a California limited partnership By: RCD GP LLC, a California limited liability company, its general partner By: Resources for Community Development, a California nonprofit public benefit corporation its sole member/manager By: Daniel Sawislak, Executive Director 03007.40:J14735 October 17, 2017 Contra Costa County Board of Supervisors 996 NOTARY ACKNOWLEDGMENT State of California ss. County of On , before me, , Notary Public Date Name and Title of Officer (e.g., “Jane Doe, Notary Public") personally appeared Name(s) of Signer(s) 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] Notary Public 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. October 17, 2017 Contra Costa County Board of Supervisors 997 NOTARY ACKNOWLEDGMENT State of California ss. County of On , before me, , Notary Public Date Name and Title of Officer (e.g., “Jane Doe, Notary Public") personally appeared Name(s) of Signer(s) 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] Notary Public 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. October 17, 2017 Contra Costa County Board of Supervisors 998 A-1 EXHIBIT A DESCRIPTION OF REAL PROPERTY THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE COUNTY OF CONTRA COSTA, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS: [insert site description for 2501 to 2537 Camara Circle] October 17, 2017 Contra Costa County Board of Supervisors 999 B-1 EXHIBIT B FORM OF INCOME CERTIFICATION TENANT INCOME CERTIFICATION Initial Certification 1st Recertification Other: Effective Date: Move-in Date: (YYYY-MM-DD) PART I - DEVELOPMENT DATA Property Name: __________ Apartments County: Contra Costa BIN #: Address: _______________, Contra Costa, CA Unit Number: # Bedrooms: PART II. HOUSEHOLD COMPOSITION Vacant HH Mbr # Last Name First Name Middle Initial Relationship to Head of Household Date of Birth (YYYY/MM//D D) F/T Student (Y or N) Last 4 digits of Social Security # 1 HEAD 2 3 4 5 6 7 PART III. GROSS ANNUAL INCOME (USE ANNUAL AMOUNTS) HH Mbr # (A) Employment or Wages (B) Soc. Security/Pensions (C) Public Assistance (D) Other Income TOTALS $ $ $ $ Add totals from (A) through (D), above TOTAL INCOME (E): $ PART IV. INCOME FROM ASSETS Hshld Mbr # (F) Type of Asset (G) C/I (H) Cash Value of Asset (I) Annual Income from Asset TOTALS: $ $ Enter Column (H) Total Passbook Rate If over $5000 $ X 2.00% = (J) Imputed Income $ Enter the greater of the total of column I, or J: imputed income TOTAL INCOME FROM ASSETS (K) $ (L) Total Annual Household Income from all Sources [Add (E) + (K)] $ Effective Date of Move-in Income Certification: Household Size at Move-in Certification: October 17, 2017 Contra Costa County Board of Supervisors 1000 B-2 HOUSEHOLD CERTIFICATION & SIGNATURES The information on this form will be used to determine maximum income eligibility. I/we have provided for each person(s) set forth in Part II acceptable verification of current anticipated annual income. I/we agree to notify the landlord immediately upon any member of the household moving out of the unit or any new member moving in. I/we agree to notify the landlord immediately upon any member becoming a full time student. Under penalties of perjury, I/we certify that the information presented in this Certification is true and accurate to the best of my/our knowledge and belief. The undersigned further understands that providing false representations herein constitutes an act of fraud. False, misleading or incomplete information may result in the termination of the lease agreement. Signature (Date) Signature (Date) Signature (Date) Signature (Date) October 17, 2017 Contra Costa County Board of Supervisors 1001 B-3 PART V. DETERMINATION OF INCOME ELIGIBILITY RECERTIFICATION ONLY: TOTAL ANNUAL HOUSEHOLD INCOME FROM ALL SOURCES: From item (L) on page 1 $ Unit Meets Income Restriction at: 60% 50% Current Income Limit x 140%: $ Current Income Limit per Family Size: $ 40% 30% % Household Income exceeds 140% at recertification: Yes No Household Income at Move- in: $ Household Size at Move-in: PART VI. RENT Tenant Paid Rent $ Rent Assistance: $ Utility Allowance $ Other non-optional charges: $ GROSS RENT FOR UNIT: (Tenant paid rent plus Utility Allowance & other non-optional charges) $ Unit Meets Rent Restriction at: 60% 50% 40% 30% % Maximum Rent Limit for this unit: $ PART VII. STUDENT STATUS *Student Explanation: ARE ALL OCCUPANTS FULL TIME STUDENTS? If yes, Enter student explanation* 1 AFDC / TANF Assistance (also attach documentation) 2 Job Training Program yes no 3 Single Parent/Dependent Child 4 Married/Joint Return Enter 1-5 5 Former Foster Care PART VIII. PROGRAM TYPE Mark the program(s) listed below (a. through e.) for which this household’s unit will be counted toward the property’s occupancy requirements. Under each program marked, indicate the household’s income status as established by this certification/recertification. a. Tax Credit See Part V above. b. HOME Income Status £ 50% AMGI £ 60% AMGI £ 80% AMGI OI** c. Tax Exempt Income Status 50% AMGI 60% AMGI 80% AMGI OI** d. AHDP Income Status 50% AMGI 80% AMGI OI** e. (Name of Program) Income Status __________ __________ OI** ** Upon recertification, household was determined over-income (OI) according to eligibility requirements of the program(s) marked above. October 17, 2017 Contra Costa County Board of Supervisors 1002 B-4 SIGNATURE OF OWNER/REPRESENTATIVE Based on the representations herein and upon the proof and documentation required to be submitted, the individual(s) named in Part II of this Tenant Income Certification is/are eligible under the provisions of Section 42 of the Internal Revenue Code, as amended, and the Land Use Restriction Agreement (if applicable), to live in a unit in this Project. SIGNATURE OF OWNER/REPRESENTATIVE DATE October 17, 2017 Contra Costa County Board of Supervisors 1003 B-5 INSTRUCTIONS FOR COMPLETING TENANT INCOME CERTIFICATION This form is to be completed by the owner or an authorized representative. Part I - Project Data Check the appropriate box for Initial Certification (move-in), Recertification (annual recertification), or Other. If Other, designate the purpose of the recertification (i.e., a unit transfer, a change in household composition, or other state-required recertification). *Move-in Date Enter the date the tenant has or will take occupancy of the unit. (YYYY-MM-DD) *Effective Date Enter the effective date of the certification. For move-in, this should be the move-in date. For annual recertification, this effective date should be no later than one year from the effective date of the previous (re)certification. (YYYY-MM-DD) Property Name Enter the name of the development. County Enter the county (or equivalent) in which the building is located. BIN # Enter the Building Identification Number (BIN) assigned to the building (from IRS Form 8609). Address Enter the address of the building. Unit Number Enter the unit number. # Bedrooms *Vacant Unit Enter the number of bedrooms in the unit. Check if unit was vacant on December 31 of requesting year. Part II - Household Composition List all occupants of the unit. State each household member’s relationship to the head of household by using one of the following coded definitions: H - Head of Household S - Spouse A - Adult co-tenant O - Other family member C - Child F - Foster child(ren)/adult(s) L - Live-in caretaker N - None of the above Enter the date of birth, student status, and last four digits of social security number or alien registration number for each occupant. If tenant does not have a Social Security Number (SSN) or alien registration number, please enter the numerical birth month and last two digits of birth year (e.g. birthday January 1, 1970, enter “0170”). If tenant has no SSN number or date of birth, please enter the last 4 digits of the BIN. If there are more than 7 occupants, use an additional sheet of paper to list the remaining household members and attach it to the certification. October 17, 2017 Contra Costa County Board of Supervisors 1004 B-6 Part III - Annual Income See HUD Handbook 4350.3 for complete instructions on verifying and calculating income, including acceptable forms of verification. From the third party verification forms obtained from each income source, enter the gross amount anticipated to be received for the twelve months from the effective date of the (re)certification. Complete a separate line for each income-earning member. List each respective household member number from Part II. Include anticipated income only if documentation exists verifying pending employment. If any adult states zero-income, please note “zero” in the columns of Part III. Column (A) Enter the annual amount of wages, salaries, tips, commissions, bonuses, and other income from employment; distributed profits and/or net income from a business. Column (B) Enter the annual amount of Social Security, Supplemental Security Income, pensions, military retirement, etc. Column (C) Enter the annual amount of income received from public assistance (i.e., TANF, general assistance, disability, etc.). Column (D) Enter the annual amount of alimony, child support, unemployment benefits, or any other income regularly received by the household. Row (E) Add the totals from columns (A) through (D), above. Enter this amount. Part IV - Income from Assets See HUD Handbook 4350.3 for complete instructions on verifying and calculating income from assets, including acceptable forms of verification. From the third party verification forms obtained from each asset source, list the gross amount anticipated to be received during the twelve months from the effective date of the certification. List the respective household member number from Part II and complete a separate line for each member. Column (F) List the type of asset (i.e., checking account, savings account, etc.) Column (G) Enter C (for current, if the family currently owns or holds the asset), or I (for imputed, if the family has disposed of the asset for less than fair market value within two years of the effective date of (re)certification). Column (H) Enter the cash value of the respective asset. Column (I) Enter the anticipated annual income from the asset (i.e., savings account balance multiplied by the annual interest rate). TOTALS Add the total of Column (H) and Column (I), respectively. If the total in Column (H) is greater than $5,000, you must do an imputed calculation of asset income. Enter the Total Cash Value, multiply by 2% and enter the amount in (J), Imputed Income. Row (K) Row (L) *Effective Date of Income Certification *Household Size at Certification Enter the greater of the total in Column (I) or (J) Total Annual Household Income From all Sources Add (E) and (K) and enter the total Enter the effective date of the income certification corresponding to the total annual household income entered in Box L. If annual income certification is not required, this may be different from the effective date listed in Part I. Enter the number of tenants corresponding to the total annual household income entered in Box L. If annual income certification is not required, this may be different from the number of tenants listed in Part II. October 17, 2017 Contra Costa County Board of Supervisors 1005 B-7 HOUSEHOLD CERTIFICATION AND SIGNATURES After all verifications of income and/or assets have been received and calculated, each household member age 18 or older must sign and date the Tenant Income Certification. For move-in, it is recommended that the Tenant Income Certification be signed no earlier than 5 days prior to the effective date of the certification. Part V – Determination of Income Eligibility Total Annual Household Income from all Sources Enter the number from item (L). Current Income Limit per Family Size Enter the Current Move-in Income Limit for the household size. Household income at move-in Household size at move-in Current Income Limit x 140% For recertifications, only. Enter the household income from the move-in certification. On the adjacent line, enter the number of household members from the move-in certification. For recertifications only. Multiply the Current Maximum Move-in Income Limit by 140% and enter the total. 140% is based on the Federal Set-Aside of 20/50 or 40/60, as elected by the owner for the property, not deeper targeting elections of 30%, 40%, 45%, 50%, etc. Below, indicate whether the household income exceeds that total. If the Gross Annual Income at recertification is greater than 140% of the current income limit, then the available unit rule must be followed. *Units Meets Income Restriction at Check the appropriate box for the income restriction that the household meets according to what is required by the set-aside(s) for the project. Part VI - Rent Tenant Paid Rent Enter the amount the tenant pays toward rent (not including rent assistance payments such as Section 8). Rent Assistance Enter the amount of rent assistance, if any. Utility Allowance Enter the utility allowance. If the owner pays all utilities, enter zero. Other non-optional charges Enter the amount of non-optional charges, such as mandatory garage rent, storage lockers, charges for services provided by the development, etc. Gross Rent for Unit Enter the total of Tenant Paid Rent plus Utility Allowance and other non-optional charges. Maximum Rent Limit for this unit Enter the maximum allowable gross rent for the unit. Unit Meets Rent Restriction at Check the appropriate rent restriction that the unit meets according to what is required by the set-aside(s) for the project. Part VII - Student Status If all household members are full time* students, check “yes”. If at least one household member is not a full time student, check “no”. If “yes” is checked, the appropriate exemption must be listed in the box to the right. If none of the exemptions apply, the household is ineligible to rent the unit. Full time is determined by the school the student attends. October 17, 2017 Contra Costa County Board of Supervisors 1006 B-8 Part VIII – Program Type Mark the program(s) for which this household’s unit will be counted toward the property’s occupancy requirements. Under each program marked, indicate the household’s income status as established by this certification/recertification. If the property does not participate in the HOME, Tax-Exempt Bond, Affordable Housing Disposition, or other housing program, leave those sections blank. Tax Credit See Part V above. HOME If the property participates in the HOME program and the unit this household will occupy will count towards the HOME program set-asides, mark the appropriate box indicting the household’s designation. Tax Exempt If the property participates in the Tax Exempt Bond program; mark the appropriate box indicating the household’s designation. AHDP If the property participates in the Affordable Housing Disposition Program (AHDP), and this household’s unit will count towards the set-aside requirements, mark the appropriate box indicting the household’s designation. Other If the property participates in any other affordable housing program, complete the information as appropriate. SIGNATURE OF OWNER/REPRESENTATIVE It is the responsibility of the owner or the owner’s representative to sign and date this document immediately following execution by the resident(s). The responsibility of documenting and determining eligibility (including completing and signing the Tenant Income Certification form) and ensuring such documentation is kept in the tenant file is extremely important and should be conducted by someone well trained in tax credit compliance. These instructions should not be considered a complete guide on tax credit compliance. The responsibility for compliance with federal program regulations lies with the owner of the building(s) for which the credit is allowable. PART IX. SUPPLEMENTAL INFORMATION Tenant Demographic Profile Complete for each member of the household, including minors, for move-in. Use codes listed on supplemental form for Race, Ethnicity, and Disability Status. Resident/Applicant Initials All tenants who wish not to furnish supplemental information should initial this section. Parent/guardian may complete and initial for minor child(ren). * Please note areas with asterisks are new or have been modified. Please ensure to note the changes or formats now being requested. October 17, 2017 Contra Costa County Board of Supervisors 1007 B-9 TENANT INCOME CERTIFICATION QUESTIONNAIRE Name: Telephone Number: _______________________________________________________ ( ) Initial Certification BIN # Re-certification Other Unit # INCOME INFORMATION Yes No MONTHLY GROSS INCOME I am self employed. (List nature of self employment) (use net income from business) $ I have a job and receive wages, salary, overtime pay, commissions, fees, tips, bonuses, and/or other compensation: List the businesses and/or companies that pay you: Name of Employer 1) 2) 3) $ $ $ I receive cash contributions of gifts including rent or utility payments, on an ongoing basis from persons not living with me. $ I receive unemployment benefits. $ I receive Veteran’s Administration, GI Bill, or National Guard/Military benefits/income. $ I receive periodic social security payments. $ The household receives unearned income from family members age 17 or under (example: Social Security, Trust Fund disbursements, etc.). $ I receive Supplemental Security Income (SSI). $ I receive disability or death benefits other than Social Security. $ I receive Public Assistance Income (examples: TANF, AFDC) $ I am entitled to receive child support payments. I am currently receiving child support payments. If yes, from how many persons do you receive support? ________ I am currently making efforts to collect child support owed to me. List efforts being made to collect child support: $ $ I receive alimony/spousal support payments $ I receive periodic payments from trusts, annuities, inheritance, retirement funds or pensions, insurance policies, or lottery winnings. If yes, list sources: 1)_____________________________________ 2)_____________________________________ $ $ I receive income from real or personal property. (use net earned income) $ Student financial aid (public or private, not including student loans) Subtract cost of tuition from Aid received $ October 17, 2017 Contra Costa County Board of Supervisors 1008 B-10 Asset information YES NO INTEREST RATE CASH VALUE I have a checking account(s). If yes, list bank(s) 1) 2) % % $ $ I have a savings account(s) If yes, list bank(s) 1) 2) % % $ $ I have a revocable trust(s) If yes, list bank(s) 1) % $ I own real estate. If yes, provide description: $ I own stocks, bonds, or Treasury Bills If yes, list sources/bank names 1) 2) 3) % % % $ $ $ I have Certificates of Deposit (CD) or Money Market Account(s). If yes, list sources/bank names 1) 2) 3) % % % $ $ $ I have an IRA/Lump Sum Pension/Keogh Account/401K. If yes, list bank(s) 1) 2) % % $ $ I have a whole life insurance policy. If yes, how many policies $ I have cash on hand. $ I have disposed of assets (i.e. gave away money/assets) for less than the fair market value in the past 2 years. If yes, list items and date disposed: 1) 2) $ $ October 17, 2017 Contra Costa County Board of Supervisors 1009 B-11 STUDENT STATUS YES NO Does the household consist of all persons who are full-time students (Examples: College/University, trade school, etc.)? Does the household consist of all persons who have been a full-time student in the previous 5 months? Does your household anticipate becoming an all full-time student household in the next 12 months? If you answered yes to any of the previous three questions are you: • Receiving assistance under Title IV of the Social Security Act (AFDC/TANF/Cal Works - not SSA/SSI) • Enrolled in a job training program receiving assistance through the Job Training Participation Act (JTPA) or other similar program • Married and filing (or are entitled to file) a joint tax return • Single parent with a dependent child or children and neither you nor your child(ren) are dependent of another individual • Previously enrolled in the Foster Care program (age 18-24) UNDER PENALTIES OF PERJURY, I CERTIFY THAT THE INFORMATION PRESENTED ON THIS FORM IS TRUE AND ACCURATE TO THE BEST OF MY/OUR KNOWLEDGE. THE UNDERSIGNED FURTHER UNDERSTANDS THAT PROVIDING FALSE REPRESENTATIONS HEREIN CONSTITUTES AN ACT OF FRAUD. FALSE, MISLEADING OR INCOMPLETE INFORMATION WILL RESULT IN THE DENIAL OF APPLICATION OR TERMINATION OF THE LEASE AGREEMENT. PRINTED NAME OF APPLICANT/TENANT SIGNATURE OF APPLICANT/TENANT DATE WITNESSED BY (SIGNATURE OF OWNER/REPRESENTATIVE) DATE October 17, 2017 Contra Costa County Board of Supervisors 1010 C-1 EXHIBIT C FORM OF CERTIFICATE OF CONTINUING PROGRAM COMPLIANCE CARENA SCATTERED SITE RENOVATION Witnesseth that on this ____ day of ____________, 20__, the undersigned, having borrowed certain funds from the County of Contra Costa (the “Issuer”) for the purpose of financing the above-listed multifamily rental housing facilities does hereby certify that: A. During the preceding twelve-months (i) each of the Projects was continually in compliance with the Regulatory Agreements, and (ii) ____% of the units in each of the Projects were occupied by Low Income Tenants (minimum of 40%). B. Set forth below is certain information regarding occupancy of the Projects and as of the date hereof. Riley Court Apart- ments Elaine Null Apart- ments 2501 to 2537 Camara Circle 2530 and 2536 Camara Circle 2549 and 2555 Camara Circle 2554 Camara Circle 2566 Camara Circle 1. Total Units: 48 14 2. Total Units Occupied: 3. Total Units Held Vacant and Available for Rent to Low Income Tenants 4. Total Low Income Units Occupied: 5. % of Low Income Units to Total Units % _____% _____% _____% _____% _____% _____% _____% (equals the Total of Lines 3 and 4, divided by the lesser of Line 1 or Line 2) C. The units occupied by Low Income Tenants are of similar size and quality to other units and are dispersed throughout the respective Project. D. Select appropriate certification: [No unremedied default has occurred under any of the Regulatory Agreements, the Note, Loan Agreement, the Supplemental Agreement or the Deed of Trust.] [A default has occurred under the ____________. The nature of the default and the measures being taken to remedy such default are as follows: _______________.] E. The representations set forth herein are true and correct to the best of the undersigned’s knowledge and belief. October 17, 2017 Contra Costa County Board of Supervisors 1011 C-2 Capitalized terms used in this Certificate and not otherwise defined herein have the meanings given to such terms in the Regulatory Agreement and Declaration of Restrictive Covenants, dated as of October 1, 2017, between the Issuer and Carena Associates, L.P., a California limited partnership. Date: CARENA ASSOCIATES, L.P., a California limited partnership By: RCD GP LLC, a California limited liability company, its general partner By: Resources for Community Development, a California nonprofit public benefit corporation its sole member/manager By: Daniel Sawislak, Executive Director October 17, 2017 Contra Costa County Board of Supervisors 1012 D-1 EXHIBIT D FORM OF COMPLETION CERTIFICATE The undersigned hereby certifies that the acquisition and rehabilitation of the Project and of the Other Projects was substantially completed as of ____________. The undersigned hereby further certifies that: (1) the aggregate amount disbursed on the Loan to date is $___________; (2) all amounts disbursed on the Loan have been applied to pay or reimburse the undersigned for the payment of Project Costs and none of the amounts disbursed on the Loan have been applied to pay or reimburse any party for the payment of costs or expenses other than Project Costs; (3) at least ninety-five percent (95%) of the amounts disbursed on the Loan have been applied to pay or reimburse the Borrower for the payment of Qualified Project Costs, and less than 25 percent of all such disbursements have been used for the acquisition of land or an interest therein; and (4) the Borrower is in compliance with the provisions of the Regulatory Agreements and the Loan Agreement. Capitalized terms used in this Completion Certificate have the meanings given such terms in the Regulatory Agreement and Declaration of Restrictive Covenants, dated as of October 1, 2017, between Carena Associates, L.P., a California limited partnership and the County of Contra Costa. CARENA ASSOCIATES, L.P., a California limited partnership By: RCD GP LLC, a California limited liability company, its general partner By: Resources for Community Development, a California nonprofit public benefit corporation its sole member/manager By: Daniel Sawislak, Executive Director October 17, 2017 Contra Costa County Board of Supervisors 1013 E-1 EXHIBIT E CDLAC RESOLUTION October 17, 2017 Contra Costa County Board of Supervisors 1014 October 17, 2017 Contra Costa County Board of Supervisors 1015 October 17, 2017 Contra Costa County Board of Supervisors 1016 October 17, 2017 Contra Costa County Board of Supervisors 1017 October 17, 2017 Contra Costa County Board of Supervisors 1018 October 17, 2017 Contra Costa County Board of Supervisors 1019 October 17, 2017 Contra Costa County Board of Supervisors 1020 October 17, 2017 Contra Costa County Board of Supervisors 1021 October 17, 2017 Contra Costa County Board of Supervisors 1022 October 17, 2017 Contra Costa County Board of Supervisors 1023 October 17, 2017 Contra Costa County Board of Supervisors 1024 RECOMMENDATION(S): APPROVE and AUTHORIZE Resolution No. 2017/363 designating Public Works Department positions the authority to sign and file applications with the California Governor’s Office of Emergency Services to obtain federal financial assistance for the Hazard Mitigation Grant and Pre-Disaster Programs, as recommended by the Interim Public Works Director, Countywide. FISCAL IMPACT: No fiscal impact. BACKGROUND: California Governor's Office of Emergency Services (Cal OES) requires a new Designation of Applicant's Agent Resolution for the Hazard Mitigation Grant Program and Pre-Disaster Program every 3 years. The resolution designates Public Works positions that are authorized to sign the Cal-OES forms to receive funding for hazard mitigation projects. CONSEQUENCE OF NEGATIVE ACTION: The County will not be eligble to receive funding from Cal OES for hazard mitigation projects. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Joe Yee, 925.313-2104 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stephanie Mello, Deputy cc: C.148 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Authorization to sign and file applications with the California Governor's Office of Emergency Services. October 17, 2017 Contra Costa County Board of Supervisors 1025 AGENDA ATTACHMENTS Resolution No. 2017/363 Agent Resolution MINUTES ATTACHMENTS Signed Resolution No. 2017/363 October 17, 2017 Contra Costa County Board of Supervisors 1026 THE BOARD OF SUPERVISORS OF CONTRA COSTA COUNTY, CALIFORNIA and for Special Districts, Agencies and Authorities Governed by the Board Adopted this Resolution on 10/17/2017 by the following vote: AYE: John Gioia Candace Andersen Diane Burgis Karen Mitchoff Federal D. Glover NO: ABSENT: ABSTAIN: RECUSE: Resolution No. 2017/363 IN THE MATTER OF: Designation of Applicant's Agent resolution for non-State Agencies. BE IT RESOLVED by the Board of Supervisors for the County of Contra Costa that 1) Public Works Director or 2) Deputy Public Works Director or 3) Public Works Chief of Administrative Services are hereby authorized to execute for and on behalf of the County of Contra Costa, a public entity established under the laws of the State of California, this application and to file it with the California Governor's Office of Emergency Services for the purpose of obtaining certain federal grants to fund hazard mitigation projects. NOW, THEREFORE, BE IT RESOLVED that the County of Contra Costa, a public entity established under the laws of the State of California, hereby authorizes its agent(s) to provide to the California Governor's Office of Emergency Services for all matters pertaining to such hazard mitigation grant program the assurances and agreements required. Contact: Joe Yee, 925.313-2104 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stephanie Mello, Deputy cc: 5 October 17, 2017 Contra Costa County Board of Supervisors 1027 October 17, 2017 Contra Costa County Board of Supervisors 1028 STATE OF CALIFORNIA CALIFORNIA GOVERNOR’S OFFICE OF EMERGENCY SERVICES Cal OES ID No: ______________________ CAL OES 130 DESIGNATION OF APPLICANT'S AGENT RESOLUTION Hazard Mitigation Grant Program and Pre-Disaster Mitigation Program BE IT RESOLVED BY THE Board of Supervisors OF THE County of Contra Costa (Governing Body) (Name of Applicant) THAT Public Works Director , OR (Title of Authorized Agent) Deputy Public Works Director , OR (Title of Authorized Agent) Public Works Chief of Fiscal Services (Title of Authorized Agent) is hereby authorized to execute for and on behalf of the County of Contra Costa , a public entity (Name of Applicant) established under the laws of the State of California, this application and to file it with the California Governor’s Office of Emergency Service. for the purpose of obtaining certain federal financial assistance under Public Law 93-288 as amended by the Robert T. Stafford Disaster Relief and Emergency Assistance Act of 1988, and/or state financial assistance under the California Disaster Assistance Act. THAT the _County of Contra Costa_________________________, a public entity established under the laws of the State of California, (Name of Applicant) hereby authorizes its agent(s) to provide to the California Governor’s Office of Emergency Service for all matters pertaining to such state disaster assistance the assurances and agreements required. Please check the appropriate box below: This is a universal resolution and is effective for all open and futures Disasters/Grants up to three (3) years following the date of approval below. This is a Disaster/Grant specific resolution and is effective for only Disaster/Grant name/number(s) ________________________ Passed and approved this 10th day of October , 20 17 Federal D. Glover – Chair, Board of Supervisors (Name and Title of Governing Body Representative) Karen Mitchoff – Board of Supervisors (Name and Title of Governing Body Representative) Candace Andersen – Board of Supervisors (Name and Title of Governing Body Representative) CERTIFICATION I, Stacey M. Boyd , duly appointed and Deputy Clerk of (Name) (Title) County of Contra Costa , do hereby certify that the above is a true and correct copy of a (Name of Applicant) Resolution passed and approved by the Board of Supervisors of the County of Contra Costa (Governing Body) (Name of Applicant) on the 10th day of October , 20 17 . Deputy Clerk (Signature) (Title) Cal OES 130 (Rev.7/13) Page 1 October 17, 2017 Contra Costa County Board of Supervisors 1029 STATE OF CALIFORNIA CALIFORNIA GOVERNORS OFFICE OF EMERGENCY SERVICE CAL OES 130 - INSTRUCTIONS Cal OES Form 130 Instructions A new Designation of Applicant’s Agent Resolution is required if the previously submitt ed document is older than three (3) years from the last date of Board/Council approval. When completing the Cal OES Form 130, Applicants should fill in the blanks on page 1. The blanks are to be filled in as follows: Resolution Section: Governing Body: This is the individual or group responsible for appointing and approving the Authorized Agents. Examples include: Board of Directors, City Council, Board of Supervisors, etc. Name of Applicant: This is the official name of the non-profit, agency, city, county or special district that has applied for the grant. Examples include: City of Sacramento; Sacramento County; or Los Angeles Unified School District. Authorized Agent: These are the individuals that are authorized by the Governing Body to engage with the Federal Emergency Management Agency and the California Governor’s Office of Emergency Service regarding grants applied for by the Applicant. There are two ways of completing this section: 1. Titles Only: If the Governing Body so chooses, the titles of the Authorized Agents should be entered here, not their names. This allows the document to remain valid if an Authorized Agent leaves the position and is replaced by another individual. If “Titles Only” is the chosen method, this document must be accompanied by a cover letter naming the Authorized Agents by name and title. This cover letter can be completed by any authorized person within the agency (e.g.; City Clerk, the Authorized Agent, Secretary to the Director) and does not require the Governing Body’s signature. 2. Names and Titles: If the Governing Body so chooses, the names and titles of the Authorized Agents should be listed. A new Cal OES Form 130 will be required if any of the Authorized Agents are replaced, leave the position listed on the document or their title changes. Governing Body Representative: These are the names and titles of the approving board members. Examples include: Chairman of the Board, Superintendent, etc. The names and titles cannot be one of the designated Authorized Agents. Certification Section: Name and Title: This is the individual that was in attendance and recorded the Resolution creation and approval. Examples include: City Clerk, Secretary to the Board of Directors, County Clerk, etc. This person cannot be one of the designated Authorized Agents to eliminate “Self Certification.” Cal OES 130 (Rev.7/13) Page 2 October 17, 2017 Contra Costa County Board of Supervisors 1030 RECOMMENDATION(S): In the matter of making a loan of $825,000 in HOME Investment Partnerships Act and $100,000 in Community Development Block Grant funds to Carena Associates, L.P., a California limited partnership, to acquire and rehabilitate the Riley Court Apartments in Concord and Elaine Null Court Apartments in Bay Point: 1. FIND that this project is categorically exempt per Section 15301 of the California Environmental Quality Act (CEQA); 2. APPROVE and AUTHORIZE the Conservation and Development Director, or designee, to execute legal documents to effect the loan; 3. DIRECT the Director of Conservation and Development to file a Notice of Exemption for the Carena Scattered Site Renovation project with the County Clerk; and 4. DIRECT the Director of Conservation and Development, or designee, to arrange for payment of the $50 handling fee to the County Clerk for filing such Notice of Exemption. FISCAL IMPACT: No General Fund impact. HOME Investment Partnerships Act (CFDA #14.239) and Community Development Block Grant (CFDA #14.218) funds are provided to the County on a formula allocation basis through the U.S. Department of Housing and Urban Development (HUD). APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Kara Douglas 925 674-7880 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stephanie Mello, Deputy cc: C.149 To:Board of Supervisors From:John Kopchik, Director, Conservation & Development Department Date:October 17, 2017 Contra Costa County Subject:Approval of HOME and CDBG Legal Documents for the Carena Scattered Site Renovation Project in Bay Point and Concord October 17, 2017 Contra Costa County Board of Supervisors 1031 BACKGROUND: The Carena Scattered Site Renovation project consists of the acquisition and rehabilitation of three apartment complexes in Concord and Bay Point. The three properties are being combined into a single development for the purposes of financing. The three complexes together provide a large enough project to attract a favorable interest rate on construction financing and a high value on low income housing tax credits. Each of the properties is currently owned by a different partnership. All of them have either Resources for Community Development (RCD), or a RCD affiliate, as the managing general partner. The County previously provided either former Redevelopment Agency (RDA), HOME Investment Partnerships Act (HOME), Community Development Block Grant (CDBG) or Housing Opportunities for Persons with HIV/AIDs (HOPWA) loans to each of the projects. The County actions needed to implement the proposed refinancing and rehabilitation include restructuring the existing debt, loaning additional funds, and setting a new 55-year term of affordability. For the existing loans, the outstanding principal will be added to the accrued interest for a new principal amount. This sum will have an interest rate equal to the applicable federal rate, which is 2.6 percent as of September 2017. The existing regulatory agreements will be modified and updated. Affordability and use restrictions are incorporated into the County loan documents. A new limited partnership, Carena Associates, L.P. will purchase all three properties. The general partner of Carena Associates, L.P. is RCD GP, LLC with RCD as the sole member. The limited partner will be the tax credit equity investor. On March 1, 2016, the County allocated $825,000 of HOME funds and $100,000 of CDBG funds to RCD for the Carena Renovation project. In addition to the new HOME and CDBG allocations, the project will be funded with low income housing tax credits and tax-exempt bond financing. The County is the issuer for the tax-exempt bonds. The City of Concord has existing $3,238,438 million in loans, which will be assigned to the new owner. The City will also make an additional loan of $1.1 million. The new funds will be used to payoff existing bank mortgages and to rehabilitate the properties. Existing soft debt (RDA, HOME, HOPWA, and CDBG funds) will be assigned to the new owner. The County legal documents are attached and include restructured promissory notes for the existing HOME, CDBG and HOPWA funds, new promissory notes for the new HOME and CDBG loans, a loan agreement, a deed of trust and security agreement, new regulatory agreements, an intercreditor agreement with the City of Concord, and assignment and assumption agreements of the original loan agreements. There may be some annual loan payments if the project has surplus cash flow. Otherwise, loan repayment is deferred for 55 years. The loan documents are attached in their substantially final form and will be executed in a form approved by County Counsel. The County will also be requested to subordinate to the bank loan and may be requested to sign estoppel agreements. Through this action, the DCD Director is authorized to execute subordination agreements that are consistent with the subordination terms included in the Loan Agreement. Following is a summary of each property: Elaine Null Apartments are located at 112 Alves Lane and 300-310 Water Street in Bay Point. In 1993, the former redevelopment agency (RDA) loaned $439,999, and the County provided loans of $390,000 of HOME funds and $63,407 of CDBG funds for acquisition and new construction. There are a total of 14 units, 4 of which have income and rent restrictions set out in a County regulatory agreement. All of the units are affordable under tax credit regulations. The rehabilitation scope of work includes new roofs and upgrades to the apartments. Riley Court Apartments: are located at 2050, 2051 and 2061 Riley Court in Concord. In 1997, the County loaned $342,000 of HOME funds for acquisition and rehabilitation. In 2011, the County loaned $530,000 of HOPWA funds for additional rehabilitation. There are a total of 48 units, 9 of which have income and rent restrictions set out in a County regulatory agreement. All of the units are affordable under tax credit regulations.The current rehabilitation scope of work includes extensive exterior common area improvements, building envelope improvements including siding, moisture protection, doors and windows, October 17, 2017 Contra Costa County Board of Supervisors 1032 and stairs; and unit interior renovations. Camara Circle Apartments are located at 2501, 2513, 2525, 2530, 2531, 2536, 2537, 2549, 2554 and 2566 Camara Circle in Concord. In 2000, the County loaned $850,000 of HOME funds for acquisition and rehabilitation. There are a total of 51 units, 11 of which have income and rent restrictions set out in a County regulatory agreement. All of the units are affordable under tax credit regulations.The current rehabilitation scope of work includes extensive exterior common area improvements, building envelope improvements including siding, moisture protection, doors and windows, and stairs; and unit interior renovations. National Environmental Policy Act (NEPA): HOME and CDBG projects are subject to NEPA and 24 CFR Part 58 review. The NEPA review for this project has been completed and the developer must remediate lead-based paint and asbestos at Riley Court. This project is categorically exempt from CEQA pursuant to Section 15301; it is repair of an existing facility. Due to the high construction costs and limited revenue from the restricted rents, the total amount of the financing provided to the project will likely exceed the value of the completed project. Even though the proposed equity investment from low income housing tax credits is substantial compared to the amount of long term debt, the partnership agreement will have numerous safeguards of the investor's equity. These safeguards essentially subordinate the County’s debt to the investor’s equity. Therefore, the County funds may not be fully secured through the value of the property. CONSEQUENCE OF NEGATIVE ACTION: Without the approval and execution of the HOME and CDBG legal documents, the acquisition and rehabilitation will not be done, and the properties will continue to suffer from deferred maintenance. Carena Associates L.P. must close on the HOME and CDBG funds by October 30, 2017, to meet the requirements of the California Debt Limit Allocation Committee. CHILDREN'S IMPACT STATEMENT: The Carena Scattered Site Renovation project supports indicator number 3: Families are Economically Self-Sufficient. ATTACHMENTS Carena Loan Agreement Carena Deed of Trust Carena Intercreditor Agreement Elaine Null Promissory Note Elaine Null Restructured Promissory Note Elaine Null HOME_CDBG Regulatory Agreement Elaine Null County Regulatory Agreement Elaine Null Notice of Affordability Restrictions Elaine Null_Carena Assignment Assumption Agreement Riley New Promissory Note Riley Restructured Promissory Note Riley HOME_HOPWA Regulatory Agreement Riley County Regulatory Agreement Riley_Carena Assignment and Assumption Agreement Camara Restructured Promissory Note Camara County Regulatory Agreement October 17, 2017 Contra Costa County Board of Supervisors 1033 Camara_Carena Assigment and Assumption Agreement October 17, 2017 Contra Costa County Board of Supervisors 1034 1 863\102\2134750.4 DEVELOPMENT LOAN AGREEMENT (Carena Apartments) This Development Loan Agreement (the "Agreement") is dated October___, 2017, and is between the County of Contra Costa, a political subdivision of the State of California (the "County"), and Carena Associates, L.P., a California limited partnership ("Borrower"). RECITALS A. Defined terms used but not defined in these recitals are as defined in Article 1 of this Agreement. B. Borrower is acquiring from Resources for Community Development, a California nonprofit public benefit corporation (the "Riley Seller" or "RCD") that certain real property located at 2050, 2051, and 2061 Riley Court in the City of Concord, County of Contra Costa, State of California, as more particularly described in Exhibit A-1 (the "Riley Property"). The Riley Property is improved with forty-eight (48) units of affordable housing and attendant site improvements (the "Riley Improvements"). C. Borrower is acquiring from Camara Housing Associates L.P., a California limited partnership (the "Camara Seller") that certain real property located at 2501, 2513, 2525, 2530, 2531, 2536, 2537, 2549, 2554, 2555, and 2566 Camara Circle in the City of Concord, County of Contra Costa, State of California, as more particularly described in Exhibit A-2 (the "Camara Property"). The Camara Property is improved with fifty-one (51) units of affordable housing and attendant site improvements (the "Camara Improvements"). D. Borrower is acquiring from 112 Alves Lane Partners, a California limited partnership (the "Elaine Null Seller") that certain real property located at 112 Alves Lane and 300-310 Water Street in the community of Bay Point, County of Contra Costa, State of California, as more particularly described in Exhibit A-3 (the "Elaine Null Property"). The Elaine Null Property is improved with fourteen (14) units of affordable housing and attendant site improvements (the "Elaine Null Improvements"). E. The Riley Improvements, the Camara Improvements, and the Elaine Null Improvements, are collectively referred to as the "Improvements." The Riley Property, the Camara Property, and the Elaine Null Property, are collectively referred to as the "Property." The Improvements and the Property are collectively referred to as the "Development." F. The Improvements are in need of rehabilitation. To maximize the amount of rehabilitation that may be performed on the Improvements and to provide for a common scheme of financing for the Development, the rehabilitation will be financed with a single issuance by the County of Tax-Exempt Multifamily Housing Revenue Bonds, and a single allocation of low income housing tax credits from the California Tax Credit Allocation Committee ("TCAC"). G. The County previously provided loans to the Sellers as described in more detail in Section 2.1 below. In support of the rehabilitation of the Improvements and the common scheme of financing, the County has agreed to restructure the Original County Loans and consent to their October 17, 2017 Contra Costa County Board of Supervisors 1035 2 863\102\2134750.4 assignment to Borrower, and provide the New County Loans to Borrower. The New County Loans are more particularly described in Section 2.2 below. H. The Restructured County Loans and New County Loans include the following financing sources: (i) Home Investment Partnerships Act funds from the United States Department of Housing and Urban Development ("HUD") pursuant to the Cranston-Gonzales National Housing Act of 1990 ("HOME Funds"), which must be used in accordance with 24 C.F.R. Part 92 (the "HOME Regulations"); (ii) Housing Opportunities for Persons with AIDS Program funds from HUD pursuant to the HOPWA Program ("HOPWA Funds") which are available to and administered by the County, as a subrecipient of the City of Oakland, which is the representative for the Alameda-Contra Costa County Eligible Metropolitan Area, and which must be used in accordance with 24 C.F.R. Section 574 et seq.; (iii) funds from HUD under Title I of the Housing and Community Development Act of 1974, as amended ("CDBG Funds") which must be used in accordance with 24 C.F.R. Part 570; and (iv) Low and Moderate Income Housing Asset funds assumed by the County as the Successor Housing Agency to the County Redevelopment Agency (the "Housing Funds") which must be used in compliance with the Community Redevelopment Law (Health and Safety Code Section 33000 et seq.) as amended by Health and Safety Code Section 34176.1. I. The sum of the combined Restructured County Loans and New County Loans is ________________________________Dollars ($___________________) (the "Combined County Loan"). The Combined County Loan is evidenced by the Notes, the Regulatory Agreements, Affordability Notice, and the Intercreditor Agreement, and is secured by the Deed of Trust. J. Due to the assistance provided Borrower through the Combined County Loan, the County is designating fifty-three (53) units of affordable housing as assisted by the County (the "County-Assisted Units"). The County-Assisted Units are comprised of twenty-eight (28) units at the Riley Improvements, eleven (11) units at the Camara Improvements, and fourteen (14) units at the Elaine Null Improvements. K. Concord has found the Development exempt from the requirements of the California Environmental Quality Act (Public Resources Code Sections 21000 et seq.) ("CEQA") as the rehabilitation of existing improvements, and the County has found the Development exempt from the requirements of CEQA as the rehabilitation of existing improvements. L. In accordance with the National Environmental Policy Act of 1969, as amended (42 U.S.C. 4321-4347) ("NEPA"), the County has completed and approved all applicable environmental review for the activities proposed to be undertaken under this Agreement. The parties therefore agree as follows: October 17, 2017 Contra Costa County Board of Supervisors 1036 3 863\102\2134750.4 AGREEMENT ARTICLE 1 DEFINITIONS AND EXHIBITS Section 1.1 Definitions. The following terms have the following meanings: (a) "Accessibility Requirements" has the meaning set forth in Section 3.9 below. (b) "Agreement" means this Development Loan Agreement. (c) "Annual Operating Expenses" means for each calendar year, the following costs reasonably and actually incurred for operation and maintenance of the Development: (i) property taxes and assessments imposed on the Development; (ii) debt service currently due on a non-optional basis (excluding debt service due from residual receipts or surplus cash of the Development) on the CCRC Loan; (iii) on-site service provider fees for tenant social services, provided the County has approved, in writing, the plan and budget for such services before such services begin; (iv) fees paid to the Issuer with respect to the Bonds; (v) property management fees and reimbursements, on–site property management office expenses, and salaries of property management and maintenance personnel, not to exceed amounts that are standard in the industry and which are pursuant to a management contract approved by the County; (vi) the Partnership/Asset Fee and/or payments up to the amount of the Partnership/Asset Fee made against the RCD Loan; (vii) fees for accounting, audit, and legal services incurred by Borrower's general partner in the asset management of the Development, not to exceed amounts that are standard in the industry, to the extent such fees are not included in the Partnership/Asset Fee; (viii) premiums for insurance required for the Improvements to satisfy the requirements of any lender of Approved Financing; (ix) utility services not paid for directly by tenants, including water, sewer, and trash collection; (x) maintenance and repair expenses and services; October 17, 2017 Contra Costa County Board of Supervisors 1037 4 863\102\2134750.4 (xi) any annual license or certificate of occupancy fees required for operation of the Development; (xii) security services; (xiii) advertising and marketing; (xiv) cash deposited into the Replacement Reserve Account in the amount set forth in Section 4.2(a); (xv) cash deposited into the Operating Reserve Account to maintain the amount set forth in Section 4.2(b) (excluding amounts deposited to initially capitalize the account); (xvi) payment of any previously unpaid portion of Developer Fee (without interest), not to exceed the amount set forth in Section 3.17; (xvii) extraordinary operating costs specifically approved in writing by the County; (xviii) payments of deductibles in connection with casualty insurance claims not normally paid from reserves, the amount of uninsured losses actually replaced, repaired or restored, and not normally paid from reserves, and other ordinary and reasonable operating expenses approved in writing by the County and not listed above. Annual Operating Expenses do not include the following: depreciation, amortization, depletion or other non-cash expenses, initial deposits to capitalize a reserve account, any amount expended from a reserve account, and any capital cost associated with the Development. (d) "Annual Payment" has the meaning in Section 2.10(a). (e) "Approved Development Budget" means the proforma development budget, including sources and uses of funds, as approved by the County, and attached hereto and incorporated herein as Exhibit B. (f) "Approved Financing" means all of the following loans, grants and equity obtained by Borrower and approved by the County for the purpose of financing the acquisition of the Property and rehabilitation of the Development: (i) the New Concord Loan; (ii) the Original Concord Loan; (iii) County of Contra Costa Multifamily Housing Revenue Bonds (Carena Scattered Site Renovation) Series 2017A issued by the County of Contra Costa (the "Issuer") in the approximate amount of _______________________ Dollars ($_______________) (the "Bonds"), that are purchased by the Bank and the sale proceeds of which are loaned to Borrower (the "Bank Loan") which will convert to a permanent loan from October 17, 2017 Contra Costa County Board of Supervisors 1038 5 863\102\2134750.4 CCRC in the approximate amount of ____________________ Dollars ($_______________) (the "CCRC Loan"); (iv) the Low Income Housing Tax Credit investor equity funds in the approximate amount of ___________________________ Dollars ($__________________) (the "Tax Credit Investor Equity") provided by the Investor Limited Partner; (v) the loan from RCD in the approximate amount of ___________________________ Dollars ($__________________) (the "RCD Loan"); (vi) the loan from RCD of Development reserves in the approximate amount of ___________________________ Dollars ($__________________) (the "Reserve Loan"); and (vii) the capital contribution from Borrower's general partner in the approximate amount of ______________ Dollars ($______) (the "GP Capital Contribution"). (g) "Assignment Agreements" means collectively, the Camara Assignment Agreement, the Riley Assignment Agreement, and the Elaine Null Assignment Agreement. (h) "Available Net Proceeds" means the result obtained by multiplying the Net Proceeds of Permanent Financing by 0.75. (i) "Bank" means Bank of America, N.A., a national banking association, and its successors and assigns. (j) "Bank Loan" has the meaning set forth in Section 1.1(f)(iii). (k) "Bid Package" means the package of documents Borrower's general contractor is required to distribute to potential bidders as part of the process of selecting subcontractors for the Development. The Bid Package is to include the following: (i) an invitation to bid; (ii) copy of the proposed construction contract; (iii) a form of bid guarantee that is reasonably acceptable to the County that guarantees, at a minimum, an amount equal to five percent (5%) of the bid price; and (iv) all Construction Plans. (l) "Bonds" has the meaning set forth in Section 1.1(f)(iii). (m) "Borrower" has the meaning set forth in the first paragraph of this Agreement. (n) "Camara Assignment Agreement" means the Assignment, Assumption and Consent Agreement dated October___, 2017, by and among the Camara Seller, the County, and Borrower, pursuant to which the Camara Seller is assigning the Original Camara Loan to Borrower and Borrower is assuming the Original Camara Loan, as consented to by the County. (o) "Camara County Regulatory Agreement" means the Regulatory Agreement and Declaration of Restrictive Covenants of even date herewith, between the County and Borrower evidencing County requirements applicable to the County-Assisted Units located in the Camara Improvements, to be recorded against the Camara Property. October 17, 2017 Contra Costa County Board of Supervisors 1039 6 863\102\2134750.4 (p) "Camara Improvements" has the meaning set forth in Paragraph C of the Recitals. (q) "Camara Property" has the meaning set forth in Paragraph C of the Recitals. (r) "Camara Seller" has the meaning set forth in Paragraph C of the Recitals. (s) "CCRC" means California Community Reinvestment Corporation, a California nonprofit public benefit corporation, and its successors and assigns. (t) "CCRC Loan" has the meaning set forth in Section 1.1(f)(iii). (u) "CDBG Funds" has the meaning set forth in Paragraph H of the Recitals. (v) "CEQA" has the meaning set forth in Paragraph K of the Recitals. (w) "Closing" means the date that Borrower acquires the Property and the grant deeds evidencing such acquisition are recorded in the Official Records. (x) "Concord" means the City of Concord, California, a municipal corporation. (y) "Combined Concord Loan" means the Original Concord Loan plus the New Concord Loan. (z) "Combined County Loan" has the meaning set forth in Paragraph I of the Recitals. (aa) "Commencement of Construction" has the meaning set forth in Section 3.5. (bb) "Completion Date" means the date a final certificate of occupancy, or equivalent document is issued by Concord and the County to certify that the Development may be legally occupied. (cc) "Construction Plans" means all construction documentation upon which Borrower and Borrower's general contractor rely in rehabilitating all the Improvements on the Property (including the units in the Development, landscaping, parking, and common areas) and includes, but is not limited to, final architectural drawings, landscaping plans and specifications, final elevations, building plans and specifications (also known as "working drawings"). (dd) "County" has the meaning set forth in the first paragraph of this Agreement. (ee) "County-Assisted Units" has the meaning set forth in Paragraph J of the Recitals. (ff) "County Loan Prorata Percentage" means forty-five percent (45%). October 17, 2017 Contra Costa County Board of Supervisors 1040 7 863\102\2134750.4 (gg) "County Redevelopment Agency" means the former Redevelopment Agency of the County of Contra Costa, whose obligations have been assumed by the County as the Successor Housing Agency pursuant to California Health and Safety Code Section 34176(a). (hh) "Deed of Trust" means the Deed of Trust with Assignment of Rents, Security Agreement, and Fixture Filing of even date herewith among Borrower, as trustor, North American Title Company, as trustee, and the County, as beneficiary, that will encumber the Property to secure repayment of the Combined County Loan and performance of the covenants of the Loan Documents. (ii) "Default Rate" means the lesser of the maximum rate permitted by law and ten percent (10%) per annum. (jj) "Developer Fee" has the meaning set forth in Section 3.17. (kk) "Development" has the meaning set forth in Paragraph E of the Recitals. (ll) "Elaine Null Affordability Notice" means the Notice of Affordability Restrictions on Transfer of Property between Borrower and the County of even date herewith, associated with the Housing Funds, to be recorded against the Elaine Null Property. (mm) "Elaine Null Assignment Agreement" means the Assignment, Assumption and Consent Agreement dated October______, 2017, by and among the Elaine Null Seller, the County, and Borrower, pursuant to which the Elaine Null Seller is assigning the Original Elaine Null Loan to Borrower and Borrower is assuming the Original Elaine Null Loan, as consented to by the County. (nn) "Elaine Null County Regulatory Agreement" means the Regulatory Agreement and Declaration of Restrictive Covenants of even date herewith, between the County and Borrower evidencing County requirements applicable to the County-Assisted Units located in the Elaine Null Improvements, to be recorded against the Elaine Null Property. (oo) "Elaine Null HOME/CDBG Regulatory Agreement" means the Regulatory Agreement and Declaration of Restrictive Covenants of even date herewith, between the County and Borrower evidencing HUD requirements applicable to the County-Assisted Units located in the Elaine Null Improvements, to be recorded against the Elaine Null Property. (pp) "Elaine Null Improvements" has the meaning set forth in Paragraph D of the Recitals. (qq) "Elaine Null Property" has the meaning set forth in Paragraph D of the Recitals. (rr) "Elaine Null Seller" has the meaning set forth in Paragraph D of the Recitals. (ss) "Eligible Household" means a household qualified to occupy a New HOME-Assisted Unit pursuant to the Riley HOME/HOPWA Regulatory Agreement and the Elaine Null HOME/CDBG Regulatory Agreement. October 17, 2017 Contra Costa County Board of Supervisors 1041 8 863\102\2134750.4 (tt) "Event of Default" has the meaning set forth in Section 6.1. (uu) "Fifteen Year Compliance Period" means the fifteen (15) year compliance period as described in Section 42(i)(1) of the Internal Revenue Code of 1986, as amended. (vv) "Final Cost Certification" has the meaning set forth in Section 4.3. (ww) "Final Development Cost" means the total of the cost of acquisition and rehabilitation of the Development as shown on the Final Cost Certification. (xx) "GP Capital Contribution" has the meaning set forth in Section 1.1(f)(vii). (yy) "Gross Revenue" means for each calendar year, all revenue, income, receipts, and other consideration actually received from the operation and leasing of the Development. Gross Revenue includes, but is not limited to: (i) all rents, fees and charges paid by tenants; (ii) Section 8 payments or other rental subsidy payments received for the dwelling units; (iii) deposits forfeited by tenants; (iv) all cancellation fees; (v) price index adjustments and any other rental adjustments to leases or rental agreements; (vi) net proceeds from vending and laundry room machines; (vii) the proceeds of business interruption or similar insurance not paid to senior lenders; (viii) the proceeds of casualty insurance not used to rebuild the Development and not paid to senior lenders; and (ix) condemnation awards for a taking of part or all of the Development for a temporary period. Gross Revenue does not include tenants' security deposits, loan proceeds, unexpended amounts (including interest) in any reserve account, required deposits to reserve accounts, capital contributions or similar advances. (zz) "Hazardous Materials" means: (i) any substance, material, or waste that is petroleum, petroleum-related, or a petroleum by-product, asbestos or asbestos-containing material, polychlorinated biphenyls, flammable, explosive, radioactive, freon gas, radon, or a pesticide, herbicide, or any other agricultural chemical, and (ii) any waste, substance or material defined as or included in the definition of "hazardous substances," "hazardous wastes," October 17, 2017 Contra Costa County Board of Supervisors 1042 9 863\102\2134750.4 "hazardous materials," "toxic materials", "toxic waste", "toxic substances," or words of similar import under any Hazardous Materials Law. (aaa) "Hazardous Materials Claims" means with respect to the Property (i) any and all enforcement, cleanup, removal or other governmental or regulatory actions instituted, completed or threatened against Borrower or the Property pursuant to any Hazardous Materials Law; and (ii) all claims made or threatened by any third party against Borrower or the Property relating to damage, contribution, cost recovery compensation, loss or injury resulting from any Hazardous Materials. (bbb) "Hazardous Materials Law" means any federal, state or local laws, ordinances, or regulations relating to any Hazardous Materials, health, industrial hygiene, environmental conditions, or the regulation or protection of the environment, and all amendments thereto as of this date and to be added in the future and any successor statute or rule or regulation promulgated thereto. (ccc) "HOME Funds" has the meaning set forth in Paragraph H of the Recitals. (ddd) "HOME Regulations" has the meaning set forth in Paragraph H of the Recitals. (eee) "HOPWA Funds" has the meaning set forth in Paragraph H of the Recitals. (fff) "Housing Authority" means the Housing Authority of Contra Costa County. (ggg) "Housing Funds" has the meaning set forth in Paragraph H of the Recitals (hhh) "HUD" has the meaning set forth in Paragraph H of the Recitals. (iii) "Improvements" has the meaning set forth in Paragraph E of the Recitals. (jjj) "Intercreditor Agreement" means that certain intercreditor agreement of even date herewith entered into by and among Concord, the County, and Borrower related to the Combined Concord Loan, and the Combined County Loan to be recorded against the property. (kkk) "Investor Limited Partner" means, collectively, Bank of America, N.A., a national banking association, Banc of America CDC Special Holding Company, Inc., a North Carolina corporation, and their successors and assigns. (lll) "Issuer" has the meaning set forth in Section 1.1(f)(iii). (mmm) "Lenders' Share of Residual Receipts" means seventy-five percent (75%) of Residual Receipts. (nnn) "Loan Documents" means this Agreement, the Notes, the Regulatory Agreements, the Intercreditor Agreement, the Affordability Notice, and the Deed of Trust. October 17, 2017 Contra Costa County Board of Supervisors 1043 10 863\102\2134750.4 (ooo) "NEPA" has the meaning set forth in Paragraph L of the Recitals. (ppp) "Net Proceeds of Permanent Financing" means the amount by which Permanent Financing exceeds the Final Development Costs. (qqq) "New Concord Loan" means the not-to-exceed One Million One Hundred Thousand Dollar ($1,100,000) loan from Concord to Borrower, pursuant to an Amended and Restated Loan Agreement by and among Concord, RCD, the Camara Seller, and Borrower dated October____, 2017. (rrr) "New County Loans" means the New Elaine Null Loan and the New Riley Loan having a combined principal balance of Nine Hundred Twenty-Five Thousand Dollars ($925,000). (sss) "New Elaine Null Loan" has the meaning set forth in Section 2.2(c)(iii). (ttt) "New Elaine Null Note" has the meaning set forth in Section 2.2(c)(iii). (uuu) "New HOME-Assisted Units" means the HOME-Assisted Units as defined in the Riley HOME Regulatory Agreement and the HOME/CDBG-Assisted Units as defined in the Elaine Null HOME/CDBG Regulatory Agreement. (vvv) "New Riley Loan" has the meaning set forth in Section 2.2(a)(ii). (www) "New Riley Note" has the meaning set forth in Section 2.2(a)(ii). (xxx) "Notes" means collectively, the New Riley Note, the Restructured Riley Note, the Restructured Camara Note, the New Elaine Null Note, and the Restructured Elaine Null Note. (yyy) "Official Records" means the official records of Contra Costa County. (zzz) "Operating Reserve Account" has the meaning set forth in Section 4.2(b). (aaaa) "Original Camara Deed of Trust" has the meaning set forth in Section 2.1(b). (bbbb) "Original Camara Intercreditor Agreement" has the meaning set forth in Section 2.1(b). (cccc) "Original Camara Loan" has the meaning set forth in Section 2.1(b). (dddd) "Original Camara Loan Agreement" has the meaning set forth in Section 2.1(b). (eeee) "Original Camara Note" has the meaning set forth in Section 2.1(b). (ffff) "Original Camara Regulatory Agreement" has the meaning set forth in Section 2.1(b). October 17, 2017 Contra Costa County Board of Supervisors 1044 11 863\102\2134750.4 (gggg) "Original Concord Loan" means collectively, (i) the Two Million Five Hundred Sixty Thousand Dollar ($2,560,000) loan from Concord to the Camara Seller as assigned to and assumed by Borrower, and restructured and so that the new principal amount is __________________ Dollars ($__________) and (ii) the One Million Ninety-Eight Thousand Dollar ($1,098,000) loan from Concord to the Riley Seller as assigned to and assumed by Borrower, and restructured and so that the new principal amount is __________________ Dollars ($__________). (hhhh) "Original County Loans" means collectively, the Original Riley HOME Loan, the Original Riley HOPWA Loan, the Original Camara Loan, the Original Elaine Null HOME/CDBG Loan, and the Original Elaine Null Agency Loan. (iiii) "Original Elaine Null Agency Deed of Trust" has the meaning set forth in Section 2.1(c)(ii). (jjjj) "Original Elaine Null Agency Loan" has the meaning set forth in Section 2.1(c)(ii). (kkkk) "Original Elaine Null Agency Loan Agreement" has the meaning set forth in Section 2.1(c)(ii). (llll) "Original Elaine Null Agency Note" has the meaning set forth in Section 2.1(c)(ii). (mmmm) "Original Elaine Null Agency Regulatory Agreement" has the meaning set forth in Section 2.1(c)(ii). (nnnn) "Original Elaine Null CDBG/HOME Deed of Trust" has the meaning set forth in Section 2.1(c)(i). (oooo) "Original Elaine Null CDBG/HOME Loan" has the meaning set forth in Section 2.1(c)(i). (pppp) "Original Elaine Null CDBG/HOME Loan Agreement" has the meaning set forth in Section 2.1(c)(i). (qqqq) "Original Elaine Null CDBG/HOME Regulatory Agreement" has the meaning set forth in Section 2.1(c)(i). (rrrr) "Original Elaine Null CDBG Note" has the meaning set forth in Section 2.1(c)(i). (ssss) "Original Elaine Null HOME Note" has the meaning set forth in Section 2.1(c)(i). (tttt) "Original Elaine Null Intercreditor Agreement" has the meaning set forth in Section 2.1(c)(i). (uuuu) "Original Riley HOME Deed of Trust" has the meaning set forth in October 17, 2017 Contra Costa County Board of Supervisors 1045 12 863\102\2134750.4 Section 2.1(a)(i). (vvvv) "Original Riley HOME Loan" has the meaning set forth in Section 2.1(a)(i). (wwww) "Original Riley HOME Loan Agreement" has the meaning set forth in Section 2.1(a)(i). (xxxx) "Original Riley HOME Note" has the meaning set forth in Section 2.1(a)(i). (yyyy) "Original Riley HOME Regulatory Agreement" has the meaning set forth in Section 2.1(a)(i). (zzzz) "Original Riley HOPWA Deed of Trust" has the meaning set forth in Section 2.1(a)(ii). (aaaaa) "Original Riley HOPWA Loan" has the meaning set forth in Section 2.1(a)(ii). (bbbbb) "Original Riley HOPWA Loan Agreement" has the meaning set forth in Section 2.1(a)(ii). (ccccc) "Original Riley HOPWA Note" has the meaning set forth in Section 2.1(a)(ii). (ddddd) "Original Riley HOPWA Regulatory Agreement" has the meaning set forth in Section 2.1(a)(ii). (eeeee) "Original Riley Intercreditor Agreement" has the meaning set forth in Section 2.1(a)(i). (fffff) "Partnership Agreement" means the Amended and Restated Agreement of Limited Partnership, dated on or about the date of recordation of the Deed of Trust, that governs the operation and organization of Borrower as a California limited partnership. (ggggg) "Partnership/Asset Fee" means (i) partnership management fees (including any asset management fees) payable pursuant to the Partnership Agreement to any partner or affiliate of Borrower or any affiliate of a partner of Borrower, if any, during the Fifteen Year Compliance Period, and (ii) after the expiration of the Fifteen Year Compliance Period asset management fees payable to Borrower, in the amounts approved by the County as set forth in Section 3.18. (hhhhh) "Permanent Conversion" means the date the Bank Loan converts to the CCRC Loan. (iiiii) "Permanent Financing" means the sum of the following amounts: (i) the CCRC Loan; (ii) the Combined County Loan; (iii) the Combined Concord Loan; (iv) the RCD Loan; (v) the Reserve Loan; (vi) the Tax Credit Investor Equity; and (vii) the GP Capital October 17, 2017 Contra Costa County Board of Supervisors 1046 13 863\102\2134750.4 Contribution. (jjjjj) "Property" has the meaning set forth in Paragraph E of the Recitals. (kkkkk) "RCD" has the meaning set forth in Paragraph B of the Recitals. (lllll) "RCD Loan" has the meaning set forth in Section 1.1(f)(v). (mmmmm) "Regulatory Agreements" means the Riley HOME/HOPWA Regulatory Agreement, the Riley County Regulatory Agreement, the Camara County Regulatory Agreement, the Elaine Null HOME/CDBG Regulatory Agreement, and the Elaine Null County Regulatory Agreement. (nnnnn) "Rehabilitation Standards" mean the Minimum Multi-Family Housing Rehabilitation Standards dated March 2017 and prepared by the County. (ooooo) "Rental Shortfall Due Date" has the meaning set forth in Section 2.10(c). (ppppp) "Rental Shortfall Payment" has the meaning set forth in Section 2.10(c). (qqqqq) "Replacement Reserve Account" has the meaning set forth in Section 4.2(a). (rrrrr) "Reserve Loan" has the meaning set forth in Section 1.1(f)(vi). (sssss) "Residual Receipts" means for each calendar year, the amount by which Gross Revenue exceeds Annual Operating Expenses. (ttttt) "Restructured County Loans" means the Restructured Riley Loan, the Restructured Camara Loan, and the Restructured Elaine Null Loan, with a combined principal balance of $______________________. (uuuuu) "Restructured Camara Loan" has the meaning set forth in Section 2.2(b). (vvvvv) "Restructured Camara Note" has the meaning set forth in Section 2.2(b). (wwwww) "Restructured Elaine Null Agency Loan" has the meaning set forth in Section 2.2(c)(ii). (xxxxx) "Restructured Elaine Null CDBG/HOME Loan" has the meaning set forth in Section 2.2(c)(i). (yyyyy) "Restructured Elaine Null Loan" has the meaning set forth in Section 2.2(c)(ii). (zzzzz) "Restructured Elaine Null Note" has the meaning set forth in Section 2.2(c)(ii). (aaaaaa) "Restructured Riley HOME Loan" has the meaning set forth in Section October 17, 2017 Contra Costa County Board of Supervisors 1047 14 863\102\2134750.4 2.2(a)(i). (bbbbbb) "Restructured Riley Loan" has the meaning set forth in Section 2.2(a)(i). (cccccc) "Restructured Riley Note" has the meaning set forth in Section 2.2(a)(i). (dddddd) "Retention Amount" means Twenty Thousand Dollars ($20,000) of the New County Loans, the disbursement of which is described in Section 2.9. (eeeeee) "Riley Assignment Agreement" means the Assignment, Assumption and Consent Agreement dated October___, 2017, by and among the Riley Seller, the County, and Borrower, pursuant to which the Riley Seller is assigning the Original Riley Loan to Borrower and Borrower is assuming the Original Riley Loan, as consented to by the County. (ffffff) "Riley County Regulatory Agreement" means the Regulatory Agreement and Declaration of Restrictive Covenants of even date herewith, between the County and Borrower evidencing County requirements applicable to the County-Assisted Units located in the Riley Improvements, to be recorded against the Riley Property. (gggggg) "Riley HOME/HOPWA Regulatory Agreement" means the Regulatory Agreement and Declaration of Restrictive Covenants of even date herewith, between the County and Borrower evidencing HUD requirements applicable to the County-Assisted Units located in the Riley Improvements, to be recorded against the Riley Property. (hhhhhh) "Riley Improvements" has the meaning set forth in Paragraph B of the Recitals. (iiiiii) "Riley Property" has the meaning set forth in Paragraph B of the Recitals. (jjjjjj) "Riley Seller" has the meaning set forth in Paragraph B of the Recitals. (kkkkkk) "Sellers" means collectively the Riley Seller, the Camara Seller, and the Elaine Null Seller. (llllll) "Senior Loan" has the meaning set forth in Section 2.7. (mmmmmm) "Statement of Residual Receipts" means an itemized statement of Residual Receipts. (nnnnnn) "Tax Credit Investor Equity" has the meaning set forth in Section 1.1(f)(iv). (oooooo) "TCAC" has the meaning set forth in Paragraph F of the Recitals. (pppppp) "Tenant" means the tenant household that occupies a unit in the Development. (qqqqqq) "Term" means the period of time that commences on the date of this Agreement, and expires, unless sooner terminated in accordance with this Agreement, on the October 17, 2017 Contra Costa County Board of Supervisors 1048 15 863\102\2134750.4 fifty-fifth (55th) anniversary of the Completion Date; provided, however, if a record of the Completion Date cannot be located or established, the Term will expire on the fifty-seventh (57th) anniversary of this Agreement. (rrrrrr) "Transfer" has the meaning set forth in Section 4.13 below. Section 1.2 Exhibits The following exhibits are attached to this Agreement and incorporated into this Agreement by this reference: Exhibit A-1: Legal Description of the Riley Property Exhibit A-2: Legal Description of the Camara Property Exhibit A-3: Legal Description of the Elaine Null Property Exhibit B: Approved Development Budget Exhibit C: NEPA Mitigation Requirements ARTICLE 2 LOAN PROVISIONS Section 2.1 Overview of Original Development Loans. (a) Riley Court Loans. (i) Original Riley HOME Loan. The County made a loan of Three Hundred Forty-Two Thousand Dollars ($342,000) in HOME Funds to RCD on May 29, 1997 (the "Original Riley HOME Loan"). The Original Riley HOME Loan was evidenced by that certain HOME Loan Agreement dated May 29, 1997, between the County and RCD (the "Original Riley HOME Loan Agreement") and that certain promissory note executed by RCD for the benefit of the County dated May 29, 1997 (the "Original Riley HOME Note"). The Original Riley HOME Loan was secured against the Riley Property by a Deed of Trust with Assignment of Rents and Security Agreement dated May 29, 1997, executed by RCD and recorded in the Official Records on June 6, 1997, as Instrument No. 97-0098016-00 (the "Original Riley HOME Deed of Trust"). In connection with the Original Riley HOME Loan, RCD and the County entered into a Regulatory Agreement and Declaration of Restrictive Covenants dated May 29, 1997, recorded in the Official Records against the Riley Property on June 6, 1997, as Instrument No. 97-0098014-00 (the "Original Riley HOME Regulatory Agreement"). The Original Riley HOME Loan was also evidenced by an Intercreditor Agreement by and among the County, Concord, and RCD dated May 29, 1997, recorded in the Official Records against the Riley Property on June 6, 1997, as Instrument No. 97-0098017-00 (the "Original Riley Intercreditor Agreement"). (ii) Original Riley HOPWA Loan. The County made a loan of One Hundred Ninety-One Thousand Dollars ($191,000) in HOPWA Funds to RCD on October 3, 2011, which amount was increased to Five Hundred Thirty Thousand Dollars ($530,000) on May 5, 2015 (the "Original Riley HOPWA Loan"). The Original Riley HOPWA Loan was evidenced by that certain Amended and Restated County HOPWA Loan Agreement dated May 5, 2015, between the County and RCD (the "Original Riley HOPWA Loan Agreement") and that certain October 17, 2017 Contra Costa County Board of Supervisors 1049 16 863\102\2134750.4 amended and restated promissory note executed by RCD for the benefit of the County dated May 5, 2015 (the "Original Riley HOPWA Note"). The Original Riley HOPWA Loan was secured against the Riley Property by an Amended and Restated Deed of Trust with Assignment of Rents and Security Agreement dated May 05, 2015, executed by RCD and recorded in the Official Records on May 14, 2015, as Instrument No. 2015-0095229-00 (the "Original Riley HOPWA Deed of Trust"). In connection with the Original Riley HOPWA Loan, RCD and the County entered into an Amended and Restated Regulatory Agreement and Declaration of Restrictive Covenants dated May 05, 2015, recorded in the Official Records against the Riley Property on May 14, 2015, as Instrument No. 2015-0095228-00 (the "Original Riley HOPWA Regulatory Agreement"). (b) Original Camara Circle Loans. The County made a loan of Eight Hundred Fifty Thousand Dollars ($850,000) in HOME Funds to the Camara Seller on July 25, 2000 (the "Original Camara Loan"). The Original Camara Loan was evidenced by that certain HOME Loan Agreement dated July 25, 2000, between the County and the Camara Seller (the "Original Camara Loan Agreement") and that certain promissory note executed by the Camara Seller for the benefit of the County dated July 25, 2000 (the "Original Camara Note"). The Original Camara Loan was secured against the Camara Property by a Deed of Trust with Assignment of Rents and Security Agreement dated November 1, 2000, executed by the Camara Seller and recorded in the Official Records on November 30, 2000, as Instrument No. 2000-0268403-00 (the "Original Camara Deed of Trust"). In connection with the Original Camara Loan, the Camara Seller and the County entered into a Regulatory Agreement and Declaration of Restrictive Covenants dated November 1, 2000, recorded in the Official Records against the Camara Property on November 30, 2000, as Instrument No. 2000-0268404-00 (the "Original Camara Regulatory Agreement"). The Original Camara Loan was also evidenced by an Intercreditor Agreement by and among the County, Concord, and the Camara Seller dated November 1, 2000, recorded in the Official Records against the Camara Property on November 30, 2000, as Instrument No. 2000-0268405-00 (the "Original Camara Intercreditor Agreement"). (c) Elaine Null Loans. (i) CDBG/HOME Loan. The County made a loan of Five Hundred Ten Thousand Dollars ($510,000) to RCD on October 28, 1993, later reduced to Four Hundred Sixty Thousand Dollars ($460,000) on July 26, 1994 (the "Original Elaine Null CDBG/HOME Loan"), as assigned to the Elaine Null Seller. The Original Elaine Null CDBG/HOME Loan was made up of Three Hundred Ninety Thousand Dollars ($390,000) in HOME Funds and Seventy Thousand Dollars ($70,000) in CDBG Funds. The Original Elaine Null CDBG/HOME Loan was evidenced by that certain CDBG/HOME Loan Agreement dated October 23, 1993, between the County and RCD (the "Original Elaine Null CDBG/HOME Loan Agreement"), that certain promissory note executed by RCD for the benefit of the County dated October 29, 1993, in the amount of Four Hundred Forty Thousand Dollars ($440,000) (the "Original Elaine Null HOME Note"), and that certain promissory note executed by RCD for the benefit of the County dated October 29, 1993, in the amount of Seventy Thousand Dollars ($70,000) (the "Original Elaine Null CDBG Note"). The Original Elaine Null CDBG//HOME Loan was secured against the Elaine Null Property by a Deed of Trust and Security Agreement dated October 28, 1993, executed by RCD and recorded in the Official Records on November 1, 1993, as Instrument No. 93-318551 as modified on July 26, 1994, by a Modification to Deed of Trust and Security October 17, 2017 Contra Costa County Board of Supervisors 1050 17 863\102\2134750.4 Agreement recorded in the Official Records on August 1, 1994, as Instrument No. 94 194932, reducing the HOME loan to Three Hundred Ninety Thousand Dollars ($390,000) (the "Original Elaine Null CDBG/HOME Deed of Trust"). In connection with the Original Elaine Null CDBG/HOME Loan, RCD and the County entered into a Regulatory Agreement dated October 28, 1993, recorded in the Official Records on November 10, 1993 as Instrument No. 93-318550, as amended by a First Amendment to Regulatory Agreement dated July 26, 1994 and recorded in the Official Records on August 1, 1994, as Instrument No. 94-194933 (the "Original Elaine Null CDBG/HOME Regulatory Agreement"). The Original Elaine Null HOME Loan was also evidenced by an Intercreditor Agreement by and among the County, the County Redevelopment Agency, and RCD dated October 28, 1993, recorded in the Official Records against the Elaine Null Property on November 10, 1993, as Instrument No. 93-318554 (the "Original Elaine Null Intercreditor Agreement"). (ii) Agency Loan. The County Redevelopment Agency made a loan of Two Hundred Fifty Thousand Dollars ($250,000) in Housing Funds to RCD on April 3, 1993, and increased on October 28, 1993 to Four Hundred Forty Thousand Dollars ($440,000) (the "Original Elaine Null Agency Loan"), as assigned to the Elaine Null Seller. The Original Elaine Null Agency Loan was evidenced by that certain Loan Agreement dated April 3, 1993, between RCD and the County Redevelopment Agency as amended by that certain First Amendment to Agency Loan Agreement dated October 28, 1993, increasing the loan to Four Hundred Forty Thousand Dollars ($440,000) (the "Original Elaine Null Agency Loan Agreement"). The Original Elaine Null Agency Loan was evidenced by that certain Promissory Note executed by RCD for the benefit of the Agency dated April 3, 1993 (the "Original Elaine Null Agency Note"). The Original Elaine Null Agency Loan was secured against the Elaine Null Property by a Deed of Trust and Security Agreement dated July 26, 1994, executed by the Elaine Null Seller and recorded in the Official Records on August 1, 1994, as Instrument No. 94-194935 (the "Original Elaine Null Agency Deed of Trust"). In connection with the Original Elaine Null Agency Loan, RCD and the County entered into a Regulatory Agreement and Declaration of Restrictive Covenants dated October 28, 1993, recorded in the Official Records against the Elaine Null Property on November 10, 1993, as Instrument No. 93-318552 as amended by a First Amendment to Regulatory Agreement between the County and the Elaine Null Seller dated July 26, 1994, and recorded in the Official Records against the Elaine Null Property, as Instrument No. 94-194934 (the "Original Elaine Null Agency Regulatory Agreement"). (d) Assignment and Assumption of Original County Loans. Concurrently with the execution of this Agreement, Borrower is assuming the Original County Loans from the Sellers, pursuant to the Assignment Agreements. Section 2.2 Combined County Loan. (a) Riley Loan Amount. (i) The outstanding principal balance of the Original Riley HOME Loan as of the date of this Agreement is $_________________. As of the date of this Agreement: (i) the Original Riley HOME Loan has accrued interest from the date of disbursement at a simple interest rate of three percent (3%). The interest accrued to date on the Original Riley HOME Loan is $________________, which amount is being capitalized into the outstanding principal balance on the Original Riley HOME Loan for a total of $______________ October 17, 2017 Contra Costa County Board of Supervisors 1051 18 863\102\2134750.4 (the " Restructured Riley HOME Loan"). The outstanding principal balance of the Original Riley HOPWA Loan as of the date of this Agreement is $_________________. The Restructured Riley HOME Loan and the Original Riley HOPWA Lo an are collectively referred to as the "Restructured Riley Loan," evidenced by a promissory note executed by Borrower in the amount of the Restructured Riley Loan for the benefit of the County (the "Restructured Riley Note"). (ii) Through this Agreement, the County is loaning Borrower Six Hundred Twenty-Five Thousand Dollars ($625,000) in HOME Funds (the "New Riley Loan"), evidenced by a promissory note executed by Borrower in the amount of the New Riley Loan for the benefit of the County (the "New Riley Note"). (b) Camara Loan Amount. The outstanding principal balance of the Original Camara Loan as of the date of this Agreement is $_________________. As of the date of this Agreement the Original Camara Loan has accrued interest from the date of disbursement at a simple interest rate of three percent (3%). The interest accrued to date on the Original Camara Loan is $________________, which amount is being capitalized into the outstanding principal balance on the Original Camara HOME Loan for a total of $______________ (the "Restructured Camara Loan") evidenced by a promissory note executed by Borrower in the amount of the Restructured Camara Loan for the benefit of the County (the "Restructured Camara Note"). (c) Elaine Null Loan Amount. (i) The outstanding principal balance of the Original Elaine Null CDBG/HOME Loan as of the date of this Agreement is $_________________. As of the date of this Agreement interest has accrued under the Original Elaine Null HOME Note from the date of disbursement at a simple interest rate of five and eighty-four hundredths percent (5.84%) and interest has accrued under the Original Elaine Null CDBG Note from the date of disbursement at a simple interest rate of four percent (4%). The interest accrued to date on the Original Elaine Null CDBG/HOME Loan is $________________, which amount is being capitalized into the outstanding principal balance on the Original Elaine Null CDBG/HOME Loan for a total of $______________ (the "Restructured Elaine Null CDBG/HOME Loan"). (ii) The outstanding principal balance of the Original Elaine Null Agency Loan as of the date of this Agreement is $_________________. The Original Elaine Null Agency Loan has accrued interest from the date of disbursement at a simple interest rate of three percent (3%). The interest accrued to date on the Original Elaine Null Agency Loan is $________________, which amount is being capitalized into the outstanding principal balance on the Original Elaine Null Agency Loan for a total of $______________ (the "Restructured Elaine Null Agency Loan"). The Restructured Elaine Null CDBG/HOME Loan and the Restructured Elaine Loan Agency Loan are collectively referred to as the "Restructured Elaine Null Loan," evidenced by a promissory note executed by Borrower in the amount of the Restructured Elaine Null Loan for the benefit of the County (the "Restructured Elaine Null Note"). (iii) Through this Agreement the County is loaning Borrower ____________________ Dollars ($______________), composed of Two Hundred Thousand Dollars ($200,000) in HOME Funds and _______________ Dollars ($_______________) in October 17, 2017 Contra Costa County Board of Supervisors 1052 19 863\102\2134750.4 CDBG Funds (the "New Elaine Null Loan"), evidenced by a promissory note executed by Borrower in the amount of the New Elaine Null Loan for the benefit of the County (the "New Elaine Null Note"). (d) Combined County Loan. The Combined County Loan equals the sum of the Restructured County Loans and the New County Loans for a total amount of $_______________. Upon satisfaction of the conditions set forth in Section 2.8 and Section 2.9 of this Agreement, the County shall lend to Borrower the Combined County Loan for the purposes set forth in Section 2.5 of this Agreement. Borrower's obligation to repay the Combined County Loan is evidenced by the Notes. Section 2.3 New County Loan Documents. (a) Loan Agreement. This Agreement replaces the following documents in their entirety: the Original Camara Loan Agreement, the Original Riley HOME Loan Agreement, the Original Riley HOPWA Loan Agreement, the Original Elaine Null CDBG/HOME Loan Agreement, and the Original Elaine Null Agency Loan Agreement. (b) Promissory Notes. At Closing, the County is cancelling the Original Camara Note, the Original Riley HOPWA Note, the Original Riley HOME Note, the Original Elaine Null CDBG Note, the Original Elaine Null HOME Note, and the Original Elaine Null Agency Note, and Borrower will execute the Notes. (c) Deed of Trust. At Closing, the County is reconveying the Original Riley HOME Deed of Trust, the Original Riley HOPWA Deed of Trust, the Original Camara Deed of Trust, the Original Elaine Null Agency Deed of Trust, and the Original Elaine Null CDBG/HOME Deed of Trust, and recording the Deed of Trust as a lien against the Property. (d) Regulatory Agreements; Affordability Notice. At Closing, the County is terminating the Original Camara HOME Regulatory Agreement, the Original Elaine Null Agency Regulatory Agreement, the Original Elaine Null CDBG/HOME Regulatory Agreement, the Original Riley HOME Regulatory Agreement, and the Original Riley HOPWA Regulatory Agreement, and record the Regulatory Agreements and Elaine Null Affordability Notice against the Property. (e) Intercreditor Agreements. At Closing, the County is terminating the Original Elaine Null Intercreditor Agreement, and the Original Riley Intercreditor Agreement, and recording the Intercreditor Agreement against the Property. Section 2.4 Interest on Loans. (a) Riley Loans. (i) Original Riley Loan. Subject to the provisions of subsection (d) below, interest accrues on the outstanding principal balance of the Restructured Riley Loan at a rate of interest equal to ______________, compounding annually, commencing on the date of the Restructured Riley Note. It is the intent that the interest rate stated in this Section 2.4(a)(i) is the Applicable Federal Rate applicable to long-term loans with annual compounding, as October 17, 2017 Contra Costa County Board of Supervisors 1053 20 863\102\2134750.4 calculated in accordance with Internal Revenue Code Section 1274(d) as of the date of the Restructured Riley Note. (ii) New Riley Loan. Subject to the provisions of subsection (d) below, the New Riley Loan does not accrue any interest. (b) Original Camara Loan. Subject to the provisions of subsection (d) below, interest accrues on the outstanding principal balance of the Restructured Camara Loan at a rate of interest equal to ______________, compounding annually, commencing on the date of the Restructured Camara Note. It is the intent that the interest rate stated in this Section 2.3(a) is the Applicable Federal Rate applicable to long-term loans with annual compounding, as calculated in accordance with Internal Revenue Code Section 1274(d) as of the date of the Restructured Camara Note. (c) Elaine Null Loans. (i) Original Elaine Null Loan. Subject to the provisions of subsection (d) below, interest accrues on the outstanding principal balance of the Restructured Elaine Null Loan at a rate of interest equal to ______________, compounding annually, commencing on the date of the Restructured Elaine Null Note. It is the intent that the interest rate stated in this Section 2.4(c)(i) is the Applicable Federal Rate applicable to long-term loans with annual compounding, as calculated in accordance with Internal Revenue Code Section 1274(d) as of the date of the Restructured Elaine Note. (ii) New Elaine Null Loan. Subject to the provisions of subsection (d) below, the outstanding principal balance of the New Elaine Null Loan does not accrue any interest. (d) Default Interest. Upon the occurrence of an Event of a Default, interest on the outstanding principal balance of the Combined County Loan will accrue at the Default Rate, beginning on the date of such occurrence and continuing until the date the Combined County Loan is repaid in full or the Event of Default is cured. Section 2.5 Use of New County Loans. (a) New Riley Loan. Borrower shall use the New Riley Loan for permits, fees, construction costs, developer fee, in amounts consistent with the Approved Development Budget. Use of the New Riley Loan for reimbursement of costs incurred prior to the date of this Agreement is subject to Section 92.206(d)(1) of the HOME Regulations. (b) New Elaine Null Loan. Borrower shall use the New Elaine Null Loan for construction costs, in amounts consistent with the Approved Development Budget. Use of the New Elaine Null Loan for reimbursement of costs incurred prior to the date of this Agreement is subject to Section 92.206(d)(1) of the HOME Regulations. (c) Borrower may not use the New County Loans for any other purposes without the prior written consent of the County. October 17, 2017 Contra Costa County Board of Supervisors 1054 21 863\102\2134750.4 Section 2.6 Security. In consideration of the Combined County Loan, Borrower shall (i) secure its obligation to repay the Combined County Loan, as evidenced by the Notes, by executing the Deed of Trust, and cause or permit it to be recorded as a lien against the Property, junior to the Bank Loan (and upon Permanent Conversion, to the CCRC Loan) pursuant to Section 2.7 below, senior to the RCD Loan and Reserve Loan, and equal in lien priority to the Combined Concord Loan pursuant to the Intercreditor Agreement, and (ii) execute the Regulatory Agreements, and the Intercreditor Agreement, and cause or permit them to be recorded against the Property. Section 2.7 Subordination. (a) Any agreement by the County to subordinate the Deed of Trust and/or Regulatory Agreements to an encumbrance securing and/or evidencing the Bank Loan, the CCRC Loan, or any loan obtained by Borrower to refinance the Bank Loan (the "Senior Loan") will be subject to the satisfaction of each of the following conditions: (i) All of the proceeds of the Senior Loan, less any transaction costs, are used to provide acquisition, construction and/or permanent financing for the Development. (ii) The lender of the Senior Loan is a state or federally chartered financial institution, a nonprofit corporation or a public entity that is not affiliated with Borrower or any of Borrower's affiliates, other than as a depositor or a lender. (iii) Borrower demonstrates to the County's satisfaction that subordination of the Deed of Trust and the Regulatory Agreements is necessary to secure adequate acquisition, construction, and/or permanent financing to ensure the viability of the Development, including the operation of the Development as affordable housing, as required by the Loan Documents. To satisfy this requirement, Borrower must provide to the County, in addition to any other information reasonably required by the County, evidence demonstrating that the proposed amount of the Senior Loan is necessary to provide adequate acquisition, construction, and/or permanent financing to ensure the viability of the Development, and adequate financing for the Development would not be available without the proposed subordination. (iv) The subordination agreement(s) is structured to minimize the risk that the Deed of Trust and the Regulatory Agreements will be extinguished as a result of a foreclosure by the Bank or other holder of the Senior Loan. To satisfy this requirement, the subordination agreement must provide the County with adequate rights to cure any defaults by Borrower, including: (1) providing the County or its successor with copies of any notices of default at the same time and in the same manner as provided to Borrower; and (2) providing the County with a cure period of at least sixty (60) days to cure any default. (v) The subordination(s) of the Combined County Loan is effective only during the original term of the Senior Loan and any extension of its term that is approved in writing by the County. October 17, 2017 Contra Costa County Board of Supervisors 1055 22 863\102\2134750.4 (vi) The subordination does not limit the effect of the Deed of Trust and the Regulatory Agreements before a foreclosure, nor require the consent of the holder(s) of the Senior Loan prior to the County exercising any remedies available to the County under the Loan Documents. (b) Upon a determination by the County's Director – Department of Conservation and Development that the conditions in Subsection (a) have been satisfied, the Director – Department of Conservation and Development or his/her designee will be authorized to execute the approved subordination agreement without the necessity of any further action or approval. (c) The County agrees to subordinate the Deed of Trust and the Regulatory Agreements to that certain Rental Assistance Demonstration (RAD) Use Agreement to be entered into between HUD and Borrower, pursuant to a form of subordination agreement provided by HUD and approved by the County. Section 2.8 Conditions Precedent to Disbursement of New County Loans for Construction. Until the conditions set forth in Section 2.9 have been met, the disbursements made pursuant to this Agreement may not exceed _________________ Dollars ($_____________________). The County is not obligated to disburse any portion of the New County Loans, or to take any other action under the Loan Documents unless all of the following conditions have been and continue to be satisfied: (a) There exists no Event of Default nor any act, failure, omission or condition that would constitute an Event of Default under this Agreement; (b) Borrower holds title to the Property or is acquiring title to the Property simultaneously with the disbursement of the New County Loans; (c) Borrower has delivered to the County a copy of a corporate resolution authorizing Borrower to obtain the Combined County Loan and all other Approved Financing, and execute the Loan Documents; (d) There exists no material adverse change in the financial condition of Borrower from that shown by the financial statements and other data and information furnished by Borrower to the County prior to the date of this Agreement; (e) Borrower has furnished the County with evidence of the insurance coverage meeting the requirements of Section 4.14 below; (f) Borrower has executed and delivered to the County the Loan Documents and has caused all other documents, instruments, and policies required under the Loan Documents to be delivered to the County; (g) The Deed of Trust, the Regulatory Agreements, the Elaine Null Affordability Notice, and the Intercreditor Agreement, have been recorded against the Property October 17, 2017 Contra Costa County Board of Supervisors 1056 23 863\102\2134750.4 in the Office of the Recorder of the County of Contra Costa; (h) A title insurer reasonably acceptable to the County is unconditionally and irrevocably committed to issuing an LP-10 2006 ALTA Lender's Policy of title insurance insuring the priority of the Deed of Trust in the amount of the Combined County Loan, subject only to such exceptions and exclusions as may be reasonably acceptable to the County, and containing such endorsements as the County may reasonably require. Borrower shall provide whatever documentation (including an indemnification agreement), deposits or surety is reasonably required by the title company in order for the County's Deed of Trust to be senior in lien priority to any mechanics liens in connection with any start of construction that has occurred prior to the recordation of the Deed of Trust against the Property in the Office of the Recorder of the County of Contra Costa; (i) All environmental review necessary for the rehabilitation of the Development has been completed, and Borrower has provided the County evidence of planned compliance with all NEPA and CEQA requirements and mitigation measures applicable to construction, and evidence of compliance with all NEPA and CEQA requirements and mitigation measures applicable to preconstruction; (j) The County has determined the undisbursed proceeds of the New County Loans, together with other funds or firm commitments for funds that Borrower has obtained in connection with the rehabilitation of the Development, are not less than the amount the County determines is necessary to pay for the rehabilitation of the Development and to satisfy all of the covenants contained in this Agreement and the Regulatory Agreements; (k) Borrower has obtained all permits and approvals necessary for the rehabilitation of the Development; (l) The County has received and approved the Bid Package for the subcontractors for the rehabilitation of the Development pursuant to Section 3.2 below; (m) The County has received and approved the general contractor's construction contract that Borrower has entered or proposed to enter for the rehabilitation of the Development pursuant to Section 3.3 below; (n) The County has received and approved labor and material (payment) bonds and performance bonds as required pursuant to Section 3.4 below; (o) Borrower has closed the loans and the equity financings that comprise the Approved Financing described in Section 1.1(f) and has already received, or is eligible to receive, the funds; (p) The County has received a fully executed copy of the Partnership Agreement, in which the Investor Limited Partner is obligated to provide Borrower the Tax Credit Investor Equity; (q) Borrower has provided the County a certification from the Development architect or qualified accessibility specialist that the construction plans are in conformance with October 17, 2017 Contra Costa County Board of Supervisors 1057 24 863\102\2134750.4 the Accessibility Requirements; (r) The County has received a fully executed copy of the RAD Delayed Conversion Agreement between Borrower and the Housing Authority governing the commitment of project-based Section 8 rental assistance through the Rental Assistance Demonstration Program for two (2) units in the Elaine Null Improvements by the Housing Authority; (s) The County has received a fully executed copy of the Agreement to Enter Housing Assistance Payment Contract between Borrower and the Housing Authority governing the commitment of project-based Section 8 rental assistance for fifteen (15) units in the Riley Improvements and two (2) units in the Elaine Null Improvements by the Housing Authority; (t) The County has received reasonable evidence that the local match requirements set forth in 24 C.F.R. Section 92.218 et seq., have been satisfied pursuant to Section 4.1 of this Agreement; and (u) The County has received a written draw request from Borrower, including: (i) certification that the condition set forth in Section 2.8(a) continues to be satisfied; (ii) certification that the proposed uses of funds is consistent with the Approved Development Budget; (iii) the amount of funds needed; and, (iv) where applicable, a copy of the bill or invoice covering a cost incurred or to be incurred. When a disbursement is requested to pay any contractor in connection with improvements on the Property, the written request must be accompanied by: (1) certification by Borrower's architect reasonably acceptable to the County that the work for which disbursement is requested has been completed (although the County reserves the right to inspect the Property and make an independent evaluation); and (2) lien releases and/or mechanics lien title insurance endorsements reasonably acceptable to the County. Section 2.9 Conditions Precedent to Disbursement of Retention. The County is not obligated to disburse the Retention Amount unless the following conditions precedent are satisfied: (a) The County has received a completion report from Borrower setting forth: (i) the income, household size, race, and ethnicity of Tenants of the County-Assisted Units; (ii) and the unit address, unit size, rent amount and utility allowance for all County-Assisted Units; (b) The County has received a draft Cost Certification for the Development from Borrower showing all uses and sources; (c) The County has received from Borrower copies of the certificate of occupancy or equivalent final permit sign-offs for the Development; (d) The County has received from Borrower current evidence of the insurance coverage meeting the requirements of Section 4.14 below; (e) The County has received from Borrower a form of Tenant lease; (f) The County has received from Borrower a Marketing Plan, Tenant Selection Plan, and Social Services Plan as defined in the Regulatory Agreements; October 17, 2017 Contra Costa County Board of Supervisors 1058 25 863\102\2134750.4 (g) The County has received from Borrower evidence of marketing for any vacant County Assisted Unit in the Development such as copies of flyers, list of media ads, list of agencies and organizations receiving information on availability of such units, as applicable; (h) The County has received from Borrower all relevant contract activity information, including compliance with Section 3 requirements as set forth in Section 4.6(b)(x) of the Elaine Null HOME/CDBG Regulatory Agreement and Section 4.7(b)(xii) of the Riley HOME/HOPWA Regulatory Agreement, and MBE/WBE requirements; (i) If Borrower was required to comply with relocation requirements as set forth in Section 4.6(b)(vi) of the Elaine Null HOME/CDBG Regulatory Agreement and Section 4.7(b)(vi) of the Riley HOME/HOPWA Regulatory Agreement, the County has received from Borrower evidence of compliance with all applicable relocation requirements; (j) The County has received from Borrower a copy of the management agreement and contact information for the property manager of the Development and the name and phone number of the on-site property manager; (k) If Borrower is required to pay prevailing wages under the Davis-Bacon Act (40 U.S.C. 3141-3148), the County has received confirmation that Borrower has submitted all certified payrolls to the County, and any identified payment issues have been resolved, or Borrower is working diligently to resolve any such issues; (l) The County has received from Borrower evidence of compliance with all NEPA mitigation requirements as set forth in Exhibit C; (m) The County has received a fully executed copy of the Housing Assistance Payment Contract between Borrower and the Housing Authority governing the provision of project-based Section 8 rental assistance for fifteen (15) units in the Riley Improvements and two (2) units in the Elaine Null Improvements by the Housing Authority; (n) The County has received a fully executed copy of the Rental Assistance Demonstration Housing Assistance Payment Contract between Borrower and the Housing Authority governing the provision of project-based Section 8 rental assistance through the Rental Assistance Demonstration Program for two (2) units in the Elaine Null Improvements by the Housing Authority; and (o) The County has received a written draw request from Borrower, including certification that the condition set forth in Section 2.9(a) continues to be satisfied, and setting forth the proposed uses of funds consistent with the Approved Development Budget, and, where applicable, a copy of the bill or invoice covering a cost incurred or to be incurred. Borrower shall apply the disbursement for the purpose(s) requested. Section 2.10 Repayment Schedule. (a) Annual Payments of Combined County Loan. Commencing on June 1, 2020 and on June 1 of each year thereafter during the Term, Borrower shall make a Combined County Loan payment in an amount equal to the County Loan Prorata Percentage of the Lenders' October 17, 2017 Contra Costa County Board of Supervisors 1059 26 863\102\2134750.4 Share of Residual Receipts (each such payment, an "Annual Payment"). The County shall apply all Annual Payments first, to accrued interest; and second, to principal. (b) Special Repayments of Combined County Loan from Net Proceeds of Permanent Financing. No later than ten (10) days after the date Borrower receives its final capital contribution from the Investor Limited Partner, Borrower shall pay to the County as a special repayment of the Combined County Loan, an amount equal to the result obtained by multiplying the County Loan Prorata Percentage by the Available Net Proceeds. No later than one hundred eighty (180) days following completion of rehabilitation of the Development, Borrower shall submit to the County for its review a preliminary calculation of the Net Proceeds of Permanent Financing and a draft of the Final Cost Certification as defined Section 4.3 below. The County shall approve or disapprove Borrower's determination of the amount of the Net Proceeds of Permanent Financing in writing within thirty (30) days after receipt. If Borrower's determination is disapproved by the County, Borrower shall re-submit documentation to the County until the County approval is obtained. (c) Special Repayment of Combined County Loan for Failure to Lease. If on or before the Rental Shortfall Due Date, Borrower fails to cause each of the new HOME- Assisted Units be rented to and occupied by an Eligible Household in accordance with Section 2.1 of the Elaine Null HOME/CDBG Regulatory Agreement and Section 2.1 of the Riley HOME/HOPWA Regulatory Agreement, Borrower shall pay the County the Rental Shortfall Payment, plus accrued interest, on the Rental Shortfall Due Date. (i) The "Rental Shortfall Due Date" is the date that occurs eighteen (18) months after the Completion Date. (ii) The "Rental Shortfall Payment" is an amount equal to the result obtained by multiplying (1) the number of New HOME-Assisted Units that have not been rented to and occupied by an Eligible Household on or before the Rental Shortfall Due Date, by (2) a fraction, the numerator of which is the then-outstanding principal balance of the HOME Funds portion of the New County Loans and the denominator of which is the number of New HOME- Assisted Units. (iii) Interest on the Rental Shortfall Payment will accrue in accordance with Section 2.4(a)(ii) and Section 2.4(c)(ii) through the Rental Shortfall Due Date. If the Rental Shortfall Payment is not paid on or before the Rental Shortfall Due Date, interest on the Rental Shortfall Payment will accrue at the Default Rate beginning on the day after the Rental Shortfall Due Date and continuing until the Rental Shortfall Payment is paid in full with interest. (d) Payment in Full of Combined County Loan. Borrower shall pay all outstanding principal and accrued interest on the Combined County Loan, in full, on the earliest to occur of: (i) any Transfer other than as permitted pursuant to Section 4.13; (ii) an Event of Default; and (iii) the expiration of the Term. (e) Prepayment. Borrower may prepay the Combined County Loan at any time without premium or penalty. However, the Regulatory Agreements and the Deed of Trust will remain in effect for the entire Term, regardless of any prepayment or Transfer. October 17, 2017 Contra Costa County Board of Supervisors 1060 27 863\102\2134750.4 Section 2.11 Reports and Accounting of Residual Receipts. (a) Borrower shall keep and maintain at the principal place of business of Borrower set forth in Section 7.9 below, or elsewhere with the County's written consent, full, complete and appropriate books, records and accounts necessary or prudent to evidence and substantiate in full detail Borrower's calculation of Residual Receipts and disbursements of Residual Receipts. (b) In connection with the Annual Payment, Borrower shall furnish to the County: (i) The Statement of Residual Receipts for the relevant period. The first Statement of Residual Receipts will cover the period that begins on January 1, 2019 and ends on December 31st of that same year. Subsequent statements of Residual Receipts will cover the twelve-month period that ends on December 31 of each year; (ii) A statement from the independent public accountant that audited Borrower's financial records for the relevant period, which statement must confirm that Borrower's calculation of the Lenders' Share of Residual is accurate based on Gross Revenue and Annual Operating Expenses; and (iii) Any additional documentation reasonably required by the County to substantiate Borrower's calculation of Lenders' Share of Residual Receipts. (c) The receipt by the County of any statement pursuant to subsection (b) above or any payment by Borrower or acceptance by the County of any Combined County Loan repayment for any period does not bind the County as to the correctness of such statement or payment. The County may audit the Residual Receipts and all books, records, and accounts pertaining thereto pursuant to Section 4.6 below. Section 2.12 Non-Recourse. Except as provided below, neither Borrower, nor any partner of Borrower, has any direct or indirect personal liability for payment of the principal of, and interest on, the Combined County Loan. Following recordation of the Deed of Trust, the sole recourse of the County with respect to the principal of, or interest on, the Notes will be to the property described in the Deed of Trust; provided, however, that nothing contained in the foregoing limitation of liability limits or impairs the enforcement of all the rights and remedies of the County against all such security for the Notes, or impairs the right of County to assert the unpaid principal amount of the Notes 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 to repay the principal and interest on the Notes. Except as hereafter set forth, nothing contained herein is intended to relieve Borrower of its obligation to indemnify the County under the Loan Documents including but not limited to Sections 3.8, 3.9, 4.7, and 7.4 of this Agreement, Sections 2.1(e) and 4.5 of the Camara County Regulatory Agreement, Sections 2.1(d) and 4.6(b)(vi) of the Elaine Null HOME/CDBG Regulatory Agreement, and Sections 2.1(d) and 4.7(b)(vi) of the Riley HOME/HOPWA Regulatory Agreement, or liability for: (i) loss or damage of any kind resulting from waste, fraud or willful October 17, 2017 Contra Costa County Board of Supervisors 1061 28 863\102\2134750.4 misrepresentation; (ii) the failure to pay taxes, assessments or other charges which may create liens on the Property that are payable or applicable prior to any foreclosure under the Deed of Trust (to the full extent of such taxes, assessments or other charges); (iii) the fair market value of any personal property or fixtures removed or disposed of by Borrower other than in accordance with the Deed of Trust; and (iv) the misappropriation of any proceeds under any insurance policies or awards resulting from condemnation or the exercise of the power of eminent domain or by reason of damage, loss or destruction to any portion of the Property. ARTICLE 3 REHABILITATION OF THE DEVELOPMENT Section 3.1 Permits and Approvals. Borrower shall obtain all permits and approvals necessary for the rehabilitation of the Development no later than December 31, 2017, or such later date that the County approves in writing. Section 3.2 Bid Package. Not later than thirty (30) days prior to Borrower's proposed date for advertising the Bid Package, Borrower shall submit to the County a copy of Borrower's general contractor's proposed Bid Package. The County's Director, Department of Conservation and Development, or his or her designee, shall approve or disapprove the Bid Package within fifteen (15) days after receipt of the Bid Package by the County. If the County rejects the proposed Bid Package the reasons therefore must be given to Borrower. Borrower will then have fifteen (15) days to revise the proposed Bid Package and resubmit it to the County. The County will then have fifteen (15) days to review and approve Borrower's new or corrected Bid Package. The provisions of this Section will continue to apply until a proposed Bid Package has been approved by the County. Borrower may not publish a proposed Bid Package until it has been approved by the County. Section 3.3 Construction Contract. (a) Not later than fifteen (15) days prior to the proposed Commencement of Construction, Borrower shall submit to the County for its approval a draft of the proposed construction contract for the Development. All construction work and professional services are to be performed by persons or entities licensed or otherwise authorized to perform the applicable construction work or service in the State of California. Each contract that Borrower enters for rehabilitation of the Development is to provide that at least ten percent (10%) of the costs incurred (excluding costs for appliances, windows, cabinets and framing materials) will be payable only upon completion of the rehabilitation, subject to early release of retention for specified subcontractors upon approval by the County. The construction contract will include all applicable HOME and CDBG requirements set forth in Section 4.6 of the Elaine Null HOME/CDBG Regulatory Agreement and Section 4.7 of the Riley HOME/HOPWA Regulatory Agreement. The County's approval of the construction contract may not be deemed to constitute approval of or concurrence with any term or condition of the construction contract except as such term or condition may be required by this Agreement. (b) Upon receipt by the County of the proposed construction contract, the October 17, 2017 Contra Costa County Board of Supervisors 1062 29 863\102\2134750.4 County shall promptly review same and approve or disapprove it within ten (10) days. If the construction contract is not approved by the County, the County shall set forth in writing and notify Borrower of the County's reasons for withholding such approval. Borrower shall thereafter submit a revised construction contract for County approval, which approval is to be granted or denied in ten (10) days in accordance with the procedures set forth above. Any construction contract executed by Borrower for the Development is to be in the form approved by the County. Section 3.4 Construction Bonds. Not later than fifteen (15) days prior to the proposed Commencement of Construction Borrower shall deliver to the County copies of labor and material bonds and performance bonds for the rehabilitation of the Development in an amount equal to one hundred percent (100%) of the scheduled cost of the rehabilitation of the Development. Such bonds must name the County as a co-obligee. Section 3.5 Commencement of Construction. Borrower shall cause the Commencement of Construction of the Development to occur no later than December 31, 2017, or such later date that the County approves in writing, but in no event later than 1 year from date of this Agreement. For the purposes of this Agreement, "Commencement of Construction" means the date set for the start of rehabilitation of the Development in the notice to proceed issued by Borrower to Borrower's general contractor. Section 3.6 Completion of Construction. Borrower shall diligently prosecute rehabilitation of the Development to completion, and shall cause the rehabilitation of the Development to be completed no later than November 1, 2019, or such later date that the County approves in writing. Section 3.7 Changes; Construction Pursuant to Plans and Laws. (a) Changes. Borrower shall rehabilitate the Development in conformance with (i) the plans and specifications approved by the respective building departments of Concord and the County, and (ii) the Approved Development Budget. Borrower shall notify the County 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 Concord and the County as applicable. Written authorization from the County must be obtained before any of the following changes, additions, or deletions in work for the Development may be performed: (i) any change in the work the cost of which exceeds One Hundred Thousand Dollars ($100,000); or (ii) any set of changes in the work the cost of which cumulatively exceeds Two Hundred Thousand Dollars ($200,000) or ten percent (10%) of the Combined County Loan amount, whichever is less; or (iii) any material change in building materials or equipment, specifications, or the structural or architectural design or appearance of the Development as provided for in the plans and specifications approved by the County. The County's consent to any additions, changes, or deletions to the work does not relieve or release Borrower from any other obligations under this Agreement, or relieve or release Borrower or its surety from any surety bond. October 17, 2017 Contra Costa County Board of Supervisors 1063 30 863\102\2134750.4 (b) Compliance with Laws. Borrower shall cause all work performed in connection with the Development to be performed in compliance with: (i) all applicable laws, codes (including building codes and codes applicable to mitigation of disasters such as earthquakes), ordinances, rules and regulations of federal, state, county or municipal governments or agencies now in force or that may be enacted hereafter; (ii) the HOME Regulations including the property standards set out in 24 C.F.R. 92.251 as implemented by Section 5.6 of the Elaine Null HOME/CDBG Regulatory Agreement and Section 5.6 of the Riley HOME/HOPWA Regulatory Agreement; (iii) the requirement of the Lead-Based Paint Poisoning Prevention Act, as amended (42 U.S.C. 4821 et seq.), the Residential Lead-Based Paint Hazard Reduction Act (42 U.S.C. 4851 et seq.), and implementing regulations at 24 C.F.R. Part 35; (iv) the Rehabilitation Standards provided by the County; and (v) 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. Borrower may permit the work to proceed only after procurement of each permit, license, or other authorization that may be required by any governmental agency having jurisdiction, and Borrower is responsible to the County for the procurement and maintenance thereof. Section 3.8 Prevailing Wages. (a) Davis Bacon. To the extent required by Development funding sources, Borrower shall cause rehabilitation of the Development to be in compliance with the prevailing wage requirements of the federal Davis-Bacon Act (40 U.S.C. 3141-3148). Borrower shall indemnify, hold harmless and defend (with counsel reasonably acceptable to the County) the County against any claim for damages, compensation, fines, penalties or other amounts arising out of the failure or alleged failure of any person or entity (including Borrower, its contractor and subcontractors) to pay prevailing wages as determined pursuant to the prevailing wage provisions of the federal Davis-Bacon Act and implementing rules and regulations in connection with the rehabilitation of the Development or any other work undertaken or in connection with the Property. The requirements in this subsection survive the repayment of the Combined County Loan, and the reconveyance of the Deed of Trust. (b) State Prevailing Wages. (i) To the extent required by applicable law Borrower shall: (1) pay, and shall cause any consultants or contractors to pay, prevailing wages in the rehabilitation of the Development as those wages are determined pursuant to California Labor Code Section 1720 et seq.; October 17, 2017 Contra Costa County Board of Supervisors 1064 31 863\102\2134750.4 (2) cause any consultants or contractors to employ apprentices as required by California Labor Code Section 1777.5 et seq., and the implementing regulations of the Department of Industrial Relations (the "DIR"), and to comply with the other applicable provisions of California Labor Code Sections 1720 et seq., 1777.5 et seq., and implementing regulations of the DIR; (3) keep and retain, and shall cause any consultants and contractors to keep and retain, such records as are necessary to determine if such prevailing wages have been paid as required pursuant to California Labor Code Section 1720 et seq., and apprentices have been employed are required by California Labor Code Section 1777.5 et seq.; (4) post at the Property, or shall cause the contractor to post at the Property, the applicable prevailing rates of per diem wages. Copies of the currently applicable current per diem prevailing wages are available from DIR; (5) cause contractors and subcontractors rehabilitating the Development to be registered as set forth in California Labor Code Section 1725.5; (6) cause its contractors and subcontractors, in all calls for bids, bidding materials and the construction contract documents for the rehabilitation of the Development to specify that: (A) no contractor or subcontractor may be listed on a bid proposal nor be awarded a contract for the rehabilitation of the Development unless registered with the DIR pursuant to California Labor Code Section 1725.5; and (B) the rehabilitation of the Development is subject to compliance monitoring and enforcement by the DIR. (7) provide the County all information required by California Labor Code Section 1773.3 as set forth in the DIR's online form PWC-100 within 2 days of the award of any contract (https://www.dir.ca.gov/pwc100ext/); (8) cause its contractors to post job site notices, as prescribed by regulation by the DIR; and (9) cause its contractors to furnish payroll records required by California Labor Code Section 1776 directly to the Labor Commissioner, at least monthly in the electronic format prescribed by the Labor Commissioner. (ii) Borrower shall indemnify, hold harmless and defend (with counsel reasonably acceptable to the County) the County against any claim for damages, compensation, fines, penalties or other amounts arising out of the failure or alleged failure of any person or entity (including Borrower, its contractor and subcontractors) to pay prevailing wages as determined pursuant to California Labor Code Section 1720 et seq., to employ apprentices pursuant to California Labor Code Section 1777.5 et seq., to meet the conditions of California Labor Code Section 1771.4, and implementing regulations of the DIR, or to comply with the other applicable provisions of California Labor Code Sections 1720 et seq., 1777.5 et seq., and October 17, 2017 Contra Costa County Board of Supervisors 1065 32 863\102\2134750.4 1771.4, and the implementing regulations of the DIR, in connection with the rehabilitation of the Development or any other work undertaken or in connection with the Property. The requirements in this Section survive the repayment of the Combined County Loan, and the reconveyance of the Deed of Trust. Section 3.9 Accessibility. (a) Borrower shall cause the Development to be constructed and operated at all times in compliance with all applicable federal, state, and local disabled persons accessibility requirements including, but not limited to the applicable provisions of: (i) the Unruh Act, (ii) the California Fair Employment and Housing Act, (iii) Section 504 of the Rehabilitation Act of 1973, (iv) the United States Fair Housing Act, as amended, (v) the Americans With Disabilities Act of 1990, and (vi) Chapters 11A and 11B of Title 24 of the California Code of Regulations, which relate to disabled persons access (collectively, the "Accessibility Requirements"). (b) In compliance with the Accessibility Requirements, if the rehabilitation is substantial as defined in 24 C.F.R. 8.23(a): (i) a minimum of one (1) unit of the Elaine Null Improvements, three (3) units of the Riley Improvements, and three (3) units of the Camara Improvements must be rehabilitated to be fully accessible to households with a mobility impaired member and, (ii) an additional one (1) unit of the Elaine Null Improvements, one (1) unit of the Riley Improvements, and one (1) unit of the Camara Improvements must be rehabilitated to be fully accessible to hearing and/or visually impaired persons. Non-substantial alterations must comply with 24 C.F.R. 8.23(b). In compliance with the Accessibility Requirements Borrower shall provide the County with a certification from the Development architect that to the best of the architect's knowledge, the Development complies with all federal and state accessibility requirements applicable to the Development. (c) Borrower shall indemnify, hold harmless and defend (with counsel reasonably acceptable to the County) the County against any claim for damages, compensation, fines, penalties or other amounts arising out of the failure or alleged failure of any person or entity (including Borrower, its architect, contractor and subcontractors) to rehabilitate the Development in accordance with the Accessibility Requirements. The requirements in this Subsection survive repayment of the Combined County Loan and the reconveyance of the Deed of Trust. Section 3.10 Equal Opportunity. During the rehabilitation of the Development discrimination on the basis of race, color, creed, religion, age, sex, sexual orientation, marital status, national origin, ancestry, or disability in the hiring, firing, promoting, or demoting of any person engaged in the construction work is not allowed. Section 3.11 Minority and Women-Owned Contractors. Borrower shall use its best efforts to afford minority-owned and women-owned business enterprises the maximum practicable opportunity to participate in the rehabilitation of the Development. Borrower shall, at a minimum, notify applicable minority-owned and women- owned business firms located in Contra Costa County of bid opportunities for the rehabilitation October 17, 2017 Contra Costa County Board of Supervisors 1066 33 863\102\2134750.4 of the Development. A listing of minority owned and women owned businesses located in the County and neighboring counties is available from the County. Documentation of such notifications must be maintained by Borrower and available to the County upon request. Section 3.12 Progress Reports. Until such time as Borrower has received a certificate of occupancy (or functional equivalent) from Concord and the County for the Development, Borrower shall provide the County with quarterly progress reports regarding the status of the rehabilitation of the Development, including a certification that the actual construction costs to date conform to the Approved Development Budget, as it may be amended from time to time pursuant to Section 3.16 below. Section 3.13 Construction Responsibilities. (a) Borrower is responsible for the coordination and scheduling of the work to be performed so that commencement and completion of the rehabilitation of the Development takes place in accordance with this Agreement. (b) Borrower is solely responsible for all aspects of Borrower's conduct in connection with the Development, including (but not limited to) the quality and suitability of the plans and specifications, 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 County with reference to the Development is solely for the purpose of determining whether Borrower is properly discharging its obligations to the County, and may not be relied upon by Borrower or by any third parties as a warranty or representation by the County as to the quality of the design or rehabilitation of the Development. Section 3.14 Mechanics Liens, Stop Notices, and Notices of Completion. (a) If any claim of lien is filed against the Property or a stop notice affecting the Combined County Loan is served on the County or any other lender or other third party in connection with the Development, then Borrower shall, within twenty (20) days after such filing or service, either pay and fully discharge the lien or stop notice, effect the release of such lien or stop notice by delivering to the County a surety bond in sufficient form and amount, or provide the County with other assurance satisfactory to the County that the claim of lien or stop notice will be paid or discharged. (b) If Borrower fails to discharge any lien, encumbrance, charge, or claim in the manner required in this Section, then in addition to any other right or remedy, the County may (but is under no obligation to) discharge such lien, encumbrance, charge, or claim at Borrower's expense. Alternately, the County may require Borrower to immediately deposit with the County the amount necessary to satisfy such lien or claim and any costs, pending resolution thereof. The County may use such deposit to satisfy any claim or lien that is adversely determined against Borrower. (c) Borrower shall file a valid notice of cessation or notice of completion October 17, 2017 Contra Costa County Board of Supervisors 1067 34 863\102\2134750.4 upon cessation of construction work on the Development for a continuous period of thirty (30) days or more, and take all other steps necessary to forestall the assertion of claims of lien against the Property. Borrower authorizes the County, but the County has no obligation, to record any notices of completion or cessation of labor, or any other notice that the County deems necessary or desirable to protect its interest in the Development and Property. Section 3.15 Inspections. (a) Borrower shall permit and facilitate, and shall require its contractors to permit and facilitate, observation and inspection at the Development by the County and by public authorities during reasonable business hours during the Term, for the purposes of determining compliance with this Agreement. (b) The County will perform inspections both during and upon completion of construction of the Development to determine if the Development is being constructed in accordance with the HOME Regulations, including the property standards set forth in 24 C.F.R. 92.251, and the Rehabilitation Standards. Borrower shall give the County notice when the rehabilitation of the Development is complete. If the County determines the Development is not being constructed in accordance with the HOME Regulations and the Rehabilitation Standards, the County will provide Borrower with a written report of the deficiencies. Borrower shall correct such deficiencies within the timeframe set forth in the notice provided to Borrower by the County. The Development may not be occupied until such deficiencies have been corrected to the satisfaction of the County. Section 3.16 Approved Development Budget; Revisions to Budget. As of the date of this Agreement, the County has approved the Approved Development Budget set forth in Exhibit B. Borrower shall submit any required amendments to the Approved Development Budget to the County for approval within five (5) days after the date Borrower receives information indicating that actual costs of the Development vary or will vary from the costs shown on the Approved Development Budget. Written consent of the County will be required to amend the Approved Development Budget. Section 3.17 Developer Fee. The maximum cumulative Developer Fee that may be paid to any entity or entities providing development services to the Development, whether paid up-front or on a deferred basis, is not to exceed the amount allowed by TCAC and as approved by the County. For the purposes of this Agreement "Developer Fee" has the meaning set forth in California Code of Regulations, Title 4, Section 10302(l). The total of Developer Fee paid, whether paid up-front out of development sources or on a deferred basis out of Annual Operating Expenses, is not to exceed Four Million Five Hundred Thousand Dollars ($4,500,000), provided that Borrower's general partner is required to make a capital contribution of at least _________________________ Dollars ($____________________) to the Partnership prior to or at Permanent Conversion. The amount of Developer Fee payable to the Developer out of development sources shall not exceed One Million Five Hundred Thousand Dollars ($1,500,000). October 17, 2017 Contra Costa County Board of Supervisors 1068 35 863\102\2134750.4 Section 3.18 Partnership/Asset Fee. During the Fifteen Year Compliance Period, the Partnership/Asset Fee is not to exceed Thirty-Two Thousand Dollars ($32,000) per year. After the expiration of the Fifteen Year Compliance Period, the Partnership/Asset Fee is not to exceed Twenty-Five Thousand Dollars ($25,000) per year. Section 3.19 NEPA Mitigation Requirements. Borrower shall comply with the NEPA mitigation requirements set forth in the attached Exhibit C in the rehabilitation of the Riley Improvements. ARTICLE 4 LOAN REQUIREMENTS Section 4.1 Match Requirement. Borrower shall ensure that the Combined County Loan is matched with a minimum of Two Hundred Six Thousand Two Hundred Fifty Dollars ($206,250) in other, non-federal sources, pursuant to and eligible under applicable HOME Regulations. Section 4.2 Reserve Accounts. (a) Replacement Reserve Account. Borrower shall establish and maintain an account that is available for capital expenditures for repairs and replacement necessary to maintain the Development in the condition required by the Loan Documents (the "Replacement Reserve Account"). Borrower shall make annual deposits to the Replacement Reserve Account and replenish the Replacement Reserve Account in the amounts required in the Partnership Agreement and/or the documents evidencing the CCRC Loan, whichever is greater. In no event shall the annual amount deposited in the Replacement Reserve Account exceed Six Hundred Dollars ($600) per unit, increasing by the applicable consumer price index every five (5) years, or such greater amount required in connection with the Partnership Agreement or any permanent financing, and approved by the County. (b) Operating Reserve Account. Borrower shall establish and maintain an account that is available to fund operating deficits (which is the amount by which Annual Operating Expenses exceed Gross Revenue for any period) (the "Operating Reserve Account"). Borrower shall capitalize the Operating Reserve Account in the amount required by TCAC (currently three months of Annual Operating Expenses); provided, however that if the Partnership Agreement or the documents evidencing the CCRC Loan require the Operating Reserve Account to be capitalized and replenished in an amount greater than the TCAC requirement, Borrower shall capitalize and replenish the Operating Reserve Account as required by the Partnership Agreement or the documents evidencing the CCRC Loan, as applicable, for as long as the Partnership Agreement or the CCRC Loan, as applicable, is outstanding. In no event may the amount held in the Operating Reserve Account exceed six (6) months gross rent from the Development (as such rent may vary from time to time). October 17, 2017 Contra Costa County Board of Supervisors 1069 36 863\102\2134750.4 Section 4.3 Financial Accountings and Post-Completion Audits. (a) No later than ninety (90) days following completion of rehabilitation of the Development, Borrower shall provide to the County for its review and approval a financial accounting of all sources and uses of funds for the Development. (b) No later than one hundred twenty (120) days after Permanent Conversion, Borrower shall submit an audited financial report showing the sources and uses of all funds utilized for the Development. This requirement may be satisfied by providing the Final Cost Certification to the County. "Final Cost Certification" means the Final Cost Certification Sources and Uses of Funds prepared by Borrower for the Development that: (i) Borrower submits to TCAC; and (ii) has been prepared using generally accepted accounting standards in effect in the United States of America from time to time, consistently applied. Section 4.4 Approval of Annual Operating Budget. At the beginning of each year of the Term, Borrower shall provide to the County an annual budget for the operation of the Development. The County may request additional information to assist the County in evaluating the financial viability of the Development. Unless rejected by the County in writing within thirty (30) days after receipt of the budget, the budget will be deemed accepted. If rejected by the County in whole or in part, Borrower shall submit a new or corrected budget within thirty (30) calendar days after notification of the County's rejection and the reasons therefor. The provisions of this Section relating to time periods for resubmission of new or corrected budgets will continue to apply until such budget has been approved by the County. Section 4.5 Information. Borrower shall provide any information reasonably requested by the County in connection with the Development, including (but not limited to) any information required by HUD in connection with Borrower's use of the Combined County Loan funds. Section 4.6 County Audits. (a) Each year, Borrower shall provide the County with a copy of Borrower's annual audit, which is to include information on all of Borrower's activities and not just those pertaining to the Development. (b) In addition, the County may, at any time, audit all of Borrower's books, records, and accounts pertaining to the Development including but not limited to the Residual Receipts of the Development. Any such audit is to be conducted during normal business hours at the principal place of business of Borrower and wherever records are kept. Immediately after the completion of an audit, the County shall deliver a copy of the results of the audit to Borrower. (c) If it is determined as a result of an audit that there has been a deficiency in a loan repayment to the County then such deficiency will become immediately due and payable, with interest at the Default Rate from the date the deficient amount should have been paid. In addition, if the audit determines that Residual Receipts have been understated for any year by the October 17, 2017 Contra Costa County Board of Supervisors 1070 37 863\102\2134750.4 greater of: (i) Two Thousand Five Hundred Dollars ($2,500); and (ii) an amount that exceeds five percent (5%) of the Residual Receipts, then, in addition to paying the deficiency with interest, Borrower shall pay all of the County's costs and expenses connected with the audit and review of Borrower's accounts and records. Section 4.7 Hazardous Materials. (a) Borrower shall keep and maintain the Property (including but not limited to, soil and ground water conditions) in compliance with all Hazardous Materials Laws and may not cause or permit the Property to be in violation of any Hazardous Materials Law. Borrower may not cause or permit the use, generation, manufacture, storage or disposal of on, under, or about the Property or transportation to or from the Property of any Hazardous Materials, except such of the foregoing as may be customarily used in construction of projects like the Development or kept and used in and about residential property of this type. (b) Borrower shall immediately advise the County in writing if at any time it receives written notice of any Hazardous Materials Claims, and Borrower's discovery of any occurrence or condition on any real property adjoining or in the vicinity of the Property that could cause the Property or any part thereof to be subject to any restrictions on the ownership, occupancy, transferability or use of the Property under any Hazardous Materials Law including but not limited to the provisions of California Health and Safety Code, Section 25220 et seq., or any regulation adopted in accordance therewith. (c) The County has the right to join and participate in, as a party if it so elects, and be represented by counsel acceptable to the County (or counsel of its own choice if a conflict exists with Borrower) in any legal proceedings or actions initiated in connection with any Hazardous Materials Claims and to have its reasonable attorneys' fees in connection therewith paid by Borrower. (d) Borrower shall indemnify and hold harmless the County and its board members, supervisors, directors, officers, employees, agents, successors and assigns from and against any loss, damage, cost, fine, penalty, judgment, award, settlement, expense or liability, directly or indirectly arising out of or attributable to: (i) any actual or alleged past or present violation of any Hazardous Materials Law; (ii) any Hazardous Materials Claim; (iii) any actual or alleged past or present use, generation, manufacture, storage, release, threatened release, discharge, disposal, transportation, or presence of Hazardous Materials on, under, or about the Property; (iv) any investigation, cleanup, remediation, removal, or restoration work of site conditions of the Property relating to Hazardous Materials (whether on the Property or any other property); and (v) the breach of any representation of warranty by or covenant of Borrower in this Section 4.7, and Section 5.1(l). Such indemnity shall include, without limitation: (x) all consequential damages; (y) the costs of any required or necessary investigation, repair, cleanup or detoxification of the Property and the preparation and implementation of any closure, remedial or other required plans; and (z) all reasonable costs and expenses incurred by the County in connection with clauses (x) and (y), including but not limited to reasonable attorneys' fees and consultant fees. This indemnification applies whether or not any government agency has issued a cleanup order. Losses, claims, costs, suits, liability, and expenses covered by this indemnification provision include, but are not limited to: (1) losses attributable to diminution in the value of the Property, (2) loss or restriction of use of rentable space on the Property, (3) October 17, 2017 Contra Costa County Board of Supervisors 1071 38 863\102\2134750.4 adverse effect on the marketing of any rental space on the Property, and (4) penalties and fines levied by, and remedial or enforcement actions of any kind issued by any regulatory agency (including but not limited to the costs of any required testing, remediation, repair, removal, cleanup or detoxification of the Property and surrounding properties). This obligation to indemnify will survive termination of this Agreement and will not be diminished or affected in any respect as a result of any notice, disclosure, knowledge, if any, to or by the County of Hazardous Materials. (e) Without the County's prior written consent, which will not be unreasonably withheld, Borrower may not take any remedial action in response to the presence of any Hazardous Materials on, under or about the Property, nor enter into any settlement agreement, consent decree, or other compromise in respect to any Hazardous Material Claims, which remedial action, settlement, consent decree or compromise might, in the County's judgment, impair the value of the County's security hereunder; provided, however, that the County's prior consent is not necessary in the event that the presence of Hazardous Materials on, under, or about the Property either poses an immediate threat to the health, safety or welfare of any individual or is of such a nature that an immediate remedial response is necessary and it is not reasonably possible to obtain the County's consent before taking such action, provided that in such event Borrower shall notify the County as soon as practicable of any action so taken. The County agrees not to withhold its consent, where such consent is required hereunder, if: (i) a particular remedial action is ordered by a court of competent jurisdiction; (ii) Borrower will or may be subjected to civil or criminal sanctions or penalties if it fails to take a required action; (iii) Borrower establishes to the satisfaction of the County that there is no reasonable alternative to such remedial action which would result in less impairment of the County's security hereunder; or (iv) the action has been agreed to by the County. (f) Borrower hereby acknowledges and agrees that: (i) this Section is intended as the County's written request for information (and Borrower's response) concerning the environmental condition of the Property as required by California Code of Civil Procedure Section 726.5; and (ii) each representation and warranty in this Agreement (together with any indemnity obligation applicable to a breach of any such representation and warranty) with respect to the environmental condition of the Property is intended by the Parties to be an "environmental provision" for purposes of California Code of Civil Procedure Section 736. (g) In the event that any portion of the Property is determined to be "environmentally impaired" (as that term is defined in California Code of Civil Procedure Section 726.5(e)(3)) or to be an "affected parcel" (as that term is defined in California Code of Civil Procedure Section 726.5(e)(1)), then, without otherwise limiting or in any way affecting the County's or the trustee's rights and remedies under the Deed of Trust, the County may elect to exercise its rights under California Code of Civil Procedure Section 726.5(a) to: (i) waive its lien on such environmentally impaired or affected portion of the Property; and (ii) exercise, (1) the rights and remedies of an unsecured creditor, including reduction of its claim against Borrower to judgment, and (2) any other rights and remedies permitted by law. For purposes of determining the County's right to proceed as an unsecured creditor under California Code of Civil Procedure Section 726.5(a), Borrower will be deemed to have willfully permitted or acquiesced in a release or threatened release of Hazardous Materials, within the meaning of California Code of Civil Procedure Section 726.5(d)(1), if the release or threatened release of October 17, 2017 Contra Costa County Board of Supervisors 1072 39 863\102\2134750.4 Hazardous Materials was knowingly or negligently caused or contributed to by any lessee, occupant, or user of any portion of the Property and Borrower knew or should have known of the activity by such lessee, occupant, or user which caused or contributed to the release or threatened release. All costs and expenses, including (but not limited to) attorneys' fees, incurred by the County in connection with any action commenced under this paragraph, including any action required by California Code of Civil Procedure Section 726.5(b) to determine the degree to which the Property is environmentally impaired, plus interest thereon at the Default Rate, until paid, will be added to the indebtedness secured by the Deed of Trust and is due and payable to the County upon its demand made at any time following the conclusion of such action. Section 4.8 Maintenance; Damage and Destruction. (a) During the course of both construction and operation of the Development, Borrower shall maintain the Development and the Property in good repair and in a neat, clean and orderly condition, and in accordance with the Regulatory Agreements. (b) Subject to the requirements of senior lenders, and if economically feasible in the County's judgment after consultation with Borrower, if any improvement now or in the future on the Property is damaged or destroyed, then Borrower shall, at its cost and expense, diligently undertake to repair or restore such improvement consistent with the plans and specifications approved by the County with such changes as have been approved by the County. Such work or repair is to be commenced no later than the later of one hundred twenty (120) days, or such longer period approved by the County in writing, after the damage or loss occurs or thirty (30) days following receipt of the insurance or condemnation proceeds, and is to be complete within one (1) year thereafter. Any insurance or condemnation proceeds collected for such damage or destruction are to be applied to the cost of such repairs or restoration and, if such insurance or condemnation proceeds are insufficient for such purpose, then Borrower shall make up the deficiency. If Borrower does not promptly make such repairs then any insurance or condemnation proceeds collected for such damage or destruction are to be promptly delivered by Borrower to the County as a special repayment of the Combined County Loan, subject to the rights of the senior lenders, if any. Section 4.9 Fees and Taxes. Borrower is solely responsible for payment of all fees, assessments, taxes, charges, and levies imposed by any public authority or utility company with respect to the Property or the Development, and shall pay such charges prior to delinquency and at such times and in such manner as to prevent any penalty from accruing, or any lien or charge from attaching to the Property. Borrower is also solely responsible for payment of all personal property taxes, and all franchise, income, employment, old age benefit, withholding, sales, and other taxes assessed against it, or payable by it, and shall pay such charges prior to delinquency and at such times and in such manner as to prevent any penalty from accruing, or any lien or charge from attaching to the Property. However, Borrower is not required to pay and discharge any such charge so long as: (i) the legality thereof is being contested diligently and in good faith and by appropriate proceedings; and (ii) if requested by the County, Borrower deposits with the County any funds or October 17, 2017 Contra Costa County Board of Supervisors 1073 40 863\102\2134750.4 other forms of assurance that the County in good faith from time to time determines appropriate to protect the County from the consequences of the contest being unsuccessful. In the event Borrower exercises its right to contest any tax, assessment, or charge against it, Borrower, on final determination of the proceeding or contest, will immediately pay or discharge any decision or judgment rendered against it, together with all costs, charges and interest. Borrower shall not apply for a property tax exemption for the Property under any provision of law except California Revenue and Taxation Section 214(g) without the prior written consent of the County. Section 4.10 Notice of Litigation. Borrower shall promptly notify the County in writing of any litigation that has the potential to materially affect Borrower or the Property and of any claims or disputes that involve a material risk of such litigation. Section 4.11 Operation of Development as Affordable Housing. Borrower shall operate the Development (i) in accordance with all applicable laws, codes, ordinances, rules and regulations of federal, state, county or municipal governments or agencies now in force or that may be enacted hereafter, and (ii) as an affordable housing development consistent with: (1) HUD's requirements for use of HOPWA Funds, CDBG Funds and HOME Funds; (2) the Regulatory Agreements; and (3) any other regulatory requirements imposed on Borrower including but not limited to regulatory agreements associated with the Combined Concord Loan, and Low Income Housing Tax Credits provided by TCAC, and rental subsidies provided to the Development. Section 4.12 Nondiscrimination. (a) Borrower covenants by and for itself and its successors and assigns that there will be no discrimination against or segregation of a person or of a group of persons on account of race, color, religion, creed, age (except for lawful senior housing in accordance with state and federal law), familial status, disability, sex, sexual orientation, marital status, ancestry or national origin in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the Property, nor may Borrower or any person claiming under or through Borrower 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 Property. The foregoing covenant will run with the land. (b) Nothing in this Section prohibits Borrower from requiring County- Assisted Units in the Development to be available to and occupied by eligible households in accordance with the Regulatory Agreements. Section 4.13 Transfer. (a) For purposes of this Agreement, "Transfer" means any sale, assignment, October 17, 2017 Contra Costa County Board of Supervisors 1074 41 863\102\2134750.4 or transfer, whether voluntary or involuntary, of: (i) any rights and/or duties under this Agreement; and/or (ii) any interest in the Development, including (but not limited to) a fee simple interest, a joint tenancy interest, a life estate, a partnership interest, a leasehold interest, a security interest, or an interest evidenced by a land contract by which possession of the Development is transferred and Borrower retains title. The term "Transfer" excludes the leasing of any single unit in the Development to an occupant in compliance with the Regulatory Agreements. The County Director – Department of Conservation and Development is authorized to execute assignment and assumption agreements on behalf of the County to implement any approved Transfer. (b) Except as otherwise permitted in this Section 4.13, no Transfer is permitted without the prior written consent of the County, which the County may withhold in its sole discretion. The Combined County Loan will automatically accelerate and be due in full upon any Transfer made without the prior written consent of the County. (c) The County hereby approves the admission of the Investor Limited Partner to Borrower as a limited partner. The County hereby approves future Transfers of the limited partner interest of Borrower provided that: (i) such Transfers do not affect the timing and amount of the Investor Limited Partner capital contributions provided for in the Partnership Agreement; and (ii) in subsequent Transfers, the Investor Limited Partner or an affiliate thereof, retains a membership or partnership interest and serves as a managing member or managing general partner of the successor limited partner. (d) The County hereby approves a Transfer of the Property from Borrower to RCD, or a non-profit affiliate of RCD, and an assumption of the Combined County Loan by such transferee at the end of the Fifteen Year Compliance Period, provided that: (i) such Transfer is pursuant to an option or right of first refusal agreement referenced in the Partnership Agreement, and (ii) the transferee expressly assumes the obligations of Borrower under the Loan Documents, utilizing a form of assignment and assumption agreement provided by the County. (e) The County hereby approves the purchase of the Investor Limited Partner interest by RCD, or a non-profit affiliate of RCD at the end of the Fifteen Year Compliance Period, provided that such Transfer is pursuant to an option or right of first refusal agreement referenced in the Partnership Agreement. (f) In the event the general partner of Borrower is removed by the limited partner of Borrower for cause following default under the Partnership Agreement, the County hereby approves the Transfer of the general partner interest to (i) a 501(c)(3) tax exempt nonprofit corporation or other entity with a 501(c)(3) tax exempt nonprofit corporation member or partner, that is selected by the Investor Limited Partner and approved by the County, and (ii) the Investor Limited Partner or an affiliate thereof, but only for a period not to exceed ninety (90) days from the date of removal of the general partner, during which time such entity shall diligently seek a replacement general partner meeting the requirements of subsection (i) above. (g) The County hereby approves the grant of the security interests in the Development for Approved Financing. October 17, 2017 Contra Costa County Board of Supervisors 1075 42 863\102\2134750.4 Section 4.14 Insurance Requirements. (a) Borrower shall maintain the following insurance coverage throughout the Term of the Combined County Loan: (i) Workers' Compensation insurance to the extent required by law, including Employer's Liability coverage, with limits not less than One Million Dollars ($1,000,000) each accident. (ii) Commercial General Liability insurance with limits not less than Two Million Dollars ($2,000,000) each occurrence combined single limit for Bodily Injury and Property Damage, including coverages for Contractual Liability, Personal Injury, Broadform Property Damage, Products and Completed Operations. (iii) 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. (iv) Builders' Risk insurance during the course of construction, and upon completion of construction, property insurance covering the Development, in form appropriate for the nature of such property, covering all risks of loss, excluding earthquake, for one hundred percent (100%) of the replacement value, with deductible, if any, acceptable to the County, naming the County as a Loss Payee, as its interests may appear. Flood insurance must be obtained if required by applicable federal regulations. (v) Commercial crime insurance covering all officers and employees, for loss of Combined County Loan proceeds caused by dishonesty, in an amount approved by the County, naming the County a Loss Payee, as its interests may appear. (b) Borrower shall cause any general contractor, agent, or subcontractor working on the Development under direct contract with Borrower or subcontract to maintain insurance of the types and in at least the minimum amounts described in subsections (i), (ii), and (iii) above, except that the limit of liability for commercial general liability insurance for subcontractors must be One Million Dollars ($1,000,000), and must require that such insurance will meet all of the general requirements of subsections (d) and (e) below. (c) The required insurance must be provided under an occurrence form, and Borrower shall maintain the coverage described in subsection (a) 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 times the occurrence limits specified above. (d) Commercial General Liability, Automobile Liability and Property insurance policies must be endorsed to name as an additional insured the County and its officers, agents, employees and members of the County Board of Supervisors. (e) All policies and bonds are to contain: (i) the agreement of the insurer to October 17, 2017 Contra Costa County Board of Supervisors 1076 43 863\102\2134750.4 give the County at least thirty (30) days' notice prior to cancellation (including, without limitation, for non-payment of premium) or any material change in said policies; (ii) an agreement that such policies are primary and non-contributing with any insurance that may be carried by the County; (iii) a provision that no act or omission of Borrower shall affect or limit the obligation of the insurance carrier to pay the amount of any loss sustained; and (iv) a waiver by the insurer of all rights of subrogation against the County and its authorized parties in connection with any loss or damage thereby insured against. Section 4.15 Covenants Regarding Approved Financing and Partnership Agreement. (a) Borrower shall promptly pay the principal and interest when due on any Approved Financing. (b) Borrower shall promptly notify the County in writing of the existence of any default under any documents evidencing Approved Financing whether or not a default has been declared by the lender, and any defaults under the Partnership Agreement, and provide the County copies of any notice of default. (c) Borrower may not amend, modify, supplement, cancel or terminate the Partnership Agreement or any documents related to any loan that is part of the Approved Financing without the prior written consent of the County except for amendments solely to effectuate Transfers permitted under Section 4.13 above. Borrower shall provide the County copies of all amendments, modifications, and supplements to the Partnership Agreement and any document elated to any loan that is part of Approved Financing. (d) Borrower may not incur any indebtedness of any kind other than Approved Financing or encumber the Development with any liens (other than liens for Approved Financing approved by the County) without the prior written consent of the County. (e) The Partnership Agreement may not include any provisions that conflict with the provisions of this Agreement, including, without limitation, the Residual Receipts definition and the payment provisions of Section 2.10 above. To the extent the Partnership Agreement is inconsistent with this Agreement with respect to the repayment of the Combined County Loan, this Agreement will control. ARTICLE 5 REPRESENTATIONS AND WARRANTIES OF BORROWER Section 5.1 Representations and Warranties. Borrower hereby represents and warrants to the County as follows and acknowledges, understands, and agrees that the representations and warranties set forth in this Article 5 are deemed to be continuing during all times when any portion of the Combined County Loan remains outstanding: (a) Organization. Borrower is duly organized, validly existing and in good standing under the laws of the State of California and has the power and authority to own its October 17, 2017 Contra Costa County Board of Supervisors 1077 44 863\102\2134750.4 property and carry on its business as now being conducted. (b) Authority of Borrower. Borrower has full power and authority to execute and deliver this Agreement and to make and accept the borrowings contemplated hereunder, to execute and deliver the Loan Documents and all other documents or instruments executed and delivered, or to be executed and delivered, pursuant to 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 the Loan Documents and all other documents or instruments executed and delivered, or to be executed and delivered, pursuant to this Agreement have been executed and delivered by persons who are duly authorized to execute and deliver the same for and on behalf of Borrower, and all actions required under Borrower's organizational documents and applicable governing law for the authorization, execution, delivery and performance of this Agreement and the Loan Documents and all other documents or instruments executed and delivered, or to be executed and delivered, pursuant to this Agreement, have been duly taken. (d) Valid Binding Agreements. The Loan Documents and all other documents or instruments executed and delivered pursuant to 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 Borrower enforceable against it in accordance with their respective terms. (e) No Breach of Law or Agreement. Neither the execution nor delivery of the Loan Documents or of any other documents or instruments executed and delivered, or to be executed or delivered, pursuant to this Agreement, nor the performance of any provision, condition, covenant or other term hereof or thereof, will: (i) conflict with or result in a breach of any statute, rule or regulation, or any judgment, decree or order of any court, board, commission or agency whatsoever that is binding on Borrower, or conflict with any provision of the organizational documents of Borrower, or conflict with any agreement to which Borrower is a party; or (ii) result in the creation or imposition of any lien upon any assets or property of Borrower, other than liens established pursuant hereto. (f) Compliance with Laws; Consents and Approvals. The rehabilitation of the Development will comply with all applicable laws, ordinances, rules and regulations of federal, state and local governments and agencies and with all applicable directions, rules and regulations of the fire marshal, health officer, building inspector and other officers of any such government or agency. (g) Pending Proceedings. Borrower is not in default under any law or regulation or under any order of any court, board, commission or agency whatsoever, and there are no claims, actions, suits or proceedings pending or, to the knowledge of Borrower, threatened against or affecting Borrower or the Development, at law or in equity, before or by any court, board, commission or agency whatsoever which might, if determined adversely to Borrower, materially affect Borrower's ability to repay the Combined County Loan or impair the security to be given to the County pursuant hereto. (h) Title to Land. At the time of recordation of the Deed of Trust, Borrower October 17, 2017 Contra Costa County Board of Supervisors 1078 45 863\102\2134750.4 will have good and marketable fee title to the Development and there will exist thereon or with respect thereto no mortgage, lien, pledge or other encumbrance of any character whatsoever other than liens shown on the County's title policy provided pursuant to Section 2.8(h) above, or approved in writing by the County. (i) Financial Statements. The financial statements of Borrower and other financial data and information furnished by Borrower to the County fairly and accurately present the information contained therein. As of the date of this Agreement, there has not been any material adverse change in the financial condition of Borrower from that shown by such financial statements and other data and information. (j) Sufficient Funds. Borrower holds sufficient funds and/or binding commitments for sufficient funds to complete the acquisition of the Property and the rehabilitation of the Development in accordance with the terms of this Agreement. (k) Taxes. Borrower and its subsidiaries have filed all federal and other material tax returns and reports required to be filed, and have paid all federal and other material taxes, assessments, fees and other governmental charges levied or imposed upon them or their income or the Property otherwise due and payable, except those that are being contested in good faith by appropriate proceedings and for which adequate reserves have been provided in accordance with generally accepted accounting principles. There is no proposed tax assessment against Borrower or any of its subsidiaries that could, if made, be reasonably expected to have a material adverse effect on the property, liabilities (actual or contingent), operations, condition (financial or otherwise) or prospects of Borrower and its subsidiaries, taken as a whole, or which could result in (i) a material impairment of the ability of Borrower to perform under any loan document to which it is a party, or (ii) a material adverse effect upon the legality, validity, binding effect or enforceability against Borrower of any Loan Document. (l) Hazardous Materials. To the best of Borrower's knowledge, except as disclosed in writing by Borrower to the County prior to the date of this Agreement: (i) no Hazardous Material has been disposed of, stored on, discharged from, or released to or from, or otherwise now exists in, on, under, or around, the Property; (ii) neither the Property nor Borrower is in violation of any Hazardous Materials Law; and (iii) neither the Property nor Borrower is subject to any existing, pending or threatened Hazardous Materials Claims. ARTICLE 6 DEFAULT AND REMEDIES Section 6.1 Events of Default. Any one or more of the following constitutes an "Event of Default" by Borrower under this Agreement: (a) Failure to Construct. If Borrower fails to obtain permits, or to commence and prosecute construction of the Development to completion, within the times set forth in Article 3 above. (b) Failure to Make Payment. If Borrower fails to make any payment when October 17, 2017 Contra Costa County Board of Supervisors 1079 46 863\102\2134750.4 such payment is due pursuant to the Loan Documents. (c) Failure to Submit Plans. If Borrower fails to submit a Marketing Plan, Tenant Selection Plan, or Social Services Plan that is approved by the County in accordance with the Regulatory Agreements. (d) Breach of Covenants. If Borrower fails to duly perform, comply with, or observe any other condition, term, or covenant contained in this Agreement (other than as set forth in Section 6.1(a) through Section 6.1(c), and Section 6.1(e) through Section 6.1(m)), or in any of the other Loan Documents, and Borrower fails to cure such default within thirty (30) days after receipt of written notice thereof from the County to Borrower. (e) Default Under Other Loans. If a default is declared under any other financing for the Development by the lender of such financing and such default remains uncured following any applicable notice and cure period. (f) Insolvency. If a court having jurisdiction makes or enters any decree or order: (i) adjudging Borrower to be bankrupt or insolvent; (ii) approving as properly filed a petition seeking reorganization of Borrower, or seeking any arrangement for Borrower under the bankruptcy law or any other applicable debtor's relief law or statute of the United States or any state or other jurisdiction; (iii) appointing a receiver, trustee, liquidator, or assignee of Borrower in bankruptcy or insolvency or for any of their properties; (iv) directing the winding up or liquidation of Borrower if any such decree or order described in clauses (i) to (iv), inclusive, is unstayed or undischarged for a period of ninety (90) calendar days; or (v) Borrower admits in writing its inability to pay its debts as they fall due or will have voluntarily submitted to or filed a petition seeking any decree or order of the nature described in clauses (i) to (iv), inclusive. The occurrence of any of the Events of Default in this paragraph will act to accelerate automatically, without the need for any action by the County, the indebtedness evidenced by the Notes. (g) Assignment; Attachment. If Borrower assigns its assets for the benefit of its creditors or suffers a sequestration or attachment of or execution on any substantial part of its property, unless the property so assigned, sequestered, attached or executed upon is returned or released within ninety (90) calendar days after such event or, if sooner, prior to sale pursuant to such sequestration, attachment, or execution. The occurrence of any of the events of default in this paragraph shall act to accelerate automatically, without the need for any action by the County, the indebtedness evidenced by the Notes. (h) Suspension; Termination. If Borrower voluntarily suspends its business or, the partnership is dissolved or terminated, other than a technical termination of the partnership for tax purposes. (i) Liens on Property and the Development. If any claim of lien (other than liens allowed pursuant to any Loan Document or approved in writing by the County) is filed against the Development or any part thereof, or any interest or right made appurtenant thereto, or the service of any notice to withhold proceeds of the Combined County Loan and the continued maintenance of said claim of lien or notice to withhold for a period of twenty (20) days, without discharge or satisfaction thereof or provision therefor (including, without limitation, the posting of bonds) satisfactory to the County. October 17, 2017 Contra Costa County Board of Supervisors 1080 47 863\102\2134750.4 (j) Condemnation. If there is a condemnation, seizure, or appropriation of all or the substantial part of the Property and the Development other than by the County. (k) Unauthorized Transfer. If any Transfer occurs other than as permitted pursuant to Section 4.13. (l) Representation or Warranty Incorrect. If any Borrower representation or warranty contained in this Agreement, or in any application, financial statement, certificate, or report submitted to the County in connection with any of the Loan Documents, proves to have been incorrect in any material respect when made. (m) Applicability to General Partner. The occurrence of any of the events set forth in Section 6.1(f) through Section 6.1(h) in relation to Borrower's managing general partner, unless the removal and replacement of Borrower's managing general partner in accordance with Section 4.13(f) within the time frame set forth in Section 6.5 cures such a default. Section 6.2 Remedies. Upon the occurrence of an Event of Default and until such Event of Default is cured or waived, the County is relieved of any obligation to disburse any portion of the New Loan. In addition, upon the occurrence of an Event of Default and following the expiration of all applicable notice and cure periods the County may proceed with any and all remedies available to it under law, this Agreement, and the other Loan Documents. Such remedies include but are not limited to the following: (a) Acceleration of Notes. The County may cause all indebtedness of Borrower to the County under this Agreement and the Notes, together with any accrued interest thereon, to become immediately due and payable. Borrower waives all right to presentment, demand, protest or notice of protest or dishonor. The County may proceed to enforce payment of the indebtedness and to exercise any or all rights afforded to the County as a creditor and secured party under the law including the Uniform Commercial Code, including foreclosure under the Deed of Trust. Borrower is liable to pay the County on demand all reasonable expenses, costs and fees (including, without limitation, reasonable attorney's fees and expenses) paid or incurred by the County in connection with the collection of the Combined County Loan and the preservation, maintenance, protection, sale, or other disposition of the security given for the Combined County Loan. (b) Specific Performance. The County has the right to mandamus or other suit, action or proceeding at law or in equity to require Borrower to perform its obligations and covenants under the Loan Documents or to enjoin acts on things that may be unlawful or in violation of the provisions of the Loan Documents. (c) Right to Cure at Borrower's Expense. The County has the right (but not the obligation) to cure any monetary default by Borrower under a loan other than the Combined County Loan. Upon demand therefor, Borrower shall reimburse the County for any funds advanced by the County to cure such monetary default by Borrower, together with interest thereon from the date of expenditure until the date of reimbursement at the Default Rate. October 17, 2017 Contra Costa County Board of Supervisors 1081 48 863\102\2134750.4 Section 6.3 Right of Contest. Borrower may contest in good faith any claim, demand, levy, or assessment the assertion of which would constitute an Event of Default hereunder. Any such contest is to be prosecuted diligently and in a manner unprejudicial to the County or the rights of the County hereunder. Section 6.4 Remedies Cumulative. No right, power, or remedy given to the County by the terms of this Agreement or the other Loan Documents is intended to be exclusive of any other right, power, or remedy; and each and every such right, power, or remedy is cumulative and in addition to every other right, power, or remedy given to the County by the terms of any such instrument, or by any statute or otherwise against Borrower and any other person. Neither the failure nor any delay on the part of the County to exercise any such rights and remedies will operate as a waiver thereof, nor does any single or partial exercise by the County of any such right or remedy preclude any other or further exercise of such right or remedy, or any other right or remedy. Section 6.5 Notice and Cure Rights of Limited Partner. The County shall provide the Investor Limited Partner and any limited partner of Borrower who has requested written notice from the County ("Permitted Limited Partner") a duplicate copy of all notices of default that the County may give to or serve in writing upon Borrower pursuant to the terms of the Loan Documents, at the address set forth in Section 7.9, provided, the County shall have no liability to the Permitted Limited Partner for its failure to do so. The Permitted Limited Partner has the right, but not the obligation, to cure any default of Borrower set forth in such notice, during the applicable cure period described in the Loan Documents, and the County will accept tender of such cure as if delivered by Borrower. If the Permitted Limited Partner is unable to cure a default because Borrower's general partner is in bankruptcy and/or because the cure requires removal of the general partner of Borrower and the Permitted Limited Partner is proceeding diligently to remove the general partner of Borrower in order to effect a cure of the Default, the cure period will be extended for such reasonable time as is necessary for the Permitted Limited Partner to effect a cure of the Default, but in no event longer than sixty (60) days after the date of receipt by the Permitted Limited Partner of written notice of the default. ARTICLE 7 GENERAL PROVISIONS Section 7.1 Relationship of Parties. Nothing contained in this Agreement is to 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 County and Borrower or its agents, employees or contractors, and Borrower will at all times be deemed an independent contractor and to 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. Borrower has and retains the right to exercise full control of employment, direction, compensation, and discharge of all persons assisting in the performance of services under the Agreement. In regards to the construction and operation of the Development, Borrower is solely responsible for all matters relating to payment October 17, 2017 Contra Costa County Board of Supervisors 1082 49 863\102\2134750.4 of its employees, including compliance with Social Security, withholding, and all other laws and regulations governing such matters, and must include requirements in each contract that contractors are solely responsible for similar matters relating to their employees. Borrower is solely responsible for its own acts and those of its agents and employees. Section 7.2 No Claims. Nothing contained in this Agreement creates or justifies any claim against the County by any person that Borrower may have employed or with whom Borrower 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 purchase of the Property, the construction or operation of the Development, and Borrower shall include similar requirements in any contracts entered into for the construction or operation of the Development. Section 7.3 Amendments. No alteration or variation of the terms of this Agreement is valid unless made in writing by the Parties. The County Director, Department of Conservation and Development is authorized to execute on behalf of the County amendments to the Loan Documents or amended and restated Loan Documents as long as any discretionary change in the amount or terms of this Agreement is approved by the County's Board of Supervisors. Section 7.4 Indemnification. Borrower shall indemnify, defend and hold the County and its board members, supervisors, directors, officers, employees, agents, successors and assigns harmless against any and all claims, suits, actions, losses and liability of every kind, nature and description made against it and expenses (including reasonable attorneys' fees) which arise out of or in connection with this Agreement, including but not limited to the purchase of the Property and the development, construction, marketing and operation of the Development, except to the extent such claim arises from the gross negligence or willful misconduct of the County, its agents, and its employees. The provisions of this Section will survive the expiration of the Term and the reconveyance of the Deed of Trust. Section 7.5 Non-Liability of County Officials, Employees and Agents. No member, official, employee or agent of the County is personally liable to Borrower in the event of any default or breach of this Agreement by the County or for any amount that may become due from the County pursuant to this Agreement. Section 7.6 Third Party Beneficiaries. There are no third party beneficiaries to this Agreement, provided, however the Investor Limited Partner is intended to be a direct beneficiary of the provisions set forth in Sections 4.13(c), 4.13(f), and 6.5. Section 7.7 Discretion Retained By County. The County's execution of this Agreement in no way limits any discretion the County October 17, 2017 Contra Costa County Board of Supervisors 1083 50 863\102\2134750.4 may have in the permit and approval process related to the construction of the Development. Section 7.8 Conflict of Interest. (a) Except for approved eligible administrative or personnel costs, no person described in Section 7.8(b) below who exercises or has exercised any functions or responsibilities with respect to the activities funded pursuant to this Agreement or who is in a position to participate in a decision-making process or gain inside information with regard to such activities, may obtain a financial interest or benefit from the activity, or have a financial interest in any contract, subcontract or agreement with respect thereto, or the proceeds thereunder, either for themselves or those with whom they have immediate family or business ties, during, or at any time after, such person's tenure. Borrower shall exercise due diligence to ensure that the prohibition in this Section 7.8(a) is followed. (b) The conflict of interest provisions of Section 7.8(a) above apply to any person who is an employee, agent, consultant, officer, or elected or appointed official of the County. (c) In accordance with California Government Code Section 1090 and the Political Reform Act, California Government Code section 87100 et seq., no person who is a director, officer, partner, trustee or employee or consultant of Borrower, or immediate family member of any of the preceding, may make or participate in a decision, made by the County or a County board, commission or committee, if it is reasonably foreseeable that the decision will have a material effect on any source of income, investment or interest in real property of that person or Borrower. Interpretation of this section is governed by the definitions and provisions used in the Political Reform Act, California Government Code Section 87100 et seq., its implementing regulations manual and codes, and California Government Code Section 1090. Section 7.9 Notices, Demands and Communications. All notices required or permitted by any provision of this Agreement must be in writing and sent by registered or certified mail, postage prepaid, return receipt requested, or delivered by express delivery service, return receipt requested, or delivered personally, to the principal office of the Parties as follows: County: County of Contra Costa Department of Conservation and Development 30 Muir Road Martinez, CA 94553 Attention: Assistant Deputy Director Borrower: Carena Associates, L.P. c/o Resources for Community Development 2220 Oxford Street Berkeley, California 94704 Attention: Executive Director October 17, 2017 Contra Costa County Board of Supervisors 1084 51 863\102\2134750.4 Investor Limited Partner: Bank of America, N.A. Community Development Banking Group 520 Newport Center Drive, Suite 1100 Newport Beach, California 92660 Mail Code: CA6-814-11-03 Attention: Casey Carpenter Facsimile: (415) 343-9069 And: Banc of America CDC Special Holding Company, Inc. 100 N. Tryon Street Charlotte, NC 28255-0001 Attn: Nicole Baldon, VP, Tax Credit Equity Tel: (908) 388-1017 Email: Nicole.baldon@baml.com And: Buchalter, a Professional Corporation 1000 Wilshire Boulevard, Suite 1500 Los Angeles, CA 90017 Attn: Michael A. Williamson, Esq. Facsimile: (213) 630-5799 Matter No: B0965-0341 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 mail as provided in this Section. Receipt will be deemed to have occurred on the date shown on a written receipt as the date of delivery or refusal of delivery (or attempted delivery if undeliverable). Section 7.10 Applicable Law. This Agreement is governed by the laws of the State of California. Section 7.11 Parties Bound. Except as otherwise limited herein, this Agreement binds and inures to the benefit of the parties and their heirs, executors, administrators, legal representatives, successors, and assigns. This Agreement is intended to run with the land and to bind Borrower and its successors and assigns in the Property and the Development for the entire Term, and the benefit hereof is to inure to the benefit of the County and its successors and assigns. Section 7.12 Attorneys' Fees. If any lawsuit is commenced to enforce any of the terms of this Agreement, the prevailing party will have the right to recover its reasonable attorneys' fees and costs of suit from the other party. October 17, 2017 Contra Costa County Board of Supervisors 1085 52 863\102\2134750.4 Section 7.13 Severability. If any term 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 7.14 Force Majeure. In addition to specific provisions of this Agreement, performance by either party will not be deemed to be in default where delays or defaults are due to war, insurrection, strikes, lock- outs, riots, floods, earthquakes, fires, quarantine restrictions, freight embargoes, lack of transportation, or court order. An extension of time for any cause will be deemed granted if notice by the party claiming such extension is sent to the other within ten (10) days from the commencement of the cause and such extension of time is not rejected in writing by the other party within ten (10) days after receipt of the notice. In no event will the County be required to agree to cumulative delays in excess of one hundred eighty (180) days. Section 7.15 County Approval. The County has authorized the County Director- Department of Conservation and Development to execute the Loan Documents and deliver such approvals or consents as are required by this Agreement, and to execute estoppel certificates concerning the status of the Combined County Loan and the existence of Borrower defaults under the Loan Documents. Section 7.16 Waivers. Any waiver by the County of any obligation or condition in this Agreement must be in writing. No waiver will be implied from any delay or failure by the County to take action on any breach or default of Borrower or to pursue any remedy allowed under this Agreement or applicable law. Any extension of time granted to Borrower to perform any obligation under this Agreement does not operate as a waiver or release from any of its obligations under this Agreement. Consent by the County to any act or omission by Borrower may not be construed to be consent to any other or subsequent act or omission or to waive the requirement for the County's written consent to future waivers. Section 7.17 Title of Parts and Sections. Any titles of the sections or subsections of this Agreement are inserted for convenience of reference only and are to be disregarded in interpreting any part of the Agreement's provisions. Section 7.18 Entire Understanding of the Parties. The Loan Documents constitute the entire agreement of the parties with respect to the Combined County Loan. October 17, 2017 Contra Costa County Board of Supervisors 1086 53 863\102\2134750.4 Section 7.19 Multiple Originals; Counterpart. This Agreement may be executed in multiple originals, each of which is deemed to be an original, and may be signed in counterparts. Remainder of Page Left Intentionally Blank October 17, 2017 Contra Costa County Board of Supervisors 1087 Signature page Carena County Loan Agreement 863\102\2134750.4 54 The parties are entering into this Agreement as of the last date set forth below. COUNTY: COUNTY OF CONTRA COSTA, a political subdivision of the State of California By: ____________________________________ John Kopchik Director, Department of Conservation and Development Date: October ____, 2017 APPROVED AS TO FORM: SHARON L. ANDERSON County Counsel By: ______________________ Kathleen Andrus Deputy County Counsel BORROWER: CARENA ASSOCIATES, L.P., a California limited partnership By: RCD GP LLC, a California limited liability company, its general partner By: Resources for Community Development, a California nonprofit public benefit corporation, its sole member/manager By:_________________________ Daniel Sawislak, Executive Director Date: October:____, 2017 October 17, 2017 Contra Costa County Board of Supervisors 1088 A-1 863\102\2134750.4 EXHIBIT A-1 LEGAL DESCRIPTION OF THE RILEY PROPERTY The land is situated in the State of California, County of Contra Costa, and is described as follows: October 17, 2017 Contra Costa County Board of Supervisors 1089 A-2 863\102\2134750.4 EXHIBIT A-2 LEGAL DESCRIPTION OF THE CAMARA PROPERTY The land is situated in the State of California, County of Contra Costa, and is described as follows: October 17, 2017 Contra Costa County Board of Supervisors 1090 A-3 863\102\2134750.4 EXHIBIT A-3 LEGAL DESCRIPTION OF THE ELAINE NULL PROPERTY The land is situated in the State of California, County of Contra Costa, and is described as follows: October 17, 2017 Contra Costa County Board of Supervisors 1091 B-1 863\102\2134750.4 EXHIBIT B APPROVED DEVELOPMENT BUDGET October 17, 2017 Contra Costa County Board of Supervisors 1092 C-1 863\102\2134750.4 EXHIBIT C NEPA MITIGATION REQUIREMENTS NEPA Mitigation and Monitoring Plan – _Carena -Riley Court All mitigations / conditions of approval must be included in project agreement and/or legal documents. Compliance with mitigations / conditions of approval must be documented prior to final payment of County funds Mitigation Measure(s) Source Method and date County staff informed Project Sponsor Included in County loan document and /or project agreement Verification of Mitigation Measure(s) Responsible for implementation Mitigation Timing Responsible for monitoring and reporting on implementation Monitoring and reporting frequency Verification of compliance Date completed Asbestos- Containing Materials Limited Asbestos Survey Report Asbestos Operation and Maintenance Plan Copy of BAAQMD permit Asbestos licensed contractor Pre and post rehabilitation Architect and contractor Once- after rehabilitation has been completed. certification/permit post rehabilitation ACM1. An updated "Limited Asbestos Survey Report" was completed by RGA Environmental on January 13, 2011. During the survey, twenty-six (26) bulk samples of suspect ACM's were collected and analyzed for asbestos content. Homogeneous materials reported positive for asbestos content were found in the wallboard and taping mud, wall texture, roofing materials, multi-layer flooring, acoustical ceiling, and exterior stucco. RGA Environmental also completed an "Asbestos Operation and Maintenance Plan" for the project dated January 13, 2011. There is a possibility of disrupting ACMs during the rehabilitation; therefore, the project will be mitigated in accordance with Bay Area Air Quality Management District Regulation 11, Rule 2, including specific requirements for surveying, notification, removal, and disposal of material containing asbestos. By complying with the BAAQMD's rule, demolition activity would not result in a significant impact. Asbestos Containing Materials - If any walls, ceilings, and/or floors are to be disturbed as part of the rehabilitation - the asbestos containing materials must be abated prior to disturbing the material. Asbestos removal work must be done by an asbestos certified contractor and must follow all Bay Area Air Quality Management District requirements for surveying, notification, removal, and disposal of material containing asbestos. October 17, 2017 Contra Costa County Board of Supervisors 1093 TABLE OF CONTENTS Page i 863\102\2134750.4 ARTICLE 1 DEFINITIONS AND EXHIBITS ............................................................................3 Section 1.1 Definitions................................................................................................... 3 Section 1.2 Exhibits ..................................................................................................... 15 ARTICLE 2 LOAN PROVISIONS ............................................................................................15 Section 2.1 Overview of Original Development Loans. .............................................. 15 Section 2.2 Combined County Loan. ........................................................................... 17 Section 2.3 New County Loan Documents. ................................................................. 19 Section 2.4 Interest on Loans. ...................................................................................... 19 Section 2.5 Use of New County Loans. ....................................................................... 20 Section 2.6 Security. .................................................................................................... 21 Section 2.7 Subordination. ........................................................................................... 21 Section 2.8 Conditions Precedent to Disbursement of New County Loans for Construction. ............................................................................ 22 Section 2.9 Conditions Precedent to Disbursement of Retention. ............................... 24 Section 2.10 Repayment Schedule. ................................................................................ 25 Section 2.11 Reports and Accounting of Residual Receipts.......................................... 27 Section 2.12 Non-Recourse. .......................................................................................... 27 ARTICLE 3 REHABILITATION OF THE DEVELOPMENT.................................................28 Section 3.1 Permits and Approvals. ............................................................................. 28 Section 3.2 Bid Package. ............................................................................................. 28 Section 3.3 Construction Contract. .............................................................................. 28 Section 3.4 Construction Bonds. .................................................................................. 29 Section 3.5 Commencement of Construction. ............................................................. 29 Section 3.6 Completion of Construction. ..................................................................... 29 Section 3.7 Changes; Construction Pursuant to Plans and Laws. ................................ 29 Section 3.8 Prevailing Wages. ..................................................................................... 30 Section 3.9 Accessibility. ............................................................................................. 32 Section 3.10 Equal Opportunity. .................................................................................... 32 Section 3.11 Minority and Women-Owned Contractors. .............................................. 32 Section 3.12 Progress Reports. ...................................................................................... 33 Section 3.13 Construction Responsibilities. .................................................................. 33 Section 3.14 Mechanics Liens, Stop Notices, and Notices of Completion.................... 33 Section 3.15 Inspections. ............................................................................................... 34 Section 3.16 Approved Development Budget; Revisions to Budget. ............................ 34 Section 3.17 Developer Fee. .......................................................................................... 34 Section 3.18 Partnership/Asset Fee................................................................................ 35 Section 3.19 NEPA Mitigation Requirements. .............................................................. 35 ARTICLE 4 LOAN REQUIREMENTS.....................................................................................35 Section 4.1 Match Requirement. .................................................................................. 35 Section 4.2 Reserve Accounts...................................................................................... 35 Section 4.3 Financial Accountings and Post-Completion Audits. ............................... 36 Section 4.4 Approval of Annual Operating Budget. .................................................... 36 Section 4.5 Information. .............................................................................................. 36 October 17, 2017 Contra Costa County Board of Supervisors 1094 TABLE OF CONTENTS (continued) Page ii 863\102\2134750.4 Section 4.6 County Audits. .......................................................................................... 36 Section 4.7 Hazardous Materials. ................................................................................ 37 Section 4.8 Maintenance; Damage and Destruction. ................................................... 39 Section 4.9 Fees and Taxes. ......................................................................................... 39 Section 4.10 Notice of Litigation. .................................................................................. 40 Section 4.11 Operation of Development as Affordable Housing. ................................. 40 Section 4.12 Nondiscrimination..................................................................................... 40 Section 4.13 Transfer. .................................................................................................... 40 Section 4.14 Insurance Requirements. ........................................................................... 42 Section 4.15 Covenants Regarding Approved Financing and Partnership Agreement. ................................................................................................ 43 ARTICLE 5 REPRESENTATIONS AND WARRANTIES OF BORROWER .......................43 Section 5.1 Representations and Warranties. ............................................................... 43 ARTICLE 6 DEFAULT AND REMEDIES ...............................................................................45 Section 6.1 Events of Default. ..................................................................................... 45 Section 6.2 Remedies. .................................................................................................. 47 Section 6.3 Right of Contest. ....................................................................................... 48 Section 6.4 Remedies Cumulative. .............................................................................. 48 Section 6.5 Notice and Cure Rights of Limited Partner. ............................................. 48 ARTICLE 7 GENERAL PROVISIONS ....................................................................................48 Section 7.1 Relationship of Parties. ............................................................................. 48 Section 7.2 No Claims. ................................................................................................ 49 Section 7.3 Amendments. ............................................................................................ 49 Section 7.4 Indemnification. ........................................................................................ 49 Section 7.5 Non-Liability of County Officials, Employees and Agents...................... 49 Section 7.6 No Third Party Beneficiaries. ................................................................... 49 Section 7.7 Discretion Retained By County. ............................................................... 49 Section 7.8 Conflict of Interest. ................................................................................... 50 Section 7.9 Notices, Demands and Communications. ................................................. 50 Section 7.10 Applicable Law. ........................................................................................ 51 Section 7.11 Parties Bound. ........................................................................................... 51 Section 7.12 Attorneys' Fees. ......................................................................................... 51 Section 7.13 Severability. .............................................................................................. 52 Section 7.14 Force Majeure. .......................................................................................... 52 Section 7.15 County Approval. ...................................................................................... 52 Section 7.16 Waivers. .................................................................................................... 52 Section 7.17 Title of Parts and Sections. ....................................................................... 52 Section 7.18 Entire Understanding of the Parties. ......................................................... 52 Section 7.19 Multiple Originals; Counterpart. ............................................................... 53 EXHIBIT A-1: Legal Description of the Riley Property October 17, 2017 Contra Costa County Board of Supervisors 1095 TABLE OF CONTENTS (continued) Page iii 863\102\2134750.4 EXHIBIT A-2: Legal Description of the Camara Property EXHIBIT A-3: Legal Description of the Elaine Null Property EXHIBIT B Approved Development Budget EXHIBIT C NEPA Mitigation Requirements October 17, 2017 Contra Costa County Board of Supervisors 1096 863\102\2134750.4 DEVELOPMENT LOAN AGREEMENT Between COUNTY OF CONTRA COSTA And CARENA ASSOCIATES, L.P. CARENA APARTMENTS dated October ___, 2017 October 17, 2017 Contra Costa County Board of Supervisors 1097 863\102\2172096.2 1 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: Contra Costa County Department of Conservation and Development 30 Muir Road Martinez, CA 94553 Attn: Assistant Deputy Director No fee for recording pursuant to Government Code Section 27383 DEED OF TRUST WITH ASSIGNMENT OF RENTS, SECURITY AGREEMENT, AND FIXTURE FILING (Carena Apartments) THIS DEED OF TRUST WITH ASSIGNMENT OF RENTS, SECURITY AGREEMENT, AND FIXTURE FILING ("Deed of Trust") is made as of October ___, 2017, by and among Carena Associates, L.P., a California limited partnership ("Trustor"), North American Title Company, a California corporation ("Trustee"), and the County of Contra Costa, a political subdivision of the State of California ("Beneficiary"). FOR GOOD AND VALUABLE CONSIDERATION, including the indebtedness herein recited and the trust herein created, the receipt of which is hereby acknowledged, Trustor hereby irrevocably grants, transfers, conveys and assigns to Trustee, IN TRUST, WITH POWER OF SALE, for the benefit and security of Beneficiary, under and subject to the terms and conditions hereinafter set forth, Trustor's fee interest in the property located in the County of Contra Costa, State of California, that is described in the attached Exhibit A, incorporated herein by this reference (the "Property"). TOGETHER WITH all interest, estates or other claims, both in law and in equity which Trustor now has or may hereafter acquire in the Property and the rents; TOGETHER WITH all easements, rights-of-way and rights used in connection therewith or as a means of access thereto, including (without limiting the generality of the foregoing) all tenements, hereditaments and appurtenances thereof and thereto; TOGETHER WITH any and all buildings and improvements of every kind and description now or hereafter erected thereon, and all property of Trustor now or hereafter affixed to or placed upon the Property; TOGETHER WITH all building materials and equipment now or hereafter delivered to said property and intended to be installed therein; TOGETHER WITH all right, title and interest of Trustor, now owned or hereafter acquired, in and to any land lying within the right-of-way of any street, open or proposed, October 17, 2017 Contra Costa County Board of Supervisors 1098 863\102\2172096.2 2 adjoining the Property, and any and all sidewalks, alleys and strips and areas of land adjacent to or used in connection with the Property; TOGETHER WITH all estate, interest, right, title, other claim or demand, of every nature, in and to such property, including the Property, both in law and in equity, including, but not limited to, all deposits made with or other security given by Trustor to utility companies, the proceeds from any or all of such property, including the Property, claims or demands with respect to the proceeds of insurance in effect with respect thereto, which Trustor now has or may hereafter acquire, any and all awards made for the taking by eminent domain or by any proceeding or purchase in lieu thereof of the whole or any part of such property, including without limitation, any awards resulting from a change of grade of streets and awards for severance damages to the extent Beneficiary has an interest in such awards for taking as provided in Paragraph 4.1 herein; TOGETHER WITH all of Trustor's interest in all articles of personal property or fixtures now or hereafter attached to or used in and about the building or buildings now erected or hereafter to be erected on the Property 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 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 will be, attached to said building or buildings in any manner; and TOGETHER WITH all of Trustor's interest in all building materials, fixtures, equipment, work in process and other personal property to be incorporated into the Property; all goods, materials, supplies, fixtures, equipment, machinery, furniture and furnishings, signs and other personal property now or hereafter appropriated for use on the Property, whether stored on the Property or elsewhere, and used or to be used in connection with the Property; all rents, issues and profits, and all inventory, accounts, accounts receivable, contract rights, general intangibles, chattel paper, instruments, documents, notes drafts, letters of credit, insurance policies, insurance and condemnation awards and proceeds, trade names, trademarks and service marks arising from or related to the Property and any business conducted thereon by Trustor; all replacements, additions, accessions and proceeds; and all books, records and files relating to any of the foregoing. All of the foregoing, together with the Property, is herein referred to as the "Security." To have and to hold the Security together with acquittances to the Trustee, its successors and assigns forever. FOR THE PURPOSE OF SECURING THE FOLLOWING OBLIGATIONS (together, the "Secured Obligations"): A. Payment to Beneficiary of all sums at any time owing under or in connection with (i) the Note (defined in Section 1.6 below) until paid in full or cancelled, and (ii) any other amounts owing under the Loan Documents (defined in Section 1.5 below). Principal and other payments are due and payable as provided in the Note or other Loan Documents, as applicable. October 17, 2017 Contra Costa County Board of Supervisors 1099 863\102\2172096.2 3 The Note and all its terms are incorporated herein by reference, and this conveyance secures any and all extensions thereof, however evidenced; B. Payment of any sums advanced by Beneficiary to protect the Security pursuant to the terms and provisions of this Deed of Trust following a breach of Trustor's obligation to advance said sums and the expiration of any applicable cure period, with interest thereon as provided herein; C. Performance of every obligation, covenant or agreement of Trustor contained herein and in the Loan Documents; and D. All modifications, extensions and renewals of any of the Secured Obligations (including without limitation, (i) modifications, extensions or renewals at a different rate of interest, or (ii) deferrals or accelerations of the required principal payment dates or interest payment dates or both, in whole or in part), however evidenced, whether or not any such modification, extension or renewal is evidenced by a new or additional promissory note or notes. AND TO PROTECT THE SECURITY OF THIS DEED OF TRUST, TRUSTOR COVENANTS AND AGREES: ARTICLE 1 DEFINITIONS In addition to the terms defined elsewhere in this Deed of Trust, the following terms have the following meanings in this Deed of Trust: Section 1.1 The term "Default Rate" means the lesser of the maximum rate permitted by law and ten percent (10%) per annum. Section 1.2 The term "Intercreditor Agreement" means that certain Intercreditor Agreement of even date herewith, among Trustor, Beneficiary, and the City of Concord recorded concurrently herewith. Section 1.3 The term "Loan" means the loan made by Beneficiary to Trustor in the amount of __________________ Dollars ($______________). Section 1.4 The term "Loan Agreement" means that certain Development Loan Agreement between Trustor and Beneficiary, of even date herewith, as such may be amended from time to time, providing for the Beneficiary to loan to Trustor _____________________Dollars ($_______________). Section 1.5 The term "Loan Documents" means this Deed of Trust, the Note, the Loan Agreement, the Intercreditor Agreement, and the Regulatory Agreement, and any other agreements, debt, loan or security instruments between Trustor and Beneficiary relating to the Loan. October 17, 2017 Contra Costa County Board of Supervisors 1100 863\102\2172096.2 4 Section 1.6 The term "Note" means collectively, the promissory notes of even date herewith, executed by Trustor in favor of Beneficiary, as they may be amended or restated, in the following principal amounts: (i) _________________ Dollars ($____________) for the Restructured Original Elaine Null Loan; (ii) _________________ Dollars ($____________) for the New Elaine Null Loan, (iii) _________________ Dollars ($____________) for the Restructured Original Riley Loan, (iv) _________________ Dollars ($____________) for the New Riley Loan, and (v) _________________ Dollars ($____________) for the Restructured Original Camara Loan, the payment of which is secured by this Deed of Trust. The terms and provisions of the Note are incorporated herein by reference. All capitalized terms used but not defined in this Section 1.6 have the meanings set forth in the Loan Agreement. Section 1.7 The term "Principal" means the amounts required to be paid under the Note. Section 1.8 The term "Regulatory Agreement" means collectively, the following of even date herewith by and between Beneficiary and Trustor and recorded concurrently herewith: (i) the Camara County Regulatory Agreement; (ii) the Riley HOME Regulatory Agreement; (iii) the Riley County Regulatory Agreement, (iv) the Elaine Null HOME Regulatory Agreement, and (v) the Elaine Null County Regulatory Agreement. All capitalized terms used but not defined in this Section 1.8 have the meanings set forth in the Loan Agreement. ARTICLE 2 MAINTENANCE AND MODIFICATION OF THE PROPERTY AND SECURITY Section 2.1 Maintenance and Modification of the Property by Trustor. The Trustor agrees that at all times prior to full payment and performance of the Secured Obligations, the Trustor will, at the Trustor's own expense, maintain, preserve and keep the Security or cause the Security to be maintained and preserved in good condition. The Trustor will from time to time make or cause to be made all repairs, replacements and renewals deemed proper and necessary by it. The Beneficiary has no responsibility in any of these matters or for the making of improvements or additions to the Security. Trustor agrees to pay fully and discharge (or cause to be paid fully and discharged) all claims for labor done and for material and services furnished in connection with the Security, diligently to file or procure the filing of a valid notice of cessation upon the event of a cessation of labor on the work or construction on the Security for a continuous period of thirty (30) days or more, and to take all other reasonable steps to forestall the assertion of claims of lien against the Security or any part thereof. Trustor irrevocably appoints, designates and authorizes Beneficiary as its agent (said agency being coupled with an interest) with the authority, but without any obligation, to file for record any notices of completion or cessation of labor or any other notice that Beneficiary deems necessary or desirable to protect its interest in and to the Security or the Loan Documents; provided, however, that Beneficiary exercises its rights as agent of Trustor only in the event that Trustor fails to take, or fails to diligently continue to take, those actions as hereinbefore provided. October 17, 2017 Contra Costa County Board of Supervisors 1101 863\102\2172096.2 5 Upon demand by Beneficiary, Trustor shall make or cause to be made such demands or claims as Beneficiary specifies upon laborers, materialmen, subcontractors or other persons who have furnished or claim to have furnished labor, services or materials in connection with the Security. Nothing herein contained requires Trustor to pay any claims for labor, materials or services which Trustor in good faith disputes and is diligently contesting provided that Trustor shall, within thirty (30) days after the filing of any claim of lien, record in the Office of the Recorder of Contra Costa County, a surety bond in an amount 1 and 1/2 times the amount of such claim item to protect against a claim of lien. Section 2.2 Granting of Easements. Trustor may not grant easements, licenses, rights-of-way or other rights or privileges in the nature of easements with respect to any property or rights included in the Security except those required or desirable for installation and maintenance of public utilities including, without limitation, water, gas, electricity, sewer, telephone and telegraph, or those required by law, and as approved, in writing, by Beneficiary. Section 2.3 Assignment of Rents. As part of the consideration for the indebtedness evidenced by the Note, Trustor hereby absolutely and unconditionally assigns and transfers to Beneficiary all the rents and revenues of the Property including those now due, past due, or to become due by virtue of any lease or other agreement for the occupancy or use of all or any part of the Property, regardless of to whom the rents and revenues of the Property are payable, subject to the rights of senior lenders that are approved by the Beneficiary pursuant to the Loan Agreement. Trustor hereby authorizes Beneficiary or Beneficiary's agents to collect the aforesaid rents and revenues and hereby directs each tenant of the Property to pay such rents to Beneficiary or Beneficiary's agents; provided, however, that prior to written notice given by Beneficiary to Trustor of the breach by Trustor of any covenant or agreement of Trustor in the Loan Documents, Trustor shall collect and receive all rents and revenues of the Property as trustee for the benefit of Beneficiary and Trustor to apply the rents and revenues so collected to the Secured Obligations with the balance, so long as no such breach has occurred and is continuing, to the account of Trustor, it being intended by Trustor and Beneficiary that this assignment of rents constitutes an absolute assignment and not an assignment for additional security only. Upon delivery of written notice by Beneficiary to Trustor of the breach by Trustor of any covenant or agreement of Trustor in the Loan Documents, and without the necessity of Beneficiary entering upon and taking and maintaining full control of the Property in person, by agent or by a court-appointed receiver, Beneficiary shall immediately be entitled to possession of all rents and revenues of the Property as specified in this Section 2.3 as the same becomes due and payable, including but not limited to, rents then due and unpaid, and all such rents will immediately upon delivery of such notice be held by Trustor as trustee for the benefit of Beneficiary only; provided, however, that the written notice by Beneficiary to Trustor of the breach by Trustor contains a statement that Beneficiary exercises its rights to such rents. Trustor agrees that commencing upon delivery of such written notice of Trustor's breach by Beneficiary to Trustor, each tenant of the Property shall make such rents payable to and pay such rents to Beneficiary or Beneficiary's agents on Beneficiary's written demand to each tenant therefor, delivered to each tenant personally, by mail or by delivering October 17, 2017 Contra Costa County Board of Supervisors 1102 863\102\2172096.2 6 such demand to each rental unit, without any liability on the part of said tenant to inquire further as to the existence of a default by Trustor. Trustor hereby covenants that Trustor has not executed any prior assignment of said rents, other than as security to lenders approved by Beneficiary pursuant to the Loan Agreement, that Trustor has not performed, and will not perform, any acts or has not executed and will not execute, any instrument which would prevent Beneficiary from exercising its rights under this Section 2.3, and that at the time of execution of this Deed of Trust, there has been no anticipation or prepayment of any of the rents of the Property for more than two (2) months prior to the due dates of such rents. Trustor covenants that Trustor will not hereafter collect or accept payment of any rents of the Property more than two (2) months prior to the due dates of such rents. Trustor further covenants that, so long as the Secured Obligations are outstanding, Trustor will execute and deliver to Beneficiary such further assignments of rents and revenues of the Property as Beneficiary may from time to time request. Upon Trustor's breach of any covenant or agreement of Trustor in the Loan Documents, Beneficiary may in person, by agent or by a court-appointed receiver, regardless of the adequacy of Beneficiary's security, enter upon and take and maintain full control of the Property in order to perform all acts necessary and appropriate for the operation and maintenance thereof including, but not limited to, the execution, cancellation or modification of leases, the collection of all rents and revenues of the Property, the making of repairs to the Property and the execution or termination of contracts providing for the management or maintenance of the Property, all on such terms as are deemed best to protect the security of this Deed of Trust. In the event Beneficiary elects to seek the appointment of a receiver for the Property upon Trustor's breach of any covenant or agreement of Trustor in this Deed of Trust, Trustor hereby expressly consents to the appointment of such receiver. Beneficiary or the receiver will be entitled to receive a reasonable fee for so managing the Property. All rents and revenues collected subsequent to delivery of written notice by Beneficiary to Trustor of the breach by Trustor of any covenant or agreement of Trustor in the Loan Documents are to be applied first to the costs, if any, of taking control of and managing the Property and collecting the rents, including, but not limited to, attorney's fees, receiver's fees, premiums on receiver's bonds, costs of repairs to the Property, premiums on insurance policies, taxes, assessments and other charges on the Property, and the costs of discharging any obligation or liability of Trustor as lessor or landlord of the Property and then to the sums secured by this deed of Trust. Beneficiary or the receiver is to have access to the books and records used in the operation and maintenance of the Property and will be liable to account only for those rents actually received. Beneficiary is not liable to Trustor, anyone claiming under or through Trustor or anyone having an interest in the Property by reason of anything done or left undone by Beneficiary under this Section 2.3. If the rents of the Property are not sufficient to meet the costs, if any, of taking control of and managing the Property and collecting the rents, any funds expended by Beneficiary for such purposes will become part of the Secured Obligations pursuant to Section 3.3 hereof. Unless Beneficiary and Trustor agree in writing to other terms of payment, such amounts are payable by Trustor to Beneficiary upon notice from Beneficiary to Trustor requesting payment thereof and will bear interest from the date of disbursement at the rate stated in Section 3.3. October 17, 2017 Contra Costa County Board of Supervisors 1103 863\102\2172096.2 7 If the Beneficiary or the receiver enters upon and takes and maintains control of the Property, neither that act nor any application of rents as provided herein will cure or waive any default under this Deed of Trust or invalidate any other right or remedy available to Beneficiary under applicable law or under this Deed of Trust. This assignment of rents of the Property will terminate at such time as this Deed of Trust ceases to secure the Secured Obligations. ARTICLE 3 TAXES AND INSURANCE; ADVANCES Section 3.1 Taxes, Other Governmental Charges and Utility Charges. Trustor shall pay, or cause to be paid, prior to the date of delinquency, all taxes, assessments, charges and levies imposed by any public authority or utility company that are or may become a lien affecting the Security or any part thereof; provided, however, that Trustor is not required to pay and discharge any such tax, assessment, charge or levy so long as (a) the legality thereof is promptly and actively contested in good faith and by appropriate proceedings, and (b) Trustor maintains reserves adequate to pay any liabilities contested pursuant to this Section 3.1. With respect to taxes, special assessments or other similar governmental charges, Trustor shall pay such amount in full prior to the attachment of any lien therefor on any part of the Security; provided, however, if such taxes, assessments or charges can be paid in installments, Trustor may pay in such installments. Except as provided in clause (b) of the first sentence of this paragraph, the provisions of this Section 3.1 may not be construed to require that Trustor maintain a reserve account, escrow account, impound account or other similar account for the payment of future taxes, assessments, charges and levies. In the event that Trustor fails to pay any of the items required by this Section to be paid by Trustor, Beneficiary may (but is under no obligation to) pay the same, after the Beneficiary has notified the Trustor of such failure to pay and the Trustor fails to fully pay such items within seven (7) business days after receipt of such notice. Any amount so advanced therefor by Beneficiary, together with interest thereon from the date of such advance at the maximum rate permitted by law, will become part of the Secured Obligations secured hereby, and Trustor agrees to pay all such amounts. Section 3.2 Provisions Respecting Insurance. Trustor agrees to provide insurance conforming in all respects to that required under the Loan Documents during the course of construction and following completion, and at all times until all amounts secured by this Deed of Trust have been paid, all Secured Obligations secured hereunder have been fulfilled, and this Deed of Trust has been reconveyed. All such insurance policies and coverages are to be maintained at Trustor's sole cost and expense. Certificates of insurance for all of the above insurance policies, showing the same to be in full force and effect, are to be delivered to the Beneficiary upon demand therefor at any time prior to Trustor's satisfaction of the Secured Obligations. Section 3.3 Advances. October 17, 2017 Contra Costa County Board of Supervisors 1104 863\102\2172096.2 8 In the event the Trustor fails to maintain the full insurance coverage required by this Deed of Trust or fails to keep the Security in accordance with the Loan Documents, the Beneficiary, after at least seven (7) days prior notice to Trustor, may (but is under no obligation to) (i) take out the required policies of insurance and pay the premiums on the same, and (ii) make any repairs or replacements that are necessary and provide for payment thereof. All amounts so advanced by the Beneficiary will become part of the Secured Obligations (together with interest as set forth below) and will be secured hereby, which amounts the Trustor agrees to pay on the demand of the Beneficiary, and if not so paid, will bear interest from the date of the advance at the Default Rate. ARTICLE 4 DAMAGE, DESTRUCTION OR CONDEMNATION Section 4.1 Awards and Damages. Subject to the rights of senior lenders, all judgments, awards of damages, settlements and compensation made in connection with or in lieu of (1) the taking of all or any part of or any interest in the Property by or under assertion of the power of eminent domain, (2) any damage to or destruction of the Property or any part thereof by insured casualty, and (3) any other injury or damage to all or any part of the Property (collectively, the "Funds") are hereby assigned to and are to be paid to the Beneficiary by a check made payable to the Beneficiary. The Beneficiary is authorized and empowered (but not required) to collect and receive any Funds and is authorized to apply them in whole or in part to any indebtedness or obligation secured hereby, in such order and manner as the Beneficiary determines at its sole option, subject to the provisions of Section 4.8 of the Loan Agreement regarding restoration of improvements following damage or destruction. The Beneficiary is entitled to settle and adjust all claims under insurance policies provided under this Deed of Trust and may deduct and retain from the proceeds of such insurance the amount of all expenses incurred by it in connection with any such settlement or adjustment. Application of all or any part of the Funds collected and received by the Beneficiary or the release thereof will not cure or waive any default under this Deed of Trust. ARTICLE 5 AGREEMENTS AFFECTING THE PROPERTY; FURTHER ASSURANCES; PAYMENT OF PRINCIPAL AND INTEREST Section 5.1 Other Agreements Affecting Property. Trustor shall duly and punctually perform all terms, covenants, conditions and agreements binding upon it under the Loan Documents and any other agreement of any nature whatsoever now or hereafter involving or affecting the Security or any part thereof. Section 5.2 Agreement to Pay Attorneys' Fees and Expenses. In the event of any Event of Default (as defined in Section 7.1) hereunder, and if the Beneficiary employs attorneys or incurs other expenses for the collection of amounts due hereunder or the enforcement of performance or observance of an obligation or agreement on the October 17, 2017 Contra Costa County Board of Supervisors 1105 863\102\2172096.2 9 part of the Trustor in this Deed of Trust, the Trustor agrees that it will, on demand therefor, pay to the Beneficiary the reasonable fees of such attorneys and such other reasonable expenses so incurred by the Beneficiary. Any such amounts paid by the Beneficiary will be added to the Secured Obligations, and will bear interest from the date such expenses are incurred at the Default Rate. Section 5.3 Payment of the Principal. The Trustor shall pay to the Beneficiary the Principal and any other payments as set forth in the Note in the amounts and by the times set out therein. Section 5.4 Personal Property. To the maximum extent permitted by law, the personal property subject to this Deed of Trust is deemed to be fixtures and part of the real property and this Deed of Trust constitutes a fixtures filing under the California Commercial Code. As to any personal property not deemed or permitted to be fixtures, this Deed of Trust constitutes a security agreement under the California Commercial Code. Section 5.5 Financing Statement. The Trustor shall execute and deliver to the Beneficiary such financing statements pursuant to the appropriate statutes, and any other documents or instruments as are required to convey to the Beneficiary a valid perfected security interest in the Security. The Trustor shall perform all acts that the Beneficiary reasonably requests so as to enable the Beneficiary to maintain a valid perfected security interest in the Security in order to secure the payment of the Note in accordance with its terms. The Beneficiary is authorized to file a copy of any such financing statement in any jurisdiction(s) as it deems appropriate from time to time in order to protect the security interest established pursuant to this instrument. Section 5.6 Operation of the Security. The Trustor shall operate the Security (and, in case of a transfer of a portion of the Security subject to this Deed of Trust, the transferee shall operate such portion of the Security) in full compliance with the Loan Documents. Section 5.7 Inspection of the Security. At any and all reasonable times upon seventy-two (72) hours' notice, the Beneficiary and its duly authorized agents, attorneys, experts, engineers, accountants and representatives, may inspect the Security, without payment of charges or fees. Section 5.8 Nondiscrimination. The Trustor herein covenants by and for itself, its heirs, executors, administrators, and assigns, and all persons claiming under or through them, that there will be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, age, sex, sexual orientation, marital status, national origin or ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the Security, nor will the Trustor itself October 17, 2017 Contra Costa County Board of Supervisors 1106 863\102\2172096.2 10 or any person claiming under or through it 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 Security. The foregoing covenants run with the land. ARTICLE 6 HAZARDOUS WASTE Trustor shall keep and maintain the Property (including, but not limited to, soil and ground water conditions) in compliance with all Hazardous Materials Laws and shall not cause or permit the Property to be in violation of any Hazardous Materials Law (defined below). Trustor may not cause or permit the use, generation, manufacture, storage or disposal of on, under, or about the Property or transportation to or from the Property of (i) any substance, material, or waste that is petroleum, petroleum-related, or a petroleum by-product, asbestos or asbestos-containing material, polychlorinated biphenyls, flammable, explosive, radioactive, freon gas, radon, or a pesticide, herbicide, or any other agricultural chemical, and (ii) any waste, substance or material defined as or included in the definition of "hazardous substances," "hazardous wastes," "hazardous materials," "toxic materials", "toxic waste", "toxic substances," or words of similar import under any Hazardous Materials Law (collectively referred to hereinafter as "Hazardous Materials"), except such of the foregoing as may be customarily used in construction or operation of a multi-family residential development. Trustor shall immediately advise Beneficiary in writing if at any time it receives written notice of: (i) any and all enforcement, cleanup, removal or other governmental or regulatory actions instituted, completed or threatened against Trustor or the Property pursuant to any applicable federal, state or local laws, ordinances, or regulations relating to any Hazardous Materials, health, industrial hygiene, environmental conditions, or the regulation or protection of the environment, and all amendments thereto as of this date and to be added in the future and any successor statute or rule or regulation promulgated thereto ("Hazardous Materials Law"); (ii) all claims made or threatened by any third party against Trustor or the Property relating to damage, contribution, cost recovery compensation, loss or injury resulting from any Hazardous Materials (the matters set forth in clauses (i) and (ii) above are hereinafter referred to as "Hazardous Materials Claims"); and (iii) Trustor's discovery of any occurrence or condition on any real property adjoining or in the vicinity of the Property that could cause the Property or any part thereof to be subject to any restrictions on the ownership, occupancy, transferability or use of the Property under any Hazardous Materials Law including but not limited to the provisions of California Health and Safety Code, Section 25220 et seq., or any regulation adopted in accordance therewith. Beneficiary has the right to join and participate in, as a party if it so elects, and be represented by counsel acceptable to Beneficiary (or counsel of its own choice if a conflict exists with Trustor) in, any legal proceedings or actions initiated in connection with any Hazardous Materials Claims, and to have its reasonable attorneys' fees in connection therewith paid by Trustor. October 17, 2017 Contra Costa County Board of Supervisors 1107 863\102\2172096.2 11 Trustor shall indemnify and hold harmless Beneficiary and its boardmembers, directors, officers, employees, agents, successors and assigns from and against any loss, damage, cost, fine, penalty, judgment, award, settlement, expense or liability, directly or indirectly arising out of or attributable to: (i) any actual or alleged past or present violation of any Hazardous Materials Law; (ii) any Hazardous Materials Claim; (iii) any actual or alleged past or present use, generation, manufacture, storage, release, threatened release, discharge, disposal, transportation, or presence of Hazardous Materials on, under, or about the Property; (iv) any investigation, cleanup, remediation, removal, or restoration work of site conditions of the Property relating to Hazardous Materials (whether on the Property or any other property); and (v) the breach of any representation of warranty by or covenant of Trustor in this Article, and Section 5.1(l) of the Loan Agreement. Such indemnity must include, without limitation: (x) all consequential damages; (y) the costs of any required or necessary investigation, repair, cleanup or detoxification of the Property and the preparation and implementation of any closure, remedial or other required plans; and (z) all reasonable costs and expenses incurred by Beneficiary in connection with clauses (x) and (y), including but not limited to reasonable attorneys' fees and consultant fees. This indemnification applies whether or not any government agency has issued a cleanup order. Losses, claims, costs, suits, liability, and expenses covered by this indemnification provision include, but are not limited to: (1) losses attributable to diminution in the value of the Property; (2) loss or restriction of use of rentable space on the Property; (3) adverse effect on the marketing of any rental space on the Property; and (4) penalties and fines levied by, and remedial or enforcement actions of any kind issued by any regulatory agency (including but not limited to the costs of any required testing, remediation, repair, removal, cleanup or detoxification of the Property and surrounding properties). This obligation to indemnify will survive reconveyance of this Deed of Trust and will not be diminished or affected in any respect as a result of any notice, disclosure, knowledge, if any, to or by Beneficiary of Hazardous Materials. Without Beneficiary's prior written consent, which may not be unreasonably withheld, Trustor may not take any remedial action in response to the presence of any Hazardous Materials on, under or about the Property, nor enter into any settlement agreement, consent decree, or other compromise in respect to any Hazardous Material Claims, which remedial action, settlement, consent decree or compromise might, in Beneficiary's reasonable judgment, impairs the value of the Beneficiary's security hereunder; provided, however, that Beneficiary's prior consent is not necessary in the event that the presence of Hazardous Materials on, under, or about the Property either poses an immediate threat to the health, safety or welfare of any individual or is of such a nature that an immediate remedial response is necessary and it is not reasonably possible to obtain Beneficiary's consent before taking such action, provided that in such event Trustor notifies Beneficiary as soon as practicable of any action so taken. Beneficiary agrees not to withhold its consent, where such consent is required hereunder, if (i) a particular remedial action is ordered by a court of competent jurisdiction; (ii) Trustor will or may be subjected to civil or criminal sanctions or penalties if it fails to take a required action; (iii) Trustor establishes to the reasonable satisfaction of Beneficiary that there is no reasonable alternative to such remedial action which would result in less impairment of Beneficiary's security hereunder; or (iv) the action has been agreed to by Beneficiary. The Trustor hereby acknowledges and agrees that (i) this Article is intended as the Beneficiary's written request for information (and the Trustor's response) concerning the October 17, 2017 Contra Costa County Board of Supervisors 1108 863\102\2172096.2 12 environmental condition of the Property as required by California Code of Civil Procedure Section 726.5, and (ii) each representation and warranty in this Deed of Trust or any of the other Loan Documents (together with any indemnity applicable to a breach of any such representation and warranty) with respect to the environmental condition of the property is intended by the Beneficiary and the Trustor to be an "environmental provision" for purposes of California Code of Civil Procedure Section 736. In the event that any portion of the Property is determined to be "environmentally impaired" (as that term is defined in California Code of Civil Procedure Section 726.5(e)(3) or to be an "affected parcel" (as that term is defined in California Code of Civil Procedure Section 726.5(e)(1), then, without otherwise limiting or in any way affecting the Beneficiary's or the Trustee's rights and remedies under this Deed of Trust, the Beneficiary may elect to exercise its rights under California Code of Civil Procedure Section 726.5(a) to (1) waive its lien on such environmentally impaired or affected portion of the Property and (2) exercise (a) the rights and remedies of an unsecured creditor, including reduction of its claim against the Trustor to judgment, and (b) any other rights and remedies permitted by law. For purposes of determining the Beneficiary's right to proceed as an unsecured creditor under California Code of Civil Procedure Section 726.5(a), the Trustor will be deemed to have willfully permitted or acquiesced in a release or threatened release of hazardous materials, within the meaning of California Code of Civil Procedure Section 726.5(d)(1), if the release or threatened release of hazardous materials was knowingly or negligently caused or contributed to by any lessee, occupant, or user of any portion of the Property and the Trustor knew or should have known of the activity by such lessee, occupant, or user which caused or contributed to the release or threatened release. All costs and expenses, including (but not limited to) attorneys' fees, incurred by the Beneficiary in connection with any action commenced under this paragraph, including any action required by California Code of Civil Procedure Section 726.5(b) to determine the degree to which the Property is environmentally impaired, plus interest thereon at the Default Rate until paid, will be added to the indebtedness secured by this Deed of Trust and will be due and payable to the Beneficiary upon its demand made at any time following the conclusion of such action. ARTICLE 7 EVENTS OF DEFAULT AND REMEDIES Section 7.1 Events of Default. The following are events of default following the expiration of any applicable notice and cure periods (each an "Event of Default"): (i) failure to make any payment to be paid by Trustor under the Loan Documents; (ii) failure to observe or perform any of Trustor's other covenants, agreements or obligations under the Loan Documents, including, without limitation, the provisions concerning discrimination; (iii) failure to make any payment or observe or perform any of Trustor's other covenants, agreements, or obligations under any Secured Obligations, which default is not cured within the times and in the manner provided therein; and (iv) failure to make any payments or observe or perform any of Trustor's other covenants, agreements or obligations under any other debt instrument or regulatory agreement secured by the Property, which default is not cured within the time and in the manner provided therein. October 17, 2017 Contra Costa County Board of Supervisors 1109 863\102\2172096.2 13 Beneficiary shall provide notice of an Event of Default in the manner set forth in the Loan Agreement. Section 7.2 Acceleration of Maturity. If an Event of Default has occurred and is continuing, then at the option of the Beneficiary, the amount of any payment related to the Event of Default and all unpaid Secured Obligations are immediately due and payable, and no omission on the part of the Beneficiary to exercise such option when entitled to do so may be construed as a waiver of such right. Section 7.3 The Beneficiary's Right to Enter and Take Possession. If an Event of Default has occurred and is continuing, the Beneficiary may: (a) Either in person or by agent, with or without bringing any action or proceeding, or by a receiver appointed by a court, and without regard to the adequacy of its security, enter upon the Property and take possession thereof (or any part thereof) and of any of the Security, in its own name or in the name of Trustee, and do any acts that it deems necessary or desirable to preserve the value or marketability of the Property, or part thereof or interest therein, increase the income therefrom or protect the security thereof. The entering upon and taking possession of the Security will not cure or waive any Event of Default or Notice of Sale (as defined in Section 7.3(c), below) hereunder or invalidate any act done in response to such Event of Default or pursuant to such Notice of Sale, and, notwithstanding the continuance in possession of the Security, Beneficiary will be entitled to exercise every right provided for in this Deed of Trust, or by law upon occurrence of any Event of Default, including the right to exercise the power of sale; (b) Commence an action to foreclose this Deed of Trust as a mortgage, appoint a receiver, or specifically enforce any of the covenants hereof; (c) Deliver to Trustee a written declaration of an Event of Default and demand for sale, and a written notice of default and election to cause Trustor's interest in the Security to be sold ("Notice of Sale"), which notice Trustee or Beneficiary shall cause to be duly filed for record in the Official Records of Contra Costa County; or (d) Exercise all other rights and remedies provided herein, in the instruments by which the Trustor acquires title to any Security, or in any other document or agreement now or hereafter evidencing, creating or securing the Secured Obligations. Section 7.4 Foreclosure By Power of Sale. Should the Beneficiary elect to foreclose by exercise of the power of sale herein contained, the Beneficiary shall deliver to the Trustee the Notice of Sale and shall deposit with Trustee this Deed of Trust which is secured hereby (and the deposit of which will be deemed to constitute evidence that the Secured Obligations are immediately due and payable), and such receipts and evidence of any expenditures made that are additionally secured hereby as Trustee may require. October 17, 2017 Contra Costa County Board of Supervisors 1110 863\102\2172096.2 14 (a) Upon receipt of the Notice of Sale from the Beneficiary, Trustee shall cause to be recorded, published and delivered to Trustor such Notice of Sale as is then required by law and by this Deed of Trust. Trustee shall, without demand on Trustor, after the lapse of that amount of time as is then required by law and after recordation of such Notice of Sale as required by law, sell the Security, at the time and place of sale set forth in the Notice of Sale, whether as a whole or in separate lots or parcels or items, as Trustee deems expedient and in such order as it determines, unless specified otherwise by the Trustor according to California Civil Code Section 2924g(b), at public auction to the highest bidder, for cash in lawful money of the United States payable at the time of sale. Trustee shall deliver to such purchaser or purchasers thereof its good and sufficient deed or deeds conveying the property so sold, but without any covenant or warranty, express or implied. The recitals in such deed or any matters of facts will be conclusive proof of the truthfulness thereof. Any person, including, without limitation, Trustor, Trustee or Beneficiary, may purchase at such sale. (b) After deducting all reasonable costs, fees and expenses of Trustee, including costs of evidence of title in connection with such sale, Trustee shall apply the proceeds of sale to payment of: (i) the unpaid Principal amount of the Note; (ii) all other Secured Obligations owed to Beneficiary under the Loan Documents; (iii) all other sums then secured hereby; and (iv) the remainder, if any, to Trustor. (c) 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, and without further notice make such sale at the time fixed by the last postponement, or may, in its discretion, give a new Notice of Sale. Section 7.5 Receiver. If an Event of Default occurs and is continuing, Beneficiary, as a matter of right and without further notice to Trustor or anyone claiming under the Security, and without regard to the then value of the Security or the interest of Trustor therein, may apply to any court having jurisdiction to appoint a receiver or receivers of the Security (or a part thereof), and Trustor hereby irrevocably consents to such appointment and waives further notice of any application therefor. Any such receiver or receivers will have all the usual powers and duties of receivers in like or similar cases, and all the powers and duties of Beneficiary in case of entry as provided herein, and will continue as such and exercise all such powers until the date of confirmation of sale of the Security, unless such receivership is sooner terminated. Section 7.6 Remedies Cumulative. No right, power or remedy conferred upon or reserved to the Beneficiary by this Deed of Trust is intended to be exclusive of any other right, power or remedy, but each and every such right, power and remedy will be cumulative and concurrent and will be in addition to any other right, power and remedy given hereunder or now or hereafter existing at law or in equity. Section 7.7 No Waiver. (a) No delay or omission of the Beneficiary to exercise any right, power or remedy accruing upon any Event of Default will exhaust or impair any such right, power or October 17, 2017 Contra Costa County Board of Supervisors 1111 863\102\2172096.2 15 remedy, and may not be construed to be a waiver of any such Event of Default or acquiescence therein; and every right, power and remedy given by this Deed of Trust to the Beneficiary may be exercised from time to time and as often as may be deemed expeditious by the Beneficiary. Beneficiary's express or implied consent to breach, or waiver of, any obligation of the Trustor hereunder will not be deemed or construed to be a consent to any subsequent breach, or further waiver, of such obligation or of any other obligations of the Trustor hereunder. Failure on the part of the Beneficiary to complain of any act or failure to act or to declare an Event of Default, irrespective of how long such failure continues, will not constitute a waiver by the Beneficiary of its right hereunder or impair any rights, power or remedies consequent on any Event of Default by the Trustor. (b) If the Beneficiary (i) grants forbearance or an extension of time for the payment or performance of any Secured Obligation, (ii) takes other or additional security or the payment of any sums secured hereby, (iii) waives or does not exercise any right granted in the Loan Documents, (iv) releases any part of the Security from the lien of this Deed of Trust, or otherwise changes any of the terms, covenants, conditions or agreements in the Loan Documents, (v) consents to the granting of any easement or other right affecting the Security, or (vi) makes or consents to any agreement subordinating the lien hereof, any such act or omission will not release, discharge, modify, change or affect the original liability under this Deed of Trust, or any other obligation of the Trustor or any subsequent purchaser of the Security or any part thereof, or any maker, co-signer, endorser, surety or guarantor (unless expressly released); nor will any such act or omission preclude the Beneficiary from exercising any right, power or privilege herein granted or intended to be granted in any Event of Default then made or of any subsequent Event of Default, nor, except as otherwise expressly provided in an instrument or instruments executed by the Beneficiary, will the lien of this Deed of Trust be altered thereby. Section 7.8 Suits to Protect the Security. The Beneficiary has the power to (a) institute and maintain such suits and proceedings as it may deem expedient to prevent any impairment of the Security and the rights of the Beneficiary as may be unlawful or any violation of this Deed of Trust, (b) preserve or protect its interest (as described in this Deed of Trust) in the Security, and (c) restrain the enforcement of or compliance with any legislation or other governmental enactment, rule or order that may be unconstitutional or otherwise invalid, if the enforcement for compliance with such enactment, rule or order would impair the Security thereunder or be prejudicial to the interest of the Beneficiary. Section 7.9 Trustee May File Proofs of Claim. In the case of any receivership, insolvency, bankruptcy, reorganization, arrangement, adjustment, composition or other proceedings affecting the Trustor, its creditors or its property, the Beneficiary, to the extent permitted by law, will be entitled to file such proofs of claim and other documents as may be necessary or advisable in order to have the claims of the Beneficiary allowed in such proceedings and for any additional amount that becomes due and payable by the Trustor hereunder after such date. Section 7.10 Waiver. October 17, 2017 Contra Costa County Board of Supervisors 1112 863\102\2172096.2 16 The Trustor waives presentment, demand for payment, notice of dishonor, notice of protest and nonpayment, protest, notice of interest on interest and late charges, and diligence in taking any action to collect any Secured Obligations or in proceedings against the Security, in connection with the delivery, acceptance, performance, default, endorsement or guaranty of this Deed of Trust. ARTICLE 8 MISCELLANEOUS Section 8.1 Amendments. This Deed of Trust cannot be waived, changed, discharged or terminated orally, but only by an instrument in writing signed by Beneficiary and Trustor. Section 8.2 Reconveyance by Trustee. Upon written request of Beneficiary stating that all Secured Obligations have been paid or forgiven, and all obligations under the Loan Documents have been performed in full, and upon surrender of this Deed of Trust to Trustee for cancellation and retention, and upon payment by Trustor of Trustee's reasonable fees, Trustee shall reconvey the Security to Trustor, or to the person or persons legally entitled thereto. Section 8.3 Notices. If at any time after the execution of this Deed of Trust it becomes necessary or convenient for one of the parties hereto to serve any notice, demand or communication upon the other party, such notice, demand or communication must be in writing and is to be served personally or by depositing the same in the registered United States mail, return receipt requested, postage prepaid and (1) if intended for Beneficiary is to be addressed to: County of Contra Costa Department of Conservation and Development 30 Muir Road Martinez, CA 94553 Attention: Assistant Deputy Director and (2) if intended for Trustor is to be addressed to: Carena Associates, L.P. c/o Resources for Community Development 2220 Oxford Street Berkeley, California 94704 Attention: Executive Director With a copy to: October 17, 2017 Contra Costa County Board of Supervisors 1113 863\102\2172096.2 17 Bank of America, N.A. Community Development Banking Group 520 Newport Center Drive, Suite 1100 Newport Beach, California 92660 Mail Code: CA6-814-11-03 Attention: Casey Carpenter Facsimile: (415) 343-9069 And: Banc of America CDC Special Holding Company, Inc. 100 N. Tryon Street Charlotte, NC 28255-0001 Attn: Nicole Baldon, VP, Tax Credit Equity Tel: (908) 388-1017 Email: Nicole.baldon@baml.com And: Buchalter, a Professional Corporation 1000 Wilshire Boulevard, Suite 1500 Los Angeles, CA 90017 Attn: Michael A. Williamson, Esq. Facsimile: (213) 630-5799 Matter No: B0965-0341 Any notice, demand or communication will be deemed given, received, made or communicated on the date personal delivery is effected or, if mailed in the manner herein specified, on the delivery date or date delivery is refused by the addressee, as shown on the return receipt. Either party may change its address at any time by giving written notice of such change to Beneficiary or Trustor as the case may be, in the manner provided herein, at least ten (10) days prior to the date such change is desired to be effective. Section 8.4 Successors and Joint Trustors. Where an obligation created herein is binding upon Trustor, the obligation also applies to and binds any transferee or successors in interest. Where the terms of the Deed of Trust have the effect of creating an obligation of the Trustor and a transferee, such obligation will be deemed to be a joint and several obligation of the Trustor and such transferee. Where Trustor is more than one entity or person, all obligations of Trustor will be deemed to be a joint and several obligation of each and every entity and person comprising Trustor. Section 8.5 Captions. The captions or headings at the beginning of each Section hereof are for the convenience of the parties and are not a part of this Deed of Trust. Section 8.6 Invalidity of Certain Provisions. Every provision of this Deed of Trust is intended to be severable. In the event any term or provision hereof is declared to be illegal or invalid for any reason whatsoever by a court or October 17, 2017 Contra Costa County Board of Supervisors 1114 863\102\2172096.2 18 other body of competent jurisdiction, such illegality or invalidity will not affect the balance of the terms and provisions hereof, which terms and provisions will remain binding and enforceable. If the lien of this Deed of Trust is invalid or unenforceable as to any part of the debt, or if the lien is invalid or unenforceable as to any part of the Security, the unsecured or partially secured portion of the debt, and all payments made on the debt, whether voluntary or under foreclosure or other enforcement action or procedure, will be considered to have been first paid or applied to the full payment of that portion of the debt that is not secured or partially secured by the lien of this Deed of Trust. Section 8.7 Governing Law. This Deed of Trust is governed by the laws of the State of California. Section 8.8 Gender and Number. In this Deed of Trust the singular includes the plural and the masculine includes the feminine and neuter and vice versa, if the context so requires. Section 8.9 Deed of Trust, Mortgage. Any reference in this Deed of Trust to a mortgage also refers to a deed of trust and any reference to a deed of trust also refers to a mortgage. Section 8.10 Actions. Trustor shall appear in and defend any action or proceeding purporting to affect the Security. Section 8.11 Substitution of Trustee. Beneficiary may from time to time substitute a successor or successors to any Trustee named herein or acting hereunder to execute this Trust. Upon such appointment, and without conveyance to the successor trustee, the latter will be vested with all title, powers, and duties conferred upon any Trustee herein named or acting hereunder. Each such appointment and substitution is to be made by written instrument executed by Beneficiary, containing reference to this Deed of Trust and its place of record, which, when duly recorded in the proper office of the county or counties in which the Property is situated, will be conclusive proof of proper appointment of the successor trustee. Section 8.12 Statute of Limitations. The pleading of any statute of limitations as a defense to any and all obligations secured by this Deed of Trust is hereby waived to the full extent permissible by law. Section 8.13 Acceptance by Trustee. Trustee accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made public record as provided by law. Except as otherwise provided by law, the Trustee is not October 17, 2017 Contra Costa County Board of Supervisors 1115 863\102\2172096.2 19 obligated to notify any party hereto of a pending sale under this Deed of Trust or of any action or proceeding in which Trustor, Beneficiary, or Trustee is a party unless brought by Trustee. Section 8.14 Tax Credit Provisions. Notwithstanding anything to the contrary contained herein or in any documents secured by this Deed of Trust or contained in any subordination agreement, and to the extent applicable, the Beneficiary acknowledges and agrees that in the event of a foreclosure or deed-in-lieu of foreclosure (collectively, "Foreclosure") with respect to the Security encumbered by this Deed of Trust, the following rule contained in 26 U.S.C. Section 42(h)(6)(E)(ii), as amended, applies: For a period of three (3) years from the date of Foreclosure, with respect to an existing tenant of any low-income unit, (i) such tenant may not be subject to eviction or termination of their tenancy (other than for good cause), (ii) nor may such tenant's gross rent with respect to such unit be increased, except as otherwise permitted under Section 42 of the Internal Revenue Code. Section 8.15 Subject to RAD Use Agreement. This Deed of Trust is in all respects subject to and subordinate in priority to that certain Rental Assistance Demonstration (RAD) Use Agreement to be entered into between the U.S. Department of Housing and Urban Development and the Trustor recorded contemporaneously herewith in the Official Records of Contra Costa County. October 17, 2017 Contra Costa County Board of Supervisors 1116 Signature page County Deed of Trust 863\102\2172096.2 20 IN WITNESS WHEREOF, Trustor has executed this Deed of Trust as of the day and year first above written. Carena Associates, L.P., a California limited partnership By: RCD GP LLC, a California limited liability company, its general partner By: Resources for Community Development, a California nonprofit public benefit corporation its sole member/manager By:__________________________________ Daniel Sawislak, Executive Director October 17, 2017 Contra Costa County Board of Supervisors 1117 863\102\2172096.2 STATE OF CALIFORNIA ) ) 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. ______________________________________ Name: ______________________________ Notary Public 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. October 17, 2017 Contra Costa County Board of Supervisors 1118 A-1 863\102\2172096.2 EXHIBIT A LEGAL DESCRIPTION (all 3 properties) The land is situated in the State of California, County of Contra Costa, and is described as follows: October 17, 2017 Contra Costa County Board of Supervisors 1119 863\102\2175100.3 1 RECORDING REQUESTED PURSUANT AND WHEN RECORDED MAIL TO: Contra Costa County Department of Conservation and Development 30 Muir Road Martinez, CA 94553 Attn: Assistant Deputy Director No fee for recording pursuant to Government Code Section 27383 __________________________________________________________________________ INTERCREDITOR AGREEMENT (Carena Apartments) This Intercreditor Agreement (the "Agreement") is dated October ____, 2017, and is among the City of Concord, a municipal corporation (the "City"), the County of Contra Costa, a political subdivision of the State of California (the "County"), and Carena Associates, L.P., a California limited partnership ("Borrower"), with reference to the following facts: RECITALS A. Defined terms used but not defined in these recitals are as defined in Section 1 of this Agreement. B. Borrower is acquiring from Resources for Community Development, a California nonprofit public benefit corporation (the "Riley Seller" or "RCD") that certain real property located at 2050, 2051, and 2061 Riley Court in the City of Concord, County of Contra Costa, State of California, as more particularly described in Exhibit A (the "Riley Property"). The Riley Property is improved with forty-eight (48) units of affordable housing and attendant site improvements (the "Riley Improvements"). C. Borrower is acquiring from Camara Housing Associates L.P., a California limited partnership (the "Camara Seller") that certain real property located at 2501, 2513, 2525, 2530, 2531, 2536, 2537, 2549, 2554, 2555, and 2566 Camara Circle in the City of Concord, County of Contra Costa, State of California, as more particularly described in Exhibit A (the "Camara Property"). The Camara Property is improved with fifty-one (51) units of affordable housing and attendant site improvements (the "Camara Improvements"). D. Borrower is acquiring from 112 Alves Lane Partners, a California limited partnership (the "Elaine Null Seller") that certain real property located at 112 Alves Lane and 300-310 Water Street in the City of Bay Point, County of Contra Costa, State of California, as more particularly described in Exhibit A (the "Elaine Null Property"). The Elaine Null Property is improved with fourteen (14) units of affordable housing and attendant site improvements (the "Elaine Null Improvements"). October 17, 2017 Contra Costa County Board of Supervisors 1120 863\102\2175100.3 2 E. The Riley Improvements, the Camara Improvements, and the Elaine Null Improvements are collectively referred to as the "Improvements." The Riley Property, the Camara Property, and the Elaine Null Property, are collectively referred to as the "Property." The Improvements and the Property are collectively referred to as the "Development." F. The County previously provided the following loans to the Riley Seller: (i) a loan of Three Hundred Forty-Two Thousand Dollars ($342,000) of HOME Funds (the "Original Riley HOME Loan"); and (ii) a loan of Five Hundred Thirty Thousand Dollars ($530,000) of HOPWA Funds (the "Original Riley HOPWA Loan"). G. The County previously provided the Camara Seller a loan of Eight Hundred Fifty Thousand Dollars ($850,000) in HOME Funds (the "Original County Camara Loan"). H. The County previously provided the following loans to the Elaine Null Seller: (i) a loan of Four Hundred Sixty Thousand Dollars ($460,000) made up of Three Hundred Nine Thousand Dollars ($390,000) in HOME Funds and Seventy Thousand Dollars ($70,000) in CDBG Funds (the "Original Elaine Null CDBG/HOME Loan"); and (ii) a loan of Four Hundred Forty Thousand Dollars ($440,000) of Housing Funds (the "Original Elaine Null Agency Loan"). The Original Riley HOME Loan, the Original Riley HOPWA Loan, the Original County Camara Loan, the Original Elaine Null CDBG/HOME Loan, and the Original Elaine Null Agency Loan are collectively referred to as the "Original County Loans." I. In support of the rehabilitation of the Improvements and a common scheme of financing, the County has agreed to restructure the Original County Loans and consent to their assignment to Borrower, and provide additional loan funds to Borrower. The additional County loan funds include: (i) Two Hundred Thousand Dollars ($200,000) in HOME Funds and ______________________Dollars ($________________) in CDBG Funds for the Elaine Null Improvements (the "New Elaine Null Loan"), and (ii) Six Hundred Twenty-Five Thousand Dollars ($625,000) in HOME Funds for the Riley Improvements (the "New Riley Loan"). The New Elaine Null Loan and the New Riley Loan are collectively referred to as the "New County Loans." J. The sum of the combined Restructured County Loans and New County Loans is _______________________ Dollars ($______________) (the "Combined County Loan"). K. The Combined County Loan is evidenced by a Development Loan Agreement between the County and Borrower of even date herewith (the "County Loan Agreement"). Pursuant to the County Loan Agreement the Original County Loans are restructured to: (i) extend their term, (ii) change the interest rate, and (iii) include accrued interest in the outstanding principal amount. The Combined County Loan is evidenced by following promissory notes executed Borrower for the benefit of the County (collectively, the "County Notes"): (i) a promissory note in the combined amount of the Original Riley HOPWA Loan and the Original Riley HOME Loan, as restructured (the "Riley Restructured Loan"); (ii) a promissory note in the amount of the New Riley Loan; (iii) a promissory note in the amount of the Original County Camara Loan, as restructured (the "Restructured Camara Loan"); (iv) a promissory note in the combined amount of the Original Elaine Null CDBG/HOME Loan and the Original Elaine Null Agency Loan, as restructured (the "Restructured Elaine Null Loan"); and (v) a promissory note October 17, 2017 Contra Costa County Board of Supervisors 1121 863\102\2175100.3 3 in the amount of the New Elaine Null Loan. The Combined County Loan is also evidenced by a Deed of Trust with Assignment of Rents, Security Agreement, and Fixture Filing of even date herewith among Borrower, as trustor, North American Title Company, as trustee, and the County, as beneficiary, recorded against the Property concurrently herewith (the "County Deed of Trust"). L. The City previously made a loan to the Riley Seller in the amount of One Million Ninety-Eight Thousand Dollars ($1,098,000) (the "Original City Riley Loan"). The City also made a loan to the Camara Seller in the amount of Two Million Six Hundred Fifty Thousand Dollars ($2,650,000) (the "Original City Camara Loan"). The Original City Riley Loan and the Original City Camara Loan are collectively referred to as the "Original City Loans." M. In support of the rehabilitation of the Improvements and a common scheme of financing, the City has agreed to restructure the Original City Loans and consent to their assignment to Borrower, and provide additional loan funds to Borrower. The additional City loan funds include One Million One Hundred Thousand Dollars ($1,100,000) of City Affordable Housing Funds (the "New City Loan"). N. The principal amount of the combined Original City Loans and New City Loan is _______________________ Dollars ($______________) (the "Combined City Loan"). O. The Combined City Loan is evidenced by the following documents (among others): (i) an Amended and Restated Loan Agreement by and among the City, RCD, the Camara Seller, and Borrower of even date therewith (the "City Loan Agreement"); (ii) Amended and Restated Deed of Trust executed by Borrower for the benefit of the City to be recorded against the Property (the "City Deed of Trust"); and (iii) an Amended and Restated Promissory Note executed by Borrower for the benefit of the City in the amount of the Original City Loans, and a Promissory Note executed by Borrower for the benefit of the City in the amount of the New City Loan (collectively, the "City Notes"). P. The City and the County desire to cause the City Deed of Trust and the County Deed of Trust (together, the "Deeds of Trust") to be equal in lien priority. The City and the County also desire to divide (i) the proceeds of any foreclosure, condemnation or insurance claim, and (ii) the Lenders' Share of Residual Receipts, as described herein. NOW, THEREFORE, the Parties agree as follows: AGREEMENT 1. Definitions. The following terms have the following meanings: (a) "Annual County Loan Payment" has the meaning in Section 2(a). (b) "Annual City Loan Payment" has the meaning in Section 2(b). (c) "Annual Operating Expenses" means for each calendar year, the following costs reasonably and actually incurred for operation and maintenance of the Development: October 17, 2017 Contra Costa County Board of Supervisors 1122 863\102\2175100.3 4 i. property taxes and assessments imposed on the Development; ii. debt service currently due on a non-optional basis (excluding debt service due from residual receipts or surplus cash of the Development) on the CCRC Loan; iii. on-site service provider fees for tenant social services, provided the County and City have approved, in writing, the plan and budget for such services before such services begin; iv. fees paid to the Issuer with respect to the Bonds; v. property management fees and reimbursements, on–site property management office expenses, and salaries of property management and maintenance personnel, not to exceed amounts that are standard in the industry and which are pursuant to a management contract approved by the County and the City; vi. the Partnership/Asset Fee and/or payments up to the amount of the Partnership/Asset Fee made against the RCD Loan; vii. fees for accounting, audit, and legal services incurred by Borrower's general partner in the asset management of the Development, not to exceed amounts that are standard in the industry, to the extent such fees are not included in the Partnership/Asset Fee; viii. premiums for insurance required for the Improvements to satisfy the requirements of any lender of Approved Financing; ix. utility services not paid for directly by tenants, including water, sewer, and trash collection; x. maintenance and repair expenses and services; xi. any annual license or certificate of occupancy fees required for operation of the Development; xii. security services; xiii. advertising and marketing; xiv. cash deposited into the Replacement Reserve Account in the amount set forth in Section 4.2(a) of the County Loan Agreement; xv. cash deposited into the Operating Reserve Account to maintain the amount set forth in Section 4.2(b) of the County Loan Agreement (excluding amounts deposited to initially capitalize the account); xvi. payment of any previously unpaid portion of Developer Fee (without interest), not to exceed the amount set forth in Section 3.17 of the County Loan October 17, 2017 Contra Costa County Board of Supervisors 1123 863\102\2175100.3 5 Agreement; xvii. extraordinary operating costs specifically approved in writing by the County and the City; xviii. payments of deductibles in connection with casualty insurance claims not normally paid from reserves, the amount of uninsured losses actually replaced, repaired or restored, and not normally paid from reserves, and other ordinary and reasonable operating expenses approved in writing by the County and the City and not listed above. Annual Operating Expenses do not include the following: depreciation, amortization, depletion or other non-cash expenses, initial deposits to capitalize a reserve account, any amount expended from a reserve account, and any capital cost associated with the Development. (d) "Approved Financing" means all of the following loans, grants and equity obtained by Borrower and approved by the County and the City for the purpose of financing the acquisition of the Property and construction of the Development in addition to the Combined County Loan and the Combined City Loan: i. County of Contra Costa Multifamily Housing Revenue Bonds (Carena Scattered Site Renovation) Series 2017A issued by the County of Contra Costa (the "Issuer") in the approximate amount of _______________________ Dollars ($_______________) (the "Bonds"), that are purchased by the Bank and the sale proceeds of which are loaned to Borrower (the "Bank Loan") which will convert to a permanent loan from CCRC in the approximate amount of ____________________ Dollars ($_______________) (the "CCRC Loan"); ii. the Low Income Housing Tax Credit investor equity funds in the approximate amount of ___________________________ Dollars ($__________________) (the "Tax Credit Investor Equity") provided by the Investor Limited Partner; iii. the loan from RCD in the approximate amount of ___________________________ Dollars ($__________________) (the "RCD Loan"); iv. the loan from RCD of Development reserves in the approximate amount of ___________________________ Dollars ($__________________) (the "Reserve Loan"); and v. the capital contribution from Borrower's general partner in the approximate amount of ______________ Dollars ($______) (the "GP Capital Contribution"). (e) "Available Net Proceeds" means the result obtained by multiplying the Net Proceeds of Permanent Financing by 0.75. (f) "Bank" means Bank of America, N.A., a national banking association. October 17, 2017 Contra Costa County Board of Supervisors 1124 863\102\2175100.3 6 (g) "Bank Loan" has the meaning set forth in Section 1(d)(i). (h) "Bonds" has the meaning set forth in Section 1(d)(i). (i) "Camara Improvements" has the meaning set forth in Paragraph C of the Recitals. (j) "Camara Property" has the meaning set forth in Paragraph C of the Recitals. (k) "Camara Seller" has the meaning set forth in Paragraph C of the Recitals. (l) "CCRC" means California Community Reinvestment Corporation, a California nonprofit public benefit corporation. (m) "CCRC Loan" has the meaning set forth in Section 1.1(d)(i). (n) "CDBG Funds" means funds provided to the County from HUD under Title I of the Housing and Community Development Act of 1974, as amended which must be used by in accordance with 24 C.F.R. Part 570. (o) "City" has the meaning set forth in the first paragraph of this Agreement. (p) "City Deed of Trust" has the meaning set forth in Paragraph O of the Recitals. (q) "City Loan Agreement" has the meaning set forth in Paragraph O of the Recitals. (r) "City Prorata Percentage" means fifty-five percent (55%) percent. (s) "City Notes" has the meaning set forth in Paragraph O of the Recitals. (t) "Combined City Loan" has the meaning set forth in Paragraph N of the Recitals. (u) "Combined County Loan" has the meaning set forth in Paragraph J of the Recitals. (v) "Completion Date" means the date a final certificate of occupancy, or equivalent document is issued by the City to certify that the Development may be legally occupied. (w) "County" has the meaning set forth in the first paragraph of this Agreement. (x) "County Deed of Trust" has the meaning set forth in Paragraph K of the Recitals. (y) "County Loan Agreement" has the meaning set forth in Paragraph K of the Recitals. October 17, 2017 Contra Costa County Board of Supervisors 1125 863\102\2175100.3 7 (z) "County Prorata Percentage" means forty-five percent (45%) percent. (aa) "County Notes" has the meaning set forth in Paragraph K of the Recitals. (bb) "Deeds of Trust" has the meaning set forth in Paragraph P of the Recitals. (cc) "Default Rate" means a rate of interest equal to the lesser of the maximum rate permitted by law and ten percent (10%) per annum. (dd) "Developer Fee" has the meaning set forth in Section 3.17 of the County Loan Agreement. (ee) "Development" has the meaning set forth in Paragraph E of the Recitals. (ff) "Elaine Null Improvements" has the meaning set forth in Paragraph D of the Recitals. (gg) "Elaine Null Property" has the meaning set forth in Paragraph D of the Recitals. (hh) "Elaine Null Seller" has the meaning set forth in Paragraph D of the Recitals. (ii) "Enforcing Party" has the meaning set forth in Section 6(b). (jj) "Fifteen Year Compliance Period" means the fifteen (15)-year compliance period as described in Section 42(i)(1) of the Internal Revenue Code of 1986, as amended. (kk) "Final Cost Certification" means the Final Cost Certification Sources and Uses of Funds prepared by Borrower for the Development that (1) Borrower submits to the California Tax Credit Allocation Committee, and (2) has been prepared using generally accepted accounting standards in effect in the United States of America from time to time, consistently applied. (ll) "Final Development Cost" means the total of the cost of acquisition and construction of the Development as shown on the Final Cost Certification. (mm) "Foreclosure Net Proceeds" means the proceeds that result from a foreclosure, or any other action, whether judicial or non-judicial, less (i) all amounts paid to any senior lien holder, and (ii) expenses incurred by a lender that is a Party to this Agreement in connection with such foreclosure or other action. (nn) "GP Capital Contribution" has the meaning set forth in Section 1(d)(v). (oo) "Gross Revenue" means for each calendar year, all revenue, income, receipts, and other consideration actually received from the operation and leasing of the Development. Gross Revenue includes, but is not limited to: i. all rents, fees and charges paid by tenants; October 17, 2017 Contra Costa County Board of Supervisors 1126 863\102\2175100.3 8 ii. Section 8 payments or other rental subsidy payments received for the dwelling units; iii. deposits forfeited by tenants; iv. all cancellation fees; v. price index adjustments and any other rental adjustments to leases or rental agreements; vi. net proceeds from vending and laundry room machines; vii. the proceeds of business interruption or similar insurance not paid to senior lenders; viii. the proceeds of casualty insurance not used to rebuild the Development and not paid to senior lenders; and ix. condemnation awards for a taking of part or all of the Development for a temporary period. Gross Revenue does not include tenants' security deposits, loan proceeds, capital contributions or similar advances. (pp) "HOME Funds" means Home Investment Partnerships Act funds provided from HUD to the County pursuant to the Cranston-Gonzales National Housing Act of 1990, which must be used in accordance with 24 C.F.R. Part 92. (qq) "HOPWA Funds" means Housing Opportunities for Persons with AIDS Program funds from HUD pursuant to the HOPWA Program which are available to and administered by the County as a subrecipient of the City of Oakland, which is the representative for the Alameda-Contra Costa County Eligible Metropolitan Area, and which must be used in accordance with 24 C.F.R. Section 574 et seq. (rr) "Housing Funds" means Low and Moderate Income Housing Asset funds assumed by the County as the Successor Housing Agency to the Redevelopment Agency of the County of Contra Costa, which must be used in compliance with the Community Redevelopment Law (Health and Safety Code Section 33000 et seq.) as amended by Health and Safety Code Section 34176.1. (ss) "HUD" means the United States Department of Housing and Urban Development. (tt) "Improvements" has the meaning set forth in Paragraph E of the Recitals. October 17, 2017 Contra Costa County Board of Supervisors 1127 863\102\2175100.3 9 (uu) "Investor Limited Partner" means, collectively, Bank of America, N.A., a national banking association, Banc of America CDC Special Holding Company, Inc., a North Carolina corporation, and their successors and assigns. (vv) "Issuer" has the meaning set forth in Section 1.1(d)(i). (ww) "Lenders' Share of Residual Receipts" means seventy-five percent (75%) of Residual Receipts. (xx) "Net Proceeds of Permanent Financing" means the amount by which Permanent Financing exceeds the Final Development Costs. (yy) "New City Loan" has the meaning set forth in Paragraph M of the Recitals. (zz) "New County Loans" has the meaning set forth in Paragraph I of the Recitals. (aaa) "New Elaine Null Loan" has the meaning set forth in Paragraph I of the Recitals. (bbb) "New Riley Loan" has the meaning set forth in Paragraph I of the Recitals. (ccc) "Original City Camara Loan" has the meaning set forth in Paragraph L of the Recitals. (ddd) "Original City Loans" has the meaning set forth in Paragraph L of the Recitals. (eee) "Original City Riley Loan" has the meaning set forth in Paragraph L of the Recitals. (fff) "Original County Camara Loan" has the meaning set forth in Paragraph G of the Recitals. (ggg) "Original County Loans" has the meaning set forth in Paragraph H of the Recitals. (hhh) "Original Elaine Null Agency Loan" has the meaning set forth in Paragraph H of the Recitals. (iii) "Original Elaine Null CDBG/HOME Loan" has the meaning set forth in Paragraph H of the Recitals. (jjj) "Original Riley HOME Loan" has the meaning set forth in Paragraph F of the Recitals. (kkk) "Original Riley HOPWA Loan" has the meaning set forth in Paragraph F of the Recitals. October 17, 2017 Contra Costa County Board of Supervisors 1128 863\102\2175100.3 10 (lll) "Parties" means the City, the County, and Borrower. (mmm)"Partnership Agreement" means the Amended and Restated Agreement of Limited Partnership, dated on or about the date of recordation of the Deeds of Trust, as may be amended from time to time, that governs the operation and organization of Borrower as a California limited partnership. (nnn) "Partnership/Asset Fee" means (i) partnership management fees (including any asset management fees) payable pursuant to the Partnership Agreement to any partner or affiliate of Borrower or any affiliate of a partner of Borrower, if any, during the Fifteen Year Compliance Period, and (ii) after the expiration of the Fifteen Year Compliance Period asset management fees payable to Borrower, in the amounts approved by the County as set forth in Section 3.18 of the County Loan Agreement. (ooo) "Permanent Financing" means the sum of the following amounts: (i) the CCRC Loan; (ii) the Combined County Loan; (iii) the Combined City Loan; (iv) the RCD Loan; (v) the Reserve Loan; (vi) the Tax Credit Investor Equity; and (vii) the GP Capital Contribution. (ppp) "Property" has the meaning set forth in Paragraph E of the Recitals. (qqq) "RCD" has the meaning set forth in Paragraph B of the Recitals. (rrr) "RCD Loan" has the meaning set forth in Section 1.1(d)(iii). (sss) "Reserve Loan" has the meaning set forth in Section 1.1(d)(iv) (ttt) "Residual Receipts" means for each calendar year, the amount by which Gross Revenue exceeds Annual Operating Expenses. (uuu) "Restructured Camara Loan" has the meaning set forth in Paragraph K of the Recitals. (vvv) "Restructured County Loans" means the Restructured Riley Loan, the Restructured Camara Loan, and the Restructured Elaine Null Loan, with a combined principal balance of $__________. (www) "Restructured Elaine Null Loan" has the meaning set forth in Paragraph K of the Recitals. (xxx) "Restructured Riley Loan" has the meaning set forth in Paragraph K of the Recitals. (yyy) "Riley Improvements" has the meaning set forth in Paragraph B of the Recitals. (zzz) "Riley Property" has the meaning set forth in Paragraph B of the Recitals. (aaaa) "Riley Seller" has the meaning set forth in Paragraph B of the Recitals. (bbbb) "Statement of Residual Receipts" means an itemized statement of Residual October 17, 2017 Contra Costa County Board of Supervisors 1129 863\102\2175100.3 11 Receipts. (cccc) "Tax Credit Investor Equity" has the meaning set forth in Section 1(d)(ii). (dddd) "Term" means the period of time that commences on the date of this Agreement, and expires, unless sooner terminated in accordance with this Agreement, on the fifty-fifth (55th) anniversary of the Completion Date; provided, however, if a record of the Completion Date cannot be located or established, the Term will expire on the fifty-seventh (57th) anniversary of this Agreement. 2. Annual Payments to County and City. (a) Combined County Loan. i. Commencing on June 1, 2020, and on June 1 of each year thereafter during the Term, Borrower shall make a loan payment to the County in an amount equal to the County Prorata Percentage of the Lenders' Share of Residual Receipts (each such payment, an "Annual County Loan Payment"). A numerical example of the methodology to be used to calculate the Annual County Loan Payment is shown in Exhibit B attached hereto. In the event of a conflict between the text of this Section 2(a) and Exhibit B, the text of this Section 2(a) will prevail. The County shall apply all Annual County Loan Payments to the Combined County Loan as follows: (1) first, to accrued interest, and (2) second, to principal. ii. Borrower shall repay the Combined County Loan pursuant to the terms of the County Loan Agreement and the County Notes. In the event of any conflict between the repayment terms and provisions of the County Loan Agreement and this Agreement, the provisions of this Agreement apply. The County may not consent to any amendment or waiver of the terms of the County Loan Agreement or the County Notes if such amendment or waiver could reasonably be deemed to materially adversely affect the City, without the City's prior written approval, which the City may withhold in its sole discretion. (b) City Loan. i. Commencing on June 1, 2020, and on June 1 of each year thereafter during the Term, Borrower shall make a loan payment to the City in an amount equal the City Prorata Percentage of the Lenders' Share of Residual Receipts (each such payment, an "Annual City Loan Payment"). A numerical example of the methodology to be used to calculate the Annual City Loan Payment is shown in Exhibit B attached hereto. In the event of a conflict between the text of this Section 2(b) and Exhibit B, the text of this Section 2(b) will prevail. The City shall apply all Annual City Loan Payments to the Combined City Loan as follows: (1) first, to accrued interest, and (2) second, to principal for the City Loan. ii. Borrower shall repay the City Loan pursuant to the terms of the City Loan Agreement and the City Notes. In the event of any conflict between the repayment terms of the City Loan Agreement and this Agreement, the provisions of this Agreement apply. The City may not consent to any amendment or waiver of the terms of the City Loan Agreement or the City Notes, if such amendment or waiver could reasonably be deemed to materially October 17, 2017 Contra Costa County Board of Supervisors 1130 863\102\2175100.3 12 adversely affect the County, without the County's prior written approval, which the County may withhold in its sole discretion. 3. Special Repayments from Net Proceeds of Permanent Financing. (a) No later than ten (10) days after the date Borrower receives its final capital contribution from the Investor Limited Partner, Borrower shall pay to the County as a special repayment of the Combined County Loan, an amount equal to the result obtained by multiplying the County Prorata Percentage by the Available Net Proceeds. (b) No later than ten (10) days after the date Borrower receives its final capital contribution from the Investor Limited Partner, Borrower shall pay to the City as a special repayment of the Combined City Loan, an amount equal to the result obtained by multiplying the City Prorata Percentage by the Available Net Proceeds. (c) No later than one hundred eighty (180) days following completion of construction of the Development, Borrower shall submit to the County and the City a preliminary calculation of the Net Proceeds of Permanent Financing and a draft of the Final Cost Certification. The County and the City shall approve or disapprove Borrower's determination of the amount of the Net Proceeds of Permanent Financing in writing within thirty (30) days of receipt. If Borrower's determination is disapproved by the County or the City, Borrower shall re- submit documentation to the County and the City until approval of the County and the City is obtained. 4. Reports and Accounting of Residual Receipts. (a) Annual Reports. In connection with the Annual County Loan Payment and the Annual City Loan Payment, Borrower shall furnish to the City and the County: i. The Statement of Residual Receipts for the relevant period. The first Statement of Residual Receipts will cover the period that begins on January 1, 2019 and ends on December 31st of that same year. Subsequent statements of Residual Receipts will cover the twelve-month period that ends on December 31 of each year; ii. A statement from the independent public accountant that audited Borrower's financial records for the relevant period, which statement must confirm that Borrower's calculation of the Lender's Share of Residual Receipts is accurate based on Operating Income and Annual Operating Expenses; and iii. Any additional documentation reasonably required by the County or the City to substantiate Borrower's calculation of Lender's Share of Residual Receipts. (b) Books and Records. Borrower shall keep and maintain at the principal place of business of Borrower set forth in Section 11 below, or elsewhere with the written consent of the County and the City, full, complete and appropriate books, record and accounts relating to the Development, including all books, records and accounts necessary or prudent to evidence and substantiate in full detail Borrower's calculation of Residual Receipts and disbursements of Residual Receipts. Borrower shall cause all books, records and accounts October 17, 2017 Contra Costa County Board of Supervisors 1131 863\102\2175100.3 13 relating to its compliance with the terms, provisions, covenants and conditions of this Agreement to be kept and maintained in accordance with generally accepted accounting principles consistently applied, and to be consistent with requirements of this Agreement, which provide for the calculation of Residual Receipts on a cash basis. Borrower shall cause all books, records, and accounts to be open to and available for inspection by the County and the City, their auditors or other authorized representatives at reasonable intervals during normal business hours. Borrower shall cause copies of all tax returns and other reports that Borrower may be required to furnish to any government agency to be open for inspection by the County and the City at all reasonable times at the place that the books, records and accounts of Borrower are kept. Borrower 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, and for any period during which there is an audit undertaken pursuant to subsection (c) below then pending. (c) County and City Audits. i. The receipt by the County or the City of any statement pursuant to subsection (a) above or any payment by Borrower or acceptance by the County or the City of any loan repayment for any period does not bind the County or the City as to the correctness of such statement or such payment. The County or the City or any designated agent or employee of the County or the City is entitled at any time to audit the Residual Receipts and all books, records, and accounts pertaining thereto. The County and/or the City may conduct such audit during normal business hours at the principal place of business of Borrower and other places where records are kept. Immediately after the completion of an audit, the County or the City, as the case may be, shall deliver a copy of the results of the audit to Borrower. ii. If it is determined as a result of an audit that there has been a deficiency in a loan repayment to the County and/or the City, then such deficiency will become immediately due and payable, with interest at the Default Rate from the date the deficient amount should have been paid. In addition, if the audit determines that Residual Receipts have been understated for any year by the greater of (i) $2,500, and (ii) an amount that exceeds five percent (5%) of the Residual Receipts, then, in addition to paying the deficiency with interest, Borrower shall pay all of the costs and expenses connected with the audit and review of Borrower's accounts and records incurred by the County and/or the City. 5. Deeds of Trust. Notwithstanding the fact that the City Deed of Trust may be recorded prior to the County Deed of Trust, or that the County Deed of Trust may be recorded prior to the City Deed of Trust, the Deeds of Trust are equal in lien priority. 6. Notice of Default. (a) The County and the City shall each notify the other promptly upon declaring a default or learning of the occurrence of any material event of default, or any event which with the lapse of time would become a material event of default, under its respective loan documents for the Combined City Loan and the Combined County Loan. (b) The City and the County agree not to make a demand for payment from Borrower or accelerate the City Notes or the County Notes, as the case may be, or commence enforcement of any of the rights and remedies under the City Deed of Trust or the County Deed October 17, 2017 Contra Costa County Board of Supervisors 1132 863\102\2175100.3 14 of Trust, as the case may be, until the date that is five (5) business days following delivery of written notice by the Party enforcing its rights (the "Enforcing Party") to the other Party stating that a "default" (as defined in the relevant Deed of Trust) has occurred and is continuing and that the Enforcing Party is requesting the other Party's assistance in foreclosure pursuant to Section 7. 7. Cooperation in Foreclosure. (a) If there is a default under the Combined City Loan and/or Combined County Loan, after expiration of any applicable cure periods, the party who is the lender on the defaulted loan shall cooperate with the other lender that is a Party to this Agreement to coordinate any foreclosure proceedings or other appropriate remedies. (b) Neither the County nor the City may contest the validity, perfection, priority, or enforceability of the lien granted to the other Party by a deed of trust secured by the Property. Notwithstanding any failure of a Party to perfect its lien on the Property or any other defect in the security interests or obligations owing to such Party, the priority and rights as between the lenders that are Parties to this Agreement are as set forth in this Agreement. 8. Foreclosure Proceeds. If there is a foreclosure, or any other action, whether judicial or nonjudicial, under any or both of the Deeds of Trust (including the giving of a deed in lieu of foreclosure), the proceeds resulting from such foreclosure or action will be first used to pay (i) all amounts paid to any senior lien holder, and (ii) expenses incurred by the County, the City, or both, in connection with such foreclosure or other action. After such payments (i) the City is entitled to the result obtained by multiplying the City Prorata Percentage by the Foreclosure Net Proceeds, and (ii) the County is entitled to the result obtained by multiplying the County Prorata Percentage by the Foreclosure Net Proceeds. 9. Insurance and Condemnation Proceeds. If, as a result of having made the Combined City Loan and the Combined County Loan, the City and County are entitled to insurance or condemnation proceeds, they will share such proceeds as follows: (i) the City is entitled the result obtained by multiplying the City Prorata Percentage by the available proceeds, and (ii) the County is entitled to the result obtained by multiplying the County Prorata Percentage by the available proceeds. 10. Title to Property. If, as a result of having made the Combined City Loan and the Combined County Loan, either the City or the County is entitled to title to the Property as a consequence of Borrower's default, then title is to be held in tenancy in common by the City and the County in accordance with their respective prorata share of the Foreclosure Net Proceeds. Subsequent decisions to hold or sell the Property will be made by joint decision of the City and the County. 11. Notices. All notices required or permitted by any provision of this Agreement must be in writing and sent by registered or certified mail, postage prepaid, return receipt requested, or delivered by express delivery service, return receipt requested, or delivered personally, to the principal office of the Parties as follows: October 17, 2017 Contra Costa County Board of Supervisors 1133 863\102\2175100.3 15 City: City of Concord 1950 Parkside Drive M/S 1B Concord, California 94519 Attention: Housing and Economic Director And: City of Concord 1950 Parkside Drive M/S 1B Concord, California 94519 Attention: City Attorney County: County of Contra Costa Department of Conservation and Development 30 Muir Road Martinez, California 94553 Attention: Assistant Deputy Director Borrower: Carena Associates, L.P. c/o Resources for Community Development 2220 Oxford Street Berkeley, California 94704 Attention: Executive Director Investor Limited Partner: Bank of America, N.A. Community Development Banking Group 520 Newport Center Drive, Suite 1100 Newport Beach, California 92660 Mail Code: CA6-814-11-03 Attention: Casey Carpenter Facsimile: (415) 343-9069 And: Banc of America CDC Special Holding Company, Inc. 100 N. Tryon Street Charlotte, NC 28255-0001 Attn: Nicole Baldon, VP, Tax Credit Equity Tel: (908) 388-1017 Email: Nicole.baldon@baml.com And: Buchalter, a Professional Corporation 1000 Wilshire Boulevard, Suite 1500 Los Angeles, CA 90017 Attn: Michael A. Williamson, Esq. Facsimile: (213) 630-5799 Matter No: B0965-0341 October 17, 2017 Contra Costa County Board of Supervisors 1134 863\102\2175100.3 16 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 as provided in this Section. Receipt will be deemed to have occurred on the date marked on a written receipt as the date of delivery or refusal of delivery (or attempted delivery if undeliverable). 12. Titles. Any titles of the sections or subsections of this Agreement are inserted for convenience of reference only and are to be disregarded in interpreting any part of the Agreement's provisions. 13. California Law. This Agreement is governed by the laws of the State of California. 14. Severability. If any term 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. 15. Legal Actions. If 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 of this Agreement, then 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. 16. Entire Agreement. This Agreement constitutes the entire understanding and agreement of the Parties with respect to the distribution of proceeds upon foreclosure of or other remedies under the Deeds of Trust. 17. Counterparts. This Agreement may be executed in multiple originals, each of which is deemed to be an original, and may be signed in counterparts. 18. Amendments. This Agreement may not be modified except by written instrument executed by and amongst the Parties. [Remainder of Page Left Intentionally Blank] October 17, 2017 Contra Costa County Board of Supervisors 1135 Signature Page Carena Intercreditor Agreement 863\102\2175100.3 17 IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above. BORROWER: CARENA ASSOCIATES, L.P., a California limited partnership By: RCD GP LLC, a California limited liabilit y company, its general partner By: Resources for Community Development, a California nonprofit public benefit corporation, its sole member/manager By:_________________________ Daniel Sawislak, Executive Director COUNTY: COUNTY OF CONTRA COSTA, a political subdivision of the State of California By: ____________________________ John Kopchik Director, Department of Conservation and Development APPROVED AS TO FORM: SHARON L. ANDERSON County Counsel By: Kathleen Andrus Deputy County Counsel October 17, 2017 Contra Costa County Board of Supervisors 1136 Signature Page Carena Intercreditor Agreement 863\102\2175100.3 18 ATTEST: ______________________ Joel Fockler, MMC City Clerk APPROVED AS TO FORM: Susanne Meyer Brown City Attorney CITY: CITY OF CONCORD, a municipal corporation By: __________________ Valerie Barone, City Manager October 17, 2017 Contra Costa County Board of Supervisors 1137 863\102\2175100.3 19 STATE OF CALIFORNIA ) ) 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. ______________________________________ Name: ______________________________ Notary Public 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. October 17, 2017 Contra Costa County Board of Supervisors 1138 863\102\2175100.3 20 STATE OF CALIFORNIA ) ) 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. ______________________________________ Name: ______________________________ Notary Public 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. October 17, 2017 Contra Costa County Board of Supervisors 1139 863\102\2175100.3 21 STATE OF CALIFORNIA ) ) 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. ______________________________________ Name: ______________________________ Notary Public 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. October 17, 2017 Contra Costa County Board of Supervisors 1140 A-1 863\102\2175100.3 EXHIBIT A LEGAL DESCRIPTION OF THE PROPERTY (all 3 properties) The land is situated in the State of California, County of Contra Costa, and is described as follows: October 17, 2017 Contra Costa County Board of Supervisors 1141 B-1 863\102\2175100.3 EXHIBIT B COUNTY/CITY RESIDUAL RECEIPTS NUMERICAL EXPLANATION [To be Attached] October 17, 2017 Contra Costa County Board of Supervisors 1142 863\102\2175098.2 1 PROMISSORY NOTE (New Elaine Null Loan) $_______ Martinez, California October ___, 2017 FOR VALUE RECEIVED, the undersigned Carena Associates, L.P., a California limited partnership ("Borrower") hereby promises to pay to the order of the County of Contra Costa, a political subdivision of the State of California ("Holder"), the principal amount of _________ Dollars ($______) plus interest thereon pursuant to Section 2 below. All capitalized terms used but not defined in this Note have the meanings set forth in the Development Loan Agreement between Borrower and Holder of even date herewith (the "Loan Agreement"). 1. Borrower's Obligation. This promissory note (the "Note") evidences Borrower's obligation to repay Holder the principal amount of _________________ Dollars ($______) with interest for the funds loaned to Borrower by Holder to finance the rehabilitation of the Development pursuant to the Development Loan Agreement. 2. Interest. (a) Subject to the provisions of Subsection (b) below, the New Elaine Null Loan bears no interest. (b) If an Event of Default occurs, interest will accrue on all amounts due under this Note at the Default Rate until such Event of Default is cured by Borrower or waived by Holder. 3. Term and Repayment Requirements. Principal and interest under this Note is due and payable as set forth in Section 2.10 of the Loan Agreement. The unpaid principal balance hereunder, together with accrued interest thereon, is due and payable no later than the date that is the fifty-fifth (55th) anniversary of the Completion Date; provided, however, if a record of the Completion Date cannot be located or established, the Loan is due and payable on the fifty- seventh (57th) anniversary of the date of this Note. 4. No Assumption. This Note is not assumable by the successors and assigns of Borrower without the prior written consent of Holder, except as provided in the Loan Agreement. 5. Security. This Note, with interest, is secured by the Deed of Trust. Upon execution, the Deed of Trust will be recorded in the official records of Contra Costa County, California. Upon recordation of the Deed of Trust, this Note will become nonrecourse to Borrower, pursuant to and except as provided in Section 2.12 of the Loan Agreement which Section 2.12 is hereby incorporated into this Note. The terms of the Deed of Trust are hereby incorporated into this Note and made a part hereof. October 17, 2017 Contra Costa County Board of Supervisors 1143 863\102\2175098.2 2 6. Terms of Payment. (a) Borrower shall make all payments due under this Note in currency of the United States of America to Holder at Department of Conservation and Development, 30 Muir Road, Martinez, CA 94553, Attention: Assistant Deputy Director, or to such other place as Holder may from time to time designate. (b) All payments on this Note are without expense to Holder. Borrower shall pay all costs and expenses, including re-conveyance fees and reasonable attorney's fees of Holder, incurred in connection with the enforcement of this Note and the release of any security hereof. (c) Notwithstanding any other provision of this Note, or any instrument securing the obligations of Borrower under this Note, if, for any reason whatsoever, the payment of any sums by Borrower pursuant to the terms of this Note would result in the payment of interest that exceeds the amount that Holder may legally charge under the laws of the State of California, then the amount by which payments exceed the lawful interest rate will automatically be deducted from the principal balance owing on this Note, so that in no event is Borrower obligated under the terms of this Note to pay any interest that would exceed the lawful rate. (d) The obligations of Borrower under this Note are absolute and Borrower waives any and all rights to offset, deduct or withhold any payments or charges due under this Note for any reason whatsoever. 7. Event of Default; Acceleration. (a) Upon the occurrence of an Event of Default, the entire unpaid principal balance, together with all interest thereon, and together with all other sums then payable under this Note and the Deed of Trust will, at the option of Holder, become immediately due and payable without further demand. (b) Holder's failure to exercise the remedy set forth in Subsection 7(a) above or any other remedy provided by law upon the occurrence of an Event of Default does not constitute a waiver of the right to exercise any remedy at any subsequent time in respect to the same or any other Event of Default. The acceptance by Holder of any payment that is less than the total of all amounts due and payable at the time of such payment does not constitute a waiver of the right to exercise any of the foregoing remedies or options at that time or at any subsequent time, or nullify any prior exercise of any such remedy or option, without the express consent of Holder, except as and to the extent otherwise provided by law. 8. Waivers. (a) Borrower hereby waives diligence, presentment, protest and demand, and notice of protest, notice of demand, notice of dishonor and notice of non-payment of this Note. Borrower expressly agrees that this Note or any payment hereunder may be extended from time to time, and that Holder may accept further security or release any security for this Note, all October 17, 2017 Contra Costa County Board of Supervisors 1144 863\102\2175098.2 3 without in any way affecting the liability of Borrower. (b) Any extension of time for payment of this Note or any installment hereof made by agreement of Holder with any person now or hereafter liable for payment of this Note must not operate to release, discharge, modify, change or affect the original liability of Borrower under this Note, either in whole or in part. 9. Miscellaneous Provisions. (a) All notices to Holder or Borrower are to be given in the manner and at the addresses set forth in the Loan Agreement, or to such addresses as Holder and Borrower may therein designate. (b) Borrower promises to pay all costs and expenses, including reasonable attorney's fees, incurred by Holder in the enforcement of the provisions of this Note, regardless of whether suit is filed to seek enforcement. (c) This Note is governed by the laws of the State of California. (d) The times for the performance of any obligations hereunder are to be strictly construed, time being of the essence. (e) The Loan Documents, of which this Note is a part, contain the entire agreement between the parties as to the Loan. This Note may not be modified except upon the written consent of the parties. signature on following page October 17, 2017 Contra Costa County Board of Supervisors 1145 Signature page New Elaine Null Note 863\102\2175098.2 4 IN WITNESS WHEREOF, Borrower is executing this Promissory Note as of the day and year first above written. Carena Associates, L.P., a California limited partnership By: RCD GP LLC, a California limited liability company, its general partner By: Resources for Community Development, a California nonprofit public benefit corporation its sole member/manager By:__________________________________ Daniel Sawislak, Executive Director October 17, 2017 Contra Costa County Board of Supervisors 1146 863\102\2172058.2 1 PROMISSORY NOTE (Restructured Elaine Null Loan) $________ Martinez, California October ___, 2017 FOR VALUE RECEIVED, the undersigned Carena Associates, L.P., a California limited partnership ("Borrower") hereby promises to pay to the order of the County of Contra Costa, a political subdivision of the State of California ("Holder"), the principal amount of __________________ Dollars ($_______) plus interest thereon pursuant to Section 2 below. This Promissory Note (the "Note") replaces in their entirety the following promissory notes executed by Resources for Community Development, a California nonprofit public benefit corporation, as assigned to112 Alves Lane Partners, a California limited partnership, for the benefit of Holder: (i) promissory note dated October 29, 1993, evidencing the obligation to pay the amount of Four Hundred Forty Thousand Dollars ($440,000) of HOME Funds; (ii) promissory note dated October 29, 1993, evidencing the obligation to pay the amount of Seventy Thousand Dollars ($70,000) of CDBG Funds, and (iii) promissory note dated April 3, 1993, evidencing the obligation to pay the amount of Four Hundred Forty Thousand Dollars ($440,000) of Housing Funds; (collectively, the "Original Notes"). All disbursements under the Original Notes will be deemed to be disbursed under this Note. Upon execution of this Note by Borrower, the Original Notes will automatically terminate and will be returned to Borrower by the Holder. All capitalized terms used but not defined in this Note have the meanings set forth in the Development Loan Agreement between Borrower and Holder of even date herewith (the "Loan Agreement"). 1. Borrower's Obligation. This Note evidences Borrower's obligation to repay Holder the principal amount of ____________________ Dollars ($______________) with interest for the funds loaned to Borrower by Holder pursuant to the Loan Agreement. 2. Interest. (a) Subject to the provisions of Subsection (b) below, the Restructured Elaine Null Loan bears interest from the date of this Note at ______________%, compounding annually, until full repayment of the outstanding balance of the Restructured Elaine Null Loan. It is the intent that the interest rate stated in this Section 2(a) is the Applicable Federal Rate applicable to long-term loans with annual compounding, as calculated in accordance with Internal Revenue Code Section 1274(d) as of the date of this Note. (b) If an Event of Default occurs, interest will accrue on all amounts due under this Note at the Default Rate until such Event of Default is cured by Borrower or waived by Holder. October 17, 2017 Contra Costa County Board of Supervisors 1147 863\102\2172058.2 2 3. Term and Repayment Requirements. Principal and interest under this Note is due and payable as set forth in Section 2.10 of the Loan Agreement. The unpaid principal balance hereunder, together with accrued interest thereon, is due and payable no later than the date that is the fifty-fifth (55th) anniversary of the Completion Date; provided, however, if a record of the Completion Date cannot be located or established, the Loan is due and payable on the fifty- seventh (57th) anniversary of the date of this Note. 4. No Assumption. This Note is not assumable by the successors and assigns of Borrower without the prior written consent of Holder, except as provided in the Loan Agreement. 5. Security. This Note, with interest, is secured by the Deed of Trust. Upon execution, the Deed of Trust will be recorded in the official records of Contra Costa County, California. Upon recordation of the Deed of Trust, this Note will become nonrecourse to Borrower, pursuant to and except as provided in Section 2.12 of the Loan Agreement which Section 2.12 is hereby incorporated into this Note. The terms of the Deed of Trust are hereby incorporated into this Note and made a part hereof. 6. Terms of Payment. (a) Borrower shall make all payments due under this Note in currency of the United States of America to Holder at Department of Conservation and Development, 30 Muir Road, Martinez, CA 94553, Attention: Assistant Deputy Director, or to such other place as Holder may from time to time designate. (b) All payments on this Note are without expense to Holder. Borrower shall pay all costs and expenses, including re-conveyance fees and reasonable attorney's fees of Holder, incurred in connection with the enforcement of this Note and the release of any security hereof. (c) Notwithstanding any other provision of this Note, or any instrument securing the obligations of Borrower under this Note, if, for any reason whatsoever, the payment of any sums by Borrower pursuant to the terms of this Note would result in the payment of interest that exceeds the amount that Holder may legally charge under the laws of the State of California, then the amount by which payments exceed the lawful interest rate will automatically be deducted from the principal balance owing on this Note, so that in no event is Borrower obligated under the terms of this Note to pay any interest that would exceed the lawful rate. (d) The obligations of Borrower under this Note are absolute and Borrower waives any and all rights to offset, deduct or withhold any payments or charges due under this Note for any reason whatsoever. 7. Event of Default; Acceleration. (a) Upon the occurrence of an Event of Default, the entire unpaid principal balance, together with all interest thereon, and together with all other sums then payable under October 17, 2017 Contra Costa County Board of Supervisors 1148 863\102\2172058.2 3 this Note and the Deed of Trust will, at the option of Holder, become immediately due and payable without further demand. (b) Holder's failure to exercise the remedy set forth in Subsection 7(a) above or any other remedy provided by law upon the occurrence of an Event of Default does not constitute a waiver of the right to exercise any remedy at any subsequent time in respect to the same or any other Event of Default. The acceptance by Holder of any payment that is less than the total of all amounts due and payable at the time of such payment does not constitute a waiver of the right to exercise any of the foregoing remedies or options at that time or at any subsequent time, or nullify any prior exercise of any such remedy or option, without the express consent of Holder, except as and to the extent otherwise provided by law. 8. Waivers. (a) Borrower hereby waives diligence, presentment, protest and demand, and notice of protest, notice of demand, notice of dishonor and notice of non-payment of this Note. Borrower expressly agrees that this Note or any payment hereunder may be extended from time to time, and that Holder may accept further security or release any security for this Note, all without in any way affecting the liability of Borrower. (b) Any extension of time for payment of this Note or any installment hereof made by agreement of Holder with any person now or hereafter liable for payment of this Note must not operate to release, discharge, modify, change or affect the original liability of Borrower under this Note, either in whole or in part. 9. Miscellaneous Provisions. (a) All notices to Holder or Borrower are to be given in the manner and at the addresses set forth in the Loan Agreement, or to such addresses as Holder and Borrower may therein designate. (b) Borrower promises to pay all costs and expenses, including reasonable attorney's fees, incurred by Holder in the enforcement of the provisions of this Note, regardless of whether suit is filed to seek enforcement. (c) This Note is governed by the laws of the State of California. (d) The times for the performance of any obligations hereunder are to be strictly construed, time being of the essence. (e) The Loan Documents, of which this Note is a part, contain the entire agreement between the parties as to the Loan. This Note may not be modified except upon the written consent of the parties. signature on following page October 17, 2017 Contra Costa County Board of Supervisors 1149 Signature page Restructured Original Elaine Null Note 863\102\2172058.2 4 IN WITNESS WHEREOF, Borrower is executing this Promissory Note as of the day and year first above written. Carena Associates, L.P., a California limited partnership By: RCD GP LLC, a California limited liability company, its general partner By: Resources for Community Development, a California nonprofit public benefit corporation its sole member/manager By:__________________________________ Daniel Sawislak, Executive Director October 17, 2017 Contra Costa County Board of Supervisors 1150 863\102\2175098.2 1 PROMISSORY NOTE (New Elaine Null Loan) $_______ Martinez, California October ___, 2017 FOR VALUE RECEIVED, the undersigned Carena Associates, L.P., a California limited partnership ("Borrower") hereby promises to pay to the order of the County of Contra Costa, a political subdivision of the State of California ("Holder"), the principal amount of _________ Dollars ($______) plus interest thereon pursuant to Section 2 below. All capitalized terms used but not defined in this Note have the meanings set forth in the Development Loan Agreement between Borrower and Holder of even date herewith (the "Loan Agreement"). 1. Borrower's Obligation. This promissory note (the "Note") evidences Borrower's obligation to repay Holder the principal amount of _________________ Dollars ($______) with interest for the funds loaned to Borrower by Holder to finance the rehabilitation of the Development pursuant to the Development Loan Agreement. 2. Interest. (a) Subject to the provisions of Subsection (b) below, the New Elaine Null Loan bears no interest. (b) If an Event of Default occurs, interest will accrue on all amounts due under this Note at the Default Rate until such Event of Default is cured by Borrower or waived by Holder. 3. Term and Repayment Requirements. Principal and interest under this Note is due and payable as set forth in Section 2.10 of the Loan Agreement. The unpaid principal balance hereunder, together with accrued interest thereon, is due and payable no later than the date that is the fifty-fifth (55th) anniversary of the Completion Date; provided, however, if a record of the Completion Date cannot be located or established, the Loan is due and payable on the fifty- seventh (57th) anniversary of the date of this Note. 4. No Assumption. This Note is not assumable by the successors and assigns of Borrower without the prior written consent of Holder, except as provided in the Loan Agreement. 5. Security. This Note, with interest, is secured by the Deed of Trust. Upon execution, the Deed of Trust will be recorded in the official records of Contra Costa County, California. Upon recordation of the Deed of Trust, this Note will become nonrecourse to Borrower, pursuant to and except as provided in Section 2.12 of the Loan Agreement which Section 2.12 is hereby incorporated into this Note. The terms of the Deed of Trust are hereby incorporated into this Note and made a part hereof. October 17, 2017 Contra Costa County Board of Supervisors 1151 863\102\2175098.2 2 6. Terms of Payment. (a) Borrower shall make all payments due under this Note in currency of the United States of America to Holder at Department of Conservation and Development, 30 Muir Road, Martinez, CA 94553, Attention: Assistant Deputy Director, or to such other place as Holder may from time to time designate. (b) All payments on this Note are without expense to Holder. Borrower shall pay all costs and expenses, including re-conveyance fees and reasonable attorney's fees of Holder, incurred in connection with the enforcement of this Note and the release of any security hereof. (c) Notwithstanding any other provision of this Note, or any instrument securing the obligations of Borrower under this Note, if, for any reason whatsoever, the payment of any sums by Borrower pursuant to the terms of this Note would result in the payment of interest that exceeds the amount that Holder may legally charge under the laws of the State of California, then the amount by which payments exceed the lawful interest rate will automatically be deducted from the principal balance owing on this Note, so that in no event is Borrower obligated under the terms of this Note to pay any interest that would exceed the lawful rate. (d) The obligations of Borrower under this Note are absolute and Borrower waives any and all rights to offset, deduct or withhold any payments or charges due under this Note for any reason whatsoever. 7. Event of Default; Acceleration. (a) Upon the occurrence of an Event of Default, the entire unpaid principal balance, together with all interest thereon, and together with all other sums then payable under this Note and the Deed of Trust will, at the option of Holder, become immediately due and payable without further demand. (b) Holder's failure to exercise the remedy set forth in Subsection 7(a) above or any other remedy provided by law upon the occurrence of an Event of Default does not constitute a waiver of the right to exercise any remedy at any subsequent time in respect to the same or any other Event of Default. The acceptance by Holder of any payment that is less than the total of all amounts due and payable at the time of such payment does not constitute a waiver of the right to exercise any of the foregoing remedies or options at that time or at any subsequent time, or nullify any prior exercise of any such remedy or option, without the express consent of Holder, except as and to the extent otherwise provided by law. 8. Waivers. (a) Borrower hereby waives diligence, presentment, protest and demand, and notice of protest, notice of demand, notice of dishonor and notice of non-payment of this Note. Borrower expressly agrees that this Note or any payment hereunder may be extended from time to time, and that Holder may accept further security or release any security for this Note, all October 17, 2017 Contra Costa County Board of Supervisors 1152 863\102\2175098.2 3 without in any way affecting the liability of Borrower. (b) Any extension of time for payment of this Note or any installment hereof made by agreement of Holder with any person now or hereafter liable for payment of this Note must not operate to release, discharge, modify, change or affect the original liability of Borrower under this Note, either in whole or in part. 9. Miscellaneous Provisions. (a) All notices to Holder or Borrower are to be given in the manner and at the addresses set forth in the Loan Agreement, or to such addresses as Holder and Borrower may therein designate. (b) Borrower promises to pay all costs and expenses, including reasonable attorney's fees, incurred by Holder in the enforcement of the provisions of this Note, regardless of whether suit is filed to seek enforcement. (c) This Note is governed by the laws of the State of California. (d) The times for the performance of any obligations hereunder are to be strictly construed, time being of the essence. (e) The Loan Documents, of which this Note is a part, contain the entire agreement between the parties as to the Loan. This Note may not be modified except upon the written consent of the parties. signature on following page October 17, 2017 Contra Costa County Board of Supervisors 1153 Signature page New Elaine Null Note 863\102\2175098.2 4 IN WITNESS WHEREOF, Borrower is executing this Promissory Note as of the day and year first above written. Carena Associates, L.P., a California limited partnership By: RCD GP LLC, a California limited liability company, its general partner By: Resources for Community Development, a California nonprofit public benefit corporation its sole member/manager By:__________________________________ Daniel Sawislak, Executive Director October 17, 2017 Contra Costa County Board of Supervisors 1154 1 863\102\2172196.4 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: Contra Costa County Department of Conservation and Development 30 Muir Road Martinez, CA 94553 Attn: Assistant Deputy Director No fee for recording pursuant to Government Code Section 27383 __________________________________________________________________________ HOME/CDBG REGULATORY AGREEMENT AND DECLARATION OF RESTRICTIVE COVENANTS Carena Apartments (Elaine Null New HOME and CDBG Funds) This HOME/CDBG Regulatory Agreement and Declaration of Restrictive Covenants (the "HOME/CDBG Regulatory Agreement") is dated October _____, 2017 and is between the County of Contra Costa, a political subdivision of the State of California (the "County"), and Carena Associates, L.P., a California limited partnership ("Borrower"). RECITALS A. Defined terms used but not defined in these recitals are as defined in Article 1 of this HOME/CDBG Regulatory Agreement. B. The County has received Home Investment Partnerships Act ("HOME") funds from the United States Department of Housing and Urban Development ("HUD") pursuant to the Cranston-Gonzales National Housing Act of 1990 ("HOME Funds"). The HOME Funds must be used by the County in accordance with 24 C.F.R. Part 92. C. The County has received Community Development Block Grant Program ("CDBG") funds from HUD under Title I of the Housing and Community Development Act of 1974 (42 USC 5301, et seq.), as amended ("CDBG Funds"). The CDBG Funds must be used by the County in accordance with 24 C.F.R. Part 570. D. Borrower intends to purchase that certain real property located at 112 Alves Lane and 300-310 Water Street in the community of Bay Point, County of Contra Costa, State of California, as more particularly described in Exhibit A (the "Property") from 112 Alves Lane Partners, a California limited partnership (the "Seller"). Borrower intends to rehabilitate the existing fourteen (14) housing units located on the Property for rental to very low and low income households Together the Property and its improvements are the "Development". October 17, 2017 Contra Costa County Board of Supervisors 1155 2 863\102\2172196.4 E. Pursuant to a Development Loan Agreement of even date herewith between the County and Borrower (the "Loan Agreement"), the County is lending Borrower ______________ Dollars (the "Combined County Loan") to assist in the rehabilitation of the Development, and the concurrent rehabilitation of (i) fifty-one (51) units of affordable housing located at 2501, 2513, 2525, 2530, 2531, 2536, 2537, 2549, 2554, 2555, and 2566 Camara Circle in the City of Concord (the "Camara Property"), and (ii) forty-eight (48) units of affordable housing located at 2050, 2051, and 2061 Riley Court in the City of Concord (the "Riley Property"). The Development, the Camara Property, and the Riley Property are collectively referred to as the "Carena Development." The Combined County Loan includes restructured existing financing associated with the Carena Development, as well as new financing, to assist in the rehabilitation of the Carena Development. F. The Combined County Loan includes the following funds previously loaned by the County to the Seller and assumed by Borrower: (i) Three Hundred Ninety Thousand Dollars ($390,000) of HOME Funds, (ii) Seventy Thousand Dollars ($70,000) of CDBG Funds, and (ii) Four Hundred Forty Thousand Dollars ($440,000) of Low and Moderate Income Housing Asset funds assumed by the County as the Successor Housing Agency to the Redevelopment Agency of the County of the Contra Costa. The Combined County Loan also includes the following funds loaned to Borrower by the County, concurrent with the execution of this HOME/CDBG Regulatory Agreement: (i) Two Hundred Thousand Dollars ($200,000) of HOME Funds, and (ii) One Hundred Thousand Dollars ($100,000) of CDBG Funds (collectively, the "New Elaine Null Funds"). G. In addition to the Loan Agreement, the Combined County Loan is evidenced by the following documents: (i) a deed of trust with assignment of rents, security agreement, and fixture filing of even date herewith, among Borrower, as trustor, North American Title Company, as trustee, and the County, as beneficiary; (ii) an intercreditor agreement of even date herewith among the City of Concord, the County, and Borrower; (iii) five (5) promissory notes executed by Borrower of even date herewith, for the existing loan portions of the Combined County Loan assumed by Borrower, and the newly funded portions of the Combined County Loan; (iv) a notice of affordability restrictions on transfer of property of even date herewith between the County and Borrower which is to be recorded against the Property, and (v) five (5) regulatory agreements associated with the Development, the Camara Property, and the Riley Property, including this Agreement and the County Regulatory Agreement, executed by Borrower of even date herewith, (collectively, the "Loan Documents"). The Loan Documents are described in more detail in the Loan Agreement. H. The County has the authority to lend the Combined County Loan to Borrower pursuant to Government Code Section 26227, which authorizes counties to spend county funds for programs that will further a county's public purposes. In addition, the County has the authority to loan (i) the HOME Funds pursuant to 24 C.F.R. 92.205, and (ii) the CBDG Funds pursuant to 24 C.F.R. 570.202. I. The County has agreed to make the Combined County Loan on the condition that Borrower maintain and operate the Development in accordance with restrictions set forth in this HOME/CDBG Regulatory Agreement and the County Regulatory Agreement, and in the related October 17, 2017 Contra Costa County Board of Supervisors 1156 3 863\102\2172196.4 documents evidencing the Combined County Loan. Four (4) of the Units are restricted by the County pursuant to this HOME/CDBG Regulatory Agreement. J. Fourteen (14) of the Units are restricted by the County pursuant the County Regulatory Agreement. The County Regulatory Agreement supersedes in their entirety the following documents: (i) the Regulatory Agreement and Declaration of Restrictive Covenants dated October 28, 1993, recorded against the Property on November 10, 1993, as Instrument No. 93-318552, as amended by a First Amendment to Regulatory Agreement dated July 26, 1994 and recorded against the Property on August 1, 1994, as Instrument No. 94-194934; and (ii) the Regulatory Agreement dated October 28, 1993, recorded against the Property on November 10, 1993, as Instrument No. 93-318550, as amended by a First Amendment to Regulatory Agreement dated July 26, 1994 and recorded against the Property on August 1, 1994, as Instrument No. 94-194933. K. As it applies to the HOME/CDBG-Assisted Units this HOME/CDBG Regulatory Agreement will be in effect for the HOME Term. The County Regulatory Agreement as it applies to the HOME/CDBG-Assisted Units will be in effect for fifty-five (55) years from the Completion Date which term overlaps with but is longer than the HOME Term. Pursuant to Section 6.15 below, compliance with the terms of this HOME/CDBG Regulatory Agreement will be deemed compliance with the County Regulatory Agreement during the HOME Term with respect to the HOME/CDBG-Assisted Units. L. In consideration of receipt of the Combined County Loan at an interest rate substantially below the market rate, Borrower agrees to observe all the terms and conditions set forth below. The parties therefore agree as follows: AGREEMENT ARTICLE 1 DEFINITIONS 1.1 Definitions. The following terms have the following meanings: (a) "Actual Household Size" means the actual number of persons in the applicable household. (b) "Adjusted Income" means with respect to the Tenant of each HOME/CDBG-Assisted Unit, the Tenant’s total anticipated annual income as defined in 24 CFR 5.609 and calculated pursuant to 24 CFR 5.611, and as further referenced in 24 CFR 92.203(b)(1). (c) "Assumed Household Size" means the household size "adjusted for family size appropriate to the unit" as such term is defined in Health & Safety Code Section 50052.5(h), October 17, 2017 Contra Costa County Board of Supervisors 1157 4 863\102\2172196.4 provided that if a different calculation is required by the HOME regulations, such calculation shall be used for the HOME/CDBG-Assisted Units. (d) "CDBG" has the meaning set forth in Paragraph C of the Recitals. (e) "CDBG Funds" has the meaning set forth in Paragraph C of the Recitals. (f) "Camara Property" has the meaning set forth in Paragraph E of the Recitals. (g) "Carena Development" has the meaning set forth in Paragraph E of the Recitals. (h) "Combined County Loan" has the meaning set forth in Paragraph E of the Recitals. (i) "Completion Date" means the date a final certificate of occupancy, or equivalent document is issued by the County to certify that the Development may be legally occupied. (j) "County Regulatory Agreement" means the Regulatory Agreement and Declaration of Restrictive Covenants of even date herewith, between the County and Borrower evidencing County requirements applicable to the Combined County Loan, to be recorded against the Property concurrently herewith. (k) "Deed of Trust" means the Deed of Trust with Assignment of Rents, Security Agreement and Fixture Filing of even date herewith by and among Borrower, as trustor, North American Title Company, as trustee, and the County, as beneficiary, that encumbers the Property to secure repayment of the Combined County Loan and Borrower's performance of the Loan Documents. (l) "Development" has the meaning set forth in Paragraph D of the Recitals. (m) "Existing Tenants" means the tenants that occupy the HOME/CDBG- Assisted Units on the date of Borrower's acquisition of the Property. (n) "HOME" has the meaning set forth in Paragraph B of the Recitals. (o) "HOME/CDBG-Assisted Units" means the four (4) Units to be rehabilitated on the Property that are (i) restricted to occupancy by Very Low Income Households and Sixty Percent Income Households in compliance with Section 2.1 below, and (ii) are "floating" Units as defined in 24 C.F.R. 92.252(j). (p) "HOME Funds" has the meaning set forth in Paragraph B of the Recitals. October 17, 2017 Contra Costa County Board of Supervisors 1158 5 863\102\2172196.4 (q) "HOME Term" means the term of this HOME/CDBG Regulatory Agreement which commences as of the date of this HOME/CDBG Regulatory Agreement, and unless sooner terminated pursuant to the terms of this HOME/CDBG Regulatory Agreement, expires on the twenty-first (21st) anniversary of the Completion Date; provided, however, if a record of the Completion Date cannot be located or established, the HOME Term will expire on the twenty-third (23rd) anniversary of this HOME/CDBG Regulatory Agreement. (r) "HOME/CDBG Regulatory Agreement" has the meaning set forth in the first paragraph of this HOME/CDBG Regulatory Agreement. (s) "HUD" has the meaning set forth in Paragraph B of the Recitals. (t) "Loan Agreement" has the meaning set forth in Paragraph E of the Recitals. (u) "Loan Documents" has the meaning set forth in Paragraph G of the Recitals. (v) "Low HOME Rent" means a monthly Rent that does not exceed the maximum rent published by HUD for a Very Low Income Household for the applicable bedroom size as set forth in 24 C.F.R. 92.252(b). (w) "Low Income Household" means a Tenant (i) with an Adjusted Income that does not exceed eighty percent (80%) of Median Income, with adjustments for smaller and larger families, except that HUD may establish income ceilings higher or lower than eighty percent (80%) of Median Income on the basis of HUD findings that such variations are necessary because of prevailing levels of construction costs or fair market rents, or unusually high or low family incomes, as such definition may be amended pursuant to 24 C.F.R. Section 92.2, and (ii) that is not an individual student not eligible to receive Section 8 assistance under 24 C.F.R. 5.612. (x) "Maintenance Standards" has the meaning set forth in Section 5.6 (a). (y) "Marketing Plan" has the meaning set forth in Section 4.3(a). (z) "Median Income" means the median gross yearly income, adjusted for Actual Household Size as specified herein, in the County of Contra Costa, California, as published from time to time by HUD. In the event that such income determinations are no longer published, or are not updated for a period of at least eighteen (18) months, the County shall provide Borrower with other income determinations that are reasonably similar with respect to methods of calculation to those previously published by HUD. (aa) "New Elaine Null Funds" has the meaning set forth in Paragraph F of the Recitals. (bb) "Property" has the meaning set forth in Paragraph D of the Recitals. October 17, 2017 Contra Costa County Board of Supervisors 1159 6 863\102\2172196.4 (cc) "Rent" means the total monthly payments by the Tenant of a Unit for the following: use and occupancy of the Unit and land and associated facilities; any separately charged fees or service charges assessed by Borrower which are customarily charged in rental housing and required of all Tenants (subject to the limitations set forth in 24 C.F.R. 92.214(b)(3)), other than security deposits; an allowance for the cost of an adequate level of service for utilities paid by the Tenant, including garbage collection, sewer, water, electricity, gas and other heating, cooking and refrigeration fuel, but not telephone service or cable TV; and any other interest, taxes, fees or charges for use of the land or associated facilities and assessed by a public or private entity other than Borrower, and paid by the Tenant. (dd) "Riley Property" has the meaning set forth in Paragraph E of the Recitals. (ee) "Seller" has the meaning set forth in Paragraph D of the Recitals. (ff) "Sixty Percent Income Household" means a household (i) with an Adjusted Income that does not exceed sixty percent (60%) of Median Income, adjusted for Actual Household Size, and (ii) that is not an individual student not eligible to receive Section 8 assistance under 24 C.F.R. 5.612. (gg) "Sixty Percent Income Rent" means the maximum allowable rent for a Sixty Percent Income Unit pursuant to Section 2.2(b) below. (hh) "Sixty Percent Income Units" means the Units which, pursuant to Section 2.1(b) below, are required to be occupied by Sixty Percent Income Households. (ii) "Tenant" means the tenant household that occupies a Unit in the Development. (jj) "Tenant Selection Plan" has the meaning set forth in Section 4.3(b). (kk) "Unit(s)" means one (1) or more of the units in the Development. (ll) "Very Low Income Household" means a household (i) with an Adjusted Income that does not exceed fifty percent (50%) of Median Income, with adjustments for smaller and larger families, except that HUD may establish income ceilings higher or lower than fifty percent (50%) of Median Income on the basis of HUD findings that such variations are necessary because of prevailing levels of construction costs or fair market rents, or unusually high or low family incomes as set forth in 24 C.F.R. Section 92.2, and (ii) that is not an individual student not eligible to receive Section 8 assistance under 24 C.F.R. 5.612. (mm) "Very Low Income Rent" means the maximum allowable rent for a Very Low Income Unit pursuant to Section 2.2(a) below. (nn) "Very Low Income Units" means the Units which, pursuant to Section 2.1(a) below, are required to be occupied by Very Low Income Households. October 17, 2017 Contra Costa County Board of Supervisors 1160 7 863\102\2172196.4 ARTICLE 2 AFFORDABILITY AND OCCUPANCY COVENANTS 2.1 Occupancy Requirements. (a) Very Low Income Units. During the HOME Term Borrower shall cause two (2) Units to be rented to and occupied by or, if vacant, available for occupancy by, Very Low Income Households. The Very Low Income Units must be a two bedroom Unit and a three bedroom Unit. (b) Sixty Percent Income Units. During the HOME Term Borrower shall cause two (2) Units to be rented to and occupied by or, if vacant, available for occupancy by, Sixty Percent Income Households. The Sixty Percent Income Units must be a two bedroom Unit and a three bedroom Unit. (c) Intermingling of Units. Borrower shall cause the HOME/CDBG-Assisted Units to be intermingled throughout the Development and of comparable quality to all other Units. All Tenants must have equal access to and enjoyment of all common facilities in the Development. (d) Disabled Persons Occupancy. Borrower shall cause the Development to be constructed and operated at all times in compliance with the applicable provisions of: (i) the Unruh Act, (ii) the California Fair Employment and Housing Act, (iii) Section 504 of the Rehabilitation Act of 1973, (iv) the United States Fair Housing Act, as amended, (v) the Americans With Disabilities Act of 1990, and (vi) Chapters 11A and 11B of Title 24 of the California Code of Regulations, which relate to disabled persons access (collectively, the "Accessibility Requirements"). In compliance with the Accessibility Requirements, if the rehabilitation is substantial as defined in 24 C.F.R. 8.23(a), a minimum of one (1) Unit of all Units must be rehabilitated to be fully accessible to households with a mobility impaired member and an additional one (1) Unit of all Units must be rehabilitated to be fully accessible to hearing and/or visually impaired persons. Non-substantial alterations must comply with 24 C.F.R. 8.23(b) and other applicable Accessibility Requirements. In compliance with the Accessibility Requirements Borrower shall provide the County with a certification from the Development architect that to the best of the architect's knowledge, the Development complies with all federal and state accessibility requirements applicable to the Development. Borrower shall indemnify, protect, hold harmless and defend (with counsel reasonably satisfactory to the County) the County, and its board members, officers and employees, from all suits, actions, claims, causes of action, costs, demands, judgments and liens arising out of Borrower's failure to comply with the Accessibly Requirements. The provisions of this subsection will survive expiration of the HOME Term or other termination of this HOME/CDBG Regulatory Agreement, and remain in full force and effect. (e) Existing Tenants. Borrower shall provide the County a written report of the income and rent amount of all Existing Tenants within thirty (30) days of acquisition of the Development. Concurrent with providing the report to the County, Borrower shall also provide a October 17, 2017 Contra Costa County Board of Supervisors 1161 8 863\102\2172196.4 proposal regarding designation of Units as Very Low Income Units and Sixty Percent Income Units. Borrower shall not implement any rent increases for Existing Tenants upon acquisition of the Development without the approval of the County. Any Existing Tenant lawfully residing in the Development as of the date of this Agreement is entitled to remain a resident of the Development if such Tenant does not meet the income and other eligibility criteria of this Section 2.1. If and when such non-qualifying Existing Tenant voluntarily vacates the Unit, Borrower shall rent such Unit to a Very Low Income Household or Sixty Percent Income Household, as necessary to meet the provisions of this Section. (f) HOME/CDBG-Assisted Unit Compliance Deadline. Each HOME/CDBG-Assisted Unit must be rented to and occupied by a Very Low Income Household or Sixty Percent Income Household, as applicable, pursuant to Section 2.1(a) and (b) on or before the date that occurs eighteen (18) months after the Completion Date. If Borrower fails to comply with this requirement, Borrower shall repay a portion of the New Elaine Null Funds, with interest, in accordance with Section 2.10(c) of the Loan Agreement. 2.2 Allowable Rent. (a) Very Low Income Rent. Subject to the provisions of Section 2.4 below, the Rent paid by Tenants of Very Low Income Units may not exceed the Low HOME Rent. (b) Sixty Percent Income Rent. Subject to the provisions of Section 2.4 below, the Rent paid by Tenants of Sixty Percent Income Units, may not exceed one-twelfth (1/12) of thirty percent (30%) of sixty percent (60%) of Median Income, adjusted for Assumed Household Size. (c) No Additional Fees. Borrower may not charge any fee, other than Rent, to any Tenant of the HOME/CDBG-Assisted Units for any housing or other services provided by Borrower. 2.3 Rent Increases. (a) Rent Amount. The initial Rent for all HOME/CDBG-Assisted Units must be approved by the County prior to occupancy. The County will provide Borrower with a schedule of maximum permissible Rents for the HOME/CDBG-Assisted Units and the maximum monthly allowances for utilities and services (excluding telephone) annually. (b) Rent Increases. All Rent increases for all HOME/CDBG-Assisted Units are subject to County approval. No later than sixty (60) days prior to the proposed implementation of any Rent increase affecting a HOME/CDBG-Assisted Unit, Borrower shall submit to the County a schedule of any proposed increase in the Rent charged for HOME/CDBG-Assisted Units. The Rent for such Units may be increased no more than once annually based upon the annual income certification described in Article 3. The County will disapprove a Rent increase if it violates the schedule of maximum permissible Rents for the HOME/CDBG-Assisted Units provided to Borrower by the County, or is greater than a 5% increase over the previous year's Rent, provided that the County may approve a request from Borrower for a rent increase greater than 5%, with a written explanation for the request from October 17, 2017 Contra Costa County Board of Supervisors 1162 9 863\102\2172196.4 Borrower. Borrower shall give Tenants written notice at least thirty (30) days prior to any Rent increase, following completion of the County approval process set forth above. 2.4 Increased Income of Tenants. (a) Increased Income above Very Low Income but below Low Income Limit. If, upon the annual certification of the income of a Tenant of a Very Low Income Unit, Borrower determines that the income of the Tenant has increased above the qualifying limit for a Very Low Income Household, but not above the qualifying income for a Low Income Household, the Tenant may continue to occupy the Unit and the Tenant's Rent will remain at the Low HOME Rent. Borrower shall then rent the next available Unit to a Very Low Income Household to comply with the requirements of Section 2.1(a) above, at a Rent not exceeding the maximum Rent specified in Section 2.2(a), or re-designate another comparable Unit in the Development with a Very Low Income Household a Very Low Income Unit, to comply with the requirements of Section 2.1(a) above. Upon renting the next available Unit in accordance with Section 2.1(a) or re-designating another Unit in the Development as a Very Low Income Unit, the Unit with the over-income Tenant will no longer be considered a HOME/CDBG-Assisted Unit. (b) Increased Income above Sixty Percent but below Low Income Limit. If, upon the annual certification of the income of a Tenant of a Sixty Percent Income Unit, Borrower determines that the income of the Tenant has increased above the qualifying limit for a Sixty Percent Income Household, but not above the qualifying income for a Low Income Household, the Tenant may continue to occupy the Unit and the Tenant's Rent will remain at the Sixty Percent Income Rent. Borrower shall then rent the next available Unit to a Sixty Percent Income Household to comply with the requirements of Section 2.1(b) above, at a Rent not exceeding the maximum Rent specified in Section 2.2(b), or re-designate another comparable Unit in the Development with a Sixty Percent Income Household a Sixty Percent Income Unit, to comply with the requirements of Section 2.1(b) above. Upon renting the next available Unit in accordance with Section 2.1(b) or re-designating another Unit in the Development as a Sixty Percent Income Unit, the Unit with the over-income Tenant will no longer be considered a HOME/CDBG-Assisted Unit. (c) Non-Qualifying Household. If, upon the annual certification of the income a Tenant of a HOME/CDBG-Assisted Unit, Borrower determines that the Tenant’s income has increased above the qualifying limit for a Low Income Household, the Tenant may continue to occupy the Unit. Upon the expiration of such Tenant's lease, Borrower shall: (1) With 60 days’ advance written notice, increase such Tenant’s Rent to the lesser of (i) one-twelfth (1/12) of thirty percent (30%) of the actual Adjusted Income of the Tenant, and (ii) the fair market rent (subject to 24 C.F.R. 92.252(i)(2) regarding low income housing tax credit requirements), and (2) Rent the next available Unit to Very Low Income Household or Sixty Percent Income Household as applicable, to comply with the requirements of Section 2.1 above, at a Rent not exceeding the maximum Rent specified in Section 2.2, or designate another comparable Unit that is occupied by Very Low Income Household or Sixty Percent Income Household as applicable, as a HOME/CDBG-Assisted Unit, to meet the requirements of Section October 17, 2017 Contra Costa County Board of Supervisors 1163 10 863\102\2172196.4 2.1 above. On the day that Borrower complies with Section 2.1 in accordance with this Section 2.4(b), the Unit with the over-income Tenant will no longer be considered a HOME/CDBG- Assisted Unit. (d) Termination of Occupancy. Upon termination of occupancy of a HOME/CDBG-Assisted Unit by a Tenant, such Unit will be deemed to be continuously occupied by a household of the same income level as the initial income level of the vacating Tenant, until such unit is reoccupied, at which time categorization of the Unit will be established based on the occupancy requirements of Section 2.1. ARTICLE 3 INCOME CERTIFICATION; REPORTING; RECORDS 3.1 Income Certification. Borrower shall obtain, complete, and maintain on file, within sixty (60) days before expected occupancy and annually thereafter, income certifications from each Tenant renting any of the HOME/CDBG-Assisted Units. Borrower shall make a good faith effort to verify the accuracy of the income provided by the applicant or occupying household, as the case may be, in an income certification. To verify the information, Borrower shall take two or more of the following steps: (i) obtain a pay stub for the most recent pay period; (ii) obtain an income tax return for the most recent tax year; (iii) conduct a credit agency or similar search; (iv) obtain an income verification form from the applicant's current employer; (v) obtain an income verification form from the Social Security Administration and/or the California Department of Social Services if the applicant receives assistance from either of such agencies; or (vi) if the applicant is unemployed and does not have a tax return, obtain another form of independent verification. Where applicable, Borrower shall examine at least two (2) months of relevant source documentation. Copies of Tenant income certifications are to be available to the County upon request. 3.2 Reporting Requirements. (a) Borrower shall submit to the County within one hundred eighty (180) days after the Completion Date, and not later than forty-five (45) days after the close of each calendar year, or such other date as may be requested by the County, a report that includes the following data for each Unit and specifically identifies which Units are HOME/CDBG-Assisted Units: (i) Tenant income, (ii) the number of occupants, (iii) the Rent, (iv) the number of bedrooms, and (v) the initial address of each Tenant. To demonstrate continued compliance with Section 2.1 Borrower shall cause each annual report after the initial report to include a record of any subsequent Tenant substitutions and any vacancies in HOME/CDBG-Assisted Units that have been filled. (b) Borrower shall submit to the County within forty-five (45) days after receipt of a written request, or such other time agreed to by the County, any other information or completed forms requested by the County in order to comply with reporting requirements of HUD, the State of California, and the County. 3.3 Tenant Records. Borrower shall maintain complete, accurate and current records pertaining to income and household size of Tenants. All Tenant lists, applications and waiting October 17, 2017 Contra Costa County Board of Supervisors 1164 11 863\102\2172196.4 lists relating to the Development are to be at all times: (i) separate and identifiable from any other business of Borrower, (ii) maintained as required by the County, in a reasonable condition for proper audit, and (iii) subject to examination during business hours by representatives of the County. Borrower shall retain copies of all materials obtained or produced with respect to occupancy of the Units for a period of at least five (5) years. The County may examine and make copies of all books, records or other documents of Borrower that pertain to the Development. 3.4 Development Records. (a) Borrower shall keep and maintain at the principal place of business of the Borrower set forth in Section 6.11 below, or elsewhere with the County's written consent, full, complete and appropriate books, records and accounts relating to the Development. Borrower shall cause all books, records and accounts relating to its compliance with the terms, provisions, covenants and conditions of the Loan Documents to be kept and maintained in accordance with generally accepted accounting principles consistently applied, and to be consistent with requirements of this HOME/CDBG Regulatory Agreement. Borrower shall cause all books, records, and accounts to be open to and available for inspection and copying by HUD, the County, its auditors or other authorized representatives at reasonable intervals during normal business hours. Borrower shall cause copies of all tax returns and other reports that Borrower may be required to furnish to any government agency to be open for inspection by the County at all reasonable times at the place that the books, records and accounts of Borrower are kept. Borrower shall preserve such records for a period of not less than five (5) years after their creation in compliance with all HUD records and accounting requirements. If any litigation, claim, negotiation, audit exception, monitoring, inspection or other action relating to the use of the Combined County Loan is pending at the end of the record retention period stated herein, then Borrower shall retain the records until such action and all related issues are resolved. Borrower shall cause the records to include all invoices, receipts, and other documents related to expenditures from the Combined County Loan funds. Borrower shall cause records to be accurate and current and in a form that allows the County to comply with the record keeping requirements contained in 24 C.F.R. 92.508 and 24 C.F.R. 570.506. Such records are to include but are not limited to: (i) Records providing a full description of the activities undertaken with the use of the Combined County Loan funds; (ii) Records demonstrating the eligibility of activities under the CDBG regulations set forth in 24 C.F.R. 570 et seq., and that use of the CDBG Funds meets one of the national objectives of the CDBG program set forth in 24 C.F.R. Section 570.208; (iii) Records demonstrating compliance with the HUD property standards and lead-based paint requirements and the maintenance requirements set forth in Section 5.6 (which implements 24 C.F.R. 92.251); (iv) Records documenting compliance with the fair housing, equal opportunity, and affirmative fair marketing requirements; October 17, 2017 Contra Costa County Board of Supervisors 1165 12 863\102\2172196.4 (v) Financial records as required by 24 C.F.R. 570.502, 24 C.F.R. 92.505, and 2 C.F.R. Part 200; (vi) Records demonstrating compliance with the HOME and CDBG marketing, tenant selection, affordability, and income requirements; (vii) Records demonstrating compliance with MBE/WBE requirements; (viii) Records demonstrating compliance with 24 C.F.R. Part 135 which implements Section 3 of the Housing Development Act of 1968; (ix) Records demonstrating compliance with applicable relocation requirements, which must be retained for at least five (5) years after the date by which persons displaced from the property have received final payments; and (x) Records demonstrating compliance with labor requirements including certified payrolls from Borrower's general contractor evidencing that applicable prevailing wages have been paid. (b) The County shall notify Borrower of any records it deems insufficient. Borrower has fifteen (15) calendar days after the receipt of such a notice to correct any deficiency in the records specified by the County in such notice, or if a period longer than fifteen (15) days is reasonably necessary to correct the deficiency, then Borrower must begin to correct the deficiency within fifteen (15) days and correct the deficiency as soon as reasonably possible. ARTICLE 4 OPERATION OF THE DEVELOPMENT 4.1 Residential Use. Borrower shall operate the Development for residential use only. No part of the Development may be operated as transient housing. 4.2 Compliance with Loan Documents and Program Requirements. Borrower's actions with respect to the Property shall at all times be in full conformity with: (i) all requirements of the Loan Documents; (ii) all requirements imposed on projects assisted with HOME Funds as contained in 42 U.S.C. Section 12701, et seq., 24 C.F.R. Part 92, and other implementing rules and regulations; (iii) all requirements imposed on projects assisted with CDBG Funds as contained in 42 U.S.C. 5301, et seq., 24 C.F.R. Part 570, and other implementing rules and regulations; and (iv) any other regulatory requirements imposed on the Development. 4.3 Marketing Plan; Tenant Selection Plan. (a) Marketing Plan. October 17, 2017 Contra Costa County Board of Supervisors 1166 13 863\102\2172196.4 (1) No later than six (6) months prior to the date construction of the Development is projected to be complete, Borrower shall submit to the County for approval its plan for marketing the Development to income-eligible households as required by this HOME/CDBG Regulatory Agreement (the "Marketing Plan"). The Marketing Plan must include information on affirmative marketing efforts and compliance with fair housing laws and 24 C.F.R. 92.351(a). (2) Upon receipt of the Marketing Plan, the County will promptly review the Marketing Plan and will approve or disapprove it within fifteen (15) days after receipt. If the Marketing Plan is not approved, the County will give Borrower specific reasons for such disapproval and Borrower shall submit a revised Marketing Plan within fifteen (15) days of notification of the County's disapproval. Borrower shall follow this procedure for resubmission of a revised Marketing Plan until the Marking Plan is approved by the County. If the Borrower does not submit a revised Marketing Plan that is approved by the County at least three (3) months prior to the date completion of the Development is projected to be complete, Borrower will be in default of this HOME/CDBG Regulatory Agreement. (3) If any HOME/CDBG-Assisted Units have not been rented in accordance with Section 2.1 above on or before the date that is five (5) months after the Completion Date Borrower shall submit to the County a detailed report of ongoing marketing efforts, and if deemed appropriate by the County, any necessary amendments or updates to the Marketing Plan to cause the vacant HOME/CDBG-Assisted Units to be rented in compliance with Section 2.1. (4) If any HOME/CDBG-Assisted Units have not been rented to in accordance with Section 2.1 above on or before the date that is twelve (12) months after the Completion Date Borrower shall submit to the County a detailed report of ongoing marketing efforts, and if deemed appropriate by the County, any necessary amendments or updates to the Marketing Plan to cause the vacant HOME/CDBG-Assisted Units to be rented in compliance with Section 2.1. (b) Tenant Selection Plan. (1) No later than six (6) months prior to the date construction of the Development is projected to be complete, Borrower shall submit to the County, for its review and approval, Borrower's written tenant selection plan (the "Tenant Selection Plan"). Borrower's Tenant Selection Plan must, at a minimum, meet the requirements for tenant selection set out in 24 C.F.R. 92.253(d), and any modifications thereto. (2) Upon receipt of the Tenant Selection Plan, the County will promptly review the Tenant Selection Plan and will approve or disapprove it within fifteen (15) days after receipt. If the Tenant Selection Plan is not approved, the County will give Borrower specific reasons for such disapproval and Borrower shall submit a revised Tenant Selection Plan within fifteen (15) days of notification of the County's disapproval. Borrower shall follow this procedure for resubmission of a revised Tenant Selection Plan until the Tenant Selection Plan is approved by the County. If the Borrower does not submit a revised Tenant Selection Plan that is approved by the County at least three (3) months prior to the date construction of the October 17, 2017 Contra Costa County Board of Supervisors 1167 14 863\102\2172196.4 Development is projected to be complete, Borrower will be in default of this HOME/CDBG Regulatory Agreement. 4.4 Lease Provisions. (a) No later than four (4) months prior to the date construction of the Development is projected to be complete, Borrower shall submit to the County for approval Borrower’s proposed form of lease agreement for the County's review and approval. When leasing Units within the Development, Borrower shall use the form of lease approved by the County. Borrower may not permit the lease to contain any provision that is prohibited by 24 C.F.R. Section 92.253(b) and any amendments thereto. Borrower’s form of lease must include any provisions necessary to comply with the requirements of the Violence Against Women Reauthorization Act of 2013 (Pub. L. 113–4, 127 Stat. 54) applicable to HUD-funded programs. The form of lease must comply with all requirements of this HOME/CDBG Regulatory Agreement, the other Loan Documents and must, among other matters: (1) provide for termination of the lease for failure to: (i) provide any information required under this HOME/CDBG Regulatory Agreement or reasonably requested by Borrower to establish or recertify the Tenant's qualification, or the qualification of the Tenant's household, for occupancy in the Development in accordance with the standards set forth in this HOME/CDBG Regulatory Agreement, or (ii) qualify as Very Low Income Household or Sixty Percent Income Household as a result of any material misrepresentation made by such Tenant with respect to the income computation. (2) be for an initial term of not less than one (1) year, unless by mutual agreement between the Tenant and Borrower, and provide for no increase in Rent during such year. After the initial year of tenancy, the lease may be month-to-month by mutual agreement of Borrower and the Tenant. Notwithstanding the above, any rent increases are subject to the requirements of Section 2.3 above. (3) include a provision that requires a Tenant who is residing in a Unit required to be accessible pursuant to Section 2.1(d) and who is not in need of an accessible Unit to move to a non-accessible Unit when a non-accessible Unit becomes available and another Tenant or prospective Tenant is in need of an accessible Unit. (b) During the HOME Term, Borrower shall comply with the Marking Plan and Tenant Selection Plan approved by the County. 4.5 Lease Termination. Any termination of a lease or refusal to renew a lease for a HOME/CDBG-Assisted Unit within the Development must be in conformance with 24 C.F.R. 92.253(c) and the requirements of the Violence Against Women Reauthorization Act of 2013 ((Pub. L. 113–4, 127 Stat. 54) applicable to HUD-funded programs, and must be preceded by not less than sixty (60) days written notice to the Tenant by Borrower specifying the grounds for the action. October 17, 2017 Contra Costa County Board of Supervisors 1168 15 863\102\2172196.4 4.6 HOME and CDBG Requirements. (a) Borrower shall comply with all applicable laws and regulations governing the use of the HOME Funds as set forth in 24 C.F.R. Part 92 and use of the CDBG Funds as set forth in 24 C.F.R. Part 570. In the event of any conflict between this HOME/CDBG Regulatory Agreement and applicable laws and regulations governing the use of the Combined County Loan funds, the applicable laws and regulations govern. (b) The laws and regulations governing the use of the Combined County Loan funds include (but are not limited to) the following: (i) Environmental and Historic Preservation. 24 C.F.R. Part 58, which prescribes procedures for compliance with the National Environmental Policy Act of 1969 (42 U.S.C. 4321-4361), and the additional laws and authorities listed at 24 C.F.R. 58.5; (ii) Applicability of Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards. The applicable policies, guidelines, and requirements of 2 C.F.R. Part 200; (iii) Debarred, Suspended or Ineligible Contractors. The prohibition on the use of debarred, suspended, or ineligible contractors set forth in 24 C.F.R. Part 24; (iv) Civil Rights, Housing and Community Development, and Age Discrimination Acts. The Fair Housing Act (42 U.S.C. 3601 et seq.) and implementing regulations at 24 C.F.R. Part 100; Title VI of the Civil Rights Act of 1964 as amended; Title VIII of the Civil Rights Act of 1968 as amended; Section 104(b) and Section 109 of Title I of the Housing and Community Development Act of 1974 as amended; Section 504 of the Rehabilitation Act of 1973 (29 USC 794, et seq.); the Age Discrimination Act of 1975 (42 USC 6101, et seq.); Executive Order 11063 as amended by Executive Order 12259 and implementing regulations at 24 C.F.R. Part 107; Executive Order 11246 as amended by Executive Orders 11375, 12086, 11478, 12107; Executive Order 11625 as amended by Executive Order 12007; Executive Order 12432; Executive Order 12138 as amended by Executive Order 12608; (v) Lead-Based Paint. The requirement of the Lead-Based Paint Poisoning Prevention Act, as amended (42 U.S.C. 4821 et seq.), the Residential Lead-Based Paint Hazard Reduction Act (42 U.S.C. 4851 et seq.), and implementing regulations at 24 C.F.R. Part 35; (vi) Relocation. The requirements of the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970 (42 U.S.C. 4601, et seq.), and implementing regulations at 49 C.F.R. Part 24; Section 104(d) of the Housing and Community Development Act of 1974 and implementing regulations at 24 C.F.R. 42 et seq.; 24 C.F.R. 92.353; 24 C.F.R. 570.606; and California Government Code Section 7260 et seq. and implementing regulations at 25 California Code of Regulations Sections 6000 et seq. If and to the extent that development of the Development results in the permanent or temporary displacement of residential tenants, homeowners, or businesses, then Borrower shall comply with all applicable local, state, and federal statutes and regulations with respect to relocation October 17, 2017 Contra Costa County Board of Supervisors 1169 16 863\102\2172196.4 planning, advisory assistance, and payment of monetary benefits. Borrower shall prepare and submit a relocation plan to the County for approval. Borrower is solely responsible for payment of any relocation benefits to any displaced persons and any other obligations associated with complying with such relocation laws. Borrower shall indemnify, defend (with counsel reasonably chosen by the County), and hold harmless the County against all claims that arise out of relocation obligations to residential tenants, homeowners, or businesses permanently or temporarily displaced by the Development; (vii) Discrimination against the Disabled. The requirements of the Fair Housing Act (42 U.S.C. 3601 et seq.) and implementing regulations at 24 C.F.R. Part 100; Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. 794), and federal regulations issued pursuant thereto, which prohibit discrimination against the disabled in any federally assisted program, the requirements of the Architectural Barriers Act of 1968 (42 U.S.C. 4151-4157) and the applicable requirements of Title II and/or Title III of the Americans with Disabilities Act of 1990 (42 U.S.C. 12131 et seq.), and federal regulations issued pursuant thereto; (viii) Clean Air and Water Acts. The Clean Air Act, as amended, 42 U.S.C. 7401 et seq., the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et seq., and the regulations of the Environmental Protection Agency with respect thereto, at 40 C.F.R. Part 1500, as amended from time to time; (ix) Uniform Administrative Requirements. The provisions of 24 C.F.R. 92.505 and 24 C.F.R. 570.502 regarding cost and auditing requirements; (x) Training Opportunities. The requirements of Section 3 of the Housing and Urban Development Act of 1968, as amended, 12 U.S.C. 1701u ("Section 3"), requiring that to the greatest extent feasible opportunities for training and employment be given to lower income residents of the project area and agreements for work in connection with the project be awarded to business concerns which are located in, or owned in substantial part by persons residing in, the areas of the project. Borrower agrees to include the following language in all subcontracts executed under this HOME/CDBG Regulatory Agreement: (1) The work to be performed under this contract is subject to the requirements of Section 3 of the Housing and Urban Development Act of 1968, as amended, 12 U.S.C. 1701u. The purpose of Section 3 is to ensure that employment and other economic opportunities generated by HUD assistance or HUD-assisted projects covered by Section 3, shall, to the greatest extent feasible, be directed to low- and very low-income persons, particularly persons who are recipients of HUD assistance for housing. (2) The parties to this contract agree to comply with HUD's regulations in 24 C.F.R. Part 135, which implement Section 3. As evidenced by their execution of this contract, the parties to this contract certify that they are under no contractual or other impediment that would prevent them from complying with the Part 135 regulations. (3) The contractor agrees to send to each labor organization or representative of workers with which the contractor has a collective bargaining agreement or October 17, 2017 Contra Costa County Board of Supervisors 1170 17 863\102\2172196.4 other understanding, if any, a notice advising the labor organization or workers' representative of the contractor's commitments under this Section 3 clause; and will post copies of the notice in conspicuous places at the work site where both employees and applicants for training and employment positions can see the notice. The notice shall describe the Section 3 preference; shall set forth minimum number and job titles subject to hire; availability of apprenticeship and training positions; the qualifications for each; the name and location of the person(s) taking applications for each of the positions; and the anticipated date the work shall begin. (4) The contractor agrees to include this Section 3 clause in every subcontract subject to compliance with regulations in 24 C.F.R. Part 135, and agrees to take appropriate action, as provided in an applicable provision of the subcontract or in this Section 3 clause, upon a finding that the subcontractor is in violation of the regulations in 24 C.F.R. Part 135. The contractor will not subcontract with any subcontractor where the contractor has notice or knowledge that the subcontractor has been found in violation of the regulations in 24 C.F.R. Part 135. (5) The contractor will certify that any vacant employment positions, including training positions, that are filled (A) after the contractor is selected but before the contract is executed, and (B) with persons other than those to whom the regulations of 24 C.F.R. Part 135 require employment opportunities to be directed, were not filled to circumvent the contractor's obligations under 24 C.F.R. Part 135. (6) Noncompliance with HUD's regulations in 24 C.F.R. Part 135 may result in sanctions, termination of this contract for default, and debarment or suspension from future HUD assisted contracts. (7) With respect to work performed in connection with Section 3 covered Indian housing assistance, section 7(b) of the Indian Self-Determination and Education Assistance Act (25 U.S.C. 450e) also applies to the work to be performed under this contract. Section 7(b) requires that to the greatest extent feasible (i) preference and opportunities for training and employment shall be given to Indians, and (ii) preference in the award of contracts and subcontracts shall be given to Indian organizations and Indian-owned Economic Enterprises. Parties to this contract that are subject to the provisions of Section 3 and section 7(b) agree to comply with Section 3 to the maximum extent feasible, but not in derogation of compliance with section 7(b). (xi) Labor Standards. The labor requirements set forth in 24 C.F.R. 92.354 and 24 C.F.R. Section 570.603; the prevailing wage requirements of the Davis-Bacon Act and implementing rules and regulations (40 U.S.C. 3141-3148); the Copeland "Anti- Kickback" Act (40 U.S.C. 276(c)) which requires that workers be paid at least once a week without any deductions or rebates except permissible deductions; the Contract Work Hours and Safety Standards Act – CWHSSA (40 U.S.C. 3701-3708) which requires that workers receive "overtime" compensation at a rate of 1-1/2 times their regular hourly wage after they have worked forty (40) hours in one (1) week; and Title 29, Code of Federal Regulations, Subtitle A, Parts 1, 3 and 5 are the regulations and procedures issued by the Secretary of Labor for the administration and enforcement of the Davis-Bacon Act, as amended; October 17, 2017 Contra Costa County Board of Supervisors 1171 18 863\102\2172196.4 (xii) Drug Free Workplace. The requirements of the Drug Free Workplace Act of 1988 (P.L. 100-690) and implementing regulations at 24 C.F.R. Part 24; (xiii) Anti-Lobbying; Disclosure Requirements. The disclosure requirements and prohibitions of 31 U.S.C. 1352 and implementing regulations at 24 C.F.R. Part 87; (xiv) Historic Preservation. The historic preservation requirements set forth in the National Historic Preservation Act of 1966, as amended (16 U.S.C. Section 470) and the procedures set forth in 36 C.F.R. Part 800. If archeological, cultural, or historic period resources are discovered during construction, all construction work must come to a halt and Borrower shall immediately notify the County. Borrower shall not shall alter or move the discovered material(s) until all appropriate procedures for "post-review discoveries" set forth in Section 106 of the National Historic Preservation Act have taken place, which include, but are not limited to, consultation with the California State Historic Preservation Officer and evaluation of the discovered material(s) by a qualified professional archeologist; (xv) Flood Disaster Protection. The requirements of the Flood Disaster Protection Act of 1973 (P.L. 93-234) (the "Flood Act"). No portion of the assistance provided under this Agreement is approved for acquisition or construction purposes as defined under Section 3(a) of the Flood Act, for use in an area identified by HUD as having special flood hazards which is not then in compliance with the requirements for participation in the national flood insurance program pursuant to Section 201(d) of the Flood Act. The use of any assistance provided under this Agreement for such acquisition or construction in such identified areas in communities then participating in the National Flood Insurance Program is subject to the mandatory purchase of flood insurance requirements of Section 102(a) of the Flood Act. If the Property is located in an area identified by HUD as having special flood hazards and in which the sale of flood insurance has been made available under the National Flood Insurance Act of 1968, as amended, 42 U.S.C. 4001 et seq., the property owner and its successors or assigns must obtain and maintain, during the ownership of the Property, such flood insurance as required with respect to financial assistance for acquisition or construction purposes under -Section 102(s) of the Flood Act. Such provisions are required notwithstanding the fact that the construction on the Property is not itself funded with assistance provided under this Agreement; (xvi) Religious Organizations. If the Borrower is a religious organization, as defined by the CDBG and/or HOME requirements, the Borrower shall comply with all conditions prescribed by HUD for the use of HOME Funds and CDBG Funds by religious organizations, including the First Amendment of the United States Constitution regarding church/state principles and the applicable constitutional prohibitions set forth in 24 C.F.R. 92.257 and 24 C.F.R. 570.200(j); (xvii) Violence Against Women. The requirements of the Violence Against Women Reauthorization Act of 2013 (Pub. L. 113–4, 127 Stat. 54) applicable to HUD- funded programs; October 17, 2017 Contra Costa County Board of Supervisors 1172 19 863\102\2172196.4 (xviii) Conflict of Interest. The conflict of interest provisions set forth in 24 C.F.R. 92.356 and 24 C.F.R. 570.611; and (xix) HUD Regulations. Any other HUD regulations present or as may be amended, added, or waived in the future pertaining to the Combined County Loan funds. ARTICLE 5 PROPERTY MANAGEMENT AND MAINTENANCE 5.1 Management Responsibilities. Borrower is responsible for all management functions with respect to the Development, including without limitation the selection of Tenants, certification and recertification of household size and income, evictions, collection of rents and deposits, maintenance, landscaping, routine and extraordinary repairs, replacement of capital items, and security. The County has no responsibility for management of the Development. Borrower shall retain a professional property management company approved by the County in its reasonable discretion to perform Borrower's management duties hereunder. An on-site property manager shall reside at the Riley Property and Camara Property. 5.2 Management Agent. Borrower shall cause the Development to be managed by an experienced management agent reasonably acceptable to the County, with a demonstrated ability to operate residential facilities like the Development in a manner that will provide decent, safe, and sanitary housing (the "Management Agent"). The County has approved the John Stewart Company as the Management Agent. Borrower shall submit for the County's approval the identity of any proposed subsequent management agent. Borrower shall also submit such additional information about the background, experience and financial condition of any proposed management agent as is reasonably necessary for the County to determine whether the proposed management agent meets the standard for a qualified management agent set forth above. If the proposed management agent meets the standard for a qualified management agent set forth above, the County shall approve the proposed management agent by notifying Borrower in writing. Unless the proposed management agent is disapproved by the County within thirty (30) days, which disapproval is to state with reasonable specificity the basis for disapproval, it shall be deemed approved. 5.3 Periodic Performance Review. The County reserves the right to conduct an annual (or more frequently, if deemed necessary by the County) review of the management practices and financial status of the Development. The purpose of each periodic review will be to enable the County to determine if the Development is being operated and managed in accordance with the requirements and standards of this HOME/CDBG Regulatory Agreement. Borrower shall cooperate with the County in such reviews. 5.4 Replacement of Management Agent. If, as a result of a periodic review, the County determines in its reasonable judgment that the Development is not being operated and managed in accordance with any of the material requirements and standards of this HOME/CDBG Regulatory Agreement, the County shall deliver notice to Borrower of its intention to cause replacement of the Management Agent, including the reasons therefor. Within fifteen (15) days after receipt by Borrower of such written notice, the County staff and Borrower October 17, 2017 Contra Costa County Board of Supervisors 1173 20 863\102\2172196.4 shall meet in good faith to consider methods for improving the financial and operating status of the Development, including, without limitation, replacement of the Management Agent. If, after such meeting, County staff recommends in writing the replacement of the Management Agent, Borrower shall promptly dismiss the then-current Management Agent, and shall appoint as the Management Agent a person or entity meeting the standards for a management agent set forth in Section 5.2 above and approved by the County pursuant to Section 5.2 above. Any contract for the operation or management of the Development entered into by Borrower shall provide that the Management Agent may be dismissed and the contract terminated as set forth above. Failure to remove the Management Agent in accordance with the provisions of this Section constitutes a default under this HOME/CDBG Regulatory Agreement, and the County may enforce this provision through legal proceedings as specified in Section 6.4 below. 5.5 Approval of Management Policies. Borrower shall submit its written management policies with respect to the Development to the County for its review, and shall amend such policies in any way necessary to ensure that such policies comply with the provisions of this HOME/CDBG Regulatory Agreement. 5.6 Property Maintenance. (a) Borrower shall maintain, for the entire HOME Term of this HOME/CDBG Regulatory Agreement, all interior and exterior improvements, including landscaping in decent, safe and sanitary condition, and in good condition and repair, in accordance with (i) 24 C.F.R. Section 92.251, and (ii) the maintenance standards provided by the County (the "Maintenance Standards"). The Maintenance Standards, which set forth inspectable items and areas, and this HOME/CDBG Regulatory Agreement, implement 24 C.F.R. Section 92.251. Borrower shall cause the Development to be: (i) maintained in accordance with all applicable laws, rules, ordinances, orders and regulations of all federal, state, county, municipal, and other governmental agencies and bodies having or claiming jurisdiction and all their respective departments, bureaus, and officials, including but not limited to the lead-based paint requirements in 24 C.F.R. part 35; and (ii) free of all health and safety defects. Borrower shall correct any life-threatening maintenance deficiencies, including those set forth in the Maintenance Standards immediately upon notification. (b) At the beginning of each year of the HOME Term, Borrower shall certify to the County that the Development is in compliance with the Maintenance Standards. 5.7 Property Inspections. (a) On-Site Physical Inspections. The County will perform on-site inspections of the Development during the HOME Term to ensure compliance with the Maintenance Standards. The County will perform an on-site inspection within twelve months after completion of construction of the Development and at least once every three (3) years during the October 17, 2017 Contra Costa County Board of Supervisors 1174 21 863\102\2172196.4 HOME Term. If the Development is found to have health and safety violations, the County may perform more frequent inspections. Borrower shall cooperate in such inspections. (b) Violation of Maintenance Standards. If after an inspection, the County determines that Borrower is in violation of the Maintenance Standards, the County will provide Borrower a written report of the violations. Borrower shall correct the violations set forth in the report provided to Borrower by County. The County will perform a follow-up inspection to verify that the violations have been corrected. If such violations continue for a period of ten (10) days after delivery of the report to Borrower by the County with respect to graffiti, debris, waste material, and general maintenance, or thirty (30) days after delivery of the report to Borrower by the County with respect to landscaping and building improvements, then the County, in addition to whatever other remedy it may have at law or in equity, has the right to enter upon the Property and perform or cause to be performed all such acts and work necessary to cure the violation. Pursuant to such right of entry, the County is permitted (but is not required) to enter upon the Property and to perform all acts and work necessary to protect, maintain, and preserve the improvements and landscaped areas on the Property, and to attach a lien on the Property, or to assess the Property, in the amount of the expenditures arising from such acts and work of protection, maintenance, and preservation by the County and/or costs of such cure, which amount Borrower shall promptly pay to the County upon demand. ARTICLE 6 MISCELLANEOUS 6.1 Nondiscrimination. (a) All of the Units must be available for occupancy on a continuous basis to members of the general public who are income eligible. Borrower may not give preference to any particular class or group of persons in renting or selling the Units, except to the extent that the Units are required to be leased to income eligible households pursuant to this HOME/CDBG Regulatory Agreement. Borrower herein covenants by and for Borrower, assigns, and all persons claiming under or through Borrower, that there exist no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, sexual orientation, marital status, national origin, source of income (e.g., SSI), ancestry, age, familial status (except for lawful senior housing in accordance with state and federal law), or disability, in the leasing, subleasing, transferring, use, occupancy, tenure, or enjoyment of any unit nor will Borrower or any person claiming under or through Borrower, 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 of any unit or in connection with the employment of persons for the construction, operation and management of any unit. (b) Borrower shall accept as Tenants, on the same basis as all other prospective Tenants, persons who are recipients of federal certificates for rent subsidies pursuant to the existing housing program under Section 8 of the United States Housing Act, or its successor. Borrower may not apply selection criteria to Section 8 certificate or voucher holders October 17, 2017 Contra Costa County Board of Supervisors 1175 22 863\102\2172196.4 that is more burdensome than criteria applied to all other prospective Tenants, nor will Borrower apply or permit the application of management policies or lease provisions with respect to the Development which have the effect of precluding occupancy of units by such prospective Tenants. 6.2 Application of Provisions. The provisions of this HOME/CDBG Regulatory Agreement apply to the Property for the entire HOME Term even if the Combined County Loan is paid in full prior to the end of the HOME Term. This HOME/CDBG Regulatory Agreement binds any successor, heir or assign of Borrower, whether a change in interest occurs voluntarily or involuntarily, by operation of law or otherwise, except as expressly released by the County. The County is making the Combined County Loan on the condition, and in consideration of, this provision, and would not do so otherwise. 6.3 Covenants to Run With the Land. The County and Borrower hereby declare their express intent that the covenants and restrictions set forth in this HOME/CDBG Regulatory Agreement run with the land, and bind all successors in title to the Property, provided, however, that on the expiration of the HOME Term said covenants and restrictions expire. Each and every contract, deed or other instrument hereafter executed covering or conveying the Property or any portion thereof, is to be held conclusively to have been executed, delivered and accepted subject to the covenants and restrictions, regardless of whether such covenants or restrictions are set forth in such contract, deed or other instrument, unless the County expressly releases such conveyed portion of the Property from the requirements of this HOME/CDBG Regulatory Agreement. 6.4 Enforcement by the County. If Borrower fails to perform any obligation under this HOME/CDBG Regulatory Agreement, and fails to cure the default within thirty (30) days after the County has notified Borrower in writing of the default or, if the default cannot be cured within thirty (30) days, fails to commence to cure within thirty (30) days and thereafter diligently pursue such cure and complete such cure within sixty (60) days, the County may enforce this HOME/CDBG Regulatory Agreement by any or all of the following actions, or any other remedy provided by law: (a) Calling the Combined County Loan. The County may declare a default under the Loan Documents, accelerate the indebtedness evidenced by the Loan Documents, and proceed with foreclosure under the Deed of Trust. (b) Action to Compel Performance or for Damages. The County may bring an action at law or in equity to compel Borrower's performance of its obligations under this HOME/CDBG Regulatory Agreement, and may seek damages. (c) Remedies Provided Under Loan Documents. The County may exercise any other remedy provided under the Loan Documents. The County shall provide notice of a default to Borrower's limited partner in the manner set forth in Section 6.5 of the Loan Agreement. 6.5 Anti-Lobbying Certification. October 17, 2017 Contra Costa County Board of Supervisors 1176 23 863\102\2172196.4 (a) Borrower certifies, to the best of Borrower's knowledge or belief, that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of it, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement; (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, grant, loan, or cooperative agreement, it will complete and submit Standard Form-LLL, Disclosure Form to Report Lobbying, in accordance with its instructions. (b) This certification is a material representation of fact upon which reliance was placed when the Loan Documents were made or entered into. Submission of this certification is a prerequisite for making or entering into the Loan Documents imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than Ten Thousand Dollars ($10,000) and no more than One Hundred Thousand Dollars ($100,000) for such failure. 6.6 Attorneys' Fees and Costs. In any action brought to enforce this HOME/CDBG Regulatory Agreement, the prevailing party must be entitled to all costs and expenses of suit, including reasonable attorneys' fees. This section must be interpreted in accordance with California Civil Code Section 1717 and judicial decisions interpreting that statute. 6.7 Recording and Filing. The County and Borrower shall cause this HOME/CDBG Regulatory Agreement, and all amendments and supplements to it, to be recorded in the Official Records of the County of Contra Costa. 6.8 Governing Law. This HOME/CDBG Regulatory Agreement is governed by the laws of the State of California. 6.9 Waiver of Requirements. Any of the requirements of this HOME/CDBG Regulatory Agreement may be expressly waived by the County in writing, but no waiver by the County of any requirement of this HOME/CDBG Regulatory Agreement extends to or affects any other provision of this HOME/CDBG Regulatory Agreement, and may not be deemed to do so. 6.10 Amendments. This HOME/CDBG Regulatory Agreement may be amended only by a written instrument executed by all the parties hereto or their successors in title that is duly recorded in the official records of the County of Contra Costa. October 17, 2017 Contra Costa County Board of Supervisors 1177 24 863\102\2172196.4 6.11 Notices. Any notice requirement set forth herein will be deemed to be satisfied three (3) days after mailing of the notice first-class United States certified mail, postage prepaid, addressed to the appropriate party as follows: County: County of Contra Costa Department of Conservation and Development 30 Muir Road Martinez, CA 94553 Attn: Assistant Deputy Director Borrower: Carena Associates, L.P. c/o Resources for Community Development 2220 Oxford Street Berkeley, California 94704 Attention: Executive Director Investor Limited Partner: Bank of America, N.A. Community Development Banking Group 520 Newport Center Drive, Suite 1100 Newport Beach, California 92660 Mail Code: CA6-814-11-03 Attention: Casey Carpenter Facsimile: (415) 343-9069 And: Banc of America CDC Special Holding Company, Inc. 100 N. Tryon Street Charlotte, NC 28255-0001 Attn: Nicole Baldon, VP, Tax Credit Equity Tel: (908) 388-1017 Email: Nicole.baldon@baml.com And: Buchalter, a Professional Corporation 1000 Wilshire Boulevard, Suite 1500 Los Angeles, CA 90017 Attn: Michael A. Williamson, Esq. Facsimile: (213) 630-5799 Matter No: B0965-0341 Such addresses may be changed by notice to the other party given in the same manner as provided above. October 17, 2017 Contra Costa County Board of Supervisors 1178 25 863\102\2172196.4 6.12 Severability. If any provision of this HOME/CDBG Regulatory Agreement is determined by a court of competent jurisdiction to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining portions of this HOME/CDBG Regulatory Agreement will not in any way be affected or impaired thereby. 6.13 Multiple Originals; Counterparts. This HOME/CDBG Regulatory Agreement may be executed in multiple originals, each of which is deemed to be an original, and may be signed in counterparts. 6.14 Revival of Agreement after Foreclosure. In the event there is a foreclosure of the Property, this HOME/CDBG Regulatory Agreement will revive according to its original terms if, during the HOME Term, the owner of record before the foreclosure, or deed in lieu of foreclosure, or any entity that includes the former owner or those with whom the former owner has or had family or business ties, obtains an ownership interest in the Development or Property. 6.15 County Regulatory Agreement. The County and Borrower are entering into this HOME/CDBG Regulatory Agreement concurrently with the County Regulatory Agreement. The County Regulatory Agreement as it applies to the HOME/CDBG-Assisted Units will be in effect for fifty-five (55) years from the Completion Date which term overlaps with but is longer than the HOME Term. Compliance with the terms of this HOME/CDBG Regulatory Agreement will be deemed compliance with the County Regulatory Agreement during the HOME Term as it applies to the HOME/CDBG-Assisted Units. In the event of a conflict between this HOME/CDBG Regulatory Agreement and the County Regulatory Agreement during the HOME Term as it applies to the HOME/CDBG-Assisted Units, the terms of this HOME/CDBG Regulatory Agreement will prevail. [remainder of page intentionally left blank] October 17, 2017 Contra Costa County Board of Supervisors 1179 26 Signature page Elaine Null HOME/CDBG Regulatory Agreement 863\102\2172196.4 WHEREAS, this HOME/CDBG Regulatory Agreement has been entered into by the undersigned as of the date first written above. COUNTY: COUNTY OF CONTRA COSTA, a political subdivision of the State of California By: __________________ John Kopchik Director, Department of Conservation and Development Approved as to form: SHARON L. ANDERSON County Counsel By: Kathleen Andrus Deputy County Counsel BORROWER: Carena Associates, L.P., a California limited partnership By: RCD GP LLC, a California limited liability company, its general partner By: Resources for Community Development, a California nonprofit public benefit corporation its sole member/manager By:_________________________ Daniel Sawislak, Executive Director October 17, 2017 Contra Costa County Board of Supervisors 1180 863\102\2172196.4 STATE OF CALIFORNIA ) ) 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. ______________________________________ Name: ______________________________ Notary Public 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. October 17, 2017 Contra Costa County Board of Supervisors 1181 863\102\2172196.4 STATE OF CALIFORNIA ) ) 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. ______________________________________ Name: ______________________________ Notary Public 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. October 17, 2017 Contra Costa County Board of Supervisors 1182 A-1 863\102\2172196.4 EXHIBIT A Legal Description (Elaine Null) The land is situated in the State of California, County of Contra Costa, and is described as follows: October 17, 2017 Contra Costa County Board of Supervisors 1183 1 863\102\2175132.2 RECORDING REQUESTED BY AND WHEN RECORDED MAIL, TO: Contra Costa County Department of Conservation and Development 30 Muir Road Martinez, CA 94553 Attn: Assistant Deputy Director (Space above for Recorder's Use) NOTICE OF AFFORDABILITY RESTRICTIONS ON TRANSFER OF PROPERTY (Elaine Null Property) NOTICE IS HEREBY GIVEN, that the County of Contra Costa, a political subdivision of the State of California (the "County"), to carry out certain obligations under the Community Redevelopment Law of the State of California (Health and Safety Code Section 33000 et seq.) as amended by Health and Safety Code Section 34176.1, has required Carena Associates, L.P., a California limited partnership (the "Owner") to enter into certain affordability covenants and restrictions entitled, County Regulatory Agreement and Declaration of Restrictive Covenants (the "Restrictions"), with reference to a housing development (the "Development") situated on certain real property, located in the City of Bay Point, County of Contra Costa, State of California having Assessor's Parcel No. 097-041- 009-8-01 and further described in Exhibit "A," incorporated herein by reference. As further described in the Restrictions, the affordability covenants and restrictions set forth in the Restrictions include, without limitation, the following: 1. 3 units of housing in the Development are restricted for occupancy by very low income households, at rents affordable to very low income households. 2. 11 units of housing in the Development are restricted for occupancy by low income households, at rents affordable to low income households. 3. Additional requirements concerning operation, management, and maintenance of the Development. October 17, 2017 Contra Costa County Board of Supervisors 1184 2 863\102\2175132.2 In the event of any conflict between this Notice of Affordability Restrictions on Transfer of Property (the "Notice") and the Restrictions, the terms of the Restrictions shall prevail. The Restrictions were recorded concurrently herewith, as Instrument No. _________________ in the Official Records of the County of Contra Costa, and shall remain in effect until the date that is the later of (i) fifty-five (55) years after the Completion Date (as defined in the Restrictions); provided, however, if a record of the Completion Date cannot be located or established, then fifty-seven (57) years after the date of the Restrictions, or (ii) repayment in full of the Combined County Loan (as defined in the Restrictions) and all interest due thereon. This Notice is being recorded and filed by the County in compliance with Health and Safety Code Sections 33334.3(f)(3) and (4) and/or Section 33413(c)(5), as amended effective this date, and shall be indexed against the County and the Owner. October 17, 2017 Contra Costa County Board of Supervisors 1185 3 Elaine Null Affordability Notice Signature Page 863\102\2175132.2 IN WITNESS WHEREOF, the parties have entered into this Notice of Affordability Restrictions on Transfer of Property on or as of October ____, 2017. OWNER: Carena Associates, L.P., a California limited partnership By: RCD GP LLC, a California limited liability company, its general partner By: Resources for Community Development, a California nonprofit public benefit corporation its sole member/manager By:_________________________ Daniel Sawislak, Executive Director (signatures continue on following page) October 17, 2017 Contra Costa County Board of Supervisors 1186 4 Elaine Null Affordability Notice Signature Page 863\102\2175132.2 COUNTY: COUNTY OF CONTRA COSTA, a political subdivision of the State of California By: __________________ John Kopchik Director, Department of Conservation and Development Approved as to form: SHARON L. ANDERSON County Counsel By: Kathleen Andrus Deputy County Counsel October 17, 2017 Contra Costa County Board of Supervisors 1187 863\102\2175132.2 STATE OF CALIFORNIA ) ) 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. ______________________________________ Name: ______________________________ Notary Public 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. October 17, 2017 Contra Costa County Board of Supervisors 1188 863\102\2175132.2 STATE OF CALIFORNIA ) ) 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. ______________________________________ Name: ______________________________ Notary Public 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. October 17, 2017 Contra Costa County Board of Supervisors 1189 A-1 863\102\2175132.2 EXHIBIT A LEGAL DESCRIPTION (Elaine Null) Real property in the City of Bay Point, County of Contra Costa, State of California, described as follows: October 17, 2017 Contra Costa County Board of Supervisors 1190 1 863\102\2162419.5 ASSIGNMENT, ASSUMPTION, AND CONSENT AGREEMENT (Elaine Null) THIS ASSIGNMENT, ASSUMPTION, AND CONSENT AGREEMENT ("Agreement") is dated October_____, 2017 and is by and among the County of Contra Costa, a political subdivision of the State of California (the "County"), 112 Alves Lane Partners, a California limited partnership (the "Seller"), and Carena Associates, L.P., a California limited partnership (the "Buyer"). RECITALS A. The Seller is the owner of that certain real property located at 112 Alves Lane and 300-310 Water Street in the community of Bay Point, County of Contra Costa, State of California (the "Elaine Null Property"). The Elaine Null Property is improved with fourteen (14) units of affordable housing and attendant site improvements (the "Elaine Null Improvements"). B. The Seller acquired the Elaine Null Property from Resources for Community Development, a California nonprofit public benefit corporation ("RCD"). When it acquired the Elaine Null Property, the Seller assumed RCD's obligation to repay loans the County had made to RCD that are secured liens on the Elaine Null Property. The County loans assumed by the Seller consist of: (i) a loan of Four Hundred Sixty Thousand Dollars ($460,000) of which Three Hundred Ninety Thousand Dollars ($390,000) was funded using Home Investment Partnerships Act funds from the United States Department of Housing and Urban Development ("HUD") pursuant to the Cranston-Gonzales National Housing Act of 1990, and Seventy Thousand Dollars ($70,000) was funded using funds from HUD under Title I of the Housing and Community Development Act of 1974 (the "Original Elaine Null CDBG/HOME Loan"), and (ii) a loan of Four Hundred Forty Thousand Dollars ($440,000) of Low and Moderate Income Housing Asset funds from the Redevelopment Agency of the County of Contra Costa, which agency has been replaced by the County as the Successor Housing Agency (the "Original Elaine Null Agency Loan"). Together, the Original Elaine Null CDBG/HOME Loan and the Original Elaine Null Agency Loan are the "Original Elaine Null Loan". C. The Buyer desires to acquire the Elaine Null Property from the Seller and to assume the Seller's obligations under the Original Elaine Null Loan. Furthermore, the Elaine Null Improvements are in need of rehabilitation which will require additional financing. In support of the rehabilitation of the Elaine Null Property and the concurrent rehabilitation of (i) fifty-one (51) units of affordable housing located at 2501, 2513, 2525, 2530, 2531, 2536, 2537, 2549, 2554, 2555, and 2566 Camara Circle in the City of Concord (the "Camara Property"), and (ii) forty-eight (48) units of affordable housing located at 2050, 2051, and 2061 Riley Court in the City of Concord (the "Riley Property"), both of which are being acquired by the Buyer at the same time it acquires the Elaine Null Property, the County has agreed to restructure the Original Elaine Null Loan, as well as the existing financing associated with the Camara Property and the Riley Property, and to provide new financing to the Buyer (collectively, the "New Financing"). October 17, 2017 Contra Costa County Board of Supervisors 1191 2 863\102\2162419.5 D. The transfer all of the Seller's rights, title, and interest in the Elaine Null Property to the Buyer (the "Transfer"), and the assignment of the Original Elaine Null Loan to the Buyer require the County's consent. E. Concurrent with the Transfer and the assignment and assumption of the Original Elaine Null Loan, the documents evidencing the Original Elaine Null Loan will be terminated and replaced with new loan documents evidencing the New Financing as detailed in a loan agreement to be executed by the County and the Buyer (the "County Loan Agreement"). NOW, THEREFORE, in consideration of the mutual benefits accruing to the parties hereto and other valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: AGREEMENT 1. Representations of the Seller. The Seller represents and warrants that: a. It has not previously assigned, pledged, hypothecated or otherwise transferred any of its rights, title, or interest in or obligations in the Original Elaine Null Loan. b. It has received the consent of all other existing lenders on the Elaine Null Property to the transfer of the Elaine Null Property, and the assignment and assumptions contemplated by this Agreement and that such actions will not constitute a default under any of such lenders' loan documents. c. No event has occurred and is continuing which would constitute a default and no event has occurred and is continuing which, with notice or the passage of time or both, would be an event of default under any of the documents evidencing the Original Elaine Null Loan. 2. Consent to Transfer of Property. Subject to the Buyer's execution of the County Loan Agreement in a form satisfactory to the County, the County consents to the Transfer. 3. Assignment of Original Elaine Null Loan. a. Assignment. The Seller hereby assigns to the Buyer all of the Seller's rights, title, and interest in and obligations under the Original Elaine Null Loan (the "Assignment"). b. Assumption. The Buyer hereby accepts the Assignment and assumes the Seller's obligation to repay the Original Elaine Null Loan, in accordance with the terms of a promissory note from the Buyer to the County to be executed concurrently with the County Loan Agreement. c. County Consent. Subject to the Buyer's execution of the County Loan Agreement in a form satisfactory to the County, the County consents to the Assignment. October 17, 2017 Contra Costa County Board of Supervisors 1192 3 863\102\2162419.5 4. Title of Parts and Sections. Any titles of the sections or subsections of this Agreement are inserted for convenience of reference only and are to be disregarded in interpreting any part of the Agreement's provisions. 5. Attorneys' Fees Enforcement. If any attorney is engaged by any party hereto to enforce or defend any provision of this Agreement, the prevailing party or parties are entitled to costs and reasonable attorneys' fees. 6. Successors and Assigns. This Agreement binds and inures to the benefit of the legal representatives, heirs, successors and assigns of the parties. 7. California Law. The laws of the State of California govern all matters arising out of this Agreement. 8. Counterparts. This Agreement may be signed by the different parties hereto in counterparts, each of which is deemed an original but all of which together constitute one and the same agreement. Remainder of Page Left Intentionally Blank October 17, 2017 Contra Costa County Board of Supervisors 1193 Signature Page County Elaine Null Assignment Agreement 4 863\102\2162419.5 IN WITNESS WHEREOF, the parties have executed this Agreement as of the day first above written. SELLER: 112 Alves Lane Partners, a California limited partnership By: Resources for Community Development, a California nonprofit public benefit corporation its general partner By:_________________________ Daniel Sawislak, Executive Director BUYER: Carena Associates, L.P., a California limited partnership By: RCD GP LLC, a California limited liability company, its general partner By: Resources for Community Development, a California nonprofit public benefit corporation its sole member/manager By:_________________________ Daniel Sawislak, Executive Director October 17, 2017 Contra Costa County Board of Supervisors 1194 Signature Page County Elaine Null Assignment Agreement 5 863\102\2162419.5 COUNTY: COUNTY OF CONTRA COSTA, a political subdivision of the State of California By:_____________________________ John Kopchik Director, Department of Conservation and Development APPROVED AS TO FORM: SHARON L. ANDERSON County Counsel By: ______________________________ Kathleen Andrus Deputy County Counsel October 17, 2017 Contra Costa County Board of Supervisors 1195 863\102\2185164.2 1 PROMISSORY NOTE (New Riley Loan) $625,000 Martinez, California October ___, 2017 FOR VALUE RECEIVED, the undersigned Carena Associates, L.P., a California limited partnership ("Borrower") hereby promises to pay to the order of the County of Contra Costa, a political subdivision of the State of California ("Holder"), the principal amount of Six Hundred Twenty-Five Thousand Dollars ($625,000) plus interest thereon pursuant to Section 2 below. All capitalized terms used but not defined in this Note have the meanings set forth in the Development Loan Agreement between Borrower and Holder of even date herewith (the "Loan Agreement"). 1. Borrower's Obligation. This promissory note (the "Note") evidences Borrower's obligation to repay Holder the principal amount of Six Hundred Twenty-Five Thousand Dollars ($625,000) with interest for the funds loaned to Borrower by Holder to finance the rehabilitation of the Development pursuant to the Development Loan Agreement. 2. Interest. (a) Subject to the provisions of Subsection (b) below, the New Riley Loan bears no interest. (b) If an Event of Default occurs, interest will accrue on all amounts due under this Note at the Default Rate until such Event of Default is cured by Borrower or waived by Holder. 3. Term and Repayment Requirements. Principal and interest under this Note is due and payable as set forth in Section 2.10 of the Loan Agreement. The unpaid principal balance hereunder, together with accrued interest thereon, is due and payable no later than the date that is the fifty-fifth (55th) anniversary of the Completion Date; provided, however, if a record of the Completion Date cannot be located or established, the Loan is due and payable on the fifty- seventh (57th) anniversary of the date of this Note. 4. No Assumption. This Note is not assumable by the successors and assigns of Borrower without the prior written consent of Holder, except as provided in the Loan Agreement. 5. Security. This Note, with interest, is secured by the Deed of Trust. Upon execution, the Deed of Trust will be recorded in the official records of Contra Costa County, California. Upon recordation of the Deed of Trust, this Note will become nonrecourse to Borrower, pursuant to and except as provided in Section 2.12 of the Loan Agreement which October 17, 2017 Contra Costa County Board of Supervisors 1196 863\102\2185164.2 2 Section 2.12 is hereby incorporated into this Note. The terms of the Deed of Trust are hereby incorporated into this Note and made a part hereof. 6. Terms of Payment. (a) Borrower shall make all payments due under this Note in currency of the United States of America to Holder at Department of Conservation and Development, 30 Muir Road, Martinez, CA 94553, Attention: Assistant Deputy Director, or to such other place as Holder may from time to time designate. (b) All payments on this Note are without expense to Holder. Borrower shall pay all costs and expenses, including re-conveyance fees and reasonable attorney's fees of Holder, incurred in connection with the enforcement of this Note and the release of any security hereof. (c) Notwithstanding any other provision of this Note, or any instrument securing the obligations of Borrower under this Note, if, for any reason whatsoever, the payment of any sums by Borrower pursuant to the terms of this Note would result in the payment of interest that exceeds the amount that Holder may legally charge under the laws of the State of California, then the amount by which payments exceed the lawful interest rate will automatically be deducted from the principal balance owing on this Note, so that in no event is Borrower obligated under the terms of this Note to pay any interest that would exceed the lawful rate. (d) The obligations of Borrower under this Note are absolute and Borrower waives any and all rights to offset, deduct or withhold any payments or charges due under this Note for any reason whatsoever. 7. Event of Default; Acceleration. (a) Upon the occurrence of an Event of Default, the entire unpaid principal balance, together with all interest thereon, and together with all other sums then payable under this Note and the Deed of Trust will, at the option of Holder, become immediately due and payable without further demand. (b) Holder's failure to exercise the remedy set forth in Subsection 7(a) above or any other remedy provided by law upon the occurrence of an Event of Default does not constitute a waiver of the right to exercise any remedy at any subsequent time in respect to the same or any other Event of Default. The acceptance by Holder of any payment that is less than the total of all amounts due and payable at the time of such payment does not constitute a waiver of the right to exercise any of the foregoing remedies or options at that time or at any subsequent time, or nullify any prior exercise of any such remedy or option, without the express consent of Holder, except as and to the extent otherwise provided by law. 8. Waivers. (a) Borrower hereby waives diligence, presentment, protest and demand, and notice of protest, notice of demand, notice of dishonor and notice of non-payment of this Note. October 17, 2017 Contra Costa County Board of Supervisors 1197 863\102\2185164.2 3 Borrower expressly agrees that this Note or any payment hereunder may be extended from time to time, and that Holder may accept further security or release any security for this Note, all without in any way affecting the liability of Borrower. (b) Any extension of time for payment of this Note or any installment hereof made by agreement of Holder with any person now or hereafter liable for payment of this Note must not operate to release, discharge, modify, change or affect the original liability of Borrower under this Note, either in whole or in part. 9. Miscellaneous Provisions. (a) All notices to Holder or Borrower are to be given in the manner and at the addresses set forth in the Loan Agreement, or to such addresses as Holder and Borrower may therein designate. (b) Borrower promises to pay all costs and expenses, including reasonable attorney's fees, incurred by Holder in the enforcement of the provisions of this Note, regardless of whether suit is filed to seek enforcement. (c) This Note is governed by the laws of the State of California. (d) The times for the performance of any obligations hereunder are to be strictly construed, time being of the essence. (e) The Loan Documents, of which this Note is a part, contain the entire agreement between the parties as to the Loan. This Note may not be modified except upon the written consent of the parties. signature on following page October 17, 2017 Contra Costa County Board of Supervisors 1198 Signature page New Riley Note 863\102\2185164.2 4 IN WITNESS WHEREOF, Borrower is executing this Promissory Note as of the day and year first above written. Carena Associates, L.P., a California limited partnership By: RCD GP LLC, a California limited liability company, its general partner By: Resources for Community Development, a California nonprofit public benefit corporation its sole member/manager By:__________________________________ Daniel Sawislak, Executive Director October 17, 2017 Contra Costa County Board of Supervisors 1199 863\102\2185165.2 1 PROMISSORY NOTE (Restructured Riley Court Loan) $________ Martinez, California October ___, 2017 FOR VALUE RECEIVED, the undersigned Carena Associates, L.P., a California limited partnership ("Borrower") hereby promises to pay to the order of the County of Contra Costa, a political subdivision of the State of California ("Holder"), the principal amount of __________________ Dollars ($_______) plus interest thereon pursuant to Section 2 below. This Promissory Note (the "Note") replaces in their entirety the following promissory notes executed by Resources for Community Development, a California nonprofit public benefit corporation: (i) promissory note dated May 29, 1997, evidencing the obligation to pay the amount of Three Hundred Forty-Two Thousand Dollars ($342,000) of HOME Funds; and (ii) promissory note dated May 5, 2015, evidencing the obligation to pay the amount of Five Hundred Thirty Thousand Dollars ($530,000) of HOPWA Funds (collectively, the "Original Notes"). All disbursements under the Original Notes will be deemed to be disbursed under this Note. Upon execution of this Note by Borrower, the Original Notes will automatically terminate and will be returned to Borrower by the Holder. All capitalized terms used but not defined in this Note have the meanings set forth in the Development Loan Agreement between Borrower and Holder of even date herewith (the "Loan Agreement"). 1. Borrower's Obligation. This Note evidences Borrower's obligation to repay Holder the principal amount of ____________________ Dollars ($______________) with interest for the funds loaned to Borrower by Holder pursuant to the Loan Agreement. 2. Interest. (a) Subject to the provisions of Subsection (b) below, the Restructured Riley Loan bears interest from the date of this Note at ______________%, compounding annually, until full repayment of the outstanding balance of the Restructured Riley Loan. It is the intent that the interest rate stated in this Section 2(a) is the Applicable Federal Rate applicable to long- term loans with annual compounding, as calculated in accordance with Internal Revenue Code Section 1274(d) as of the date of this Note. (b) If an Event of Default occurs, interest will accrue on all amounts due under this Note at the Default Rate until such Event of Default is cured by Borrower or waived by Holder. 3. Term and Repayment Requirements. Principal and interest under this Note is due and payable as set forth in Section 2.10 of the Loan Agreement. The unpaid principal balance hereunder, together with accrued interest thereon, is due and payable no later than the date that is the fifty-fifth (55th) anniversary of the Completion Date; provided, however, if a record of the October 17, 2017 Contra Costa County Board of Supervisors 1200 863\102\2185165.2 2 Completion Date cannot be located or established, the Loan is due and payable on the fifty- seventh (57th) anniversary of the date of this Note. 4. No Assumption. This Note is not assumable by the successors and assigns of Borrower without the prior written consent of Holder, except as provided in the Loan Agreement. 5. Security. This Note, with interest, is secured by the Deed of Trust. Upon execution, the Deed of Trust will be recorded in the official records of Contra Costa County, California. Upon recordation of the Deed of Trust, this Note will become nonrecourse to Borrower, pursuant to and except as provided in Section 2.12 of the Loan Agreement which Section 2.12 is hereby incorporated into this Note. The terms of the Deed of Trust are hereby incorporated into this Note and made a part hereof. 6. Terms of Payment. (a) Borrower shall make all payments due under this Note in currency of the United States of America to Holder at Department of Conservation and Development, 30 Muir Road, Martinez, CA 94553, Attention: Assistant Deputy Director, or to such other place as Holder may from time to time designate. (b) All payments on this Note are without expense to Holder. Borrower shall pay all costs and expenses, including re-conveyance fees and reasonable attorney's fees of Holder, incurred in connection with the enforcement of this Note and the release of any security hereof. (c) Notwithstanding any other provision of this Note, or any instrument securing the obligations of Borrower under this Note, if, for any reason whatsoever, the payment of any sums by Borrower pursuant to the terms of this Note would result in the payment of interest that exceeds the amount that Holder may legally charge under the laws of the State of California, then the amount by which payments exceed the lawful interest rate will automatically be deducted from the principal balance owing on this Note, so that in no event is Borrower obligated under the terms of this Note to pay any interest that would exceed the lawful rate. (d) The obligations of Borrower under this Note are absolute and Borrower waives any and all rights to offset, deduct or withhold any payments or charges due under this Note for any reason whatsoever. 7. Event of Default; Acceleration. (a) Upon the occurrence of an Event of Default, the entire unpaid principal balance, together with all interest thereon, and together with all other sums then payable under this Note and the Deed of Trust will, at the option of Holder, become immediately due and payable without further demand. (b) Holder's failure to exercise the remedy set forth in Subsection 7(a) above or any other remedy provided by law upon the occurrence of an Event of Default does not October 17, 2017 Contra Costa County Board of Supervisors 1201 863\102\2185165.2 3 constitute a waiver of the right to exercise any remedy at any subsequent time in respect to the same or any other Event of Default. The acceptance by Holder of any payment that is less than the total of all amounts due and payable at the time of such payment does not constitute a waiver of the right to exercise any of the foregoing remedies or options at that time or at any subsequent time, or nullify any prior exercise of any such remedy or option, without the express consent of Holder, except as and to the extent otherwise provided by law. 8. Waivers. (a) Borrower hereby waives diligence, presentment, protest and demand, and notice of protest, notice of demand, notice of dishonor and notice of non-payment of this Note. Borrower expressly agrees that this Note or any payment hereunder may be extended from time to time, and that Holder may accept further security or release any security for this Note, all without in any way affecting the liability of Borrower. (b) Any extension of time for payment of this Note or any installment hereof made by agreement of Holder with any person now or hereafter liable for payment of this Note must not operate to release, discharge, modify, change or affect the original liability of Borrower under this Note, either in whole or in part. 9. Miscellaneous Provisions. (a) All notices to Holder or Borrower are to be given in the manner and at the addresses set forth in the Loan Agreement, or to such addresses as Holder and Borrower may therein designate. (b) Borrower promises to pay all costs and expenses, including reasonable attorney's fees, incurred by Holder in the enforcement of the provisions of this Note, regardless of whether suit is filed to seek enforcement. (c) This Note is governed by the laws of the State of California. (d) The times for the performance of any obligations hereunder are to be strictly construed, time being of the essence. (e) The Loan Documents, of which this Note is a part, contain the entire agreement between the parties as to the Loan. This Note may not be modified except upon the written consent of the parties. signature on following page October 17, 2017 Contra Costa County Board of Supervisors 1202 Signature page Restructured Original Riley Note 863\102\2185165.2 4 IN WITNESS WHEREOF, Borrower is executing this Promissory Note as of the day and year first above written. Carena Associates, L.P., a California limited partnership By: RCD GP LLC, a California limited liability company, its general partner By: Resources for Community Development, a California nonprofit public benefit corporation its sole member/manager By:__________________________________ Daniel Sawislak, Executive Director October 17, 2017 Contra Costa County Board of Supervisors 1203 1 863\102\2176680.2 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: Contra Costa County Department of Conservation and Development 30 Muir Road Martinez, CA 94553 Attn: Assistant Deputy Director No fee for recording pursuant to Government Code Section 27383 __________________________________________________________________________ HOME/HOPWA REGULATORY AGREEMENT AND DECLARATION OF RESTRICTIVE COVENANTS Carena Apartments (Riley Court HOME and HOPWA Funds) This HOME/HOPWA Regulatory Agreement and Declaration of Restrictive Covenants (the "HOME/HOPWA Regulatory Agreement") is dated October _____, 2017 and is between the County of Contra Costa, a political subdivision of the State of California (the "County"), and Carena Associates, L.P., a California limited partnership ("Borrower"). RECITALS A. Defined terms used but not defined in these recitals are as defined in Article 1 of this HOME/HOPWA Regulatory Agreement. B. The County has received Home Investment Partnerships Act ("HOME") funds from the United States Department of Housing and Urban Development ("HUD") pursuant to the Cranston-Gonzales National Housing Act of 1990 ("HOME Funds"). The HOME Funds must be used by the County in accordance with 24 C.F.R. Part 92. C. The County has received Housing Opportunities for Persons with AIDS Program funds from HUD pursuant to the HOPWA program ("HOPWA Funds"). The HOPWA Funds are available to and administered by the County, as the subrecipient of the City of Oakland, which is the representative for the Alameda-Contra Costa County Eligible Metropolitan Area. The HOPWA Funds must be used by the County in accordance with 24 C.F.R. Part 574. D. Borrower intends to purchase that certain real property located at 2050, 2051, and 2061 Riley Court in the City of Concord, County of Contra Costa, State of California, as more particularly described in Exhibit A (the "Property") from Resources for Community Development, a California nonprofit public benefit corporation (the "Seller"). Borrower intends to rehabilitate the existing forty-eight (48) housing units located on the Property, with forty- October 17, 2017 Contra Costa County Board of Supervisors 1204 2 863\102\2176680.2 seven (47) for rental to extremely low and very low income households and one (1) manager's unit. Together the Property and its improvements are the "Development". E. Pursuant to a Development Loan Agreement of even date herewith between the County and Borrower (the "Loan Agreement"), the County is lending Borrower ______________ Dollars (the "Combined County Loan") to assist in the rehabilitation of the Development, and the concurrent rehabilitation of (i) fifty-one (51) units of affordable housing located at 2501, 2513, 2525, 2530, 2531, 2536, 2537, 2549, 2554, 2555, and 2566 Camara Circle in the City of Concord (the "Camara Property"), and (ii) fourteen (14) units of affordable housing located at112 Alves Lane and 300-310 Water Street in the City of Bay Point (the "Elaine Null Property"). The Development, the Camara Property, and the Elaine Null Property are collectively referred to as the "Carena Development." The Combined County Loan includes restructured existing financing associated with the Carena Development, as well as new financing, to assist in the rehabilitation of the Carena Development. F. The Combined County Loan includes the following funds previously loaned by the County to the Seller and assumed by Borrower: (i) Three Hundred Forty-Two Thousand Dollars ($342,000) in HOME Funds, and (ii) Five Hundred Thirty Thousand Dollars ($530,000) of HOPWA Funds. The Combined County Loan also includes the following funds loaned to Borrower by the County, concurrent with the execution of this HOME/HOPWA Regulatory Agreement: Six Hundred Twenty-Five Thousand Dollars ($625,000) in HOME Funds (collectively, the "New Riley Funds"). G. In addition to the Loan Agreement, the Combined County Loan is evidenced by the following documents: (i) a deed of trust with assignment of rents, security agreement, and fixture filing of even date herewith, among Borrower, as trustor, North American Title Company, as trustee, and the County, as beneficiary; (ii) an intercreditor agreement of even date herewith among the City, the County, and Borrower; (iii) five (5) promissory notes executed by Borrower of even date herewith, for the existing loan portions of the Combined County Loan assumed by Borrower, and the newly funded portions of the Combined County Loan; (iv) a notice of affordability restrictions on transfer of property of even date herewith between the County and Borrower, which is to be recorded against the Property, and (v) five (5) regulatory agreements associated with the Development, the Camara Property, and the Elaine Null Property, including this Agreement and the County Regulatory Agreement, executed by Borrower of even date herewith, (collectively, the "Loan Documents"). The Loan Documents are described in more detail in the Loan Agreement. H. The County has the authority to lend the Combined County Loan to Borrower pursuant to Government Code Section 26227, which authorizes counties to spend county funds for programs that will further a county's public purposes. In addition, the County has the authority to loan (i) the HOME Funds pursuant to 24 C.F.R. 92.205, and (ii) the HOPWA Funds pursuant to 24 C.F.R. 574.300. I. The County has agreed to make the Combined County Loan on the condition that Borrower maintain and operate the Development in accordance with restrictions set forth in this HOME/HOPWA Regulatory Agreement and the County Regulatory Agreement, and in the October 17, 2017 Contra Costa County Board of Supervisors 1205 3 863\102\2176680.2 related documents evidencing the Combined County Loan. Nine (9) of the Units are restricted by the County pursuant to this HOME/HOPWA Regulatory Agreement. J. Twenty-Eight (28) of the Units are restricted by the County pursuant the County Regulatory Agreement. The County Regulatory Agreement supersedes in their entirety the following documents: (i) the Regulatory Agreement and Declaration of Restrictive Covenants dated May 29, 1997, recorded against the Property on June 6, 1997, as Instrument No. 97- 0098014-00; and (ii) the Amended and Restated Regulatory Agreement and Declaration of Restrictive Covenants dated May 05, 2015, recorded against the Property on May 14, 2015, as Instrument No. 2015-0095228-00. K. As it applies to the HOME/HOPWA-Assisted Units this HOME/HOPWA Regulatory Agreement will be in effect for the HOME Term. The County Regulatory Agreement as it applies to the HOME/HOPWA-Assisted Units will be in effect for fifty-five (55) years from the Completion Date which term overlaps with but is longer than the HOME Term. Pursuant to Section 6.15 below, compliance with the terms of this HOME/HOPWA Regulatory Agreement will be deemed compliance with the County Regulatory Agreement during the HOME Term with respect to the HOME/HOPWA-Assisted Units. L. In consideration of receipt of the Combined County Loan at an interest rate substantially below the market rate, Borrower agrees to observe all the terms and conditions set forth below. The parties therefore agree as follows: AGREEMENT ARTICLE 1 DEFINITIONS 1.1 Definitions. The following terms have the following meanings: (a) "Actual Household Size" means the actual number of persons in the applicable household. (b) "Adjusted Income" means, (i) with respect to the Tenant of each HOPWA- Assisted Unit, the Tenant’s total anticipated annual income as defined in 24 CFR 5.609 and calculated pursuant to 24 CFR 5.611, and as further referenced in 24 CFR 574.310(d)(1), and (ii) with respect to the Tenant of each HOME-Assisted Unit the Tenant’s total anticipated annual income as defined in 24 CFR 5.609 and calculated pursuant to 24 CFR 5.611, and as further referenced in 24 CFR 92.203(b)(1). (c) "Assumed Household Size" means the household size "adjusted for family size appropriate to the unit" as such term is defined in Health & Safety Code Section 50052.5(h), October 17, 2017 Contra Costa County Board of Supervisors 1206 4 863\102\2176680.2 provided that if a different calculation is required by the HOME regulations, such calculation shall be used for the HOME-Assisted Units. (d) "Camara Property" has the meaning set forth in Paragraph E of the Recitals. (e) "Carena Development" has the meaning set forth in Paragraph E of the Recitals. (f) "City" means the City of Concord, California, a municipal corporation. (g) "Combined County Loan" has the meaning set forth in Paragraph E of the Recitals. (h) "Completion Date" means the date a final certificate of occupancy, or equivalent document is issued by the City to certify that the Development may be legally occupied. (i) "County Regulatory Agreement" means the Regulatory Agreement and Declaration of Restrictive Covenants of even date herewith, between the County and Borrower evidencing County requirements applicable to the Combined County Loan, to be recorded against the Property concurrently herewith. (j) "Deed of Trust" means the Deed of Trust with Assignment of Rents, Security Agreement and Fixture Filing of even date herewith by and among Borrower, as trustor, North American Title Company, as trustee, and the County, as beneficiary, that encumbers the Property to secure repayment of the Combined County Loan and Borrower's performance of the Loan Documents. (k) "Development" has the meaning set forth in Paragraph D of the Recitals. (l) "Elaine Null Property" has the meaning set forth in Paragraph E of the Recitals. (m) "Existing Tenants" means the tenants that occupy the HOME/HOPWA- Assisted Units on the date of Borrower's acquisition of the Property. (n) "Extremely Low Income Household" means a household with an Adjusted Income that does not exceed thirty percent (30%) of Median Income, adjusted for Actual Household Size. (o) "Extremely Low Income Rent" means one-twelfth (1/12) of thirty percent (30%) of thirty percent (30%) of Median Income, adjusted for Assumed Household Size. (p) "Extremely Low Income Units" means the Units which, pursuant to Section 2.1(a) below, are required to be occupied by Extremely Low Income Households. (q) "HOME" has the meaning set forth in Paragraph B of the Recitals. October 17, 2017 Contra Costa County Board of Supervisors 1207 5 863\102\2176680.2 (r) "HOME-Assisted Units" means the four (4) Units to be rehabilitated on the Property that are (i) restricted to occupancy by Very Low Income Households in compliance with Section 2.1(b) below, and (ii) are "floating" Units as defined in 24 C.F.R. 92.252(j). (s) "HOME Funds" has the meaning set forth in Paragraph B of the Recitals. (t) "HOME Term" means the term of this HOME/HOPWA Regulatory Agreement which commences as of the date of this HOME/HOPWA Regulatory Agreement, and unless sooner terminated pursuant to the terms of this HOME/HOPWA Regulatory Agreement, expires on the twenty-first (21st) anniversary of the Completion Date; provided, however, if a record of the Completion Date cannot be located or established, the HOME Term will expire on the twenty-third (23rd) anniversary of this HOME/HOPWA Regulatory Agreement. (u) "HOME/HOPWA-Assisted Units" means the HOME-Assisted Units and HOPWA-Assisted Units. (v) "HOME/HOPWA Regulatory Agreement" has the meaning set forth in the first paragraph of this HOME/HOPWA Regulatory Agreement. (w) "HOPWA" means the Housing Opportunities for Persons with AIDS Program pursuant to the AIDS Housing Opportunity Act (42 USC 12901 et. seq.), as amended by the Housing and Community Development Act of 1992 (42 USC 5301 et. seq.). (x) "HOPWA-Assisted Units" means the five (5) Units to be rehabilitated on the Property that are (i) restricted to occupancy by Extremely Low Income Households in compliance with Section 2.1(a) below and (ii) restricted to occupancy by HOPWA-Eligible Households during the HOPWA Term. (y) "HOPWA-Eligible Household" means a household that (i) includes at least one Person with HIV/AIDS, and (ii) satisfies the definition of an Extremely Low Income Household. (z) "HOPWA Funds" has the meaning set forth in Paragraph C of the Recitals. (aa) "HOPWA Regulations" means the regulations set forth in 24 C.F.R. Part 574. (bb) "HOPWA Term" means the period of time that commences on the date of this HOME/HOPWA Regulatory Agreement and expires on the tenth (10th) anniversary of the Completion Date, unless earlier terminated pursuant to Section 2.5; provided, however, if a record of the Completion Date cannot be located or established, the HOPWA Term will expire on the twelfth (12th) anniversary of this HOME/HOPWA Regulatory Agreement. (cc) "HUD" has the meaning set forth in Paragraph B of the Recitals. October 17, 2017 Contra Costa County Board of Supervisors 1208 6 863\102\2176680.2 (dd) "Loan Agreement" has the meaning set forth in Paragraph E of the Recitals. (ee) "Loan Documents" has the meaning set forth in Paragraph G of the Recitals. (ff) "Low HOME Rent" means a monthly Rent that does not exceed the maximum rent published by HUD for a Very Low Income Household for the applicable bedroom size as set forth in 24 C.F.R. 92.252(b). (gg) "Low Income Household" means a Tenant (i) with an Adjusted Income that does not exceed eighty percent (80%) of Median Income, with adjustments for smaller and larger families, except that HUD may establish income ceilings higher or lower than eighty percent (80%) of Median Income on the basis of HUD findings that such variations are necessary because of prevailing levels of construction costs or fair market rents, or unusually high or low family incomes, as such definition may be amended pursuant to 24 C.F.R. Section 92.2, and (ii) that is not an individual student not eligible to receive Section 8 assistance under 24 C.F.R. 5.612. (hh) "Maintenance Standards" has the meaning set forth in Section 5.6 (a). (ii) "Marketing Plan" has the meaning set forth in Section 4.3(a). (jj) "Median Income" means the median gross yearly income, adjusted for Actual Household Size as specified herein, in the County of Contra Costa, California, as published from time to time by HUD. In the event that such income determinations are no longer published, or are not updated for a period of at least eighteen (18) months, the County shall provide Borrower with other income determinations that are reasonably similar with respect to methods of calculation to those previously published by HUD. (kk) "New Riley Funds" has the meaning set forth in Paragraph F of the Recitals. (ll) "Person with HIV/AIDS" means a person with the disease of acquired immunodeficiency syndrome or any conditions arising from the etiological agent for acquired immunodeficiency syndrome, including infection with the human immunodeficiency virus (HIV), as confirmed by a certification of HIV-positive test status to be delivered to and maintained on file by Borrower as such definition may be amended as set forth in 24 C.F.R. 574.3. (mm) "Property" has the meaning set forth in Paragraph D of the Recitals. (nn) "Remainder Term" means the period that begins on the date the HOPWA Term expires or is terminated by the County pursuant to Section 2.5, and ends on the last day of the HOME Term. October 17, 2017 Contra Costa County Board of Supervisors 1209 7 863\102\2176680.2 (oo) "Rent" means the total monthly payments by the Tenant of a Unit for the following: use and occupancy of the Unit and land and associated facilities; any separately charged fees or service charges assessed by Borrower which are customarily charged in rental housing and required of all Tenants (subject to the limitations set forth in 24 C.F.R. 92.214(b)(3)), other than security deposits; an allowance for the cost of an adequate level of service for utilities paid by the Tenant, including garbage collection, sewer, water, electricity, gas and other heating, cooking and refrigeration fuel, but not telephone service or cable TV; and any other interest, taxes, fees or charges for use of the land or associated facilities and assessed by a public or private entity other than Borrower, and paid by the Tenant. (pp) "Seller" has the meaning set forth in Paragraph D of the Recitals. (qq) "Social Services Plan" has the meaning set forth in Section 4.3(c). (rr) "Tenant" means the tenant household that occupies a Unit in the Development. (ss) "Tenant Selection Plan" has the meaning set forth in Section 4.3(b). (tt) "Unit(s)" means one (1) or more of the units in the Development. (uu) "Very Low Income Household" means a household (i) with an Adjusted Income that does not exceed fifty percent (50%) of Median Income, with adjustments for smaller and larger families, except that HUD may establish income ceilings higher or lower than fifty percent (50%) of Median Income on the basis of HUD findings that such variations are necessary because of prevailing levels of construction costs or fair market rents, or unusually high or low family incomes, as set forth in 24 C.F.R. Section 92.2, and (ii) that is not an individual student not eligible to receive Section 8 assistance under 24 C.F.R. 5.612. (vv) "Very Low Income Units" means the Units which, pursuant to Section 2.1(b) below, are required to be occupied by Very Low Income Households. ARTICLE 2 AFFORDABILITY AND OCCUPANCY COVENANTS 2.1 Occupancy Requirements. (a) HOPWA-Assisted Units; Extremely Low Income Units. (1) During the HOPWA Term. During the HOPWA Term, Borrower shall cause five (5) Units to be rented to and occupied by or, if vacant, available for occupancy by, Extremely Low Income Households which households are HOPWA-Eligible Households. Such Units are "Extremely Low Income Units". October 17, 2017 Contra Costa County Board of Supervisors 1210 8 863\102\2176680.2 (2) During the Remainder Term. During the Remainder Term Borrower shall cause five (5) Units to be rented to and occupied by or, if vacant, available for occupancy by, Extremely Low Income Households, which households are not required to be HOPWA-Eligible Households. Such Units are "Extremely Low Income Units". (b) HOME-Assisted Units; Very Low Income Units. During the HOME Term, Borrower shall cause four (4) Units to be rented to and occupied by or, if vacant, available for occupancy by Very Low Income Households. Such Units are "Very Low Income Units". (c) Intermingling of Units. Borrower shall cause the HOME/HOPWA- Assisted Units to be intermingled throughout the Development and of comparable quality to all other Units. All Tenants must have equal access to and enjoyment of all common facilities in the Development. The HOME/HOPWA-Assisted Units must be of the bedroom size set forth in the following chart: Extremely Low Income Units Very Low Income Units One-Bd. Units 5 HOPWA 3 HOME Two-Bd. Units 1 HOME Total 5 4 (d) Disabled Persons Occupancy. Borrower shall cause the Development to be constructed and operated at all times in compliance with the applicable provisions of: (i) the Unruh Act, (ii) the California Fair Employment and Housing Act, (iii) Section 504 of the Rehabilitation Act of 1973, (iv) the United States Fair Housing Act, as amended, (v) the Americans With Disabilities Act of 1990, and (vi) Chapters 11A and 11B of Title 24 of the California Code of Regulations, which relate to disabled persons access (collectively, the "Accessibility Requirements"). In compliance with the Accessibility Requirements, if the rehabilitation is substantial as defined in 24 C.F.R. 8.23(a), a minimum of three (3) Units of all Units must be rehabilitated to be fully accessible to households with a mobility impaired member and an additional one (1) Unit of all Units must be rehabilitated to be fully accessible to hearing and/or visually impaired persons. Non-substantial alterations must comply with 24 C.F.R. 8.23(b) and other applicable Accessibility Requirements. In compliance with the Accessibility Requirements Borrower shall provide the County with a certification from the Development architect that to the best of the architect's knowledge, the Development complies with all federal and state accessibility requirements applicable to the Development. Borrower shall indemnify, protect, hold harmless and defend (with counsel reasonably satisfactory to the County) the County, and its board members, officers and employees, from all suits, actions, claims, causes of action, costs, demands, judgments and liens arising out of Borrower's failure to comply with the Accessibly Requirements. The provisions of this subsection will survive expiration of the HOME Term or other termination of this HOME/HOPWA Regulatory Agreement, and remain in full force and effect. October 17, 2017 Contra Costa County Board of Supervisors 1211 9 863\102\2176680.2 (e) Existing Tenants. Borrower shall provide the County a written report of the income and rent amount of all Existing Tenants within thirty (30) days of acquisition of the Development. Concurrent with providing the report to the County, Borrower shall also provide a proposal regarding designation of Units as Extremely Low Income Units and Very Low Income Units. Borrower shall not implement any rent increases for Existing Tenants upon acquisition of the Development without the approval of the County. Any Existing Tenant lawfully residing in the Development as of the date of this Agreement is entitled to remain a resident of the Development if such Tenant does not meet the income and other eligibility criteria of this Section 2.1. If and when such non-qualifying Existing Tenant voluntarily vacates the Unit, Borrower shall rent such Unit to an Extremely Low Income Household or Very Low Income Household, as necessary to meet the provisions of this Section. (f) HOME-Assisted Unit Compliance Deadline. Each HOME-Assisted Unit must be rented to and occupied by a Very Low Income Household pursuant to Section 2.1(b) on or before the date that occurs eighteen (18) months after the Completion Date. If Borrower fails to comply with this requirement, Borrower shall repay a portion of the New Riley Funds, with interest, in accordance with Section 2.10(c) of the Loan Agreement. 2.2 Allowable Rent. (a) HOPWA Rent. (1) During HOPWA Term. Subject to the provisions of Section 2.4(a)(1) below, the total monthly Rent paid by a Tenant of a HOPWA-Assisted Unit during the HOPWA Term may not exceed the amount that is equal to the greater of: (A) thirty percent (30%) of the household's monthly Adjusted Income, as adjusted pursuant to 24 C.F.R. 574.310(d)(1); (B) ten percent (10%) of the household's monthly gross income; and (C) if the household is receiving payments for welfare assistance from a public agency and a part of the payments, adjusted in accordance with the household's actual housing costs, is specifically designated by the agency to meet the household's housing costs, the portion of the payments that is so designated. (2) During Remainder Term. (A) HOPWA-Eligible Household. Subject to the provisions of Section 2.4(a)(2) below the Rent paid by a HOPWA-Eligible Household that occupies a HOPWA-Assisted Unit during the HOPWA Term and that continues to reside in the Unit following the expiration of the HOPWA Term, must be equal to the amount specified in Section 2.2(a)(1). (B) Extremely Low Income Household. After the expiration or termination of the HOPWA Term pursuant to Section 2.5 and subject to Section 2.4(a)(3), the October 17, 2017 Contra Costa County Board of Supervisors 1212 10 863\102\2176680.2 Rent paid by a new Tenant of a HOPWA-Assisted Unit that is an Extremely Low Income Household may not exceed the Extremely Low Income Rent. (b) Very Low Income Rent. Subject to Section 2.4(b) below, the Rent paid by a Tenant of a Very Low Income Unit, may not exceed the Low HOME Rent. (c) No Additional Fees. Borrower may not charge any fee, other than Rent, to any Tenant of the HOME/HOPWA-Assisted Units for any housing or other services provided by Borrower. 2.3 Rent Increases. (a) Rent Amount. The initial Rent for all HOME/HOPWA-Assisted Units must be approved by the County prior to occupancy. The County will provide Borrower with a schedule of maximum permissible Rents for the HOME/HOPWA-Assisted Units and the maximum monthly allowances for utilities and services (excluding telephone) annually. (b) Rent Increases. All Rent increases for all HOME/HOPWA-Assisted Units are subject to County approval. No later than sixty (60) days prior to the proposed implementation of any Rent increase affecting a HOME/HOPWA Assisted Unit, Borrower shall submit to the County a schedule of any proposed increase in the Rent charged for HOME/HOPWA-Assisted Units. The Rent for such Units may be increased no more than once annually based upon the annual income certification described in Article 3. The County will disapprove a Rent increase if it violates the schedule of maximum permissible Rents for the HOME/HOPWA-Assisted Units provided to Borrower by the County, or is greater than a 5% increase over the previous year's Rent, provided that the County may approve a request from Borrower for a rent increase greater than 5%, with a written explanation for the request from Borrower. Borrower shall give Tenants written notice at least thirty (30) days prior to any Rent increase, following completion of the County approval process set forth above. 2.4 Increased Income of Tenants. (a) HOPWA-Assisted Units. These requirements apply only to the five (5) HOPWA-Assisted Units. (1) Increased Income of HOPWA-Eligible Household During HOPWA Term. If, upon the annual certification of the income of a HOPWA-Eligible Household during the HOPWA Term, Borrower determines that the Tenant has an Adjusted Income exceeding the maximum qualifying income of an Extremely Low Income Household, the Tenant may continue to occupy the Unit and Borrower shall continue to charge such Tenant Rent consistent with Section 2.2(a)(1) above. Borrower shall then rent the next available HOPWA- Assisted Unit to an Extremely Low Income Household that is also a HOPWA-Eligible Household, to comply with the requirements of Section 2.1(a)(1) above. Any Rent increase is subject to Section 2.3 above. (2) Increased Income of HOPWA-Eligible Household During Remainder Term. If, upon the annual certification of the income of a HOPWA-Eligible October 17, 2017 Contra Costa County Board of Supervisors 1213 11 863\102\2176680.2 Household during the Remainder Term, Borrower determines that the Tenant has an Adjusted Income exceeding the maximum qualifying income of an Extremely Low Income Household the Tenant may continue to occupy the Unit and Borrower shall continue to charge such Tenant Rent consistent with Section 2.2(a)(2)(A) above. Borrower shall then rent the next available HOPWA-Assisted Unit to an Extremely Low Income Household to comply with the requirements of Section 2.1(a)(1) above. Any Rent increase is subject to Section 2.3 above. (3) Increased Income above Extremely Low Income but below Low Income Limit During Remainder Term. If, upon the annual certification of the income of a Tenant of a HOPWA-Assisted Unit, Borrower determines that the income of the Tenant has increased above the qualifying limit for an Extremely Low Income Household, but not above the qualifying income for a Low Income Household, the Tenant may continue to occupy the Unit and the Tenant's Rent will remain at the Extremely Low Income Rent. Borrower shall then rent the next available Unit to an Extremely Low Income Household to comply with the requirements of Section 2.1(a)(1) above, at a Rent not exceeding the Extremely Low Income Rent, or re- designate another comparable Unit in the Development with an Extremely Low Income Household an Extremely Low Income Unit to comply with the requirements of Section 2.1(a)(1) above. Upon renting the next available Unit in accordance with Section 2.1(a)(1) or re- designating another Unit in the Development as an Extremely Low Income Unit, the Unit with the over-income Tenant will no longer be considered a HOPWA-Assisted Unit. (b) HOME-Assisted Units; Increased Income above Very Low Income but below Low Income Limit. If, upon the annual certification of the income of a Tenant of a Very Low Income Unit, Borrower determines that the income of the Tenant has increased above the qualifying limit for a Very Low Income Household, but not above the qualifying income for a Low Income Household, the Tenant may continue to occupy the Unit and the Tenant's Rent will remain at the Low HOME Rent. Borrower shall then rent the next available Unit to a Very Low Income Household to comply with the requirements of Section 2.1(b) above, at a Rent not exceeding the Low HOME Rent, or re-designate another comparable Unit in the Development with a Very Low Income Household a Very Low Income Unit, to comply with the requirements of Section 2.1(b) above. Upon renting the next available Unit in accordance with Section 2.1(b) or re-designating another Unit in the Development as a Very Low Income Unit, the Unit with the over-income Tenant will no longer be considered a HOME-Assisted Unit. (c) Non-Qualifying Household. Subject to Section 2.4(a) above for HOPWA- Assisted Units, if, upon the annual certification of the income a Tenant of a HOME/HOPWA Assisted Unit, Borrower determines that the Tenant’s income has increased above the qualifying limit for a Low Income Household, the Tenant may continue to occupy the Unit. Upon the expiration of such Tenant's lease, Borrower shall: (1) With 60 days’ advance written notice, increase such Tenant’s Rent to the lesser of (i) one-twelfth (1/12) of thirty percent (30%) of the actual Adjusted Income of the Tenant, and (ii) the fair market rent (subject to 24 C.F.R. 92.252(i)(2) regarding low income housing tax credit requirements), and (2) Rent the next available Unit to an Extremely Low Income October 17, 2017 Contra Costa County Board of Supervisors 1214 12 863\102\2176680.2 Household or Very Low Income Household, as applicable, to comply with the requirements of Section 2.1 above, at a Rent not exceeding the maximum Rent specified in Section 2.2, or designate another comparable Unit that is occupied by an Extremely Low Income Household or Very Low Income Household, as applicable, as a HOME/HOPWA Assisted Unit, to meet the requirements of Section 2.1 above. On the day that Borrower complies with Section 2.1 in accordance with this Section 2.4(c), the Unit with the over-income Tenant will no longer be considered a HOME/HOPWA Assisted Unit. (d) Termination of Occupancy. Upon termination of occupancy of a HOME/HOPWA Assisted Unit by a Tenant, such Unit will be deemed to be continuously occupied by a household of the same income level as the initial income level of the vacating Tenant, until such unit is reoccupied, at which time categorization of the Unit will be established based on the occupancy requirements of Section 2.1. 2.5 Cure for AIDS. If, in the sole determination of the County, there is a cure for AIDS and therefore no need for the HOPWA-Assisted Units, the County shall provide to Borrower a written notice that sets forth the termination date of the HOPWA Term. 2.6 Loss of Section 8 Subsidy. It is anticipated that the Extremely Low Income Units in the Development will be partially subsidized through a Project-Based Section 8 Contract or other rental subsidy (the "Rental Subsidy"). If in the future operation of the Development the Rental Subsidy is terminated through no fault of Borrower, Borrower shall notify the County of such occurrence, the impact of such termination on the financial feasibility of the Development (including Borrower's obligation to comply with Section 2.1(a)), and Borrower's efforts to find an alternative subsidy. If the County reasonably determines that the County's requirement to rent Units to Extremely Low Income Households in accordance with Section 2.1(a) has a detrimental impact on the financial feasibility of the Development given the loss of the Rental Subsidy, Borrower may implement the remedial measures set forth in California Code of Regulations Title 4, Division 17, Chapter 1, Section 10337(a)(2) or successor regulation applicable to California's Federal and State Low Income Housing Tax Credit Program, provided that during the HOPWA Term such remedial measures are consistent with the HOPWA Regulations. ARTICLE 3 INCOME CERTIFICATION; REPORTING; RECORDS 3.1 Income Certification. (a) Borrower shall obtain, complete, and maintain on file, within sixty (60) days before expected occupancy and annually thereafter, income certifications from each Tenant renting any of the HOME/HOPWA-Assisted Units. Borrower shall make a good faith effort to verify the accuracy of the income provided by the applicant or occupying household, as the case may be, in an income certification. To verify the information, Borrower shall take two or more of the following steps: (i) obtain a pay stub for the most recent pay period; (ii) obtain an income tax return for the most recent tax year; (iii) conduct a credit agency or similar search; (iv) obtain an income verification form from the applicant's current employer; (v) obtain an income verification form from the Social Security Administration and/or the California Department of October 17, 2017 Contra Costa County Board of Supervisors 1215 13 863\102\2176680.2 Social Services if the applicant receives assistance from either of such agencies; or (vi) if the applicant is unemployed and does not have a tax return, obtain another form of independent verification. Where applicable, Borrower shall examine at least two (2) months of relevant source documentation. Copies of Tenant income certifications are to be available to the County upon request. (b) For each HOPWA-Assisted Unit during the HOPWA Term, Borrower shall obtain, complete, and maintain on file, immediately prior to initial occupancy and annually thereafter, a certification from the Tenant that the HOPWA-Assisted Unit is occupied by a HOPWA-Eligible Household. 3.2 Reporting Requirements. (a) Borrower shall submit to the County within one hundred eighty (180) days after the Completion Date, and not later than forty-five (45) days after the close of each calendar year, or such other date as may be requested by the County, a report that includes the following data for each Unit and specifically identifies which Units are HOME/HOPWA-Assisted Units: (i) Tenant income, (ii) the number of occupants, (iii) the Rent, (iv) the number of bedrooms, and (v) the initial address of each Tenant. To demonstrate continued compliance with Section 2.1 Borrower shall cause each annual report after the initial report to include a record of any subsequent Tenant substitutions and any vacancies in HOME/HOPWA-Assisted Units that have been filled. (b) Borrower shall submit to the County within forty-five (45) days after receipt of a written request, or such other time agreed to by the County, any other information or completed forms requested by the County in order to comply with reporting requirements of HUD, the State of California, and the County. 3.3 Tenant Records. Borrower shall maintain complete, accurate and current records pertaining to income and household size of Tenants. All Tenant lists, applications and waiting lists relating to the Development are to be at all times: (i) separate and identifiable from any other business of Borrower, (ii) maintained as required by the County, in a reasonable condition for proper audit, and (iii) subject to examination during business hours by representatives of the County. Borrower shall retain copies of all materials obtained or produced with respect to occupancy of the Units for a period of at least five (5) years. The County may examine and make copies of all books, records or other documents of Borrower that pertain to the Development. 3.4 Development Records. (a) Borrower shall keep and maintain at the principal place of business of the Borrower set forth in Section 6.11 below, or elsewhere with the County's written consent, full, complete and appropriate books, records and accounts relating to the Development. Borrower shall cause all books, records and accounts relating to its compliance with the terms, provisions, covenants and conditions of the Loan Documents to be kept and maintained in accordance with generally accepted accounting principles consistently applied, and to be consistent with requirements of this HOME/HOPWA Regulatory Agreement. Borrower shall cause all books, records, and accounts to be open to and available for October 17, 2017 Contra Costa County Board of Supervisors 1216 14 863\102\2176680.2 inspection and copying by HUD, the County, its auditors or other authorized representatives at reasonable intervals during normal business hours. Borrower shall cause copies of all tax returns and other reports that Borrower may be required to furnish to any government agency to be open for inspection by the County at all reasonable times at the place that the books, records and accounts of Borrower are kept. Borrower shall preserve such records for a period of not less than five (5) years after their creation in compliance with all HUD records and accounting requirements. If any litigation, claim, negotiation, audit exception, monitoring, inspection or other action relating to the use of the Combined County Loan is pending at the end of the record retention period stated herein, then Borrower shall retain the records until such action and all related issues are resolved. Borrower shall cause the records to include all invoices, receipts, and other documents related to expenditures from the Combined County Loan funds. Borrower shall cause records to be accurate and current and in a form that allows the County to comply with the record keeping requirements contained in 24 C.F.R. 92.508, 24 C.F.R. 574.450, and 24 C.F.R. 574.530. Such records are to include but are not limited to: (i) Records providing a full description of the activities undertaken with the use of the Combined County Loan funds; (ii) Records demonstrating that each activity undertaken with the HOPWA Funds meets one of the eligible activities of the HOPWA program set forth in 24 C.F.R. Section 574.300 and 24 C.F.R. Section 574.310; (iii) Records demonstrating compliance with the HUD property standards and lead-based paint requirements including the property standards of 24 C.F.R. Section 574.310(b) and the lead-based paint requirements of 24 C.F.R. Section 574.635, and the maintenance requirements set forth in Section 5.6 (which implements 24 C.F.R. 92.251); (iv) Records documenting compliance with the fair housing, equal opportunity, and affirmative fair marketing requirements; (v) Financial records as required by 24 C.F.R. 92.505, and 2 C.F.R. Part 200, and during the HOPWA Term, financial records and other documents necessary to document compliance with the requirements of 24 C.F.R. Part 574 et seq; (vi) Records demonstrating compliance with the HOPWA and HOME marketing, tenant selection, affordability, and income requirements; (vii) Records demonstrating compliance with MBE/WBE requirements; (viii) Records demonstrating compliance with 24 C.F.R. Part 135 which implements Section 3 of the Housing Development Act of 1968; (ix) Records demonstrating compliance with applicable relocation requirements, which must be retained for at least five (5) years after the date by which persons displaced from the property have received final payments; October 17, 2017 Contra Costa County Board of Supervisors 1217 15 863\102\2176680.2 (x) Records demonstrating compliance with labor requirements including certified payrolls from Borrower's general contractor evidencing that applicable prevailing wages have been paid; and (xi) Records documenting compliance with the Social Services Plan approved by the County. (b) The County shall notify Borrower of any records it deems insufficient. Borrower has fifteen (15) calendar days after the receipt of such a notice to correct any deficiency in the records specified by the County in such notice, or if a period longer than fifteen (15) days is reasonably necessary to correct the deficiency, then Borrower must begin to correct the deficiency within fifteen (15) days and correct the deficiency as soon as reasonably possible. ARTICLE 4 OPERATION OF THE DEVELOPMENT 4.1 Residential Use. Borrower shall operate the Development for residential use only. No part of the Development may be operated as transient housing. 4.2 Compliance with Loan Documents and Program Requirements. Borrower's actions with respect to the Property shall at all times be in full conformity with: (i) all requirements of the Loan Documents; (ii) all requirements imposed on projects assisted with HOME Funds as contained in 42 U.S.C. Section 12701, et seq., 24 C.F.R. Part 92, and other implementing rules and regulations; (iii) all requirements imposed on projects assisted under the HOPWA Program as contained in 42 U.S.C. Section 12901, et seq., 24 C.F.R. Part 574, and other implementing rules and regulations; and (iv) any other regulatory requirements imposed on the Development. 4.3 Marketing Plan; Tenant Selection Plan; and Social Services Plan. (a) Marketing Plan. (1) No later than six (6) months prior to the date construction of the Development is projected to be complete, Borrower shall submit to the County for approval its plan for marketing the Development to income-eligible households and HOPWA-Eligible Households as required by this HOME/HOPWA Regulatory Agreement (the "Marketing Plan"). The Marketing Plan must include information on affirmative marketing efforts and compliance with fair housing laws and 24 C.F.R. 92.351(a). (2) Upon receipt of the Marketing Plan, the County will promptly review the Marketing Plan and will approve or disapprove it within fifteen (15) days after receipt. If the Marketing Plan is not approved, the County will give Borrower specific reasons for such disapproval and Borrower shall submit a revised Marketing Plan within fifteen (15) days of notification of the County's disapproval. Borrower shall follow this procedure for October 17, 2017 Contra Costa County Board of Supervisors 1218 16 863\102\2176680.2 resubmission of a revised Marketing Plan until the Marking Plan is approved by the County. If the Borrower does not submit a revised Marketing Plan that is approved by the County at least three (3) months prior to the date completion of the Development is projected to be complete, Borrower will be in default of this HOME/HOPWA Regulatory Agreement. (3) If any HOME-Assisted Units have not been rented in accordance with Section 2.1(b) above on or before the date that is five (5) months after the Completion Date Borrower shall submit to the County a detailed report of ongoing marketing efforts, and if deemed appropriate by the County, any necessary amendments or updates to the Marketing Plan to cause the vacant HOME-Assisted Units to be rented in compliance with Section 2.1(b). (4) If any HOME-Assisted Units have not been rented to in accordance with Section 2.1(b) above on or before the date that is twelve (12) months after the Completion Date Borrower shall submit to the County a detailed report of ongoing marketing efforts, and if deemed appropriate by the County, any necessary amendments or updates to the Marketing Plan to cause the vacant HOME-Assisted Units to be rented in compliance with Section 2.1(b). (b) Tenant Selection Plan. (1) No later than six (6) months prior to the date construction of the Development is projected to be complete, Borrower shall submit to the County, for its review and approval, Borrower's written tenant selection plan (the "Tenant Selection Plan"). Borrower's Tenant Selection Plan must, at a minimum, meet the requirements for tenant selection set out in 24 C.F.R. Part 574 and 24 C.F.R. 92.253(d), and any modifications thereto. (2) Upon receipt of the Tenant Selection Plan, the County will promptly review the Tenant Selection Plan and will approve or disapprove it within fifteen (15) days after receipt. If the Tenant Selection Plan is not approved, the County will give Borrower specific reasons for such disapproval and Borrower shall submit a revised Tenant Selection Plan within fifteen (15) days of notification of the County's disapproval. Borrower shall follow this procedure for resubmission of a revised Tenant Selection Plan until the Tenant Selection Plan is approved by the County. If the Borrower does not submit a revised Tenant Selection Plan that is approved by the County at least three (3) months prior to the date construction of the Development is projected to be complete, Borrower will be in default of this HOME/HOPWA Regulatory Agreement. (c) Social Services Plan. (1) No later than six (6) months prior to the date construction of the Development is projected to be complete, Borrower shall submit to the County for approval its plan for providing social services from qualified service providers to the HOPWA-Eligible Households of the Development as required by 24 C.F.R. Section 574.310(a)(1) and this HOME/HOPWA Regulatory Agreement (the "Social Services Plan"). (2) Upon receipt of the Social Services Plan, the County will promptly review the Social Services Plan and will approve or disapprove it within fifteen (15) days after October 17, 2017 Contra Costa County Board of Supervisors 1219 17 863\102\2176680.2 receipt. If the Social Services Plan is not approved, the County will give Borrower specific reasons for such disapproval and Borrower shall submit a revised Social Services Plan within fifteen (15) days of notification of the County's disapproval. Borrower shall follow this procedure for resubmission of a revised Social Services Plan until the Social Services Plan is approved by the County. If the Borrower does not submit a revised Social Services Plan that is approved by the County at least three (3) months prior to the date construction of the Development is projected to be complete, Borrower will be in default of this HOME/HOPWA Regulatory Agreement. 4.4 Lease Provisions. (a) No later than four (4) months prior to the date construction of the Development is projected to be complete, Borrower shall submit to the County for approval Borrower’s proposed form of lease agreement for the County's review and approval. When leasing Units within the Development, Borrower shall use the form of lease approved by the County. Borrower may not permit the lease to contain any provision that is prohibited by 24 C.F.R. Section 92.253(b) and any amendments thereto. Borrower’s form of lease must include any provisions necessary to comply with the requirements of the Violence Against Women Reauthorization Act of 2013 (Pub. L. 113–4, 127 Stat. 54) applicable to HUD-funded programs. The form of lease must comply with all requirements of this HOME/HOPWA Regulatory Agreement, the other Loan Documents and must, among other matters: (1) provide for termination of the lease for failure to: (i) provide any information required under this HOME/HOPWA Regulatory Agreement or reasonably requested by Borrower to establish or recertify the Tenant's qualification, or the qualification of the Tenant's household, for occupancy in the Development in accordance with the standards set forth in this HOME/HOPWA Regulatory Agreement, (ii) qualify as an Extremely Low Income Household or Very Low Income Household as a result of any material misrepresentation made by such Tenant with respect to the income computation, or (iii) qualify as a HOPWA-Eligible Household when and if applicable as a result of any material misrepresentation made by such Tenant with respect to HIV/AIDS status. (2) be for an initial term of not less than one (1) year, unless by mutual agreement between the Tenant and Borrower, and provide for no increase in Rent during such year. After the initial year of tenancy, the lease may be month-to-month by mutual agreement of Borrower and the Tenant. Notwithstanding the above, any rent increases are subject to the requirements of Section 2.3 above. (3) include a provision that requires a Tenant who is residing in a Unit required to be accessible pursuant to Section 2.1(d) and who is not in need of an accessible Unit to move to a non-accessible Unit when a non-accessible Unit becomes available and another Tenant or prospective Tenant is in need of an accessible Unit. (b) During the HOME Term, Borrower shall comply with the Marking Plan, Social services Plan, and Tenant Selection Plan approved by the County. 4.5 HOPWA Tenant Requirements. During the HOPWA Term Borrower shall: October 17, 2017 Contra Costa County Board of Supervisors 1220 18 863\102\2176680.2 (a) ensure the confidentiality of the name of any individual requesting or receiving assistance through this project pursuant to 24 C.F.R. 574.440; (b) ensure that qualified service providers in the area make available appropriate supportive services to HOPWA-Eligible Households pursuant to 24 C.F.R. 574.310(a)(1); (c) conduct an ongoing assessment of the services required by HOPWA- Eligible Households pursuant to 24 C.F.R. 574.500(b)(2); (d) comply with the Social Services Plan approved by the County detailing the services provided to HOPWA-Eligible Households; and (e) ensure that the Development meets the Housing Quality Standards pursuant to 24 C.F.R. 574.310(b). 4.6 Lease Termination. (a) HOME Lease Termination Requirements. Any termination of a lease or refusal to renew a lease for a HOME-Assisted Unit within the Development must be in conformance with 24 C.F.R. 92.253(c) and the requirements of the Violence Against Women Reauthorization Act of 2013 ((Pub. L. 113–4, 127 Stat. 54) applicable to HUD-funded programs, and must be preceded by not less than sixty (60) days written notice to the Tenant by Borrower specifying the grounds for the action. (b) HOPWA Lease Termination Requirements. (1) Any termination of a lease or refusal to renew a lease for a HOPWA-Assisted Unit within the Development must be in conformance with 24 C.F.R. 574.310(e) during the HOPWA Term, and must be preceded by not less than sixty (60) days written notice to the Tenant by Borrower specifying the grounds for the action. (2) During the HOPWA Term Borrower shall ensure that surviving members of a household that included a Person with HIV/AIDS at the time of his or her death is permitted to continue to occupy the unit and receive supportive services for a reasonable period of up to one (1) year from the time of the death, and is provided with notice of their grace period and with assistance to obtain information about other available housing assistance programs. In addition, in the event such surviving members of a household would be eligible for occupancy in one of the other units within the Development, upon approval from Borrower, such surviving members may remain in their current unit and the next available unit within the Development will become a HOPWA-Assisted Unit. 4.7 HOME and HOPWA Requirements. (a) Borrower shall comply with all applicable laws and regulations governing the use of the HOME Funds as set forth in 24 C.F.R. Part 92, and use of the HOPWA Funds, as set forth in 24 C.F.R. Part 574 et. seq. In the event of any conflict between this HOME/HOPWA October 17, 2017 Contra Costa County Board of Supervisors 1221 19 863\102\2176680.2 Regulatory Agreement and applicable laws and regulations governing the use of the Combined County Loan funds, the applicable laws and regulations govern. (b) The laws and regulations governing the use of the Combined County Loan funds include (but are not limited to) the following: (i) Environmental and Historic Preservation. 24 C.F.R. Part 58, which prescribes procedures for compliance with the National Environmental Policy Act of 1969 (42 U.S.C. 4321-4361), and the additional laws and authorities listed at 24 C.F.R. 58.5; (ii) Applicability of Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards. The applicable policies, guidelines, and requirements of 2 C.F.R. Part 200; (iii) Debarred, Suspended or Ineligible Contractors. The prohibition on the use of debarred, suspended, or ineligible contractors set forth in 24 C.F.R. Part 24; (iv) Civil Rights, Housing and Community Development, and Age Discrimination Acts. The Fair Housing Act (42 U.S.C. 3601 et seq.) and implementing regulations at 24 C.F.R. Part 100; Title VI of the Civil Rights Act of 1964 as amended; Title VIII of the Civil Rights Act of 1968 as amended; Section 104(b) and Section 109 of Title I of the Housing and Community Development Act of 1974 as amended; Section 504 of the Rehabilitation Act of 1973 (29 USC 794, et seq.); the Age Discrimination Act of 1975 (42 USC 6101, et seq.); Executive Order 11063 as amended by Executive Order 12259 and implementing regulations at 24 C.F.R. Part 107; Executive Order 11246 as amended by Executive Orders 11375, 12086, 11478, 12107; Executive Order 11625 as amended by Executive Order 12007; Executive Order 12432; Executive Order 12138 as amended by Executive Order 12608; (v) Lead-Based Paint. The requirement of the Lead-Based Paint Poisoning Prevention Act, as amended (42 U.S.C. 4821 et seq.), the Residential Lead-Based Paint Hazard Reduction Act (42 U.S.C. 4851 et seq.), and implementing regulations at 24 C.F.R. Part 35; (vi) Relocation. The requirements of the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970 (42 U.S.C. 4601, et seq.), and implementing regulations at 49 C.F.R. Part 24; Section 104(d) of the Housing and Community Development Act of 1974 and implementing regulations at 24 C.F.R. 42 et seq.; 24 C.F.R. 92.353; 24 C.F.R. 574.630; and California Government Code Section 7260 et seq. and implementing regulations at 25 California Code of Regulations Sections 6000 et seq. If and to the extent that development of the Development results in the permanent or temporary displacement of residential tenants, homeowners, or businesses, then Borrower shall comply with all applicable local, state, and federal statutes and regulations with respect to relocation planning, advisory assistance, and payment of monetary benefits. Borrower shall prepare and submit a relocation plan to the County for approval. Borrower is solely responsible for payment of any relocation benefits to any displaced persons and any other obligations associated with complying with such relocation laws. Borrower shall indemnify, defend (with counsel October 17, 2017 Contra Costa County Board of Supervisors 1222 20 863\102\2176680.2 reasonably chosen by the County), and hold harmless the County against all claims that arise out of relocation obligations to residential tenants, homeowners, or businesses permanently or temporarily displaced by the Development; (vii) Discrimination against the Disabled. The requirements of the Fair Housing Act (42 U.S.C. 3601 et seq.) and implementing regulations at 24 C.F.R. Part 100; Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. 794), and federal regulations issued pursuant thereto, which prohibit discrimination against the disabled in any federally assisted program, the requirements of the Architectural Barriers Act of 1968 (42 U.S.C. 4151-4157) and the applicable requirements of Title II and/or Title III of the Americans with Disabilities Act of 1990 (42 U.S.C. 12131 et seq.), and federal regulations issued pursuant thereto; (viii) Clean Air and Water Acts. The Clean Air Act, as amended, 42 U.S.C. 7401 et seq., the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et seq., and the regulations of the Environmental Protection Agency with respect thereto, at 40 C.F.R. Part 1500, as amended from time to time; (ix) Uniform Administrative Requirements. The provisions of 24 C.F.R. 92.505 and 24 C.F.R. 574.650 regarding cost and auditing requirements; (x) Housing Quality Standards. The housing quality standards set forth in 24 C.F.R. Section 574.310(b); (xi) Supportive Services. The supportive service requirements of 24 C.F.R. Section 574.310(a)(1). Borrower shall procure services to satisfy such service requirements; (xii) Training Opportunities. The requirements of Section 3 of the Housing and Urban Development Act of 1968, as amended, 12 U.S.C. 1701u ("Section 3"), requiring that to the greatest extent feasible opportunities for training and employment be given to lower income residents of the project area and agreements for work in connection with the project be awarded to business concerns which are located in, or owned in substantial part by persons residing in, the areas of the project. Borrower agrees to include the following language in all subcontracts executed under this HOME/HOPWA Regulatory Agreement: (1) The work to be performed under this contract is subject to the requirements of Section 3 of the Housing and Urban Development Act of 1968, as amended, 12 U.S.C. 1701u. The purpose of Section 3 is to ensure that employment and other economic opportunities generated by HUD assistance or HUD-assisted projects covered by Section 3, shall, to the greatest extent feasible, be directed to low- and very low-income persons, particularly persons who are recipients of HUD assistance for housing. (2) The parties to this contract agree to comply with HUD's regulations in 24 C.F.R. Part 135, which implement Section 3. As evidenced by their execution of this contract, the parties to this contract certify that they are under no contractual or other impediment that would prevent them from complying with the Part 135 regulations. October 17, 2017 Contra Costa County Board of Supervisors 1223 21 863\102\2176680.2 (3) The contractor agrees to send to each labor organization or representative of workers with which the contractor has a collective bargaining agreement or other understanding, if any, a notice advising the labor organization or workers' representative of the contractor's commitments under this Section 3 clause; and will post copies of the notice in conspicuous places at the work site where both employees and applicants for training and employment positions can see the notice. The notice shall describe the Section 3 preference; shall set forth minimum number and job titles subject to hire; availability of apprenticeship and training positions; the qualifications for each; the name and location of the person(s) taking applications for each of the positions; and the anticipated date the work shall begin. (4) The contractor agrees to include this Section 3 clause in every subcontract subject to compliance with regulations in 24 C.F.R. Part 135, and agrees to take appropriate action, as provided in an applicable provision of the subcontract or in this Section 3 clause, upon a finding that the subcontractor is in violation of the regulations in 24 C.F.R. Part 135. The contractor will not subcontract with any subcontractor where the contractor has notice or knowledge that the subcontractor has been found in violation of the regulations in 24 C.F.R. Part 135. (5) The contractor will certify that any vacant employment positions, including training positions, that are filled (A) after the contractor is selected but before the contract is executed, and (B) with persons other than those to whom the regulations of 24 C.F.R. Part 135 require employment opportunities to be directed, were not filled to circumvent the contractor's obligations under 24 C.F.R. Part 135. (6) Noncompliance with HUD's regulations in 24 C.F.R. Part 135 may result in sanctions, termination of this contract for default, and debarment or suspension from future HUD assisted contracts. (7) With respect to work performed in connection with Section 3 covered Indian housing assistance, section 7(b) of the Indian Self-Determination and Education Assistance Act (25 U.S.C. 450e) also applies to the work to be performed under this contract. Section 7(b) requires that to the greatest extent feasible (i) preference and opportunities for training and employment shall be given to Indians, and (ii) preference in the award of contracts and subcontracts shall be given to Indian organizations and Indian-owned Economic Enterprises. Parties to this contract that are subject to the provisions of Section 3 and section 7(b) agree to comply with Section 3 to the maximum extent feasible, but not in derogation of compliance with section 7(b). (xiii) Labor Standards. The labor requirements set forth in 24 C.F.R. 92.354; the prevailing wage requirements of the Davis-Bacon Act and implementing rules and regulations (40 U.S.C. 3141-3148); the Copeland "Anti-Kickback" Act (40 U.S.C. 276(c)) which requires that workers be paid at least once a week without any deductions or rebates except permissible deductions; the Contract Work Hours and Safety Standards Act – CWHSSA (40 U.S.C. 3701-3708) which requires that workers receive "overtime" compensation at a rate of 1-1/2 times their regular hourly wage after they have worked forty (40) hours in one (1) week; and Title 29, Code of Federal Regulations, Subtitle A, Parts 1, 3 and 5 are the regulations October 17, 2017 Contra Costa County Board of Supervisors 1224 22 863\102\2176680.2 and procedures issued by the Secretary of Labor for the administration and enforcement of the Davis-Bacon Act, as amended; (xiv) Drug Free Workplace. The requirements of the Drug Free Workplace Act of 1988 (P.L. 100-690) and implementing regulations at 24 C.F.R. Part 24; (xv) Anti-Lobbying; Disclosure Requirements. The disclosure requirements and prohibitions of 31 U.S.C. 1352 and implementing regulations at 24 C.F.R. Part 87; (xvi) Historic Preservation. The historic preservation requirements set forth in the National Historic Preservation Act of 1966, as amended (16 U.S.C. Section 470) and the procedures set forth in 36 C.F.R. Part 800. If archeological, cultural, or historic period resources are discovered during construction, all construction work must come to a halt and Borrower shall immediately notify the County. Borrower shall not shall alter or move the discovered material(s) until all appropriate procedures for "post-review discoveries" set forth in Section 106 of the National Historic Preservation Act have taken place, which include, but are not limited to, consultation with the California State Historic Preservation Officer and evaluation of the discovered material(s) by a qualified professional archeologist; (xvii) Religious Organizations. If the Borrower is a religious organization, as defined by the HOPWA and/or HOME requirements, the Borrower shall comply with all conditions prescribed by HUD for the use of HOME Funds and HOPWA Funds by religious organizations, including the First Amendment of the United States Constitution regarding church/state principles and the applicable constitutional prohibitions set forth in 24 C.F.R. 92.257 and 24 C.F.R. 574.300(c); (xviii) Violence Against Women. The requirements of the Violence Against Women Reauthorization Act of 2013 (Pub. L. 113–4, 127 Stat. 54) applicable to HUD- funded programs; (xix) Conflict of Interest. The conflict of interest provisions set forth in 24 C.F.R. 92.356 and 24 C.F.R. Section 574.625; and (xx) HUD Regulations. Any other HUD regulations present or as may be amended, added, or waived in the future pertaining to the Combined County Loan funds. ARTICLE 5 PROPERTY MANAGEMENT AND MAINTENANCE 5.1 Management Responsibilities. Borrower is responsible for all management functions with respect to the Development, including without limitation the selection of Tenants, certification and recertification of household size and income, evictions, collection of rents and deposits, maintenance, landscaping, routine and extraordinary repairs, replacement of capital items, and security. The County has no responsibility for management of the Development. Borrower shall retain a professional property management company approved by the County in October 17, 2017 Contra Costa County Board of Supervisors 1225 23 863\102\2176680.2 its reasonable discretion to perform Borrower's management duties hereunder. An on-site property manager is also required. 5.2 Management Agent. Borrower shall cause the Development to be managed by an experienced management agent reasonably acceptable to the County, with a demonstrated ability to operate residential facilities like the Development in a manner that will provide decent, safe, and sanitary housing (the "Management Agent"). The County has approved the John Stewart Compnay as the Management Agent. Borrower shall submit for the County's approval the identity of any proposed subsequent management agent. Borrower shall also submit such additional information about the background, experience and financial condition of any proposed management agent as is reasonably necessary for the County to determine whether the proposed management agent meets the standard for a qualified management agent set forth above. If the proposed management agent meets the standard for a qualified management agent set forth above, the County shall approve the proposed management agent by notifying Borrower in writing. Unless the proposed management agent is disapproved by the County within thirty (30) days, which disapproval is to state with reasonable specificity the basis for disapproval, it shall be deemed approved. 5.3 Periodic Performance Review. The County reserves the right to conduct an annual (or more frequently, if deemed necessary by the County) review of the management practices and financial status of the Development. The purpose of each periodic review will be to enable the County to determine if the Development is being operated and managed in accordance with the requirements and standards of this HOME/HOPWA Regulatory Agreement. Borrower shall cooperate with the County in such reviews. 5.4 Replacement of Management Agent. If, as a result of a periodic review, the County determines in its reasonable judgment that the Development is not being operated and managed in accordance with any of the material requirements and standards of this HOME/HOPWA Regulatory Agreement, the County shall deliver notice to Borrower of its intention to cause replacement of the Management Agent, including the reasons therefor. Within fifteen (15) days after receipt by Borrower of such written notice, the County staff and Borrower shall meet in good faith to consider methods for improving the financial and operating status of the Development, including, without limitation, replacement of the Management Agent. If, after such meeting, County staff recommends in writing the replacement of the Management Agent, Borrower shall promptly dismiss the then-current Management Agent, and shall appoint as the Management Agent a person or entity meeting the standards for a management agent set forth in Section 5.2 above and approved by the County pursuant to Section 5.2 above. Any contract for the operation or management of the Development entered into by Borrower shall provide that the Management Agent may be dismissed and the contract terminated as set forth above. Failure to remove the Management Agent in accordance with the provisions of this Section constitutes a default under this HOME/HOPWA Regulatory Agreement, and the County may enforce this provision through legal proceedings as specified in Section 6.4 below. October 17, 2017 Contra Costa County Board of Supervisors 1226 24 863\102\2176680.2 5.5 Approval of Management Policies. Borrower shall submit its written management policies with respect to the Development to the County for its review, and shall amend such policies in any way necessary to ensure that such policies comply with the provisions of this HOME/HOPWA Regulatory Agreement. 5.6 Property Maintenance. (a) Borrower shall maintain, for the entire HOME Term of this HOME/HOPWA Regulatory Agreement, all interior and exterior improvements, including landscaping in decent, safe and sanitary condition, and in good condition and repair, in accordance with (i) 24 C.F.R. Section 92.251, and (ii) the maintenance standards provided by the County (the "Maintenance Standards"). The Maintenance Standards, which set forth inspectable items and areas, and this HOME/HOPWA Regulatory Agreement, implement 24 C.F.R. Section 92.251. Borrower shall cause the Development to be: (i) maintained in accordance with all applicable laws, rules, ordinances, orders and regulations of all federal, state, county, municipal, and other governmental agencies and bodies having or claiming jurisdiction and all their respective departments, bureaus, and officials, including but not limited to the lead-based paint requirements in 24 C.F.R. part 35; and (ii) free of all health and safety defects. Borrower shall correct any life-threatening maintenance deficiencies, including those set forth in the Maintenance Standards immediately upon notification. (b) At the beginning of each year of the HOME Term, Borrower shall certify to the County that the Development is in compliance with the Maintenance Standards. 5.7 Property Inspections. (a) On-Site Physical Inspections. The County will perform on-site inspections of the Development during the HOME Term to ensure compliance with the Maintenance Standards. The County will perform an on-site inspection within twelve months after completion of construction of the Development and at least once every three (3) years during the HOME Term. If the Development is found to have health and safety violations, the County may perform more frequent inspections. Borrower shall cooperate in such inspections. (b) Violation of Maintenance Standards. If after an inspection, the County determines that Borrower is in violation of the Maintenance Standards, the County will provide Borrower a written report of the violations. Borrower shall correct the violations set forth in the report provided to Borrower by County. The County will perform a follow-up inspection to verify that the violations have been corrected. If such violations continue for a period of ten (10) days after delivery of the report to Borrower by the County with respect to graffiti, debris, waste material, and general maintenance, or thirty (30) days after delivery of the report to Borrower by the County with respect to landscaping and building improvements, then the County, in addition to whatever other remedy it may have at law or in equity, has the right to enter upon the Property and perform or cause to be performed all such acts and work necessary to cure the violation. Pursuant to such right of entry, the County is permitted (but is not required) to enter upon the Property and to perform all acts and work necessary to protect, maintain, and preserve the improvements and landscaped areas on the Property, and to attach a lien on the Property, or to assess the Property, in the amount of the expenditures arising from October 17, 2017 Contra Costa County Board of Supervisors 1227 25 863\102\2176680.2 such acts and work of protection, maintenance, and preservation by the County and/or costs of such cure, which amount Borrower shall promptly pay to the County upon demand. ARTICLE 6 MISCELLANEOUS 6.1 Nondiscrimination. (a) All of the Units must be available for occupancy on a continuous basis to members of the general public who are income eligible. Borrower may not give preference to any particular class or group of persons in renting or selling the Units, except to the extent that the Units are required to be leased to income eligible households and to HOPWA-Eligible Households pursuant to this HOME/HOPWA Regulatory Agreement. Borrower herein covenants by and for Borrower, assigns, and all persons claiming under or through Borrower, that there exist no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, sexual orientation, marital status, national origin, source of income (e.g., SSI), ancestry, age, familial status (except for lawful senior housing in accordance with state and federal law), or disability, in the leasing, subleasing, transferring, use, occupancy, tenure, or enjoyment of any unit nor will Borrower or any person claiming under or through Borrower, 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 of any unit or in connection with the employment of persons for the construction, operation and management of any unit. (b) Borrower shall accept as Tenants, on the same basis as all other prospective Tenants, persons who are recipients of federal certificates for rent subsidies pursuant to the existing housing program under Section 8 of the United States Housing Act, or its successor. Borrower may not apply selection criteria to Section 8 certificate or voucher holders that is more burdensome than criteria applied to all other prospective Tenants, nor will Borrower apply or permit the application of management policies or lease provisions with respect to the Development which have the effect of precluding occupancy of units by such prospective Tenants. 6.2 Application of Provisions. The provisions of this HOME/HOPWA Regulatory Agreement apply to the Property for the entire HOME Term even if the Combined County Loan is paid in full prior to the end of the HOME Term. This HOME/HOPWA Regulatory Agreement binds any successor, heir or assign of Borrower, whether a change in interest occurs voluntarily or involuntarily, by operation of law or otherwise, except as expressly released by the County. The County is making the Combined County Loan on the condition, and in consideration of, this provision, and would not do so otherwise. 6.3 Covenants to Run With the Land. The County and Borrower hereby declare their express intent that the covenants and restrictions set forth in this HOME/HOPWA Regulatory Agreement run with the land, and bind all successors in title to the Property, provided, however, that on the expiration of the HOME Term said covenants and restrictions expire. Each and every October 17, 2017 Contra Costa County Board of Supervisors 1228 26 863\102\2176680.2 contract, deed or other instrument hereafter executed covering or conveying the Property or any portion thereof, is to be held conclusively to have been executed, delivered and accepted subject to the covenants and restrictions, regardless of whether such covenants or restrictions are set forth in such contract, deed or other instrument, unless the County expressly releases such conveyed portion of the Property from the requirements of this HOME/HOPWA Regulatory Agreement. 6.4 Enforcement by the County. If Borrower fails to perform any obligation under this HOME/HOPWA Regulatory Agreement, and fails to cure the default within thirty (30) days after the County has notified Borrower in writing of the default or, if the default cannot be cured within thirty (30) days, fails to commence to cure within thirty (30) days and thereafter diligently pursue such cure and complete such cure within sixty (60) days, the County may enforce this HOME/HOPWA Regulatory Agreement by any or all of the following actions, or any other remedy provided by law: (a) Calling the Combined County Loan. The County may declare a default under the Loan Documents, accelerate the indebtedness evidenced by the Loan Documents, and proceed with foreclosure under the Deed of Trust. (b) Action to Compel Performance or for Damages. The County may bring an action at law or in equity to compel Borrower's performance of its obligations under this HOME/HOPWA Regulatory Agreement, and may seek damages. (c) Remedies Provided Under Loan Documents. The County may exercise any other remedy provided under the Loan Documents. The County shall provide notice of a default to Borrower's limited partner in the manner set forth in Section 6.5 of the Loan Agreement. 6.5 Anti-Lobbying Certification. (a) Borrower certifies, to the best of Borrower's knowledge or belief, that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of it, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement; October 17, 2017 Contra Costa County Board of Supervisors 1229 27 863\102\2176680.2 (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, grant, loan, or cooperative agreement, it will complete and submit Standard Form-LLL, Disclosure Form to Report Lobbying, in accordance with its instructions. (b) This certification is a material representation of fact upon which reliance was placed when the Loan Documents were made or entered into. Submission of this certification is a prerequisite for making or entering into the Loan Documents imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than Ten Thousand Dollars ($10,000) and no more than One Hundred Thousand Dollars ($100,000) for such failure. 6.6 Attorneys' Fees and Costs. In any action brought to enforce this HOME/HOPWA Regulatory Agreement, the prevailing party must be entitled to all costs and expenses of suit, including reasonable attorneys' fees. This section must be interpreted in accordance with California Civil Code Section 1717 and judicial decisions interpreting that statute. 6.7 Recording and Filing. The County and Borrower shall cause this HOME/HOPWA Regulatory Agreement, and all amendments and supplements to it, to be recorded in the Official Records of the County of Contra Costa. 6.8 Governing Law. This HOME/HOPWA Regulatory Agreement is governed by the laws of the State of California. 6.9 Waiver of Requirements. Any of the requirements of this HOME/HOPWA Regulatory Agreement may be expressly waived by the County in writing, but no waiver by the County of any requirement of this HOME/HOPWA Regulatory Agreement extends to or affects any other provision of this HOME/HOPWA Regulatory Agreement, and may not be deemed to do so. 6.10 Amendments. This HOME/HOPWA Regulatory Agreement may be amended only by a written instrument executed by all the parties hereto or their successors in title that is duly recorded in the official records of the County of Contra Costa. 6.11 Notices. Any notice requirement set forth herein will be deemed to be satisfied three (3) days after mailing of the notice first-class United States certified mail, postage prepaid, addressed to the appropriate party as follows: County: County of Contra Costa Department of Conservation and Development 30 Muir Road Martinez, CA 94553 Attn: Assistant Deputy Director Borrower: Carena Associates, L.P. October 17, 2017 Contra Costa County Board of Supervisors 1230 28 863\102\2176680.2 c/o Resources for Community Development 2220 Oxford Street Berkeley, California 94704 Attention: Executive Director Investor Limited Partner: Bank of America, N.A. Community Development Banking Group 520 Newport Center Drive, Suite 1100 Newport Beach, California 92660 Mail Code: CA6-814-11-03 Attention: Casey Carpenter Facsimile: (415) 343-9069 And: Banc of America CDC Special Holding Company, Inc. 100 N. Tryon Street Charlotte, NC 28255-0001 Attn: Nicole Baldon, VP, Tax Credit Equity Tel: (908) 388-1017 Email: Nicole.baldon@baml.com And: Buchalter, a Professional Corporation 1000 Wilshire Boulevard, Suite 1500 Los Angeles, CA 90017 Attn: Michael A. Williamson, Esq. Facsimile: (213) 630-5799 Matter No: B0965-0341 Such addresses may be changed by notice to the other party given in the same manner as provided above. 6.12 Severability. If any provision of this HOME/HOPWA Regulatory Agreement is determined by a court of competent jurisdiction to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining portions of this HOME/HOPWA Regulatory Agreement will not in any way be affected or impaired thereby. 6.13 Multiple Originals; Counterparts. This HOME/HOPWA Regulatory Agreement may be executed in multiple originals, each of which is deemed to be an original, and may be signed in counterparts. 6.14 Revival of Agreement after Foreclosure. In the event there is a foreclosure of the Property, this HOME/HOPWA Regulatory Agreement will revive according to its original terms if, during the HOME Term, the owner of record before the foreclosure, or deed in lieu of foreclosure, or any entity that includes the former owner or those with whom the former owner October 17, 2017 Contra Costa County Board of Supervisors 1231 29 863\102\2176680.2 has or had family or business ties, obtains an ownership interest in the Development or Property. 6.15 County Regulatory Agreement. The County and Borrower are entering into this HOME/HOPWA Regulatory Agreement concurrently with the County Regulatory Agreement. The County Regulatory Agreement as it applies to the HOME/HOPWA-Assisted Units will be in effect for fifty-five (55) years from the Completion Date which term overlaps with but is longer than the HOME Term. Compliance with the terms of this HOME/HOPWA Regulatory Agreement will be deemed compliance with the County Regulatory Agreement during the HOME Term as it applies to the HOME/HOPWA-Assisted Units. In the event of a conflict between this HOME/HOPWA Regulatory Agreement and the County Regulatory Agreement during the HOME Term as it applies to the HOME/HOPWA-Assisted Units, the terms of this HOME/HOPWA Regulatory Agreement will prevail. [remainder of page intentionally left blank] October 17, 2017 Contra Costa County Board of Supervisors 1232 30 Signature page Riley HOME/HOPWA Regulatory Agreement 863\102\2176680.2 WHEREAS, this HOME/HOPWA Regulatory Agreement has been entered into by the undersigned as of the date first written above. COUNTY: COUNTY OF CONTRA COSTA, a political subdivision of the State of California By: __________________ John Kopchik Director, Department of Conservation and Development Approved as to form: SHARON L. ANDERSON County Counsel By: Kathleen Andrus Deputy County Counsel BORROWER: Carena Associates, L.P., a California limited partnership By: RCD GP LLC, a California limited liability company, its general partner By: Resources for Community Development, a California nonprofit public benefit corporation, its sole member/manager By:_______________________ Daniel Sawislak, Executive Director October 17, 2017 Contra Costa County Board of Supervisors 1233 863\102\2176680.2 STATE OF CALIFORNIA ) ) 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. ______________________________________ Name: ______________________________ Notary Public 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. October 17, 2017 Contra Costa County Board of Supervisors 1234 863\102\2176680.2 STATE OF CALIFORNIA ) ) 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. ______________________________________ Name: ______________________________ Notary Public 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. October 17, 2017 Contra Costa County Board of Supervisors 1235 A-1 863\102\2176680.2 EXHIBIT A Legal Description (Riley Court) The land is situated in the State of California, County of Contra Costa, and is described as follows: October 17, 2017 Contra Costa County Board of Supervisors 1236 1 863\102\2177374.2 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: Contra Costa County Department of Conservation and Development 30 Muir Road Martinez, CA 94553 Attn: Assistant Deputy Director No fee for recording pursuant to Government Code Section 27383 __________________________________________________________________________ COUNTY REGULATORY AGREEMENT AND DECLARATION OF RESTRICTIVE COVENANTS Carena Apartments (Riley Court Existing Loan Funds) This County Regulatory Agreement and Declaration of Restrictive Covenants (the "County Regulatory Agreement") is dated October _____, 2017 and is between the County of Contra Costa, a political subdivision of the State of California (the "County"), and Carena Associates, L.P., a California limited partnership ("Borrower"). RECITALS A. Defined terms used but not defined in these recitals are as defined in Article 1 of this County Regulatory Agreement. B. The County has received Home Investment Partnerships Act ("HOME") funds from the United States Department of Housing and Urban Development ("HUD") pursuant to the Cranston-Gonzales National Housing Act of 1990 ("HOME Funds"). The HOME Funds must be used by the County in accordance with 24 C.F.R. Part 92. C. The County has received Housing Opportunities for Persons with AIDS Program funds from HUD pursuant to the HOPWA program ("HOPWA Funds"). The HOPWA Funds are available to and administered by the County, as the subrecipient of the City of Oakland, which is the representative for the Alameda-Contra Costa County Eligible Metropolitan Area. The HOPWA Funds must be used by the County in accordance with 24 C.F.R. Part 574. D. Borrower intends to purchase that certain real property located at 2050, 2051, and 2061 Riley Court in the City of Concord, County of Contra Costa, State of California, as more particularly described in Exhibit A (the "Property") from Resources for Community Development, a California nonprofit public benefit corporation (the "Seller"). Borrower intends to rehabilitate the existing forty-eight (48) housing units located on the Property, with forty- October 17, 2017 Contra Costa County Board of Supervisors 1237 2 863\102\2177374.2 seven (47) for rental to extremely low and very low income households and one (1) manager's unit. Together the Property and its improvements are the "Development". E. Pursuant to a Development Loan Agreement by and between the County and Borrower of even date herewith (the "Loan Agreement"), the County is lending Borrower ______________ Dollars (the "Combined County Loan") to assist in the rehabilitation of the Development, and the concurrent rehabilitation of (i) fifty-one (51) units of affordable housing located at 2501, 2513, 2525, 2530, 2531, 2536, 2537, 2549, 2554, 2555, and 2566 Camara Circle in the City of Concord (the "Camara Property"), and (ii) fourteen (14) units of affordable housing located at112 Alves Lane and 300-310 Water Street in the community of Bay Point (the "Elaine Null Property"). The Development, the Camara Property, and the Elaine Null Property are collectively referred to as the "Carena Development." The Combined County Loan includes restructured existing financing associated with the Carena Development, as well as new financing, to assist in the rehabilitation of the Carena Development. F. The Combined County Loan includes the following funds previously loaned by the County to the Seller and assumed by Borrower: (i) Three Hundred Forty-Two Thousand Dollars ($342,000) in HOME Funds, and (ii) Five Hundred Thirty Thousand Dollars ($530,000) of HOPWA Funds. G. In addition to the Loan Agreement, the Combined County Loan is evidenced by the following documents: (i) a deed of trust with assignment of rents, security agreement, and fixture filing of even date herewith, among Borrower, as trustor, North American Title Company, as trustee, and the County, as beneficiary; (ii) an intercreditor agreement of even date herewith among the City, the County, and Borrower; (iii) five (5) promissory notes executed by Borrower of even date herewith, for the existing loan portions of the Combined County Loan assumed by Borrower, and the newly funded portions of the Combined County Loan; (iv) a notice of affordability restrictions on transfer of property of even date herewith between the County and Borrower which is to be recorded against the Property, and (v) five (5) regulatory agreements associated with the Development, the Camara Property, and the Elaine Null Property, including this Agreement and the HOME/HOPWA Regulatory Agreement, executed by Borrower of even date herewith, (collectively, the "Loan Documents"). The Loan Documents are described in more detail in the Loan Agreement. H. The County has the authority to lend the Combined County Loan to Borrower pursuant to Government Code Section 26227, which authorizes counties to spend county funds for programs that will further a county's public purposes. In addition, the County has the authority to loan (i) the HOME Funds pursuant to 24 C.F.R. 92.205, and (ii) the HOPWA Funds pursuant to 24 C.F.R. 574.300. I. The County has agreed to make the Combined County Loan on the condition that Borrower maintain and operate the Development in accordance with restrictions set forth in this County Regulatory Agreement and the County Regulatory Agreement, and in the related documents evidencing the Combined County Loan. Twenty-eight (28) of the Units are restricted by the County pursuant to this County Regulatory Agreement. October 17, 2017 Contra Costa County Board of Supervisors 1238 3 863\102\2177374.2 J. Nine (9) of the Units are restricted by the County pursuant the HOME/HOPWA Regulatory Agreement (the "HOME/HOPWA-Assisted Units"). This County Regulatory Agreement supersedes in their entirety the following documents: (i) the Regulatory Agreement and Declaration of Restrictive Covenants dated May 29, 1997, recorded against the Property on June 6, 1997, as Instrument No. 97-0098014-00; and (ii) the Amended and Restated Regulatory Agreement and Declaration of Restrictive Covenants dated May 05, 2015, recorded against the Property on May 14, 2015, as Instrument No. 2015-0095228-00. K. As it applies to the County-Assisted Units this County Regulatory Agreement will be in effect for the Term. The HOME/HOPWA Regulatory Agreement as it applies to the HOME/HOPWA-Assisted Units will be in effect for twenty-one (21) years from the Completion Date. Pursuant to Section 6.15 below, compliance with the terms of the HOME/HOPWA Regulatory Agreement will be deemed compliance with this County Regulatory Agreement during the term of the HOME/HOPWA Regulatory Agreement with respect to the HOME/HOPWA-Assisted Units. L. In consideration of receipt of the Combined County Loan at an interest rate substantially below the market rate, Borrower agrees to observe all the terms and conditions set forth below. The parties therefore agree as follows: AGREEMENT ARTICLE 1 DEFINITIONS 1.1 Definitions. The following terms have the following meanings: (a) "Actual Household Size" means the actual number of persons in the applicable household. (b) "Adjusted Income" means with respect to the Tenant of each Unit, the Tenant’s total anticipated annual income as defined in 24 CFR 5.609 and calculated pursuant to 24 CFR 5.611. (c) "Assumed Household Size" means the household size "adjusted for family size appropriate to the unit" as such term is defined in Health & Safety Code Section 50052.5(h). (d) "Camara Property" has the meaning set forth in Paragraph E of the Recitals. (e) "Carena Development" has the meaning set forth in Paragraph E of the Recitals. October 17, 2017 Contra Costa County Board of Supervisors 1239 4 863\102\2177374.2 (f) "City" means the City of Concord, California, a municipal corporation. (g) "Combined County Loan" has the meaning set forth in Paragraph E of the Recitals. (h) "Completion Date" means the date a final certificate of occupancy, or equivalent document is issued by the City to certify that the Development may be legally occupied. (i) "County-Assisted Units" means the twenty-eight (28) Units to be rehabilitated on the Property that are restricted to occupancy by Extremely Low Income Households and Very Low Income Households in compliance with Section 2.1below. (j) "County Regulatory Agreement" has the meaning set forth in the first paragraph of this County Regulatory Agreement. (k) "Deed of Trust" means the Deed of Trust with Assignment of Rents, Security Agreement and Fixture Filing of even date herewith by and among Borrower, as trustor, North American Title Company, as trustee, and the County, as beneficiary, that encumbers the Property to secure repayment of the Combined County Loan and Borrower's performance of the Loan Documents. (l) "Development" has the meaning set forth in Paragraph D of the Recitals. (m) "Elaine Null Property" has the meaning set forth in Paragraph E of the Recitals. (n) "Existing Tenants" means the tenants that occupy the County-Assisted Units on the date of Borrower's acquisition of the Property. (o) "Extremely Low Income Household" means a household with an Adjusted Income that does not exceed thirty percent (30%) of Median Income, adjusted for Actual Household Size. (p) "Extremely Low Income Rent" means the maximum allowable rent for a Extremely Income Unit pursuant to Section 2.2(a) below. (q) "Extremely Low Income Units" means the Units which, pursuant to Section 2.1(a) below, are required to be occupied by Extremely Low Income Households. (r) "HOME" has the meaning set forth in Paragraph B of the Recitals. (s) "HOME Funds" has the meaning set forth in Paragraph B of the Recitals. (t) "HOME/HOPWA-Assisted Units" has the meaning set forth in Paragraph K of the Recitals. October 17, 2017 Contra Costa County Board of Supervisors 1240 5 863\102\2177374.2 (u) "HOME/HOPWA Regulatory Agreement" means the Regulatory Agreement and Declaration of Restrictive Covenants of even date herewith, between the County and Borrower evidencing County requirements applicable to the Combined County Loan, to be recorded against the Property concurrently herewith. (v) "HOPWA" means the Housing Opportunities for Persons with AIDS Program pursuant to the AIDS Housing Opportunity Act (42 USC 12901 et. seq.), as amended by the Housing and Community Development Act of 1992 (42 USC 5301 et. seq.). (w) "HOPWA Funds" has the meaning set forth in Paragraph C of the Recitals. (x) "HUD" has the meaning set forth in Paragraph B of the Recitals. (y) "Loan Agreement" has the meaning set forth in Paragraph E of the Recitals. (z) "Loan Documents" has the meaning set forth in Paragraph G of the Recitals. (aa) "Low Income Household" means a Tenant with an Adjusted Income that does not exceed eighty percent (80%) of Median Income, with adjustments for smaller and larger families, except that HUD may establish income ceilings higher or lower than eighty percent (80%) of Median Income on the basis of HUD findings that such variations are necessary because of prevailing levels of construction costs or fair market rents, or unusually high or low family incomes. (bb) "Maintenance Standards" has the meaning set forth in Section 5.6 (a). (cc) "Marketing Plan" has the meaning set forth in Section 4.3(a). (dd) "Median Income" means the median gross yearly income, adjusted for Actual Household Size as specified herein, in the County of Contra Costa, California, as published from time to time by HUD. In the event that such income determinations are no longer published, or are not updated for a period of at least eighteen (18) months, the County shall provide Borrower with other income determinations that are reasonably similar with respect to methods of calculation to those previously published by HUD. (ee) "Property" has the meaning set forth in Paragraph D of the Recitals. (ff) "Rent" means the total monthly payments by the Tenant of a Unit for the following: use and occupancy of the Unit and land and associated facilities; any separately charged fees or service charges assessed by Borrower which are customarily charged in rental housing and required of all Tenants, other than security deposits; an allowance for the cost of an adequate level of service for utilities paid by the Tenant, including garbage collection, sewer, water, electricity, gas and other heating, cooking and refrigeration fuel, but not telephone service October 17, 2017 Contra Costa County Board of Supervisors 1241 6 863\102\2177374.2 or cable TV; and any other interest, taxes, fees or charges for use of the land or associated facilities and assessed by a public or private entity other than Borrower, and paid by the Tenant. (gg) "Seller" has the meaning set forth in Paragraph D of the Recitals. (hh) "Tenant" means the tenant household that occupies a Unit in the Development. (ii) "Tenant Selection Plan" has the meaning set forth in Section 4.3(b). (jj) "Term" means the term of this County Regulatory Agreement which commences as of the date of this County Regulatory Agreement, and unless sooner terminated pursuant to the terms of this County Regulatory Agreement, expires on the fifty-fifth (55th) anniversary of the Completion Date; provided, however, if a record of the Completion Date cannot be located or established, the Term will expire on the fifty-seventh (57th) anniversary of this County Regulatory Agreement. (kk) "Unit(s)" means one (1) or more of the units in the Development. (ll) "Very Low Income Household" means a household with an Adjusted Income that does not exceed fifty percent (50%) of Median Income, adjusted for Actual Household Size. (mm) "Very Low Income Rent" means the maximum allowable rent for a Very Low Income Unit pursuant to Section 2.2(b) below. (nn) "Very Low Income Units" means the Units which, pursuant to Section 2.1(b) below, are required to be occupied by Very Low Income Households. ARTICLE 2 AFFORDABILITY AND OCCUPANCY COVENANTS 2.1 Occupancy Requirements. (a) Extremely Low Income Units. During the Term Borrower shall cause nine (9) Units to be rented to and occupied by or, if vacant, available for occupancy by, Extremely Low Income Households. (b) Very Low Income Units. During the Term Borrower shall cause nineteen (19) Units to be rented to and occupied by or, if vacant, available for occupancy by Very Low Income Households. (c) Intermingling of Units. Borrower shall cause the County-Assisted Units to be intermingled throughout the Development and of comparable quality to all other Units. All Tenants must have equal access to and enjoyment of all common facilities in the Development. The County-Assisted Units must be of the bedroom size set forth in the following chart: October 17, 2017 Contra Costa County Board of Supervisors 1242 7 863\102\2177374.2 Extremely Low Income Units Very Low Income Units One-Bd. Units 5 18 Two-Bd. Units 4 1 Total 9 19 (d) Disabled Persons Occupancy. Borrower shall cause the Development to be constructed and operated at all times in compliance with the applicable provisions of: (i) the Unruh Act, (ii) the California Fair Employment and Housing Act, (iii) Section 504 of the Rehabilitation Act of 1973, (iv) the United States Fair Housing Act, as amended, (v) the Americans With Disabilities Act of 1990, and (vi) Chapters 11A and 11B of Title 24 of the California Code of Regulations, which relate to disabled persons access (collectively, the "Accessibility Requirements"). In compliance with the Accessibility Requirements, if the rehabilitation is substantial as defined in 24 C.F.R. 8.23(a), a minimum of three (3) Units of all Units must be rehabilitated to be fully accessible to households with a mobility impaired member and an additional one (1) Unit of all Units must be rehabilitated to be fully accessible to hearing and/or visually impaired persons. Non-substantial alterations must comply with 24 C.F.R. 8.23(b) and other applicable Accessibility Requirements. In compliance with the Accessibility Requirements Borrower shall provide the County with a certification from the Development architect that to the best of the architect's knowledge, the Development complies with all federal and state accessibility requirements applicable to the Development. Borrower shall indemnify, protect, hold harmless and defend (with counsel reasonably satisfactory to the County) the County, and its board members, officers and employees, from all suits, actions, claims, causes of action, costs, demands, judgments and liens arising out of Borrower's failure to comply with the Accessibly Requirements. The provisions of this subsection will survive expiration of the Term or other termination of this County Regulatory Agreement, and remain in full force and effect. (e) Existing Tenants. Borrower shall provide the County a written report of the income and rent amount of all Existing Tenants within thirty (30) days of acquisition of the Development. Concurrent with providing the report to the County, Borrower shall also provide a proposal regarding designation of Units as Extremely Low Income Units and Very Low Income Units. Borrower shall not implement any rent increases for Existing Tenants upon acquisition of the Development without the approval of the County. Any Existing Tenant lawfully residing in the Development as of the date of this Agreement is entitled to remain a resident of the Development if such Tenant does not meet the income and other eligibility criteria of this Section 2.1. If and when such non-qualifying Existing Tenant voluntarily vacates the Unit, Borrower shall rent such Unit to an Extremely Low Income Household or Very Low Income Household, as necessary to meet the provisions of this Section. 2.2 Allowable Rent. (a) Extremely Low Income Rent. Subject to Section 2.4 below, the Rent paid October 17, 2017 Contra Costa County Board of Supervisors 1243 8 863\102\2177374.2 by a Tenant of an Extremely Low Income Unit, may not exceed one-twelfth (1/12) of thirty percent (30%) of thirty percent (30%) of Median Income, adjusted for Assumed Household Size (b) Very Low Income Rent. Subject to the provisions of Section 2.4 below, the Rent paid by Tenants of Very Low Income Units may not exceed one-twelfth (1/12) of thirty percent (30%) of fifty percent (50%) of Median Income, adjusted for Assumed Household Size. (c) No Additional Fees. Borrower may not charge any fee, other than Rent, to any Tenant of the County-Assisted Units for any housing or other services provided by Borrower. 2.3 Rent Increases. (a) Rent Amount. The initial Rent for all County-Assisted Units must be approved by the County prior to occupancy. The County will provide Borrower with a schedule of maximum permissible Rents for the County-Assisted Units and the maximum monthly allowances for utilities and services (excluding telephone) annually. (b) Rent Increases. All Rent increases for all County-Assisted Units are subject to County approval. No later than sixty (60) days prior to the proposed implementation of any Rent increase affecting a County Assisted Unit, Borrower shall submit to the County a schedule of any proposed increase in the Rent charged for County-Assisted Units. The Rent for such Units may be increased no more than once annually based upon the annual income certification described in Article 3. The County will disapprove a Rent increase if it violates the schedule of maximum permissible Rents for the County-Assisted Units provided to Borrower by the County, or is greater than a 5% increase over the previous year's Rent, provided that the County may approve a request from Borrower for a rent increase greater than 5%, with a written explanation for the request from Borrower. Borrower shall give Tenants written notice at least thirty (30) days prior to any Rent increase, following completion of the County approval process set forth above. 2.4 Increased Income of Tenants. (a) Increased Income above Extremely Low Income but below Low Income Limit. If, upon the annual certification of the income of a Tenant of an Extremely Low Income Unit, Borrower determines that the income of the Tenant has increased above the qualifying limit for an Extremely Low Income Household, but not above the qualifying income for a Low Income Household, the Tenant may continue to occupy the Unit and the Tenant's Rent will remain at the Extremely Low Income Rent. Borrower shall then rent the next available Unit to an Extremely Low Income Household to comply with the requirements of Section 2.1(a) above, at a Rent not exceeding the Extremely Low Income Rent, or re-designate another comparable Unit in the Development with an Extremely Low Income Household an Extremely Low Income Unit to comply with the requirements of Section 2.1(a) above. Upon renting the next available Unit in accordance with Section 2.1(a) or re-designating another Unit in the Development as an Extremely Low Income Unit, the Unit with the over-income Tenant will no longer be considered a County Assisted Unit. October 17, 2017 Contra Costa County Board of Supervisors 1244 9 863\102\2177374.2 (b) Increased Income above Very Low Income but below Low Income Limit. If, upon the annual certification of the income of a Tenant of a Very Low Income Unit, Borrower determines that the income of the Tenant has increased above the qualifying limit for a Very Low Income Household, but not above the qualifying income for a Low Income Household, the Tenant may continue to occupy the Unit and the Tenant's Rent will remain at the Very Low Income Rent. Borrower shall then rent the next available Unit to a Very Low Income Household to comply with the requirements of Section 2.1(b) above, at a Rent not exceeding the Very Low Income Rent, or re-designate another comparable Unit in the Development with a Very Low Income Household a Very Low Income Unit, to comply with the requirements of Section 2.1(b) above. Upon renting the next available Unit in accordance with Section 2.1(b) or re-designating another Unit in the Development as a Very Low Income Unit, the Unit with the over-income Tenant will no longer be considered a County Assisted Unit. (c) Non-Qualifying Household. If, upon the annual certification of the income a Tenant of a County Assisted Unit, Borrower determines that the Tenant’s income has increased above the qualifying limit for a Low Income Household, the Tenant may continue to occupy the Unit. Upon the expiration of such Tenant's lease, Borrower may: (1) With 60 days’ advance written notice, increase such Tenant’s Rent to the lesser of (i) one-twelfth (1/12) of thirty percent (30%) of the actual Adjusted Income of the Tenant, and (ii) the fair market rent, and (2) Rent the next available Unit to an Extremely Low Income Household or Very Low Income Household, as applicable, to comply with the requirements of Section 2.1 above, at a Rent not exceeding the maximum Rent specified in Section 2.2, or designate another comparable Unit that is occupied by an Extremely Low Income Household or Very Low Income Household, as applicable, as a County Assisted Unit, to meet the requirements of Section 2.1 above. On the day that Borrower complies with Section 2.1 in accordance with this Section 2.4(c), the Unit with the over-income Tenant will no longer be considered a County Assisted Unit. (d) Termination of Occupancy. Upon termination of occupancy of a County Assisted Unit by a Tenant, such Unit will be deemed to be continuously occupied by a household of the same income level as the initial income level of the vacating Tenant, until such unit is reoccupied, at which time categorization of the Unit will be established based on the occupancy requirements of Section 2.1. 2.5 Loss of Section 8 Subsidy. It is anticipated that the Extremely Low Income Units in the Development will be partially subsidized through a Project-Based Section 8 Contract or other rental subsidy (the "Rental Subsidy"). If in the future operation of the Development the Rental Subsidy is terminated through no fault of Borrower, Borrower shall notify the County of such occurrence, the impact of such termination on the financial feasibility of the Development (including Borrower's obligation to comply with Section 2.1(a)), and Borrower's efforts to find an alternative subsidy. If the County reasonably determines that the County's requirement to rent Units to Extremely Low Income Households in accordance with Section 2.1(a) has a detrimental impact on the financial feasibility of the Development given the loss of the Rental Subsidy, October 17, 2017 Contra Costa County Board of Supervisors 1245 10 863\102\2177374.2 Borrower may implement the remedial measures set forth in California Code of Regulations Title 4, Division 17, Chapter 1, Section 10337(a)(2) or successor regulation applicable to California's Federal and State Low Income Housing Tax Credit Program. ARTICLE 3 INCOME CERTIFICATION; REPORTING; RECORDS 3.1 Income Certification. Borrower shall obtain, complete, and maintain on file, within sixty (60) days before expected occupancy and annually thereafter, income certifications from each Tenant renting any of the County-Assisted Units. Borrower shall make a good faith effort to verify the accuracy of the income provided by the applicant or occupying household, as the case may be, in an income certification. To verify the information, Borrower shall take two or more of the following steps: (i) obtain a pay stub for the most recent pay period; (ii) obtain an income tax return for the most recent tax year; (iii) conduct a credit agency or similar search; (iv) obtain an income verification form from the applicant's current employer; (v) obtain an income verification form from the Social Security Administration and/or the California Department of Social Services if the applicant receives assistance from either of such agencies; or (vi) if the applicant is unemployed and does not have a tax return, obtain another form of independent verification. Where applicable, Borrower shall examine at least two (2) months of relevant source documentation. Copies of Tenant income certifications are to be available to the County upon request. 3.2 Reporting Requirements. (a) Borrower shall submit to the County within one hundred eighty (180) days after the Completion Date, and not later than forty-five (45) days after the close of each calendar year, or such other date as may be requested by the County, a report that includes the following data for each Unit and specifically identifies which Units are County-Assisted Units: (i) Tenant income, (ii) the number of occupants, (iii) the Rent, (iv) the number of bedrooms, and (v) the initial address of each Tenant. To demonstrate continued compliance with Section 2.1 Borrower shall cause each annual report after the initial report to include a record of any subsequent Tenant substitutions and any vacancies in County-Assisted Units that have been filled. (b) Borrower shall submit to the County within forty-five (45) days after receipt of a written request, or such other time agreed to by the County, any other information or completed forms requested by the County in order to comply with reporting requirements of HUD, the State of California, and the County. 3.3 Tenant Records. Borrower shall maintain complete, accurate and current records pertaining to income and household size of Tenants. All Tenant lists, applications and waiting lists relating to the Development are to be at all times: (i) separate and identifiable from any other business of Borrower, (ii) maintained as required by the County, in a reasonable condition for proper audit, and (iii) subject to examination during business hours by representatives of the County. Borrower shall retain copies of all materials obtained or produced with respect to occupancy of the Units for a period of at least five (5) years. The County may examine and make copies of all books, records or other documents of Borrower that pertain to the Development. October 17, 2017 Contra Costa County Board of Supervisors 1246 11 863\102\2177374.2 3.4 Development Records. (a) Borrower shall keep and maintain at the principal place of business of the Borrower set forth in Section 6.11 below, or elsewhere with the County's written consent, full, complete and appropriate books, records and accounts relating to the Development. Borrower shall cause all books, records and accounts relating to its compliance with the terms, provisions, covenants and conditions of the Loan Documents to be kept and maintained in accordance with generally accepted accounting principles consistently applied, and to be consistent with requirements of this County Regulatory Agreement. Borrower shall cause all books, records, and accounts to be open to and available for inspection and copying by HUD, the County, its auditors or other authorized representatives at reasonable intervals during normal business hours. Borrower shall cause copies of all tax returns and other reports that Borrower may be required to furnish to any government agency to be open for inspection by the County at all reasonable times at the place that the books, records and accounts of Borrower are kept. Borrower shall preserve such records (including the records required under the HOME/HOPWA Regulatory Agreement) for a period of not less than five (5) years after their creation in compliance with all HUD records and accounting requirements. If any litigation, claim, negotiation, audit exception, monitoring, inspection or other action relating to the use of the Combined County Loan is pending at the end of the record retention period stated herein, then Borrower shall retain the records until such action and all related issues are resolved. Borrower shall cause the records to include all invoices, receipts, and other documents related to expenditures from the Combined County Loan funds. Borrower shall cause records to be accurate and current and in a form that allows the County to comply with the record keeping requirements contained in 24 C.F.R. 92.508, 24 C.F.R. 574.450, and 24 C.F.R. 574.530. Such records are to include but are not limited to: (i) Records providing a full description of the activities undertaken with the use of the Combined County Loan funds; (ii) Records demonstrating compliance with the maintenance requirements set forth in Section 5.6; (iii) Records documenting compliance with the fair housing, equal opportunity, and affirmative fair marketing requirements; (iv) Financial records; and (v) Records demonstrating compliance with the marketing, tenant selection, affordability, and income requirements. (b) The County shall notify Borrower of any records it deems insufficient. Borrower has fifteen (15) calendar days after the receipt of such a notice to correct any deficiency in the records specified by the County in such notice, or if a period longer than fifteen (15) days is reasonably necessary to correct the deficiency, then Borrower must begin to correct the deficiency within fifteen (15) days and correct the deficiency as soon as reasonably possible. October 17, 2017 Contra Costa County Board of Supervisors 1247 12 863\102\2177374.2 ARTICLE 4 OPERATION OF THE DEVELOPMENT 4.1 Residential Use. Borrower shall operate the Development for residential use only. No part of the Development may be operated as transient housing. 4.2 Compliance with Loan Documents and Program Requirements. Borrower's actions with respect to the Property shall at all times be in full conformity with: (i) all requirements of the Loan Documents; and (ii) any other regulatory requirements imposed on the Development. 4.3 Marketing Plan; Tenant Selection Plan. (a) Marketing Plan. (1) No later than six (6) months prior to the date construction of the Development is projected to be complete, Borrower shall submit to the County for approval its plan for marketing the Development to income-eligible households as required by this County Regulatory Agreement (the "Marketing Plan"). The Marketing Plan must include information on affirmative marketing efforts and compliance with fair housing laws and 24 C.F.R. 92.351(a). (2) Upon receipt of the Marketing Plan, the County will promptly review the Marketing Plan and will approve or disapprove it within fifteen (15) days after receipt. If the Marketing Plan is not approved, the County will give Borrower specific reasons for such disapproval and Borrower shall submit a revised Marketing Plan within fifteen (15) days of notification of the County's disapproval. Borrower shall follow this procedure for resubmission of a revised Marketing Plan until the Marking Plan is approved by the County. If the Borrower does not submit a revised Marketing Plan that is approved by the County at least three (3) months prior to the date completion of the Development is projected to be complete, Borrower will be in default of this County Regulatory Agreement. (b) Tenant Selection Plan. (1) No later than six (6) months prior to the date construction of the Development is projected to be complete, Borrower shall submit to the County, for its review and approval, Borrower's written tenant selection plan (the "Tenant Selection Plan"). Borrower's Tenant Selection Plan must, at a minimum, meet the requirements for tenant selection set out in 24 C.F.R. 92.253(d), and any modifications thereto. (2) Upon receipt of the Tenant Selection Plan, the County will promptly review the Tenant Selection Plan and will approve or disapprove it within fifteen (15) days after receipt. If the Tenant Selection Plan is not approved, the County will give Borrower specific reasons for such disapproval and Borrower shall submit a revised Tenant Selection Plan within fifteen (15) days of notification of the County's disapproval. Borrower shall follow this October 17, 2017 Contra Costa County Board of Supervisors 1248 13 863\102\2177374.2 procedure for resubmission of a revised Tenant Selection Plan until the Tenant Selection Plan is approved by the County. If the Borrower does not submit a revised Tenant Selection Plan that is approved by the County at least three (3) months prior to the date construction of the Development is projected to be complete, Borrower will be in default of this County Regulatory Agreement. 4.4 Lease Provisions. (a) No later than four (4) months prior to the date construction of the Development is projected to be complete, Borrower shall submit to the County for approval Borrower’s proposed form of lease agreement for the County's review and approval. When leasing Units within the Development, Borrower shall use the form of lease approved by the County. The form of lease must comply with all requirements of this County Regulatory Agreement, the other Loan Documents and must, among other matters: (1) provide for termination of the lease for failure to: (i) provide any information required under this County Regulatory Agreement or reasonably requested by Borrower to establish or recertify the Tenant's qualification, or the qualification of the Tenant's household, for occupancy in the Development in accordance with the standards set forth in this County Regulatory Agreement, or (ii) qualify as an Extremely Low Income Household or Very Low Income Household as a result of any material misrepresentation made by such Tenant with respect to the income computation. (2) be for an initial term of not less than one (1) year, unless by mutual agreement between the Tenant and Borrower, and provide for no increase in Rent during such year. After the initial year of tenancy, the lease may be month-to-month by mutual agreement of Borrower and the Tenant. Notwithstanding the above, any rent increases are subject to the requirements of Section 2.3 above. (3) include a provision that requires a Tenant who is residing in a Unit required to be accessible pursuant to Section 2.1(d) and who is not in need of an accessible Unit to move to a non-accessible Unit when a non-accessible Unit becomes available and another Tenant or prospective Tenant is in need of an accessible Unit. (b) During the Term, Borrower shall comply with the Marking Plan and Tenant Selection Plan approved by the County. (c) Any termination of a lease or refusal to renew a lease for a County Assisted Unit within the Development must be preceded by not less than sixty (60) days written notice to the Tenant by Borrower specifying the grounds for the action. ARTICLE 5 PROPERTY MANAGEMENT AND MAINTENANCE 5.1 Management Responsibilities. Borrower is responsible for all management functions with respect to the Development, including without limitation the selection of Tenants, October 17, 2017 Contra Costa County Board of Supervisors 1249 14 863\102\2177374.2 certification and recertification of household size and income, evictions, collection of rents and deposits, maintenance, landscaping, routine and extraordinary repairs, replacement of capital items, and security. The County has no responsibility for management of the Development. Borrower shall retain a professional property management company approved by the County in its reasonable discretion to perform Borrower's management duties hereunder. An on-site property manager is also required. 5.2 Management Agent. Borrower shall cause the Development to be managed by an experienced management agent reasonably acceptable to the County, with a demonstrated ability to operate residential facilities like the Development in a manner that will provide decent, safe, and sanitary housing (the "Management Agent"). The County has approved the John Stewart Company as the Management Agent. Borrower shall submit for the County's approval the identity of any proposed subsequent management agent. Borrower shall also submit such additional information about the background, experience and financial condition of any proposed management agent as is reasonably necessary for the County to determine whether the proposed management agent meets the standard for a qualified management agent set forth above. If the proposed management agent meets the standard for a qualified management agent set forth above, the County shall approve the proposed management agent by notifying Borrower in writing. Unless the proposed management agent is disapproved by the County within thirty (30) days, which disapproval is to state with reasonable specificity the basis for disapproval, it shall be deemed approved. 5.3 Periodic Performance Review. The County reserves the right to conduct an annual (or more frequently, if deemed necessary by the County) review of the management practices and financial status of the Development. The purpose of each periodic review will be to enable the County to determine if the Development is being operated and managed in accordance with the requirements and standards of this County Regulatory Agreement. Borrower shall cooperate with the County in such reviews. 5.4 Replacement of Management Agent. If, as a result of a periodic review, the County determines in its reasonable judgment that the Development is not being operated and managed in accordance with any of the material requirements and standards of this County Regulatory Agreement, the County shall deliver notice to Borrower of its intention to cause replacement of the Management Agent, including the reasons therefor. Within fifteen (15) days after receipt by Borrower of such written notice, the County staff and Borrower shall meet in good faith to consider methods for improving the financial and operating status of the Development, including, without limitation, replacement of the Management Agent. If, after such meeting, County staff recommends in writing the replacement of the Management Agent, Borrower shall promptly dismiss the then-current Management Agent, and shall appoint as the Management Agent a person or entity meeting the standards for a management agent set forth in Section 5.2 above and approved by the County pursuant to Section 5.2 above. Any contract for the operation or management of the Development entered into by Borrower shall provide that the Management Agent may be dismissed and the contract terminated as set forth above. Failure to remove the Management Agent in accordance with the October 17, 2017 Contra Costa County Board of Supervisors 1250 15 863\102\2177374.2 provisions of this Section constitutes a default under this County Regulatory Agreement, and the County may enforce this provision through legal proceedings as specified in Section 6.5 below. 5.5 Approval of Management Policies. Borrower shall submit its written management policies with respect to the Development to the County for its review, and shall amend such policies in any way necessary to ensure that such policies comply with the provisions of this County Regulatory Agreement. 5.6 Property Maintenance. (a) Borrower shall maintain, for the entire Term of this County Regulatory Agreement, all interior and exterior improvements, including landscaping in decent, safe and sanitary condition, and in good condition and repair, in accordance with the maintenance standards provided by the County (the "Maintenance Standards"). Borrower shall cause the Development to be: (i) maintained in accordance with all applicable laws, rules, ordinances, orders and regulations of all federal, state, county, municipal, and other governmental agencies and bodies having or claiming jurisdiction and all their respective departments, bureaus, and officials; and (ii) free of all health and safety defects. Borrower shall correct any life-threatening maintenance deficiencies, including those set forth in the Maintenance Standards immediately upon notification. (b) At the beginning of each year of the Term, Borrower shall certify to the County that the Development is in compliance with the Maintenance Standards. 5.7 Property Inspections. (a) On-Site Physical Inspections. The County will perform on-site inspections of the Development during the Term to ensure compliance with the Maintenance Standards. The County will perform an on-site inspection within twelve months after completion of construction of the Development and at least once every three (3) years during the Term. If the Development is found to have health and safety violations, the County may perform more frequent inspections. Borrower shall cooperate in such inspections. (b) Violation of Maintenance Standards. If after an inspection, the County determines that Borrower is in violation of the Maintenance Standards, the County will provide Borrower a written report of the violations. Borrower shall correct the violations set forth in the report provided to Borrower by County. The County will perform a follow-up inspection to verify that the violations have been corrected. If such violations continue for a period of ten (10) days after delivery of the report to Borrower by the County with respect to graffiti, debris, waste material, and general maintenance, or thirty (30) days after delivery of the report to Borrower by the County with respect to landscaping and building improvements, then the County, in addition to whatever other remedy it may have at law or in equity, has the right to enter upon the Property and perform or cause to be performed all such acts and work necessary to cure the violation. Pursuant to such right of entry, the County is permitted (but is not required) to enter upon the Property and to perform all acts and work necessary to protect, maintain, and preserve the improvements and landscaped areas on the Property, and to attach a lien on the Property, or to assess the Property, in the amount of the expenditures arising from October 17, 2017 Contra Costa County Board of Supervisors 1251 16 863\102\2177374.2 such acts and work of protection, maintenance, and preservation by the County and/or costs of such cure, which amount Borrower shall promptly pay to the County upon demand. ARTICLE 6 MISCELLANEOUS 6.1 Nondiscrimination. (a) All of the Units must be available for occupancy on a continuous basis to members of the general public who are income eligible. Borrower may not give preference to any particular class or group of persons in renting or selling the Units, except to the extent that the Units are required to be leased to income eligible households pursuant to this County Regulatory Agreement and the HOME/HOPWA Regulatory Agreement. Borrower herein covenants by and for Borrower, assigns, and all persons claiming under or through Borrower, that there exist no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, sexual orientation, marital status, national origin, source of income (e.g., SSI), ancestry, age, familial status (except for lawful senior housing in accordance with state and federal law), or disability, in the leasing, subleasing, transferring, use, occupancy, tenure, or enjoyment of any unit nor will Borrower or any person claiming under or through Borrower, 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 of any unit or in connection with the employment of persons for the construction, operation and management of any unit. (b) Borrower shall accept as Tenants, on the same basis as all other prospective Tenants, persons who are recipients of federal certificates for rent subsidies pursuant to the existing housing program under Section 8 of the United States Housing Act, or its successor. Borrower may not apply selection criteria to Section 8 certificate or voucher holders that is more burdensome than criteria applied to all other prospective Tenants, nor will Borrower apply or permit the application of management policies or lease provisions with respect to the Development which have the effect of precluding occupancy of units by such prospective Tenants. 6.2 Application of Provisions. The provisions of this County Regulatory Agreement apply to the Property for the entire Term even if the Combined County Loan is paid in full prior to the end of the Term. This County Regulatory Agreement binds any successor, heir or assign of Borrower, whether a change in interest occurs voluntarily or involuntarily, by operation of law or otherwise, except as expressly released by the County. The County is making the Combined County Loan on the condition, and in consideration of, this provision, and would not do so otherwise. 6.3 Notice of Expiration of Term. (a) At least six (6) months prior to the expiration of the Term, Borrower shall provide by first-class mail, postage prepaid, a notice to all Tenants containing (i) the anticipated October 17, 2017 Contra Costa County Board of Supervisors 1252 17 863\102\2177374.2 date of the expiration of the Term, (ii) any anticipated increase in Rent upon the expiration of the Term, (iii) a statement that a copy of such notice will be sent to the County, and (iv) a statement that a public hearing may be held by the County on the issue and that the Tenant will receive notice of the hearing at least fifteen (15) days in advance of any such hearing. Borrower shall also file a copy of the above-described notice with the County Assistant Deputy Director, Department of Conservation and Development. (b) In addition to the notice required above, Borrower shall comply with the requirements set forth in California Government Code Sections 65863.10 and 65863.11. Such notice requirements include: (i) a twelve (12) month notice to existing tenants, prospective tenants and Affected Public Agencies (as defined in California Government Code Section 65863.10(a)) prior to the expiration of the Term, (ii) a six (6) month notice requirement to existing tenants, prospective tenants and Affected Public Agencies prior to the expiration of the Term; (iii) a notice of an offer to purchase the Development to "qualified entities" (as defined in California Government Code Section 65863.11(d)), if the Development is to be sold within five (5) years of the end of the Term; (iv) a notice of right of first refusal within the one hundred eighty (180) day period that qualified entities may purchase the Development. 6.4 Covenants to Run With the Land. The County and Borrower hereby declare their express intent that the covenants and restrictions set forth in this County Regulatory Agreement run with the land, and bind all successors in title to the Property, provided, however, that on the expiration of the Term said covenants and restrictions expire. Each and every contract, deed or other instrument hereafter executed covering or conveying the Property or any portion thereof, is to be held conclusively to have been executed, delivered and accepted subject to the covenants and restrictions, regardless of whether such covenants or restrictions are set forth in such contract, deed or other instrument, unless the County expressly releases such conveyed portion of the Property from the requirements of this County Regulatory Agreement. 6.5 Enforcement by the County. If Borrower fails to perform any obligation under this County Regulatory Agreement, and fails to cure the default within thirty (30) days after the County has notified Borrower in writing of the default or, if the default cannot be cured within thirty (30) days, fails to commence to cure within thirty (30) days and thereafter diligently pursue such cure and complete such cure within sixty (60) days, the County may enforce this County Regulatory Agreement by any or all of the following actions, or any other remedy provided by law: (a) Calling the Combined County Loan. The County may declare a default under the Loan Documents, accelerate the indebtedness evidenced by the Loan Documents, and proceed with foreclosure under the Deed of Trust. (b) Action to Compel Performance or for Damages. The County may bring an action at law or in equity to compel Borrower's performance of its obligations under this County Regulatory Agreement, and may seek damages. (c) Remedies Provided Under Loan Documents. The County may exercise any other remedy provided under the Loan Documents. October 17, 2017 Contra Costa County Board of Supervisors 1253 18 863\102\2177374.2 The County shall provide notice of a default to Borrower's limited partner in the manner set forth in Section 6.5 of the Loan Agreement. 6.6 Attorneys' Fees and Costs. In any action brought to enforce this County Regulatory Agreement, the prevailing party must be entitled to all costs and expenses of suit, including reasonable attorneys' fees. This section must be interpreted in accordance with California Civil Code Section 1717 and judicial decisions interpreting that statute. 6.7 Recording and Filing. The County and Borrower shall cause this County Regulatory Agreement, and all amendments and supplements to it, to be recorded in the Official Records of the County of Contra Costa. 6.8 Governing Law. This County Regulatory Agreement is governed by the laws of the State of California. 6.9 Waiver of Requirements. Any of the requirements of this County Regulatory Agreement may be expressly waived by the County in writing, but no waiver by the County of any requirement of this County Regulatory Agreement extends to or affects any other provision of this County Regulatory Agreement, and may not be deemed to do so. 6.10 Amendments. This County Regulatory Agreement may be amended only by a written instrument executed by all the parties hereto or their successors in title that is duly recorded in the official records of the County of Contra Costa. 6.11 Notices. Any notice requirement set forth herein will be deemed to be satisfied three (3) days after mailing of the notice first-class United States certified mail, postage prepaid, addressed to the appropriate party as follows: County: County of Contra Costa Department of Conservation and Development 30 Muir Road Martinez, CA 94553 Attn: Assistant Deputy Director Borrower: Carena Associates, L.P. c/o Resources for Community Development 2220 Oxford Street Berkeley, California 94704 Attention: Executive Director Investor Limited Partner: Bank of America, N.A. Community Development Banking Group 520 Newport Center Drive, Suite 1100 Newport Beach, California 92660 Mail Code: CA6-814-11-03 Attention: Casey Carpenter October 17, 2017 Contra Costa County Board of Supervisors 1254 19 863\102\2177374.2 Facsimile: (415) 343-9069 And: Banc of America CDC Special Holding Company, Inc. 100 N. Tryon Street Charlotte, NC 28255-0001 Attn: Nicole Baldon, VP, Tax Credit Equity Tel: (908) 388-1017 Email: Nicole.baldon@baml.com And: Buchalter, a Professional Corporation 1000 Wilshire Boulevard, Suite 1500 Los Angeles, CA 90017 Attn: Michael A. Williamson, Esq. Facsimile: (213) 630-5799 Matter No: B0965-0341 Such addresses may be changed by notice to the other party given in the same manner as provided above. 6.12 Severability. If any provision of this County Regulatory Agreement is determined by a court of competent jurisdiction to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining portions of this County Regulatory Agreement will not in any way be affected or impaired thereby. 6.13 Multiple Originals; Counterparts. This County Regulatory Agreement may be executed in multiple originals, each of which is deemed to be an original, and may be signed in counterparts. 6.14 Revival of Agreement after Foreclosure. In the event there is a foreclosure of the Property, this County Regulatory Agreement will revive according to its original terms if, during the Term, the owner of record before the foreclosure, or deed in lieu of foreclosure, or any entity that includes the former owner or those with whom the former owner has or had family or business ties, obtains an ownership interest in the Development or Property. 6.15 County Regulatory Agreement. The County and Borrower are entering into this County Regulatory Agreement concurrently with the HOME/HOPWA Regulatory Agreement. The HOME/HOPWA Regulatory Agreement as it applies to the HOME/HOPWA-Assisted Units will be in effect for twenty-one (21) years from the Completion Date (the "HOME Term") and include HOME and HOPWA requirements applicable to the use of HOME Funds and HOPWA Funds. Compliance with the terms of the HOME/HOPWA Regulatory Agreement will be deemed compliance with this County Regulatory Agreement during the Term as it applies to the HOME/HOPWA-Assisted Units. In the event of a conflict between the HOME/HOPWA Regulatory Agreement and this County Regulatory Agreement during the HOME Term as it applies to the HOME/HOPWA-Assisted Units, the terms of the HOME/HOPWA Regulatory October 17, 2017 Contra Costa County Board of Supervisors 1255 20 863\102\2177374.2 Agreement will prevail. [remainder of page intentionally left blank] October 17, 2017 Contra Costa County Board of Supervisors 1256 21 Signature page Riley County Regulatory Agreement 863\102\2177374.2 WHEREAS, this County Regulatory Agreement has been entered into by the undersigned as of the date first written above. COUNTY: COUNTY OF CONTRA COSTA, a political subdivision of the State of California By: __________________ John Kopchik Director, Department of Conservation and Development Approved as to form: SHARON L. ANDERSON County Counsel By: Kathleen Andrus Deputy County Counsel BORROWER: Carena Associates, L.P., a California limited partnership By: RCD GP LLC, a California limited liability company, its general partner By: Resources for Community Development, a California nonprofit public benefit corporation, its sole member/manager By:_______________________ Daniel Sawislak, Executive Director October 17, 2017 Contra Costa County Board of Supervisors 1257 863\102\2177374.2 STATE OF CALIFORNIA ) ) 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. ______________________________________ Name: ______________________________ Notary Public 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. October 17, 2017 Contra Costa County Board of Supervisors 1258 863\102\2177374.2 STATE OF CALIFORNIA ) ) 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. ______________________________________ Name: ______________________________ Notary Public 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. October 17, 2017 Contra Costa County Board of Supervisors 1259 A-1 863\102\2177374.2 EXHIBIT A Legal Description (Riley Court) The land is situated in the State of California, County of Contra Costa, and is described as follows: October 17, 2017 Contra Costa County Board of Supervisors 1260 1 863\102\2163153.3 ASSIGNMENT, ASSUMPTION, AND CONSENT AGREEMENT (Riley Court) THIS ASSIGNMENT, ASSUMPTION, AND CONSENT AGREEMENT (the "Agreement") is dated October____, 2017 and is by and among the County of Contra Costa, a political subdivision of the State of California (the "County"), Resources for Community Development, a California Nonprofit Public Benefit Corporation (the "Seller"), and Carena Associates, L.P., a California limited partnership (the "Buyer"). RECITALS A. Seller is the owner of that certain real property located at 2050, 2051, and 2061 Riley Court in the City of Concord, County of Contra Costa, State of California (the "Riley Property"). The Riley Property has been improved with forty-eight (48) units of multifamily housing and accompanying structures (the "Riley Improvements"). B. The County previously provided the following loans to the Seller: (i) a loan of Three Hundred Forty Two Thousand Dollars ($342,000) in Home Investment Partnerships Act funds from the United States Department of Housing and Urban Development ("HUD") pursuant to the Cranston-Gonzales National Housing Act of 1990, and (ii) a loan of Five Hundred Thirty Thousand Dollars ($530,000) in Housing Opportunities for Persons with AIDS Program funds from HUD (collectively, the "Original Riley Loan"). C. The Buyer desires to acquire the Riley Property from the Seller and to assume the Seller's obligations under the Original Riley Loan. Furthermore, the Riley Improvements are in need of rehabilitation which will require additional financing. In support of the rehabilitation of the Riley Property and the concurrent rehabilitation of (i) fifty-one (51) units of affordable housing located at 2501, 2513, 2525, 2530, 2531, 2536, 2537, 2549, 2554, 2555, and 2566 Camara Circle in the City of Concord (the "Camara Property"), and (ii) forty-eight (48) units of affordable housing located at 2050, 2051, and 2061 Riley Court in the City of Concord (the "Elaine Null Property"), both of which are being acquired by the Buyer at the same time it acquires the Riley Property, the County has agreed to restructure the Original Riley Loan, as well as the existing financing associated with the Camara Property and the Elaine Null Property, and to provide new financing to the Buyer (collectively, the "New Financing"). D. The transfer all of the Seller's rights, title, and interest in the Riley Property to the Buyer (the "Transfer"), and the assignment of the Original Riley Loan to the Buyer require the County's consent. E. Concurrent with the Transfer and the assignment and assumption of the Original Riley Loan, the documents evidencing the Original Riley Loan will be terminated and replaced with new loan documents evidencing the New Financing as detailed in a loan agreement to be executed by the County and the Buyer (the "County Loan Agreement"). October 17, 2017 Contra Costa County Board of Supervisors 1261 2 863\102\2163153.3 NOW, THEREFORE, in consideration of the mutual benefits accruing to the parties hereto and other valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: AGREEMENT 1. Representations of Seller. Seller represents and warrants that: a. It has not previously assigned, pledged, hypothecated or otherwise transferred any of its rights, title, or interest in or obligations in the Original Riley Loan. b. It has received the consent of all other existing lenders on the Riley Property to the transfer of the Riley Property, and the assignment and assumptions contemplated by this Agreement and that such actions will not constitute a default under any of such lenders' loan documents. c. No event has occurred and is continuing which would constitute a default and no event has occurred and is continuing which, with notice or the passage of time or both, would be an event of default under any of the documents evidencing the Original Riley Loan. 2. Consent to Transfer of Property. Subject to the Buyer's execution of the County Loan Agreement in a form satisfactory to the County, the County consents to the Transfer. 3. Assignment of Original Riley Loan. a. Assignment. The Seller hereby assigns to the Buyer all of the Seller's rights, title, and interest in and obligations under the Original Riley Loan (the "Assignment"). b. Assumption. The Buyer hereby accepts the Assignment and assumes the Seller's obligation to repay the Original Riley Loan, in accordance with the terms of a promissory note from the Buyer to the County to be executed concurrently with the County Loan Agreement. c. County Consent. Subject to the Buyer's execution of the County Loan Agreement in a form satisfactory to the County, the County consents to the Assignment. 4. Title of Parts and Sections. Any titles of the sections or subsections of this Agreement are inserted for convenience of reference only and are to be disregarded in interpreting any part of the Agreement's provisions. 5. Attorneys' Fees Enforcement. If any attorney is engaged by any party hereto to enforce or defend any provision of this Agreement, the prevailing party or parties are entitled to costs and reasonable attorneys' fees. October 17, 2017 Contra Costa County Board of Supervisors 1262 3 863\102\2163153.3 6. Successors and Assigns. This Agreement binds and inures to the benefit of the legal representatives, heirs, successors and assigns of the parties. 7. California Law. The laws of the State of California govern all matters arising out of this Agreement. 8. Counterparts. This Agreement may be signed by the different parties hereto in counterparts, each of which is deemed an original but all of which together constitute one and the same agreement. Remainder of Page Left Intentionally Blank October 17, 2017 Contra Costa County Board of Supervisors 1263 Signature Page County Riley Assignment Agreement 4 863\102\2163153.3 IN WITNESS WHEREOF, the parties have executed this Agreement as of the day first above written. THE SELLER: Resources for Community Development, a California nonprofit public benefit corporation By:_________________________ Daniel Sawislak, Executive Director BUYER: Carena Associates, L.P., a California limited partnership By: RCD GP LLC, a California limited liability company, its general partner By: Resources for Community Development, a California nonprofit public benefit corporation its sole member/manager By:_________________________ Daniel Sawislak, Executive Director October 17, 2017 Contra Costa County Board of Supervisors 1264 Signature Page County Riley Assignment Agreement 5 863\102\2163153.3 COUNTY: COUNTY OF CONTRA COSTA, a political subdivision of the State of California By:_____________________________ John Kopchik Director, Department of Conservation and Development APPROVED AS TO FORM: SHARON L. ANDERSON County Counsel By: ______________________________ Kathleen Andrus Deputy County Counsel October 17, 2017 Contra Costa County Board of Supervisors 1265 863\102\2185167.2 1 PROMISSORY NOTE (Restructured Camara Circle Loan) $________ Martinez, California October ___, 2017 FOR VALUE RECEIVED, the undersigned Carena Associates, L.P., a California limited partnership ("Borrower") hereby promises to pay to the order of the County of Contra Costa, a political subdivision of the State of California ("Holder"), the principal amount of __________________ Dollars ($_______) plus interest thereon pursuant to Section 2 below. This Promissory Note (the "Note") replaces in its entirety the following promissory note executed Camara Housing Associates L.P., a California limited partnership for the benefit of Holder: promissory note dated July 25, 2000, evidencing the obligation to pay the amount of Eight Hundred Fifty Thousand Dollars ($850,000) of HOME Funds (the "Original Note"). All disbursements under the Original Note will be deemed to be disbursed under this Note. Upon execution of this Note by Borrower, the Original Note will automatically terminate and will be returned to Borrower by the Holder. All capitalized terms used but not defined in this Note have the meanings set forth in the Development Loan Agreement between Borrower and Holder of even date herewith (the "Loan Agreement"). 1. Borrower's Obligation. This Note evidences Borrower's obligation to repay Holder the principal amount of ____________________ Dollars ($______________) with interest for the funds loaned to Borrower by Holder pursuant to the Loan Agreement. 2. Interest. (a) Subject to the provisions of Subsection (b) below, the Restructured Camara Loan bears interest from the date of this Note at ______________%, compounding annually, until full repayment of the outstanding balance of the Restructured Camara Loan. It is the intent that the interest rate stated in this Section 2(a) is the Applicable Federal Rate applicable to long-term loans with annual compounding, as calculated in accordance with Internal Revenue Code Section 1274(d) as of the date of this Note. (b) If an Event of Default occurs, interest will accrue on all amounts due under this Note at the Default Rate until such Event of Default is cured by Borrower or waived by Holder. 3. Term and Repayment Requirements. Principal and interest under this Note is due and payable as set forth in Section 2.10 of the Loan Agreement. The unpaid principal balance hereunder, together with accrued interest thereon, is due and payable no later than the date that is the fifty-fifth (55th) anniversary of the Completion Date; provided, however, if a record of the Completion Date cannot be located or established, the Loan is due and payable on the fifty- seventh (57th) anniversary of the date of this Note. October 17, 2017 Contra Costa County Board of Supervisors 1266 863\102\2185167.2 2 4. No Assumption. This Note is not assumable by the successors and assigns of Borrower without the prior written consent of Holder, except as provided in the Loan Agreement. 5. Security. This Note, with interest, is secured by the Deed of Trust. Upon execution, the Deed of Trust will be recorded in the official records of Contra Costa County, California. Upon recordation of the Deed of Trust, this Note will become nonrecourse to Borrower, pursuant to and except as provided in Section 2.12 of the Loan Agreement which Section 2.12 is hereby incorporated into this Note. The terms of the Deed of Trust are hereby incorporated into this Note and made a part hereof. 6. Terms of Payment. (a) Borrower shall make all payments due under this Note in currency of the United States of America to Holder at Department of Conservation and Development, 30 Muir Road, Martinez, CA 94553, Attention: Assistant Deputy Director, or to such other place as Holder may from time to time designate. (b) All payments on this Note are without expense to Holder. Borrower shall pay all costs and expenses, including re-conveyance fees and reasonable attorney's fees of Holder, incurred in connection with the enforcement of this Note and the release of any security hereof. (c) Notwithstanding any other provision of this Note, or any instrument securing the obligations of Borrower under this Note, if, for any reason whatsoever, the payment of any sums by Borrower pursuant to the terms of this Note would result in the payment of interest that exceeds the amount that Holder may legally charge under the laws of the State of California, then the amount by which payments exceed the lawful interest rate will automatically be deducted from the principal balance owing on this Note, so that in no event is Borrower obligated under the terms of this Note to pay any interest that would exceed the lawful rate. (d) The obligations of Borrower under this Note are absolute and Borrower waives any and all rights to offset, deduct or withhold any payments or charges due under this Note for any reason whatsoever. 7. Event of Default; Acceleration. (a) Upon the occurrence of an Event of Default, the entire unpaid principal balance, together with all interest thereon, and together with all other sums then payable under this Note and the Deed of Trust will, at the option of Holder, become immediately due and payable without further demand. (b) Holder's failure to exercise the remedy set forth in Subsection 7(a) above or any other remedy provided by law upon the occurrence of an Event of Default does not constitute a waiver of the right to exercise any remedy at any subsequent time in respect to the same or any other Event of Default. The acceptance by Holder of any payment that is less than October 17, 2017 Contra Costa County Board of Supervisors 1267 863\102\2185167.2 3 the total of all amounts due and payable at the time of such payment does not constitute a waiver of the right to exercise any of the foregoing remedies or options at that time or at any subsequent time, or nullify any prior exercise of any such remedy or option, without the express consent of Holder, except as and to the extent otherwise provided by law. 8. Waivers. (a) Borrower hereby waives diligence, presentment, protest and demand, and notice of protest, notice of demand, notice of dishonor and notice of non-payment of this Note. Borrower expressly agrees that this Note or any payment hereunder may be extended from time to time, and that Holder may accept further security or release any security for this Note, all without in any way affecting the liability of Borrower. (b) Any extension of time for payment of this Note or any installment hereof made by agreement of Holder with any person now or hereafter liable for payment of this Note must not operate to release, discharge, modify, change or affect the original liability of Borrower under this Note, either in whole or in part. 9. Miscellaneous Provisions. (a) All notices to Holder or Borrower are to be given in the manner and at the addresses set forth in the Loan Agreement, or to such addresses as Holder and Borrower may therein designate. (b) Borrower promises to pay all costs and expenses, including reasonable attorney's fees, incurred by Holder in the enforcement of the provisions of this Note, regardless of whether suit is filed to seek enforcement. (c) This Note is governed by the laws of the State of California. (d) The times for the performance of any obligations hereunder are to be strictly construed, time being of the essence. (e) The Loan Documents, of which this Note is a part, contain the entire agreement between the parties as to the Loan. This Note may not be modified except upon the written consent of the parties. signature on following page October 17, 2017 Contra Costa County Board of Supervisors 1268 Signature page Restructured Original Camara Note 863\102\2185167.2 4 IN WITNESS WHEREOF, Borrower is executing this Promissory Note as of the day and year first above written. Carena Associates, L.P., a California limited partnership By: RCD GP LLC, a California limited liability company, its general partner By: Resources for Community Development, a California nonprofit public benefit corporation its sole member/manager By:__________________________________ Daniel Sawislak, Executive Director October 17, 2017 Contra Costa County Board of Supervisors 1269 1 863\102\2176629.3 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: Contra Costa County Department of Conservation and Development 30 Muir Road Martinez, CA 94553 Attn: Assistant Deputy Director No fee for recording pursuant to Government Code Section 27383 __________________________________________________________________________ COUNTY REGULATORY AGREEMENT AND DECLARATION OF RESTRICTIVE COVENANTS Carena Apartments (Camara Existing Loan Funds) This County Regulatory Agreement and Declaration of Restrictive Covenants (the "County Regulatory Agreement") is dated October _____, 2017 and is between the County of Contra Costa, a political subdivision of the State of California (the "County"), and Carena Associates, L.P., a California limited partnership ("Borrower"). RECITALS A. Defined terms used but not defined in these recitals are as defined in Article 1 of this County Regulatory Agreement. B. The County has received Home Investment Partnerships Act ("HOME") funds from the United States Department of Housing and Urban Development ("HUD") pursuant to the Cranston-Gonzales National Housing Act of 1990 ("HOME Funds"). The HOME Funds must be used by the County in accordance with 24 C.F.R. Part 92. C. Borrower intends to purchase that certain real property located at 2501, 2513, 2525, 2530,2531,2536,2537, 2549, 2554, 2555, 2566 Camara Circle in the City of Concord, County of Contra Costa, State of California, as more particularly described in Exhibit A (the "Property") from Camara Housing Associates, a California limited partnership (the "Seller"). Borrower intends to rehabilitate the existing fifty-one (51) housing units located on the Property, with fifty (50) units for rental to extremely, very low and low income households, and one (1) manager's unit. Together the Property and its improvements are the "Development". D. Pursuant to a Development Loan Agreement of even date herewith between the County and Borrower (the "Loan Agreement"), the County is lending Borrower ______________ Dollars (the "Combined County Loan") to assist in the rehabilitation of the Development, and the concurrent rehabilitation of (i) fourteen (14) units of affordable housing October 17, 2017 Contra Costa County Board of Supervisors 1270 2 863\102\2176629.3 located at 112 Alves Lane and 300-310 Water Street, in the City of Bay Point (the "Elaine Null Property"), and (ii) forty-eight (48) units of affordable housing located at 2050, 2051, and 2061 Riley Court in the City of Concord (the "Riley Property"). The Development, the Elaine Null Property, and the Riley Property are collectively referred to as the "Carena Development." The Combined County Loan includes restructured existing financing associated with the Carena Development, as well as new financing, to assist in the rehabilitation of the Carena Development. E. The Combined County Loan includes Eight Hundred Fifty Thousand Dollars ($850,000) of HOME Funds previously loaned by the County to the Seller and assumed by Borrower. F. In addition to the Loan Agreement, the Combined County Loan is evidenced by the following documents: (i) a deed of trust with assignment of rents, security agreement, and fixture filing of even date herewith, among Borrower, as trustor, North American Title Company, as trustee, and the County, as beneficiary; (ii) an intercreditor agreement of even date herewith among the City, the County, and Borrower; (iii) five (5) promissory notes executed by Borrower of even date herewith, for the existing loan portions of the Combined County Loan assumed by Borrower, and newly funded portions of the Combined County Loan; (iv) a notice of affordability restrictions on transfer of property of even date herewith between the County and Borrower associated with the Housing Funds which is to be recorded against the Elaine Null Property, and (v) five (5) regulatory agreements associated with the Development, the Elaine Null Property, and the Riley Property, including this Agreement, executed by Borrower of even date herewith, (collectively, the "Loan Documents"). The Loan Documents are described in more detail in the Loan Agreement. G. The County has the authority to lend the Combined County Loan to Borrower pursuant to Government Code Section 26227, which authorizes counties to spend county funds for programs that will further a county's public purposes. In addition, the County has the authority to loan the HOME Funds pursuant to 24 C.F.R. 92.205. H. The County has agreed to make the Combined County Loan on the condition that Borrower maintain and operate the Development in accordance with restrictions set forth in this County Regulatory Agreement and the County Regulatory Agreement, and in the related documents evidencing the Combined County Loan. Eleven (11) of the Units are restricted by the County pursuant to this County Regulatory Agreement. I. This County Regulatory Agreement supersedes in its entirety the Regulatory Agreement and Declaration of Restrictive Covenants dated November 1, 2000, recorded against the Property on November 30, 2000, as Instrument No. 2000-0268404-00. J. In consideration of receipt of the Combined County Loan at an interest rate substantially below the market rate, Borrower agrees to observe all the terms and conditions set forth below. The parties therefore agree as follows: October 17, 2017 Contra Costa County Board of Supervisors 1271 3 863\102\2176629.3 AGREEMENT ARTICLE 1 DEFINITIONS 1.1 Definitions. The following terms have the following meanings: (a) "Actual Household Size" means the actual number of persons in the applicable household. (b) "Adjusted Income" means with respect to the Tenant of each County- Assisted Unit, the Tenant’s total anticipated annual income as defined in 24 CFR 5.609 and calculated pursuant to 24 CFR 5.611. (c) "Assumed Household Size" means the household size "adjusted for family size appropriate to the unit" as such term is defined in Health & Safety Code Section 50052.5(h). (d) "Carena Development" has the meaning set forth in Paragraph D of the Recitals. (e) "City" means the City of Concord, California, a municipal corporation. (f) "Combined County Loan" has the meaning set forth in Paragraph D of the Recitals. (g) "Completion Date" means the date a final certificate of occupancy, or equivalent document is issued by the City to certify that the Development may be legally occupied. (h) "County-Assisted Units" means the eleven (11) Units that are restricted to occupancy by Thirty Percent Income Households, Very Low Income Households, and Forty Percent Income Households, in compliance with Section 2.1 below. (i) "County Regulatory Agreement" has the meaning set forth in the first paragraph of this County Regulatory Agreement. (j) "Deed of Trust" means the Deed of Trust with Assignment of Rents, Security Agreement and Fixture Filing of even date herewith by and among Borrower, as trustor, North American Title Company, as trustee, and the County, as beneficiary, that encumbers the Property to secure repayment of the Combined County Loan and Borrower's performance of the Loan Documents. (k) "Development" has the meaning set forth in Paragraph C of the Recitals. October 17, 2017 Contra Costa County Board of Supervisors 1272 4 863\102\2176629.3 (l) "Elaine Null Property" has the meaning set forth in Paragraph D of the Recitals. (m) "Existing Tenants" means the tenants that occupy the County-Assisted Units on the date of Borrower's acquisition of the Property. (n) "Forty Percent Income Household" means a household with an Adjusted Income that does not exceed forty percent (40%) of Median Income, adjusted for Actual Household Size. (o) "Forty Percent Income Rent" means the maximum allowable rent for a Forty Percent Income Unit pursuant to Section 2.2(b) below. (p) "Forty Percent Income Units" means the Units which, pursuant to Section 2.1(b) below, are required to be occupied by Forty Percent Income Households. (q) "HOME" has the meaning set forth in Paragraph B of the Recitals. (r) "HOME Funds" has the meaning set forth in Paragraph B of the Recitals. (s) "Loan Agreement" has the meaning set forth in Paragraph D of the Recitals. (t) "Loan Documents" has the meaning set forth in Paragraph F of the Recitals. (u) "Low Income Household" means a Tenant with an Adjusted Income that does not exceed eighty percent (80%) of Median Income, with adjustments for smaller and larger families, except that HUD may establish income ceilings higher or lower than eighty percent (80%) of Median Income on the basis of HUD findings that such variations are necessary because of prevailing levels of construction costs or fair market rents, or unusually high or low family incomes. (v) "Maintenance Standards" has the meaning set forth in Section 5.6 (a). (w) "Marketing Plan" has the meaning set forth in Section 4.3(a). (x) "Median Income" means the median gross yearly income, adjusted for Actual Household Size as specified herein, in the County of Contra Costa, California, as published from time to time by HUD. In the event that such income determinations are no longer published, or are not updated for a period of at least eighteen (18) months, the County shall provide Borrower with other income determinations that are reasonably similar with respect to methods of calculation to those previously published by HUD. (y) "Property" has the meaning set forth in Paragraph C of the Recitals. October 17, 2017 Contra Costa County Board of Supervisors 1273 5 863\102\2176629.3 (z) "Rent" means the total monthly payments by the Tenant of a Unit for the following: use and occupancy of the Unit and land and associated facilities; any separately charged fees or service charges assessed by Borrower which are customarily charged in rental housing and required of all Tenants, other than security deposits; an allowance for the cost of an adequate level of service for utilities paid by the Tenant, including garbage collection, sewer, water, electricity, gas and other heating, cooking and refrigeration fuel, but not telephone service or cable TV; and any other interest, taxes, fees or charges for use of the land or associated facilities and assessed by a public or private entity other than Borrower, and paid by the Tenant. (aa) "Riley Property" has the meaning set forth in Paragraph D of the Recitals. (bb) "Seller" has the meaning set forth in Paragraph C of the Recitals. (cc) "Tenant" means the tenant household that occupies a Unit in the Development. (dd) "Tenant Selection Plan" has the meaning set forth in Section 4.3(b). (ee) "Term" means the term of this County Regulatory Agreement which commences as of the date of this County Regulatory Agreement, and unless sooner terminated pursuant to the terms of this County Regulatory Agreement, expires on the fifty-fifth (55th) anniversary of the Completion Date; provided, however, if a record of the Completion Date cannot be located or established, the Term will expire on the fifty-seventh (57th) anniversary of this County Regulatory Agreement. (ff) "Thirty Percent Income Household" means a household with an Adjusted Income that does not exceed thirty percent (30%) of Median Income, adjusted for Actual Household Size. (gg) "Thirty Percent Income Rent" means the maximum allowable rent for a Thirty Percent Income Unit pursuant to Section 2.2(a) below. (hh) "Thirty Percent Income Units" means the Units which, pursuant to Section 2.1(a) below, are required to be occupied by Thirty Percent Income Households. (ii) "Unit(s)" means one (1) or more of the units in the Development. (jj) "Very Low Income Household" means a household with an Adjusted Income that does not exceed fifty percent (50%) of Median Income, adjusted for Actual Household Size. (kk) "Very Low Income Rent" means the maximum allowable rent for a Very Low Income Unit pursuant to Section 2.2(c) below. October 17, 2017 Contra Costa County Board of Supervisors 1274 6 863\102\2176629.3 (ll) "Very Low Income Units" means the Units which, pursuant to Section 2.1(c) below, are required to be occupied by Very Low Income Households. ARTICLE 2 AFFORDABILITY AND OCCUPANCY COVENANTS 2.1 Occupancy Requirements. (a) Thirty Percent Income Units. During the Term Borrower shall cause three (3) Units to be rented to and occupied by or, if vacant, available for occupancy by, Thirty Percent Income Households. The Thirty Percent Income Units must be two bedroom Units. (b) Forty Percent Income Units. During the Term Borrower shall cause four (4) Units to be rented to and occupied by or, if vacant, available for occupancy by, Forty Percent Income Households. The Forty Percent Income Units must be two bedroom Units. (c) Very Low Income Units. During the Term Borrower shall cause four (4) Units to be rented to and occupied by or, if vacant, available for occupancy by, Very Low Income Households. The Very Low Income Units must be a two bedroom Units. (d) Intermingling of Units. Borrower shall cause the County-Assisted Units to be intermingled throughout the Development and of comparable quality to all other Units. All Tenants must have equal access to and enjoyment of all common facilities in the Development. (e) Disabled Persons Occupancy. Borrower shall cause the Development to be constructed and operated at all times in compliance with the applicable provisions of: (i) the Unruh Act, (ii) the California Fair Employment and Housing Act, (iii) Section 504 of the Rehabilitation Act of 1973, (iv) the United States Fair Housing Act, as amended, (v) the Americans With Disabilities Act of 1990, and (vi) Chapters 11A and 11B of Title 24 of the California Code of Regulations, which relate to disabled persons access (collectively, the "Accessibility Requirements"). In compliance with the Accessibility Requirements, if the rehabilitation is substantial as defined in 24 C.F.R. 8.23(a), a minimum of three (3) Units of all Units must be rehabilitated to be fully accessible to households with a mobility impaired member and an additional one (1) Unit of all Units must be rehabilitated to be fully accessible to hearing and/or visually impaired persons. Non-substantial alterations must comply with 24 C.F.R. 8.23(b) and other applicable Accessibility Requirements. In compliance with the Accessibility Requirements Borrower shall provide the County with a certification from the Development architect that to the best of the architect's knowledge, the Development complies with all federal and state accessibility requirements applicable to the Development. Borrower shall indemnify, protect, hold harmless and defend (with counsel reasonably satisfactory to the County) the County, and its board members, officers and employees, from all suits, actions, claims, causes of action, costs, demands, judgments and liens arising out of Borrower's failure to comply with the Accessibly Requirements. The provisions of this subsection will survive expiration of the Term or other termination of this County Regulatory Agreement, and remain in full force and effect. October 17, 2017 Contra Costa County Board of Supervisors 1275 7 863\102\2176629.3 (f) Existing Tenants. Borrower shall provide the County a written report of the income and rent amount of all Existing Tenants within thirty (30) days of acquisition of the Development. Concurrent with providing the report to the County, Borrower shall also provide a proposal regarding designation of Units as Thirty Percent Income Units, Forty Percent Income Units, and Very Low Income Units. Borrower shall not implement any rent increases for Existing Tenants upon acquisition of the Development without the approval of the County. Any Existing Tenant lawfully residing in the Development as of the date of this Agreement is entitled to remain a resident of the Development if such Tenant does not meet the income and other eligibility criteria of this Section 2.1. If and when such non-qualifying Existing Tenant voluntarily vacates the Unit, Borrower shall rent such Unit to a Thirty Percent Income Household, Forty Percent Income Household, or Very Low Income Household as necessary to meet the provisions of this Section. 2.2 Allowable Rent. (a) Thirty Percent Income Rent. Subject to the provisions of Section 2.4 below, the Rent paid by Tenants of Thirty Percent Income Units, may not exceed one-twelfth (1/12) of thirty percent (30%) of thirty percent (30%) of Median Income, adjusted for Assumed Household Size. (b) Forty Percent Income Rent. Subject to the provisions of Section 2.4 below, the Rent paid by Tenants of Forty Percent Income Units, may not exceed one-twelfth (1/12) of thirty percent (30%) of forty percent (40%) of Median Income, adjusted for Assumed Household Size. (c) Very Low Income Rent. Subject to the provisions of Section 2.4 below, the Rent paid by Tenants of Very Low Income Units may not exceed one-twelfth (1/12) of thirty percent (30%) of fifty percent (50%) of Median Income, adjusted for Assumed Household Size. (d) No Additional Fees. Borrower may not charge any fee, other than Rent, to any Tenant of the County-Assisted Units for any housing or other services provided by Borrower. 2.3 Rent Increases. (a) Rent Amount. The initial Rent for all County-Assisted Units must be approved by the County prior to occupancy. The County will provide Borrower with a schedule of maximum permissible Rents for the County-Assisted Units and the maximum monthly allowances for utilities and services (excluding telephone) annually. (b) Rent Increases. All Rent increases for all County-Assisted Units are subject to County approval. No later than sixty (60) days prior to the proposed implementation of any Rent increase affecting a County-Assisted Unit, Borrower shall submit to the County a schedule of any proposed increase in the Rent charged for County-Assisted Units. The Rent for the County-Assisted Units may be increased no more than once annually based upon the annual income certification described in Article 3. The County will disapprove a Rent increase if it violates the schedule of maximum permissible Rents for the County-Assisted Units provided to October 17, 2017 Contra Costa County Board of Supervisors 1276 8 863\102\2176629.3 Borrower by the County, or is greater than a 5% increase over the previous year's Rent, provided that the County may approve a request from Borrower for a rent increase greater than 5%, with a written explanation for the request from Borrower. Borrower shall give Tenants written notice at least thirty (30) days prior to any Rent increase, following completion of the County approval process set forth above. 2.4 Increased Income of Tenants. (a) Increased Income above Thirty Percent Income but below Low Income Limit. If, upon the annual certification of the income of a Tenant of a Thirty Percent Income Unit, Borrower determines that the income of the Tenant has increased above the qualifying limit for a Thirty Percent Income Household, but not above the qualifying income for a Low Income Household, the Tenant may continue to occupy the Unit and the Tenant's Rent will remain at the Thirty Percent Income Rent. Borrower shall then rent the next available Unit to a Thirty Percent Income Household to comply with the requirements of Section 2.1(a) above, at a Rent not exceeding the maximum Rent specified in Section 2.2(a), or re-designate another comparable Unit in the Development with a Thirty Percent Income Household a Thirty Percent Income Unit, to comply with the requirements of Section 2.1(a) above. Upon renting the next available Unit in accordance with Section 2.1(a) or re-designating another Unit in the Development as a Thirty Percent Income Unit, the Unit with the over-income Tenant will no longer be considered a County-Assisted Unit. (b) Increased Income above Forty Percent Income but below Low Income Limit. If, upon the annual certification of the income of a Tenant of a Forty Percent Income Unit, Borrower determines that the income of the Tenant has increased above the qualifying limit for a Forty Percent Income Household, but not above the qualifying income for a Low Income Household, the Tenant may continue to occupy the Unit and the Tenant's Rent will remain at the Forty Percent Income Rent. Borrower shall then rent the next available Unit to a Forty Percent Income Household to comply with the requirements of Section 2.1(b) above, at a Rent not exceeding the maximum Rent specified in Section 2.2(b), or re-designate another comparable Unit in the Development with a Forty Percent Income Household a Forty Percent Income Unit, to comply with the requirements of Section 2.1(b) above. Upon renting the next available Unit in accordance with Section 2.1(b) or re-designating another Unit in the Development as a Forty Percent Income Unit, the Unit with the over-income Tenant will no longer be considered a County-Assisted Unit. (c) Increased Income above Very Low Income but below Low Income Limit. If, upon the annual certification of the income of a Tenant of a Very Low Income Unit, Borrower determines that the income of the Tenant has increased above the qualifying limit for a Very Low Income Household, but not above the qualifying income for a Low Income Household, the Tenant may continue to occupy the Unit and the Tenant's Rent will remain at the Very Low Income Rent. Borrower shall then rent the next available Unit to a Very Low Income Household to comply with the requirements of Section 2.1(c) above, at a Rent not exceeding the maximum Rent specified in Section 2.2(c), or re-designate another comparable Unit in the Development with a Very Low Income Household a Very Low Income Unit, to comply with the requirements of Section 2.1(c) above. Upon renting the next available Unit in accordance with Section 2.1(c) October 17, 2017 Contra Costa County Board of Supervisors 1277 9 863\102\2176629.3 or re-designating another Unit in the Development as a Very Low Income Unit, the Unit with the over-income Tenant will no longer be considered a County-Assisted Unit. (d) Non-Qualifying Household. If, upon the annual certification of the income a Tenant of a County-Assisted Unit, Borrower determines that the Tenant’s income has increased above the qualifying limit for a Low Income Household, the Tenant may continue to occupy the Unit. Upon the expiration of such Tenant's lease, Borrower may: (1) With 60 days’ advance written notice, increase such Tenant’s Rent to the lesser of (i) one-twelfth (1/12) of thirty percent (30%) of the actual Adjusted Income of the Tenant, and (ii) the fair market rent, and (2) Rent the next available Unit to a Thirty Percent Income Household, Forty Percent Income Household, or Very Low Income Household, as applicable, to comply with the requirements of Section 2.1 above, at a Rent not exceeding the maximum Rent specified in Section 2.2, or designate another comparable Unit that is occupied by a Thirty Percent Income Household, Forty Percent Income Household, or Very Low Income Household, as applicable, as a County-Assisted Unit, to meet the requirements of Section 2.1 above. On the day that Borrower complies with Section 2.1 in accordance with this Section 2.4(d), the Unit with the over-income Tenant will no longer be considered a County-Assisted Unit. (e) Termination of Occupancy. Upon termination of occupancy of a County- Assisted Unit by a Tenant, such County-Assisted Unit will be deemed to be continuously occupied by a household of the same income level as the initial income level of the vacating Tenant, until such unit is reoccupied, at which time categorization of the County-Assisted Unit will be established based on the occupancy requirements of Section 2.1. ARTICLE 3 INCOME CERTIFICATION; REPORTING; RECORDS 3.1 Income Certification. Borrower shall obtain, complete, and maintain on file, within sixty (60) days before expected occupancy and annually thereafter, income certifications from each Tenant renting any of the County-Assisted Units. Borrower shall make a good faith effort to verify the accuracy of the income provided by the applicant or occupying household, as the case may be, in an income certification. To verify the information, Borrower shall take two or more of the following steps: (i) obtain a pay stub for the most recent pay period; (ii) obtain an income tax return for the most recent tax year; (iii) conduct a credit agency or similar search; (iv) obtain an income verification form from the applicant's current employer; (v) obtain an income verification form from the Social Security Administration and/or the California Department of Social Services if the applicant receives assistance from either of such agencies; or (vi) if the applicant is unemployed and does not have a tax return, obtain another form of independent verification. Where applicable, Borrower shall examine at least two (2) months of relevant source documentation. Copies of Tenant income certifications are to be available to the County upon request. October 17, 2017 Contra Costa County Board of Supervisors 1278 10 863\102\2176629.3 3.2 Reporting Requirements. (a) Borrower shall submit to the County within one hundred eighty (180) days after the Completion Date, and not later than forty-five (45) days after the close of each calendar year, or such other date as may be requested by the County, a report that includes the following data for each County-Assisted Unit: (i) Tenant income, (ii) the number of occupants, (iii) the Rent, (iv) the number of bedrooms, and (v) the initial address of each Tenant. To demonstrate continued compliance with Section 2.1 Borrower shall cause each annual report after the initial report to include a record of any subsequent Tenant substitutions and any vacancies in County- Assisted Units that have been filled. (b) Borrower shall submit to the County within forty-five (45) days after receipt of a written request, or such other time agreed to by the County, any other information or completed forms requested by the County in order to comply with reporting requirements of HUD, the State of California, and the County. 3.3 Tenant Records. Borrower shall maintain complete, accurate and current records pertaining to income and household size of Tenants. All Tenant lists, applications and waiting lists relating to the Development are to be at all times: (i) separate and identifiable from any other business of Borrower, (ii) maintained as required by the County, in a reasonable condition for proper audit, and (iii) subject to examination during business hours by representatives of the County. Borrower shall retain copies of all materials obtained or produced with respect to occupancy of the Units for a period of at least five (5) years. The County may examine and make copies of all books, records or other documents of Borrower that pertain to the Development. 3.4 Development Records. (a) Borrower shall keep and maintain at the principal place of business of the Borrower set forth in Section 6.11 below, or elsewhere with the County's written consent, full, complete and appropriate books, records and accounts relating to the Development. Borrower shall cause all books, records and accounts relating to its compliance with the terms, provisions, covenants and conditions of the Loan Documents to be kept and maintained in accordance with generally accepted accounting principles consistently applied, and to be consistent with requirements of this County Regulatory Agreement. Borrower shall cause all books, records, and accounts to be open to and available for inspection and copying by HUD, the County, its auditors or other authorized representatives at reasonable intervals during normal business hours. Borrower shall cause copies of all tax returns and other reports that Borrower may be required to furnish to any government agency to be open for inspection by the County at all reasonable times at the place that the books, records and accounts of Borrower are kept. Borrower shall preserve such records for a period of not less than five (5) years after their creation in compliance with all HUD records and accounting requirements. If any litigation, claim, negotiation, audit exception, monitoring, inspection or other action relating to the use of the Combined County Loan is pending at the end of the record retention period stated herein, then Borrower shall retain the records until such action and all related issues are resolved. Borrower shall cause the records to include all invoices, receipts, and other documents related to expenditures from the Combined County Loan funds. Borrower shall cause records to be accurate and current and in a form that allows the County to comply with the record keeping requirements contained in 24 C.F.R. October 17, 2017 Contra Costa County Board of Supervisors 1279 11 863\102\2176629.3 92.508. Such records are to include but are not limited to: (i) Records providing a full description of the activities undertaken with the use of the Combined County Loan funds; (ii) Records demonstrating compliance with the maintenance requirements set forth in Section 5.6 (iii) Records documenting compliance with the fair housing, equal opportunity, and affirmative fair marketing requirements; (iv) Financial records; and (v) Records demonstrating compliance with the marketing, tenant selection, affordability, and income requirements. (b) The County shall notify Borrower of any records it deems insufficient. Borrower has fifteen (15) calendar days after the receipt of such a notice to correct any deficiency in the records specified by the County in such notice, or if a period longer than fifteen (15) days is reasonably necessary to correct the deficiency, then Borrower must begin to correct the deficiency within fifteen (15) days and correct the deficiency as soon as reasonably possible. ARTICLE 4 OPERATION OF THE DEVELOPMENT 4.1 Residential Use. Borrower shall operate the Development for residential use only. No part of the Development may be operated as transient housing. 4.2 Compliance with Loan Documents and Program Requirements. Borrower's actions with respect to the Property shall at all times be in full conformity with: (i) all requirements of the Loan Documents; and (ii) any other regulatory requirements imposed on the Development. 4.3 Marketing Plan; Tenant Selection Plan. (a) Marketing Plan. (1) No later than six (6) months prior to the date construction of the Development is projected to be complete, Borrower shall submit to the County for approval its plan for marketing the Development to income-eligible households as required by this County Regulatory Agreement (the "Marketing Plan"). (2) Upon receipt of the Marketing Plan, the County will promptly review the Marketing Plan and will approve or disapprove it within fifteen (15) days after receipt. If the Marketing Plan is not approved, the County will give Borrower specific reasons for such disapproval and Borrower shall submit a revised Marketing Plan within fifteen (15) October 17, 2017 Contra Costa County Board of Supervisors 1280 12 863\102\2176629.3 days of notification of the County's disapproval. Borrower shall follow this procedure for resubmission of a revised Marketing Plan until the Marking Plan is approved by the County. If the Borrower does not submit a revised Marketing Plan that is approved by the County at least three (3) months prior to the date completion of the Development is projected to be complete, Borrower will be in default of this County Regulatory Agreement. (b) Tenant Selection Plan. (1) No later than six (6) months prior to the date construction of the Development is projected to be complete, Borrower shall submit to the County, for its review and approval, Borrower's written tenant selection plan (the "Tenant Selection Plan"). (2) Upon receipt of the Tenant Selection Plan, the County will promptly review the Tenant Selection Plan and will approve or disapprove it within fifteen (15) days after receipt. If the Tenant Selection Plan is not approved, the County will give Borrower specific reasons for such disapproval and Borrower shall submit a revised Tenant Selection Plan within fifteen (15) days of notification of the County's disapproval. Borrower shall follow this procedure for resubmission of a revised Tenant Selection Plan until the Tenant Selection Plan is approved by the County. If the Borrower does not submit a revised Tenant Selection Plan that is approved by the County at least three (3) months prior to the date construction of the Development is projected to be complete, Borrower will be in default of this County Regulatory Agreement. 4.4 Lease Provisions. (a) No later than four (4) months prior to the date construction of the Development is projected to be complete, Borrower shall submit to the County for approval Borrower’s proposed form of lease agreement for the County's review and approval. When leasing Units within the Development, Borrower shall use the form of lease approved by the County. The form of lease must comply with all requirements of this County Regulatory Agreement, the other Loan Documents and must, among other matters: (1) provide for termination of the lease for failure to: (i) provide any information required under this County Regulatory Agreement or reasonably requested by Borrower to establish or recertify the Tenant's qualification, or the qualification of the Tenant's household, for occupancy in the Development in accordance with the standards set forth in this County Regulatory Agreement, or (ii) qualify as Very Low Income Household or Sixty Percent Income Household as a result of any material misrepresentation made by such Tenant with respect to the income computation. (2) be for an initial term of not less than one (1) year, unless by mutual agreement between the Tenant and Borrower, and provide for no increase in Rent during such year. After the initial year of tenancy, the lease may be month-to-month by mutual agreement of Borrower and the Tenant. Notwithstanding the above, any rent increases are subject to the requirements of Section 2.3 above. October 17, 2017 Contra Costa County Board of Supervisors 1281 13 863\102\2176629.3 (3) include a provision that requires a Tenant who is residing in a Unit required to be accessible pursuant to Section 2.1(e) and who is not in need of an accessible Unit to move to a non-accessible Unit when a non-accessible Unit becomes available and another Tenant or prospective Tenant is in need of an accessible Unit. (b) Any termination of a lease or refusal to renew a lease for a County Assisted Unit within the Development must be preceded by not less than sixty (60) days written notice to the Tenant by Borrower specifying the grounds for the action. (c) During the Term, Borrower shall comply with the Marking Plan and Tenant Selection Plan approved by the County. 4.5 Relocation. If and to the extent that development of the Development results in the permanent or temporary displacement of residential tenants, homeowners, or businesses, then Borrower shall comply with all applicable local, state, and federal statutes and regulations with respect to relocation planning, advisory assistance, and payment of monetary benefits, including but not limited to the applicable requirements of the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970 (42 U.S.C. 4601, et seq.), and implementing regulations at 49 C.F.R. Part 24; and California Government Code Section 7260 et seq. and implementing regulations at 25 California Code of Regulations Sections 6000 et seq. Borrower shall prepare and submit a relocation plan to the County for approval. Borrower is solely responsible for payment of any relocation benefits to any displaced persons and any other obligations associated with complying with such relocation laws. Borrower shall indemnify, defend (with counsel reasonably chosen by the County), and hold harmless the County against all claims that arise out of relocation obligations to residential tenants, homeowners, or businesses permanently or temporarily displaced by the Development. ARTICLE 5 PROPERTY MANAGEMENT AND MAINTENANCE 5.1 Management Responsibilities. Borrower is responsible for all management functions with respect to the Development, including without limitation the selection of Tenants, certification and recertification of household size and income, evictions, collection of rents and deposits, maintenance, landscaping, routine and extraordinary repairs, replacement of capital items, and security. The County has no responsibility for management of the Development. Borrower shall retain a professional property management company approved by the County in its reasonable discretion to perform Borrower's management duties hereunder. An on-site property manager is also required. 5.2 Management Agent. Borrower shall cause the Development to be managed by an experienced management agent reasonably acceptable to the County, with a demonstrated ability to operate residential facilities like the Development in a manner that will provide decent, safe, and sanitary housing (the "Management Agent"). The County has approved then John Stewart Company as the Management Agent. Borrower shall submit for the County's approval the identity of any proposed subsequent management agent. Borrower shall also submit such additional information about the background, experience and financial condition of any proposed management agent as is reasonably necessary for the County to determine whether the proposed October 17, 2017 Contra Costa County Board of Supervisors 1282 14 863\102\2176629.3 management agent meets the standard for a qualified management agent set forth above. If the proposed management agent meets the standard for a qualified management agent set forth above, the County shall approve the proposed management agent by notifying Borrower in writing. Unless the proposed management agent is disapproved by the County within thirty (30) days, which disapproval is to state with reasonable specificity the basis for disapproval, it shall be deemed approved. 5.3 Periodic Performance Review. The County reserves the right to conduct an annual (or more frequently, if deemed necessary by the County) review of the management practices and financial status of the Development. The purpose of each periodic review will be to enable the County to determine if the Development is being operated and managed in accordance with the requirements and standards of this County Regulatory Agreement. Borrower shall cooperate with the County in such reviews. 5.4 Replacement of Management Agent. If, as a result of a periodic review, the County determines in its reasonable judgment that the Development is not being operated and managed in accordance with any of the material requirements and standards of this County Regulatory Agreement, the County shall deliver notice to Borrower of its intention to cause replacement of the Management Agent, including the reasons therefor. Within fifteen (15) days after receipt by Borrower of such written notice, the County staff and Borrower shall meet in good faith to consider methods for improving the financial and operating status of the Development, including, without limitation, replacement of the Management Agent. If, after such meeting, County staff recommends in writing the replacement of the Management Agent, Borrower shall promptly dismiss the then-current Management Agent, and shall appoint as the Management Agent a person or entity meeting the standards for a management agent set forth in Section 5.2 above and approved by the County pursuant to Section 5.2 above. Any contract for the operation or management of the Development entered into by Borrower shall provide that the Management Agent may be dismissed and the contract terminated as set forth above. Failure to remove the Management Agent in accordance with the provisions of this Section constitutes a default under this County Regulatory Agreement, and the County may enforce this provision through legal proceedings as specified in Section 6.5 below. 5.5 Approval of Management Policies. Borrower shall submit its written management policies with respect to the Development to the County for its review, and shall amend such policies in any way necessary to ensure that such policies comply with the provisions of this County Regulatory Agreement. 5.6 Property Maintenance. (a) Borrower shall maintain, for the entire Term of this County Regulatory Agreement, all interior and exterior improvements, including landscaping in decent, safe and sanitary condition, and in good condition and repair, in accordance with the maintenance standards provided by the County (the "Maintenance Standards"). Borrower shall cause the Development to be: (i) maintained in accordance with all applicable laws, rules, ordinances, October 17, 2017 Contra Costa County Board of Supervisors 1283 15 863\102\2176629.3 orders and regulations of all federal, state, county, municipal, and other governmental agencies and bodies having or claiming jurisdiction and all their respective departments, bureaus, and officials; and (ii) free of all health and safety defects. Borrower shall correct any life-threatening maintenance deficiencies, including those set forth in the Maintenance Standards immediately upon notification. (b) At the beginning of each year of the Term, Borrower shall certify to the County that the Development is in compliance with the Maintenance Standards. 5.7 Property Inspections. (a) On-Site Physical Inspections. The County will perform on-site inspections of the Development during the Term to ensure compliance with the Maintenance Standards. The County will perform an on-site inspection within twelve months after completion of construction of the Development and at least once every three (3) years during the Term. If the Development is found to have health and safety violations, the County may perform more frequent inspections. Borrower shall cooperate in such inspections. (b) Violation of Maintenance Standards. If after an inspection, the County determines that Borrower is in violation of the Maintenance Standards, the County will provide Borrower a written report of the violations. Borrower shall correct the violations set forth in the report provided to Borrower by County. The County will perform a follow-up inspection to verify that the violations have been corrected. If such violations continue for a period of ten (10) days after delivery of the report to Borrower by the County with respect to graffiti, debris, waste material, and general maintenance, or thirty (30) days after delivery of the report to Borrower by the County with respect to landscaping and building improvements, then the County, in addition to whatever other remedy it may have at law or in equity, has the right to enter upon the Property and perform or cause to be performed all such acts and work necessary to cure the violation. Pursuant to such right of entry, the County is permitted (but is not required) to enter upon the Property and to perform all acts and work necessary to protect, maintain, and preserve the improvements and landscaped areas on the Property, and to attach a lien on the Property, or to assess the Property, in the amount of the expenditures arising from such acts and work of protection, maintenance, and preservation by the County and/or costs of such cure, which amount Borrower shall promptly pay to the County upon demand. ARTICLE 6 MISCELLANEOUS 6.1 Nondiscrimination. (a) All of the Units must be available for occupancy on a continuous basis to members of the general public who are income eligible. Borrower may not give preference to any particular class or group of persons in renting or selling the Units, except to the extent that the Units are required to be leased to income eligible households pursuant to this County Regulatory Agreement. Borrower herein covenants by and for Borrower, assigns, and all October 17, 2017 Contra Costa County Board of Supervisors 1284 16 863\102\2176629.3 persons claiming under or through Borrower, that there exist no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, sexual orientation, marital status, national origin, source of income (e.g., SSI), ancestry, age, familial status (except for lawful senior housing in accordance with state and federal law), or disability, in the leasing, subleasing, transferring, use, occupancy, tenure, or enjoyment of any unit nor will Borrower or any person claiming under or through Borrower, 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 of any unit or in connection with the employment of persons for the construction, operation and management of any unit. (b) Borrower shall accept as Tenants, on the same basis as all other prospective Tenants, persons who are recipients of federal certificates for rent subsidies pursuant to the existing housing program under Section 8 of the United States Housing Act, or its successor. Borrower may not apply selection criteria to Section 8 certificate or voucher holders that is more burdensome than criteria applied to all other prospective Tenants, nor will Borrower apply or permit the application of management policies or lease provisions with respect to the Development which have the effect of precluding occupancy of units by such prospective Tenants. 6.2 Application of Provisions. The provisions of this County Regulatory Agreement apply to the Property for the entire Term even if the Combined County Loan is paid in full prior to the end of the Term. This County Regulatory Agreement binds any successor, heir or assign of Borrower, whether a change in interest occurs voluntarily or involuntarily, by operation of law or otherwise, except as expressly released by the County. The County is making the Combined County Loan on the condition, and in consideration of, this provision, and would not do so otherwise. 6.3 Notice of Expiration of Term. (a) At least six (6) months prior to the expiration of the Term, Borrower shall provide by first-class mail, postage prepaid, a notice to all Tenants containing (i) the anticipated date of the expiration of the Term, (ii) any anticipated increase in Rent upon the expiration of the Term, (iii) a statement that a copy of such notice will be sent to the County, and (iv) a statement that a public hearing may be held by the County on the issue and that the Tenant will receive notice of the hearing at least fifteen (15) days in advance of any such hearing. Borrower shall also file a copy of the above-described notice with the County Assistant Deputy Director, Department of Conservation and Development. (b) In addition to the notice required above, Borrower shall comply with the requirements set forth in California Government Code Sections 65863.10 and 65863.11. Such notice requirements include: (i) a twelve (12) month notice to existing tenants, prospective tenants and Affected Public Agencies (as defined in California Government Code Section 65863.10(a)) prior to the expiration of the Term, (ii) a six (6) month notice requirement to existing tenants, prospective tenants and Affected Public Agencies prior to the expiration of the Term; (iii) a notice of an offer to purchase the Development to "qualified entities" (as defined in California Government Code Section 65863.11(d)), if the Development is to be sold within five October 17, 2017 Contra Costa County Board of Supervisors 1285 17 863\102\2176629.3 (5) years of the end of the Term; (iv) a notice of right of first refusal within the one hundred eighty (180) day period that qualified entities may purchase the Development. 6.4 Covenants to Run With the Land. The County and Borrower hereby declare their express intent that the covenants and restrictions set forth in this County Regulatory Agreement run with the land, and bind all successors in title to the Property, provided, however, that on the expiration of the Term said covenants and restrictions expire. Each and every contract, deed or other instrument hereafter executed covering or conveying the Property or any portion thereof, is to be held conclusively to have been executed, delivered and accepted subject to the covenants and restrictions, regardless of whether such covenants or restrictions are set forth in such contract, deed or other instrument, unless the County expressly releases such conveyed portion of the Property from the requirements of this County Regulatory Agreement. 6.5 Enforcement by the County. If Borrower fails to perform any obligation under this County Regulatory Agreement, and fails to cure the default within thirty (30) days after the County has notified Borrower in writing of the default or, if the default cannot be cured within thirty (30) days, fails to commence to cure within thirty (30) days and thereafter diligently pursue such cure and complete such cure within sixty (60) days, the County may enforce this County Regulatory Agreement by any or all of the following actions, or any other remedy provided by law: (a) Calling the Combined County Loan. The County may declare a default under the Loan Documents, accelerate the indebtedness evidenced by the Loan Documents, and proceed with foreclosure under the Deed of Trust. (b) Action to Compel Performance or for Damages. The County may bring an action at law or in equity to compel Borrower's performance of its obligations under this County Regulatory Agreement, and may seek damages. (c) Remedies Provided Under Loan Documents. The County may exercise any other remedy provided under the Loan Documents. The County shall provide notice of a default to Borrower's limited partner in the manner set forth in Section 6.5 of the Loan Agreement. 6.6 Attorneys' Fees and Costs. In any action brought to enforce this County Regulatory Agreement, the prevailing party must be entitled to all costs and expenses of suit, including reasonable attorneys' fees. This section must be interpreted in accordance with California Civil Code Section 1717 and judicial decisions interpreting that statute. 6.7 Recording and Filing. The County and Borrower shall cause this County Regulatory Agreement, and all amendments and supplements to it, to be recorded in the Official Records of the County of Contra Costa. 6.8 Governing Law. This County Regulatory Agreement is governed by the laws of the State of California. October 17, 2017 Contra Costa County Board of Supervisors 1286 18 863\102\2176629.3 6.9 Waiver of Requirements. Any of the requirements of this County Regulatory Agreement may be expressly waived by the County in writing, but no waiver by the County of any requirement of this County Regulatory Agreement extends to or affects any other provision of this County Regulatory Agreement, and may not be deemed to do so. 6.10 Amendments. This County Regulatory Agreement may be amended only by a written instrument executed by all the parties hereto or their successors in title that is duly recorded in the official records of the County of Contra Costa. 6.11 Notices. Any notice requirement set forth herein will be deemed to be satisfied three (3) days after mailing of the notice first-class United States certified mail, postage prepaid, addressed to the appropriate party as follows: County: County of Contra Costa Department of Conservation and Development 30 Muir Road Martinez, CA 94553 Attn: Assistant Deputy Director Borrower: Carena Associates, L.P. c/o Resources for Community Development 2220 Oxford Street Berkeley, California 94704 Attention: Executive Director Investor Limited Partner: Bank of America, N.A. Community Development Banking Group 520 Newport Center Drive, Suite 1100 Newport Beach, California 92660 Mail Code: CA6-814-11-03 Attention: Casey Carpenter Facsimile: (415) 343-9069 And: Banc of America CDC Special Holding Company, Inc. 100 N. Tryon Street Charlotte, NC 28255-0001 Attn: Nicole Baldon, VP, Tax Credit Equity Tel: (908) 388-1017 Email: Nicole.baldon@baml.com And: Buchalter, a Professional Corporation 1000 Wilshire Boulevard, Suite 1500 Los Angeles, CA 90017 Attn: Michael A. Williamson, Esq. October 17, 2017 Contra Costa County Board of Supervisors 1287 19 863\102\2176629.3 Facsimile: (213) 630-5799 Matter No: B0965-0341 Such addresses may be changed by notice to the other party given in the same manner as provided above. 6.12 Severability. If any provision of this County Regulatory Agreement is determined by a court of competent jurisdiction to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining portions of this County Regulatory Agreement will not in any way be affected or impaired thereby. 6.13 Multiple Originals; Counterparts. This County Regulatory Agreement may be executed in multiple originals, each of which is deemed to be an original, and may be signed in counterparts. 6.14 Revival of Agreement after Foreclosure. In the event there is a foreclosure of the Property, this County Regulatory Agreement will revive according to its original terms if, during the Term, the owner of record before the foreclosure, or deed in lieu of foreclosure, or any entity that includes the former owner or those with whom the former owner has or had family or business ties, obtains an ownership interest in the Development or Property. [remainder of page intentionally left blank] October 17, 2017 Contra Costa County Board of Supervisors 1288 20 Signature page Elaine Null County Regulatory Agreement 863\102\2176629.3 WHEREAS, this County Regulatory Agreement has been entered into by the undersigned as of the date first written above. COUNTY: COUNTY OF CONTRA COSTA, a political subdivision of the State of California By: __________________ John Kopchik Director, Department of Conservation and Development Approved as to form: SHARON L. ANDERSON County Counsel By: Kathleen Andrus Deputy County Counsel BORROWER: Carena Associates, L.P., a California limited partnership By: RCD GP LLC, a California limited liability company, its general partner By: Resources for Community Development, a California nonprofit public benefit corporation its sole member/manager By:_________________________ Daniel Sawislak, Executive Director October 17, 2017 Contra Costa County Board of Supervisors 1289 863\102\2176629.3 STATE OF CALIFORNIA ) ) 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. ______________________________________ Name: ______________________________ Notary Public 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. October 17, 2017 Contra Costa County Board of Supervisors 1290 863\102\2176629.3 STATE OF CALIFORNIA ) ) 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. ______________________________________ Name: ______________________________ Notary Public 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. October 17, 2017 Contra Costa County Board of Supervisors 1291 A-1 863\102\2176629.3 EXHIBIT A Legal Description (Elaine Null) The land is situated in the State of California, County of Contra Costa, and is described as follows: October 17, 2017 Contra Costa County Board of Supervisors 1292 1 863\102\2156657.2 ASSIGNMENT, ASSUMPTION, AND CONSENT AGREEMENT (Camara Circle) THIS ASSIGNMENT, ASSUMPTION, AND CONSENT AGREEMENT (the "Agreement") is dated October___, 2017 and is by and among the County of Contra Costa, a political subdivision of the State of California (the "County"), Camara Housing Associates, L.P., a California limited partnership (the "Seller"), and Carena Associates, L.P., a California limited partnership (the "Buyer"). RECITALS A. The Seller is the owner of that certain real property located at 2501, 2513, 2525, 2530, 2531, 2536, 2537, 2549, 2554, 2555, and 2566 Camara Circle in the City of Concord, County of Contra Costa, State of California (the "Camara Property"). The Camara Property has been improved with fifty-one (51) units of multifamily housing and accompanying structures (the "Camara Improvements"). B. On July 25, 2000, the County loaned the Seller Eight Hundred Fifty Thousand Dollars ($850,000) of Home Investment Partnerships Act funds (the "Original Camara Loan"). C. The Buyer desires to acquire the Camara Property from the Seller and to assume the Seller's obligations under the Original Camara Loan. Furthermore, the Camara Improvements are in need of rehabilitation which will require additional financing. In support of the rehabilitation of the Camara Improvements and the concurrent rehabilitation of (i) fourteen (14) units of affordable housing located at 112 Alves Lane and 300-310 Water Street in the City of Bay Point in the community of Bay Point (the "Elaine Null Property"), and (ii) forty-eight (48) units of affordable housing located at 2050, 2051, and 2061 Riley Court in the City of Concord (the "Riley Property"), both of which are being acquired by the Buyer at the same time it acquires the Camara Property, the County has agreed to restructure the Original Camara Loan, as well as the existing financing associated with Elaine Null Property and the Riley Property, and provide new financing to the Buyer (collectively, the "New Financing"). D. The transfer all of the Seller's rights, title, and interest in the Camara Property to the Buyer (the "Transfer"), and the assignment of the Original Camara Loan to the Buyer require the County's consent. E. Concurrent with the Transfer and the assignment and assumption of the Original Camara Loan, the documents evidencing the Original Camara Loan will be terminated and replaced with new loan documents evidencing the New Financing as detailed in a loan agreement to be executed by the County and the Buyer (the "County Loan Agreement"). NOW, THEREFORE, in consideration of the mutual benefits accruing to the parties hereto and other valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: October 17, 2017 Contra Costa County Board of Supervisors 1293 2 863\102\2156657.2 AGREEMENT 1. Representations of the Seller. The Seller represents and warrants that: a. It has not previously assigned, pledged, hypothecated or otherwise transferred any of its rights, title, or interest in or obligations in the Original Camara Loan. b. It has received the consent of all other existing lenders on the Camara Property to the transfer of the Camara Property, and the assignment and assumptions contemplated by this Agreement and that such actions will not constitute a default under any of such lenders' loan documents. c. No event has occurred and is continuing which would constitute a default and no event has occurred and is continuing which, with notice or the passage of time or both, would be an event of default under any of the documents evidencing the Original Camara Loan. 2. Consent to Transfer of Property. Subject to the Buyer's execution of the County Loan Agreement in a form satisfactory to the County, the County consents to the Transfer. 3. Assignment of Original Camara Loan. a. Assignment. The Seller hereby assigns to the Buyer all of the Seller's rights, title, and interest in and obligations under the Original Camara Loan (the "Assignment"). b. Assumption. The Buyer hereby accepts the Assignment and assumes the Seller's obligation to repay the Original Camara Loan, in accordance with the terms of a promissory note from the Buyer to the County to be executed concurrently with the County Loan Agreement. c. County Consent. Subject to the Buyer's execution of the County Loan Agreement in a form satisfactory to the County, the County consents to the Assignment. 4. Title of Parts and Sections. Any titles of the sections or subsections of this Agreement are inserted for convenience of reference only and are to be disregarded in interpreting any part of the Agreement's provisions. 5. Attorneys' Fees Enforcement. If any attorney is engaged by any party hereto to enforce or defend any provision of this Agreement, the prevailing party or parties are entitled to costs and reasonable attorneys' fees. October 17, 2017 Contra Costa County Board of Supervisors 1294 3 863\102\2156657.2 6. Successors and Assigns. This Agreement binds and inures to the benefit of the legal representatives, heirs, successors and assigns of the parties. 7. California Law. The laws of the State of California govern all matters arising out of this Agreement. 8. Counterparts. This Agreement may be signed by the different parties hereto in counterparts, each of which is deemed an original but all of which together constitute one and the same agreement. Remainder of Page Left Intentionally Blank October 17, 2017 Contra Costa County Board of Supervisors 1295 Signature Page County Camara Assignment Agreement 4 863\102\2156657.2 IN WITNESS WHEREOF, the parties have executed this Agreement as of the day first above written. SELLER: Camara Housing Associates, L.P., a California limited partnership By: Resources for Community Development, a California nonprofit public benefit corporation its general partner By:_________________________ Daniel Sawislak, Executive Director BUYER: Carena Associates, L.P., a California limited partnership By: RCD GP LLC, a California limited liability company, its general partner By: Resources for Community Development, a California nonprofit public benefit corporation its sole member/manager By:_________________________ Daniel Sawislak, Executive Director October 17, 2017 Contra Costa County Board of Supervisors 1296 Signature Page County Camara Assignment Agreement 5 863\102\2156657.2 COUNTY: COUNTY OF CONTRA COSTA, a political subdivision of the State of California By:_____________________________ John Kopchik Director, Department of Conservation and Development APPROVED AS TO FORM: SHARON L. ANDERSON County Counsel By: ______________________________ Kathleen Andrus Deputy County Counsel October 17, 2017 Contra Costa County Board of Supervisors 1297 RECOMMENDATION(S): APPROVE amended Conflict of Interest Code for the Acalanes Union High School District ("District"), including the list of designated positions. FISCAL IMPACT: None. BACKGROUND: The District has amended its Conflict of Interest Code and submitted the revised code, attached as Exhibit A, to the Board for approval pursuant to Government Code section 87306 and 87306.5. The changes include the addition and retitling of positions designated to file conflict of interest statements. These changes will ensure that the Conflict of Interest Code accurately reflects the current positions and organizational structure in use by the District. A strike-out version of the list of Designated Positions is attached as Exhibit B. CONSEQUENCE OF NEGATIVE ACTION: None. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Cynthia Schwerin, 925 335-1800 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stephanie Mello, Deputy cc: Cynthia Schwerin, Deputy County Counsel, David Twa, Clerk of the Board of Supervisors, John Nickerson, Superintendent, AUHSD C.150 To:Board of Supervisors From:Sharon L. Anderson, County Counsel Date:October 17, 2017 Contra Costa County Subject:Conflict of Interest Code for the Acalanes Union High School District October 17, 2017 Contra Costa County Board of Supervisors 1298 ATTACHMENTS Ex. A - Conflict of Interest Code Ex. B - Conflict of Interest Code STRIKEOUT October 17, 2017 Contra Costa County Board of Supervisors 1299 October 17, 2017 Contra Costa County Board of Supervisors 1300 October 17, 2017 Contra Costa County Board of Supervisors 1301 October 17, 2017 Contra Costa County Board of Supervisors 1302 October 17, 2017 Contra Costa County Board of Supervisors 1303 October 17, 2017 Contra Costa County Board of Supervisors 1304 October 17, 2017 Contra Costa County Board of Supervisors 1305 October 17, 2017 Contra Costa County Board of Supervisors 1306 RECOMMENDATION(S): Approve and authorize the Health Services Director, or his designee, to execute, on behalf of the County, Contract #23-516-2 with San Ramon Regional Medical Center, LLC, a Limited Liability Company, to act as a designated primary stroke center to assist patients who have been assessed by ambulance personnel with a suspected stroke, for the period from January 1, 2018 through December 31, 2020. FISCAL IMPACT: Since this is a non-financial agreement, there is no fiscal impact. Services provided by Emergency Medical Services (EMS) staff when directing suspected stroke patients to San Ramon Regional Medical Center are typical first responder duties and covered under County Service Area EM-1 revenues and charges to participating hospitals. BACKGROUND: In collaboration with hospitals, fire first responders, emergency ambulance services, the Contra Costa Emergency Medical Care Committee, and the Contra Costa Stroke Advisory Committee, Contra Costa EMS has been working towards implementing a program that will provide quicker access to definitive care for patients with acute stroke symptoms. Strokes occur when blood flow to the brain has been disrupted due to a blockage in a vessel (ischemic stroke) or bleeding in the brain (hemorrhagic stroke). Research has shown significant reduction in mortality and morbidity when stroke patients are identified in the field and transported, with advance notification, to a hospital APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Patricia Frost, 925-313-9554 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: D Morgan, M Wilhelm C.151 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Approval of Contract #23-516-2 with San Ramon Regional Medical Center, LLC October 17, 2017 Contra Costa County Board of Supervisors 1307 BACKGROUND: (CONT'D) staffed and equipped to provide rapid stoke care. A nationally-recognized goal is to provide primary stroke center intervention within three to four and a half hours of onset of symptoms. Identification of a suspected stroke patient begins in the field and requires rapid identification and subsequent triage to a primary stroke center. All ambulance and fire first responder paramedics in the County have been trained in the rapid recognition of stroke patients using the Cincinnati Stroke Scale. On January 6, 2015, the Board of Supervisors approved Contract #23-516-1 with San Ramon Regional Medical Center, LLC to act as a designated primary stroke center to assist patients who have been assessed by ambulance personnel with a suspected stroke, for the period from January 1, 2015 through December 31, 2017. Approval of Contract #23-516-2 will designate San Ramon Regional Medical Center, LLC as a Primary Stroke Center that is prepared to respond with emergency department teams in consultation with neurologists, to promptly intervene when notified of the pending arrival of a stroke patient, through December 31, 2020. This contract includes mutual indemnification to hold harmless both parties for any claims arising out of the performance of this contract. CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, designation of this facility as a Primary Stroke Center will impede the implementation of a coordinated stroke system in Contra Costa County. October 17, 2017 Contra Costa County Board of Supervisors 1308 RECOMMENDATION(S): APPROVE and AUTHORIZE the allocation of $168,199 from the Crockett Co-Generation Property Tax Allocation for four projects as recommended by the Crockett Community Foundation and Supervisor Glover. FISCAL IMPACT: 100% General Fund. BACKGROUND: In September 1995, the Board of Supervisors appointed the Crockett Community Foundation as the advisory council to the Board regarding expenditures from the Community Benefits Program funded from property tax assessments on the Crockett Co-Generation Plant. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Laura Strobel (925) 335-1091 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Robert Campbell, Auditor-Controller C.152 To:Board of Supervisors From:David Twa, County Administrator Date:October 17, 2017 Contra Costa County Subject:Transfer of Crockett Co-Generation Plant Property Taxes to Various Crockett Community Projects October 17, 2017 Contra Costa County Board of Supervisors 1309 BACKGROUND: (CONT'D) > On September 7, 2017, by the attached Resolution 2017-1, the Crockett Community Foundation recommended that $168,199 in property taxes obtained from the Crockett Co-Generation Plant be allocated to the Crockett Community Foundation as follows: $20,000 for the benefit of the Crockett Library to continue to provide six additional hours of operation and special library programs; 1. $46,295 for the benefit of the Crockett Recreation Department for capital improvements and maintenance at the Crockett Community Center, swimming pool, park facility, and utilities and landscaping at the Veteran's Hall; 2. $47,804 for the benefit of the Crockett Carquinez Fire Department for capital equipment and facility projects; 3. $54,100 for the benefit of the Crockett Sanitary Department for capital improvements in wastewater collection and treatment. 4. This request for the release of funds was forwarded to the County Administrator's Office for approval and processing. CONSEQUENCE OF NEGATIVE ACTION: If the action is not approved, the community benefit plan developed by the Crockett Community Foundation for the allocation of return-to-source funds would be disrupted, resulting in a decreased amount of public services in Crockett. ATTACHMENTS Resolution 2017-1 October 17, 2017 Contra Costa County Board of Supervisors 1310 October 17, 2017Contra Costa County Board of Supervisors1311 October 17, 2017Contra Costa County Board of Supervisors1312 October 17, 2017Contra Costa County Board of Supervisors1313 RECOMMENDATION(S): Approve clarification of Board action of June 20, 2017 (C.103), which authorized the Health Services Director, or designee, to execute a contract with the City of Richmond for its Recreation and Parks Department, a political subdivision of the State of California, to provide congregate meal services for County’s Senior Nutrition Program for the period from July 1, 2017 through June 30, 2018 and an automatic extension through September 30, 2018, to reflect the contractor's correct name as the City of Richmond for its Community Services Department. FISCAL IMPACT: Should the agency receive any voluntary contributions from participating seniors, it will pay the County any remaining funds after it has paid its authorized expenses. No County match is required. BACKGROUND: On June 20, 2017, the Board of Supervisors approved Contract #28-541-24 with the City of Richmond for its Recreation and Parks Department, for the provision of congregate meal services for the County’s Senior Nutrition Program for the period from July 1, 2017 through June 30, 2018, which includes a three-month automatic extension through September 30, 2018. This contract includes modifications to County’s standard indemnification and confidentiality clauses. The purpose of this Board Order is to change the agency name to read City of Richmond for its Community Services Department. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Daniel Peddycord, 925-313-6712 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: D Morgan, M Wilhelm C.153 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Correct June 20, 2017 Board Order Item #C.103 with the City of Richmond for its Recreation and Parks Department October 17, 2017 Contra Costa County Board of Supervisors 1314 CONSEQUENCE OF NEGATIVE ACTION: If this contract is not approved, senior citizens who depend on the County’s Senior Nutrition Program will not receive meals at the contractor’s facility. October 17, 2017 Contra Costa County Board of Supervisors 1315 RECOMMENDATION(S): ADOPT Resolution No. 2017/365 approving the Side Letter between Contra Costa County and the Physicians’ and Dentists’ Organization of Contra Costa (PDOCC) modifying the Preamble and Section 35.4 Duration of Agreement of the Memorandum of Understanding to extend the contract from September 30, 2017 through December 31, 2017. FISCAL IMPACT: No fiscal impact. BACKGROUND: This Side Letter extends the current memorandum of understanding from September 30, 2017 through December 31, 2017, to allow both parties to work together to negotiate an agreement. CONSEQUENCE OF NEGATIVE ACTION: Members will continue working under an expired contract. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Lisa Driscoll, County Finance Director (925) 335-1023 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Dianne Dinsmore, Human Resources Director C.154 To:Board of Supervisors From:David Twa, County Administrator Date:October 17, 2017 Contra Costa County Subject:Resolution No. 2017/365 - Physicians' and Dentists' Organization of Contra Costa Side Letter Extending Duration of Agreement October 17, 2017 Contra Costa County Board of Supervisors 1316 AGENDA ATTACHMENTS Resolution No. 2017/365 Side Letter with PDOCC dated 9-29-17 MINUTES ATTACHMENTS Signed Resolution No. 2017/365 October 17, 2017 Contra Costa County Board of Supervisors 1317 THE BOARD OF SUPERVISORS OF CONTRA COSTA COUNTY, CALIFORNIA and for Special Districts, Agencies and Authorities Governed by the Board Adopted this Resolution on 10/17/2017 by the following vote: AYE: John Gioia Candace Andersen Diane Burgis Karen Mitchoff Federal D. Glover NO: ABSENT: ABSTAIN: RECUSE: Resolution No. 2017/365 In the Matter of: The Side Letter Agreement between the County of Contra Costa and the Physicians' and Dentists' Organization of Contra Costa, extending the Duration of Agreement The Contra Costa County Board of Supervisors acting solely in its capacity as the governing board of the County of Contra Costa RESOLVES THAT: Effective October 1, 2017, the attached Side Letter of Agreement dated September 29, 2017, between the County of Contra Costa and the Physicians' and Dentists' Organization of Contra Costa, be ADOPTED. Contact: Lisa Driscoll, County Finance Director (925) 335-1023 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Dianne Dinsmore, Human Resources Director 5 October 17, 2017 Contra Costa County Board of Supervisors 1318 October 17, 2017 Contra Costa County Board of Supervisors 1319 October 17, 2017 Contra Costa County Board of Supervisors 1320 RECOMMENDATION(S): APPROVE the new Emergency Operations Center/Public Safety Building (Project), and AUTHORIZE the Interim Public Works Director, or designee, to advertise the Project when bridging documents are completed, Martinez area. [County Project No.WH140D, DCD-CP#17-23] DETERMINE that the Project is a California Environmental Quality Act (CEQA), Class 15332 (Class 32) Categorical Exemption, pursuant to Article 19, Section 15332 of the CEQA Guidelines, and DIRECT the Director of the Department of Conservation and Development file a Notice of Exemption with the County Clerk, and AUTHORIZE the Interim Public Works Director, or designee, to arrange for payment of a $25 fee to the Department of Conservation and Development for processing, and a $50 fee to the County Clerk for filing the Notice of Exemption. FISCAL IMPACT: The estimated construction cost is $35,000,000. (100% General Fund) APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Ramesh Kanzaria, (925) 313-200 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C.155 To:Board of Supervisors From:Brian M. Balbas, Interim Public Works Director/Chief Engineer Date:October 17, 2017 Contra Costa County Subject:Approve the new Emergency Operations Center/Public Safety Building and Related CEQA Actions (WH140D) October 17, 2017 Contra Costa County Board of Supervisors 1321 BACKGROUND: The Project is located within the City of Martinez. The purpose of the Project is to construct a new Emergency Operations Center/Public Safety Building, located on the Southwest corner of Muir Road and Glacier Road adjacent to the existing Emergency Operations Center. The project includes the full or partial removal of five existing buildings, relocation of two modular buildings, relocation of four prefabricated bus shelters, and the construction of approximately 37,800 square feet of new uses, including a new EOC building, Sheriff/Public Safety building and lecture hall for press events. The project will also modify site access and parking, including a new Sheriff's parking lot on the west portion of the site and a new public parking lot along the north edge of the site. These new parking areas will access the public roadway network from two new driveways on Muir Road. The site will have other associated improvements such as pedestrian sidewalks, landscaping and lighting. On April 18, 2017, the Board of Supervisors awarded a job order contract (JOC) for repair, remodeling, and other repetitive work to be performed pursuant to the Construction Task Catalog to each of Federal Solutions Group, Aztec Consultants, Mark Scott Construction, Inc., and S.C. Anderson Group International Inc., each in the amount of $2,500,000. Certain portions of the project, such as demolition, related parking and site work improvements, is expected to be performed by one of the four contractors. A task order catalog has been prepared for the JOC Contractor to complete this work. In addition, the Public Works Department will return to the Board for approval of plans and specifications/bridging documents and authorization to advertise and solicit bids by design-build entity for the construction of the new Emergency Operations Center/Public Safety Building. CONSEQUENCE OF NEGATIVE ACTION: Without Board approval, the Project cannot move forward. ATTACHMENTS Initial Study CEQA October 17, 2017 Contra Costa County Board of Supervisors 1322 October 17, 2017 Contra Costa County Board of Supervisors 1323 October 17, 2017 Contra Costa County Board of Supervisors 1324 October 17, 2017 Contra Costa County Board of Supervisors 1325 October 17, 2017 Contra Costa County Board of Supervisors 1326 October 17, 2017 Contra Costa County Board of Supervisors 1327 October 17, 2017 Contra Costa County Board of Supervisors 1328 October 17, 2017 Contra Costa County Board of Supervisors 1329 RECOMMENDATION(S): APPROVE and AUTHORIZE the Employment and Human Services Director, or designee, to execute a non-financial agreement with 1st Northern California Credit Union, a nonprofit corporation, including modified mutual indemnification language, to provide auto loan services for the Keeping Employment Equals Your Success (KEYS) Auto Loan Program, for the period of November 1, 2017 through October 31, 2018. FISCAL IMPACT: None. This is a non-financial contract. BACKGROUND: The Employment and Human Services Department created the Keeping Employment Equals Your Success (KEYS) Auto Loan Program for California Work Opportunity and Responsibility to Kids Act (CalWORKs) participants who need a personal automobile to complete their transition to self-sufficiency. The KEYS Auto Loan Program targets CalWORKs participants and in coordination with the 1st Northern California Credit Union (Credit Union), provides automobile loans for participants who meet loan criteria. This contract outlines the APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Gina Chenoweth 608-4691 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C.156 To:Board of Supervisors From:Kathy Gallagher, Employment & Human Services Director Date:October 17, 2017 Contra Costa County Subject:Contract with 1st Northern California Credit Union for KEYS Auto Loan Services October 17, 2017 Contra Costa County Board of Supervisors 1330 BACKGROUND: (CONT'D) Credit Union's no-fee facilitation responsibilities. The KEYS Auto Loan Program is successful at helping participating CalWORKs clients remain employed and well on the road to self-sufficiency. The mutual indemnification clause of Contra Costa County General Conditions modifications have been approved by Contra Costa County Risk Management. CONSEQUENCE OF NEGATIVE ACTION: The Employment and Human Services Department will be unable to facilitate the provision of an automobile loan to qualified CalWORKs participants who have been unable to obtain an automobile loan through conventional means. CHILDREN'S IMPACT STATEMENT: The services provided under this contract support all five of Contra Costa County’s community outcomes: (1) "Children Ready for and Succeeding in School"; (2) "Children and Youth Healthy and Preparing for Productive Adulthood"; (3)"Families that are Economically Self-Sufficient"; (4) "Families that are Safe, Stable and Nurturing"; and (5)"Communities that are Safe and Provide a High Quality of Life for Children and Families” by providing transportation opportunities to qualified CalWORKs participants. October 17, 2017 Contra Costa County Board of Supervisors 1331 RECOMMENDATION(S): Approve the list of providers recommended by Contra Costa Health Plan's Peer Review and Credentialing Committee on September 12, 2017 and by Contra Costa Health Plan's Medical Director on September 18, 2017, and by the Health Services Director, as required by the State Departments of Health Care Services and Managed Health Care, and the Centers for Medicare and Medicaid Services. FISCAL IMPACT: Not applicable. BACKGROUND: The National Committee on Quality Assurance (NCQA) requires that evidence of Board of Supervisors' approval must be contained within each Contra Costa Health Plan provider’s credentials file. Approval of this list of providers as recommended by the CCHP Medical Director will enable the Contra Costa Health Plan to comply with this requirement. CONSEQUENCE OF NEGATIVE ACTION: If this action is not approved, Contra Costa Health Plan’s Providers would not be appropriately credentialed and not be in compliance with the NCQA. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Patricia Tanquary, 925-313-6004 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Tasha Scott, Marcy Wilhelm, Heather Wong C.157 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Approve New and Recredentialing Providers in Contra Costa Health Plan’s Community Provider Network October 17, 2017 Contra Costa County Board of Supervisors 1332 ATTACHMENTS Attachment October 17, 2017 Contra Costa County Board of Supervisors 1333 Contra Costa Health Plan Providers Approved by Peer Review and Credentialing Committee September 12, 2017 CREDENTIALING PROVIDERS SEPTEMBER 2017 Name Specialty Abbuhl, Grant, PTA Physical Therapy Assistant Allen, Rochelle, RCP Respiratory Therapy Asta, Lisa, MD Primary Care Pediatrician Bowers, Marci, MD Surgery – Transgender Buchholz, Katelyn, BCBA Behavior Analysis Crawford, Douglass, MD Primary Care Family Medicine Estrella, Humberto, DPT Physical Therapy Hashmi, Asma, MD Psychiatry Kent, Jeffrey, MFT Mental Health Services Kim, Ran, MD Surgery – Colon & Rectal Kim, Taebo, PA Mid-Level Orthopaedic Surgery Assistant Lennox, John, DO OB/GYN Manguiat, Jenevieve, RBT Behavior Analysis Michas, Gregory, DO Psychiatry Rea, Martha, PA Primary Care Family Medicine Schall, Sandra, PT Physical Therapy Scott, Evan, BCBA Behavior Analysis CREDENTIALING ORGANIZATIONAL PROVIDER SEPTEMBER 2017 Provider Name Provide the Following Services Location GIMAG Corp dba: GIMAG Home Health Care Home Health Livermore RECREDENTIALING PROVIDERS SEPTEMBER 2017 Name Specialty Chen, Terence L., MD Surgery – Neurological Chiu, Noel T.D., MD Dermatology Cobbs, Yvonne C., NP Primary Care Internal Medicine Galina-Quintero, Doris, MD Nephrology Hourany, Johanna, MFT Mental Health Services Jaye, Lyssa N., NP Mid-Level Family Planning October 17, 2017 Contra Costa County Board of Supervisors 1334 Contra Costa Health Plan Providers Approved by Peer Review and Credentialing Committee September 12 and 18, 2017 Page 2 of 2 RECREDENTIALING PROVIDERS SEPTEMBER 2017 Name Specialty Jerdee, Valerie, MD Allergy & Immunology Kuhfal, Bonny J., HAD Hearing Aid Dispensing Lee, Scott S., MD Ophthalmology Leon, Ronald L., MD Psychiatry Ramakrishnan, Sampath, MD Primary Care Internal Medicine Romero, Denise, MD Surgery – Orthopaedic Shey, Jason J., MD Nephrology Sundar, Sam, MD Primary Care Internal Medicine Trombla, Laurie M. PA Primary Care Family Medicine Vallejo, Greg, RDO Dispensing Optician Wolfe, Michelle G., MD Family Planning RECREDENTIALING ORGANIZATIONAL PROVIDER SEPTEMBER 2017 Provider Name Provide the Following Services Location St. Helena Hospital dba: Adventist Health St. Helena Mental Health Services St. Helena Contra Costa Health Plan Provider Approved by Medical Director September 18, 2017 RECREDENTIALING ORGANIZATIONAL PROVIDER SEPTEMBER 2017 Provider Name Provide the Following Services Location St. Helena Hospital dba: Adventist Health St. Helena Mental Health Services St. Helena bopl-September 12 and 18, 2017 October 17, 2017 Contra Costa County Board of Supervisors 1335 RECOMMENDATION(S): Approve clarification of board action of September 12, 2017, (C.114) with Universal Specialty Vehicle, Inc. to correct the Payment Limit which should have read to add $42,222 to a new total of $589,846, for necessary modifications to improve infection control and ensure sufficient generator capacity for two Health Care for the Homeless mobile dental vehicles. FISCAL IMPACT: 100% funded by Federal Augmentation Funding. BACKGROUND: On September 12, 2017, the Board of Supervisors approved the purchase order with Universal Specialty Vehicle, Inc. to add $36,460 for a new total payment limit of $548,084 for necessary modifications to improve infection control and to ensure sufficient generator capacity to fully support the operation of two Health Care for the Homeless mobile dental vehicles. The purpose of this board order is to correct an error in the total payment limit which should have read to add $42,222 for a new total payment limit of $589,846. CONSEQUENCE OF NEGATIVE ACTION: If this correction is not approved, the County will not be able to obtain the necessary upgrades and there may not be sufficient generator power to support all electrical applications in the mobile medical vehicles during operation, and physical space of dental offices will not be utilized as efficiently. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Dan Peddycord, 925-313-6712 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Tasha Scott, Marcy Wilhelm, Bill Sorrell C.158 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Correct September 12, 2017 Board Order Item #C.114 with Universal Specialty Vehicle, Inc. October 17, 2017 Contra Costa County Board of Supervisors 1336 October 17, 2017 Contra Costa County Board of Supervisors 1337 RECOMMENDATION(S): APPROVE and AUTHORIZE a substantial amendment to the County’s FY 2017/18 Community Development Block Grant (CDBG) Program Action Plan, to award $888,516 to seven additional projects in the Infrastructure/Public Facilities Category, as recommended by the Finance Committee, and an additional $61,900 to one project in the Housing Category. FISCAL IMPACT: There is no fiscal impact to the County General Fund, as the allocation is from CDBG Program Income. CDBG Program Income are funds returned or repaid to the County's CDBG Program from previously completed projects, which have to be used on eligible CDBG activities. The CDBG funds are provided to the County on a formula allocation basis through the U.S. Department of Housing and Urban Development (HUD). Catalog of Federal Domestic Assistance #14.218. BACKGROUND: On July 18, 2017, the Board of Supervisors approved the Contra Costa County CDBG Annual Action Plan for FY 2017/18 CDBG funds, which included allocating $323,994 to four projects in the Infrastructure/Public Facilities (IPF) category and $2,455,000 to seven projects in the Housing category. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Gabriel Lemus, 925-674-7882 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Lisa Driscoll C.159 To:Board of Supervisors From:John Kopchik, Director, Conservation & Development Department Date:October 17, 2017 Contra Costa County Subject:Substantial Amendment to the County's FY 2017/18 CDBG Action Plan to Allocate Additional Funds in the IPF and Housing Categories October 17, 2017 Contra Costa County Board of Supervisors 1338 BACKGROUND: (CONT'D) By the end of FY 2016/17, the County had accrued an unexpected amount of approximately $1.0 million in CDBG Program Income from previously completed CDBG projects. The CDBG Program Income is considered by the U.S. Department of Housing and Urban Development (HUD) as part of the County’s available CDBG resources for FY 2017/18. The additional funds need to be allocated and distributed to eligible construction related projects in order to meet expenditure requirements established by HUD. In order to meet the expenditure requirements, County CDBG staff issued a Request for Proposals (RFP) on June 8, 2017 for eligible projects in the IPF and Housing categories that can be substantially completed by March 31, 2018. Seven eligible, feasible, and timely applications in the IPF category and one in the Housing category were submitted by the August 14, 2017 deadline, requesting a total amount of $950,416 in CDBG funds. The eight proposed projects are spread throughout the various regions of the County, with two in west County, three in central County, and three in east County. Finance Committee Meeting: The Finance Committee met on September 25, 2017 to consider staff funding recommendations for the seven additional IPF projects. The meeting was noticed and project applicants were encouraged to attend. After discussion, the Finance Committee recommended to allocate an additional $888,516 in CDBG funds to the seven additional projects in the IPF category. The amount recommended to each respective IPF project is listed in Attachment A. The housing application is a request for an additional $61,948 for the Elaine Null Apartments acquisition and rehabilitation project. The applicant, Resources for Community Development, previously applied for $300,000 in FY 2016/17 CDBG funds. The Affordable Housing Finance Committee only recommended $100,000 in CDBG funds because at that time there were not sufficient CDBG funds available for a larger allocation. This additional award of $61,900 will be used for site acquisition. Tax-exempt bonds and low-income housing tax credits are the funding sources for the rehabilitation. The Board of Supervisors approved the original allocation on March 1, 2016, and the County legal documents for this project at its October 10, 2017 meeting. These additional funds will be added to those approved documents. The project is scheduled to close on the financing by October 30, 2017 with rehabilitation starting in November 2017. CONSEQUENCE OF NEGATIVE ACTION: If the Substantial Amendment to award the additional CDBG funds is not approved, the County may not be able to meet HUD's full expenditure requirements, which may jeopardize future allocations of CDBG funds to the County. CHILDREN'S IMPACT STATEMENT: Most of the projects funded with the additional CDBG funds address at least one of the five community outcomes established in the Children's Report Card. ATTACHMENTS Attachment A - Finance Committee Recommendations October 17, 2017 Contra Costa County Board of Supervisors 1339 Community Development Block Grant Additional Recommended Projects - Infrastructure/Public Facilities Category FY 2017/18 ATTACHMENT A Project Name Amount Requested Finance Committee Recommendations for FY 2017/18 17-01A-IPF COCOKIDS (formerly Contra Costa Childcare Council) Solar Energy Project Installation of solar panels along the top of a new cantilevered carport structure in a portion of the parking lot. $140,000 $140,000 $195,000.00 72% 17-02A-IPF City of Pleasant Hill City Hall Campus Accessibility Improvement Project Renovate the public restrooms, main lobby/reception, and ramp access at Pleasant Hill City Hall to ensure City Hall complies with the American with Disabilities Act (ADA) $28,710 $28,710 $42,000.00 68% 17-03A-IPF City of Richmond, Community Services Booker T. Anderson Community Center Improvements The renovation of the Booker T. Anderson Community Center including refinishing the floor of the gymnasium, painting the gymnasium, removing and replacing three sets of doors, and renovating the exterior courtyard. $90,000 $90,000 $120,000.00 75% 17-04A-IPF Contra Costa County Health Services - Health, Housing, Homeless Services - Homeless Program East County CARE Center Improvements Tenant improvements of a vacant commercial building for use as the new East County Coordinated Assessment Resource (CARE) Center for homeless individuals. $400,000 $400,000 $1,544,527.00 26% CCC Application No.OutcomeApplicant Infrastructure/Public Facilities Projects % Budget (CDBG) Total Budget Contra Costa County October 17, 2017 Contra Costa County Board of Supervisors 1340 Community Development Block Grant Additional Recommended Projects - Infrastructure/Public Facilities Category FY 2017/18 ATTACHMENT A Project Name Amount Requested Finance Committee Recommendations for FY 2017/18 CCC Application No.OutcomeApplicant Infrastructure/Public Facilities Projects % Budget (CDBG) Total Budget Contra Costa County 17-05A-IPF Contra Costa Family Justice Alliance West County Family Justice Center Roof Replacement Roof replacement to the West County Family Justice Center building. $95,000 $95,000 $200,000.00 48% 17-06A-IPF Martinez Early Childhood Center, Inc. Playground Safety Upgrades Replace playground surfacing with Pour-In-Place rubber safety surfacing for compliance with State licensing requirements, in addition to the installation of shade structures for UV ray protection. $39,806 $39,806 $44,228.00 90% 17-07A-IPF Opportunity Junction In-Place Capacity Expansion Renovation and reconfiguration of existing bathrooms into four gender- neutral private bathrooms. $95,000 $95,000 $134,255.00 71% $888,516 $888,516 $2,280,010 39%TOTALS October 17, 2017 Contra Costa County Board of Supervisors 1341 RECOMMENDATION(S): ACCEPT the September 2017 update of the operations of the Employment and Human Services Department, Community Services Bureau, as recommended by the Employment and Human Services Department Director. FISCAL IMPACT: No fiscal impact. BACKGROUND: The Employment and Human Services Department submits a monthly report to the Contra Costa County Board of Supervisors (BOS) to ensure ongoing communications with the County Administrator and BOS regarding any and all issues pertaining to the Head Start Program and Community Services Bureau. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Elaine Burres, 608-4960 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: C.160 To:Board of Supervisors From:Kathy Gallagher, Employment & Human Services Director Date:October 17, 2017 Contra Costa County Subject:September 2017 Update - Operations of the Employment and Human Services Department, Community Services Bureau October 17, 2017 Contra Costa County Board of Supervisors 1342 ATTACHMENTS CSB Sept 2017 CAO Report CSB Sept 2017 HS Fiscal CSB Sept 2017 EHS Fiscal CSB Sept 2017 CACFP Report CSB Sept 2017 Credit Card CSB Sept 2017 LIHEAP CSB Sept 2017 EHS CC Partnership Fiscal 1 CSB Sept 2017 EHS CC Partnership Fiscal 2 CSB Sept 2017 Menu October 17, 2017 Contra Costa County Board of Supervisors 1343 Camilla Rand, M.S. Director 1470 Civic Court, Suite 200 Concord, CA 94520 Tel 925 681 6300 Fax 925 313 8301 www.cccounty.us/ehsd To: David Twa, Contra Costa County Administrator From: Kathy Gallagher, EHSD Director Subject: Community Services Monthly Report Date: September 2017 News /Accomplishments The Office of Head Start (OHS) has developed a new monitoring system, called the Aligned Monitoring System (AMS) 2.0. Federal monitoring will now be composed of three (3) reviews over the course of the grantee’s five-year grant cycle; the off-site Focus Area 1, the on-site Focus Area 2, and CLASS observations. Compared to previous monitoring systems, AMS 2.0 is a more streamlined process and will have a greater focus on the use of data, process, and outcome as they relate to the Head Start Program Performance Standards. This process will allow Community Services Bureau more opportunities to showcase our innovative and results-driven processes. October is Head Start Awareness Month and CSB will collaborate with the Art & Culture Commission of Contra Costa County AC to showcase artwork, storyboards and pictures of children at play from our centers in order to raise awareness to Head Start and the importance and impact it has in the community. Art pieces will be on display at 651 Pine Street in Martinez from October 2-30, 2017. The 2017 Policy Council Orientation will be held on September 30, 2017 at the Crowne Plaza Hotel. Newly voted in representatives will receive an overview of the Community Services Bureau, Head Start and the important role they will have in shared decision making. The annual Head Start (HS)/Early Head Start (EHS) Shared Governance Meeting is scheduled for Wednesday, November 1, 2017 from 2-4 pm at the Clarion Hotel in Concord. The topic of this year’s meeting is “Get involved, make a difference”. This year, we have asked each Board member to speak for 5 minutes about issues that are pertinent to our families and share how they can get involved. The Governing Bodies will also connect and share program successes. CSB’s first cohort of the Teacher Apprenticeship Program is in the works and set to begin October 12. Over 40 participants attended the informational session and 33 people applied for the 15 slots available. This 18-week program will allow students to take 12 units of coursework over the course of 18 weeks, while receiving on the job training. At the end of the 18-weeks, the trainees will be eligible to be permanent Associate Teachers. CSB has begun implementation of CSEFEL Teaching Pyramid in 5 preschool classrooms (Bayo Vista, GMIII and Riverview). Five classrooms teaching teams will be attending the full modules training in San Francisco. The Teaching Pyramid is a comprehensive approach designed to help educators promote social-emotional competence, address challenging behaviors in young children, and develop safe and nurturing group environments for all children. This approach will complement the “Second Step” curriculum that has been used widely in all classrooms. The rest of the classrooms will October 17, 2017 Contra Costa County Board of Supervisors 1344 cc: Policy Council Chair Family & Human Services Committee Nicole Porter, ACF 2 slowly taking part in the Teaching Pyramid implementation when it is offered in Contra Costa County in fall 2018. These 5 classrooms teams will received coaching and support from CSB’s Leadership Team. Quality Rating Improvement System (QRIS) awarded CSB a mini grant in the amount of $8,442.00. The funds will be dividedly amongst Early Head Start centers to purchase materials to enhance the environment of the centers. QRIS infant /toddler and preschool center ratings have been published by First 5. All of CSB EHS and HS centers are at a 4 or 5 rating with 5 being the highest and 4 being an extremely high rating. I. Status Updates: a. Caseloads, workload (all programs) Head Start enrollment: 104.2% Early Head Start enrollment: 101.3% Early Head Start Child Care Partnership enrollment: 82% Head Start Average Daily Attendance: 83.1% Early Head Start Average Daily Attendance: 83.1% Early Head Start Child Care Partnership Attendance: 83.1% b. Staffing: During the month of September, CSB conducted interviews to fill vacant various teaching and clerical positions. The Bureau is anticipating interviews to fill vacancies within the comprehensive Services Assistant Manager (CSAM) and ASA III classifications. The hiring process is currently impaired by the EHSD Department-wide freeze and the Bureau struggles with hiring and adequately staffing its classrooms and comprehensive child development program. c. Union issues: The Merit Board dismissed the Appeal from Termination submitted by Local One on behalf of a CSB Associate Teacher. The Business Agent for Local One, Site Supervisor Unit, escalated to step 4 a grievance on behalf of a CSB’s Site Supervisor who chose layoff vs. demotion. CSB was presented with EEOC complaint brought by a former county temporary employee. The Bureau is working with County Counsel on responding to the complaint. II. Emerging Issues and Hot Topics: Since the construction project in San Pablo to replace Brookside is no longer viable, the City of San Pablo has offered a new location on Vale Street. The location is 22,000 square feet and would replace Brookside and Las Deltas centers. The City has drawn plans for us and we will begin negotiating on the cost. Because it is an old building, it will need to be completely remodeled. AB 435 has passed the Senate Floor and is headed to the Governor’s desk for signature. This is the Childcare Subsidy Plan for Alameda, Contra Costa, Marin October 17, 2017 Contra Costa County Board of Supervisors 1345 cc: Policy Council Chair Family & Human Services Committee Nicole Porter, ACF 3 and Sonoma Counties and will offer counties local flexibility with its state allocations to ensure that more child care centers keep their doors open, and continue to serve our most vulnerable children. Our local child care experts would develop a subsidized child care pilot plan, which would allow flexibility in family and child eligibility, reimbursement rates, family fees and other methods of maximizing the efficient use of subsidy dollars. San Francisco and San Mateo implemented similar reforms at the local level several years ago, which led to increased children served and stabilized child care providers in those high-cost regions. At the last minute, DSS advocates included language to include Stage I in the planning process. CSB and WFS agree in this new language. October 17, 2017 Contra Costa County Board of Supervisors 1346 1 2 3 4 5 DESCRIPTION Total Remaining % YTD Actual Budget Budget YTD a. PERSONNEL 2,369,848$ 4,203,352$ 1,833,504$ 56% b. FRINGE BENEFITS 1,450,758 2,586,739 1,135,981 56% c. TRAVEL - - - 0% d. EQUIPMENT - - - 0% e. SUPPLIES 60,891 207,200 146,309 29% f. CONTRACTUAL 2,146,161 6,880,965 4,734,804 31% g. CONSTRUCTION - - - 0% h. OTHER 626,608 1,371,343 744,735 46% I. TOTAL DIRECT CHARGES 6,654,265$ 15,249,599$ 8,595,334$ 44% j. INDIRECT COSTS 476,944 878,928 401,984 54% k. TOTAL-ALL BUDGET CATEGORIES 7,131,210$ 16,128,527$ 8,997,317$ 44% In-Kind (Non-Federal Share)1,184,858$ 4,032,132$ 2,847,274$ 29% CONTRA COSTA COUNTY COMMUNITY SERVICES BUREAU 2017 HEAD START PROGRAM July 2017 Expenditures October 17, 2017 Contra Costa County Board of Supervisors 1347 1 2 3 4 5 6 7 8 9 Jan-17 Apr-17 thru thru Actual Actual Total YTD Total Remaining % Mar-17 Jun-17 Jul-17 Aug-17 Actual Budget Budget YTD a. Salaries & Wages (Object Class 6a) Permanent 1011 875,671 785,929 194,455 264,741 2,120,795 3,126,172 1,005,377 68% Temporary 1013 103,918 105,930 11,297 27,907 249,052 1,077,180 828,128 23% a. PERSONNEL (Object class 6a)979,588 891,859 205,753 292,648 2,369,848 4,203,352 1,833,504 56% Fringe Benefits 599,025 527,720 136,702 187,311 1,450,758 2,586,739 1,135,981 56% b. FRINGE (Object Class 6b)599,025 527,720 136,702 187,311 1,450,758 2,586,739 1,135,981 1,450,758 e. SUPPLIES (Object Class 6e) 1. Office Supplies 7,053 7,122 2,649 1,139 17,963 50,100 32,137 36% 2. Child and Family Services Supplies (Includesclassroom Supplies)12,704 1,694 3,531 2,304 20,234 28,200 7,966 72% 4. Other Supplies Computer Supplies, Software Upgrades, Computer Replacement 1,850 2,267 - 11,631 15,748 93,400 77,652 17% Health/Safety Supplies 765 107 37 - 909 5,000 4,091 18% Mental helath/Diasabilities Supplies 82 359 - - 440 600 160 73% Miscellaneous Supplies 742 1,856 1,170 - 3,768 21,200 17,432 18% Emergency Supplies - - - 29 29 4,500 4,471 1% Household Supplies 93 1,364 - 344 1,801 4,200 2,399 43% TOTAL SUPPLIES (6e)23,288 14,769 7,387 15,447 60,891 207,200 146,309 29% f. CONTRACTUAL (Object Class 6f) 1. Adm Svcs (e.g., Legal, Accounting, Temporary Contracts)4,593 25,396 13,547 11,619 55,155 85,000 29,845 65% Estimated Medical Revenue from Medi-Cal (Org 1432 - credit)- - - - - (363,031) (363,031) 0% Health Consultant 11,250 11,021 4,760 4,480 31,512 45,700 14,188 69% 5. Training & Technical Assistance - PA11 - - - - - Interaction - - - - - 3,000 3,000 0% Diane Godard ($50,000/2)6,250 5,050 - - 11,300 11,500 200 98% Josephine Lee ($35,000/2)2,550 3,975 - - 6,525 14,300 7,775 46% Susan Cooke ($60,000/2)- - - - - 15,000 15,000 7. Delegate Agency Costs - - - - First Baptist Church Head Start PA22 132,151 448,817 - 254,714 835,681 2,101,965 1,266,284 40% First Baptist Church Head Start PA20 - - - - - 8,000 8,000 0% 8. Other Contracts - - - - - FB-Fairgrounds Partnership (Wrap)11,605 18,920 - - 30,525 74,213 43,688 41% FB-Fairgrounds Partnership 28,800 42,300 - - 71,100 183,600 112,500 39% FB-E. Leland/Mercy Housing Partnership - - - - - - - Martinez ECC (18 HS slots x $225/mo x 12/mo)18,000 27,000 - - 45,000 108,000 63,000 42% YMCA of the East Bay (20 HS slots x $225/mo x 12/mo) 9,000 - - - 9,000 9,000 - 100% YMCA Richmond CDC, Lucas Ave.(48 slots x 12 x $350) $201,600 - - - - - 100,800 100,800 0% YMCA 8th CDC, Lucas Ave.(48 slots x 12 x $350) $201,600 - - - - - 100,800 100,800 0% YMCA Giant Rd. CDC (16 slots x 12 x $350) $67,200 - - - - - 33,600 33,600 0% YMCA Rodeo CDC(24 slots x 12 x $350) $100,800 - - - - - 50,400 50,400 0% Child Outcome Planning and Administration (COPA/Nulinx) 4,715 2,518 - - 7,233 17,500 10,267 41% Enhancement/wrap-around HS slots with State CD Program 2,488 1,040,642 - - 1,043,130 4,281,618 3,238,488 24% f. CONTRACTUAL (Object Class 6f)231,403 1,625,638 18,307 270,813 2,146,161 6,880,965 4,734,804 31% h. OTHER (Object Class 6h) 2. Bldg Occupancy Costs/Rents & Leases 88,469 86,976 19,649 16,621 211,715 316,200 104,485 67% (Rents & Leases/Other Income)- - - (1,325) (1,325) - 1,325 4. Utilities, Telephone 61,337 72,769 4,289 18,008 156,403 275,000 118,597 57% 5. Building and Child Liability Insurance 2,770 - - - 2,770 3,500 731 79% 6. Bldg. Maintenance/Repair and Other Occupancy 2,129 9,819 - 560 12,508 35,000 22,492 36% 8. Local Travel (55.5 cents per mile effective 1/1/2012)5,919 10,233 1,329 2,441 19,923 36,000 16,077 55% 9. Nutrition Services - - - - Child Nutrition Costs 74,312 95,198 - 2,818 172,329 450,000 277,671 38% (CCFP & USDA Reimbursements)(95,310) (51,318) - 1 (146,627) (200,000) (53,373) 73% 13. Parent Services - - - - Parent Conference Registration - PA11 - - 828 - 828 1,000 172 83% Parent Resources (Parenting Books, Videos, etc.) - PA11 - - - - - 700 700 0% PC Orientation, Trainings, Materials & Translation - PA11 1,577 2,376 144 - 4,097 5,700 1,603 72% Policy Council Activities - - - - - 1,000 1,000 0% Parent Activities (Sites, PC, BOS luncheon) & Appreciation 619 47 - - 666 1,000 334 67% Child Care/Mileage Reimbursement 2,163 2,223 - - 4,387 12,700 8,313 35% 14. Accounting & Legal Services - - - - Auditor Controllers 973 - - - 973 1,500 527 65% Data Processing/Other Services & Supplies 2,906 3,403 - 1,434 7,743 15,400 7,657 50% 15. Publications/Advertising/Printing - - - - Outreach/Printing 75 - - - 75 100 25 75% Recruitment Advertising (Newspaper, Brochures)7,142 - - - 7,142 9,000 1,858 79% 16. Training or Staff Development - - - - - Agency Memberships (WIPFLI, Meeting Fees, NHSA, NAEYC, etc.)2,612 6,543 2,730 639 12,524 8,598 (3,926) 146% Staff Trainings/Dev. Conf. Registrations/Memberships - PA11 9,672 13,477 1,820 6,459 31,429 20,000 (11,429) 157% 17. Other - Site Security Guards 6,274 8,944 - - 15,218 32,000 16,782 48% Dental/Medical Services - - - - - 1,000 1,000 0% Vehicle Operating/Maintenance & Repair 10,879 18,701 4,712 3,440 37,732 77,000 39,268 49% Equipment Maintenance Repair & Rental 12,746 13,505 - 6,996 33,248 167,000 133,753 20% Dept. of Health and Human Services-data Base (CORD)839 - - - 839 12,000 11,161 7% Other Operating Expenses (Facs Admin/Other admin)13,510 21,614 - 6,890 42,014 89,945 47,931 47% h. OTHER (6h)211,613 314,511 35,501 64,983 626,608 1,371,343 744,735 46% I. TOTAL DIRECT CHARGES (6a-6h)2,044,917 3,374,497 403,649 831,202 6,654,265 15,249,599 8,595,334 44% j. INDIRECT COSTS 184,523 238,804 - 53,618 476,944 878,928 401,984 54% k. TOTALS (ALL BUDGET CATEGORIES)2,229,440 3,613,301 403,649 884,820 7,131,210 16,128,527 8,997,317 44% Non-Federal Share (In-kind)337,367 645,666 201,825 - 1,184,858 4,032,132 2,847,274 29% CONTRA COSTA COUNTY COMMUNITY SERVICES BUREAU 2017 HEAD START PROGRAM July 2017 Expenditures October 17, 2017 Contra Costa County Board of Supervisors 1348 1 2 3 4 5 DESCRIPTION Total Remaining % YTD Actual Budget Budget YTD a. PERSONNEL 284,692$ 532,702$ 248,010$ 53% b. FRINGE BENEFITS 167,445 368,092 200,647 45% c. TRAVEL - - - 0% d. EQUIPMENT - - - 0% e. SUPPLIES 5,621 29,700 24,079 19% f. CONTRACTUAL 991,538 2,422,286 1,430,748 41% g. CONSTRUCTION - - - 0% h. OTHER 31,032 76,344 45,312 41% I. TOTAL DIRECT CHARGES 1,480,328$ 3,429,124$ 1,948,796$ 43% j. INDIRECT COSTS 62,145 109,420 47,275 57% k. TOTAL-ALL BUDGET CATEGORIES 1,542,473$ 3,538,544$ 1,996,071$ 44% In-Kind (Non-Federal Share)392,742$ 884,636$ 491,894$ 44% CONTRA COSTA COUNTY COMMUNITY SERVICES BUREAU 2017 EARLY HEAD START PROGRAM August 2017 Expenditures October 17, 2017 Contra Costa County Board of Supervisors 1349 1 2 3 4 5 6 7 8 Jan-17 Apr-17 thru thru Actual Actual Total YTD Total Remaining Mar-17 Jun-17 Jul-17 Aug-17 Actual Budget Budget Expenditures a. Salaries & Wages (Object Class 6a) Permanent 1011 122,999 72,767 33,890 25,472 255,128 455,298 200,170 Temporary 1013 14,255 7,803 3,150 4,356 29,564 77,404 47,840 a. PERSONNEL (Object class 6a)137,254 80,570 37,040 29,828 284,692 532,702 248,010 b. FRINGE (Object Class 6b)78,063 50,085 21,185 18,113 167,445 368,092 200,647 e. SUPPLIES (Object Class 6e) 1. Office Supplies 425 (2,263) 39 15 (1,785) 3,000 4,785 2. Child and Family Serv. Supplies/classroom Supplies 1,821 2,183 41 157 4,202 13,500 9,298 4. Other Supplies - - - - - - Computer Supplies, Software Upgrades, Comp Replacemnt- 348 - 2,411 2,758 7,000 4,242 Health/Safety Supplies - - - - - 2,500 2,500 Miscellaneous Supplies 44 250 - - 294 1,200 906 Household Supplies - 8 - 143 151 2,500 2,349 e. SUPPLIES (Object Class 6e)2,290 525 80 2,725 5,621 29,700 24,079 f. CONTRACTUAL (Object Class 6f) 2. Health/Disabilities Services - - - - - - Health Consultant 4,822 2,263 2,040 1,920 11,045 18,300 7,255 5. Training & Technical Assistance - PA11 - - - Interaction - - - - - 10,500 10,500 Josephine Lee ($35,000/2)2,550 2,235 - - 4,785 14,000 9,215 8. Other Contracts FB-Fairgrounds Partnership 9,800 9,800 - - 19,600 84,000 64,400 FB-E. Leland/Mercy Housing Partnership 21,000 21,000 - - 42,000 180,000 138,000 Apiranet - 222,000 - 32,400 254,400 388,800 134,400 Crossroads - - - - - 77,000 77,000 Martinez ECC 11,200 11,200 (92,400) - (70,000) 96,000 166,000 Child Outcome Planning & Admini. (COPA/Nulinx)680 - - - 680 3,000 2,320 Enhancement/wrap-around HS slots with State CD Prog.348,052 380,976 - - 729,028 1,550,686 821,658 f. CONTRACTUAL (Object Class 6f)398,104 649,475 (90,360) 34,320 991,538 2,422,286 1,430,748 h. OTHER (Object Class 6h) 2. Bldg Occupancy Costs/Rents & Leases 327 366 - 306 999 1,500 501 (Rents & Leases/Other Income)- - - - - - - 4. Utilities, Telephone 526 578 - 91 1,195 4,000 2,805 5. Building and Child Liability Insurance - - - - - - - 6. Bldg. Maintenance/Repair and Other Occupancy 132 306 - 168 605 1,500 895 8. Local Travel (55.5 cents per mile)1,179 1,517 153 201 3,050 6,300 3,250 9. Nutrition Services - - - - - - - Child Nutrition Costs 239 282 - - 521 600 79 (CCFP & USDA Reimbursements)(307) (74) 87 (87) (381) (500) (119) 13. Parent Services - - PC Orientation, Trainings, Materials & Translation - PA11351 778 285 - 1,414 1,700 286 Policy Council Activities - - - - - 900 900 Parent Activities (Sites, PC, BOS luncheon) & Appreciation- - - - - - - Child Care/Mileage Reimbursement 262 1,006 - - 1,268 1,500 232 14. Accounting & Legal Services - - Auditor Controllers - - - - - 1,000 1,000 Data Processing/Other Services & Supplies 651 651 - 300 1,602 2,300 698 15. Publications/Advertising/Printing - - Recruitment Advertising (Newspaper, Brochures)- - - - - 100 100 16. Training or Staff Development - - Agency Memberships (WIPFLI, Meeting Fees, NHSA, NAEYC)6 1,500 1,575 - 3,081 10,200 7,119 Staff Trainings/Dev. Conf. Registrations/Memberships - PA115,725 3,521 925 843 11,014 28,244 17,230 17. Other - - Vehicle Operating/Maintenance & Repair 3,310 240 536 691 4,778 10,000 5,222 Equipment Maintenance Repair & Rental 72 73 - - 145 2,000 1,855 Other Operating Expenses (Facs Admin/Other admin)708 632 - 401 1,741 5,000 3,259 Other Departmental Expenses - - - - - - - h. OTHER (6h)13,180 11,376 3,561 2,915 31,032 76,344 45,312 I. TOTAL DIRECT CHARGES (6a-6h)628,892 792,031 (28,495) 87,900 1,480,328 3,429,124 1,948,796 j. INDIRECT COSTS 25,592 26,900 - 9,652 62,145 109,420 47,275 k. TOTALS - ALL BUDGET CATEGORIES 654,484 818,932 (28,495) 97,552 1,542,473 3,538,544 1,996,071 Non-Federal Match (In-Kind)163,621 204,733 - 24,388 392,742 884,636 491,894 CONTRA COSTA COUNTY COMMUNITY SERVICES BUREAU 2017 EARLY HEAD START PROGRAM August 2017 Expenditures October 17, 2017 Contra Costa County Board of Supervisors 1350 9 % YTD 56% 38% 53% 45% -60% 31% 39% 0% 24% 19% 60% 0% 34% 23% 23% 65% 0% -73% 23% 47% 41% 67% 30% 40% 48% 87% 83% 0% 85% 0% 70% 30% 39% 48% 7% 35% 41% 43% 57% 44% 44% October 17, 2017 Contra Costa County Board of Supervisors 1351 2017 Month covered July Approved sites operated this month 13 Number of days meals served this month 20 Average daily participation 494 Child Care Center Meals Served: Breakfast 8,547 Lunch 9,888 Supplements 8,004 Total Number of Meals Served 26,439 fldr/fn:2017 CAO Monthly Reports FY 2017-2018 EMPLOYMENT & HUMAN SERVICES DEPARTMENT COMMUNITY SERVICES BUREAU CHILD NUTRITION FOOD SERVICES CHILD and ADULT CARE FOOD PROGRAM MEALS SERVED October 17, 2017 Contra Costa County Board of Supervisors 1352 A - 5 Authorized Users C. Rand, Bureau Dir xxxx8798 Month:August 2017 K. Mason, Div Mgr xxxx2364 C. Reich, Div Mgr xxxx4959 Credit Card:Visa/U.S. Bank S. Kim, Sr. Business Systems Analyst xxxx1907 C. Johnson, AD xxxx0220 J. Rowley, AD xxxx2391 P. Arrington, AD xxxx3838 I. Renggenathen, AD xxxx2423 R. Radeva, PSA III xxxx1899 Corporate Acct. Number xxxx5045 Acct. code Stat. Date Card Account # Amount Program Purpose/Description 2100 08/22/17 xxxx4959 371.21 Comm. Svc Block Grant Office Exp 2100 08/22/17 xxxx1907 782.78 Child Care Svs Program Office Exp 2100 08/22/17 xxxx1907 407.46 Comm. Svc Block Grant Office Exp 2100 08/22/17 xxxx1907 223.45 HS Basic Grant Office Exp 2100 08/22/17 xxxx8798 995.62 HS Basic Grant Office Exp 2100 08/22/17 xxxx8798 995.63 EHS-Child Care Partnership #2 Office Exp 3,776.15 2102 08/22/17 xxxx4959 646.00 EHS-Child Care Partnership #2 Books, Periodicals 2102 08/22/17 xxxx8798 34.93 HS Basic Grant Books, Periodicals 2102 08/22/17 xxxx2391 63.98 HS Basic Grant Books, Periodicals 744.91 2150 08/22/17 xxxx2423 324.24 Child Nutrition Food Services Food 324.24 2170 08/22/17 xxxx2423 45.40 Bayo Vista Site Costs Household Expense 2170 08/22/17 xxxx3838 174.80 Balboa Site Costs Household Expense 2170 08/22/17 xxxx2391 30.69 HS Basic Grant Household Expense 250.89 2200 08/22/17 xxxx2391 (107.66) HS Basic Grant Memberships (107.66) 2303 08/22/17 xxxx4959 583.96 Comm. Svc Block Grant Other Travel Employees 583.96 2467 08/22/17 xxxx1899 174.00 Indirect Admin Costs Training & Registration 174.00 2477 08/22/17 xxxx2391 1,153.45 HS Basic Grant Educational Supplies 1,153.45 2479 08/22/17 xxxx1899 424.00 Indirect Admin Costs Other Special Dpmtal Exp 424.00 2490 08/22/17 xxxx3838 37.81 Balboa Site Costs Misc Services/Supplies 2490 08/22/17 xxxx3838 165.93 HS Parent Services Misc Services/Supplies 2490 08/22/17 xxxx3838 110.62 EHS Parent Services Misc Services/Supplies 314.36 Total 7,638.30 COMMUNITY SERVICES BUREAU SUMMARY CREDIT CARD EXPENDITURE Agency: Community Services Bureau 10/3/2017 Page 1 of 1 October 17, 2017 Contra Costa County Board of Supervisors 1353 CAO Monthly Report CSBG and Weatherization Programs Year-to-Date Expenditures As of August 31, 2017 1.2017 LIHEAP WX Contract # 17B-3005 Term: Oct. 1, 2016 - Dec. 31, 2017 Amount: WX $ 850,529 Total Contract 850,529$ Expenditures (410,028) Balance 440,501$ Expended 48% 2.2017 LIHEAP ECIP/EHA 16 Contract # 17B-3005 Term: Oct. 1, 2016 - Dec. 31, 2017 Amount: EHA 16 $ 776,386 Total Contract 776,386$ Expenditures (621,521) Balance 154,865$ Expended 80% 4.2017 COMMUNITY SERVICES BLOCK GRANT (CSBG) Contract # 17F-2007 Term: Jan. 1, 2017 - December 31, 2017 Amount: $ 846,479 Total Contract 846,479$ Expenditures (430,806) Balance 415,673$ Expended 51% fldr/fn:CAO Monthly Reports/WX YTD Exp-CAO Mo Rprt 08-2017 October 17, 2017 Contra Costa County Board of Supervisors 1354 1 2 3 4 5 DESCRIPTION Total Remaining % YTD Actual Budget Budget YTD a. PERSONNEL 64,371$ 299,555$ 235,184$ 21% b. FRINGE BENEFITS 38,791 216,733 177,942 18% c. TRAVEL - - - 0% d. EQUIPMENT - - - 0% e. SUPPLIES 2,068 4,800 2,732 43% f. CONTRACTUAL 33,000 456,920 423,920 7% g. CONSTRUCTION - 0% h. OTHER 22,679 50,813 28,134 45% I. TOTAL DIRECT CHARGES 160,909$ 1,028,821$ 867,912$ 16% j. INDIRECT COSTS 8,994 62,557 53,563 14% k. TOTAL-ALL BUDGET CATEGORIES 169,902$ 1,091,378$ 921,476$ 16% In-Kind (Non-Federal Share)-$ 272,845$ 272,845$ 0% CONTRA COSTA COUNTY COMMUNITY SERVICES BUREAU EARLY HEAD START- CC PARTNERSHIP August 2017 Expenditures October 17, 2017 Contra Costa County Board of Supervisors 1355 1 2 3 4 5 6 7 Actual Actual Total YTD Total Remaining % Jul-17 Aug-17 Actual Budget Budget YTD Expenditures a. Salaries & Wages (Object Class 6a) Permanent 1011 34,512 29,859 64,371 299,555 235,184 21% Temporary 1013 - - - - - a. PERSONNEL (Object class 6a)34,512 29,859 64,371 299,555 235,184 21% b. FRINGE BENEFITS (Object Class 6b) Fringe Benefits 21,278 17,513 38,791 216,733 177,942 18% b. FRINGE (Object Class 6b)21,278 17,513 38,791 216,733 177,942 18% e. SUPPLIES (Object Class 6e) 1. Office Supplies - 6 6 1,000 994 1% 2. Child and Family Serv. Supplies/classroom Supplies - 40 40 1,200 1,160 3% 4. Other Supplies Computer Supplies, Software Upgrades, Comp Replacemnt - 1,089 1,089 1,200 111 91% Miscellaneous Supplies - - - 1,000 1,000 0% Household Supplies 927 5 933 400 (533) 233% e. SUPPLIES (Object Class 6e)927 1,140 2,068 4,800 2,732 43% f. CONTRACTUAL (Object Class 6f) 1. Adm Svcs (e.g., Legal, Accounting, Temporary Contracts)- - - 12,000 12,000 0% 8. Other Contracts - - - 312,000 312,000 0% Contra Costa Child Care Council - - - 20,000 20,000 0% First Baptist (20 slots x $450)- - - 3,000 3,000 0% Child Outcome Planning and Administration (COPA/Nulinx)- 33,000 33,000 109,920 76,920 30% Enhancement/wrap-around HS slots with State CD Prog.- - - - - f. CONTRACTUAL (Object Class 6f)- 33,000 33,000 456,920 423,920 7% h. OTHER (Object Class 6h) 2. Bldg Occupancy Costs/Rents & Leases 2,272 1,284 3,557 1,800 (1,757) 198% (Rents & Leases/Other Income)- - - - - 4. Utilities, Telephone 241 1,266 1,508 4,000 2,492 38% 5. Building and Child Liability Insurance - - - - - 6. Bldg. Maintenance/Repair and Other Occupancy - 434 434 1,400 966 31% 8. Local Travel (54 cents per mile)174 510 684 4,200 3,516 16% 13. Parent Services - - - - - 0% Parent Activities (Sites, PC, BOS luncheon) & Appreciation - - - 1,000 1,000 0% Child Care/Mileage Reimbursement - - - - - 14. Accounting & Legal Services Audit - - - - - Legal (County Counsel)- - - 1,000 1,000 0% Auditor Controllers - - - 2,000 2,000 0% Data Processing/Other Services & Supplies - 134 134 1,000 866 13% 15. Publications/Advertising/Printing - - - - - Outreach/Printing - - - 400 400 Recruitment Advertising (Newspaper, Brochures)- - - - - 16. Training or Staff Development Agency Memberships (WIPFLI, Meeting Fees, NHSA, NAEYC)- - - - - Staff Trainings/Dev. Conf. Registrations/Memberships - PA11 10,364 4,353 14,718 25,907 11,189 57% 17. Other - Vehicle Operating/Maintenance & Repair - 11 11 4,000 3,989 0% Equipment Maintenance Repair & Rental 1,276 6 1,282 3,000 1,718 43% Other Operating Expenses (Facs Admin/Other admin)- 352 352 1,106 754 32% h. OTHER (6h)14,328 8,351 22,679 50,813 28,134 45% I. TOTAL DIRECT CHARGES (6a-6h)71,045 89,863 160,909 1,028,821 867,912 16% j. INDIRECT COSTS - 8,994 8,994 62,557 53,563 14% k. TOTALS - ALL BUDGET CATEGORIES 71,045 98,857 169,902 1,091,378 921,476 16% Non-federal Match In-Kind - 14,829 - 272,845 258,016 0% CONTRA COSTA COUNTY COMMUNITY SERVICES BUREAU EARLY HEAD START- CC PARTNERSHIP August 2017 Expenditures October 17, 2017 Contra Costa County Board of Supervisors 1356 1 2 3 4 5 DESCRIPCCIÓN Presupuesto Cuenta % YTD Actual Total Restante YTD a. PERSONAL 51,779$ 859,703$ 807,924$ 6% b. BENEFICIOS SUPLEMENTARIOS 33,112 655,766 622,654 5% c. VIAJES - - - 0% d. EQUIPO - 225,000 225,000 0% e. ARTICULOS DE OFICINA 25,973 336,500 310,527 8% f. CONTRATOS 9,375 1,742,700 1,733,325 1% g. CONSTRUCCIÓN - - - 0% h. MISCELÁNEO 11,969 544,055 532,086 2% I. TOTAL DE CARGOS DIRECTOS 132,208$ 4,363,724$ 4,231,516$ 3% j. CARGOS INDIRECTOS 12,946 183,117 170,171 7% k. TOTAL-CATEGORÍAS DEL PRESUPUESTO 145,154$ 4,546,841$ 4,401,687$ 3% Donación de mercancías y servicios (In- Kind)-$ 1,136,710$ 1,136,710$ 0% CONDADO DE CONTRA COSTA DIVISION DE SERVICIOS COMUNITARIOS PROGRAMA DE HEAD START TEMPRANO - CC PARTNERSHIP #2 Agosto 2017 desembolso October 17, 2017 Contra Costa County Board of Supervisors 1357 1 2 3 4 5 DESCRIPTION Total Remaining % YTD Actual Budget Budget YTD a. PERSONNEL 51,779$ 859,703$ 807,924$ 6% b. FRINGE BENEFITS 33,112 655,766 622,654 5% c. TRAVEL - - - 0% d. EQUIPMENT - 225,000 225,000 0% e. SUPPLIES 25,973 336,500 310,527 8% f. CONTRACTUAL 9,375 1,742,700 1,733,325 1% g. CONSTRUCTION - 0% h. OTHER 11,969 544,055 532,086 2% I. TOTAL DIRECT CHARGES 132,208$ 4,363,724$ 4,231,516$ 3% j. INDIRECT COSTS 12,946 183,117 170,171 7% k. TOTAL-ALL BUDGET CATEGORIES 145,154$ 4,546,841$ 4,401,687$ 3% In-Kind (Non-Federal Share)-$ 1,136,710$ 1,136,710$ 0% CONTRA COSTA COUNTY COMMUNITY SERVICES BUREAU EARLY HEAD START- CC PARTNERSHIP #2 August 2017 Expenditures October 17, 2017 Contra Costa County Board of Supervisors 1358 1 2 3 4 5 6 7 8 Mar-17 thru Actual Actual Total YTD Total Remaining % Jun-17 Jul-17 Aug-17 Actual Budget Budget YTD Expenditures a. Salaries & Wages (Object Class 6a) Permanent 1011 24,236 12,538 15,005 51,779 759,356 707,577 7% Temporary 1013 - - - - 100,347 100,347 0% a. PERSONNEL (Object class 6a)24,236 12,538 15,005 51,779 859,703 807,924 6% b. FRINGE BENEFITS (Object Class 6b)- - Fringe Benefits 14,651 7,780 10,682 33,112 655,766 622,654 5% b. FRINGE (Object Class 6b)14,651 7,780 10,682 33,112 655,766 622,654 5% d. EQUIPMENT (Object Class 6d)- - - 1. Office Equipment - - - - 125,000 125,000 0% 2. Vehicle Purchase - - - - 100,000 100,000 0% d. EQUIPMENT (Object Class 6d)- - - - 225,000 225,000 0% e. SUPPLIES (Object Class 6e)- - 1. Office Supplies - - 10 10 2,000 1,990 1% 2. Child and Family Serv. Supplies/classroom Supplies 24,158 - 73 24,230 222,000 197,770 11% 3. Other Supplies - - - Computer Supplies, Software Upgrades, Comp Replacemnt - - 1,724 1,724 6,000 4,276 29% Health/Safety Supplies - - - - 105,500 105,500 0% Miscellaneous Supplies - - - - 500 500 0% Household Supplies - - 9 9 500 491 2% e. SUPPLIES (Object Class 6e)24,158 - 1,815 25,973 336,500 310,527 8% f. CONTRACTUAL (Object Class 6f)- - 1. Adm Svcs (e.g., Legal, Accounting, Temporary Contracts)- - - - - - 1. Health/Disabilities Services - - - - - - Health Consultant - - - - 19,500 19,500 0% Health and Safety Improvements - - - - - - Supplies, Materials and Furniture - - - - - - Professional Development - - - - - - 4. Child Transportation Services - - - - - - 2. Training & Technical Assistance - PA11 - - - - - - Interaction - - - - 10,000 10,000 0% Josephine Lee - - - - 30,000 30,000 0% UCSF Benioff 9,375 - - 9,375 21,600 12,225 43% 7. Delegate Agency Costs - - - - - - 3. Other Contracts - - - - - - Child Day School (14 slots x 12 x $500)- - - - 84,000 84,000 0% Crossroads (20 slots x 12 x $500)- - - - 48,000 48,000 0% FB East Leland (2 slots x 12 x $500)- - - - 12,000 12,000 0% Martinez EEE (16 slots x 12 x $500)- - - - 24,000 24,000 0% Stage 2 (52 slots x 12 x $400)- - - - 249,600 249,600 0% Loss of Subsidy - - - - 194,000 194,000 0% Child Outcome Planning and Administration (COPA/Nulinx)- - - - 3,000 3,000 0% Enhancement EHS slots with State Child Dev. Program - - - - 1,047,000 1,047,000 0% f. CONTRACTUAL (Object Class 6f)9,375 - - 9,375 1,742,700 1,733,325 1% h. OTHER (Object Class 6h)- - 1. Bldg Occupancy Costs/Rents & Leases - - 217 217 16,000 15,783 1% 2. Utilities, Telephone - - 64 64 5,000 4,936 1% 3. Bldg. Maintenance/Repair and Other Occupancy - - 102 102 401,300 401,198 0% 4. Local Travel (54 cents per mile)29 70 11 110 7,000 6,890 2% 5. Parent Services - - - - Parent Conference Registration - PA11 - - - - 1,000 1,000 0% PC Orientation, Trainings, Materials & Translation - PA11 - - - - 5,000 5,000 0% Policy Council Activities - - - - 3,000 3,000 0% Parent Activities (Sites, PC, BOS luncheon) & Appreciation - - - - 3,200 3,200 0% Child Care/Mileage Reimbursement - - - - 1,600 1,600 0% 6. Accounting & Legal Services - - - Audit - - - - 500 500 0% Auditor Controllers - - - - 500 500 0% Data Processing/Other Services & Supplies - - 212 212 2,500 2,288 8% 7. Publications/Advertising/Printing - - - - Outreach/Printing - - - - 1,000 1,000 0% Recruitment Advertising (Newspaper, Brochures)- - 243 243 1,000 757 24% 8. Training or Staff Development - - - Agency Memberships (WIPFLI, Meeting Fees, NHSA, NAEYC)- - 456 456 22,108 21,652 2% Staff Trainings/Dev. Conf. Registrations/Memberships - PA116,175 298 3,742 10,215 60,500 50,285 17% 9. Other - - - - Site Security Guards - - - 2,000 2,000 0% Dental/medical Services - - - 500 500 0% Vehicle Operating/Maintenance & Repair - - - - 2,800 2,800 0% Equipment Maintenance Repair & Rental - - - - 3,000 3,000 0% Health and Safety Improvements - - - - - - CONTRA COSTA COUNTY COMMUNITY SERVICES BUREAU EARLY HEAD START- CC PARTNERSHIP #2 August 2017 Expenditures October 17, 2017 Contra Costa County Board of Supervisors 1359 1 2 3 4 5 6 7 8 Mar-17 thru Actual Actual Total YTD Total Remaining % Jun-17 Jul-17 Aug-17 Actual Budget Budget YTD CONTRA COSTA COUNTY COMMUNITY SERVICES BUREAU EARLY HEAD START- CC PARTNERSHIP #2 August 2017 Expenditures Dept. of Health and Human Services-data Base (CORD)- - - - - - Other Operating Expenses (Facs Admin/Other admin)205 - 144 349 4,547 4,198 8% h. OTHER (6h)6,409 368 5,193 11,969 544,055 532,086 2% I. TOTAL DIRECT CHARGES (6a-6h)78,827 20,686 32,695 132,208 4,363,724 4,231,516 3% j. INDIRECT COSTS 9,679 - 3,267 12,946 183,117 170,171 7% k. TOTALS - ALL BUDGET CATEGORIES 88,506 20,686 35,962 145,154 4,546,841 4,401,687 3% Non-federal Match In-Kind - - - - 1,136,710 1,136,710 0% October 17, 2017 Contra Costa County Board of Supervisors 1360 September 2017 – Community Services Bureau Preschool Menu MEATLESS MONDAY TUESDAY WEDNESDAY THURSDAY FRIDAY ALL BREAKFAST & LUNCH SERVED WITH 1% LOW-FAT MILK *Indicates vegetable included in main dish WATER IS OFFERED THROUGHOUT THE DAY 1 BREAKFAST 1 ea. Fresh Banana ⅓ c. Cheerios LUNCH 1½ ozs. TURKEY HAM & SWISS CHEESE (Mayo & Mustard Dressing) ¼ c. Broccoli Florets/Ranch Dressing 1 sl. Fresh Cantaloupe 1 sl. Whole Wheat Bread PM SNACk 2 pkgs. Ritz Crackers 1 Tbsp. Sunbutter 4 5 BREAKFAST 1 ea. Fresh Orange ⅓ c. Rice Chex Cereal LUNCH ½ ea. SUNBUTTER & JELLY SANDWICH ½ oz. Cheese Stick ¼ c. Baby Carrots No Dressing ¼ c. Fresh Apple Slices 1 sl. Whole Wheat Bread PM SNACK 1 pkg. Graham Crackers ½ c. 1% Low-Fat Milk 6 BREAKFAST ½ c. Pineapple Tidbits ½ ea. Whole Wheat Bagel/Low-fat Cream Cheese LUNCH 1-serv. *CHICKEN CHILAQUILES WITH WHOLE GRAIN CORN TORTILLA CHIPS ¼ c. Jicama Sticks ¼ c. Mango Chunks PM SNACK ½ c. Tropcial Fruit Salad ½ c. 1% Low-Fat Milk 7 BREAKFAST 1 ea. Fresh Kiwi ⅓ c. Bran Cereal LUNCH ⅜ c. CAJUN RED BEANS ¼ c. Spring Salad Mix/Italian Dressing ½ ea. Fresh Peach ¼ c. Whole Grain Brown Rice PM SNACK ½ c. Broccoli Florets & Bell Pepper Strips/Ranch Dressing 6 ea. Wheat Thin Cracker 8 BREAKFAST ½ c. Fresh Strawberries ¼ c. Low-Fat Plain Yogurt/Granola LUNCH 1 ea. *CRUNCHY HAWAIIAN CHICKEN WRAP (diced chicken, broccoli, carrots, pineapple, & spinach) 1 sl. Fresh Cantaloupe 1 ea. Whole Wheat Tortilla PM SNACK ⅓ c. Lets Go Fishing Trail Mix (corn chex, pretzels, fish & cheese crackers) ½ c. 1% Low-Fat Milk 11 BREAKFAST 1 ea. Fresh Orange ⅓ c. Rice Chex Cereal LUNCH ¾ c.*VEGETABLE CHILI (kidney beans, tomatoes, bulgur wheat, yogurt, & cheddar cheese) ¼ ea. Fresh Apple 1 ea. Whole Wheat Tortilla PM SNACK 1 pkg. Goldfish Pretzel Crackers ½ c. 1% Low-Fat Milk 12 BREAKFAST 1 ea. Fresh Kiwi ½ ea. Whole Wheat English Muffin/Low-Fat Cream Cheese LUNCH 1½ ozs. CURRY CHICKEN SALAD ¼ c. Broccoli Florets/Ranch Dressing ½ ea. Fresh Peach 1 sl. Whole Wheat Bread PM SNACK ½ c. Tomato & Zucchini Salad/Italian Dressing 6 ea. Wheat Thin Crackers 13 BREAKFAST 1 ea. Fresh Banana ⅓ c. Kix Cereal LUNCH 1½ ozs. TURKEY TACOS WITH CHEESE ¼ c. Shredded Lettuce & Tomatoes ¼ c. Mango Chunks 2 ea. Whole Grain Mini Corn Tortillas PM SNACK 1 ea. Fresh Orange 1 ea. Hard Boiled Egg 14 BREAKFAST ½ c. Fresh Strawberries ½ sl. Whole Wheat Cinnamon Bread LUNCH ⅜ c. SEASONED BLACKEYE PEAS ¼ c. Beet & Kale Salad/Raspberry Dressing ½ ea. Fresh Orange 1 sq. Whole Wheat Cornbread (homemade) PM SNACK ½ c. Cucumbers & Carrot Sticks/Dill Scallion Dip 2 pkgs. Wheat Crackers 15 BREAKFAST 1 ea. Fresh Plum ⅓ c. Cheerios LUNCH ROASTED TURKEY PITA SANDWICH (2-slices Roasted Turkey & ½ oz. Cheese) ¼ c. Fresh Tomatoes, Cucumber & Baby Spinach/Ranch Dressing ¼ ea. Fresh Apple ½ ea. Whole Wheat Pita Pocket Bread PM SNACK – NUTRITION EXPERIENCE ANTS ON A LOG ¼ c. Celery Sticks 1 tbsp. Sunbutter (Raisins) ½ c. 1% Low-Fat Milk 18 BREAKFAST ½ ea. Fresh Apple ⅓ c. Corn Chex Cereal LUNCH 1 c. *CHEESY QUINOA & VEGETABLES (broccoli & shredded carrots) ¼ c. Fresh Strawberries PM SNACK ½ sl. Raisin Bread 1 tbsp. Sunbutter 19 BREAKFAST 1 ea. Fresh Orange ½ ea. Whole Wheat Bagel/Low-Fat Cream Cheese LUNCH 1 ½ oz. BBQ TURKEY ¼ c. Spinach Salad/Raspberry Dressing ¼ ea. Fresh Plum 1 sl. Whole Wheat Hamburger Bun PM SNACK ⅛ c. Cottage Cheese Herb Dip 6 ea. Wheat Thin Crackers 20 BREAKFAST ½ c. Pineapple Chunks ½ ea. Whole Wheat English Muffin/Sunbutter LUNCH 1 c. JAMMIN JAMBALAYA (diced chicken, tomatoes, okra, & brown rice) ¼ c. Rainbow Cabbage Slaw 1 sl. Fresh Cantaloupe PM SNACK ½ ea. Fresh apple ½ oz. Cheddar Cheese Slice 21 BREAKFAST 1 ea. Fresh Banana ⅓ c. Cornflake Cereal LUNCH 1 ea. MEXICAN PIZZA (refried beans, tomato paste, salsa, & mozzarella cheese) ¼ c. Jicama Sticks ½ ea. Fresh Peach 1 ea. Whole Wheat Flour Tortilla PM SNACK 1 ea. Hummus Veggie Roll ½ c. 1% Low-Fat Milk 22 1st Day of Fall BREAKFAST 1 ea. Fresh Plum ½ sl. Whole Wheat Toast LUNCH 1½ ozs. TUNA SALAD ¼ c. Baby Carrots (No Dressing) ¼ c. Fresh Strawberries ½ ea. Whole Wheat Pita Bread PM SNACK ¼ c. Homemade Pico De Gallo 5 ea. = ½ serv. Whole Grain Corn Tortilla Chips ½ c. 1% Low-Fat Milk 25 BREAKFAST ½ ea. Fresh Apple ⅓ c. Kix Cereal LUNCH 1 ea. BEAN & CHEESE BURRITO ¼ c. Romaine & Tomatoes ½ ea. Fresh Plum 1 ea. Whole Wheat Tortilla PM SNACK 1 pkg. Graham Crackers ½ c. 1% Low-fat Milk 26 BREAKFAST 1 ea. Fresh Orange ⅓ c. Bran Cereal LUNCH 1 ½ ozs. SLICED TURKEY HAM ¼ c. Sweet Potatoes & Apples 1 ea. Fresh Kiwi 1 sl. Whole Wheat Bread PM SNACK ⅛ c. Cottage Cheese ½ c. Pineapple Tidbits 27 BREAKFAST 1 ea. Fresh Banana 1 ea. Whole Wheat Tortilla/Sunbutter LUNCH ¾ c. *GROUND TURKEY, TOMATO & CORN BAKE WITH WHOLE WHEAT PENNE 1 sl. Honeydew Melon PM SNACK 1 pkg. Animal Crackers ½ c. 1% Low-Fat Milk 28 BREAKFAST ½ c. Mango Chunks ½ ea. Whole Wheat Bagel/Cream Cheese LUNCH ¾ c. *BROCCOLI CAULIFLOWER & CHEESE SOUP ¼ c. Fresh Strawberries ½ ea. Whole Wheat Roll PM SNACK ¼ c. Low-fat Plain Yogurt ½ c. Mixed Fruit 29 BREAKFAST 1 ea. Fresh Orange ½ sl. Whole Wheat Cinnamon Bread LUNCH ½ c. CHICKEN SALAD SANDWICH ¼ c. Tomato Wedges 1 sl. Fresh Cantaloupe 1 sl. Whole wheat Bread PM SNACK – NUTRITION EXPERIENCE WALKING BANANA SANDWICH 1 ea. Fresh Banana 1 tbsp. Sunbutter October 17, 2017 Contra Costa County Board of Supervisors 1361 RECOMMENDATION(S): APPROVE clarification of Board Action of September 12, 2017 (Item C.62), which authorized the Health Services Director to execute a contract (Grant Agreement #29-812) with the City of Concord to pay the County up to $13,000 for homeless outreach services, to reflect the correct term of August 1, 2017 through June 30, 2018 instead of from August 1, 2017 through July 31, 2018. FISCAL IMPACT: There is no fiscal impact with this clarification action. BACKGROUND: The grant agreement previously approved by the Board supports the Health, Housing, and Homeless Services Division's Coordinated Outreach Referral and Engagement Team (CORE) program services aimed at identifying homeless individuals, youth and families living outside and in locations not meant for human habitations. On September 12, 2017, the Board of Supervisors approved Contract #29-812 with the City of Concord to receive Concord/Pleasant Hill Health Care District funds from the City of Concord for operation of the CORE Program through July 31, 2018. The term end date of July 31, 2017 was stated in error as the agreed upon term end date for this grant was June 30, 2018. Therefore, purpose of this Board Order is to clarify the correct term as August 1, 2017 through June 30, 2018, and not August 1, 2017 through July 31, 2018 as previously approved. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Lavonna Martin, 925-313-7704 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: L Walker , M Wilhelm C.161 To:Board of Supervisors From:William Walker, M.D., Health Services Director Date:October 17, 2017 Contra Costa County Subject:Approve Clarification of September 12, 2017 Board Order Item #C62 with the City of Concord October 17, 2017 Contra Costa County Board of Supervisors 1362 CONSEQUENCE OF NEGATIVE ACTION: The Board will not take action to clarify the appropriate grant period term as negotiated between the department and the contractor. October 17, 2017 Contra Costa County Board of Supervisors 1363 RECOMMENDATION(S): APPROVE amended Conflict of Interest Code for the Mt. Diablo Unified School District (“District”), including the list of designated positions. FISCAL IMPACT: None. BACKGROUND: The District has amended the list of designated positions in its Conflict of Interest Code and submitted the revised code, attached as Exhibit A, to the Board for approval pursuant to Government Code section 87306 and 87306.5. The changes include the addition and elimination of positions designated to file conflict of interest statements. These changes will ensure that the Conflict of Interest Code accurately reflects the current positions and organizational structure in use by the District. A strike-out version of the Conflict of Interest Code is attached as Exhibit B. CONSEQUENCE OF NEGATIVE ACTION: None. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Cynthia Schwerin, (925) 335-1800 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: June McHuen, Deputy cc: Cynthia Schwerin, Deputy County Counsel, David Twa, Clerk of the Board of Supervisors, Nellie Meyer, Superintendent, MDUSD C.162 To:Board of Supervisors From:Sharon L. Anderson, County Counsel Date:October 17, 2017 Contra Costa County Subject:Conflict of Interest Code for the Mt. Diablo Unified School District October 17, 2017 Contra Costa County Board of Supervisors 1364 ATTACHMENTS Ex. A - Conflict of Interest Code Ex. B - Conflict of Interest Code STRIKEOUT October 17, 2017 Contra Costa County Board of Supervisors 1365 October 17, 2017 Contra Costa County Board of Supervisors 1366 October 17, 2017 Contra Costa County Board of Supervisors 1367 October 17, 2017 Contra Costa County Board of Supervisors 1368 October 17, 2017 Contra Costa County Board of Supervisors 1369 October 17, 2017 Contra Costa County Board of Supervisors 1370 October 17, 2017 Contra Costa County Board of Supervisors 1371 October 17, 2017 Contra Costa County Board of Supervisors 1372 October 17, 2017 Contra Costa County Board of Supervisors 1373 October 17, 2017 Contra Costa County Board of Supervisors 1374 October 17, 2017 Contra Costa County Board of Supervisors 1375 October 17, 2017 Contra Costa County Board of Supervisors 1376 October 17, 2017 Contra Costa County Board of Supervisors 1377 October 17, 2017 Contra Costa County Board of Supervisors 1378 October 17, 2017 Contra Costa County Board of Supervisors 1379 October 17, 2017 Contra Costa County Board of Supervisors 1380 RECOMMENDATION(S): ACCEPT the Small Business Enterprise, Outreach, and Local Bid Preference Programs Report, reflecting departmental program data for the period January through June 2017. FISCAL IMPACT: No fiscal impact. BACKGROUND: Contra Costa County values the contributions of small and local businesses in the County and has developed programs to assist in the solicitation and awarding of contracts. The Board of Supervisors has adopted these programs to enable small and local businesses to compete for a share of the County's purchasing transactions. SBE and Outreach Programs. The Board of Supervisors has set a goal of awarding at least 50% of eligible product and service dollars to small businesses. The Small Business Enterprise (SBE) Program applies to: (1) county-funded construction contracts of $100,000 or less; (2) purchasing transactions of $100,000 or less; and (3) professional/personal service contracts of $100,000 or less. The SBE Program's objective is to have at least 50% or more of the total eligible dollar base amounts be awarded to SBEs. A Small Business Enterprise, as defined by the California Government Code, Section 14837, Chapter 3.5 must be: APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: David Gould (925) 313-2151 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 , County Administrator and Clerk of the Board of Supervisors By: Stephanie Mello, Deputy cc: Purchasing Services Manager, PW, IOC Staff C.163 To:Board of Supervisors From:INTERNAL OPERATIONS COMMITTEE Date:October 17, 2017 Contra Costa County Subject:Small Business Enterprise & Outreach Program and Local Bid Preference Program Reports for Jan-Jun 2017 October 17, 2017 Contra Costa County Board of Supervisors 1381 BACKGROUND: (CONT'D) > Independently owned and operated business, which is not dominant in its field of operation Principal office of which is located in California Officers of which are domiciled in California, and which together with affiliates, has 100 or fewer employees Average annual gross receipts of fourteen million dollars ($14,000,000) or less over the previous three tax years, or a manufacturer with 100 or fewer employees. Local Bid Preference Program. On August 10, 2004, the Board of Supervisors referred to the Internal Operations Committee (IOC) the creation of a policy to grant a five percent preference to Contra Costa County vendors on all sealed bids or proposals, except with respect to those contracts which state law requires to be granted to the lowest bidder, and review of an ordinance to be drafted by County Counsel to enact this policy. The 2005 IOC proposed a new ordinance to the Board of Supervisors, and the Board adopted the local bid preference ordinance to support small local business and stimulate the local economy at no additional cost to the County. The ordinance provides that if the low bid in a commodities purchase is not a local vendor, any responsive local vendor who submitted a bid over $25,000 that was within 5% percent of the lowest bid has the option to submit a new bid. The local vendor will be awarded if the new bid is in an amount less than or equal to the lowest responsive bid, allowing the County to favor the local vendor but not at the expense of obtaining the lowest offered price. The ordinance defines a local vendor as any business that has its headquarters, distribution point, or locally-owned franchise located within the county for at least six months immediately prior to the issuance of the request for bids, and holds a valid business license by a jurisdiction in Contra Costa County. Reporting Requirements It is the responsibility of each department to track and compile the data on purchasing and outreach activities so that a countywide report can be provided to the Board of Supervisors. It is the responsibility of the Purchasing Services Manager to comply with and report on the Local Bid Preference Program. The Board receives reports for six month increments, and the last report received by the Board was for the period ending December 2016. The attached report constitutes the next report due for the time period of January through June 2017. Since adoption, the IOC has continued to monitor the effects of these programs through annual reports, currently prepared and presented by the Purchasing Services Manager. ATTACHMENTS SBE/Outreach Program Jan-Jun 2017; Local Vendor Preference 2016/17 SBE Program Department Data Jan-Jun 2017 October 17, 2017 Contra Costa County Board of Supervisors 1382 Julia R. Bueren, Director Deputy Directors Brian M. Balbas, Chief Mike Carlson Stephen Kowalewski Carrie Ricci Joe Yee September 4, 2017 TO: Internal Operations Committee Supervisor Candace Anderson, Chair Supervisor Diane Burgis FROM: David Gould, Procurement Services Manager SUBJECT: Small Business Enterprise, Outreach, and Local Program Report for January-June 2017 RECOMMENDATION: ACCEPT the SBE, Outreach, and Local Programs Report, reflecting departmental program data for the period: January 1 through June 30, 2017. BACKGROUND: Contra Costa County values the contributions of small business in the County and has developed programs to assist in the solicitation and awarding of contracts. The Board of Supervisors has adopted these programs to enable small and local businesses to compete for a share of the County's purchasing transactions. The Board of Supervisors has set a goal of awarding at least 50% of eligible product and service dollars to small businesses. The Small Business Enterprise (SBE) Program applies to: (1) county-funded construction contracts of $100,000 or less; (2) purchasing transactions of $100,000 or less; and (3) professional/personal service contracts of $100,000 or less. The SBE Programs objective is to have at least 50% or more of the total eligible dollar base amounts be awarded to SBEs. A Small Business Enterprise, as defined by the California Government Code, Section 14837, Chapter 3.5 must be: •Independently owned and operated business, which is not dominant in its field of operation •Principal office of which is located in California •Officers of which are domiciled in California, and which together with affiliates, has 100 or fewer employees October 17, 2017 Contra Costa County Board of Supervisors 1383 •Average annual gross receipts of fourteen million dollars ($14,000,000) or less over the previous three tax years, or a manufacturer with 100 or fewer employees. Reporting Requirements It is the responsibility of each department to track and compile the data on these purchasing activities so that a countywide report can be provided to the Board of Supervisors. The Board receives reports for six month increments, and the last report received by the Board was for the period ending December 2016. Attachment A constitutes the next report due for the time period of January 1-June 30, 2017. Summary Findings The table below summarizes the attached department activity on a countywide basis. January-June 2017 ACTIVITY TYPE: Total # of ALL Contracts Total # of SBE Contracts SBE Percent of Total Total Dollar Value of ALL Contracts Total Dollar Value of SBE Contracts SBE Percent of Total Professional/Personal Services 400 259 64.8% $15,506,376 $7,998,198 51.6% Purchasing Transactions 2,006 815 40.6% $19,091,445 $8,044,184 42.1% Construction Contracts 7 4 57.1% $926,968 $110,846 12% Overall this information shows the County is directing a large volume of qualifying activity to SBE firms. For professional/personal services contracts, this activity surpassed the 50% goal for both number and dollar value. The dollar value of contracts reported was $7.9 million for this period compared to $9.9 million in the previous reporting period. For the category of purchasing transactions, it should be noted that while the activity did not achieve the 50% goal, the dollar value of these contracts awarded to SBE businesses exceeded $8 million. The percentage of Construction projects awarded under the program was 57.1% to SBE firms, or $110,846. It is worth noting that the SBE participation goals of surrounding agencies are more typically in the 20-25% range. By that measure, Contra Costa County’s reported activity is well above that threshold in every reporting category. October 17, 2017 Contra Costa County Board of Supervisors 1384 E-Outreach Report In addition, outreach data for many small departments and for commodities exceeding $10,000 is maintained and provided through the Purchasing Division of the Public Works Department reflecting outreach to small, women, minority-owned, local, disadvantaged and/or other business enterprises. Notifications were sent to 22,399 businesses of which 48% are considered a small, local, or disadvantaged business. In order to encourage the use of small, local, and disadvantaged businesses, the County's E-Outreach Program requires bids and Request for Proposals exceeding $10,000 to be solicited online through the BidSync website. For this period the County's E-Outreach Program produced the following results. E-Outreach Report for the period January 1, 2017 - June 30, 2017 Number of Solicitations 8 Total Notifications 46,663 Dollar Value $ 571,500 BUSINESS CATEGORY Notifications Percentage of Total MBE - Minority Business Enterprise 3,992 9% WBE - Women Business Enterprise 3,826 8% SBE - Small Business Enterprise 11,568 25% LBE - Local Business Enterprise 706 2% DVBE - Disabled Veteran Business Enterprise 56 0% DBE - Disadvantaged Business Enterprise 2,251 5% Total 22,399 48% Local Business Preference The Local Bid Preference Program allows a bidder in a commodity bid exceeding $25,000, who is a low bidder, to submit a new bid if they are within 5% of the low bidder. There were no instances of the Bid Preference being utilized for this reporting period. October 17, 2017 Contra Costa County Board of Supervisors 1385 Dollar Value Awarded to Local and Bay Area Businesses The dollar value of Purchase Orders issued for the period was $76.6 million. The dollar value awarded to Contra Costa County businesses was $8.7 million. The value of awarded to all Bay Area businesses was 42% or $32.5 million. This represents a significant contribution to the local economy. Contra Costa County $8,690,550 11% Other Bay Area Counties $23,815,811 31% Other $44,072,266 58% Total $76,578,627 100% Conclusion The County demonstrates continued commitment to achieving the 50% goal for participation by SBE firms in contract and purchasing activity. While the data for some individual departments is below this threshold, this is often due to unique business requirements that require sole source purchases or contracts. Continued outreach is necessary to maintain and improve participation of SBE firms as well as training for department staff that make these purchasing and contract decisions regarding the policy. Lastly, as discussed in the July Internal Operations Committee meeting, the reporting for the SBE, Outreach, E-Outreach, and Local Bid Preference programs are combined into a single report and presented by the Purchasing Manager. Attachment October 17, 2017 Contra Costa County Board of Supervisors 1386 ATTACHMENT ASMALL BUSINESS ENTERPRISE ‐ Program Activity reportReporting Period:                              January ‐ June 2017Total # of Total # of SBE percent of Total dollar value Total dollar value SBE percent ofALL contractsSBEcontractsTotal # of contractsof ALL contractsof SBEcontractsTotal contracts valueAgricultureProfessional/Personal services contracts 221150.0%$46,938 $31,61767.4%Purchasing Transactions651320.0%$37,217 $10,81829.1%Construction contracts020.0%$0$00.0%Animal Services Professional/Personal services contracts 312787.1% $1,347,023 $1,227,513 91.1%Purchasing Transactions381539.5%$510,807 $247,47648.4%Construction contracts000.0%$0$00.0%AssessorProfessional/Personal services contracts 000$0$00.0%Purchasing Transactions5183.30%$62,638$5,0008.0%Construction contracts000$0$00.0%Auditor‐ControllerProfessional/Personal services contracts 2150.0%$941$34536.7%Purchasing Transactions9111.1%$114,544$380.0%Construction contracts000.0%$0$00.0%Clerk‐Recorder‐ElectionsProfessional/Personal services contracts 5240.0%$59,200 $10,00016.9%Purchasing Transactions384 8121.1%$729,831 $214,75529.4%Construction contracts000.0%$0$00.0%Conservation and DevelopmentProfessional/Personal services contracts 8562.5%$253,000 $233,00092.1%Purchasing Transactions12758.3%$78,799 $39,03449.5%Construction contracts000.0%$0$00.0%County Administrator's Office ‐ AdministrationProfessional/Personal services contracts 1119.1%$468,320 $80,00017.1%Purchasing Transactions22100.0%$4,238$00.0%Construction contracts000.0%$0$00.0%Page 1 of 4October 17, 2017Contra Costa County Board of Supervisors1387 ATTACHMENT ASMALL BUSINESS ENTERPRISE ‐ Program Activity reportReporting Period:                              January ‐ June 2017Total # of Total # of SBE percent of Total dollar value Total dollar value SBE percent ofALL contractsSBEcontractsTotal # of contractsof ALL contractsof SBEcontractsTotal contracts valueCounty Administrator's Office ‐ Clerk of the BoardProfessional/Personal services contracts 11100.0%$51,081 $51,080100.0%Purchasing Transactions000.0%$0$00.0%Construction contracts000.0%$0$00.0%County Administrator's Office ‐  Communications and MediaProfessional/Personal services contracts 000.0%$0$00.0%Purchasing Transactions020.0%$0$00.0%Construction contracts000.0%$0$00.0%County Administrator's Office ‐ Dept. of Information Technology (DoIT)Professional/Personal services contracts 000.0%$0$00.0%Purchasing Transactions451226.7%$541,014 $245,71945.4%Construction contracts000.0%$0$00.0%County CounselProfessional/Personal services contracts 6060100.0%$15,641 $15,641100.0%Purchasing Transactions1010100.0%$4,953$4,953100.0%Construction contracts000.0%$0$00.0%Dept. Child Support Services (DCSS)Professional/Personal services contracts 15853.3%$325,745 $169,03551.9%Purchasing Transactions125 6048.0%$420,888 $325,74577.4%Construction contracts3266.7%$226,968 $110,84648.8%District AttorneyProfessional/Personal services contracts 9777.8%$500,524 $310,02461.9%Purchasing Transactions302170.0%$628,724 $414,19965.9%Construction contracts000.0%$0$00.0%Employment and Human ServicesProfessional/Personal services contracts 13861.5%$582,796 $301,90051.8%Purchasing Transactions274 14854.0% $1,335,180 $802,17760.1%Construction contracts000.0%$0$00.0%Page 2 of 4October 17, 2017Contra Costa County Board of Supervisors1388 ATTACHMENT ASMALL BUSINESS ENTERPRISE ‐ Program Activity reportReporting Period:                              January ‐ June 2017Total # of Total # of SBE percent of Total dollar value Total dollar value SBE percent ofALL contractsSBEcontractsTotal # of contractsof ALL contractsof SBEcontractsTotal contracts valueHealth ServicesProfessional/Personal services contracts 141 9164.5% $7,009,458 $4,303,402 61.4%Purchasing Transactions180 4625.6% $2,519,605 $594,70423.6%Construction contracts000.0%$0$00.0%Human ResourcesProfessional/Personal services contracts 55100.0% $112,500 $112,500100.0%Purchasing Transactions191368.4%$38,485 $15,07239.2%Construction contracts000.0%$0$00.0%LibraryProfessional/Personal services contracts 11100.0%$81,000 $81,000100.0%Purchasing Transactions133 5541.4%$308,225 $182,32259.2%Construction contracts00.0%$0$00.0%ProbationProfessional/Personal services contracts 261038.5%$326,817 $75,31223.0%Purchasing Transactions462247.8%$356,452 $204,47957.4%Construction contracts000.0%$0$00.0%Public DefenderProfessional/Personal services contracts 000.0%$0$00.0%Purchasing Transactions7457.1%$49,071 $42,30986.2%Construction contracts000.0%$0$00.0%Public WorksProfessional/Personal services contracts 171270.6%$625,000 $415,00066.4%Purchasing Transactions402 21252.7% $5,714,145 $2,712,656 47.5%Construction contracts400.0%$700,000$00.0%SheriffProfessional/Personal services contracts 23521.7% $3,630,071 $533,00014.7%Purchasing Transactions 185 7339.5% $5,505,022 $1,917,990 34.8%Construction contracts000.0%$0$00.0%Page 3 of 4October 17, 2017Contra Costa County Board of Supervisors1389 ATTACHMENT ASMALL BUSINESS ENTERPRISE ‐ Program Activity reportReporting Period:                              January ‐ June 2017Total # of Total # of SBE percent of Total dollar value Total dollar value SBE percent ofALL contractsSBEcontractsTotal # of contractsof ALL contractsof SBEcontractsTotal contracts valueTreasurer ‐ Tax CollectorProfessional/Personal services contracts 6466.7%$66,209 $47,82972.2%Purchasing Transactions23939.1%$99,331 $36,57436.8%Construction contracts000.0%$0$00.0%Veterans Services OfficeProfessional/Personal services contracts 400.0%$4,112$00.0%Purchasing Transactions12866.7%$32,276 $28,16487.3%Construction contracts000.0%$0$00.0%Total Activity ReportedProfessional/Personal services contracts 400 25964.8%$15,506,376 $7,998,19851.6%Purchasing Transactions2006 81540.6%$19,091,445 $8,044,18442.1%Construction contracts7457.1%$926,968 $110,84612.0%Page 4 of 4October 17, 2017Contra Costa County Board of Supervisors1390 RECOMMENDATION(S): ACCEPT FY 2016/17 report from the Animal Services Department on the Animal Benefit Fund. BACKGROUND: On April 21, 2015, the Board of Supervisors received several comments regarding the animal benefit fund from members of the public during fiscal year 2015/16 budget hearings. As part of budget deliberations, the Board directed staff to include a review of the animal benefit fund to a Board Standing Committee for further review. On May 12, 2015, the Board of Supervisors adopted the fiscal year 2015/16 budget, including formal referral of this issue to the Internal Operations Committee. On September 14, 2015 IOC received a staff report summarizing FY 2014/15 expenditures and fund balance of the animal benefit fund. The Committee accepted the staff report and requested a follow-up report from the new Animal Services Director approximately 90 days post-appointment regarding pending needs and possible one-time uses of the funds. On March 28, 2016, the IOC approved a proposal, attached for reference, to expand the animal services donation program, and reported out to the Board of Supervisors on April 19, 2016. The Board Order directed the Animal Services Director to report annually to the IOC on the impact of the animal benefit fund on the community and families, creating a new standing referral. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Beth Ward (925) 335-8370 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 , County Administrator and Clerk of the Board of Supervisors By: Stephanie Mello, Deputy cc: Animal Services Director, IOC Staff C.164 To:Board of Supervisors From:INTERNAL OPERATIONS COMMITTEE Date:October 17, 2017 Contra Costa County Subject:Animal Welfare Benefit Fund Annual Report October 17, 2017 Contra Costa County Board of Supervisors 1391 BACKGROUND: (CONT'D) Attached is the FY 16/17 report from the Animal Services Director on the Animal Services Fund, which was reviewed and accepted by the IOC on September 11, 2017. ATTACHMENTS 2016/17 Animal Benefit Fund Report Archived 4-19-16 Report to BOS on Animal Benefit Fund Archived 9-14-15 Report to IOC on Animal Benefit Fund October 17, 2017 Contra Costa County Board of Supervisors 1392 UPDATED/REVISEDOctober 17, 2017Contra Costa County Board of Supervisors1393 October 17, 2017Contra Costa County Board of Supervisors1394 October 17, 2017Contra Costa County Board of Supervisors1395 October 17, 2017Contra Costa County Board of Supervisors1396 October 17, 2017Contra Costa County Board of Supervisors1397 October 17, 2017Contra Costa County Board of Supervisors1398 October 17, 2017Contra Costa County Board of Supervisors1399 October 17, 2017Contra Costa County Board of Supervisors1400 October 17, 2017Contra Costa County Board of Supervisors1401 October 17, 2017Contra Costa County Board of Supervisors1402 October 17, 2017Contra Costa County Board of Supervisors1403 October 17, 2017Contra Costa County Board of Supervisors1404 October 17, 2017Contra Costa County Board of Supervisors1405 October 17, 2017Contra Costa County Board of Supervisors1406 October 17, 2017Contra Costa County Board of Supervisors1407 October 17, 2017Contra Costa County Board of Supervisors1408 RECOMMENDATION(S): ACCEPT report from the Animal Services Director on the Animal Benefit Fund;1. CONSIDER recommendations of the Animal Services Director and PROVIDE direction to staff regarding next steps: 2. authorize the Animal Services Director to accept any monetary donation, gift, bequest, or devise made to or in favor of the Contra Costa County Animal Services Department as allowed under Government Code section 25355 (NOTE: County policy requires Department Heads to notify the CAO regarding donations exceeding $1,000 and obtain Board of Supervisors approval for donations exceeding $10,000); approve the continued use of the Animal Benefit Fund; establish new programs that receive assistance under that Fund; authorize the Animal Services Director to solicit donations for the benefit of shelter animals; direct the Animal Services Director to file a report with the Board of Supervisors every quarter that describes the source and value of each gift; and direct the Animal Services Director to submit a report annually to the Internal Operations Committee regarding the impact of the Animal Benefit fund on our community animals and families. APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 04/19/2016 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Mary N. Piepho, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Beth Ward (925) 335-8370 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: April 19, 2016 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stephanie Mello, Deputy cc: Animal Services Director, IOC Staff, CAO, Auditor-Controller, County Finance Director C.48 To:Board of Supervisors From:INTERNAL OPERATIONS COMMITTEE Date:April 19, 2016 Contra Costa County Subject:ANIMAL BENEFIT FUND ARCHIVED BOS REPORT October 17, 2017 Contra Costa County Board of Supervisors 1409 RECOMMENDATION(S): (CONT'D) > FISCAL IMPACT: No impact to the General Fund. The Animal Benefit Fund is the repository for community donations that help to fund unmet needs of animals impounded at County shelters. The Animal Services Department anticipates that approximately $150,000 will be received annually in donations. This estimate is based on the amount of donations received by the animal shelter over the last 3 years. BACKGROUND: On April 21, 2015, the Board of Supervisors received several comments regarding the Animal Benefit Fund from members of the public during fiscal year 2015/16 budget hearings. As part of budget deliberations, the Board directed staff to include a review of the Animal Benefit Fund to a Board Standing Committee for further review. On May 12, 2015, the Board of Supervisors adopted the fiscal year 2015/16 budget. Included in the Board’s action was the formal referral of this issue to the Internal Operations Committee. On September 14, 2015, the CAO reported to the IOC on the history of the Animal Benefit Fund (report attached hereto for reference). With the retirement of former Animal Services Director Glenn Howell, further study on this referral was suspended until the new department director, Beth Ward, could review the history and provide input and advice to the Committee. Following is the report and recommendations presented Ms. Ward to the Internal Operations Committee, and which the IOC approved, on March 28, 2016. I. BACKGROUND ON THE CONTRA COSTA COUNTY ANIMAL SHELTER The Contra Costa County Animal Shelter (CCCAS) receives approximately 12,000 live domestic and livestock animals annually. CCCAS’ budget is designed to cover the basic needs of incoming stray, abandoned, and homeless animals and our County licensing and field services departments. The basic needs include food, prophylactic medical care (spay/neutering), antibiotics and general veterinary supplies, emergency veterinary treatment, sterilization, microchips, and collars/travel boxes for animals. As an open-door agency, the CCCAS accepts animals suffering from medical or behavioral conditions that while treatable, may initially disqualify the animal from placement into a new home. CCCAS’ operating budget is currently not designed to fund extended medical rehabilitation for injured/ill animals, behavior management, foster care supplies for orphaned animals, supplies designed to enhance animal enrichment in the shelter environment, or marketing and outreach efforts aimed at increasing adoptions. II. THE ESTABLISHMENT OF THE ANIMAL BENEFIT FUND In 1988, the CCCAS created the Animal Benefit Fund. The original purpose of the Animal Benefit Fund was to allow the Animal Services Department to receive donations from individuals, animal welfare organizations and businesses, to support animal health and welfare projects that are not funded by departmental or general County revenue. Since the creation of the Animal Benefit Fund, monetary contributions and donations for services and supplies for animal welfare have provided for unfunded needs of the animals impounded in CCCAS. These donations have come in the form of grants or “soft ask” gifts over the counter or from our website. III. PROPOSAL TO EXPAND THE 1988 AUTHORIZATION In order to increase our ability to create more funding opportunities and clarity around how funds will be used, the CCCAS is requesting that the Board increase the authority of the Animal Services Director to accept any monetary donation, gift, bequest, or devise made to or in favor of the Contra Costa County Animal Services Department as allowed under Government Code section 25355, approve the continued use of the Animal Benefit Fund, establish new programs that receive assistance under that Fund, authorize the Animal Services Director to solicit donations for the benefit of shelter animals, and require the Animal Services Director to provide an annual ARCHIVED BOS REPORT October 17, 2017 Contra Costa County Board of Supervisors 1410 report to the Internal Operations Committee. The following are the program descriptions: Animal Benefit Fund: Animals have a variety of needs, and CCCAS does not always have the funds to address those needs. The Animal Benefit Fund may be used for such needs as medical treatment of a sick/injured dog, orthopedic repair for a damaged limb, veterinary diagnostic tests, kennel enrichment in the form of toys and beds, upgraded dog training supplies for volunteers such as training collars/harnesses, nutritional supplies for orphaned puppies and kittens, print or radio advertising to promote adoptions, and spay/neuter efforts. In addition to monetary donations to the Animal Benefit Fund, wish lists, in-kind gifts, Amazon Smile gifts, and gift cards to pet stores, home improvement stores, and other big box stores can also help us with these needs. The Animal Benefit Fund would support the following seven new programs: (1) Panda’s Gift Program: This program is for emergency vet care and goes to help animals like Panda, a dog who was brought to us in distress, in labor with a deceased puppy stuck inside, an old injury to her left eye and in overall poor condition. Our medical team acted quickly, rushing her into surgery, removed the puppy from the birth canal, performed an Ovariohysterectomy, and did a third eyelid flap to protect her injured eye. Panda quickly recovered from her surgery and acted like a new pup, snuggling with her foster family and learning what it felt like to be safe and loved. A family met and fell in love with Panda and took her home to join their household. Without donations to this fund, happy endings like Panda’s would not be possible. (2) Education Program: This program is to help pet owners resolve behavioral problems that might cause them to give up their pet, to help shelter animals with behavioral issues that might keep them from being easily adopted, and to create education programs for school age children. CCCAS will be creating a program where local trainers will work with pet owners, shelter dogs, volunteers and foster homes on reducing various behavioral problems, resulting in fewer surrenders and more successful adoptions. This program can also help to support humane education in our communities. (3) Shelter Intervention Program: Often times families get into a crisis situation where they turn to surrendering their pet to a shelter. Our intervention program would help to provide resources to keep animals in their homes. Examples of intervention tools: spay/neuter, behavior/training assistance, and grooming. (4) Transfer Partner Assistance Program: This program would provide support to our smaller transfer partners, who help save the lives of animals with medical concerns or basic Spay/Neuter support for animals pulled from CCASD. (5) Spay and Neuter Program: This program would make spay and neuter more affordable and accessible in our County by establishing a donation subsidized voucher program to provide free or low cost spay/neuter surgeries in collaboration with local veterinarians. (6) Pets for Seniors Program: A pet is sometimes the only companion our community’s elders have, and the health and psychological benefits of having a pet are well-documented. This program pays a portion of the adoption fee for qualifying seniors, allowing them to use the money they saved to help pay for the initial items necessary for keeping a pet. This program may also be used to help seniors on limited incomes to keep animals in their lives when they may have had to give up their furry companion due to lack of money for basic daily needs or medical concerns. (7) Discounted Adoption Program: Sometimes, we are critically full of pets waiting for new homes. Rather than euthanize healthy adoptable or treatable animals, CCCAS discounts the adoption of pets to give people even more of an incentive to adopt. CCCAS also participates in national adoption events, promoting the placement of shelter animals. We are only able to offer reduced-fee adoptions when we have donated funding available. ARCHIVED BOS REPORT October 17, 2017 Contra Costa County Board of Supervisors 1411 IV. OTHER PROPOSALS COVERED IN THE EXPANDED AUTHORIZATION In addition to approving the formation of the new programs described above, the expanded authorization would delegate to the Animal Services Director the power to accept any gift, bequest, or devise made for the benefit of animals in the shelter through programs such as a car donation and planned giving programs pursuant to Government Code section 25355. In keeping with this code section, the Director will file a report with the Board every quarter that describes the source and value of each gift. An annual report will also be provided that shares the impact of the Animal Benefit fund on our community animals and families. As is required by statute, any gifted funds or assets will be used for those purposes as are prescribed in the terms of the gift, bequest, or devise. The monies in these funds are not intended to replace General Funds, rather they are intended to supplement and enhance our care for animals and support of the public. CCCAS is also requesting that the Director be authorized to solicit monetary contributions through methods such as request forms included in dog license mailing, website information, and adopters and owners surrendering pets being given the opportunity to assist other shelter animals by contributing at the time of their transaction. Donations will be tax-deductible and acknowledged in writing to the donor. Gifts by donors may be designated directly to a specific gift fund or program. Gifts received with no instruction as to the use for a specific area or program or funds donated for “general animal welfare” will be considered as part of the general Animal Benefit Fund. Monies raised through in-house donations, and/or general fund raising activities shall be considered undesignated gift funds. The Director will utilize these funds in a manner that is consistent with the specific purpose for which they were donated. It is also important to recognize that these are donated funds and as such the use of the funds to pay businesses, organizations and fund voucher programs for various services to support the CCCASD programs would not be considered “gifts of County funds”. Each year, the Director will recommend expenditures from the Animal Benefit Fund through the budgetary process. Grants and designated funds shall be expended according to the grant or designated gift. Designated balances of $50 or less will be rolled back into the undesignated gift funds. Should the CCCAS wish to expend more than $25,000 per purchase order, CCCAS must submit a request in writing for approval by the Board of Supervisors. The CCCAS anticipates that approximately $150,000 will be received annually in donations. This estimate is based on the amount of donations received by the animal shelter over the last 3 years. ATTACHMENTS Public Comment Received at the 3/28/16 IOC Meeting 9/14/15 Archived Report to IOC on the Animal Benefit Fund ARCHIVED BOS REPORT October 17, 2017 Contra Costa County Board of Supervisors 1412 ARCHIVED IOC REPORTOctober 17, 2017Contra Costa County Board of Supervisors1413 ARCHIVED IOC REPORTOctober 17, 2017Contra Costa County Board of Supervisors1414 ARCHIVED IOC REPORTOctober 17, 2017Contra Costa County Board of Supervisors1415 ARCHIVED IOC REPORTOctober 17, 2017Contra Costa County Board of Supervisors1416 ARCHIVED IOC REPORTOctober 17, 2017Contra Costa County Board of Supervisors1417 ARCHIVED IOC REPORTOctober 17, 2017Contra Costa County Board of Supervisors1418 ARCHIVED IOC REPORTOctober 17, 2017Contra Costa County Board of Supervisors1419 ARCHIVED IOC REPORTOctober 17, 2017Contra Costa County Board of Supervisors1420 ARCHIVED IOC REPORTOctober 17, 2017Contra Costa County Board of Supervisors1421 ARCHIVED IOC REPORTOctober 17, 2017Contra Costa County Board of Supervisors1422 RECOMMENDATION(S): ADOPT Resolution No. 2017/371 authorizing the sale of specified tax-defaulted property at public auction, pursuant to the California Revenue and Taxation Code ("R&T") §3698. FISCAL IMPACT: There is no impact to the General Fund. All costs will be recovered from the proceeds of the sale. Property or property interests that have been offered for sale at least once and where no acceptable bids have been received at the minimum price, the tax collector may offer that same property or those interests at the same or next scheduled sale at a minimum price that may be less than the amount of defaulted taxes, delinquent and redemption penalties as specified in R&T §3698.5(a)(1). Should the final selling price at public auction be less than the amount as specified in R&T §3698.5(a)(1), proceeds shall be distributed as specified in R&T §4673.1 & R&T §4674 and any remaining balance to satisfy the amounts as specified in R&T §3698.5(a)(1) may be transferred from the Tax Loss Reserve Fund. (R&T § 4703.2(c).) APPROVE OTHER RECOMMENDATION OF CNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE Action of Board On: 10/17/2017 APPROVED AS RECOMMENDED OTHER Clerks Notes: VOTE OF SUPERVISORS AYE:John Gioia, District I Supervisor Candace Andersen, District II Supervisor Diane Burgis, District III Supervisor Karen Mitchoff, District IV Supervisor Federal D. Glover, District V Supervisor Contact: Ronda Boler, 957-2806 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stephanie Mello, Deputy cc: Robert Campbell, Auditor-Controller C.165 To:Board of Supervisors From:Russell Watts, Treasurer-Tax Collector Date:October 17, 2017 Contra Costa County Subject:Sale of Tax-Defaulted Property by the County Tax Collector October 17, 2017 Contra Costa County Board of Supervisors 1423 BACKGROUND: The Tax Collector has the authority to sell tax-defaulted property that is subject to the power of sale (R&T §3691). Written approval of the Board of Supervisors (R&T § 3694 and 3698) is required to sell property at public auction (R&T §3692) to the highest bidder at the time and place fixed for sale (R&T §3706). Property that has been tax-defaulted for five or more years and is subject to the Tax Collector's power to sell may be sold. All or any portion of a property may be offered for sale, without regard to its boundaries when it became subject to sale (R&T §3691). The purpose of the sale is to collect unpaid taxes. Offering property for sale achieves this, either by collecting the unpaid taxes from the proceeds of the sale or through redemption by the assessee. Any person or entity, including cities, taxing agencies, revenue districts and the State may purchase property at a public auction (R&T § 3691 and 3705). The only exception to eligible purchasers is the Tax Collector, who conducts the sale, or his/her employees (California Government Code § 1090). If a parcel is redeemed before the close of business on the last business day prior to the date of sale, the power to sell is automatically nullified and the parcel will be withdrawn from the sale. If a parcel is redeemed within 90 days of the scheduled sale, $150 will be collected to reimburse the County for costs incurred in preparing to conduct the sale (R&T § 4112). Where property or property interests have been offered for sale at least once and no acceptable bids therefor have been received at the minimum price, the tax collector may, in his or her discretion and with the approval of the board of supervisors, offer that same property or those interests at the same or next scheduled sale at a minimum price that the tax collector deems appropriate in light of the most current assessed valuation of that property or those interests, or any unique circumstance with respect to that property or those interests. (R&T § 3698.5(c)) Any parcel remaining unsold may be reoffered within a 90-day period and any new parties of interest shall be notified in accordance with R&T §3706. CONSEQUENCE OF NEGATIVE ACTION: If not approved, the Annual Tax Collector’s Public Auction will not proceed and property taxes will not be collected. AGENDA ATTACHMENTS Resolution No. 2017/371 2018 PA SCO Form MINUTES ATTACHMENTS Signed Resolution No. 2017/371 October 17, 2017 Contra Costa County Board of Supervisors 1424 THE BOARD OF SUPERVISORS OF CONTRA COSTA COUNTY, CALIFORNIA and for Special Districts, Agencies and Authorities Governed by the Board Adopted this Resolution on 10/17/2017 by the following vote: AYE: John Gioia Candace Andersen Diane Burgis Karen Mitchoff Federal D. Glover NO: ABSENT: ABSTAIN: RECUSE: Resolution No. 2017/371 In The Matter Of: Sale of Tax-Defaulted Property by the County Tax Collector Whereas, the Board, pursuant to §3698 of the Revenue and Taxation code, having been notified by the County Tax Collector of his intent to sell certain tax-defaulted property at public auction and having been provided with a description and minimum purchase price for which each will be sold, and the notice of intended sale of the aforementioned properties be posted or published in accordance with §3702 and §3703 of the California Revenue and Taxation Code. Now, Therefore, Be It Resolved by the Contra Costa County Board of Supervisors that the County Tax Collector's proposed sale of tax-defaulted properties listed in Exhibit A attached hereto and made a part hereof, at or above the minimum price indicated is APPROVED pursuant to §3698 of the Revenue and Taxation Code, and the notice of intended sale be posted or published in accordance with §3702 and §3703 of the Revenue and Taxation Code. Contact: Ronda Boler, 957-2806 I hereby certify that this is a true and correct copy of an action taken and entered on the minutes of the Board of Supervisors on the date shown. ATTESTED: October 17, 2017 David J. Twa, County Administrator and Clerk of the Board of Supervisors By: Stephanie Mello, Deputy cc: Robert Campbell, Auditor-Controller 5 October 17, 2017 Contra Costa County Board of Supervisors 1425 C.165 October 17, 2017 Contra Costa County Board of Supervisors 1426 EXHIBIT "A"ITEMAssessor's Parcel Number (APN) Min. Default #Sales Transfer  Transfer  State Add'l Rec. NoticeRedemp Current Excess Purchaser Name#AssesseeBid Notice Rec. Price Tax (City) Tax (State) Fee Rec. Fee FeeAdv. B4A Title CountyContact Dlq. Cost TOTALAmount Taxes Proceeds Deed # & Date1068‐300‐004‐6 62,000 2010‐00564LISA MARIE TEMPLER 2017‐0148749LAWRENCE EDWARD TEMPLER JR2128‐251‐015‐3 13,000 2011‐01019SUSAN C COSTA 2017‐01487013128‐370‐020‐9 16,500 2011‐01029JAMES MICHAEL URSINO 2017‐01487024117‐020‐041‐219,700 2009‐01064LANE E SHURTLEFF TRE2017‐01487415110‐342‐015‐216,800 2009‐01192GARY W & NANCY L MARTIN TRE2017‐01487426115‐102‐004‐522,600 2009‐01399RALPH PUPO 2017‐01487437159‐060‐037‐3 258,700 2008‐03265CHRISTOPHER A ROCKENBAUGH 2014‐01348768406‐420‐006‐8 57,400 2011‐01436HJLC PARTNERS INC 2017‐01487069370‐063‐001‐9 41,400 2011‐01526DARRELL BREWER JR 2017‐014870710372‐375‐002‐6 1,600 2011‐01554RONALD & B ASHLEY LATTERI TRE 2017‐014870811372‐376‐006‐6 1,600 2011‐01556RONALD & B ASHLEY LATTERI TRE 2017‐014870912376‐160‐014‐1 16,000 2009‐02502SHADY GLEN DEVELOPMENT 2017‐0148744JAYNE RUIZ13370‐102‐003‐8 8,700 2005‐02977MARTINEZ ST MARYS PROPERTY LLC 2011‐017413214402‐012‐009‐5 26,800 2011‐01762DAVID J RODRIGUES 2017‐014871315087‐193‐030‐1 19,600 2011‐01985VERITEL HOMES LLC 2017‐014871416087‐423‐010‐5 28,200 2010‐02196DAMON PRESTON 2017‐014875217089‐262‐001‐4 23,900 2010‐02241DONALD E MAES 2017‐014875318085‐123‐009‐4 12,200 2010‐02337DARYL & JENNIFER MILBURN 2017‐014875419073‐042‐004‐9 39,800 2004‐02984ADEDOYIN OLUBUKUNOLA  FAGORALA 2011‐017410520073‐042‐003‐1 45,400 2005‐03589ADEDOYIN OLUBUKUNOLA  FAGORALA 2011‐017413821538‐190‐027‐2 2,800 2011‐02887FRANCISCO N & MARIA D CRUZ TRE 2017‐014871922540‐182‐004‐7 37,000 2011‐02913TEDDIE LEE 2017‐014872123544‐322‐009‐9 28,800 2011‐02984DARRYL SPENCER GROOM 2017‐0148722LAWRENCE GROOMROBERT DANIEL GROOMVERNON  GROOM     HOWARD E GROOM    24538‐370‐006‐8 12,200 2009‐04688ETHAN E ALLEN 2017‐014874725528‐141‐008‐3 17,400 2010‐02766JANICE MIGNONE TRE 2017‐014875526534‐121‐012‐7 19,100 2010‐03266BEVERLY DENISE RUSSELL 20170148756DARLENE MARIE RUSSELLJOANNA RUTH  RUSSELL27538‐341‐019‐7 30,300 2010‐03476ROSE D PITTMAN 2016‐016633328556‐121‐025‐2 32,000 2008‐06002HARRY ABRAHAMS 2014‐0134909                                                                                                                                                                                                                                                       WITH APPROVAL OF THE BOARD OF SUPERVISORS, BY RESOLUTION NO. 2017/371 DATED OCTOBER 17, 2017                                                                                   THE PROPERTY LISTED BELOW WAS OFFERED FOR SALE AT PUBLIC AUCTION  ENDING  ON FEBRUARY 27, 2018, AND WAS DISPOSED OF AS FOLLOWS:Costs built‐in to the Delinquent Costs Page 1 of 2October 17, 2017Contra Costa County Board of Supervisors1427 EXHIBIT "A"ITEMAssessor's Parcel Number (APN) Min. Default #Sales Transfer  Transfer  State Add'l Rec. NoticeRedemp Current Excess Purchaser Name#AssesseeBid Notice Rec. Price Tax (City) Tax (State) Fee Rec. Fee FeeAdv. B4A Title CountyContact Dlq. Cost TOTALAmount Taxes Proceeds Deed # & Date                                                                                                                                                                                                                                                       WITH APPROVAL OF THE BOARD OF SUPERVISORS, BY RESOLUTION NO. 2017/371 DATED OCTOBER 17, 2017                                                                                   THE PROPERTY LISTED BELOW WAS OFFERED FOR SALE AT PUBLIC AUCTION  ENDING  ON FEBRUARY 27, 2018, AND WAS DISPOSED OF AS FOLLOWS:Costs built‐in to the Delinquent Costs 29561‐211‐015‐4 20,100 2007‐08463MARENA L BROWN READ2013‐020110830007‐440‐018‐543,900 2008‐08762CALIFORNIA SUN‐BRENTWOOD LLC 2014‐013495131411‐170‐020‐135,200 2002‐05307EDGAR ANTONIO ELIAS MORAN 2008‐017565932150‐240‐022‐78,700 2008‐09407JULIENE R QUINN TRE2017‐014874033217‐010‐022‐2144,000 2010‐05043AKERAJE INC2017‐014876034264‐082‐003‐712,700 2011‐04759DANIEL W & JOANNE MORTIMORE2017‐014872535273‐100‐031‐7267,300 2004‐06930MARK SOLOWAY, TRE2010‐0164186LYNN SOLOWAY, TRE36357‐053‐011‐74,800 2011‐05249MAXI E AGUIRRE2017‐0148730ROSALBA A GOMEZWALTER AGUIRRE37095‐050‐051‐22,600 2011‐05620FELIX J AGUILAR2017‐014873138098‐020‐005‐925,300 2011‐05739MATTHEW D & JANA D  TROST TRE2017‐014873239032‐030‐002‐328,700 2011‐05860LILLIAN M TOUNDJIS2017‐0148733KRISTEN E BRINDISI PETER N TOUNDJIS II 40409‐311‐021‐343,800 2011‐06222DARTAGNAN  BIBB TRE2017‐014873941419‐123‐023‐630,300 2010‐07391T K HIRAM INVESTMENT LLC2016‐0166368419‐123‐024‐42010‐07392T K HIRAM INVESTMENT LLC2016‐0166369419‐123‐025‐12010‐07393T K HIRAM INVESTMENT LLC2016‐0166370419‐123‐026‐92010‐07394T K HIRAM INVESTMENT LLC2016‐0166371419‐123‐027‐72010‐07395T K HIRAM INVESTMENT LLC2016‐0166372419‐123‐028‐52010‐07396T K HIRAM INVESTMENT LLC2016‐0166373419‐123‐029‐32010‐07397T K HIRAM INVESTMENT LLC2016‐0166374419‐123‐032‐72010‐07399T K HIRAM INVESTMENT LLC2016‐0166375419‐123‐033‐52010‐07400T K HIRAM INVESTMENT LLC2016‐0166376419‐123‐034‐32010‐07401T K HIRAM INVESTMENT LLC2016‐0166377419‐123‐035‐02010‐07402T K HIRAM INVESTMENT LLC2016‐016637842001‐111‐015‐211,500 2005‐08598THOMAS B TROST2011‐0174196Page 2 of 2October 17, 2017Contra Costa County Board of Supervisors1428