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HomeMy WebLinkAboutItem 5.2 Alameda County Indemnity Agreement for the Regional Street Senior Affordable Housing Tri-Valley Preference STAFF REPORT CITY COUNCIL Page 1 of 2 Agenda Item 5.2 DATE: March 3, 2026 TO: Honorable Mayor and City Councilmembers FROM: Colleen Tribby, City Manager SUBJECT: Alameda County Indemnity Agreement for the Regional Street Senior Affordable Housing Tri-Valley Preference Prepared by: Jason Earl, Senior Management Analyst EXECUTIVE SUMMARY: The City Council will consider approving an Indemnity Agreement with Alameda County for the Regional Street Senior Affordable Housing project. Execution of this agreement allows units funded through the Alameda County Measure A-1 Bond funding to use a local residency preference for households residing within the Tri-Valley area. STAFF RECOMMENDATION: Adopt the Resolution Approving an Indemnity Agreement Between the City of Dublin and the County of Alameda Related to the Regional Street Senior Affordable Housing Project. FINANCIAL IMPACT: There is no direct fiscal impact associated with approval of the Agreement. However, the City assumes potential legal defense and indemnification obligations in the event of a challenge to the Tri-Valley residency preference. DESCRIPTION: Background On October 5, 2021, the City Council authorized commitment of $5,048,319 of Alameda County Measure A-1 Bond funds to assist with development of the Regional Street Senior Affordable Housing project located at 7750 Saint Patrick Way. On June 20, 2023, the City Council approved an Affordable Housing Assistance Agreement with Eden Housing’s controlled affiliate Regional Street Investors, L.P. (formerly Corona/Ely Ranch, Inc.), for the development of the 113-unit low-income and very-low-income, Regional Street Senior Affordable Housing Project. This agreement provided a $1 million predevelopment loan, a $3.3 million Local Housing Trust Fund (LHTF) loan funded by a grant 36 Page 2 of 2 from the California Department of Housing and Community Development, dedication of a 1.33- acre site valued at approximately $5 million, and approximately $5 million in Alameda County Measure A-1 Bond funding. The project closed escrow in January 2025 and is currently under construction. Analysis Alameda County’s Measure A-1 Implementation Policies require a countywide residency preference unless a participating city satisfies specified criteria to apply a sub -regional live/work preference, including the completion of a displacement study and an agreement to indemnify the County against potential legal challenges related to the preference. The City, in coordination with the cities of Pleasanton and Livermore, satisfied the displacement documentation requirement through the Tri-Valley Displacement Report (2019), which found that the region has experienced and remains at risk of displacement of lower - income households and that a Tri-Valley preference is necessary and consistent with fair housing requirements. The proposed Indemnity Agreement (Attachment 2) between the City of Dublin and Alameda County satisfies the indemnity requirement and enables the Regional Street Senior Affordable Housing project to prioritize Tri-Valley residents for units funded by Measure A-1. W ithout the Agreement, those units would be subject to a countywide residency preference. ENVIRONMENTAL REVIEW: This report is not subject to the requirements of the California Environmental Quality Act (CEQA), pursuant to CEQA Guidelines Section 15378 as it does not meet CEQA’s definition of a project and will not result in direct or indirect physical changes in the environment. STRATEGIC PLAN INITIATIVE: Strategy 3: Housing Inclusivity and Affordability. Objective B: Support efforts to produce housing affordable at all levels of income. Objective D: Support development of housing types to support essential workers, younger buyers, and seniors. NOTICING REQUIREMENTS/PUBLIC OUTREACH: The City Council Agenda was posted. ATTACHMENTS: 1) Resolution Approving an Indemnity Agreement Between the City of Dublin and the County of Alameda Related to the Regional Street Senior Affordable Housing Project 2) Exhibit A to the Resolution – Indemnity Agreement 37 Attachment 1 Reso. No. XX-26, Item X.X, Adopted XX/XX/2026 Page 1 of 2 RESOLUTION NO. XX – 26 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DUBLIN APPROVING AN INDEMNITY AGREEMENT BETWEEN THE CITY OF DUBLIN AND THE COUNTY OF ALAMEDA RELATED TO THE REGIONAL STREET SENIOR AFFORDABLE HOUSING PROJECT WHEREAS, Regional Street Investors, L.P. (formerly Corona/Ely Ranch, Inc.) is developing a 113-unit senior affordable housing project located at 7750 Saint Patrick Way in the City of Dublin (the “Project”); and WHEREAS, the City has supported the Project through the conveyance of City-owned land, the provision of local financing, and the execution of an Affordable Housing Assistance Agreement and related regulatory agreements; and WHEREAS, Alameda County has committed to provide construction and permanent financing for the Project using Measure A-1 bond proceeds; and WHEREAS, Alameda County’s Measure A-1 Implementation Policies require a countywide residency preference unless a participating city satisfies specified criteria to apply a sub -regional live/work preference, including the completion of a displacement study and an agreement to indemnify the County; and WHERAS, the City, in coordination with the cities of Pleasanton and Livermore, commissioned the Tri-Valley Displacement Report dated May 6, 2019, which demonstrates existing and potential displacement of lower-income households and supports the need for a Tri-Valley residency preference consistent with fair housing laws; and WHEREAS, the proposed Indemnity Agreement satisfies Alameda County’s remaining requirement by obligating the City to defend and indemnify the County against claims arising from the application of a Tri-Valley residency preference for the Project; and WHEREAS, approval of the Indemnity Agreement will allow the Project to apply a Tri-Valley residency preference for units funded with Measure A -1 proceeds, thereby supporting the City’s affordable housing and anti-displacement goals. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Dublin approves the Indemnity Agreement between the City of Dublin and the County of Alameda Related to the Regional Street Senior Affordable Housing Project attached hereto as Exhibit A. BE IT FURTHER RESOLVED that the City Manager is authorized to execute the Indemnity Agreement in substantially the form attached hereto as Exhibit A, and to make any necessary, non- substantive changes to carry out the intent of this Resolution. 38 Reso. No. XX-26, Item X.X, Adopted XX/XX/2026 Page 2 of 2 PASSED, APPROVED AND ADOPTED BY the City Council of the City of Dublin, on this 3rd day of March, 2026 by the following vote: AYES: NOES: ABSENT: ABSTAIN: ______________________________ Mayor ATTEST: _________________________________ City Clerk 39 Attachment 2 Exhibit A to the Resolution 1515\20\2110177.2 4/26/2017 INDEMNITY AGREEMENT This Indemnity Agreement ("Agreement") is entered into effective as of _______________, 2026, by and between the County of Alameda, a political subdivision of the State of California ("County") and the City of Dublin, a municipal corporation ("City"). The City and the County are collectively referred to herein as the “Parties.” RECITALS A. Regional Street Investors, L.P. (formerly Corona/Ely Ranch, Inc.), (the “Owner”) is the owner of certain real property located at 6541 Regional Street in the City of Dublin, County of Alameda, known as Alameda County Assessor’s Parcel No. 941-1500-025-00 (the "Property"). B. Pursuant to that certain Affordable Housing Assistance Agreement (the “AHAA”) executed by and between City of Dublin and Regional Street Investors, L.P., (the "Developer"), the City conveyed the Property to Owner to construct a 113-unit affordable multi-family residential development thereon (the "Project"). C. In addition to providing a 1.33-acre site valued at approximately Five Million Dollars ($5,000,000), the City secured a $3.33 Million Dollar ($3,333,333) Local Housing Trust Fund (LHTF) loan, and the City has agreed to provide a predevelopment loan to Developer in the amount of One Million Dollars ($1,000,000) for predevelopment of the Project (the “City Predevelopment Loan”). In connection with the City Predevelopment Loan, City and Developer executed and recorded a City Regulatory Agreement and Declaration of Restrictive Covenants (“City Regulatory Agreement”). D. The County has agreed to provide a construction/permanent loan to Developer using Measure A1 bond proceeds (“Measure A1 Funds”) in the amount of Five Million Forty- Eight Thousand Three Hundred Nineteen Dollars ($5,048,319) for development of the Project. The County’s Implementation Policies for Measure A1 Funds in Rental Housing Development Fund Policies, Part III, sub-section E-Fair Housing, provide that if a city wishes to use a sub- regional live/work preference policy for projects financed with Measure A1 Funds, the city must satisfy specified criteria (“County Requirements”), including: (i) the completion of a study that demonstrates the occurrence of residential displacement within the city and that a sub- regional live/work preference is needed to respond to or prevent displacement, and (ii) the city must enter into an agreement obligating the city to defend and indemnify the County against claims or litigation that may arise in connection with such preference. E. To satisfy the County Requirements, the City, together with the cities of Pleasanton and Livermore, commissioned the preparation of the Tri-Valley Displacement Report dated as of May 6, 2019, and prepared by Seifel Consulting, Inc. (the “Displacement Report”). The Displacement Report demonstrates that: (i) the Tri-Valley has experienced and is at risk for experiencing continued significant displacement of lower-income households, (ii) a Tri-Valley preference is necessary to prevent additional displacement of lower-income households, (iii) a Tri-Valley preference will not result in limits to access to housing by any individual protected 40 2 class, and (iv) the lower-income population that will be eligible for residency in affordable housing developments is more racially and ethnically diverse than the general population in the study area. F. This Agreement is intended to satisfy the County Requirements for indemnification of the County against claims or litigation arising in connection with a Tri-Valley preference. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: AGREEMENT 1. Displacement Report – The City, together with the cities of Pleasanton and Livermore, commissioned the preparation of the Displacement Report that meets the County Requirements to complete a study that demonstrates the occurrence of residential displacement within the three cities and that sub-regional live/work preferences are needed to respond to or prevent displacement. 2. Cooperation in Event of Legal Challenge. In the event of an administrative, legal or equitable action or other proceeding instituted by a third party challenging the validity of the use of Measure A1 Funds for the Project or the Tri-Valley preference, the parties shall cooperate in defending such action or proceeding, including in any settlement negotiations. 3. Indemnification by the City. The City agrees to indemnify, hold harmless, and defend (by counsel selected by City and reasonably satisfactory to County) the County and its elected and appointed officers, officials, employees, agents, and consultants from and against any and all claims, losses, damages, liabilities, fines, penalties, charges, administrative and judicial proceedings and orders, judgments, and expenses (including without limitation, reasonable attorneys' fees and expenses) arising in connection with any claim or legal action alleging that the Tri-Valley preference or the application thereof by the City violates applicable state, federal, or local law, including but not limited to federal housing law. 4. Due Authorization. The City represents and warrants that: (i) all actions necessary to authorize the execution of this Agreement and to undertake the actions contemplated hereby have been undertaken, and (ii) the person(s) executing this agreement on behalf of the City have been duly authorized to do so. 5. Waiver. No waiver of any provision of this Agreement shall be deemed to have been made unless set forth in writing and signed by the party making the waiver. 6. Modifications in Writing. This Agreement may be modified or amended only by an instrument in writing signed by the Parties. 7. Notices. Any notice to be delivered to the Parties pursuant to this Agreement shall be in writing and delivered by personal, overnight express, or courier service, with a written 41 3 receipt, or sent by registered or certified mail, postage prepaid, return receipt requested, and addressed as follows, or to such other address as a Party may specify in written notice delivered to the other Party in accordance with this Section. County: County of Alameda Housing and Community Development Department 224 West Winton Ave., Room 108 Hayward, CA 94544-1215 Attention: Director City: City of Dublin 100 Civic Plaza Dublin, CA 94568 Attention: City Manager 8. Entire Agreement. This Agreement constitutes the final understanding and agreement between the Parties with respect to the subject matter hereof and supersedes all prior written or oral negotiations, understandings and agreements between the Parties with respect thereto. 9. Severability. If any provision of this Agreement is declared by a court of competent jurisdiction to be invalid or unenforceable, such provision shall be deemed severed from this Agreement, and the remainder of this Agreement shall continue in full force and effect as though such invalid or unenforceable provision had not been part of this Agreement. 10. Interpretation and Applicable Law. This Agreement shall be construed as though prepared by both Parties. This Agreement shall be construed, interpreted, and governed by the laws of the State of California. 11. Counterparts. This Agreement may be executed in counterparts, each of which shall be an original, and all of which taken together shall constitute one and the same agreement. [SIGNATURES ON FOLLOWING PAGE] 42 4 IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above. COUNTY OF ALAMEDA, a political subdivision of the State of California By:__________________________ Print Name: Michelle Starratt Title: Director, Housing and Community Development ATTEST: ____________________ By: APPROVED AS TO FORM: Donna R. Ziegler, County Counsel By: _________________________ Andrea L. Weddle Chief Assistant County Counsel CITY OF DUBLIN, a municipal corporation By:__________________________ Colleen Tribby, City Manager ATTEST: By: Marsha Moore, City Clerk APPROVED AS TO FORM: By:_________________________ John Bakker, City Attorney 43