The URL can be used to link to this page

Home My WebLink About05/16/2023 - Formal Meeting - Meeting Materials a " w � w ## It SALT LAKE CITY COUNCIL and REDEVELOPMENT AGENCY of SALT LAKE CITY and LOCAL BUILDING AUTHORITY of SALT LAKE CITY FORMAL MEETING AGENDA May 16, 2023 Tuesday 7:00 PM Council Chambers 451 South State Street Room 326 Salt Lake City, UT 84111 SLCCouncil.com CITY COUNCIL MEMBERS: Darin Mano, Chair Victoria Petro,Vice Chair District 5 District 1 Alejandro Puy Chris Wharton Ana Valdemoros District 2 District 3 District 4 Dan Dugan Amy Fowler District 6 District 7 Generated: 14:03:05 LOCAL BUILDING AUTHORITY of SALT LAKE CITY, UTAH MEETING Please note: Dates not identified in the FYI-Project Timeline are either not applicable or not yet determined. WELCOME AND PUBLIC MEETING RULES A. LBA OPENING CEREMONY: 1. Board/Council Member Alejandro Puy will conduct the formal meeting. 2. Pledge of Allegiance. 3. Welcome and Public Meeting Rules. B. LBA PUBLIC HEARINGS: 1. Resolution: Budget for the Capital Projects Fund of the Local Building Authority for Fiscal Year 2o23-24 The Board will accept public comment and consider approving a resolution adopting the final budget for the Capital Projects Fund of the Local Building Authority of Salt Lake City for Fiscal Year 2023-24. The LBA's Capital Projects Fund for Fiscal Year 2023-24 only includes the bond debt services for the Glendale and Marmalade Libraries. (Other Capital projects throughout the City are included in the Mayor's Recommended Budget.)The LBA is a financing tool for cities and government entities,like libraries,to bond for capital projects at better interest rates. Capital projects are big projects like parks,public buildings, and street projects. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing-TBD Set Public Hearing Date - Tuesday,April 18, 2023 Hold hearing to accept public comment -Tuesday, May 16, 2023 and Tuesday, June 6, 2023 at 7 P.M. TENTATIVE Council Action -TBD Staff Recommendation - Close hearing and refer to public hearing on June 6, 2023 C. LBA ADJOURNMENT: REDEVELOPMENT AGENCY of SALT LAKE CITY, UTAH MEETING Please note: Dates not identified in the FYI- Project Timeline are either not applicable or not yet determined. D. RDA PUBLIC HEARINGS: 1. Resolution: Budget for the Redevelopment Agency of Salt Lake City for Fiscal Year 2023-24 The Board will accept public comment and consider approving a resolution adopting the final budget for the Redevelopment Agency of Salt Lake City for Fiscal Year 2023-24. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing - TBD Set Public Hearing Date - Tuesday,April 18, 2023 Hold hearing to accept public comment - Tuesday, May 16, 2023 and Tuesday, June 6, 2023 at 7 P.M. TENTATIVE Council Action -TBD Staff Recommendation - Close hearing and refer to public hearing on June 6, 2023 E. RDA ADJOURNMENT: SALT LAKE CITY COUNCIL MEETING Please note: Dates not identified in the FYI- Project Timeline are either not applicable or not yet determined. F. OPENING CEREMONY: 1. The Council will approve the formal meeting minutes of February 21, 2023. 2. The Council will consider adopting a joint ceremonial resolution with Mayor Mendenhall celebrating June 2023 as Pride Month. G. PUBLIC HEARINGS: 1. Ordinance: Early Notification Text Amendment The Council will accept public comment and consider adopting an ordinance that would approve various changes to the Salt Lake City Code relating to early notification of the public and recognized community organizations for land use projects. The Council initiated this petition to clarify early notification regulations and public outreach. The purpose of the proposed changes is to increase awareness and participation by the public for various types of City projects while still providing a timely review process for applicants. Related provisions of the City Code may also be amended as part of this petition. For more information on this item visit https://tinyurl.com/SLCEarlyNotificationOrdinance. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing-Tuesday, February 4, 2020; Tuesday, March 3, 2020; Tuesday, September 29, 2020; Tuesday, November 16, 2021; and Tuesday,April 11, 2023 Set Public Hearing Date -Tuesday, February 4, 2020; Tuesday, September 15, 2020; Tuesday, November 16, 2021; and Tuesday,April 18, 2023 Hold hearing to accept public comment -Tuesday, March 3, 2020; Tuesday, October 6, 2020; Tuesday, October 20, 202o; Tuesday, December 7, 2021; and Tuesday, May 16, 2023 at 7 p.m. TENTATIVE Council Action -Tuesday, June 6, 2023 Staff Recommendation - Refer to motion sheet(s). Items G2 — Gio will be heard as one public hearing. 2. Grant Application: Salt Lake, Summit, and Tooele Counties Transportation Alternatives Program Fiscal Year 2023 The Council will accept public comment for a grant application request from the Division of Transportation to the Utah Department of Transportation. If awarded, the grant would fund the 9-Line Trail Extension West of Redwood Road. The project constructs a new 4/io-mile segment of shared-use path along the north side of Indiana Avenue west of Redwood Road and improves three associated pedestrian/bicycle crossings to make key destination-focused connections. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing - n/a Set Public Hearing Date - n/a Hold hearing to accept public comment-Tuesday, May 16, 2023 at 7 p.m. TENTATIVE Council Action - n/a Staff Recommendation - Close and refer to future consent agenda. 3. Grant Application: Backman School Community Open Space The Council will accept public comment for a grant application request from Parks &Public Lands to the Utah Department of Natural Resources. If awarded, the grant would fund a project that would develop the property located near the Backman Bridge and provide a safer route for children walking to school. The new space will become a community gathering place with a nature playground, native habitat, and an outdoor classroom programmed by Backman Elementary. The public spaces will allow children of all ages to engage and explore nature in an urban neighborhood. The park will also connect to the Jordan River Parkway providing access to more recreational opportunities that support an active lifestyle. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing- n/a Set Public Hearing Date- n/a Hold hearing to accept public comment-Tuesday, May 16, 2023 at 7 P.M. TENTATIVE Council Action - n/a Staff Recommendation - Close and refer to future consent agenda. 4. Grant Application: Jordan River Water Trail Tree and Debris Removal The Council will accept public comment for a grant application request from Park &Public Lands to the Utah Department of Natural Resources. If awarded, the grant would fund removal of tree branches and other debris from the Jordan River Water Trail to improve the safety and accessibility of non-motorized watercraft. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing- n/a Set Public Hearing Date - n/a Hold hearing to accept public comment-Tuesday, May 16, 2023 at 7 P.M. TENTATIVE Council Action - n/a Staff Recommendation - Close and refer to future consent agenda. 5. Grant Application: Drinking Water Service Line Inventory/Lead Service Replacement Plan Development Grant The Council will accept public comment for a grant application request from the Department of Public Utilities to the Utah Division of Drinking Water. If awarded, the grant would fund wages for existing Department of Public Utilities staff to conduct record reviews, GIS work, and site inspections for the inventory related to the qualifying disadvantaged census tracts. The grant would also fund consultant services to complete a water service line inventory and develop a lead service line replacement (LSLR) plan related to the qualifying disadvantaged census tracts. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing- n/a Set Public Hearing Date - n/a Hold hearing to accept public comment -Tuesday, May 16, 2023 at 7 p.m. TENTATIVE Council Action - n/a Staff Recommendation - Close and refer to future consent agenda. 6. Grant Application: Pole Mounted Surveillance Camera Installation The Council will accept public comment for a grant application request from the Fire Department to the Department of Homeland Security. If awarded,the grant would fund the purchase of mobile pole mounted cameras for the purpose of conducting surveillance in areas of the City experiencing high incidents of suspected intentionally set fires. The Fire Department will deploy the cameras in areas experiencing increased fire activity specifically providing targeted surveillance of arson. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing- n/a Set Public Hearing Date - n/a Hold hearing to accept public comment-Tuesday, May 16, 2023 at 7 p.m. TENTATIVE Council Action - n/a Staff Recommendation - Close and refer to future consent agenda. 7. Grant Application: Emergency Management Performance Grant The Council will accept public comment for a grant application request from the Division of Emergency Management to the Department of Homeland Security. If awarded, the grant would fund Emergency Management functions and programs. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing - n/a Set Public Hearing Date - n/a Hold hearing to accept public comment-Tuesday, May 16, 2023 at 7 p.m. TENTATIVE Council Action - n/a Staff Recommendation - Close and refer to future consent agenda. 8. Grant Application: 2024 Police Traffic Services Equipment Grant The Council will accept public comment for a grant application request from the Police Department to the Highway Safety Office. If awarded, the grant would fund the purchase of radar units. If awarded the grant project period will be 12 months beginning October 1, 2023. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing - n/a Set Public Hearing Date - n/a Hold hearing to accept public comment-Tuesday, May 16, 2023 at 7 p.m. TENTATIVE Council Action- n/a Staff Recommendation- Close and refer to future consent agenda. 9. Grant Application: 2024 Distracted Driving Prevention Grant The Council will accept public comment for a grant application request from the Police Department to the Highway Safety Office. If awarded, the grant would fund distracted driving enforcement/education overtime shifts. If awarded the grant project period will be 12 months beginning October 1, 2023. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing- n/a Set Public Hearing Date - n/a Hold hearing to accept public comment-Tuesday, May 16, 2023 at 7 p.m. TENTATIVE Council Action - n/a Staff Recommendation - Close and refer to future consent agenda. io. Grant Application: Race, Equity, and Leadership Grant The Council will accept public comment for a grant application request from the Economic Development to the National League of Cities. If awarded, the grant would fund a consultant to review City practices and resources and engage with City stakeholders to determine solutions to create a more equitable process for minority owned small businesses and entrepreneurs. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing- n/a Set Public Hearing Date - n/a Hold hearing to accept public comment - Tuesday, May 16, 2023 at 7 p.m. TENTATIVE Council Action - n/a Staff Recommendation- Close and refer to future consent agenda. Ordinances listed below(Gii- G22) are associated with the implementation of the Mayor's Recommended Budget for Salt Lake City, including the Library Fund, for the Fiscal Year(FY) 2023-24.All ordinances will be heard as one public hearing item during the May 16th and June 6th public hearings. 11. Ordinance: Adopting the Budget for the Library Fund of Salt Lake City, Utah for Fiscal Year 2023-24 The Council will accept public comment and consider approving an ordinance adopting the budget for the Library Fund of Salt Lake City, Utah for Fiscal Year 2023-24. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing - TBD Set Public Hearing Date - Tuesday,April 18, 2023 Hold hearing to accept public comment -Tuesday, May 16, 2023 and Tuesday, June 6, 2023 at 7 p.m. TENTATIVE Council Action - TBD Staff Recommendation - Close hearing and refer to public hearing on June 6, 2023 12. Ordinances relating to the Fiscal Year 2023-24 City Budget, excluding the budget for the Library Fund The Council will accept public comment and consider approving an ordinance adopting the budget for Salt Lake City, Utah, excluding the budget for the Library Fund which is separately adopted, and the employment staffing document of Salt Lake City, Utah for Fiscal Year 2023-24. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing - TBD Set Public Hearing Date - Tuesday,April 18, 2023 Hold hearing to accept public comment - Tuesday, May 16, 2023 and Tuesday, June 6, 2023 at 7 p.m. TENTATIVE Council Action -TBD Staff Recommendation - Close hearing and refer to public hearing on June 6, 2023 13. Ordinance: Adopting the rate of tax levy, including the levy for the Library Fund, for Fiscal Year 2023-24 The Council will accept public comment and consider approving an ordinance adopting the rate of tax levy, including the levy for the Library Fund, upon all real and personal property within Salt Lake City made taxable by law for Fiscal Year 2023-24. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing -TBD Set Public Hearing Date -Tuesday,April 18, 2023 Hold hearing to accept public comment-Tuesday, May 16, 2023 and Tuesday, June 6, 2023 at 7 p.m. TENTATIVE Council Action -TBD Staff Recommendation - Close hearing and refer to public hearing on June 6, 2023 14. Ordinance: Amendments to the Salt Lake City Consolidated Fee Schedule for Fiscal Year 2023-24 The Council will accept public comment and consider approving an ordinance amending various fees and fee information set forth in the Salt Lake City Consolidated Fee Schedule. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing -TBD Set Public Hearing Date -Tuesday,April 18, 2023 Hold hearing to accept public comment-Tuesday, May 16, 2023 and Tuesday, June 6, 2023 at 7 p.m. TENTATIVE Council Action -TBD Staff Recommendation- Close hearing and refer to public hearing on June 6, 2023 15. Ordinance: Compensation Plan for All Non-represented employees of Salt Lake City for Fiscal Year 2023-24 The Council will accept public comment and consider adopting an ordinance approving a compensation plan for all non-represented employees of Salt Lake City. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing -TBD Set Public Hearing Date - Tuesday,April 18, 2023 Hold hearing to accept public comment -Tuesday, May 16, 2023 and Tuesday, June 6, 2023 at 7 p.m. TENTATIVE Council Action - TBD Staff Recommendation - Close hearing and refer to public hearing on June 6, 2023 16. Ordinance: Appropriating Necessary Funds to Implement Provisions of an MOU between Salt Lake City and AFSCME for Fiscal Year 2023- 24 The Council will accept public comment and consider adopting an ordinance appropriating necessary funds to implement, for Fiscal Year 2023-24, the provisions of the Memorandum of Understanding (MOU)between Salt Lake City Corporation and the American Federation of State, County, and Municipal Employees (AFSCME) Local 1004, representing eligible employees. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing - TBD Set Public Hearing Date - Tuesday,April 18, 2023 Hold hearing to accept public comment -Tuesday, May 16, 2023 and Tuesday, June 6, 2023 at 7 p.m. TENTATIVE Council Action - TBD Staff Recommendation - Close hearing and refer to public hearing on June 6, 2023 17. Ordinance: Appropriating Necessary Funds to Implement Provisions of the MOU between Salt Lake City and the International Association of Firefighters for Fiscal Year 2023-24 The Council will accept public comment and consider adopting an ordinance appropriating the necessary funds to implement, for Fiscal Year 2023-24, the provisions of the Memorandum of Understanding (MOU)between Salt Lake City Corporation and the International Association of Firefighters Local 81, representing eligible employees. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing - TBD Set Public Hearing Date - Tuesday,April 18, 2023 Hold hearing to accept public comment - Tuesday, May 16, 2023 and Tuesday, June 6, 2023 at 7 p.m. TENTATIVE Council Action -TBD Staff Recommendation - Close hearing and refer to public hearing on June 6, 2023 18. Ordinance: Appropriating Necessary Funds to Implement Provisions of the MOU between Salt Lake City and the Salt Lake City Police Association for Fiscal Year 2023-24 The Council will accept public comment and consider adopting an ordinance appropriating necessary funds to implement, for Fiscal Year 2023-24, the provisions of the Memorandum of Understanding (MOU) between Salt Lake City Corporation and the Salt Lake Police Association, representing eligible employees. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing -TBD Set Public Hearing Date -Tuesday,April 18, 2023 Hold hearing to accept public comment - Tuesday, May 16, 2023 and Tuesday, June 6, 2023 at 7 p.m. TENTATIVE Council Action -TBD Staff Recommendation - Close hearing and refer to public hearing on June 6, 2023 19. Ordinance: Accessible Parking Space Violation The Council will accept public comment and consider adopting an ordinance that would amend sections of the Salt Lake City Code to adjust penalties for accessible parking space violations to better correspond with similar penalties described in the State of Utah Uniform Fine Schedule. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing - TBD Set Public Hearing Date - Tuesday,April 18, 2023 Hold hearing to accept public comment -Tuesday, May 16, 2023 and Tuesday, June 6, 2023 at 7 p.m. TENTATIVE Council Action - TBD Staff Recommendation - Close hearing and refer to public hearing on June 6, 2023 20. Ordinance: Board Member Employee Status The Council will accept public comment and consider adopting an ordinance that would clarify the status of members appointed to Salt Lake City Boards and Commissions who receive compensation for their service. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing - n/a Set Public Hearing Date - Tuesday,April 18, 2023 Hold hearing to accept public comment - Tuesday, May 16, 2023 and Tuesday, June 6, 2023 at 7 p.m. TENTATIVE Council Action - n/a Staff Recommendation - Close hearing and refer to public hearing on June 6, 2023 21. Ordinance: Past Due Account Receivable Fees The Council will accept public comment and consider adopting an ordinance that would amend the Salt Lake City Code pertaining to past due accounts receivable fees and incorporating references to the Salt Lake City Consolidated Fee Schedule. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing-TBD Set Public Hearing Date -Tuesday,April 18, 2023 Hold hearing to accept public comment -Tuesday, May 16, 2023 and Tuesday, June 6, 2023 at 7 P.M. TENTATIVE Council Action -TBD Staff Recommendation - Close hearing and refer to public hearing on June 6, 2023 22. Ordinance: Removal/Bagging of Parking Meters The Council will accept public comment and consider adopting an ordinance that would amend the Salt Lake City Code pertaining to removal of parking meters and incorporating references to the Salt Lake City Consolidated Fee Schedule. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing -TBD Set Public Hearing Date -Tuesday,April 18, 2023 Hold hearing to accept public comment-Tuesday, May 16, 2023 and Tuesday, June 6, 2023 at 7 P.M. TENTATIVE Council Action-TBD Staff Recommendation - Close hearing and refer to public hearing on June 6, 2023 H. POTENTIAL ACTION ITEMS: 1. Ordinance: Budget Amendment No.6 for Fiscal Year 2022-23 The Council will consider adopting an ordinance that would amend the final budget of Salt Lake City,including the employment staffing document,for Fiscal Year 2022-23. Budget amendments happen several times each year to reflect adjustments to the City's budgets,including proposed project additions and modifications.The proposed amendment includes funding for adapting the Seven Canyons Fountain at Liberty Park into a dry art piece, a roof replacement for the Steiner Aquatics Center, and several proposals to use American Rescue Plan Act(ARPA)funding for revenue replacement and a $10 million contribution to the Perpetual Housing Fund of Utah among other items. For more information on this item visit https://tinyurl.com/SLCFY23 FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing-Tuesday, May 2, 2023 Set Public Hearing Date -Tuesday,April 18, 2023 Hold hearing to accept public comment -Tuesday, May 2, 2023 at 7 P.M. TENTATIVE Council Action -Tuesday, May 16, 2023 Staff Recommendation - Refer to motion sheet(s). 2. Resolution: Issuance of Airport Revenue Bonds, Series 2o23 for Financing the Construction of the New SLC International Airport The Council will consider approving a parameters resolution authorizing the issuance and sale of not more than $600,000,000 aggregate principal amount of one or more series of Airport Revenue Bonds, series 2023,for the purpose of financing certain Capital Improvements to the Salt Lake City International Airport.The Council's action includes authorizing the execution of a supplemental indenture, a bond purchase agreement, and other documents as required. For more information on this item visit https://tinyurl.com/SLCAirports FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing -Tuesday, May g, 2023 Set Public Hearing Date -Tuesday, May 16, 2023 Hold hearing to accept public comment-Tuesday, June 6, 2023 at 7 P.M. TENTATIVE Council Action -Tuesday, May 16, 2023 Staff Recommendation - Refer to motion sheet(s). I. COMMENTS: 1. Questions to the Mayor from the City Council. 2. Comments to the City Council. (Comments are taken on any item not scheduled for a public hearing, as well as on any other City business. Comments are limited to two minutes.) J. NEW BUSINESS: NONE. K. UNFINISHED BUSINESS: 1. Ordinance: Economic Development Revolving Loan Fund—Trackland, LLC The Council will consider adopting an ordinance that would approve a$350,000 loan for Trackland, LLC., at 2117 East Wilson Avenue from the Economic Development Loan Fund (EDLF).Trackland, LLC is a Sugar House based software as a service (SaaS) company that is an add on to Salesforce that improves its function.This loan will assist in the creation of 20 new jobs in the next year and retention of 8 current jobs. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing-Tuesday, May 2, 2023 Set Public Hearing Date - n/a Hold hearing to accept public comment - n/a TENTATIVE Council Action -Tuesday, May 16, 2023 Staff Recommendation - Refer to motion sheet(s). L. CONSENT: 1. Resolution: Issuance of Airport Revenue Bonds, Series 2023 for Financing the Construction of the New SLC International Airport The Council will set the date of Tuesday,June 6, 2023 at 7 p.m.to accept public comment for a parameters resolution authorizing the issuance and sale of not more than $600,000,000 aggregate principal amount of one or more series of Airport Revenue Bonds, series 2023,for the purpose of financing certain Capital Improvements to the Salt Lake City International Airport.The Council's action includes authorizing the execution of a supplemental indenture, a bond purchase agreement, and other documents as required. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing-Tuesday, May 9, 2023 Set Public Hearing Date -Tuesday, May 16, 2023 Hold hearing to accept public comment -Tuesday, June 6, 2023 at 7 P.M. TENTATIVE Council Action -Tuesday, May 16, 2023 Staff Recommendation - Set date. 2. Ordinance: Salt Lake School District Signs The Council will set the date of Tuesday,June 6, 2023 at 7 p.m.to accept public comment and consider adopting an ordinance that would amend the zoning text of Section 21A.46.052 of the Salt Lake City Code pertaining to pole signs on school properties. Public and private schools are located in various zoning districts around the City, and not all of the zoning districts permit freestanding pole signs.The signs are used to educate the community about activities at the school. Petitioner: Paul Schulte representing the Salt Lake City School District, Petition No.: PLNPCM2021-00190 FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing -Tuesday, May 16, 2023 Set Public Hearing Date -Tuesday, May 16, 2023 Hold hearing to accept public comment-Tuesday, June 6, 2023 at 7 P.M. TENTATIVE Council Action -Tuesday, June 13, 2023 Staff Recommendation - Set date. 3. Grant Holding Account Items (Batch No. 8)for Fiscal Year 2022-23 The Council will consider approving Grant Holding Account Items(Batch No. 8)for Fiscal Year 2022-23. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing- n/a Set Public Hearing Date - n/a Hold hearing to accept public comment - n/a TENTATIVE Council Action -Tuesday, May 16, 2023 Staff Recommendation -Approve. 4. Board Appointment: Sister Cities Board— Ricardo Becerra The Council will consider approving the appointment of Ricardo Becerra to the Sister Cities Board for a term ending July 6, 2027. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing-Tuesday, May 16, 2023 Set Public Hearing Date - n/a Hold hearing to accept public comment - n/a TENTATIVE Council Action -Tuesday, May 16, 2023 Staff Recommendation -Approve. 5. Board Appointment: Sister Cities Board— Ronald Joe Zeidner The Council will consider approving the appointment of Ronald Joe Zeidner to the Sister Cities Board for a term ending July 6, 2027. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing-Tuesday, May 16, 2023 Set Public Hearing Date - n/a Hold hearing to accept public comment - n/a TENTATIVE Council Action -Tuesday, May 16, 2023 Staff Recommendation -Approve. 6. Board Appointment: Sister Cities Board—Ahimara Suarez The Council will consider approving the appointment of Ahimara Suarez to the Sister Cities Board for a term ending July 6, 2027. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing-Tuesday, May 16, 2023 Set Public Hearing Date - n/a Hold hearing to accept public comment- n/a TENTATIVE Council Action -Tuesday, May 16, 2023 Staff Recommendation -Approve. 7. Board Reappointment: Sister Cities Board— Olga Efimova The Council will consider approving the reappointment of Olga Efimova to the Sister Cities Board for a term ending July 6, 2027. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing - n/a Set Public Hearing Date - n/a Hold hearing to accept public comment- n/a TENTATIVE Council Action -Tuesday, May 16, 2023 Staff Recommendation -Approve. 8. Board Reappointment: Sister Cities Board— Sheri Sorensen The Council will consider approving the reappointment of Sheri Sorensen to the Sister Cities Board for a term ending July 6, 2027. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing - n/a Set Public Hearing Date - n/a Hold hearing to accept public comment - n/a TENTATIVE Council Action-Tuesday, May 16, 2023 Staff Recommendation -Approve. M. ADJOURNMENT: CERTIFICATE OF POSTING On or before 1:oo p.m. on Friday,May 12, 2023,the undersigned,duly appointed City Recorder, does hereby certify that the above notice and agenda was (1)posted on the Utah Public Notice Website created under Utah Code Section 63F-1-701,and(2)a copy of the foregoing provided to The Salt Lake Tribune and/or the Deseret News and to a local media correspondent and any others who have indicated interest. CINDY LOU TRISHMAN SALT LAKE CITY RECORDER Final action may be taken in relation to any topic listed on the agenda, including but not limited to adoption, rejection, amendment, addition of conditions and variations of options discussed. The City&County Building is an accessible facility. People with disabilities may make requests for reasonable accommodation,which may include alternate formats,interpreters,and other auxiliary aids and services. Please make requests at least two business days in advance.To make a request, please contact the City Council Office at council.comments@slcgov.com, 8oi-535-7600,or relay service 711. Item 131 MOTION SHEET l\',. _''•��'; LOCAL BUILDING AUTHORITY of SALT LAKE CITY 0 7 tinyur1.com/SLCFY24 TO: Board Members FROM: Ben Luedtke Budget&Policy Analyst DATE: May 16, 2023 RE: MOTION SHEET—Resolution:Budget for the Capital Projects Fund of the Local Building Authority for Fiscal Year 2023-24 MOTION: I move that the Board close the public hearing and refer to the public hearing on June 6,2023 Staff note: The Council may close a public hearing and refer an item to another public hearing which allows an individual to provide comment on the proposed annual budget twice. This allows individuals to respond to new information and proposals as the Council's annual budget deliberations continue. CITY COUNCIL OF SALT LAKE CITY 451 SOUTH STATE STREET,ROOM 304 SLCCOUNCIL.COM P.O.BOX 145476,SALT LAKE CITY,UTAH 84114-5476 TEL 801-535-7600 FAX 801-535-7651 Resolution No. of 2023 (Adopting the Final Budget for the Capital Projects Fund of the Local Building Authority of Salt Lake City, Utah for Fiscal Year 2023-2024) PREAMBLE WHEREAS, the Salt Lake City Council has created the Local Building Authority of Salt Lake City, Utah (the "Building Authority"), and has appointed Mary Beth Thompson as the Budget Officer of the Building Authority(the "Budget Officer"); and WHEREAS, the Budget Officer previously filed with the Board of Directors (the "Board") of the Building Authority a tentative budget for the capital projects fund of the Building Authority (the Building Authority not having any operational expenses and therefore no need for an operating budget); and WHEREAS, on , 2023, the Board adopted the tentative budget by Resolution No. of 2023; and WHEREAS, the tentative budget adopted by the Board and all supporting schedules and data was a public record in the office of the Secretary of the Building Authority, available for public inspection at the Building Authority's principal place of business during regular business hours for a period of at least seven days before the adoption of the final budget and was published, at least seven days before the adoption of the final budget in a public meeting, (a) on the Utah Public Notice Website and(b) on the Building Authority's official website or, if the Building Authority does not maintain an official website, on the official website of Salt Lake City Corporation; and WHEREAS, following due notice of a public hearing given at least seven days before the hearing (a)by publishing on the Utah Public Notice Website and by publishing on the Building 1 Authority's official website or, if the Building Authority did not maintain an official website, on the official website of Salt Lake City Corporation, at its , 2023 and , 2023 meetings, the Board held a public hearing on the budget tentatively adopted, at which hearing all interested persons in attendance or connected remotely were given an opportunity to be heard on the estimate of revenues and expenditures or any item in the tentative budget; and NOW, THEREFORE, be it resolved by the Board of Directors of the Local Building Authority of Salt Lake City, Utah, as follows: 1. The purpose of this resolution is to adopt a final budget for the capital projects fund of the Building Authority for fiscal year 2023-2024.All conditions precedent to the adoption of the final budget have been accomplished. 2. The budget attached hereto and made a part of this resolution shall be, and the same hereby is adopted as, the final budget for the capital projects fund of the Building Authority for the remainder of the fiscal year 2023-2024, in accordance with the Fiscal Procedures for Special Districts Act, Utah Code Title 17B, Chapter 1, Part 6. 3. The Budget Officer is hereby authorized and directed to certify and file a copy of said final budget in the office of the Secretary of the Building Authority, whose office is located at 451 South State Street, Room 415, Salt Lake City, UT 84111, as required by Utah Code Section 17B-1-615. Said final budget shall be available to the public for inspection during regular business hours. 4. The Budget Officer is hereby authorized and directed to certify and file a copy of said final budget with the State Auditor as required by Utah Code Section 17B-1-614 within 30 days after its adoption. 5. This Resolution shall take effect immediately upon its approval and adoption. 2 Passed by the Board of Directors of the Local Building Authority of Salt Lake City, Utah, this day of , 2023. Dan Dugan, LBA President ATTEST: SECRETARY APPROVED AS TO FORM Boy erguson, Senior City Attorney Date:4-28-2023 3 Item D1 A. MOTION SHEET �1' REDEVELOPMENT AGENCY of SALT LAKE CITY lit it N�erlt it 1, tinyurl.com/SLCFY24 •••'1j11 1111s TO: RDA Board Members FROM: Ben Luedtke Budget&Policy Analyst DATE: May 16, 2023 RE: MOTION SHEET—Resolution: Budget for the Redevelopment Agency of Salt Lake City for Fiscal Year 2023-24 MOTION: I move that the Board close the public hearing and refer to the public hearing on June 6,2023 Staff note: The Council may close a public hearing and refer an item to another public hearing which allows an individual to provide comment on the proposed annual budget twice. This allows individuals to respond to new information and proposals as the Council's annual budget deliberations continue. CITY COUNCIL OF SALT LAKE CITY 451 SOUTH STATE STREET,ROOM 304 SLCCOUNCIL.COM P.O.BOX 145476,SALT LAKE CITY,UTAH 84114-5476 TEL 801-535-7600 FAX 801-535-7651 REDEVELOPMENT AGENCY OF SALT LAKE CITY RESOLUTION NO (Adopting the Budget for the Redevelopment Agency of Salt Lake City, Utah for Fiscal Year 2023-2024) A resolution of the Board of Directors of the Redevelopment Agency of Salt Lake City, Utah adopting the budget for the fiscal year beginning July 1, 2023 and ending June 30, 2024. WHEREAS, the Redevelopment Agency of Salt Lake City ("Agency") was created to transact the business and exercise the powers provided for in the Community Reinvestment Agency Act; and WHEREAS, the Agency's Board of Director's ("Board")has determined it is both necessary and desirable to adopt the 2023-2024 annual budget("Budget"); and WHEREAS, the Board has determined that the public improvements to be carried out with tax increment in each of the project areas will be of benefit to the project area which generated the tax increment; and WHEREAS, on May , 2023 the Board of Directors adopted the tentative budget by Resolution of 2023 ("Tentative Budget"); and WHEREAS, at its , 2023, and , 2023 meetings, the Board held public hearings, at which interested persons in attendance or connected remotely were given an opportunity to be heard on the estimates of revenues and expenditures or any item in the Tentative Budget; and WHEREAS, the Tentative Budget adopted by the Board and all supporting schedules and data was a public record in the Office of the Salt Lake City Recorder, available for public inspection before the adoption of the Budget; and WHEREAS, the Agency caused a copy of the Tentative Budget to be available before the public hearing in accordance with state law. NOW, THEREFORE, be it resolved by the Board of Directors of the Redevelopment Agency of Salt Lake City, that the previously adopted Tentative Budget, as modified by the "Key Changes" attached and made a part of this Resolution, is adopted as the Budget of the Redevelopment Agency of Salt Lake City for the fiscal year commencing on July 1, 2023 and ending June 30, 2024. BE IT FURTHER RESOLVED, that the following budget contingencies are hereby adopted with the Agency's 2023-2024 Budget: A. (Contingencies TBD). B. A copy of the Budget shall be certified and filed in the Office of the Salt Lake City Recorder whose permanent office is located at 451 South State Street, Room 415, Salt Lake City, Utah 84111 and be available to the public for inspection during regular business hours. C. A copy of the Budget shall be certified and filed with the Salt Lake County Auditor, the State Tax Commission, the State Auditor, the State Board of Education, and each taxing entity from which the Agency receives project area funds as required by Utah Code Section 17C-1- 601.5(6)within 90 days after its adoption. D. This Resolution shall take effect on July 1, 2023. 2 Passed by the Board of Directors of the Redevelopment Agency of Salt Lake City, this day of June, 2023. Alejandro Puy Chair Approved as to form: 74UI%SO �Gwk� Salt Lake City Attorney's Office Allison Parks The Executive Director: does not request reconsideration requests reconsideration at the next regular Agency meeting Erin Mendenhall, Executive Director Attest: City Recorder 3 MINUTES OF THE SALT LAKE CITY COUNCIL Tuesday, February 21, 2023 PENDING MINUTES — NOT APPROVED The City Council of Salt Lake City, Utah,met in Formal Session on Tuesday, February 21, 2023. The following Council Members were present: Ana Valdemoros,Victoria Petro, Daniel Dugan,Amy Fowler, Chris Wharton,Alejandro Puy, Darin Mano Present Legislative Leadership: Cindy Gust-Jenson—Executive Director,Jennifer Bruno — Deputy Director, Lehua Weaver— Associate Deputy Director Present Administrative Leadership: Mayor Erin Mendenhall, Lisa Shaffer—Chief Administrative Officer, Rachel Otto — Chief of Staff Present City Staff: Katherine Lewis—City Attorney,Cindy Lou Trishman—City Recorder, DeeDee Robinson— Minutes&Records Clerk,Thais Stewart—Deputy City Recorder, Isaac Canedo—Public Engagement Communication Specialist,Taylor Hill—Constituent Liaison/Policy Analyst, Scott Corpany—Staff Assistant,Allison Rowland— Public Policy Analyst, Ben Luedtke— Senior Public Policy Analyst, Brian Fullmer— Public Policy Analyst The meeting was called to order at: 7:02 pm. 1 MINUTES OF THE SALT LAKE CITY COUNCIL Tuesday, February 21, 2023 A. OPENING CEREMONY: 1. Council Member Dan Dugan will conduct the formal meeting. Minutes: Council Member Mano conducted the formal meeting. (Council Member Dugan arrived late to the meeting.) 2. Pledge of Allegiance. 3. Welcome and Public Meeting Rules. 4. The Council will approve the work session and formal meeting minutes of January 3, 2023. Motion: Moved by Council Member Puy, seconded by Council Member Fowler to approve the work session and formal meeting minutes of January 3, 2023 AYE: Ana Valdemoros,Victoria Petro,Amy Fowler, Chris Wharton,Alejandro Puy, Darin Mano ABSENT: Daniel Dugan Final Result: 6 — o Pass 5. The Council will reconsider and revise a joint ceremonial resolution with Mayor Mendenhall recognizing February as Black History Month in Salt Lake City, in order to correct previous omissions in the resolution. Minutes: Council Member Mano explained that the resolution approved at the Formal Meeting on February 7, 2023 required reconsideration due to unintended omissions. Council Member Fowler read the amended resolution. Motion: Moved by Council Member Wharton, seconded by Council Member Fowler to approve the revised, Joint Resolution 02 of 2023, recognizing February as Black History Month AYE:Ana Valdemoros,Victoria Petro,Amy Fowler, Chris Wharton,Alejandro Puy, Darin Mano ABSENT: Daniel Dugan Final Result: 6 - o Pass Motion: Moved by Council Member Wharton, seconded by Council Member Puy to having voted on the prevailing side, propose a recall to the motion from February 14, 2023 due to a necessary revision AYE:Ana Valdemoros,Victoria Petro,Amy Fowler, Chris Wharton,Alejandro Puy, Darin Mano 2 MINUTES OF THE SALT LAKE CITY COUNCIL Tuesday, February 21, 2023 ABSENT: Daniel Dugan Final Result: 6 — o Pass B. PUBLIC HEARINGS: 1. Ordinance: Urban Forest Action Plan The Council will accept public comment and consider adopting an ordinance that would adopt the final version of the Urban Forest Action Plan.The plan is intended to provide guidance and concrete steps for Salt Lake City to align its resources and actions in the built environment with its goals for sustainability and equity. It would also inform a future zoning code amendment that supports the preservation and promotion of trees on public and private lands and within the public right-of-way. FYI - Project Timeline: (subject to change per Chair direction or Council discussion) Briefing-Tuesday, January 17, 2023 Set Public Hearing Date -Tuesday, January 17, 2023 Hold hearing to accept public comment -Tuesday, February 21, 2023 at 7 P.M. TENTATIVE Council Action -Tuesday, March 7, 2023 Staff Recommendation - Refer to motion sheet(s). 3 MINUTES OF THE SALT LAKE CITY COUNCIL Tuesday, February 21, 2023 Minutes: Council Member Dugan joined the meeting during this agenda item. Allison Rowland provided a brief introduction to the ordinance. Aline Devaud thanked the Council for the Urban Forest Action Plan, noting the importance of the plan in informing citizens on how to help care for trees/shrubs for the benefit of humans,pollinators, and filtering of air. Motion: Moved by Council Member Puy, seconded by Council Member Petro to adopt Ordinance 03 of 2023 Urban Forest Action Plan. AYE:Ana Valdemoros,Victoria Petro, Daniel Dugan,Amy Fowler, Chris Wharton, Alejandro Puy, Darin Mano Final Result: 7— o Pass 2. Resolution: $3.5 Million One-time HOME-ARPA Grant Funding The Council will accept public comment and consider adopting a resolution that would authorize grant funding to selected applicants.As part of the American Rescue Plan Act (ARPA),the City received $3.5 million from the U.S. Housing and Urban Development Department or HUD. The one-time grant funding for the HOME program is designated for housing opportunities to help individuals experiencing or at risk of homelessness and domestic violence survivors.There are several steps required by HUD for the City to accept and be able to use the funding including a community assessment, allocation plan, and amending the 2020-2024 Consolidated Plan. FYI - Project Timeline: (subject to change per Chair direction or Council discussion) Briefing -Tuesday, February 21, 2023 Set Public Hearing Date -Tuesday, February 7, 2023 Hold hearing to accept public comment-Tuesday, February 21, 2023 at 7 P.M. TENTATIVE Council Action -Tuesday, March 21, 2023 Staff Recommendation - Refer to motion sheet(s). Minutes: Ben Luedtke provided a brief introduction to the resolution. Damon Talbot, representing The Alliance House, said his organization was looking forward to applying for the proposed funding to establish a new housing facility for their members, it was important to provide housing and rental assistance in the City, and expressed support for the resolution. 4 MINUTES OF THE SALT LAKE CITY COUNCIL Tuesday, February 21, 2023 Bernie Hart said he would make an effort to attend Council meetings as often as he could to support persons that the funding was intended for(for housing and services for the homeless) and it seemed accountability was lacking in City plans for housing (assurances the plans were successful for transitioning persons out of homelessness). Christopher Dixon spoke about utilizing an abandoned school(location unknown)as a homeless shelter and suggested that unsheltered individuals manage the facility to avoid current shelter rules that reportedly place stress on residents. Motion: Moved by Council Member Puy, seconded by Council Member Valdemoros to close the public hearing and refer the item to a future date for action. AYE:Ana Valdemoros,Victoria Petro, Daniel Dugan,Amy Fowler, Chris Wharton, Alejandro Puy, Darin Mano Final Result: 7— o Pass 3. Land Exchange to Facilitate the Bridge to Backman Project The Council will continue to accept public comment about a transfer of certain Open Space Lands owned by Salt Lake City located at 592 N. Riverside Drive for$o to Riverwood Cove, LLC in exchange for another open space parcel of equal size.This exchange will facilitate the development of a new public park, a community outdoor classroom, and a new walking and bicycling connection to/from Backman Elementary School for Backman Elementary School students, and will resolve a current encroachment issue. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing -Tuesday, February 7, 2023 Set Public Hearing Date -Tuesday, January 17, 2023 Hold hearing to accept public comment-Tuesday, February 7, 2023 and Tuesday, February 21, 2023 at 7 P.M. TENTATIVE Council Action -tbd Staff Recommendation - Refer to motion sheet(s). 5 MINUTES OF THE SALT LAKE CITY COUNCIL Tuesday, February 21, 2023 Minutes: Ben Luedtke provided a brief introduction regarding the transfer of Open Space Lands. There were no public comments. Motion: Moved by Council Member Puy, seconded by Council Member Petro to close the public hearing and support the land exchange. AYE:Ana Valdemoros,Victoria Petro, Daniel Dugan,Amy Fowler, Chris Wharton, Alejandro Puy, Darin Mano Final Result: 7— o Pass 4. Ordinance: Rezone at approximately 13o North 2100 West The Council will accept public comment and consider adopting an ordinance that would amend the zoning map pertaining to a parcel at approximately 13o North 2100 West to remove the AFPP (Airport Flight Path Protection) Overlay District Influence Zone B.The property is currently occupied by a hotel building and associated parking.The desired result is to allow the building to operate as permanent supportive housing primarily for those ages 62 and older. Petitioner: Friends of Switchpoint Petition No.: PLNPCM2022- oo833 FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing-Tuesday, February 7, 2023 Set Public Hearing Date -Tuesday, February 7, 2023 Hold hearing to accept public comment-Tuesday, February 21, 2023 at 7 P.M. TENTATIVE Council Action -Tuesday, March 7, 2023 Staff Recommendation - Refer to motion sheet(s). Minutes: Brian Fullmer provided a brief introduction to the ordinance. Jen Colby spoke in support of the ordinance and said it was important transitional housing,freeway/traffic noise was an issue,more open space and traffic control was needed in the area, and encouraged the Council to adopt the ordinance. Bernie Hart said any projects/proposals that dealt with homelessness or housing and required City/State funding should be quantified by the City to determine if the project was successful (what made it work and how could it be applied to similar facilities). Motion: Moved by Council Member Petro, seconded by Council Member Wharton to close the public hearing and adopt Ordinance 04 of 2023 Rezone at 6 MINUTES OF THE SALT LAKE CITY COUNCIL Tuesday, February 21, 2023 approximately 13o North 2100 West. AYE:Ana Valdemoros,Victoria Petro, Daniel Dugan,Amy Fowler, Chris Wharton, Alejandro Puy, Darin Mano Final Result: 7— o Pass 5. Ordinance: Local Link Study Update to 2o13 Sugar House Circulation Plan The Council will accept public comment and consider adopting an ordinance that would adopt the Local Link Study as an official update to the 2013 Sugar House Circulation Plan.The Local Link study has project and program recommendations, and a Transit Alternatives Analysis evaluating various transit options including streetcar extensions connecting the Sugar House Business District to Brickyard, Millcreek, and Holladay. For more information on this item visit https://tinyurl.com/transportationsic FYI - Project Timeline: (subject to change per Chair direction or Council discussion) Briefing -Tuesday, February 14, 2023 Set Public Hearing Date -Tuesday, February 7, 2023 Hold hearing to accept public comment-Tuesday, February 21, 2023 at 7 P.M. TENTATIVE Council Action-Tuesday, March 7, 2023 Staff Recommendation - Refer to motion sheet(s). 7 MINUTES OF THE SALT LAKE CITY COUNCIL Tuesday, February 21, 2023 Minutes: Ben Luedtke provided a brief introduction to the ordinance. There were no public comments. Motion: Moved by Council Member Puy, seconded by Council Member Fowler to close the public hearing and adopt Ordinance 05 of 2023 Local Link Study Update to 2023 Sugar House Circulation Plan. AYE:Ana Valdemoros,Victoria Petro, Daniel Dugan,Amy Fowler, Chris Wharton, Alejandro Puy, Darin Mano Final Result: 7— o Pass C. POTENTIAL ACTION ITEMS: 1. Ordinance: Zoning Map Amendment at Approximately 7o4 East goo South The Council will consider adopting an ordinance that would amend the zoning map for the property at approximately 704 East goo South from R-2 (Single-and Two-Family Residential)to SNB (Small Neighborhood Business).The subject property is 0.24 acres. Although a specific development is not being proposed at this time,the rezone is in anticipation of bringing illegally added dwelling units up to code. Petitioner:Ale Gicqueau, Petition No.: PLNPCM2022-00251. The Planning Commission forwarded a negative recommendation, therefore an ordinance has not been drafted. If the Council decides to approve the zone amendment, an ordinance would be drafted and considered for approval. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing-Tuesday, January 17, 2023 Set Public Hearing Date -Tuesday, January 17, 2023 Hold hearing to accept public comment -Tuesday, February 7, 2023 at 7 P.M. TENTATIVE Council Action -Tuesday, February 21, 2023 Staff Recommendation - Refer to motion sheet(s). 8 MINUTES OF THE SALT LAKE CITY COUNCIL Tuesday, February 21, 2023 Motion: Moved by Council Member Wharton, seconded by Council Member Puy to adopt Ordinance o6 of 2023 Zoning Map Amendment at approximately 704 East goo South,with the following conditions through a development agreement: • Retain the existing structure for a minimum go-year period. • Maintain at least four dwelling units on the property. • Dwelling units will not be rented for periods of less than 30 consecutive days to the same individual. AYE:Victoria Petro, Daniel Dugan,Amy Fowler, Chris Wharton,Alejandro Puy, Darin Mano NAY:Ana Valdemoros Final Result: 6 - 1 Pass 2. Ordinance: Rocky Mountain Power Rezone The Council will consider adopting an ordinance that would amend the zoning of the property at 1223 West North Temple and portions of properties located at 1219 West, 1275 West, and 1407 West North Temple Street from M-1 Light Manufacturing and TSA- SP-C Transit Station Area-Special Purpose-Core to TSA-Urban Center-Core.The purpose of the amendment is to accommodate new office headquarters for Rocky Mountain Power. Consideration may be given to rezoning the property to another zoning district with similar characteristics. Petitioner: Rocky Mountain Power, Petition No.: PLNPCM2022-00450. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing-Tuesday, January 17, 2023 Set Public Hearing Date -Tuesday, January 17, 2023 Hold hearing to accept public comment-Tuesday, February 7, 2023 at 7 P.M. TENTATIVE Council Action -Tuesday, February 21, 2023 Staff Recommendation - Refer to motion sheet(s). Motion: Moved by Council Member Puy, seconded by Council Member Valdemoros to adopt Ordinance 07 of 2023 Rocky Mountain Power Rezone. AYE:Ana Valdemoros,Victoria Petro, Daniel Dugan,Amy Fowler, Chris Wharton, Alejandro Puy, Darin Mano Final Result: 7— o Pass 9 MINUTES OF THE SALT LAKE CITY COUNCIL Tuesday, February 21, 2023 3. Ordinance:Accessory Dwelling Unit(ADU)Text Amendment The Council will consider adopting an ordinance that would amend various sections of the Title 21-A of the Salt Lake City Code pertaining to Accessory Dwelling Unit(ADU) regulations.The proposed code revisions would eliminate the conditional use requirement for detached ADUs in single-family residential zones.They would also aim to lower zoning barriers to construction of ADUs in general.The proposed changes would seek to strike a better balance between encouraging construction of ADUs and mitigating impacts to neighboring properties. Petition No.: PLNPCM2022-000475 FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing -Tuesday, January 17, 2023 &Tuesday, February 7, 2023 Set Public Hearing Date -Tuesday, January 17, 2023 Hold hearing to accept public comment-Tuesday, February 7, 2023 at 7 P.M. TENTATIVE Council Action -Tuesday, February 21, 2023 Staff Recommendation - Refer to motion sheet(s). 10 MINUTES OF THE SALT LAKE CITY COUNCIL Tuesday, February 21, 2023 Minutes: Item pulled from the agenda. D. COMMENTS: 1. Questions to the Mayor from the City Council. Minutes: There were no questions. Council Member Valdemoros congratulated the Mayor and Mayor's Staff on the success of the NBA All Star Weekend. 2. Comments to the City Council. (Comments are taken on any item not scheduled for a public hearing, as well as on any other City business. Comments are limited to two minutes.) Minutes: Terry Marasco, member of the Jordan Meadows Community Council, spoke regarding the Northpointe Small Area Plan and said that Business Park(BP)zoning should rule the area due to its restrictions on businesses, allowing for more protections of surrounding residents/citizens. Cindy Cromer spoke regarding a proposal in the Westpointe area of the City,the area's relation to the Great Salt Lake, and lack of consideration of the lake on the City's behalf and noted there was too little coordination/collaboration between the four levels of government involved regarding the lake and everything surrounding it. Kristina Robb said the proposed text amendment for the Accessory Dwelling Unit (ADU) ordinance needed more focus on affordable/safe housing to avoid future gentrification in various areas of the City. Nicole Solt and Denise Payne,both residents near 2200 West, spoke regarding current concerns in the area,including: roadways in the area were becoming dangerous as large construction trucks were speeding through the area, excessive noise from construction and diesel vehicles was a problem, and construction was causing the air in the area to be filled with dust/dirt. Bernie Hart spoke regarding a successful program he was affiliated with that assisted individuals in the City that faced many issues and said he wanted to be more active/proactive in promoting the program,bringing it to the attention of the general public, and said he would be encouraging more people to attend City Council Meetings to speak and/or be present to show their commitment to their community. Brian Moench spoke regarding exposure to toxic dust from the dried lake beds of the II MINUTES OF THE SALT LAKE CITY COUNCIL Tuesday, February 21, 2023 Great Salt Lake,noting a potential toxic dust public health disaster was already unfolding at Northpointe from construction activity and diesel exhaust.They requested the Council contact Utah Division of Air Quality to inquire what was being done to protect residents in the area and to encourage local law makers to deny House Bill(HB) 527. Nate Housley, District 5 resident, spoke regarding the proposed rezone at Northpointe and requested that the Council pause on the rezone until environmental impacts could be evaluated noting that nearby wetlands and bird habitats were already under strain. Kseniya Kniazeva, representing the Nomad Alliance, said she was present to speak on behalf of the unsheltered regarding the potential for the City to allow small shelters in all residential zones in the City,promoted the use of sanctioned campgrounds for the unsheltered in the City, and urged the Council to vote in favor of these items. Tony Lambert spoke in support of sanctioned campgrounds for the City's unsheltered and said the unsheltered population in the City was in dire need of help;violence and unnecessary police activity was an issue. E. NEW BUSINESS: NONE. F. UNFINISHED BUSINESS: 1. Ordinance: Public Accommodation Closed Captioning The Council will consider adopting an ordinance that would activate closed captioning on televisions in public areas. Closed captioning can provide better access for veterans with hearing loss,the elderly,people with autism or sensory disabilities,ADHD,dyslexia, learning disabilities, down syndrome and auditory neuropathy, and people who are learning English as a second language or are limited English proficient(LEP). In a noisy environment,hearing people can benefit from having the captions turned on and such enhanced access can be helpful when there's an emergency broadcast. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing-Tuesday, February 7, 2023 Set Public Hearing Date - n/a Hold hearing to accept public comment - n/a TENTATIVE Council Action -Tuesday, February 21, 2023 Staff Recommendation - Refer to motion sheet(s). 12 MINUTES OF THE SALT LAKE CITY COUNCIL Tuesday, February 21, 2023 Motion: Moved by Council Member Puy, seconded by Council Member Fowler to approve and adopt items Fi Ordinance o8 of 2023 Public Accommodation Closed; F2 Resolution 03 of 2023 Approving an Amendment to the Operating Interlocal Agreement and Resolution 04 of 2023 Approving an Amendment to the Inter-Local Agreement establishing UPACA; F3 Ordinance og of 2023 Amending the Parks, Natural Lands, Trails, and Urban Forestry Advisory Board; and F4 Ordinance 10 of 2023 Amending the Salt Lake City Sister Cities Board. AYE:Ana Valdemoros,Victoria Petro, Daniel Dugan,Amy Fowler, Chris Wharton, Alejandro Puy, Darin Mano Final Result: 7- o Pass 2. Resolutions:Amending Two Utah Performing Arts Center Interlocal Agreements The Council will consider adopting a resolution that would approve changes to two interlocal agreements between Salt Lake City,the Redevelopment Agency(RDA),the Utah Performing Arts Center Agency(UPACA), and Salt Lake County,for operation of the George S. and Dolores Dore Eccles Theater.The changes are related to cost increases and funding ongoing maintenance of the facilities FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing -Tuesday, February 14, 2023 Set Public Hearing Date - n/a Hold hearing to accept public comment - n/a TENTATIVE Council Action -Tuesday, February 21, 2023 Staff Recommendation - Refer to motion sheet(s). 3. Ordinance:Amending the Parks, Natural Lands,Trails, and Urban Forestry Advisory Board The Council will consider adopting an ordinance that would amend the membership of the Parks,Natural Lands,Trails, and Urban Forestry(PNUT)Advisory Board.The ordinance would codify the inclusion of two representatives of Indigenous Tribes or organizations of Utah on the PNUT board, as at-large members.This includes members of,or descendants of,the following tribes: Ute(all bands), Paiute, Goshute, Dine'/Navajo, Shoshoni,Arapaho, Oglala Sioux, Cheyenne River Sioux,Wind River Shoshone, Cherokee,or Rosebud Sioux. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) 13 MINUTES OF THE SALT LAKE CITY COUNCIL Tuesday, February 21, 2023 Briefing -Tuesday, February 14, 2023 Set Public Hearing Date - n/a Hold hearing to accept public comment- n/a TENTATIVE Council Action -Tuesday, February 21, 2023 Staff Recommendation - Refer to motion sheet(s). 14 MINUTES OF THE SALT LAKE CITY COUNCIL Tuesday, February 21, 2023 4. Ordinance:Amending the Salt Lake City Sister Cities Board The Council will consider adopting an ordinance that would amend chapter 2.82 of the Salt Lake City Code pertaining to the Salt Lake Sister Cities Board.The purpose of the Sister Cities program is to promote peace and unite local and global communities through friendship,economic opportunities, and cultural and educational exchange. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing-Tuesday, February 14, 2023 Set Public Hearing Date - n/a Hold hearing to accept public comment - n/a TENTATIVE Council Action -Tuesday, February 21, 2023 Staff Recommendation - Refer to motion sheet(s). G. CONSENT: 1. Ordinance: Budget Amendment No.y for Fiscal Year 2022-23 The Council will set the date of Tuesday, March 7, 2023 at 7 p.m.to accept public comment and consider adopting an ordinance that would amend the final budget of Salt Lake City,including the employment staffing document,for Fiscal Year 2022-23. Budget amendments happen several times each year to reflect adjustments to the City's budgets, including proposed project additions and modifications.The proposed amendment includes funding for more repairs to City Hall from the March 202o Earthquake, upgrades to public safety radio systems,police officer recruitment and retention bonuses, and additional emergency rental assistance among other items. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing-Tuesday, March 7, 2023 Set Public Hearing Date - Tuesday, February 21, 2023 Hold hearing to accept public comment -Tuesday, March 7, 2023 at 7 P.M. TENTATIVE Council Action -Tuesday, March 21, 2023 Staff Recommendation - Set date. 15 MINUTES OF THE SALT LAKE CITY COUNCIL Tuesday, February 21, 2023 2. Ordinance: Northpoint Small Area Plan The Council will set the date of Tuesday,March 7, 2023 at 7 p.m.to accept public comment and consider adopting an ordinance that would adopt the Northpoint Small Area Plan.The Northpoint Small Area Plan is a land use plan for the land that is located between the Salt Lake City International Airport and the northern boundary of the City along the 2200 West corridor.The updated plan will provide guidance on existing and anticipated development in the area, as well as annexation-related issues.As part of the plan update,the Salt Lake City Major Streets Plan will be amended to reflect recommended roadway alignments. Petition No.: PLNPCM2022-oo687 FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing-Tuesday, February 21, 2023 Set Public Hearing Date -Tuesday, February 21, 2023 Hold hearing to accept public comment-Tuesday, March 7, 2023 at 7 P.M. TENTATIVE Council Action -Tuesday, March 21, 2023 Staff Recommendation - Set date. 3. Ordinance: Glendale Regional Park Plan The Council will set the date of Tuesday,March 7, 2023 at 7 p.m.to accept public comment and consider adopting an ordinance that would adopt the Glendale Regional Park Plan to be part of the City's general plan as a specific plan found in the Westside Master Plan. Public Lands Department has been working with a consultant, Design Workshop,to develop a plan to guide development of the 17-acre Glendale Regional Park site,formerly known as Raging Waters. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing -Tuesday, February 21, 2023 Set Public Hearing Date -Tuesday, February 21, 2023 Hold hearing to accept public comment-Tuesday, March 7, 2023 at 7 P.M. TENTATIVE Council Action -Tuesday, March 21, 2023 Staff Recommendation - Set date. 16 MINUTES OF THE SALT LAKE CITY COUNCIL Tuesday, February 21, 2023 4. Board Appointment:Arts Council-Jeff Driggs The Council will consider approving the appointment of Jeff Driggs to the Arts Council for a term ending February 21, 2026. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing-Tuesday, February 21, 2023 Set Public Hearing Date - n/a Hold hearing to accept public comment- n/a TENTATIVE Council Action -Tuesday, February 21, 2023 Staff Recommendation -Approve. 5. Board Appointment:Arts Council -Matthew Coles The Council will consider approving the appointment of Matthew Coles to the Arts Council for a term ending February 21, 2026. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing -Tuesday, February 21, 2023 Set Public Hearing Date - n/a Hold hearing to accept public comment- n/a TENTATIVE Council Action-Tuesday, February 21, 2023 Staff Recommendation -Approve. 6. Board Appointment: Transportation Advisory Board-Justice Morath The Council will consider approving the appointment of Justice Morath to the Transportation Advisory Board for a term ending September 28, 2026. FYI — Project Timeline: (subject to change per Chair direction or Council discussion) Briefing -Tuesday, February 21, 2023 Set Public Hearing Date - n/a Hold hearing to accept public comment- n/a TENTATIVE Council Action -Tuesday, February 21, 2023 Staff Recommendation -Approve. 17 MINUTES OF THE SALT LAKE CITY COUNCIL Tuesday, February 21, 2023 Motion: Moved by Council Member Wharton, seconded by Council Member Fowler to approve the Consent agenda. AYE:Ana Valdemoros,Victoria Petro, Daniel Dugan,Amy Fowler, Chris Wharton,Alejandro Puy, Darin Mano Final Result: 7— o Pass H. ADJOURNMENT: Meeting adjourned at: 8:04 pm. Minutes Approved: City Council Chair— Darin Mano City Recorder—Cindy Trishman Please refer to Meeting Materials (available at www.data.slc.gov by selecting Public Body Minutes)for supportive content including electronic recordings and comments submitted prior to or during the meeting.Websites listed within the body of the Minutes may not remain active indefinitely. This document along with the digital recording constitutes the official minutes of the City Council Formal meeting held Tuesday, February 21, 2023 and is not intended to serve as a full transcript. Please refer to the electronic recording for entire content pursuant to Utah Code§52- 4-203. 18 JOINT CEREMONIAL RESOLUTION CELEBRATING JUNE 2023 AS PRIDE MONTH IN SALT LAKE CITY WHEREAS, the month of June is traditionally recognized as Pride Month in commemoration of the Stonewall riots of 1969,a moment that sparked change and are widely considered to be among the most important events leading to the gay liberation movement and the modern fight for lesbian,gay, bisexual, transgender,and queer plus(LGBTQ+)rights in the United States;and WHEREAS, some of the most inspiring moments in our history have emerged from the various civil rights movements that have brought one group after another from the margins to the mainstream ofAmerican society;and WHEREAS, Pride Month celebrates and recognizes a community that includes people who are Lesbian, Gay,Bisexual, Transgender,Queer, Two-Spirit,Pansexual,Asexual, Genderfluid,Nonbinary,Intersex,as well as all allies;and WHEREAS, Salt Lake City acknowledges that the LGBTQ+community,and in particular, Indigenous,Black,and other Queer People of Color,have faced and continue to face systematic discrimination,including restricted rights,social stigma,challenges accessing healthcare,housing,and other essential social services,and startling rates of violence;and WHEREAS, Salt Lake City has a proud history of leading the State,and many other cities across the nation,in enacting policies and programs that stand against discrimination and promote equality,opportunity,and prosperity for all members of the LGBTQ+ community,regardless of their race,religion,gender identity,or sexual orientation; and WHEREAS, Pride Month will be an uplifting reminder of how much we have to celebrate and should prompt us to remain diligent and committed in our efforts to ensure full equality, inclusion,and empowermentfor every member of our LGBTQ+community; and WHEREAS, from June 1 to June 4, the Utah Pride Center,a community space for all LGBTQ+ Utahn's,will host Pride Week,a celebration of the LGBTQ+community with events and festivities. NOW, THEREFORE,BE IT RESOLVED, that the Salt Lake City Council and Mayor of Salt Lake City recognize June 2022 as Pride Month in Salt Lake City. BE IT FURTHER RESOLVED, Salt Lake City encourages and welcomes all residents and visitors to embrace Pride Month's message of equality and unity and to enjoy its celebrations this June in peace, safety,and love. Adopted this day of May 2023 SALT LAKE CITY CORPORATION �.PSDX�.t�tII� JOINT CEREMONIAL RESOLUTION CELEBRATING JUKE 2023 AS PRIDE MONTH IN SALT 1_43K CTI'Y I the month of June is traditionally recognized as Pride Month in commemoration of the Stonewall riots of 1969,a moment that sparked change and are widely considered to be among the most important events leading to the gay liberation movement and the modernfightfor lesbian,gay,bisexual, transgender,and queer plus(LGBTQ+)rights in the United States; and WHEREAS, some of the most inspiring moments in our history have emerged from the various civil rights movements that have brought one group after another from the margins to the mainstream ofAmerican society; and WHEREAS, Pride Month celebrates and recognizes a community that includes people who are Lesbian,Gay,Bisexual, Transgender,Queer, Two-Spirit,Pansexual, Asexual, Genderfluid,Nonbinary,Intersex,as well as all allies; and WHEREAS, Salt Lake City acknowledges that the LGBTQ+community, and in particular, Indigenous,Black,and other Queer People of Color,have faced and continue to face systematic discrimination, including restricted rights,social stigma, _ challenges accessing healthcare,housing,and other essential social services, and startling rates of violence; and = HWBP-EAS, Salt Lake City has a proud history of leading the State,and many other cities across the nation,in enacting policies and programs that stand against discrimination and promote equality,opportunity,and prosperity for all members of the LGBTQ+community,regardless of their race,religion,gender identity, or sexual orientation; and WHEREAS, Pride Month will be an uplifting reminder of how much we have to celebrate and should prompt us to remain diligent and committed in our efforts to ensure f idl equality, inclusion,and empowerment for every member of our LGBTQ+ community; and WHEREAS, from June z to June 4, the Utah Pride Center,a community space for all LGBTQ+ Utahn's,will host Pride Week, a celebration of the LGBTQ+ community with events and festivities. NOW, THEREFORE BE IT RESOLVED, that the Salt Lake City Council and Mayor of Salt Lake City recognize June 2o23 as Pride Month in Salt Lake City BE IT FURTHER RESOLVED, - r. Salt Lake City encourages and welcomes all residents and visitors to embrace s Pride Month's message of equality and unity and to enjoy its celebrations this _ June in peace,safety,and love. -- Adopted this �_day of May 2023. �RppRP.'f� Erin Mendenhall Mano,Chair Salt Lake City Mayor Salt Lake City Council Me ber,District Five z SALT LAKE CITY CORPORATION �.EBII�lIftD�C ti; I r Victoria Petro,Vice Chair A Tejandro _ Salt Lake City Council Member,District One Salt Lake City Council Member,District Two Chris Wharton Ana Valdemoros Salt Lake City Council Member,District Three Salt Lake City Council Member,District Four Dan Dugan V Amy Fowler Salt Lake City Council Member,District Six Salt Lake City Council Member,District Seven s• I b - _ I Item G1 •••• ' "'z MOTION SHEET _ CITY COUNCIL of SALT LAKE CITY ivy ii� •_'t°'.-• ii � I�'� iip TO: City Council Members FROM: Nick Tarbet Policy Analyst DATE: May 16, 2023 RE: Text Amendment: Early Notification PLNPCM2oi6-00300 MOTION i I move that the Council close the public hearing and defer action to a future Council meeting. MOTION 2 I move the council continue the public hearing to a future Council meeting. CITY COUNCIL OF SALT LAKE CITY 451 SOUTH STATE STREET,ROOM 304 SLCCOUNCIL.COM P.O.BOX 145476,SALT LAKE CITY,UTAH 84114-5476 TEL 801-535-7600 FAX 801-535-7651 COUNCIL STAFF REPORT of �.��.��\\ //�j �'•,� CITY COUNCIL of SALT LAKE CITY AN l � TO: City Council Members FROM: Nick Tarbet,Policy Analyst PROJECT TIMELINE: Briefing 1:February 4,2020 DATE: May 16, 2023 Briefing 2:April 11,2023 Set Date:April 18,2023 RE: Text Amendment: Early Notification Public Hearing 1:March 3,2020 PLNPCM2o16-00300 Public Hearing 2:May 16,2023 Potential Action:June 6,2023 Work Session Briefing During the April 11 work session briefing the council was briefed on the early notification drat ordinance and directed staff to make the following changes: 1. These items will remain in 2.6o.50: a. City code amendments that change ordinances related to obtaining a permit or licenses issued by the City. b. Major changes to street capacity or travel modes,including but not limited to,changes to the transportation master plan. c. Major upgrades or changes to a public facility or structure's,function, access and purpose and amending or adopting a master plan. d. New construction of major public facilities and structures. 2. Include this to the exemption list: Any land use project where an existing federal or state law or regulation sets a deadline which requires a decision or action which would place the requirements of this chapter in direct conflict with the federal or state law.. 3. Include the changes the council approved from 2020. 4. Include language to the Whereas Clauses"indicating commitment to continue to invite,facilitate and provide funding for innovative approaches to obtaining input from all sectors of the community,with enhanced emphasis on communities that have historically been underrepresented.The following has been added to the ordinance: WHEREAS,the City Council recognizes that access to information about one's community is a fundamental building block for individual and community equity; WHEREAS,the City has made significant progress in expanding opportunities for community participation in providing public comment on City plans,ordinances,and budgets; WHEREAS,the City Council remains committed in encouraging,facilitating,and funding innovative approaches to obtain input from all sectors of the community,including an emphasis on outreach to historically underrepresented communities; WHEREAS,the adoption of this ordinance continues the practice of special noticing and interaction opportunities for community council groups,and the City Council is committed to expanding the reach of the City's public notice to ensure that all residents,property owners,business owners,guests,and others have an equal opportunity to participate, regardless of their ability to attend community council meetings; WHEREAS,the City Council encourages the City Administration to take advantage of advances in technology to broaden the reach of public outreach,including but not limited to continued use of outreach events and broadcasting of Planning Commission meetings, WHEREAS,the City Council supports continued development of implementation strategies to reach historically underrepresented groups in the community,such as targeted advertising,multilingual materials,and partnerships with more community organizations; WHEREAS,the City Council encourages new and innovative approaches such as encouraging applicants to film their presentations to community councils so that the video can be made available to be viewed online by the public. A public hearing has been set for May 16, 2023. The following information was provided for the April ii work session briefing. It is provided again for background purposes. ISSUE AT-A-GLANCE The Council will be briefed about a proposal that would change various sections of the Salt Lake City Code relating to early notification of the public and recognized community organizations for land use projects. Title 21A(Zoning Ordinance),Title 2-Chapter 2.60(Recognized Community Organization Ordinance) would be amended. This petition would move all Planning and zoning-related issues out of 2.6o-Recognized Community Organizations and put them into 21A—Zoning.There are a few outstanding questions about the items proposed to remain in 2.6o as noted in the memo below(Potential Changes to Chapter 2.60-Recognized Community Organizations) Please note it has been three years since the initial briefing for this item. It was first briefed in February 2020. Due to several circumstances, Council staff has not be able to put back on the agenda until now.Two public hearings were held in October of 2020.The Council continued the public hearing so the public could comment on potential new information and changes to the draft ordinance. Because of the time that has passed the April 11, 2023 briefing will be conducted as though this is being heard for the first time. Page 12 The Council initiated this petition to clarify early notification regulations for public outreach.The proposed changes are intended to increase awareness and participation by the public while providing a timely review process for applicants. The Planning Commission forwarded a positive recommendation to the Council. Outline of Staff Report • Outline the outstanding policy questions. -Pages 2-3 • Summary of previously requested changes 3-5 • Outline of proposed changes-Pages 5-9 (for those not familiar with this proposal, it maybe helpful to read this section first) Outstanding Policy Question Current early notification requirement language requires the city to provide notification for any changes to city code,such as budget adoption and amendments.This could create some potential unintended processing delays for the City. Staff was asked to provide options for the council to consider that would address this issue for certain Council actions. See the section below titled Potential Changes to Chapter 2.6o-Recognized Community Organizations,pages 4-5,for a full discussion of the issue. o Staff prepared options for the Council to consider in order to move forward with this zoning amendment: 1. Adopt the following list in the Chapter 2.6o and then Departments/Divisions would be responsible to meet these conditions. (The zoning related items are proposed to be moved to Title 21A-Zoning) • City code amendments that change ordinances related to obtaining a permit or licenses issued by the City. • Major changes to street capacity or travel modes,including but not limited to, changes to the transportation master plan. • Major upgrades or changes to a public facility or structure's,function,access and purpose and amending or adopting a master plan. • New construction of major public facilities and structures 2. Request all city departments and divisions adopt an early notification policy within one year of adoption of this ordinance • This may be helpful because it would allow the departments/divisions to identify the issues they deal with that need early engagement. • The Council could provide some general direction on what they think would need early notification such as: o City code amendments that change ordinances related to obtaining a permit or licenses issued by the City. o Major changes to street capacity or travel modes,including but not limited to,changes to the transportation master plan. o Major upgrades or changes to a public facility or structure's,function, access and purpose and amending or adopting a master plan. o New construction of major public facilities and structures o The proposed ordinance provides the following exemptions from the early notification process: Page 13 a. Amendments related to recently enacted legislation if the code amendment are: i. subject to an adoption deadline or action date set forth in the legislation; ii. related to funding City-related projects; or iii. Are necessary for essential City functions. b. A temporary land use regulation meeting the requirements of Utah Code Section 10-9a- 504 or its successor. c. City code amendments proposed to respond to a natural disaster or other emergency potentially affecting the safety or well-being of individuals. d. City code amendments to mitigate the City's exposure to liability where prompt action is reasonably necessary. e. The timeframe for the early notification process identified in Sections 2 IA.10.015.0 1 and 2 may be modified where a land use applicant requests in writing that a decision be made as per Section 10-9a-509.5 (or its successor) of the Utah Code. Administrative staff recommended the following exemption be added to the list: • Any land use project where an existing federal or state law or regulation sets a deadline timeline, or requires a decision or action which would place the requirements of this chapter in direct conflict with the federal or state law. Currently there are not exemptions from the notification process • Does the Council support including these exemptions from the early notification process? • Does the Council support including the recommendation pertaining to State and Federal laws and regulations? February 4, 2020 Work Session Requested Changes During the work session briefing, Planning staff told the Council there were a few changes that needed to be made to the final ordinance.These were identified after the ordinance was transmitted. Council Members were supportive of including these changes.Attached A is the updated ordinance with the proposed changes.Those changes are identified below with the red underlined text. 1. During the briefing Council Member Johnston expressed concern that a public hearing might be held very early in the process. Staff has suggested the following language to ensure a public hearing would not be held any sooner than 14 days after the early notification was sent. Page 3-Early Notification: The ci . shall provide notice of a pending land use application to the individuals stated in this section. The city shall provide at least fo . -five 45) days for the recipients of the notice to provide comment on the pending land use application before a decision approvin or r denim the he application is made b, t�pplicable land use authority, or recommendation is made if the approval authority is the city council. No public hearing shall be held sooner than fourteen (14) days after the notice has been provided. 2. Clarify notice the City's GIS will be used to identify the property owners and tenants who will receive the notification Page 3 - Property owners and tenants within three hundred feet(300') of prope . subject to a pending land use application utilizing available information from Salt Lake City geographic Page 14 information system records. City-wide zoning map amendments are exempt from this requirement. 3. Clarify that a community outreach event may be held instead of a meeting of the recognized community organization as long as it meets the requirements listed Page5-6-The city will schedule the item for an outreach event to educate, engage, and receive input from the public. An outreach event will be held instead of the recognized community organization meeting when: (1) A recognized community organization does not respond within fourteen(14) days of when the notice of pending land use application was sent as to whether it wants to review the matter, (2) Within fourteen(14) dgys of receiving the notice of pending land use application, the recognized community organization does not schedule the item for a recognized community organization meeting; (3) The recognized community organization will not meet within fo . -five 45) days of receiving the notice from the cites (4) The project is within six hundred feet(600') of the boundaries of another recognized community organization's district; (5) The subject property is located west of 2200 West; (6) The project is a master plan or master plan amendment that impacts multiple recognized organizations; (7) The project is a text amendment to the zoning ordinance. 4. Clarify notice the City's GIS will be used to identify the property owners and tenants who will receive the notification for the community outreach event.The notification will include the type of event,how to participate,and the event location. Page 6 - The City will also notify the public, property owners and tenants within three hundred(300') feet of subject property, and recognized community organizations who may be affected by the project or who have specifically requested notification of the outreach event for those situations noted in section 2a. of this subsection. Notices will be sent utilizing available information from Salt Lake City geographic information system records. The notice shall include information detailingthe he type of outreach event, how to participate, when it will occur and the location if applicable. 5. Clarify that mailings for public hearings are for properties within 300'of the property line and the City GIS system will be used to identify the property owners and tenants who will receive the notification Page 6-7: Mailing For Public Hearing: Notice by first class mail shall be provided:a minimum of twelve (12) calendar days in advance of the public hearing to all owners and tenants of the land as shown on the Salt Lake City geographic information system records within three hundred feet(300') from the property line subject to the application, inclusive of streets and rights of way, or one thousand feet(1,000') of the property line subject to an application for sexually-oriented business requiring conditional site plan review pursuant to Chapter 21A.36 if this title. Mailing labels shall be generated by the city at the time of Page 15 application submittal and created using the Salt Lake City geo -graphic information system records unless as stated otherwise in this title. Notice by first class mail for zoning text amendments shall only be required if a notice requesting the mailing is received by the planning director. 6. An Outreach Event is given a more robust definition: Page 12: Outreach Events: Outreach events are opportunities for members of the public to learn about and provide comments on land use applications and proposed amendments to land use regulations. An outreach event includes but is not limited to an open house, online forums,presentations at community events, social media posting and dialogue, or other events determined appropriate by the planning director. These events are used to expand involvement opportunities for community members by providing chance to ask questions and provide comments on an issue or have involvement in the decision-making process. Potential Changes to Chapter 2.6o-Recognized Community Organizations The proposed ordinance would copy portions of Chapter 2.6o-Recognized Community Organizations, related to public noticing and codify them in title 21-A-Zoning. However,Chapter 2.6o would largely remain in effect. Section 2.60.50 outlines the responsibilities of the city pertaining to noticing the public on city actions/projects.The Attorney's Office notes current ordinance requires the city to notify the applicable recognized community organization chair(s)for the following types of projects.Most of these are planning- related;however,the highlighted items have a much wider impact. • Alley vacation • City Code amendments • Conditional use • Demolition of contributing principal buildings located within a local historic district or landmark sites • Major changes to street capacity or travel modes • Major upgrades to public facilities and structures • Master Plan amendment or policy amendments to be adopted by the City Council • Master Plan or policies to be adopted by the City Council • New construction of major public facilities and structures • Planned development • Zoning map amendment The following notification requirement applies to these changes listed above: The recognized community organization Chair(s)have forty five(45)days to provide comments,from the date the notice was sent.A public hearing will not be held, nor will a final decision be made about the project within the forty five(45) day period.Where a project is within six hundred feet(600')of the boundaries of another recognized community organization's district,when more than one recognized organization has requested a presentation of the matter,when the subject property is located west of 2200 West,or when the project is a text amendment to the City Code,the City will schedule the item for an open house and notify the public,including those recognized community organizations who may be affected by the project or who have specifically requested notification of the public open house. Page 16 This means, any changes to city code, such as budget adoption and amendments, must follow this early notification requirement. The provision, "All City Code Amendments"and other highlighted sections are not included in the proposed new ordinance for 21A. Planning staff has proposed only including the changes related to zoning/planning issues. Since the petition is currently before the council, it is possible for the Council to further amend Chapter 2.6o. For example,the requirement to notice"city code amendments"could be removed, amended or some exceptions could be added.Planning staff included three exceptions to the early notification process that will apply to land use items:Recently enacted legislation, temporary land use regulations changes due to natural disaster or other emergency situations. If the Council would like to discuss potential changes to this Chapter,it is possible to move forward by adopting the ordinance as related to 21A,but keep the petition to address potential changes to Chapter 2.6o open. ADDITIONAL INFORMATION After the Planning Commission forwarded their positive recommendation,the Attorney's Office noted a few edits to the language needed to be made.Most are grammatical and intended to make the ordinance more understandable. Planning Staff will give a short summary of those changes during the work session briefing.Additionally, Council staff will review those changes and if any items that need further review, staff will bring it to the Council's attention via email. Summary of Changes Planning Staff provided the following table which outlines the proposed changes compared to the current ordinance. Early Notification Text Amendment - Revision Summary Notification requirements for The current ordinance is vague Create new section within the land use applications and is not clear on land use Zoning Ordinance to address notification requirements. public engagement/early notification requirements What Requires Early The following applications Proposed changes include the Notification? currently require early existing list with the addition of notification: the following: • Alley Vacations . Design Review • Changes to City (depending on scope Regulations of review) • Conditional Uses • New Construction of • Demolition of principal structures for contributing structures multi-family and non- in local historic districts residential uses in local and Landmark Sites historic districts Page 7 • Master Plans and Master Plan Amendments • Planned Developments • Re-zonings Engagement Period No public hearing or decision No decision could be made can be held/made within the within 45-day period, but a 45-day period. public hearing or briefing could be held. Notice to stakeholders Only requires notice to Requires notice to: recognized community • Applicable recognized organizations community organization(s) • Property owners within 300 feet of subject property • Additional stakeholders may be noticed given type of application and potential impacts Posting of property Sign posting is not required Once a complete application is when an application is received, City would post a received. sign on the subject property giving notice of the pending land use application with instructions on how to obtain additional information Response from recognized Recognized organizations are Recognized organizations organizations not required to notify the city would be required to let the whether or not they would like City know within 14 days of to review the project. receiving the notice whether they would like to review the project. Engagement activity A recognized organization A recognized organization (recognized organization meeting or open house would meeting or open house would meeting v. open be held for certain projects. If a be held for certain projects. If a house%utreach event) recognized organization does recognized organization does not schedule the item for a not schedule the item for a meeting, no additional meeting within 14 days, the engagement activity is item would be scheduled for a required. city-sponsored outreach event. Outreach event Current language states an Updates "open house" to open house can be held in "outreach event". New certain circumstances. definition created for an "outreach event" that will allow city staff to use best engagement practices given the scope of the project and will not limit the City to only hold "open houses". Open House Notices Open house notices are not Open house notices would be required to be sent to property sent to all property owners and Page 8 owners and tenants within 300 tenants within 300 feet of the feet of the subject project. subject project. Exceptions List of exceptions added such as items subject to adoption deadline, items responding to emergency situations. Language clarification Minor changes to clarify language in various chapters in zoning code. Language clarification and reference changes. Subdivision clarifications Regulations are unclear Remove the requirements for regarding notice to recognized subdivision processes. organizations. Subdivisions under state law are very technical in nature, if they meet technical aspects, it must be approved. Street/alley closures or vacations will still require notice to recognized community organizations. Page 9 Process Flow Chart Attachment B,of the Planning Commission staff report includes the following flow chart that outlines the Early Notification process. Planning Proposed Early Notification Process IApplication Submitted Assigned to Planning Staff Application Completeness Verified Early Notification Notices: (45 day period begins) •Recognized Organization(RO)Chair •Properties within 300 feet •Sign posted on property 10 Impacts multiple ROs,within Within One RO/Community — Project Location 600 Feet of More Than One Council Area Recognized Organization, =d6 West of 2200 W,Text Amend, Master Plan r RO has 14 days to respond as to whether they want to review project Notice of Outreach Event AV a sent to Ustsery including RO chairs and property owners IRO does want RO does not to review project want to review project,does not �.. Info Posted to Planning respond, or cannot meet Website within 45 days RO/Community C. City�Sp nsored Set Commission Agenda Meetin�j Outreach Event Notice Sent by Listery including Recognized Organization Chairs o ice ai roperty _ O+Ln2aw ithin 300 feet Property Posted 10 Days Prior to Public Hearing Commission Public Hearing Page w Page 111 SALT LAKE CITY ORDINANCE No. of 202_ (Amending various sections of the Salt Lake City Code Pertaining to Public Engagement and Public Noticing Procedures) An ordinance amending various sections of the Salt Lake City Code pertaining to public engagement and public noticing procedures, pursuant to petition number PLNPCM2016-00300. WHEREAS, the Salt Lake City Planning Commission held a public hearing on January 23, 2019, to consider a request made by the Salt Lake City Council(Petition No. PLNPCM2016-00300) to amend the text of Title 21 A, Chapter 2.60, and Title 20 of the Salt Lake City Code; and WHEREAS, at its January 23, 2019 hearing, the planning commission voted in favor of forwarding a positive recommendation to the Salt Lake City Council; and WHEREAS, after a public hearing on this matter, the city council has determined that adopting this ordinance is in the city's best interests, NOW,THEREFORE,be it ordained by the City Council of Salt Lake City,Utah: SECTION 1. Amending the Text of Salt Lake City Code Chapter 21A.10. That Chapter 21A.10 of the Salt Lake City Code (Zoning: General Application and Public Hearing Procedures), shall be and hereby is amended to read as follows: Chapter 21A.10 GENERAL APPLICATION, PUBLIC ENGAGEMENT, AND PUBLIC NOTICING PROCEDURES 21A.10.010: GENERAL APPLICATION PROCEDURES: 21A.10.015: PUBLIC ENGAGEMENT: 2 IA.10.020: PUBLIC NOTICE REQUIREMENTS: 2 IA.10.030: PUBLIC HEARING PROCEDURES: 21A.10.010: GENERAL APPLICATION PROCEDURES: All applications required by the provisions of this title shall be processed in accordance with the following procedures: A. Determination Of Completeness Of Application: After receipt of an application, the zoning administrator shall determine whether the application is complete. If the zoning administrator determines that the application is not complete, the zoning administrator shall notify the applicant in writing, specifying the deficiencies of the application, including any additional information which must be supplied and advising the applicant that no further action will be taken by the city on the application until the deficiencies are corrected. B. Remedy Of Deficiencies: If the applicant fails to correct the specified deficiencies within thirty (30) days of the notification of deficiency, the application for development approval shall be deemed withdrawn and will be returned to the applicant. Application fees shall not be refunded. C. Extensions Of Time: The zoning administrator, upon written request, may, for good cause shown and without any notice or hearing, grant extensions of any time limit imposed on an applicant or permittee by this title. An extension of time may also be granted by any body acting pursuant to this title unless this title expressly provides otherwise. The total period of time granted by such extension or extensions shall not exceed twice the length of the original period. D. Fees: The application shall be accompanied by the applicable fees shown on the Salt Lake City consolidated fee schedule. The applicant shall also be responsible for payment of all fees established for providing the public notice required by section 2 IA.10.020 of this chapter, in accordance with the consolidated fee schedule, including costs of mailing, preparation of mailing labels and all other costs relating to notification. 21A.10.015: PUBLIC ENGAGEMENT: The purpose of the public engagement process is to inform the public of certain land use projects early in the process,provide a reasonable timeframe for feedback on a proposal, and establish a process to hear from the public prior to making a decision on a particular land use project. A. Land Use Projects Subject to Public Engagement: The following are considered land use projects for purposes of this chapter and are subject to the public engagement process and requirements herein: 1. Request for an alley/street closure or vacation; 2. Amendments to Title 21A; 3. Conditional use applications; 4. Design review applications, subject to review by the planning commission as provided in Chapter 2 IA.59; 5. Applications to demolish one or more landmark sites or contributing structures located within a local historic district; 6. Master plans, including amendments, to be adopted by the city council; 7. Requests for certificates of appropriateness required for new construction of principal structures, except for single family and two family dwellings; 8. Planned development applications; 9. Zoning map amendment. B. Early Notification: The city shall provide notice of a land use project to the stakeholders identified in this subsection. The city shall provide at least forty-five (45) days, from the date the notice is sent, for the recipients of the notice to provide comment on the land use project before a final decision by the land use authority is made or, in the case of legislative matters, a recommendation is forwarded to the city council. No public hearing shall be held sooner than fourteen (14) days after the notice has been sent. 1. Stakeholders. The city will provide written notice of a land use project to the following: a. Property owners and identifiable tenants within three hundred feet(300') of the subject property utilizing available information from Salt Lake City geographic information system records. City-wide zoning map or text amendments are exempt from this requirement. b. Chair of the recognized community organization(s) in which the subject property is located and the chair of any other recognized community organization whose boundary is located within three hundred feet(300') of the subject property. In the case of city-wide zoning map or text amendments, the chairs of all recognized community organizations will receive a notice. c. At the city's discretion, additional stakeholders may be noticed. 2. Content of Notice: The notice will generally describe: a. The subject matter of the land use project, b. The location of the land use project, if not city-wide, c. How or where to obtain further information, d. How or where to submit comments about the land use project, and e. Identify the earliest date in which a final decision by the land use authority may be made or, in the case of legislative matters, a recommendation may be forwarded to the City Council and encourage any desired comments prior to that date. 3. Posting of Subject Property: If the land use project pertains to specific individual property, the applicant or petitioner of the land use project shall post a sign giving notice that the city is considering such land use project and direct the public to the city website where more information about the project can be obtained. The applicant or petitioner of the land use project shall post the sign on the subject property within seven(7) calendar days of receiving notice from the zoning administrator that the notices required under subsection 21A.10.015.13 have been sent. The zoning administrator shall establish an approved template for the sign,review the proposed sign, and shall ensure that the city website is accurate. Once the sign approved by the zoning administrator is posted at the subject property by the applicant, the applicant or petitioner shall submit to the zoning administrator a time stamped photo or a notarized affidavit, meeting the requirements of Utah Code 7813-18-106, that verifies the sign was posted on the subject property in accordance with this section. An application is not deemed complete until the requisite photo or affidavit has been received by the zoning administrator in addition to all other requirements. The sign shall be posted at the subject property until the date identified in Subsection 21A.10.015.B.2.e. If the sign is removed for any reason prior to the date identified in Subsection 21A.10.015.B.2.e., the applicant or petitioner shall post a new sign as soon as practicable. The sign shall be removed upon final action by the land use authority or, in the case of legislative matters, once the City Council has voted on the land use project. a. Location: One (1) sign shall be posted for each five hundred feet(500') of frontage, or portion thereof, along a public street. At least one (1) sign shall be posted along each public street. The sign(s) shall be located on the property subject to the application or petition and shall be set back no more than 10 feet from the front property line and shall be visible from the street. Where the land does not have frontage on a public street, signs shall be erected on the nearest street right-of-way with an attached notation indicating generally the direction and distance to the subject property. 4. Exemption from Early Notification Process: The following land use projects are exempt from the requirements set forth in Sections 2 IA.10.015.13.1-3 and 21A.10.015.C: a Amendments to Title 21A necessary to comply with state or federal legislation if the code amendments: (1) Are subject to an adoption deadline or action date set forth in the legislation; (2) Are related to funding city-related projects; or (3) Are necessary for essential city functions. b. A temporary land use regulation meeting the requirements of Utah Code Section 10-9a-504 or its successor provisions. c. Amendments to Title 2 1 A proposed to respond to a natural disaster or other emergency situation potentially affecting the safety or well-being of individuals. d. Amendments to Title 2 1 A to mitigate the city's exposure to liability where prompt action is reasonably necessary, as determined by the City Attorney. e. Upon request by a land use applicant made pursuant to Utah Code Section 10-9a- 509.5 or its successor provisions. f. Any land use project where an existing federal or state law or regulation sets a deadline which requires a decision or action which would place the requirements of this chapter in direct conflict with the federal or state law. C. Early Public Engagement Activity. After the city has provided notice as required under Subsection 21A.10.015.B, the city shall schedule and hold an early public engagement activity in accordance with this subsection. Recognized community organization meetings and outreach events are considered early public engagement activities. 1. Recognized Community Organization Meeting a. If a land use project is located within the boundaries of a particular recognized community organization, the recognized community organization has fourteen (14) days from receiving notice of the land use project to notify the city's planning division as to whether the recognized organization will hold a meeting and provide comments. b. If the chair of the recognized community organization does not respond to the notice from the city or does not schedule the item for a recognized community meeting within fourteen(14) days of when the notice of the land use project was sent, the city shall schedule the item for an outreach event. 2. Outreach Event: a. The city may schedule an outreach event to educate, engage, and receive feedback on a land use project from the public. An outreach event will be held for a land use project when: (1) A recognized community organization chair does not respond within fourteen(14) days of when the notice of the land use project was sent as to whether it wants to review the matter; (2) The recognized community organization has informed the City that they will not hold a meeting prior to the date identified in 2 IA.10.015.B.2.e; (3) The land use project is within six hundred feet(600') of the boundary of another recognized community organization; (4) The land use project is within an area that has an overlapping boundary with another recognized community organization; (5) The subject property is located west of 2200 West; (6) The land use project is a master plan or master plan amendment that impacts multiple recognized organizations; or (7) The land use project is a text amendment to Title 21A. b. If the city schedules an outreach event under subsection 21A.10.0150.C, the city will provide general public notice by posting notice on a city website. Additionally, the city will send notice of the outreach event specifically to the stakeholders identified in subsection 21A.10.015.13.1. Notices will be sent utilizing available information from Salt Lake City geographic information system records. The notice shall include information detailing the type of outreach event, how to participate, and the time and date of the outreach event. 2 IA.10.020: PUBLIC NOTICE REQUIREMENTS: A. Public Hearing Required: Where a public hearing is required by this Title, the following notice shall be required: 1. Mailing For Public Hearing: At least 12 calendar days before a public hearing, notice by first class mail shall be sent: a. To all property owners and identifiable tenants located within three hundred feet (300') from the subject property line, or b. To all property owners and identifiable tenants located within one thousand feet (1000') of the property subject to a land use application for a sexually-oriented business. 2. Notification To Recognized Organizations: At least twelve (12) days before a public hearing, the city shall send an e-mail notification or other form of written notification to any recognized community organization entitled to notice under 21 A.10.015.13.1. 3. Contents Of Notice For Public Hearing: Notice for any public hearing required pursuant to this title shall generally describe the subject matter of the application and the date, time and place of the public hearing, and the place where such application or petition may be inspected by the public. The notice shall also advise that interested parties may appear at the public hearing and be heard with respect to the application or petition. 4. Posting For Public Hearing: At least 10 days before a public hearing, the land use applicant or petitioner shall post a sign approved by the zoning administrator at the subject property giving notice of the public hearing. The sign shall provide the date of the hearing and contact information for where any interested parry may get more information. Once the sign is posted at the subject property, the applicant or petitioner shall submit to the zoning administrator a time stamped photo or a notarized affidavit, meeting the requirements of Utah Code 7813-18-106, that verifies the property was posted in accordance with this section. a. Location: One (1) sign shall be posted for each five hundred feet(500') of frontage, or portion thereof, along a public street. At least one (1) sign shall be posted on each public street. The sign(s) shall be located on the property subject to the request or petition and shall be set back no more than ten feet(10') from the front property line and shall be visible from the street. Where the land does not have frontage on a public street, signs shall be erected on the nearest street right- of-way with an attached notation indicating generally the direction and distance to the subject land. b. Removal: If the sign is removed through no fault of the applicant or petitioner, property owner, or, the city before the hearing, such removal shall not be deemed a failure to comply with the posting requirements or be grounds to challenge the validity of any decision made on the petition or application. c. Exemption: The posting requirements of subsection 2 IA.10.020.A.4 shall not apply to applications for amendments involving an H Historic Preservation Overlay District, applications for an administrative certificate of appropriateness or applications for comprehensive rezonings of areas involving multiple parcels of land, including boundaries of a historic district, or for text amendments to this title. B. Special Noticing Requirements For Certain Administrative Approvals: 1. Notice Of Application for Design Review: a. Notification: At least twelve (12) days before a land use decision is made for an administrative design review application as authorized in Chapter 21A.59 of this title, the planning director shall provide written notice to the following: (1) All owners and identifiable tenants of the subject property, land abutting the subject property, and land located directly across the street from the subject property. In identifying the owners and tenants of the land the city shall use the Salt Lake City geographic information system records. (2) Recognized community organization(s) in which the subject property is located. b. Contents of the Notice of Application: The notice shall generally describe the subject matter of the application,where the public may review the application, the expected date when the planning director will authorize a final land use decision, and the procedures to appeal the land use decision. c. End of Notification Period: If the planning director receives comments identifying concerns related to the design review application not complying with the requirements of Chapter 2 IA.59, the planning director may refer the matter to the planning commission for their review and decision on the application. 2. Notice of Demolition of a Noncontributing Structure Within An H Historic Preservation Overlay District: At least twelve (12) days before a land use decision is made on an application for an administrative decision for a certificate of appropriateness for demolition of a noncontributing structure, the city shall provide written notice by first class mail of the request to demolish the structure and to identify that a determination has been made that the building has been identified as a noncontributing building. This notice will be sent to all owners of the land and tenants, within eighty-five feet(85') of the land subject to the application as shown on the Salt Lake City geographic information system records. At the end of the twelve (12) day notice period, the planning director shall either issue a certificate of appropriateness for demolition or refer the application to the historic landmark commission. 3. Notice Of Application For TSA Development Reviews: Prior to the approval of a development review score as authorized in Section 21A.26.078 of this title, the planning director shall provide written notice by first class mail a minimum of twelve (12) days in advance of the requested action to all abutting properties and those properties located across the street from the subject property, and to all property owners and tenants of the land subject to the application, as shown on the Salt Lake City geographic information system records. a. Contents Of The Mailing Notice Of Application: The notice for mailing shall generally describe the subject matter of the application, the place where such application may be inspected by the public, the date when the planning director will authorize a final administrative decision, and include the procedures to appeal an administrative decision set forth in Chapter 21A.16 of this title. SECTION 2. Amending the Text of Salt Lake City Code Subsection 21 A.12.040.A. That Subsection 21A.12.040.A of the Salt Lake City Code(Zoning: Administrative Interpretations: Procedures: Application), shall be and hereby is amended to read as follows: A. Application: An application for an interpretation of this title shall be filed on a form provided by the zoning administrator and shall contain at least the following information: 1. Provisions: The specific provision or provisions of this title for which an interpretation is sought; 2. Facts: The facts of the specific situation giving rise to the request for an interpretation; 3. Interpretation: The precise interpretation claimed by the applicant to be correct; 4. Statement: When a use interpretation is sought, a statement of what use permitted under the current zoning classification of the property that the applicant claims either includes the proposed use, or is most similar to the proposed use; and 5. Evidence: When a use interpretation is sought, documents, statements, and other evidence demonstrating that the proposed use will comply with all use limitations established for the district in which it is proposed to be located. 6. Fees: Nonrefundable fees shown on the Salt Lake City consolidated fee schedule shall accompany the application. SECTION 3. Amending the Text of Salt Lake City Code Subsection 21A.16.030.G.2.b. That Subsection 21A.16.030.G.2.b of the Salt Lake City Code(Zoning: Appeals of Administrative Decisions: Procedure), shall be and hereby is amended to read as follows: b. The city shall send notice of the meeting through e-mail or other method chosen by the appeals hearing officer, a minimum of twelve (12) calendar days in advance of the public meeting to any recognized community organization in which the subject property is located. SECTION 4. Amending the Text of Salt Lake City Code Subsection 21A.38.025.A.5. That Subsection 21A.38.025.A.5 of the Salt Lake City Code(Zoning: Nonconforming Uses and Noncomplying Structures: Procedures), shall be and hereby is amended to read as follows: 5. Notification To Recognized Organizations: The city shall send notice by e-mail or other form chosen by the planning director to any recognized community organization in which the subject property is located notifying the recognized community organization that an administrative interpretation or determination of nonconforming use has been made. SECTION 5. Amending the Text of Salt Lake City Code Chapter 21A.60.020. That Section 21A.60.020 of the Salt Lake City Code is amended to add the term"Outreach Event", which term shall be inserted into the list of defined terms in alphabetical order and shall read as follows: Outreach Event SECTION 6. Amending the Text of Salt Lake City Code Chapter 21A.62.040. That Section 21A.62.040 of the Salt Lake City Code is amended to add a new definition of"Outreach Event", which definition shall be inserted in alphabetical order and shall read as follows: OUTREACH EVENT: One or more opportunities for members of the public to learn about and provide comments on land use projects. An outreach event includes,but is not limited to, open houses, online forums, presentations at community events, social media postings and dialogue, or other events determined appropriate by the planning director. These events are used to expand involvement opportunities for community members by providing a chance to ask questions and provide comments on an issue or be involved in the decision-making process. SECTION 7. Amending the Text of Salt Lake City Code Subsection 2.60.040.B. That Subsection 2.60.040.B of the Salt Lake City Code (Administration and Personnel: Recognized Community Organizations: Registration), shall be and hereby is amended to read as follows: B. It shall be the responsibility of the community organization to provide updated information and any changes to the items in subsection A of this section to the Recorder's Office in a timely manner. If the recognized community organization adopts changes to its bylaws, the recognized community organization shall file, by e-mail or mail, a copy of the amended bylaws with the Salt Lake City Recorder's Office within thirty (30) days of such changes. The changes can be filed with the recorder's office by any member of the executive board of the recognized community organization. SECTION 8. Amending the Text of Salt Lake City Code Section 2.60.050. That Section 2.60.050 of the Salt Lake City Code (Administration and Personnel: Recognized Community Organizations: Responsibilities of City), shall be and hereby is amended to read as follows: 2.60.050: RESPONSIBILITIES OF CITY: A. Public Engagement: Each city department shall strive to utilize best public engagement practices to educate, engage, and receive input from the public at a level that is consistent with the scope of impact of a proposal or project. B. Recognized Community Organization Early Notification And Response: In addition to the notice required for land use projects as identified in 21A.10.015, the city will also provide early written notification by email, mail, or social media to the applicable recognized community organization Chair(s) for the following types of projects, which will be subject to the requirements of this section: City code amendments that change ordinances related to obtaining a permit or license issued by the City Major changes to street capacity or travel modes, including but not limited to, changes to the transportation mater plan Major upgrades to public facilities' and structures' function, access, and purpose Master Plan amendment or adoption not otherwise noticed under Title 2 1 A New construction of major public facilities and structures The city shall provide at least forty-five (45) days, from the date the notice is sent, for the recipients of the notice to provide comments on the project before a decision is made by the city council. No city council meeting on the matter shall be held sooner than fourteen (14) days after the notice has been sent. C. Exemptions to the Early Notification Requirement: The projects listed under Subsection 2.60.050.13 are exempt from the requirements for early notification to the recognized community organizations and action may be taken by the city council prior to the time limitations therein when changes are needed to: 1. Comply with state or federal legislation if the project is: a. Subject to an adoption deadline or action date set forth in the legislation; b. Related to funding city-related projects; or c. Necessary for essential city functions. 2. Respond to a natural disaster or other emergency situation potentially impacting the safety or well-being of individuals. 3. Mitigate the city's exposure to liability where prompt action is reasonably necessary, as determined by the City Attorney. 4. Respond to an existing federal or state law or regulation that sets a deadline which requires a decision or action which would place the requirements of this chapter in direct conflict with the federal or state law. SECTION 9. Amending the Text of Salt Lake City Code Section 2.60.060. That Section 2.60.060 of the Salt Lake City Code (Administration and Personnel: Recognized Community Organizations: Responsibilities of Community Organizations), shall be and hereby is amended to read as follows: 2.60.060: RESPONSIBILITIES OF COMMUNITY ORGANIZATIONS: Each recognized community organization shall: A. Renew registration with the City Recorder's Office on an annual basis. B. Establish orderly and democratic means for forming representative public input through civil and respectful dialogue. C. Establish and follow a clear method for reporting to the city actions that accurately reflect their position. Include the means by which a recommendation or decision was reached, how many members were involved and what the outcome was. D. By interaction with its members, residents, and the city, foster open and respectful communication between the recognized community organization and representatives of city departments on plans,proposals and activities affecting the interests of the recognized community organization. SECTION 10. Amending the Text of Salt Lake City Code Section 2.60.070. That Section 2.60.070 of the Salt Lake City Code (Administration and Personnel: Recognized Community Organizations: Volunteer Status and Partial Indemnification), shall be struck from the code. SECTION 11. Amending the Text of Salt Lake City Code Chapter 20.04. That Chapter 20.04 of the Salt Lake City Code is amended to add a new section 20.04.130,which shall be inserted in numerical order and shall read as follows: 20.04.130 AMENDMENTS TO THIS TITLE: The process to amend this title shall follow the process outlined in Chapter 21A.50 and include early notification requirements found in Chapter 21A.10. SECTION 12. Amending the Text of Salt Lake City Code Section 20.36.010. That Section 20.36.010 of the Salt Lake City Code(Subdivisions and Condominiums: Noticing Requirements: Required Noticing for Planning Director Decision on Preliminary Plat Applications), shall be and hereby is amended to read as follows: 20.36.010: REQUIRED NOTICING FOR PLANNING DIRECTOR DECISION ON PRELIMINARY PLAT APPLICATIONS: When the plat review process involves a preliminary decision by the planning director the application shall be noticed as follows: A. Subdivisions: 1. Mailing: Written notice of the city's receipt of a subdivision application shall be provided by first class mail a minimum of twelve (12) calendar days in advance of any decision on the application to all owners and identifiable tenants of the land subject to the application and all owners of property abutting the land subject to the application, as shown on the Salt Lake City geographic information system records. 2. Posting: In accordance with Section 20.36.030 of this chapter, a sign providing notice shall also be posted by the applicant on the property at least ten (10) days prior to the scheduled administrative decision. Once the sign is posted at the subject property, the applicant shall submit to the zoning administrator a time stamped photo or a notarized affidavit, meeting the requirements of Utah Code 78B-18-106, that verifies the property was posted in accordance with this section. B. Subdivision amendments not involving vacating or altering a public street, right of way, or easement: 1. Mailing: Written notice of the city's receipt of a subdivision application shall be provided by first class mail a minimum of twelve (12) calendar days in advance of any decision on the application to all property owners or identifiable tenants of land contained in the land proposed to be subdivided or resubdivided subdivision plat and all property owners whose property abuts the land being amended and is located outside of the subject subdivision. 2. Posting: Notice by sign, in accordance with Section 20.36.030 of this chapter, shall also be posted by the applicant on the property at least ten(10) days prior to the scheduled administrative decision. Once the sign is posted at the subject property, the applicant shall submit to the zoning administrator a time stamped photo or a notarized affidavit, meeting the requirements of Utah Code 78B-18-106, that verifies the property was posted in accordance with this section. SECTION 13. Amending the Text of Salt Lake City Code Section 20.36.020. That Section 20.36.020 of the Salt Lake City Code(Subdivisions and Condominiums: Noticing Requirements: Notice Required for Public Hearing), shall be and hereby is amended to read as follows: 20.36.020: REQUIRED NOTICING FOR PUBLIC HEARING: When the plat review process involves a public hearing, the application and hearing shall be noticed as follows: A. Subdivisions: Excluding subdivision amendments involving a public street, right of way, or easement, which have different noticing requirements as specified in Subsection B of this section, whenever a public hearing with the planning commission is required for preliminary plat decision, the following public noticing is required: 1. Mailing: Notice by first class mail shall be provided a minimum of twelve (12) calendar days in advance of the public hearing, to all abutting property owners of the subject land, as shown on the Salt Lake City geographic information system records. 2. Posting: The land subject to an application shall be posted by the applicant with a sign, in accordance with Section 20.36.030 of this chapter, giving notice of the public hearing a minimum of ten (10) calendar days in advance of the public hearing. Once the sign is posted at the subject property, the applicant or petitioner shall submit to the zoning administrator a time stamped photo or a notarized affidavit, meeting the requirements of Utah Code 78B-18-106, that verifies the property was posted in accordance with this section. B. Subdivision amendments involving vacating or altering a public street, right of way, or easement: 1. Mailing And Publishing: Notice of the public hearing shall be provided in the following manner at least twelve (12) days before the hearing: a. Mailed to the record owner of each parcel that is accessed by the subject portion of public street, right of way, or easement; b. Mailed to each affected entity; c. Published in a newspaper of general circulation in the municipality in which the land subject to the petition is located; and d. Published on the Utah public notice website created in Section 63F-1-701 of the Utah Code. 2. Posting: The land subject to an application shall be posted by the applicant with a sign, in accordance with Section 20.36.030 of this chapter, giving notice of the public hearing a minimum of ten(10) calendar days in advance of the public hearing. Once the sign is posted at the subject property, the applicant or petitioner shall submit to the zoning administrator a time stamped photo or a notarized affidavit, meeting the requirements of Utah Code 78B-18-106, that verifies the property was posted in accordance with this section. 3. Notification Of Public Engagement: The city shall give notification in accordance with Section 21A.10.015. SECTION 14. Amending the Text of Salt Lake City Code Section 20.36.040. That Section 20.36.040 of the Salt Lake City Code(Subdivisions and Condominiums: Noticing Requirements: Notification to Recognized Organizations), shall be struck from the code. SECTION 15. Effective Date. This ordinance shall become effective on the date of its first publication. Passed by the City Council of Salt Lake City,Utah,this day of 202 . CHAIRPERSON ATTEST AND COUNTERSIGN: CITY RECORDER Transmitted to Mayor on Mayor's Action: Approved. Vetoed. MAYOR CITY RECORDER (SEAL) APPROVED AS TO FORM Salt Lake City Attorney's Office Date: Bill No. of 202 . By: Published: Allison Parks,Senior City Attorney SALT LAKE CITY ORDINANCE No. of 202_ (Amending various sections of the Salt Lake City Code Pertaining to Public Engagement and Public Noticing Procedures) An ordinance amending various sections of the Salt Lake City Code pertaining to public engagement and public noticing procedures, pursuant to petition number PLNPCM2016-00300. WHEREAS, the Salt Lake City Planning Commission held a public hearing on January 23, 2019, to consider a request made by the Salt Lake City Council(Petition No. PLNPCM2016-00300) to amend the text of Title 21 A, Chapter 2.60, and Title 20 of the Salt Lake City Code; and WHEREAS, at its January 23, 2019 hearing, the planning commission voted in favor of forwarding a positive recommendation to the Salt Lake City Council; and WHEREAS, after a public hearing on this matter, the city council has determined that adopting this ordinance is in the city's best interests, NOW,THEREFORE,be it ordained by the City Council of Salt Lake City,Utah: SECTION 1. Amending the Text of Salt Lake City Code Chapter 21A.10. That Chapter 21A.10 of the Salt Lake City Code (Zoning: General Application and Public Hearing Procedures), shall be and hereby is amended to read as follows: Chapter 21A.10 GENERAL APPLICATION, PUBLIC ENGAGEMENT, AND PUBLIC NOTICING PROCEDURES 21A.10.010: GENERAL APPLICATION PROCEDURES: 21A.10.015: PUBLIC ENGAGEMENT: 2 IA.10.020: PUBLIC 14EAPUNG NOTICE REQUIREMENTS: 2 IA.10.030: PUBLIC HEARING PROCEDURES: 21A.10.010: GENERAL APPLICATION PROCEDURES: All applications required by the provisions of this title shall be processed in accordance with the following procedures: A. Determination Of Completeness Of Application: After receipt of an application, the zoning administrator shall determine whether the application is complete. If the zoning administrator determines that the application is not complete, the zoning administrator shall notify the applicant in writing, specifying the deficiencies of the application, including any additional information which must be supplied and advising the applicant that no further action will be taken by the city on the application until the deficiencies are corrected. o-r-ganizations shall be provided, wher-e applieable, as seat-fo-4-4h 2.6--0.050 Of this ea4e—. Q B. Remedy Of Deficiencies: If the applicant fails to correct the specified deficiencies within thirty(30) days of the notification of deficiency, the application for development approval shall be deemed withdrawn and will be returned to the applicant. Application fees shall not be refunded. D. C. Extensions Of Time: The zoning administrator, upon written request, may, for good cause shown and without any notice or hearing, grant extensions of any time limit imposed on an applicant or permittee by this title. An extension of time may also be granted by any body acting pursuant to this title unless this title expressly provides otherwise. The total period of time granted by such extension or extensions shall not exceed twice the length of the original period. B. D. Fees: The application shall be accompanied by the applicable fees shown on the Salt Lake City consolidated fee schedule. The applicant shall also be responsible for payment of all fees established for providing the public notice required by section 2 IA.10.020 of this chapter, in accordance with the consolidated fee schedule, including costs of mailing, preparation of mailing labels and all other costs relating to notification. 21A.10.015: PUBLIC ENGAGEMENT: The purpose of the public engagement process is to inform the public of certain land use projects early in the process,provide a reasonable timeframe for feedback on a proposal, and establish a process to hear from the public prior to making a decision on a particular land use project. A. Land Use Projects Subject to Public Engagement: The following are considered land use projects for purposes of this chapter and are subject to the public engagement process and requirements herein: 1. Request for an alley/street closure or vacation; 2. Amendments to Title 21A; 3. Conditional use applications; 4. Design review applications, subject to review by planning commission as provided in Chapter 21A.59; 5. Applications to demolish one or more landmark sites or contributing structures located within a local historic district; 6. Master plans, including amendments, to be adopted by the city council; 7. Requests for certificates of appropriateness required for new construction of principal structures, except for single family and two family dwellings; 8. Planned development applications; 9. Zoning map amendment. B. Early Notification: The city shall provide notice of a land use project to the stakeholders identified in this subsection. The ci . shall provide at least fo . -five (45) dqys, from the date the notice is sent, for the recipients of the notice to provide comment on the land use project before a final decision by the land use authority is made or, in the case of legislative matters, a recommendation is forwarded to the city council. No public hearing shall be held sooner than fourteen (14) dqys after the notice has been sent. 1. Stakeholders. The ci . will provide written notice of a land use project to the followiniz: a. Property owners and identifiable tenants within three hundred feet(300') of the subject property utilizing available information from Salt Lake City geographic information system records. City-wide zoning map or text amendments are exempt from this requirement. b. Chair of the recognized community organization(s) in which the subject property is located and the chair of any other recognized community organization whose boundary is located within three hundred feet(300') of the subject property. In the case of city-wide zoning map or text amendments, the chairs of all recognized community organizations will receive a notice. c. At the city's discretion, additional stakeholders may be noticed. 2. Content of Notice: The notice will generally describe: a. The subject matter of the land use project, b. The location of the land use project, if not city-wide, c. How or where to obtain further information, d. How or where to submit comments about the land use project, and e. Identify the earliest date in which a final decision by the land use authority may be made or, in the case of legislative matters, a recommendation may be forwarded to the City Council and encourage any desired comments prior to that date. 3. Posting_ of Property: If the land use project pertains to specific individual property, the applicant or petitioner of the land use project shall post a sign giving notice that the city is considering such land use project and direct the public to the city website where more information about the project can be obtained. The applicant or petitioner of the land use project shall post the sign on the subject property within seven 7) calendar days of receiving notice from the zoning administrator that the notices required under subsection 21A.10.015.B have been sent. The zoning administrator shall establish an approved template for the sign, review the proposed sijzn, and shall ensure that the city website is accurate. Once the sign approved by the zoning administrator is posted at the subject property b. t�pplicant, the applicant or petitioner shall submit to the zoning administrator a time stamped photo or a notarized affidavit, meetingtquirements of Utah Code 78B-18-106, that verifies the signposted on the subject property in accordance with this section. An application is not deemed complete until the requisite photo or affidavit has been received by the zoning administrator in addition to all other requirements. The sign shall be posted at the subject property until the date identified in Subsection 21A.10.015.B.2.e. If the sign is removed for any reason prior to the date identified in Subsection 21A.10.015.B.2.e., the applicant or petitioner shall post a new sign as soon as practicable. The sign shall be removed upon final action by the land use authority or, in the case of legislative matters, once the City Council has voted on the land use project. a. Location: One (1) sign shall be posted for each five hundred feet(500') of frontage, or portion thereof, along a public street. At least one (1) sign shall be posted along each public street. The sign(s) shall be located on the property subject to the application or petition and shall be set back no more than 10 feet from the front property line and shall be visible from the street. Where the land does not have frontage on a public street, signs shall be erected on the nearest street right-of-way with an attached notation indicating_generally the direction and distance to the subject property. 4. Exemption from Early Notification Process: The following land use projects are exempt from the requirements set forth in Sections 21A.10.015.B.1-3 and 21A.10.015.C: a Amendments to Title 21A necessary to comply with state or federal legislation if the code amendments: (1) Are subject to an adoption deadline or action date set forth in the legislation; (2) Are related to funding city-related projects; or (3) Are necessary for essential city functions. b. A temporary land use regulation meetingthe he requirements of Utah Code Section 10-9a-504 or its successor provisions. c. Amendments to Title 2 1 A proposed to respond to a natural disaster or other emergency situation potentially affecting the safety or well-being of individuals. d. Amendments to Title 2 1 A to mitigate the ci . 's exposure to liabili . where prompt action is reasonably necessary, as determined by the City Attorney, e. Upon request by a land use applicant made pursuant to Utah Code Section 10-9a- 509.5 or its successor provisions. f. Any land use project where an existing federal or state law or regulation sets a deadline which requires a decision or action which would place the requirements of this chapter in direct conflict with the federal or state law. C. Early Public Engagement Activity. After the city has provided notice as required under Subsection 21A.10.015.B, the city shall schedule and hold an early public engagement activity in accordance with this subsection. Recognized community organization meetings and outreach events are considered early public engagement activities. 1. Recognized Community Organization Meeting a. If a land use project is located within the boundaries of a particular recognize community organization, the recognized community organization has fourteen (14) dgys from receiving notice of the land use project to notify the city's planning division as to whether the recognized organization will hold a meeting and provide comments. b. If the chair of the recognized community organization does not respond to the notice from the city or does not schedule the item for a recognized community meeting within fourteen (14) days of when the notice of the land use project was sent, the city shall schedule the item for an outreach event. 2. Outreach Event: a. The city may schedule an outreach event to educate, engage, and receive feedback on a land use project from the public. An outreach event will be held for a land use project when: (1) A recognized community organization chair does not respond within fourteen(14) dqys of when the notice of the land use project was sent as to whether it wants to review the matter; (2) The recognized community organization has informed the City that they will not hold a meeting prior to the date identified in 21A.10.015.B.2.e; (3) The land use project is within six hundred feet(600') of the boundary of another recognized community organization; (4) The land use project is within an area that has an overlapping boundary with another recognized community organization; (5) The subject property is located west of 2200 West; (6) The land use project is a master plan or master plan amendment that impacts multiple recognized organizations; or (7) The land use project is a text amendment to Title 21A. b. If the city schedules an outreach event under subsection 21A.10.0150.C, the city will provide general public notice by posting notice on a city website. Additionally, the city will send notice of the outreach event specifically to the stakeholders identified in subsection 2 IA.10.015.B.1. Notices will be sent utilizing available information from Salt Lake City geographic information system records. The notice shall include information detailingthe he type of outreach event, how to participate, and the time and date of the outreach event. 2 IA.10.020: PUBLIC 14EAPUNG NOTICE REQUIREMENTS: ,;t^ra^,a^ f tl,;� �v A:A A. Public Hearing Required: Where a public hearingis s required by this Title, the following notice shall be required: Dr^je^ts requiring a publie hearing as e roa by this title shal be held aftef the following publie netifieatiew 1. Mailing For Public Hearing: At least 12 calendar days before a public hearing, notice Notiee by first class mail shall be PFER'i sent: a. A ,Y, Of .,VIVO (12) e lefld -Elays ; advance .file;public hearing To all property owners and identifiable tenants located within three hundred feet(30D from the subject property line, or b. To all owners and tenants of the !a-nd as shown on the Salt Lake Git-y geegr-aphie ifi-foRin-a ion system feroo-f-ds. TA.4-a4ing labels shall be gonera4ed by the e4y at the tifne of appheation submittal and er-eated using the Salt Lake City geegr-aphie iffn4AME-A-Atten System Fewe4-4s; 4MA-lpUsrr-as J tithe this title; To all property owners and identifiable tenants located within one thousand feet(1000',) of the prope . subject to a land use application for a sexually-oriented business. G. I,VithiR thr00, h4J:AdF-Ad feO* (300') fr..,Y, thO Pffiphffy Ofl^„rl Stfl ;06t W tcni t 9 eenditional site-plan rw.zi to ehapter-2 1 A.116 A-f this title; an 44ptio,p,requesting the niai ,,.. ; a l by the Planning Dire r,, 2. Notification To Recognized Organizations: At least twelve (12) days before a public hearing, the city The- eity shall give send an e-mail notification,or other form of written notification chosen by the Planning Pir-eeter-, a of (12) ^'e„a^r dell s in adva ee of the-publ e hearing to any recognized community organization entitled to notice under 21A.10.015.B.1. 1AIL-h-ie4h ;s to Retie e puf Sial ant to title. 2Eh-apter-2�rthis C� 3. Contents Of Ma4in -Notice For Public Hearing: The ter^* ^'^^^ Mailing N_notice for any public hearing required pursuant to this title shall generally describe the subject matter of the application and the date, time and place of the public hearing, and the place where such application or petition may be inspected by the public. The notice shall also advise that interested parties may appear at the public hearing and be heard with respect to the application or petition. 4. Posting For Public Hearing: The-. land mll_Jieet to an "Boat'^ for-^ p4lie hearing shall be posted by the City with a stl..t. 11tiee of the publie hearing,providing ton (10) ^^'era^'-days i a dvffinee of the ^4lie hear"g. At least 10 days before a public hearing, the land use applicant or petitioner shall post a sign approved bithe zoning administrator at the subject properly y giving notice of the public hearing. The sign shall provide the date of the hearing and contact information for where M interested party may get more information. Once the sign is posted at the subject property, the applicant or petitioner shall submit to the zoning administrator a time stamped photo or a notarized affidavit, meeting the he requirements of Utah Code 7813- 18-106, that verifies the prope , was posted in accordance with this section. a. Location: One ajnetiees n shall be posted for each five hundred feet(500') of frontage, or portion thereof, along a public street. At least one (1) sign shall be posted on each public street. The sign(s) shall be located on the property subject to the request or petition and shall be set back no more than ten feet(10')twenty f;A,o :I�R R* (25'` from the front property line and shall be visible from the street. Where the land does not have frontage on a public street, signs shall be erected on the nearest street right-of-way with an attached notation indicating generally the direction and distance to the land subjeet to the appliea4ien subject land. b. Removal: If the sign is removed through no fault of the applicant or petitioner, property owner, or, the city before the hearing, such removal shall not be deemed a failure to comply with the ^*^posting requirements or be grounds to challenge the validity of any decision made on the petition or application. c. Exemption: Thei-s posting requirements of subsection 2 IA.10.020.A.4 shall not apply to applications for amendments involving an H Historic Preservation Overlay District, applications for an administrative certificate of appropriateness or applications for comprehensive rezonings of areas involving multiple parcels of land, including boundaries of a historic district, or for text amendments to this title. As r-equiFed by Sta4e- law, a4 least twelve (12) ealendar-days -Advffincope Of the fir-st publie hearing for-an applie-atio-H -fof—A:P- to the,tex-t of this title E) Othff Pr-E)ee . .Fed by State law, the Gity shall Publish-A iflotiev-, of sook P41w*- B. Special Noticing Requirements For Certain Administrative Approvals: iEliH.r t;,.v f-AI1,,WS-; .,-ham ol. o (1 2) e lefid,,. .la ys ; .,.7yalpee of-the r-equestedaetionto all Owfiefs 0 the land and tenants Subject to the appliGation, as shown 04, 44e, Salt I AIEO Gity Htiee PI—Irsi-lAnt to Tom,; tr� ti Af thiTcode by e—MAil Ar-Qthorz f0fM by the planning dir-e-olor, publie hearing, the P a+ Ce sion=0,41-1- se -dule-a publie heaf:ing an censide�the issuo;irthow--e—«zequests zoF a publiohe-aring, the P Diff-eve-A-A- .may deei o the, ; ,oiy. 1. Notice Of Application for Design Review: a. Notification: At least twelve (12) dqys before a land use decision is made for an administrative design review application as authorized in Chapter 21A.59 of this title, the planning director shall provide written notice to the following_ (1) All owners and identifiable tenants of the subject property, land abutting the subject property, and land located directly across the street from the subject property. In identifying the owners and tenants of the land the city shall use the Salt Lake Cily geogrqphic information system records. (2) Recognized community organization(s) in which the subject property is located. b. Contents of the Notice of Application: The notice shall generally describe the subject matter of the application, where the public may review the application, the expected date when the planning director will authorize a final land use decision, and the procedures to appeal the land use decision. c. End of Notification Period: If the planning director receives comments identifying ing concerns related to the design review application not complying with the requirements of Chapter 2 IA.59, the planning director may refer the matter to the planning commission for their review and decision on the application. 2. 0 Notice of Demolition of a Noncontributing Status Structure Within An H Historic Preservation Overlay District: At least twelve (12) dqys before Prior-to a land use decision is made on an application for the pp,.eva 4 an administrative decision for a certificate of appropriateness for demolition of a noncontributing structure, the C-city shall provide written notice by first class mail ;4 Minimum Of twelve ('2) ealen ^r day of the request to demolish the structure and to identify that a determination of has been made that the building has been identified as a noncontributing building. stat &4 he pfepe-r-ty This notice will be sent to all owners of the land and tenants, within eighty-five feet(85') of the land subject to the application as shown on the Salt Lake City geographic information system records. At the end of the twelve (12) day notice period, the P-planning Ddirector shall either issue a certificate of appropriateness for demolition or refer the application to the Dhistoric L-landmark Ecommission. 3. Notice of Appliemian For- Speeial Exceptions: Prier to the approval f title, the Planning Pir-eetar-shall pr-ovide,vVritte-n-n-etice by first elass mail a 4;;J44mmm of twelve (12) days in ad-v—Anwoe, 04-the FOEfdOSWEI_A64-iffln W_ -A-11- abutting pr-epeFties an it I AL a. ContefAs0f T ciiing Netiee llcc-v Appheatie-ta- Trniciiotiec er mailing shall -Afta,.. ,, ��, , �,v as ;�; ,� -So�C ,t- i r4apteaf 21 n 16 of this title 4. Notice Of Application For TSA Development Reviews: Prior to the approval of a development review score as authorized in sSection 21A.26.078 of this title, the P-planning Ddirector shall provide written notice by first class mail a minimum of twelve (12) days in advance of the requested action to all abutting properties and those properties located across the street from the subject property, and to all property owners and tenants of the land subject to the application, as shown on the Salt Lake City geographic information system records. a. Contents Of The Mailing Notice Of Application: The notice for mailing shall generally describe the subject matter of the application, the place where such application may be inspected by the public, the date when the P-planning Ddirector will authorize a final administrative decision, and include the procedures to appeal an administrative decision set forth in eChapter 21A.16 of this title. SECTION 2. Amending the Text of Salt Lake City Code Subsection 21 A.12.040.A. That Subsection 21A.12.040.A of the Salt Lake City Code(Zoning: Administrative Interpretations: Procedures: Application), shall be and hereby is amended to read as follows: A. Application: An application for an interpretation of this title shall be filed on a form provided by the zoning administrator and shall contain at least the following information: 1. Provisions: The specific provision or provisions of this title for which an interpretation is sought; 2. Facts: The facts of the specific situation giving rise to the request for an interpretation; 3. Interpretation: The precise interpretation claimed by the applicant to be correct; 4. Statement: When a use interpretation is sought, a statement of what use permitted under the current zoning classification of the property that the applicant claims either includes the proposed use, or is most similar to the proposed use; and 5. Evidence: When a use interpretation is sought, documents, statements, and other evidence demonstrating that the proposed use will comply with all use limitations established for the district in which it is proposed to be located. 6. Fees: Nonrefundable fees shown on the Salt Lake City consolidated fee schedule shall accompany the application. SECTION 3. Amending the Text of Salt Lake City Code Subsection 21A.16.030.G.2.b. That Subsection 21A.16.030.G.2.b of the Salt Lake City Code (Zoning: Appeals of Administrative Decisions: Procedure), shall be and hereby is amended to read as follows: b. The city shall gvsend notice of the meetin tg hrough e-mail„otin, or other €ommethod of fi fiea4 ,,, chosen by the appeals hearing officer, a minimum of twelve (12) calendar days in advance of the up blic hoar-irimg-meetin to any recognized community organization;in which the subject property is located. entitled_tozeve�ezivticepursuant to title 2chaptff 7crz.60 of th-lTep- SECTION 4. Amending the Text of Salt Lake City Code Subsection 21A.38.025.A.5. That Subsection 21 A.3 8.025.A.5 of the Salt Lake City Code(Zoning: Nonconforming Uses and Noncomplying Structures: Procedures), shall be and hereby is amended to read as follows: 5. Notification To Recognized Organizations: The C-city shall give-send notice r *iea4ionr by e-mail or other form chosen by the P-planning Ddirector to any recognized community organization in which the subject property is located notifying the recognized community organization is oB*4*1pa to Feceive etiee ^ N*to ift title 2, ,.hapte,.2.60 -0-his ee4e, that an administrative interpretation or determination of nonconforming use has been made. SECTION 5. Amending the Text of Salt Lake City Code Chapter 21A.60.020. That Section 21A.60.020 of the Salt Lake City Code is amended to add the term"Outreach Event", which term shall be inserted into the list of defined terms in alphabetical order and shall read as follows: Outreach Event SECTION 6. Amending the Text of Salt Lake City Code Chapter 21A.62.040. That Section 21A.62.040 of the Salt Lake City Code is amended to add a new definition of"Outreach Event", which definition shall be inserted in alphabetical order and shall read as follows: OUTREACH EVENT: One or more opportunities for members of the public to learn about and provide comments on land use projects. An outreach event includes,but is not limited to, open houses, online forums, presentations at community events, social media postings and dialogue, or other events determined appropriate by the planning director. These events are used to expand involvement opportunities for community members by providing a chance to ask questions and provide comments on an issue or be involved in the decision-making process. SECTION 7. Amending the Text of Salt Lake City Code Subsection 2.60.040.B. That Subsection 2.60.040.B of the Salt Lake City Code (Administration and Personnel: Recognized Community Organizations: Registration), shall be and hereby is amended to read as follows: B. It shall be the responsibility of the community organization to provide updated information and any changes to the items in subsection A of this section to the Recorder's Office in a timely manner. If the recognized communi . organization adopts changes to its bylaws, the recognized community organization shall file, by e-mail or mail, a copy of the amended bylaws with the Salt Lake City Recorder's Office within thi1V(30) dqys of such changes. The changes can be filed with the recorder's office by any member of the executive board of the recognized community organization. SECTION 8. Amending the Text of Salt Lake City Code Section 2.60.050. That Section 2.60.050 of the Salt Lake City Code (Administration and Personnel: Recognized Community Organizations: Responsibilities of City), shall be and hereby is amended to read as follows: 2.60.050: RESPONSIBILITIES OF CITY: A-. Edueamion-- The City shall adequately educate the public on City > , B-A. Public Engagement: Each Ecity department shall strive to utilize best public engagement practices to educate, engage, and receive input from the public at a level that is consistent with the scope of impact of a proposal or project. EB. Recognized Community Organization Early Notification And Response: In addition to the notice required for land use projects as identified in 21A.10.015,T-the city will sv,,a a ^otiev also provide early written notification by email, mail, or social media to the applicable recognized community organization Chair(s) for the following types of projects, which will be subject to the requirements of this section: Alley vaeati City code amendments that change ordinances related to obtaining a permit or license issued by the City Conditional use Major changes to street capacity or travel modes, including but not limited to, changes to the transportation mater plan Major upgrades to public facilities' and structures' function, access, and purpose Master Plan amendment or adoption not otherwise noticed under Title 21Ay tO bO a lOptoil by thO e t�, C G;l -Ste,F Dl-a,, o .,keies to be adopted by the e ty New construction of major public facilities and structures Planned de col.,.-.,ti.ent Zmaponing maendment pr-evide- „tom f tl,a ,late ahe. nAt;..a. ,mot A publie l.o.,,ing will:flot t,o o � o Test,hold, Her-Will -a fin-A-1- deeisioffin-be,-m-pide about the pr-qjeet within the fb�five (45) da� organization has requested a pr-esefA of the matter-, When the subjeet pr-epeFty is > I , 1, oeifi..,lly requested noti ;,,-t;AH of Ohv p b.lie e house. The city shall provide at least foil. -five 45) dgys, from the date the notice is sent, for the recipients of the notice to provide comments on the project before a decision is made by the city council. No city council meeting on the matter shall be held sooner than fourteen(14) days after the notice has been sent. 4�)C. Exemptions to the Early Notification Requirement: The projects listed under Subsection 2.60.050.B are exempt from the requirements for early notification to the recognized community organizations and action may be taken by the city council prior to the time limitations therein when changes are needed to: 1. Comply with state or federal legislation if the project is: a. Subject to an adoption deadline or action date set forth in the legislation; b. Related to funding city-related projects; or c. Necessary for essential city functions. 2. Respond to a natural disaster or other emergency situation potentially impacting the safety or well-being of individuals. 3. Mitigate the city.�posure to liability where prompt action is reasonably necessar, as determined by the City Attorney. 4. Respond to an existing federal or state law or regulation that sets a deadline which requires a decision or action which would place the requirements of this chapter in direct conflict with the federal or state law. based organizations and eneour-age pafticipation in these organizations, at -a e-Fganizations and the-if! contact infoFmati-&-n-to -A1-1-rresidents, pr-opoi4y owners, business ewaer-s, r-ofitIP o SECTION 9. Amending the Text of Salt Lake City Code Section 2.60.060. That Section 2.60.060 of the Salt Lake City Code (Administration and Personnel: Recognized Community Organizations: Responsibilities of Community Organizations), shall be and hereby is amended to read as follows: 2.60.060: RESPONSIBILITIES OF COMMUNITY ORGANIZATIONS: Each recognized communi . organization shall: A. Renew registration with the 01y Recorder's Office on an annual basis. B. Establish orderly and democratic means for forming representative public input through civil and respectful dialogue. C. Establish and follow a clear method for reporting to the Ecity actions VV�,hieh that accurately reflect their position. Include the means by which a recommendation or decision was reached, how many members were involved and what the outcome was. D. By interaction with its members, residents, and the Ecity, foster open and respectful communication between the recognized community organization and representatives of Ecity departments on plans, proposals and activities affecting the interests of the recognized community organization. SECTION 10. Amending the Text of Salt Lake City Code Section 2.60.070. That Section 2.60.070 of the Salt Lake City Code (Administration and Personnel: Recognized Community Organizations: Volunteer Status and Partial Indemnification), shall be struck from the code: 2.60.070• VOLUNTEER ST n 4 S AA D n n n T n r TATTLE iTRrWIG n rrION: M;4dV-'v4thin thp,qc-,A-. 'heir-1414ties under-this ehapten This d-e-fi-m-i-se,ffind obligation on bA--—A-fefdhe City shall be limited tt4 AW51 these de4efffl-iffl-Atiofts APA r hb veh i f f the v hffAe SECTION 11. Amending the Text of Salt Lake City Code Chapter 20.04. That Chapter 20.04 of the Salt Lake City Code is amended to add a new section 20.04.130, which shall be inserted in numerical order and shall read as follows: 20.04.130 AMENDMENTS TO THIS TITLE: The process to amend this title shall follow the process outlined in Chapter 21A.50 and include early notification requirements found in Chapter 21A.10. SECTION 12. Amending the Text of Salt Lake City Code Section 20.36.010. That Section 20.36.010 of the Salt Lake City Code(Subdivisions and Condominiums: Noticing Requirements: Required Noticing for Planning Director Decision on Preliminary Plat Applications), shall be and hereby is amended to read as follows: 20.36.010: REQUIRED NOTICING FOR PLANNING DIRECTOR DECISION ON PRELIMINARY PLAT APPLICATIONS: When the plat review process involves a preliminary decision by the planning director the application shall be noticed as follows: A. Subdivisions: 1. Mailing: Written notice of the ci . 's receipt of a subdivision application shall be provided by first class mail a minimum of twelve (12) calendar days in advance of the pendinggpy decision on the application to all owners and identifiable tenants of the land subject to the application,and all owners of property abutting the land subject to the application , as shown on the Salt Lake City geographic information system records. 2. Posting: Notice by sig , �l+In accordance with sSection 20.36.030 of this chapter, a sign providingnotice otice shall also be posted by the applicant on the property at least ten (10) days prior to the scheduled administrative decision. Once the sign is posted at the subject property, the gpplicant shall submit to the zoning administrator a time stamped photo or a notarized affidavit, meetingthe he requirements of Utah Code 78B- 18-106, that verifies the propertyposted in accordance with this section. 3. Notifiea4ienTo Reoo e-d Or-gaazmians: The city shall give ^t;f;,..,tio ; l v. .;tl, see-4-ion-20 26 nnn 0 f this ..hapt0 B. Subdivision amendments not involving vacating or altering a public street, right of way, or easement: 1. Mailing: Written notice of the ci . 's receipt of a subdivision application shall be provided by first class mail a minimum of twelve (12) calendar days in advance of the pending deeisi^^ any decision on the application to all property owners or identifiable tenants, as sh^w,, on the e ty's eemputerized n hie ;rI,-,,.,Atio s ,stef , of land contained in the e ti-re efiginal oF previously amended land proposed to be subdivided or resubdivided subdivision plat and all property owners whose property abuts the land being amended and is located outside of the subject subdivision. 2. Posting: Notice by sign, in accordance with sSection 20.36.030 of this chapter, shall also be posted b the he applicant on the property at least ten (10) days prior to the scheduled administrative decision. Once the sign is posted at the subject property, the applicant shall submit to the zoning administrator a time stamped photo or a notarized affidavit, meetin. the he requirements of Utah Code 7813-18-106, that verifies the property was posted in accordance with this section. ate,, . .;tL, sgeetioi 20 36 nnn of'this e haptv,- SECTION 13. Amending the Text of Salt Lake City Code Section 20.36.020. That Section 20.36.020 of the Salt Lake City Code(Subdivisions and Condominiums: Noticing Requirements: Notice Required for Public Hearing), shall be and hereby is amended to read as follows: 20.36.020: REQUIRED NOTICING FOR PUBLIC HEARING: When the plat review process involves a public hearing, the application and hearing shall be noticed as follows: A. Subdivisions: Excluding subdivision amendments involving a public street, right of way, or easement,which have different noticing requirements as specified in sSubsection B of this section, whenever a public hearing with the planning commission is required for preliminary plat decision, the following public noticing is required: 1. Mailing: Notice by first class mail shall be provided a minimum of twelve (12) calendar days in advance of the public hearing, to all abutting property owners of the subject land, as shown on the Salt Lake City geographic information system records. 2. Posting: The land subject to an application shall be posted by the eit�-applicant with a sign, in accordance with sSection 20.36.030 of this chapter, giving notice of the public hearing a minimum of ten(10) calendar days in advance of the public hearing. Once the sign is posted at the subject property, the applicant or petitioner shall submit to the zoning administrator a time stamped photo or a notarized affidavit, meeting the requirements of Utah Code 7813-18-106, that verifies the prope . was posted in accordance with this section. B. Subdivision amendments involving vacating or altering a public street, right of way, or easement: 1. Mailing And Publishing: Notice of the public hearing shall be provided in the following manner at least twelve (12) days before the hearing: a. Mailed to the record owner of each parcel that is accessed by the subject portion of public street, right of way, or easement; b. Mailed to each affected entity; c. Published in a newspaper of general circulation in the municipality in which the land subject to the petition is located; and d. Published on the Utah public notice website created in sSection 63F-1-701 of the Utah eCode. 2. Posting: The land subject to an application shall be posted by the e4t�-applicant with a sign, in accordance with sSection 20.36.030 of this chapter, giving notice of the public hearing a minimum of ten(10) calendar days in advance of the public hearing. Once the sign is posted at the subject property, the applicant or petitioner shall submit to the zoning administrator a time stamped photo or a notarized affidavit, meeting the requirements of Utah Code 7813-18-106, that verifies the prope . was posted in accordance with this section. 3. Notification To Re-eegnizea Organizations Of Public Engagement: The city shall give notification in accordance with sSection 21A.10.01520.16.0-40- of this Ghapte, SECTION 14. Amending the Text of Salt Lake City Code Section 20.36.040. That Section 20.36.040 of the Salt Lake City Code(Subdivisions and Condominiums: Noticing Requirements: Notification to Recognized Organizations), shall be struck from the code: 20.36 040 NOTIFICATION TO R GOGkNIZED ORGANIZATIONS- Alhe„ ;t is required, t; e p „t t title 7 ehapteF 7 60 4uh-is ,.,.,le e. SECTION 15.Effective Date. This ordinance shall become effective on the date of its first publication. Passed by the City Council of Salt Lake City,Utah,this day of ,202 . CHAIRPERSON ATTEST AND COUNTERSIGN: CITY RECORDER Transmitted to Mayor on Mayor's Action: Approved. Vetoed. MAYOR CITY RECORDER (SEAL) APPROVED AS TO FORM Salt Lake City Attorney's Office Date: Bill No. of 202 Published: By: Allison Parks,Senior City Attorney JACQUELINE M.BISKUPSKI I, DEPARTMENT of COMMUNITY Mayor �' �� 9 and NEIGHBORHOODS Q= =� Marcia L.White Director CITY COUNCIL TRANSMITTAL Date Received: atrick Leary,Chief o)T Staff Date sent to Council: TO: Salt Lake City Council DATE: OC-fv 6,v— Charlie Luke, Chair 1 FR gte, Interim Director Department of Community&Neighborhoods SUBJECT: PLNPCM2016-00300—Early Notification Text Amendment STAFF CONTACT: John Anderson,Planning Manager 801-535-7214,john.anderson(&slc ov�com DOCUMENT TYPE: Ordinance RECOMMENDATION: Approve the ordinance to adopt changes to various sections of the City Code relating to early notification of land use projects 1 BUDGET IMPACT: None BACKGROUND/DISCUSSION: On April 19, 2o16,the City Council initiated this petition to clarify the provisions to City regulations relating to early notification of the public about various types of land use projects. Most of the proposed changes relate to amendments of Title 21A— Zoning Code,Title 2,Chapter 2.6o(Recognized Community Organization Ordinance) and the Title 20-Subdivision Ordinance. The purpose of the proposed changes is to increase awareness and participation by the public of various types of projects the City works on while still affording a timely review process for applicants. Existing Code The existing language related to early notification is located within Chapter 2.6o Recognized Community Organizations Chapter of the City Code.The current ordinance contains some unclear language and a lack of detail about the early notification process including the method of notification of stakeholders and when a public hearing may be held.Further,it does not acknowledge that other types of events or activities may be appropriate to meet the intent of the early notification process. SALT LAKE CITY CORPORATION 451 SOUTH STATE STREET, ROOM 445 WWW.SLC.GOV P.O.BOX 145487, SALT LAKE CITY, UTAH 84114-5487 TEL 801.535.7712 FAX 801.535.6269 Proposed Amendments The major changes in the proposal include the following: • An early notification process was added to Chapter 21A— Zoning Code. • During the 45 day early notification period a public hearing can be held but a decision may not be made until after the 45 day time period. • When an application is deemed complete, staff will provide the following: o Notice to recognized community organizations o When applicable, notice to properties within 300 feet of proposal o When applicable, post sign on property • Modifying the term open house to an outreach event which will provide more flexibility in finding an appropriate public engagement activity. • When required, an engagement activity will occur for projects which will include either a Recognized community organization meeting and/or a City-sponsored outreach event: o Community Council have 14 days to decide whether they would like to review proposal. o If the item is not scheduled within this time frame, a city-sponsored outreach event will be scheduled. o City-sponsored outreach event will be held for city-wide projects,projects located west if 2200 West, projects impacting multiple community councils, and projects located within 600 feet of two community councils. • After the 45 day period and the completion of the engagement process, the Planning Commission can make a decision on the project. • A list of exceptions from the early notification process was included for some city sponsored petitions that are uncommon and time sensitive due to potential impacts such as a response to a natural disaster or to mitigate the city's exposure to liability. It would also include any response to necessary ordinance changes related to new state or federal laws. • Other details: o Included a purpose statement o Clarified applicable application types o Added minor clarifications and subdivision clarifications A simple process chart and summary comparison chart can be found in Exhibit 3ciii to better understand the process. The Planning Commission reviewed the proposal on May 24, 2017. The item was tabled for additional follow up information. Based on those comments, the proposal was revised and reorganized to focus more on overall public engagement as opposed to focus solely on the role of recognized community organizations and a definition was added to provide a broader definition of an"outreach event". Planning staff briefed the Planning Commission on the updated draft on November 14, 2018. The Planning Commission generally supported the proposed changes. At the January 23, 2018 Planning Commission meeting, the Planning Commission unanimously recommended approval of the proposed changes related to early notification. Public Comments and Discussion at Planning Commission Meeting One of the comments received at the Planning Commission meeting focused on the notification requirement for properties within a certain distance of a proposed land use application. The full comment can be found in Exhibit 3c.1v. The public comment suggested a greater distance requirement of either 660 feet or the length of the block face, whichever is less. The current proposed provision requires properties within 300 feet to be noticed. The Planning Commission discussed this distance requirement, but they did not propose any changes. Some of the other discussion was focused more on internal improvements that could be made in terms of better access to web information, larger posting signs, and including a website on notices for additional information. PUBLIC PROCESS: The Planning Division used various methods to inform the public of this project and obtain feedback. These included Open Houses, meetings with the Salt Lake Community Network, online surveys, meetings with fonner applicants, email list correspondence, information on the City's Planning website, and public hearings with the Planning Commission. These are detailed below. Open Houses Since the proposed changes are city-wide text changes, Planning staff held 4 open houses on the following dates: • October 13, 2016 • January 19, 2017 • May 18, 2017 • July 19, 2018 These open houses were held to obtain public feedback on the proposed changes. Details related to total attendees and comments can be found in Attachment C of the May 24, 2017 staff report (Exhibit 3aiii) and Attachment D of the January 23, 219 staff report (Exhibit 3ciii). Salt Lake Community Network Meetings Staff attended 3 Salt Lake Community Network Meetings on the following dates in which staff presented proposed changes to the group: • November 10, 2016 • April 13, 2017 • August 9, 2018 Online Surveys Open City Hall Planning staff held an Open City Hall forum relating to the early notification. The survey generated 222 reviews with 39 specific comments. The results received from this topic can be found in Attachment C of the May 24, 2017 staff report (Exhibit 3aiii). Survey of Executive Board Members of Community Councils A survey was sent out to executive board members of community councils on February 28, 2017. Ninety-six invitations were sent, Planning Staff received fifty-three responses, representing 16 of the 22 community councils. Survey results can be found in Attachment C of the May 24, 2017 staff report (Exhibit 3aiii). Meetings with Former Applicants Planning Staff invited 16 fonner applicants to participate in a focus group to identify issues and propose solutions to said issues. Four individuals attended the meeting. The general comments and ideas from the meeting can be found in Attachment C of the May 24, 2017 staff report (Exhibit 3aiii). Website Information relating to this proposal was displayed on a project page on the Salt Lake City Planning Division's website. Planning Commission The Planning Commission held public hearings on May 24, 2017 and January 23, 2019. Planning Commission also received a briefing on the proposal on November 14, 2018. The minutes from those meetings that provide the public comments and discussion from the Planning Commission meeting can be found in Exhibit 3ai and Exhibit 3ci. On May 24, 2017, the Planning Commission tabled the item for additional information and on January 23, 2019, the Planning Commission unanimously passed a motion that transmitted a positive recommendation for the City Council to approve the proposed changes. Email lists Planning staff sent updates of upcoming meetings to those on the email list, which included members of the community, community council members, former applicants, and developers. EXHIBITS: Exhibit 1: Project Chronology Exhibit 2: Notice of City Council Hearing Exhibit 3: Planning Commission Meetings a. Public Hearing— May 24, 2017 i. Agenda and Minutes ii. Hearing Notice iii. Staff Report b. Briefing - November 14, 2018 i. Agenda and Minutes ii. Memo c. Public Hearing—January 23, 2019 i. Agenda and Minutes ii. Hearing Notice iii. Staff Report iv. Public comments received not included in staff report Exhibit 4: Original Petition SALT LAKE CITY ORDINANCE No. Of 201 (Amending various sections of the Still Lake City Code Pertaining to Public Engagement and Public Noticing Procedures) An ordinance amending various sections of the Sall Lake Cilb, Code pertaining to public engagement and public noticing procedures, pursuant to petition number PLNPCM2016-00300. WHEREAS, the Salt Lake City Planning Commission held a public hearing on January 23, 2019. to consider a request made by the Salt Lake City Council (Petition No. PI.NPCM2016-00300) to amend the text of Title 21 A. Chapter 2.60. and Title 20 of the Sall Lake Cih, Code; and WHEREAS, at its January 23. 2019 hearing, the planning commission voted in favor of forwarding a positive recommendation to the Salt Lake City Council, and WHEREAS. after a public hearing on this matter, the city council has determined that adopting this ordinance is in the city's best interests, NOW. TI IEREFORIF, be it ordained by the City Council of Salt Lake City. Utah: SECTION 1. Amending the Text of Salt Lake Cily Code Chapter 21 A.10. That Chapter 21 A.10 of the Still Lake City Code (Zoning: General Application and Public Hearing Procedures), shall be and hereby is amended to read as follows: Chapter 21A.10 GENERAL APPLICATION, PUBLIC ENGAGEMENT, AND PUBLIC NOTICING PROCEDURES 21 A.10.010: GENERAL APPLICATION PROCEDURES: 21 A.10.01 5: PUBLIC ENGAGEMENT: 2]A.10.020: PUBLIC NOTICE REQUIREMENTS: 21A.10.030: PUBLIC HEARING PROCEDURES: 21 A.10.010: GENERAL APPLICATION PROCEDURES: All applications required by the provisions of this title shall be processed in accordance with the following procedures: A. Determination Of Completeness Of Application: After receipt of an application, the zoning administrator shall determine whether the application is complete. Ifthe zoning administrator determines that the application is not complete, the zoning administrator shall notify the applicant in writing, specifying the deficiencies of the application, including any additional information which must be supplied and advising the applicant that no further action will be taken by the city on the application until the deficiencies are corrected. 11. Remedy Of Deficiencies: If the applicant fails to correct the specified deficiencies within thirty (30) days of the notification of'deficicncy, the application for development approval shall be deemed withdrawn and will be returned to the applicant. Application fees shall not be refunded. C. Extensions Of Time: The zoning administrator, upon written request, may, for good cause shown and without any notice or hearing, grant extensions of any time limit imposed on an applicant or permittee by this title. An extension of time may also be -ranted by any body acting pursuant to this title unless this title expressly provides otherwise. The total period of time granted by such extension or extensions shall not exceed twice the length ofthe original period. D. Fees: The application shall be accompanied by the applicable fees shown on the Salt Lake City consolidated fee schedule. The applicant shall also be responsible for payment of all fees established for providing the public notice required by section 21 A.10.020 of this chapter, in accordance with the consolidated fee schedule, including costs ofmailing, preparation of mailing labels and all other costs relating to notification. 21A.10.015: PUBLIC ENGAGEMENT: The purpose of the public engagement process is to inform the public of the project early in the process. provide a reasonable timeframe for feedback on a proposal, and establish a process for decision makers to hear from the public prior to making a decision on the project. A. Land Use Applications Subject to Public Engagement: The following land use applications are subject to the public engagement process stated in this section: l. Alley/street closure or vacation, 2. Amendment to Title 21 A; 3. Conditional use: 4. Design review when required to be reviewed by the planning, commission as listed in Chapter 21A.59. 5. Demolition of landmark site or contributing structures located within a local historic district: 6. Master plans, including amendments, to be adopted by the city council: 7. New construction of principal structures within local historic districts or on landmark sites except for single family and two family dwellings: 8. Planned development, 9. Zoning map amendment. B. Early Notification: The city shall provide notice of a pending land use application to the individuals stated in this section. The city shall provide at least forty-five (45) days for the recipients of the notice to provide comment on the pending land use application before a decision approving or denying the application is made by the applicable land use authority, or recommendation is made if the approval authority is the city council. 1. Stakeholders. The city will provide written notice to the following: a. Property owners and tenants within three hundred feet (300') of'property subject to a pending land use application. City-wide zoning map amendments are exempt from this requirement. b. Chair of the recognized community organization(s) in which the subject property is located and the chair of any recognized community organization whose boundary is located within three hundred (300') feet of the subject property. In the case of city-wide zoning amendments, the chairs of all recognized community organizations will receive a notice. c. Additional stakeholders may be noticed given the type of application and potential impacts of the proposal. ?. Content of Notice: The notice will generally describe: a. The subject matter of the application, b. The location of the proposed project, if applicable, c. I Iow to obtain further information, d. 1 low to submit comments about the application, and e. The date that the forty-five (45) day comment period ends. 3. Posting of'Subject Property: Ifthe land use application pertains to specific parcel(s) or property, the city shall post a sign giving notice that the city has received such application and include instructions on how to obtain more information about the project. The sign shall be posted within ten (10) calendar days of receiving a complete application. a. Location: One (1) notice shall be posted for each five hundred feet (500') of frontage, or portion thereof, along a public street. At least one (1) sign shall be posted on each public street. The sign(s) shall be located on the property subject to the request or petition and shall be set back no more than twenty-five feet (25') from the front property line and shall be visible from the street. Where the land does not have frontage on a public street, signs shall be erected on the nearest street right-of-way with an attached notation indicating generally the direction and distance to the land subject to the application. b. Removal: If the sign is removed through no fault of the applicant, property owner or the city, such removal shall not be deemed a Failure to comply with the standards, or be grounds to challenge the validity of any decision made on the application. 4. Exception from Early Notification Process: The following city code amendments are exempt from the processes set forth in Subsections 21 A.10.015.C.I and 2 of this section. The city may still opt to notify recognized community organizations of proposed city code amendments listed in this section, but not providing notice of an exempt city code amendment shall not negate any action taken. a. City code amendments related to recently-enacted legislation if the code amendments: (I ) Are subject to an adoption deadline or action date set forth in the legislation; (2) Are related to funding city-related projects; or (3) Are necessary for essential city functions. b. A temporary land use regulation meeting the requirements of Utah Code Section 10-9a-504 or its successor. c. City code amendments proposed to respond to a natural disaster or other emergency situation potentially affecting the safety or well-being of individuals. d. City code amendments to mitigate the city's exposure to liability where prompt action is reasonable necessary. e. The timeframe for the early notification process identified in Sections 21 A.10.015.0 1 and 2 may be modified where a land use applicant requests in writing that a decision be made as per Section 10-9a-509.5 (or its successor) of the Utah Code. C. Engagement Activity. Following city notification of an application listed in Subsection 21.10.015.13 of this section the city shall conduct an engagement activity as set forth in either Subsections 21 A.10.015.C.I or 21 A.10.015.C.2 of this section, whichever may- be applicable, in addition to other processes required by law. The planning division may conduct additional public engagement activities beyond those listed below. The public engagement process may occur during the forty-five (45) day public comment period. 1. Recognized Community Organization Meeting a. A recognized community organization meeting may be held at the request of the recognized community organization when the proposal is located within the boundaries of one recognized community organization. (I) The recognized community organization chair(s) shall notify the planning division within fourteen (14) calendar days of receiving the notice of pending land use application from the city to let the city know whether they want to review the project. a) If the recognized community organization decides to hold a meeting to review the project, the recognized organization shall hold a meeting and provide comments on the project within forty-five calendar (45) days of when the notice of the pending land use application was sent. b) If the recognized community organization does not respond as to whether it wants to review the matter or does not schedule the item for a recognized community meeting within fourteen (14) days of when the notice of pending land use application was sent, the city shall schedule the item for a community outreach event. 2. Co1111111.1111ty Outreach }_;vent: a. The city will schedule the item for an outreach event to educate, engage, and receive input from the public at a level that is consistent with the scope of impact of a proposal or project. An outreach event will be held when: (1) A recognized community organization does not respond within fourteen (14) days of when the notice of pending land use application was sent as to whether it wants to review the matter. (2) Within fourteen (14) days of receiving the notice of'pending land use application, the recognized community organization does not schedule the item for a recognized community organization meeting, (3) The recognized community organization will not meet within forty-five (45) days of receiving the notice from the city; (4) The project is within six hundred feet (600') of the boundaries of another recognized community Organization's district: (5) The subject property is located west of 2200 West, (6) The project is a master plan or master plan amendment that impacts multiple recognized or-anizations: (7) The project is a text amendment to the zoning ordinance. b. The City will also notify the public. property owners and tenants within three hundred (300') feet of subject property, and recognized con1111unity organizations who may be affected by the project or who have specifically requested notification ofthe outreach event for those situations noted in section 2a. of this subsection. 3. Public Hearing: a public hearing may be held within the forty-five (45) day engagement period provided that no final decision regarding the land use application is made within the forty-five (45) day engagement period. 2 IA.10.020: PUBLIC NOTICE REQUIREMENTS: Providing all ofthe information necessary for notice of all public hearings required under tills title shall be the responsibility of the applicant unless otherwise specifically stated by this chapter and shall be in the form established by the zoning administrator and subject to the approval ofthe zoning administrator pursuant to the standards of this section. A. Public I fearing Required: Projects requiring a public hearing as required by this title shall be held after the following public notification: 1. Mailing For Public Hearing: Notice by first class mail shall be provided-a minimum of twelve (12) calendar days in advance of the public hearing to all owners and tenants ofthe land as shown on the Salt Lake City geographic information system records within three hundred feet (300') from the periphery of land subject to the application, inclusive of streets and rights of way, or one thousand feet (1,000') ofthe periphery of land subject to an application for sexually-oriented business requiring conditional site plan review pursuant to Chapter 21A.36 if this title. Mailing labels shall be generated by the city at the time of application submittal and created using the Salt Lake City geographic information system records unless as stated otherwise in this title. Notice by first class mail for zoning text amendments shall only be required if a notice requesting the mailing is received by the planning director. 2. Notification To Recognized Organizations: "file city shall give e-mail notification, or other form of notification chosen by the planning director, a minimt1111 of twelve (12) calendar days in advance of the public hearing to any recognized community organization. 3. Contents Of Mailing Notice For Public Hearing: The first class mailing notice for any public hearing required pursuant to this title shall generally describe the subject matter of the application and the date, time and place ofthe public hearing, and the place where such application may be inspected by the public. The notice shall also advise that interested parties may appear at the public hearing and be heard with respect to the application. 4. Posting For Public Hearing: The land subject to an application for a public hearing shall be posted by the city with a sign giving notice of the public hearing, providing the date of the hearing including contact information for more information, at least ten ( 10) calendar days in advance of the public hearing. a. Location: One (I) notice shall be posted for each five hundred feet (500') of frontage, or portion thereof, along a public street. At least one (1 ) sign shall be posted on each public street. The signs) shall be located on the property subject to the request or petition and shall be set back no more than twenty five feet (25') from the front property line and shall be visible from the street. Where the land does not have frontage on a public street. signs shall be erected on the nearest street right-of-way with an attached notation indicating generally the direction and distance to the land subject to the application. b. Removal: Ifthe sign is removed through no fault of the applicant, property owner, or the city before the hearing, such removal shall not be deemed a failure to comply with the standards, or be grounds to challenge the validity of any decision made on the application. c. Exemption: This posting requirement shall not apply to applications for amendments involving an I I Historic Preservation Overlay District, applications for an administrative certificate of appropriateness or applications for comprehensive rezonings of areas involving multiple parcels of land, including boundaries of a historic district, or for text amendments to this title. 5. Publication: As required by state law, at least twelve (12) calendar days in advance of the first public hearing for an application for an amendment to the text of this title or other processes as required by state law, the city shall publish a notice of such public hearing in a newspaper of general circulation in Salt Lake City. B. Special Noticing Requirements For Administrative Approvals: 1. Design Review: The planning commission shall consider requests for design review (Chapter 21A.59) at a public hearing if there is an expression of interest after providing notice as follows: a. Notification: The city shall provide written notice by first class mail a minimum of twelve (12) calendar days in advance ofthe requested action to all owners of the land and tenants subject to the application, as shown on the Salt Lake City geographic information system records, adjacent to and contiguous with the land subject to the application. Recognized organizations are also entitled to receive notice pursuant to "Title 2, Chapter 2.60 of this code by e-mail or other form chosen by the planning director. At the end of the twelve (12) calendar day notice period, if there are requests for a public hearing, the planning commission will schedule a public hearing and consider the issue: if there are no requests for a public hearing, the planning director may decide the issue administratively. 2. Notice Of Application for Design Review: a. Notification: Prior to the approval of an administrative decision for design review application as authorized in Chapter 21 A.59 of this title. the planning director shall provide a minimum of twelve (12) days notice in advance of the requested action to the following: (1 ) Abutting property owners and tenants: written notice by first class mail to all abutting properties and those properties located directly across the street from the subject property, and to all property owners and tenants of the land subject to the application as shown on the Salt Lake City Geographic information system records. (2) Recognized community organization(s) in which the subject property is located. b. Contents of the Notice of'Application: The notice for mailing shall generally describe the subject matter of the application, the place where such application may be inspected by the public. and the date when the planning director will authorize a final administrative decision and include the procedures to appeal an administrative decision. c. End of Notification Period: At the end of the twelve (12) calendar day notice period, if there are issues identified that relate to the proposal not complying with a standard of review found in Chapter 21 A.59, the planning director may refer the matter to the planning commission. 3. Notice of Demolition ofa Noncontributing Structure Within An H Historic Preservation Overlay District: Prior to the approval of an administrative decision for a certificate of appropriateness for demolition ofa noncontributing structure, the city shall provide written notice by first class mail a minimum of twelve (12) calendar days of the request to demolish the structure and to identify that a determination has been made that the building has been identified as a noncontributing building. This notice will be sent to all owners of the land and tenants, within eighty-five feet (85') of the land subject to the application as shown on the Salt Lake City geographic information system records. At the end of the twelve (12) day notice period, the planning director shall either issue a certificate of appropriateness for demolition or refer the application to the historic landmark commission. 1. Notice Of Application For Special Exceptions: Prior to the approval of'an administrative decision for special exceptions as authorized in Chapter 21 A.52 of this title, the planning director shall provide written notice by first class mail a minimum of twelve (12) days in advance of the requested action to all abutting properties and those properties located across the street from the subject property, and to all property oxvners and tenants of the land subject to the application. as shown on the Salt Lake City geographic information system records. a. Contents Of The Mailing Notice Of Application: The notice for mailing shall generally describe the subject matter of the application, the place where such application may be inspected by the public, the date when the planning director Will authorize a final administrative decision, and include the procedures to appeal an administrative decision set forth in Chapter 21 A.16 of this title. 5. Notice Of Application For TSA Development Reviews: Prior to the approval of a development review score as authorized in Section 21 A.26.078 of this title, the planning director shall provide written notice by first class mail a minimum of twelve (12) days in advance of the requested action to all abutting properties and those properties located across the street from the subject property, and to all property owners and tenants of the land subject to the application, as shown on the Salt Lake City g=eographic information system records. a. Contents Of The Mailing Notice Of Application: The notice for mailing shall generally describe the subject matter of the application, the place where such application may be inspected by the public. the date when the planning director Will authorize a final administrative decision, and include the procedures to appeal an administrative decision set forth in Chapter 21 A.16 of this title. SECTION 2. Amending the Text of Salt Lake City Code Section 21 A.12.040. That Section 21 A.12.040 of the Salt Lake Cite Code (Zoning: Administrative Interpretations: Procedures). shall be and hereby is amended to read as follows: A. Application: An application for an interpretation of this title shall be filed on a form provided by the zoning administrator and shall contain at least the following information: 1. Provisions: The specific provision or provisions of this title for which an interpretation is sought; 2. Facts: The facts of the specific situation giving rise to the request for an interpretation; 3. Interpretation: The precise interpretation claimed by the applicant to be correct: 4. Statement: When a use interpretation is sought, a statement of what use permitted under the current zoning classification of the property that the applicant claims either includes the proposed use. or is most similar- to the proposed use: and 5. Evidence: When a use interpretation is sought, documents, statements, and other evidence demonstrating that the proposed use will comply with all use limitations established for the district in which it is proposed to be located. 6. Fees: Nonrefundable fees shown on the Salt Lake City consolidated fee schedule shall accompany the application. 7. Notification To Recognized Organizations: The city shall give notification, by e-mail or other form chosen by the planning director to any recognized community organization in which the subject property is located. SECTION 3. Amending the Text of Salt Lake Ciw Code Subsection 21 A.16.030.D.2.b. That Subsection 21 A.16.030.D.2.b of the Sali Lake 0q, Code (Zoning: Appeals of Administrative Decisions: Procedure). shall be and hereby is amended to read as follows: b. The city shall give e-mail notification, or other form of notification chosen by the appeals hearing officer, a minimum of twelve (12) calendar days in advance of'the hearing to any recognized community organization in which the subject property is located. SECTION 4. Amending the Text of Salt Lake Ciiy Code Subsection 21 A.38.025.A.5. That Subsection 21 A.38.025.A.5 of the Sall Lake City Coda (Zoning: Nonconforming Uses and Noncomplying Structures: Procedures). shall be and hereby is amended to read as follows: 5. Notification To Recognized Organizations: The city shall give notification, by e-mail or other form chosen by the planning director to any recognized community organization in which the subject property is located that an administrative interpretation or determination of nonconforming use has been made. SECTION 5. Amending the Text ol'Sall Lake Citi, Code Chapter 21A.60.020. That Section 21A.60.020 of the Salt Lake City Code is amended to add the term "Outreach Events", which term shall be inserted into the list of defined terms in alphabetical order and shall read as follows: Outreach Events SECTION 6. Amending, the Text of Salt Lake City Code Chapter 21 A.62.040. That Section 21 A.62.040 of the Salt Lake City Code is amended to add a new definition of"Outreach Events which definition shall be inserted in alphabetical order- and shall read as follows: OUTREACH EVENTS: Outreach events are used to expand involvement opportunities for community members by providing a chance to ask questions and provide comments on an issue or have involvement in the decision-making process. Outreach events should encourage participation, make the public feel welcome, and provide a clear understanding of the public's role in the process. SECTION 7. Amending the Text of'Solt Lake Cih, Code Section 2.60.030. That Section 2.60.030 of the Salt Lcrke City Code (Administration and Personnel: Recognized Community Organizations: Minimum Requirements). shall be and hereby is amended to read as follows: 2.60.030: MINIMUM REQUIREMENTS: A. All community organizations seeking recognition pursuant to this chapter must comply with the following: 1. Properly register as a nonprofit corporation in good standing with the State of Utah; 2. Adopt bylaws which include the following provisions: a. A clear definition of membership; b. A policy of open participation of all persons who are members of the organization: c. A policy against discrimination, d. Attendance to meetings is open to the general public, e. Meetings will provide an opportunity for public input; 3. Revision of Bylaws. If the recognized community organization adopts changes to its bylaws, the recognized community organization shall file a copy of the amended bylaws with the Salt Lake City Recorder's Office within thirty (30) days of such changes. The changes can be filed with the recorder's off ice by any member of the executive board of the recognized community organization. 4. Organizations must hold at least one meeting of their membership each year. SECTION S. Amending the Text ol'Salt Luke City Cocle Section 2.60.050. That Section 2.60.050 of the .Sa/1 Lake Cii,v Code (Administration and Personnel: Recognized Community Organizations: Responsibilities of City), shall be and hereby is amended to read as follows: 2.60.050: RESPONSIBILITIES OF CITY: A. Education: The city shall adequately educate the public on city policy, procedures, and actions. 13. Public Engagement: Each city department shall strive to utilize best public engagement practices to educate, engage. and receive input from the public at a level that is consistent with the scope of impact of a proposal or project. C. Recognized Community Organization Notification And Response: The city will send a notice to the applicable recognized community organization chair(s) for the following types of projects: City code amendments Major changes to street capacity or travel modes Major upgrades to public facilities and structures New construction of major public facilities and structures See Title 21 A for process related to master plans. zoning map amendments, Title 21 A code amendments, and land use applications. The recognized community organization chair(s) shall have forty five (45) days to provide comments, from the date the notice was sent. A public hearing will not be held, nor will a final decision be made about the project within the forty five (45) day period. Where a project is within six hundred feet (600') of the boundaries of another recognized community oroanizationIs district. when more than one recognized organization has requested a presentation of the matter, when the subject property is located west of 2200 West, or when the project is a text amendment to the city code, the city will schedule the item for an open house and notify the public, including those recognized community organizations who may be affected by the project or who have specifically requested notification of the public open house. D. Notice Procedures: The city departments shall develop policies and procedures to show how they will provide notice and early participation opportunities for pending major city actions. These include, but are not limited to, public meetings. development projects. planning activities. and grant and funding opportunities, which may have a significant impact on the membership of a registered community organization. Notice shall be given to affected conununity based organizations in a timely manner, including information on the time frame for a response. E. Reregistration Notification: The recorder's office shall notify each registered community organization of pending requirement for reregistration by December 31 of each year. F. List Of Organizations: In an effort to notify the public about the existence of recognized community based organizations and encourage participation in these organizations, at least once a year the city shall make a reasonable attempt to provide a list of all recognized community based organizations and their contact information to all residents, property owners, business owners, schools and nonprofit agencies in Salt Lake City. SECTION 9. Amending the Text of Salt Lake Cill, Code Section 2.60.060. That Section 2.60.060 of the Salt Lake Cill, Code (Administration and Personnel: Recognized Community Organizations: Responsibilities of Community Organizations), shall be and hereby is amended to read as follows: 2.60.060: RESPONSIBILITIES OF COMMUNITY ORGANIZATIONS: Each reco(;,nized community organization shall: A. Renew registration with the city recorder's office on an annual basis. B. Establish orderly and democratic means for forming representative public input through civil and respectful dialogue. C. Establish and follow a clear method for reporting to the city actions that accurately reflect their position. Include the means by which a recommendation or decision was reached, how manv members were involved and what the outcome was. D. By interaction with its members, residents, and the city. foster open and respectful communication between the recognized community organization and representatives of city departments on plans, proposals and activities affecting the interests of the recognized community organization. SECTION 10. Amending the Text of Salt Lake City Code Chapter 20.04. That Chapter 20.04 of the Salt Lake City Code is amended to add a new section 20.04.130, which shall be inserted in numerical order and shall read as follows: 20A.04.130 AMENDMENTS TO THIS TITLE: The process to amend this title shall follow the process outlined in Chapter 21 A.50 and include early notification requirements found in Chapter 21A.10. SECTION 11. Amending the Text of Salt Lake Cite, Code Section 20.36.010. That Section 20.36.010 of the Sall Lake 01j, Coda (Subdivisions and Condominiums: Noticing Requirements: Required Noticing for Planning Director Decision on Preliminary Plat Applications), shall be and hereby is amended to read as follows: 20.36.010: REQUIRED NOTICING FOR PLANNING DIRECTOR DECISION ON PRELIMINARY PLAT APPLICATIONS: When the review' process involves a preliminary decision by the planning director the application shall be noticed as follows: A. Subdivisions: 1. Mailing: Written notice of subdivision application shall be provided by first class mail a minimum of twelve (12) calendar days in advance of the pending decision to all owners and tenants of the land subject to the application, and all abutting property owners, as shown on the Salt Lake City geographic information system records. 2. Posting: Notice by sign, in accordance with Section 20.36.030 of this chapter, shall also be posted on the property at least ten (10) days prior to the scheduled administrative decision. 13. Subdivision amendments not involving vacating or altering a public street, right of way, or easement: I. Mailing: Written notice of subdivision application shall be provided by first class mail a minimum of twelve (12) calendar days in advance of the pending decision to all property owners or tenants, as shown on the city's computerized geographic information system, of land contained in the entire original or previously amended subdivision plat and all property owners whose property abuts the land being amended and is located outside of the subject subdivision. 2. Posting: Notice by sign, in accordance with Section 20.36.030 of this chapter, shall also be posted on the property at least ten (10) days prior to the scheduled administrative decision. SECTION 12. Amending the Text of Snh Lake ('ill, Code Section 20.36.020. That Section 20.36.020 of the Salt Lake City Coda (Subdivisions and Condominiums: Noticing Requirements: Notice Required for Public Ilearing), shall be and hereby is amended to read as follows: 20.36.020: REQUIRED NOTICING FOR PUBLIC I TEARING: When the review process involves a public hearing, the application and hearing shall be noticed as follows: A. Subdivisions: Excluding subdivision amendments involving a public street. right of way, or easement, which have different noticing requirements as specified in Subsection B of this section, whenever a public hearing with the planning commission is required for preliminary plat decision, the folloxwing public noticing is required: l. Mailing: Notice by first class mail shall be provided a minimum of twelve (12) calendar days in advance of the public hearing, to all abutting property owners of the subject land, as shown on the Salt Lake City geographic information system records. 2. Posting: The land subject to an application shall be posted by the city with a sign. in accordance with Section 20.36.030 of this chapter, giving notice of the public hearing a minimum of ten (10) calendar days in advance of the public hearing. B. Subdivision amendments involving vacating or altering a public street, right of way, or casement: 1. Mailing And Publishing: Notice of the public hearing shall be provided in the following manner at least twelve (12) days before the hearing: a. Mailed to the record owner of each parcel that is accessed by the subject portion of public street, right of-way, or easement; b. Mailed to each affected entity; C. Published in a newspaper of'general circulation in the municipality in which the ]and subject to the petition is located; and d. Published on the Utah public notice website created in Section 6317-1-701 of the Utah Code. 2. Posting: The land subject to an application shall be posted by the city with a sign, in accordance with Section 20.36.030 of this chapter, giving notice of the public hearinL7 a minimum often (10) calendar days in advance of the public hearing. 3. Notification Public Engagement: The city shall give notification in accordance with Section 21 A.10.015. SECTION 13. Amending the "Next of Sall Luke Ciw Code Section 20.36.040. That Section 20.36.040 ofthe Sall Luke Cih, Cocle (Subdivisions and Condominiums: Noticing Requirements: Notification to Recognized Organizations), shall be struck from the code. SECTION 14. Effective Date. This ordinance shall become effective on the date of-its first publication. Passed by the City Council of Salt Lake City. Utah, this day of , 201. CHAIRPERSON ATTEST AND COUNTERSIGN: CITY RECORDER Transmitted to Mayor on Mayor's Action: Approved.. Vetoed. MAYOR (,I I 1' RECORDER APPROVED AS TO FORM Salt Lake City Attomey's Office �i/ Date: Bill No. of 201 . Published: B�: \I I i son Parks,Assistant Ciry Attorney TABLE OF CONTENTS 1. PROJECT CHRONOLOGY 2. NOTICE OF CITY COUNCIL HEARING 3. PLANNING COMMISSION a. MAY 24, 2017 PUBLIC HEARING i. AGENDA AND MINUTES ii. HEARING NOTICE iii. STAFF REPORT b. NOVEMBER 12, 2018 BRIEFING i. AGENDA AND MINUTES ii. MEMO c. JANUARY 23, 2019 PUBLIC HEARING i. AGENDA AND MINTUES ii. HEARING NOTICE iii. STAFF REPORT iv. PUBLIC COMMENTS NOT WITHIN STAFF REPORT 4. ORIGINAL PETITION 1. PROJECT CHRONOLOGY PROJECT CHRONOLOGY Petition: PLNPCM2016-00600 March 2016 Mayor Biskupski requested the Planning Division work on Streamlining various aspects of the planning process. Improvements to early engagement was identified as part of the streamlining project March 21, 2016 Met with members of the Mayor's Office, CAN and Attorney's Office about the purpose of the proposed changes and direction to work on templates for notices and how to make internal improvements/more user friendly, effective, etc. April 7, 2016 Met with Mayor's Communication Staff about noticing requirement to meet ADA requirements and make noticing more effective April 19, 2016 City Council enacted Legislative Intent item to review changes to the Recognition Ordinance July 19, 2016 Sent memo identifying proposal, to Jennifer Seelig, Mayor's Director of Community Relations and Mike Reberg, CAN Director, to obtain direction on the proposal to improve participation August 15, 2016 Met with Jennifer Seelig Mayor's Director of Community Relations and Mike Reberg, CAN Director, to obtain direction on the project. September 12, 2016 Sent proposed draft to Departments for Input October 11, 2016 Topic for Open City Hall October 13, 2016 Open House held at City Hall. Seven people attended November 10, 2016 Presented information to the Salt Lake Community Network January 19, 2017 Open House held at Unity Center. No one attended January 24, 2017 Met with former applicants to obtain their input on the issues relating to the early engagement process February 28 & Conducted an on-line survey of executive board member of &March 13, 2017 Recognized Organizations. 53 of 96 invitees participated(55%) April 11, 2017 Posted results of the survey and proposed ordinance draft changes to the website. April 13,2017 Presented information of the proposed ordinance changes and the survey results to the Salt Lake Community Network April 18, 2017 Sent survey results and draft ordinance survey participants, former applicants and other interested parties April 24, 2017 Sent email to Open City Hall participants about the draft ordinance status and to invite them to the May 18, 2017 Open House May 11, 2017 Sent notice of Planning Commission public hearing to participants in process, listserve (including Recognized Community Organizations), former applicants, and posted on the City and State's websites May 13, 2017 Published Planning Commission public hearing notice in newspaper May 18, 2017 Held Open House at the Unity Center. Eight people attended the open house May 24, 2017 Planning Commission held a public hearing and tabled the item for additional information July 3, 2018 Email sent to those on the early notification email list and recognized community organizations inviting them at attend the July 19, 2018 Open House July 12, 2018 Email sent to early notification email list and recognized organizations. Email included links to Open House materials July 19, 2018 Held Open House at the Salt Lake City and County Building. Five people attended the Open House August 9, 2018 Staff presented proposed changes to the Salt Lake Community Network October 25, 2018 Sent proposed draft to Departments for input November 14, 2018 Staff briefed the Planning Commission on the proposed changes January 10, 2019 Email sent to early notification email list and recognized organizations informing them of the public hearing on January 23, 2019. Notice of Planning Commission hearing posted on City and State's websites January 12, 2019 Published Planning Commission public hearing notice in newspaper January 23, 2019 Planning Commission held a public meeting and unanimously forwarded a positive recommendation to City Council 2. NOTICE OF CITY COUNCIL HEARING NOTICE OF PUBLIC HEARING The Salt Lake City Council is considering Petition PLNPCM2016-00300 Early Notification Text Amendment- A request by Mayor Biskupski and the Salt Lake City Council relating to proposed changes to the regulations and processes relating to early notification of the public and recognized community organizations. The purpose of the proposed changes is to clarify the language in the ordinance as well as increase awareness and participation by the public while affording a timely review process for applicants and projects. The proposed regulation changes will affect various sections of the City Code including Section 2.60, Recognized Community Organizations, Title 20, Subdivisions and Title 21A, Zoning Ordinance. Related provisions of the City Code may also be amended as part of this petition. As part of its study, the City Council is holding an advertised public hearing to receive comments regarding the petition. During this hearing, anyone desiring to address the City Council concerning this issue will be given an opportunity to speak. The hearing will be held: DATE: TIME: 7:00 p.m. PLACE: Room 315 City& County Building 451 South State Street Salt Lake City, Utah If you have any questions relating to this proposal or would like to review the file,please call John Anderson at 801-535-7214 between the hours of 8:00 a.m. and 5:00 p.m., Monday through Friday or via e-mail at john.andersonkslcgov.com The City& County Building is an accessible facility. People with disabilities may make requests for reasonable accommodation, which may include alternate formats, interpreters, and other auxiliary aids and services. Please make requests at least two business days in advance. To make a request, please contact the City Council Office at council.comments(cr�,slcgov.com , 801-535- 7600, or relay service 711. 3a. PLANNING COMMISSION PUBLIC HEARING — MAY 24, 2017 i. AGENDA AND MINUTES AMENDED SALT LAKE CITY PLANNING COMMISSION MEETING AGENDA In Room 326 of the City & County Building 451 South State Street Wednesday, May 24, 2017, at 5:30 p.m. (The order of the items may change at the Commission's discretion) FIELD TRIP -The field trip is scheduled to leave at 2:00 p.m. The Commission will be visiting the Northwest Quadrant. DINNER - Dinner will be served to the Planning Commissioners and Staff at 5:00 p.m. in Room 118 of the City and County Building. During the dinner break, the Planning Commission may receive training on city planning related topics, including the role and function of the Planning Commission. PLANNING COMMISSION MEETING WILL BEGIN AT 5:30 PM IN ROOM 326 APPROVAL OF MINUTES FOR MAY 10, 2017 REPORT OF THE CHAIR AND VICE CHAIR REPORT OF THE DIRECTOR PUBLIC HEARINGS 1. Rezone and Master Plan Amendment at approximately 416 East 500 South - James Alfandre, representing property owner Protean Properties, is requesting that the City amend the zoning map and associated future land use map of the Central Community Master Plan for the property located at the above listed address. The applicant's intent is to provide flexibility to make future changes to the property including the ability to add or create a retail component and add residential density. No specific site development proposal has been submitted at this time. This project requires both a Zoning Map and Master Plan Amendment. The property is located within Council District 4, represented by Derek Kitchen. (Staff contact: David J. Gellner at (801)535-6107 or david.gellner@slcgov.com) a. Master Plan Amendment-The associated future land use map in the Central Community Master Plan currently designates the property as "Residential/Office Mixed Use". The petitioner is requesting to amend the future land use map for the parcel to "High Mixed Use". Case number: PLNPCM2017-00185 b. Zoning Map Amendment-The property is currently zone RO - Residential Office. The petitioner is requesting to amend the zoning map designation of the property to R-MU — Residential/Mixed Use. Case number: PLNPCM2017-00184 (Legislative Matter) 2. Early Notification Text Amendments - Salt Lake City is reviewing proposed changes to the regulations and processes relating to early notification of the public and recognized community organizations. The purpose of the proposed changes is to clarify the language in the ordinance as well as increase awareness and participation by the public while affording a timely review process for applicants and projects. The proposed regulation changes will affect various sections of the City Code including Section 2.60, Recognized Community Organizations, Title 20, Subdivisions and Title 21A, Zoning Ordinance. Related provisions of the City Code may also be amended as part of this petition. (Staff contact: Cheri Coffey at(801) 535-6188 orcheri.coffey@slcgov.com). Case number: PLNPCM2016-00300 (Legislative Matter) 3. Northwest Quadrant Zoning Amendments - Salt Lake City Council is requesting to develop zoning regulations for the Northwest Quadrant that would help implement the vision and goals of the Northwest Quadrant Master Plan. The proposed amendments will include the creation of the Northwest Quadrant Overlay to address the development area, natural area, and buffer areas, changes to the Lowland Conservancy Overlay, and changes to other related sections of the ordinance. Most of the changes will impact the area north of 1-80 and west of the Salt Lake International Airport. (Staff contact: Tracy Tran at (801)535-7645 or tracy.tran@slcgov.com) Case number PLNPCM2016-00724. (Legislative Matter) Work Session 4. Sugar House Planned Development and Conditional Building and Site Design Review at approximately 2290 S 1300 East- David Dixon, representing the property owner Sugar House Property, LLC is requesting Planned Development and Conditional Building and Site Design Review approval to develop two office buildings with an associated parking structure, and a multi-family residential building with ground floor retail. The development must be reviewed as a Planned Development as two of the buildings will not have frontage on a public street. Other zoning requirements may be modified through the Planned Development process. The development also must be reviewed through Conditional Building and Site Design Review as the process is required for buildings that exceed 50 feet in height in the associated zone. Currently the land is occupied by a parking lot and vacant retail store. The subject property is located in the Sugar House Business District-1 (CBSD1) zoning district and is within Council District 7, represented by Lisa Adams. (Staff contact: Daniel Echeverria at (801)535-7165 or daniel.echeverria(a)_slcgov.com.) Case numbers PLNSUB2017-00298 and PLNPCM2017-00300 5. Revisions to the Conditional Building and Site Design Review Program -The Salt Lake City Council has requested a zoning text amendment that clarifies the intent and eases administration of the Conditional Building and Site Design Review (CBSDR) process (Chapter 21A.59) of the Salt Lake City Code. Proposed changes include alignment of the purpose statement(21 A.59.010)with citywide livability goals, clarifications to the authority (21A.59.020) section that more clearly determine administrative versus Planning Commission approvals, and replacement of the design standards in favor of design guidelines that define objectives and provide flexibility. Related future text amendments include changing Planned Development requirements in the GMU District (21A.31 Gateway Mixed Use)to Design Review and elimination of landscape requirements for additional height in the CG District (21A.26.070 General Commercial). Related provisions of Title 21A-Zoning may also be amended as part of this petition. (Staff Contact: Molly Robinson (801)535-7261 or molly.robinson@slcgov.com) Case number PLNPCM2016- 00615 The files for the above items are available in the Planning Division offices, room 406 of the City and County Building. Please contact the staff planner for information, Visit the Planning Division's website at www.slcgov.com/planning for copies of the Planning Commission agendas, staff reports, and minutes. Staff Reports will be posted the Friday prior to the meeting and minutes will be posted two days after they are ratified, which usually occurs at the next regularly scheduled meeting of the Planning Commission. Planning Commission Meetings may be watched live on SLCTV Channel 17; past meetings are recorded and archived, and may be viewed at www.slctv.com. The City & County Building is an accessible facility. People with disabilities may make requests for reasonable accommodation, which may include alternate formats, interpreters, and other auxiliary aids and services. Please make requests at least two business days in advance. To make a request, please contact the Planning Office at 801-535-7757, or relay service 711. SALT LAKE CITY PLANNING COMMISSION MEETING City & County Building 451 South State Street, Room 326, Salt Lake City, Utah Wednesday, May 24, 2017 A roll is being kept of all who attended the Planning Commission Meeting. The meeting was called to order at 5:31:34 PM. Audio recordings of the Planning Commission meetings are retained for a period of time. Present for the Planning Commission meeting were: Chairperson Matt Lyon, Vice Chairperson Carolynn Hoskins; Commissioners Sara Urquhart, Ivis Garcia, Brenda Scheer, Weston Clark and Andres Paredes. Commissioners Maurine Bachman, Emily Drown and Clark Ruttinger were excused. Planning Staff members present at the meeting were Nick Norris, Planning Director; Cheri Coffey, Assistant Planning Director; Wayne Mills, Planning Manager; Daniel Echeverria, Senior Planner; David Gellner, Principal Planner; Molly Robinson, Urban Planner; Tracy Tran. Principal Planner; Michelle Poland Administrative Secretary and Paul Nielson, Senior City Attorney. Field Trip A field trip was held prior to the work session. Planning Commissioners present were: Sara Urquhart, Ivis Garcia, Weston Clark and Brenda Scheer. Staff members in attendance were Nick Norris, Michaela Oktay, Wayne Mills, David Gellner and Tracy Tran. • Northwest Quadrant — Staff and the property owners gave an overview of the area. • 416 East 500 South - Staff gave an overview of the proposal. APPROVAL OF THE MAY 10, 2017, MEETING MINUTES. 5:31:42 PM MOTION 5:32:04 PM Commissioner Clark moved to approve the May 10, 2017, meeting minutes. Commissioner Hoskins seconded the motion. Commissioners Hoskins, Scheer, and Clark voted "aye". Commissioner Urquhart and Garcia abstained from voting as they were not present at the subject meeting. The motion passed unanimously. REPORT OF THE CHAIR AND VICE CHAIR 5:32:39 PM Chairperson Matt Lyon stated he had nothing to report. Vice Chairperson Carolynn Hoskins stated she had nothing to report. REPORT OF THE DIRECTOR 5:32:38 PM Mr. Nick Norris, Planning Director, reviewed the zoning items the City Council held hearings on and the upcoming projects the Council would be reviewing. He reviewed Salt Lake City Planning Commission May 24, 2017 Page 1 • The zoning and height limits on 400 South and if the proposal was keeping with the development pattern. • If the proposal would be setting a precedent for the area. • The parking requirements for the proposed zoning. • The setbacks for the proposal and the existing zoning. • If conditions could be added to the approval requesting the setbacks and character defining features remain. • The items the Commission could approve under a Planned Development and the approval process. • If the entire area should be rezoned as a whole and what the process would be for a rezone of that size. The Commission discussed and stated the following: • The property should not be rezoned just to allow a developer to make more money. • Should not deviate from the Master Plan unless there was a compelling reason to do so. • The proposal would be out of character for the area. MOTION 6:11:37 PM Commissioner Scheer stated regarding PLNPCM2017-00184 and PLNPCM2017 00185, 416 East 500 South Zoning Map and Master Plan Amendment, based on the findings and analysis in the Staff Report, testimony, and discussion at the public hearing, she moved that the Planning Commission recommend that the City Council deny the proposed Zoning Map and Master Plan Amendments, proposed zone change from the RO (Residential/Office) zoning district to the R-MU (Residential/Mixed Use) zoning district and corresponding Master Plan Amendment. Commissioner Clark seconded the motion. Commissioners Hoskins, Scheer, Clark and Lyon voted "aye". Commissioner Garcia, Urquhart, and Paredes voted "nay". The motion passed 4-3. 6:13:32 PM Early Notification Text Amendments - Salt Lake City is reviewing proposed changes to the regulations and processes relating to early notification of the public and recognized community organizations. The purpose of the proposed changes is to clarify the language in the ordinance as well as increase awareness and participation by the public while affording a timely review process for applicants and projects. The proposed regulation changes will affect various sections of the City Code including Section 2.60, Recognized Community Organizations, Title 20, Subdivisions and Title 21A, Zoning Ordinance. Related provisions of the City Code may also be amended as part of this petition. (Staff contact: Cheri Coffey at (801)535-6188 or cheri.coffey@slcgov.com). Case number: PLNPCM2016-00300 (Legislative Matter) Ms. Cheri Coffey, Assistant Planning Director, reviewed the petition as presented in the Staff Report (located in the case file). She stated Staff recommended that the Planning Salt Lake City Planning Commission May 24, 2017 Page 3 Commission forward a favorable recommendation to the City Council regarding the proposal. The Commission and Staff discussed the following: • Who would determine what type of public outreach activities would be done for a proposal. • If a proposal located within multiple Community Council districts should go to all Community Councils affected by the proposal or have and Open House. • When the notification signs were posted on properties. PUBLIC HEARING 6:39:46 PM Chairperson Lyon opened the Public Hearing. The following individuals spoke to the petition: Ms. Victoria Collard, Mr. Dave Alderman, Mr. Jeff Salt, Ms. Cindy Cromer and Mr. Jim Webster. The following comments were made: • Petitions for variances, Special Exceptions, developments that occupy twenty five percent of a given block face and subdivisions should be brought to the Community Council and have early notification. • Community Council meetings are a means to engage the community and offer the community an opportunity to discuss issues as a group. • Community Councils should be the one to decide how information is presented to the community not the Staff. • Ensure the public comment period is not reduced from what is currently in the ordinance. • If timing was so important, the development should be built to meet the code. • It was important to keep the public input in play. • Community Council meeting schedules were more routine and accessible than the Open Houses held by the City. • Table the petition and allow further review of the amendments as they do not accomplish the goals of the city. • Public input increased with a controversial topic or an expensive development. • Needed to allow more time for people to gather information on proposals before they are presented to the decision makers. • The time the applicant was given to speak at a meeting, versus the time the public was given to speak was not equal and the public engagement process allowed for more meaningful discussions. • The City should not delegate its responsibility to community organizations. • The City should establish an effective baseline. • Staff needed to provide the relative information on the ordinance as part of the Staff Report. • It was wrong to hold up a development because a Community Council Chair chose not to respond. Salt Lake City Planning Commission May 24, 2017 Page 4 • There was very limited accountability of the City departments to enforce the Master Plans. • The rules needed to apply to everyone across the board. Chairperson Lyon closed the Public Hearing. The Commission and Staff discussed the following: • Proposals that are and are not presented to the Community Councils and the reasoning. • Trainings for the Community Councils would be a benefit. • It was hard for some Community Councils to get their constituents to attend meetings. • The option to use Community Learning Centers for outreach. • Include more specifics of what the public activities are. • The process of forwarding the proposal or tabling it for further review. • The history behind the 45 day period and the timeline for a proposal. • The varying ways to engage with a project was confusing for the public. • Make sure Staff was involved in the process at all times. • The ordinance was not proposing to turn Open Houses over to the Community Councils. • The developer has the right to a timely process. • If a Community Council did not respond the proposal should move ahead. • Need a definition of what constituted a comment and how those comments were recorded. • The best way to notify people of public meetings, where to hold them and the quality of responses. • Need a definition of public activity. • The benefit of the proposed language allowing a public hearing to be held within the forty five days. • Idea of looking at this from a general public engagement standpoint and not just specifically about how to engage recognized organizations. MOTION 7:36:01 PM Commissioner Clark stated regarding PLNPCM2016-00300, Early Engagement Text Amendment, based on the findings and analysis in the Staff Report, testimony, and discussion at the public hearing, he moved that the Planning Commission table the matter, request Staff to return to the Commission with the information as discussed and to reopen the Public Hearing. Commissioner Urquhart seconded the motion. Commissioners Hoskins, Urquhart, Garcia, Scheer, Clark and Paredes voted "aye". The motion passed unanimously. Commissioner Paredes left for the evening 7:37:01 PM 7:37:11 PM Salt Lake City Planning Commission May 24, 2017 Page 5 3a. PLANNING COMMISSION PUBLIC HEARING — MAY 24, 2017 ii. HEARING NOTICE 4770 S.5600 W. walla.of PUM WEST VALLEY CITY,UTAH 84118 Deseret News on Wednesday, on 24, d a public the Salt lake Cwy FED.TAX I.D.#87-0217663 Sider np king ecor lent hololio b theCoating ci aal- 801-204-6910 ceding�follow trans to hero City CaxxN re• r 1.Rewar 6 Mallet SCUM PROOF OF PUBLICATION CUSTOMERS COPY _ s�nq property owner Prolebn Propertles,Is request- CUSTOMER NAME AND ADDRESS ACCOUNT NUMBER t�pfp that�City orriend no:any�"""" °Oft associated hrlute land use map of the Central Plan for the props locbtea at was above Ilsbd od- dms- The app s keMrt is to provide flexibility PLANNING DIVISION, 9001394298 a 1"r�y,to odd w creo�a mail isir"changes to 0he cmpowd a i°ae restdnAcol density. W ipocffk she dewbpnent Pro- posal has been submillithild al this time.This oiled to. res both a Zaniq Map an Mower Plan Mow Plan PO BOX 145480 pwalp"a located within CouncH District 4•repr° DATE of d by Derek Ki►tm4Slaff a vftc Dovld J.Gelirr c, 801 t335-6107 or davkL 6�rf�slc .mmt SALT LAKE CITY UT 84114 a Plhe ce nt�d � � hotly use map in Rw Cernlrol Corrnertwy Master►tan arrarMh 5/1 5120 1 7 the property CS'Residrelol;'Office Mixed dt M petMfpyr Is reg MslYg afne/d RM future land use lop/or_R,. Tos b'Hi Mlxad life'.Case ACCOUNT NAME nr�PIJMPaA1D The pm r Is currently zone RO—Re•.idemlal Offwe.The petitioner is dem al•Mixed Use. request- to - aa zoning map designation of R»Prop- PLANNING DIVISION, e�. M )Can nutrber � RU�e4 TELEPHONE ORDER N / INVOICE NUMBER ?•� tlo�crt"o'n Text Anwnbnrtfs• salt Lake City n revlew;ng propo <t:rnx e to woo mWialions and processes reat,,g -, er:o, notification of tit public �nd purpose 801 5357759 0001152038 / mefCppO�'roposeadiailgelj's roa'_ia fyy this laft languaa the ord'rnanCe as well as increase awareness and par- ticipationPUBLICATION SCI IEDULE ce or appppuw s anlic d while cY�fs.The affording proopposely d ro�g ulation changes will affect various"tors of the City START 05/13/2017 END 05/13/2017 code Itions,Ti section 2.60, Aston and TitlCore 21A, Or- START tie 20,Subdlvlsbns and Tllle?lA,Zan- in?Ordinance.Related provaiom of the City Code may CUSTOMER RF,FERENCf.NUMBER toct be utnendedCoffe of par'of mh petition o gaff con- tact:Chan Coffey of (801) 535-6188 a rl. (Log. sa'�Ic ,A=,cite xmlxr PWUA2016 00300(VD PH - 5/24/17 i4mf*fie Qumk Zoning b —Solt Lake C Council iil s requesting to develop zooat �p reyulbllarn CAPTION Rise rvisionn and egool�Rroie nioorrthw OAant�steter Plan. The proposed anwxilwnts will WWII RIO neo- tion of the Nor'Rwest Ouodrom Overlay to oddrm the Notice of Public Hearing On Wednesday. May 24. 2017. the Salt Lake City Planning Comi area.Lowland' °'Ca°r� rrvaa�s'yd *l`a��r'J t>llml0ee to other related seculars or Rre or't�fOtf�• 'MtM of the well impact the area north of 1-80 S I Z L and west of R+e Soh lake lntertrotblwl Al"".(Staff aontoct:Tr Tran at f801)535.7645 or fracy.hrore 78 LINES 2 COLUMN(S) ° ,sc nnber 10IrrOA2016 oms4• TIMES TOTAL COST of 0 lica hear ng will begin 4 1 s pm M roan 326 of the Q1y County duitdnq. 451 oath stars SMe1, saw lake CaY,JT. 3 267.08 The City a Canty Binding is on 000essrble facility. People with disabilities may molar requests far reason- able ocown iodo/kn,which may include atMrnan fw- mols inerpra M and other"Worry bids bract sere• jCM Phase make requests at least two butihess daysIn AFFIDAVIT OF PUBLICATION adMmice To make a pleow contact She ron- /rilq Office of 801-s35-TJSf.or relay nrvlw UPAW AS NEWSPAPER AGENCY COMPANY. LLC dba UTAH MEDIA GROUP LEGAL BOOKER, I CERTIFY THAT THE ATIA%AIED ADVERTISEMENT OF Notice of Public Hearing On Wednesday. May 24, 2017, the Salt Lake City Planning Commission will hold a uublic hearing to consider making recommendations to th FOR PLANNING DIVISION, WAS PUBLISHED BY THE NEWSPAPER AGENCY COMPANY, LLC dba UTAII MEDIA GROUP. AGENT FOR DESERET NEWS AND THE SALT LAKE TRIBUNE, DAILY NEWSPAPERS PRINTED IN THE ENGLISH LANGUAGE WITH GENERAL CIRCULATION IN UTAH, AND PUBLISHED IN SALT LAKE CITY, SALT LAKE COUNTY IN THE STATE OF UTAH.NOTICE IS ALSO POSTED ON UTAHLEGALS.COM ON THE SAME DAY AS THE FIRST NEWSPAPER PUBLICATION DATE AND REMAINS ON UTAHLEGALS.COM INDEFINATELY.COMPLIES WITH UTAH DIGITAL SIGNATURE ACT UTAH CODE 46-2-101;46-3-104. PUBLISHED ON Start 05/13/2017 End 05/13/2017 5/15/2017 A�Iifikd DATE SIGNATURE STATE OF UTAH ) COUNTY OF SALT LAKE 1 SUBSCRIBED AND SWORN TO BEFORE ME ON THIS 15TH DAY OF MAY IN THE YEAR 2017 BY ANN DARTNELL . MARK FULTZ 4 NOTARY PUBLIC•STATE OF UTAH / + My Comm.Exp.05I1812p19 NOTARY PUBLIC SIGNATURE Commission # 682975 3a. PLANNING COMMISSION PUBLIC HEARING — MAY 24, 2017 iii. STAFF REPORT r -s -- - aff Repor PLANNING DIVISION } = DEPARTMENT of COMMUNITY and NEIGHBORHOODS To: Salt Lake City Planning Commission From: Cheri Coffey,AICP (801-535-6188);cheri.coffey@slcgov.com Date: May 24, 2017 Re: PLNPCM2016-00300 Early Notification Code Amendments APPLICABILITY: City-wide REQUEST: The City Council and Mayor have initiated this petition to clarify the provisions to City regulations relating to early notification of the public about various types of projects. Most of the proposed changes relate to amendments of Section 2.6o of the City Code(Recognized Community Organization Ordinance)but there are also some proposed changes to the Subdivision and Zoning Ordinances. The Mayor and City Council are requesting that the ordinance be reviewed and revised to encourage increased awareness and participation by the public of various types of projects the City works on while still affording a timely review process for applicants. RECOMMENDATION: Based on the information in this staff report and the factors to consider for zoning amendments,Planning Staff recommends that the Planning Commission forward a positive recommendation to the City Council regarding this proposal. ATTACHMENTS: A. Proposed Ordinance Language B. Analysis of factors C. Public Process and Comments D. Department Input E. Original Petition PROJECT DESCRIPTION: In order to clarify the process and regulations,three parts of the City Code are proposed for amendments. However,only the Zoning Ordinance lists standards for text amendments(to the Zoning Ordinance). There are no standards relating to amendments to other sections of the City Code. In addition,both City Code and State Law require that before the City Council makes changes SALT LAKE CITY CORPORATION 451 SOUTH STATE STREET,ROOM 406 WWW.SLCGOV.COM PO BOX 145480 SALT LAKE CITY,UT 84114-5480 TEL 801-5357757 FAX 801535-6174 to the Zoning Ordinance,the Planning Commission holds a public hearing and makes a recommendation on the matter. The other amendments to City Code are not required to first obtain Planning Commission recommendation. However,because the proposed amendments have some specific connection to types of applications that the Planning Commission reviews,and relate to the planning process,the Planning Staff is requesting that the Planning Commission review and make recommendation on all of the proposed amendments for this project. BACKGROUND: Salt Lake City strives to utilize best public engagement practices to educate,engage and receive input from the public at a level that is consistent with the scope of impact of a proposal or project. The City adopted rules to provide early notification to Recognized Community Organizations(including community councils)about specific types of projects within the City. The Recognized Community Organization ordinance was initially adopted in 1990 and has been updated as recently as 2013. In the recent past,it has become clear that the way the rules are written in the ordinance may be confusing. In addition to clarifying the rules,other rules may be appropriate to ensure the intent of the early engagement process is being met and that various forms of effective engagement are considered. Section 2.6o of the City Code is called the Recognized Community Organization Ordinance or"Recognition Ordinance." The recognition ordinance identifies what an organization needs to do in order to be"recognized"by the City to be considered in the early notification requirements of the ordinance. This includes things like,registering as a non-profit with the State,adopting bylaws that ensure open participation and non-discrimination,abiding by the open meetings laws,etc.,and registering as such each year with the City. The Recognized Community Organization Ordinance also identifies the City's responsibilities to these organizations relating to education of City rules and processes,striving for effective public engagement and notification of certain types of projects early in the review process. This ordinance includes a list of application types that the City agrees to notify the recognized community organizations about prior to the City making a final decision. The City is obligated to have a balanced approach to the review of applications. Allowing for early notification and public input on projects that may impact an area is important. The information received through public engagement is used to help analyze whether the project meets the applicable standards in City Code. On the other hand,it is important that the applicant has a predictable and timely review process. Therefore,considering effective and efficient ways of obtaining public input is important. The proposed changes are an attempt to balance the public interest with the private property/applicant interests. In an effort to better understand all sides of the issue,the Planning Division sought various ways to gather public input to help identify the issues and address them. Some of that information has been used to help formulate the proposed changes to City Code. Other information is included in this report to identify some of the conflicting interests that the public and property owners/applicants raised. KEY ISSUES: The key issues listed below have been identified through the analysis of the project,public input and department input/review. The public input consists of general public input gathered through Open Houses,meetings,Open City Hall and website/email input. There is also specific input that is from •Page 2 PLNPCM2016-00300 Early Engagement/Changes to Recognition Ordinance a focus group of former applicants and a survey of executive board members of Recognized Community Organizations. i. What is the purpose of public engagement? What is the City trying to accomplish through this process? The City Code does not specifically note what the purpose of early engagement is or what the City is trying to accomplish through this process. The recognition ordinance states that "each city department shall strive to utilize best public engagement practices to educate, engage and receive input from the public at a level that is consistent with the scope of impact of a proposal or project"(2.6o.050),but does not state why. The City Council Joint Resolution of 62 of 2009 (Salt Lake City's Policy on Open Government),includes the following statements An open government listens to all the people affected by its actions.No person or group affected by the City's actions has a greater right to be heard than anyone else. An open government provides people with an opportunity to share their views and provide input early in the decision making process, at a time when the input can shape the decision.Actively seek out and provide for opportunities where broad stakeholder participation is available early in the process to complement the work of City employees. Plan Salt Lake, 2015 provides policy direction on why it is important to engage the public in civic matters We understand that collaboration leads to effective, efficient and innovative solutions. It is the role and responsibility of government to reflect and incorporate the interests, needs and desires of the public. At Salt Lake City, we strive to actively educate and engage the public in the civic process. Engagement is encouraged, celebrated and offered through a wide variety of channels from community councils and City commissions to innovative public outreach efforts like Open City Hall. In order to clarify the purpose of the early engagement process in the City Code, staff has included a purpose statement in the recognition ordinance. A purpose statement can help clarify what the process for early engagement should be. The proposed purpose statement includes the following language `The purpose of the early notification process is to inform the public of the project and the decision making process and provide information on how to obtain more information or provide comments on the project." 2. What is an effective way to accomplish the purpose of public engagement? There are several ways to inform and engage the public. As identified in the existing code language,it varies depending on the scope of impact of a proposal or project. When the recognition ordinance was first adopted in 199o,meetings were probably one of the few •Page 3 PLNPCM2016-00300 Early Engagement/Changes to Recognition Ordinance options for informing the public about a project and receiving input. However,with a more diverse population and various technological advances,today meetings are one way of disseminating information and obtaining feedback but are not the only way nor in some cases the most effective way of meeting this goal. The City has various means of informing the public of projects and how they can provide input. From Open City Hall to mailed notices and public hearings,those who are interested in a project and are notified about it,often contact the City directly for more information or to provide input. For example,when mailed notices are sent to owners of property within 300 feet of a project,those property owners will often contact the City Staff requesting more information or clarification. Once City Staff has talked with the person,typically their questions are answered to their satisfaction and their concerns or fears are alleviated. Regardless of the type of engagement activity,those projects that are controversial or larger in scale typically will have more people engaged in the public input process. Most City Departments have relied on the following statement in the existing recognition ordinance to determine what types of engagement to use for various types of projects. Each city department shall strive to utilize best public engagement practices to educate, engage, and receive input from the public at a level that is consistent with the scope of impact of a proposal or project. This allows the City Staff to identify specific engagement activities for the project that are most likely to be effective. For example, open houses for master plan projects or dog parks can draw hundreds of people,whereas,open houses for cell towers or alcohol establishments downtown are not likely to draw anyone. However, notifying owners of property near the proposed cell tower or alcohol establishment, may result in those people contacting the City for more information or to provide input. With the current recognition ordinance,certain types of applications must include an engagement process that either requires a presentation at a community council meeting or at an open house. In addition,the current language of the Recognition Ordnance precludes a public hearing from taking place until after the 45 day timeframe. The ability for a decision making body to hold a public hearing early in the process,where the decision makers could hear directly from the public on important matters,could allow the decision makers the ability to provide direction based on the issues that are raised. This does not mean that a decision would be made, but a public hearing should be an option for the early engagement process. Some of the feedback we have received through this project relating to community council meetings and open houses include the following: Community Council meetings. • Good to have presentation in neighborhood and the community council meeting is a good forum for that. • The community council is a body of members who are informed about the planning process and land use(especially those members who have participated a long time) and they can help educate newer members on the planning process. • Page 4 PLNPCM2016-00300 Early Engagement/Changes to Recognition Ordinance • The purpose of the community council meeting is to provide information about the project and process and it is a convenient place to meet with individuals who are interested in the topic of development or land use in their area. • The Open House does not provide the same level of community input that a community council meeting does even though the process takes longer with the community council. Rezones, Master Plan Amendments or demolition of Landmark Sites should take longer to get public input. • Community councils are better attended than open houses. Open Houses or other means of Engagement • The topics that are on the Open House is what results in who or how many attend. • People who participate in the community council process are more homogeneous and not a diverse group. Is the input by one group of people what the City is trying to achieve or is the City trying to increase participation by all members of the City including those marginalized(non-English Speakers,the homeless, elderly,young, lower income,those who lack transportation options.) • Over time,the City has tried to increase participation by activities that do not require someone to attend a meeting(like those with small children,those whose work hours conflict with attending night meetings, and those who lack transportation choices.) If the purpose of the early notification process is to inform the public of projects and provide information on how they can comment on the project,then limiting the activities to community council presentations or open houses may limit the effectiveness of reaching more people,those most effected by a project or others who are interested in the topic. 3. Is one type of input more important or relevant than another? Although the recognition ordinance is general in requiring all City Departments to be responsive and engage with the public,it is very specific relating to land use and public participation with certain land use applications. Because of State law and court cases relating to land use,certain types of input is more relevant depending on what type of application is being reviewed. This is why it is very important to ensure the public understands its role in the input process and why the City stresses the need for the public to identify issues to be addressed,rather than to voice support or opposition to a project. Overtime, State Law has required that the regulations and standards become more focused on the rights of property owners and applicants,yet the expectations of the public relating to how their input can impact, especially administrative items,has not changed. This results in frustration and confusion relating to public participation and the early engagement process. There are generally two types of land use decisions: Administrative(where projects are reviewed to determine whether they meet the already adopted regulations)and Legislative (where the project includes creating the regulations/rules). Administrative matters are reviewed and decided upon by land use authorities such as the Planning Commission, Historic Landmark Commission,Administrative Hearing Officers, Staff, etc. Legislative Matters are reviewed and decided by the City Council. • Page 5 PLNPCM2016-00300 Early Engagement/Changes to Recognition Ordinance When the recognition ordinance was first adopted, cities had a lot more flexibility in decisions relating to land use. Over time,the rights of property owners has been given more weight by the State and lessened municipalities abilities to be more flexible in its decisions on land use.The State Legislature has made changes to the Land Use Development and Management Act(LUDMA)upon which all municipal land use codes have to comply. In addition, case law has identified that public clamor cannot be a consideration in decision making for administrative matters. An example of this is the conditional use process. In the past,municipalities could determine whether to approve or deny a conditional use based on whether they believed it was appropriate for the particular property and whether impacts could be mitigated. In approximately 2oo8,the State Legislature passed a law that took much of that discretion away from local municipalities. The new law states that the conditional use shall be approved unless impacts cannot be mitigated by imposition of reasonable conditions and it is not specific on how much the impact has to be mitigated. In other words,it is very difficult for a municipality to deny a conditional use. At the same time,the early notification process and expectation of the public relating to how its participation in the early notification process will effect outcomes has not kept pace with the changes to land use law. It can frustrate the public that the decision makers approve a project even though many in the public have opposed the project. In fact,with administrative matters,the issues raised really should be specific"evidence" (such as traffic count studies)rather than opinion(there is already too much traffic in the area.) Generally,public comment relates to opinion rather than factual evidence. City Staff works to try and understand what issues the public raises and find solutions to those that are relevant to the project. However, some issues are not within the purview of the decision makers to address which can frustrate the public even more. An example of this is when a project needs special design review approval but the public raises issues not about design but about parking. When it comes to Legislative Matters (rulemaking), opinions are welcome. Understanding whether the community supports a proposed legislative matter(such as rezoning a property or creating a new regulation)is helpful to the City Council. The majority of the application types that require early notification in the recognition ordinance are administrative matters. 4. Increase awareness and participation Currently,for land use applications, early engagement activities require either a presentation to a community council or holding an open house. Other engagement activities can also occur. The public has different views on the effectiveness of presenting information to community councils or holding open houses. With technological changes,the City has relied on many ways to notify the public about projects and provides various ways for them to provide input. Specifying a certain tool for public engagement in the ordinance may lead to less effective public engagement in the future when other more effective methods are being developed. As part of this project, staff began experimenting with internal changes to determine whether various improvements would increase the amount of participation. In addition, •Page 6 PLNPCM2016-00300 Early Engagement/Changes to Recognition Ordinance staff researched various aspects of the current engagement process to determine how effective they are. Notifying owners near a Project. Planning Staff is proposing that the Zoning Ordinance be modified to include a requirement that a Notice of Application be sent to owners and tenants of property within 300 feet of a project,for those types of projects identified in the Recognized Community Organization ordinance. This will afford those property owners the opportunity to learn about the project and participate early in the process. Currently those owners or tenants of property within 300 feet of a specific project identified for early notification are only notified of the project if the project is reviewed at an open house. The Planning Division sends out this notice but it is not required by ordinance. If the project is presented to a community council,the people whose property is near the project are not necessarily notified unless they are current members of the community council or the community council sends flyers to the area. It could be argued that these people are most affected by the project and therefore,should be receiving notification early on about the project. Community Councils The need to create a consistent format for community councils to review projects is important,whether it is a land use project or a City project. It is important for those in attendance to understand their role in the review, and that the purpose of the presentation is to provide information about the project,how they can participate in the process, answer questions and receive input(whether from individuals at the meeting or the group as a whole). It is also important that the development review process for each community council is the same so an applicant understands what is expected regardless of which community council they are meeting with. This would include identifying who the presentation is made to (full community council vs the executive board or land use committee); how the presentation is framed(City Staff introduces the purpose of the presentation,the process,what the applicant has a right to and what they are asking special permission for,how to obtain more information or provide input;the applicant describes the project, answers questions, etc.) and who makes the final decision. City Department staff attends community council meetings to present information on City projects, answer questions, obtain input and identify the decision making process. As we have done for several decades,the Planning Division staff attends community council meetings where an application we are processing will be presented. The role of the planner has always been to listen to the feedback and answer questions relating to regulations and processes. The planners do not present information about the project(unless it is a city project). Some of the input received from the public was their frustration that each community council operates differently. They suggest that if the City is going to require that projects are presented to these groups,there should be a consistent process for applicants regardless of which community council they work with. To respond to this issue, Staff requested that the Executive Board members of each community council participate in an on-line survey to help us understand their knowledge of the development review process,what their role is and how their community council conducts the development review process. Staff sent an invitation to participate to 96 • Page 7 PLNPCM2016-00300 Early Engagement/Changes to Recognition Ordinance executive board members of community councils. We received 53 completed surveys which reflect participation from at least one member of 16 of the 22 community councils. The results of this survey found that there is no clear understanding of the community councils' role in the development review process,how they conduct the review differs from one community council to another and the majority would like to improve the process. (Please see Attachment C for a summary and report of the survey).This difference was reflected from one community council to another as well as within community councils. In addition,staff reviewed the minutes and reports of the Planning Commission meetings from April 2016 through April 2017 to determine whether community councils submitted written statements about the projects they reviewed or attended the Commission meeting to testify about the projects they reviewed. Over the past year,51 land use projects were presented to community councils. Of those, 20 people(39%)representing a community council attended the Planning Commission meeting to provide information about the review and 24 letters (47%)were submitted by community councils proving information about the review. Some groups would submit both a letter and attend the meeting,but more typically, they would do one or the other. Early Engagement Activity Through this project,we have heard comments that some do not think that Open Houses are a good way to engage the public. Attendance at open houses is based on what the projects are rather than where or when the meeting is held. For example,lots of people come to open houses relating to dog parks,homeless facility issues and golf course matters. We do not seem to get many who attend for a location of a new cell tower. Whenever possible,the Planning Division will work with other Departments/ Divisions to showcase their projects to try and bring more people to the open house. As part of the internal changes we are experimenting with,the Planning staff revised the language of the agendas and notices for Open Houses to try and make them more user friendly. In addition, staff began to consistently upload fact sheets and information onto the Planning Division webpage about projects on the monthly open houses a week prior to the open house. This affords the public the opportunity to learn more about the project,prior to the Open House and even skip attendance of the Open House and contact the Planning Staff directly with specific questions or comments. The notices sent out for the Open House refer to this webpage. We have also made improvements in having the open houses be more formal,improved how we present information and have more staff there to help answer questions and provide general information for the public on what to expect at the open house. In addition, Staff began holding the open houses in the community at locations that are easier to access (parking) and are easier to conduct the open houses (noise,space, etc.) Since January,we have held monthly open houses at the Unity Center,the loth East Senior Center,the Liberty Senior Center,the Salt Lake Community College West Campus. Forest Dale Golf Course Clubhouse and the 4th Floor hallway of the City&County Building. The next step is to try and disseminate the open house notices and early engagement notices more widely through the use of Next Door and possibly with the help of the Mayor and Council offices through the elected official's social media platforms of Facebook,Twitter and electronic newsletters. For the monthly Planning Division open house,the agenda and notices for specific projects on the open house agenda are sent to owners of property within 300 feet of the proposed •Page 8 PLNPCM2016-00300 Early Engagement/Changes to Recognition Ordinance project as well as sent to the Planning Division Listserv. This Listsery includes over 1,500 email addresses,including the Chairs of the Recognized Community Organizations. These notices are sent generally 14 days prior to the open house. Where a project may be of interest to special interest groups (such as regulations for urban farming),we also send out the notice to people who are on other departments list serves, such as Sustainability or Transportation. We have received positive comments from the public about the changes we have made,but in general it has not increased the attendance at the open houses. Attendance increases based on the projects being reviewed at the open house. We have had several positive comments from people about posting the project information on the webpage so they do not need to come to a meeting to find out about projects. Other types of Engagement The use of Open City Hall tends to be very effective not only by making people aware of a project but in soliciting their input. Open City Hall is a very effective tool because it allows individuals to review and provide input when they want. They do not have to attend a meeting or be in a certain location to obtain the information. They can see the information from anywhere they have access to a computer. Other electronic formats provide this same convenience. The key is to make sure people know of these electronic ways to obtain information and provide feedback. Open City Hall has a list of registered users who get all of the notices. Using other social media platforms such as Facebook,Twitter,Next Door, and electronic newsletters can help increase the number of people who are notified. To gather public input for this project,we used the Planning Division Listserv, Salt Lake Network,open houses, a focus group, a survey of executive board members of community councils, Open City Hall and the Planning Division web site. The results of the outreach is as follows: Engagement Activity Event and number Event and number Event and number who responded who responded who responded Salt Lake Network 13 attended in 15 attended in April November Open Houses 7 attended in October o attended in January 8 attended in May Focus group 5 responded Survey of Executive Board 53 responded members of Community Councils Open City Hall 222 views and 39 who commented Web Information Unable to track Provide Flexibility in Engagement Activities •Page 9 PLNPCM2016-00300 Early Engagement/Changes to Recognition Ordinance Another way to increase participation is to remove the language"open house"from the recognition ordinance and substitute it for"public engagement activity." In this way,City Staff has some flexibility to determine what types of engagement activity would be effective for the specific project. Engagement Toolbox The City,through the Civic Engagement Team,could create a toolbox of information relating to presenting information at community council meetings and using technology for public engagement activities. This toolbox can help Departments be consistent in how they engage with the public,provide a general area within the City's web infrastructure to post information and ensure techniques are used to increase participation. In addition,a toolbox can also help improve consistency from one community council to another and could include general guidance on how to notify,present information and gather input at these meetings. Training There is also a need to provide a formal training program for the public,including the community council members,on land use and the role the public plays in the development review process. More general training on what are the responsibilities of various City Departments and the public's role in reviewing projects could also be included. As part of the survey of executive board members of recognized organizations,84%of respondents stated they were willing to participate in this type of training. 5. Timeliness of Review Part of the request by the City Council and Mayor is to ensure timeliness of the decision making process for applicants. Providing an effective means of public notification and participation is not necessarily improved with taking more time. Identifying effective and efficient ways to accomplish this is important. Identifying where timeframes for early engagement could be shortened,while still affording enough time for engagement can help improve the process. Another issue relating to the timeliness of review has to do with State Law. There is a provision in State Code(lo-9a-509.5)that says an applicant can request in writing,that the municipality take final action on an application within 45 days. In other words,after an applicant has submitted a complete application and there has been some time to review the application to ensure it is complete,the applicant can request that a decision be made within 45 days. This may conflict with the municipality's processing timeframe(including the early engagement process),but State Law trumps the city's process. Therefore,finding ways to ensure efficient processing timeframes, which may include changing time frames for public input,may be necessary. Current City code requires that a Recognized Community Organization be given up to 45 days to review a project and provide input. This timeframe was identified because it allows the community council time to notice the item on their monthly agenda,hold the meeting and forward input to the City. One of the purposes of this project is to clarify the language in the ordinance because as originally envisioned,the Open House did not have this same 45 day requirement. In general, one can obtain issues at the open house more quickly than at community council meetings. • Page 10 PLNPCM2016-00300 Early Engagement/Changes to Recognition Ordinance Some community council members and others of the public(through Open City Hall)have noted that 45 days is not enough time for the community to review a project, deliberate what their input will be and decide whether they support it or not. Some responses suggest that the community council review and the 45 day option is important because it gives the community council time to notify members,review the matter and formulate a response from the group They state that they need 45 days (or longer) to do this. They also note that if the project is presented at an open house there should also be a 45 day timeframe because people need time to become educated on a project and provide input. Some former applicants have noted that there is too much time allocated for this process and that if the community council meeting is held prior to the 45 day deadline,the City should be able to schedule the public hearing and meeting for a decision shortly after the community council meeting occurs. Applicants suggest that if the purpose of the meeting is to identify issues,they can hear the issues at the meeting and respond to them more quickly than 45 days. In addition,the timeframe could probably be lessened because few community councils provide written documentation of the meetings. If the issues can be identified at the meeting,there is no reason to wait for the community to draft a letter. Once people are notified and become aware of the project,they can provide input prior to and at the public hearing as well. PROPOSED CHANGES TO CITY CODE: Based on the issues identified above,Staff proposes to make the following changes to the City Code: 1. Include language that identifies the purpose of the early notification process The purpose of the early notification process is to inform the public of the project and the decision making process and provide information on how to obtain more information or provide comments on the project. 2. Clarify the existing language in the ordinance about when a project is reviewed by the Recognized Community Organization or through another public engagement activity. A. Time allocated for a Community Council to review a project vs other forms of engagement. The proposed language strives to clarify that a project either has to be presented to a recognized organization(if they want to see it)or it can go through some other form of early engagement activity. Staff is proposing to eliminate the word"open house"because there may be other forms of engagement that are more effective than an open house. The City's project manager would determine what form of early engagement is used based on the type of project. The existing language states that neither a public hearing nor a decision will be made on an application that requires early notification,until 45 days from when the Recognized Organization was first notified of the application. The way the ordinance is written,this includes those items that go through the open house process. The Planning Division Staff believes that this was not the intent but because of the way it is written in the 2013 ordinance, even those projects that go through the open house process have to wait 45 •Page 11 PLNPCM2016-00300 Early Engagement/Changes to Recognition Ordinance days before a public hearing can be held and/or a decision can be made. Open houses or other forms of early engagement, (electronic surveys, Open City Hall, etc.) can be completed more quickly than 45 days. Having to wait to hold a public hearing or have a decision made on a project for 45 days, even if the input process is complete, does not create a timely review for an applicant. Since the purpose of early engagement is notification and identification of issues,if the engagement process can be completed sooner than 45 days,it could help make the process more efficient while still being effective. Prior to the 2013 version of the Recognized Community Organization ordinance, the ordinance listed the types of applications that required the City to notify the Recognized Organizations early but did not include parameters in which to do this. The Planning Division set up an internal policy of how to meet the requirements of the Recognized Community Organization ordinance and the process we followed. This included providing notification to applicable community councils about a project and giving them time to schedule and review the project. Forty-five days was identified as a reasonable amount of time to give community councils to logistically hold the monthly meeting and provide input. Where a project was within proximity of two or more community councils or affected the entire City(such as with a zoning text amendment),the Planning Division would hold an open house. A specific timeframe was not placed on the open house process because these could happen more quickly. At the time,there was no regularly set date of the month for an open house so the City could notify people within 300 feet of the project,along with the applicable community council,or stakeholder groups where the item was a text amendment, obtain the comments at the open house and quickly finalize the report for a Planning Commission meeting. The entire Open House process(sending out notification and holding an open house)could occur in three or four weeks'time. In 2013,when the Recognized Community Organization ordinance was revised,the City Council decided to codify the Planning Division's internal policy of the process to obtain public engagement. B. Proposed changes to the Subdivision Ordinance As part of the effort to clarify the language in the ordinance,staff has identified the need to amend language in the Subdivision Ordinance. The existing language in the Subdivision Ordinance(20.36.040)states that When it is required,notification to recognized organizations shall be given by e-mail notification or other form of notification chosen by the planning director,a minimum of twelve(12)calendar days in advance of a planning director decision and/or a public hearing to any organization which is entitled to receive notice pursuant to title 2, chapter 2.6o of this code. However,when reviewing section 2.6o of this code(The Recognized Community Organization ordinance)is does not list subdivisions as one of the types of applications that is required to give notice. This is because subdivisions are very technical in nature and if the application meets the technical requirements(new lots must meet size requirements for properties in the zone,street widths are met for fire access and accessibility of vehicular and •Page 12 PLNPCM2016-00300 Early Engagement/Changes to Recognition Ordinance pedestrian traffic,etc.)then the City is required to approve it. Over the years,the City Council has adopted ordinances that have allowed subdivisions to be approved administratively if they meet the technical requirements and a public hearing is not required. Therefore,the proposed changes to the Subdivision Ordinance are to clean up ordinance references that do not really relate to anything. 3. Modify the application types that require Early Notification. The current list of projects requiring early notification includes the following types of applications. The underlined words identify the proposed language. a. Alley vacations b. City code amendments c. Conditional uses except administrative conditional uses as identified in Section 21A.54.155B d. Demolition of contributing structures located within a local historic district or landmark sites e. Major changes to street capacity or travel modes f. Major upgrades to public facilities and structures g. Master plan amendments or policy amendments to be adopted by the city council h. Master plan or policies to be adopted by the city council i. New construction of major public facilities and structures j. New construction of principal structures within local historic districts or on landmark sites, except for single family and two family dwellings. k. Planned development 1. Zoning map amendment Exceptions to some City Code Amendments Although city code amendments are included in this list, it is important to note,that for legal reasons,there may be some city code amendments that are exempt from meeting the Early Notification Requirements. These circumstances include amendments that are subject to an adoption deadline or action date set forth in the legislation; related to funding city-related projects; or are necessary for essential city functions. Exempt city code amendments may also include temporary land use regulations; amendments to respond to a natural disaster or other emergency; amendments to mitigate the City's exposure to liability,when an applicant requests,per Utah State Code,that a decision is made on their application within 45 days or when new state codes are adopted and go into effect within 45 days. Administrative Conditional Uses The reason why staff is recommending that administrative conditional uses be removed from the list is that we get very little input on these types of matters. Administrative conditional uses include cell towers,utility boxes and conditional uses that are not located within or adjacent to a residential zoning district or on property with a residential use. Over the last several years,the regulations relating to cell towers and utility boxes have been changed to make most of these permitted uses. Regarding cell towers,there are many federal laws that limit a municipality's ability to regulate these. In addition,when cell phones were first developed there was a greater need to build towers and infrastructure but now companies are collocating antennas on existing towers or on rooftops of higher buildings. The need for review of utility boxes is similar. Over the last many years,the City regulations have changed to encourage utility boxes to be located on private property or in •Page 13 PLNPCM2016-00300 Early Engagement/Changes to Recognition Ordinance rear alley areas. There are not many request for utility boxes in areas that require conditional uses. The process has been made simpler for utility companies to locate these boxes in a way that they are less visible and do not require a conditional use. Other types of administrative conditional uses generally are located within industrial areas. In most instances there is no feedback during the early engagement process for these types of applications. When administrative public hearings are held the only people who attend are the applicants. Processing timeframes for these types of applications could be sped up tremendously if the early engagement requirement for these types of applications were removed. A notice to surrounding property owners would still be required prior to a decision being made. 4. Require early notification of nearby property owners and tenants when the types of applications identified in 2.6o of the City Code are submitted for review. Currently notification is given to Recognized Community Organizations but not to those owners of property most affected by a project. The requirement to notify nearby property owners and tenants(within 300 feet of a project)will provide them will an opportunity to review the project early on and give feedback to the City so issues can be addressed. This additional notification requirement will result in an increased postage fee that is required with each application requiring early notification. 5. Increase the responsibilities of the Recognized Community Organizations for responsiveness. Staff is proposing to modify the ordinance to include requirements of community councils to ensure they respond in a timely manner. The proposal includes requiring the community council to respond within 1-4 days of receiving notice, as to whether they will review a project or not. The proposed ordinance also requires that the community council must notify the City Recorder's Office within 3o days of changing its bylaws and that any member of the executive board may notify the City of such a change. In the existing recognition ordinance there is no requirement or timeframe for a community council to respond as to whether they will review a project or not. In most instances, community councils do respond to these requests in a timely manner,but sometimes a community council does not respond to a request and the applicant is left wondering whether or not the community council wants to review the project. 6. Change Open House requirement to an Early Engagement Activity. The proposed changes include changing the requirement for an Open House to an Early Engagement activity. This will allow other forms of engagement activity to occur which may be identified as more effective in notifying the public and receiving input. 7. Increase Timeliness To address the timeliness issue, staff has provided various changes to the Recognized Community Organization ordinance. These include • Allowing for work sessions and public hearings with the decision making body prior to the end of the 45 day community council review so the decision makers can start • Page 14 PLNPCM2016-00300 Early Engagement/Changes to Recognition Ordinance gathering information on the project. A final decision could not be made within 45 days. • Allowing a decision to be made prior to the 45 day community council review where the community council does not respond within 14 days, chooses not to hear the matter or completes its review earlier than 45 days. DISCUSSION: The proposal complies with the standards for zoning text amendments(see Attachment Q. After analyzing the proposal and the applicable standards,Planning Staff is of the opinion that a positive recommendation should be forwarded to the City Council for this request. NEXT STEPS: The Planning Commission's recommendation will be forwarded to the City Council for its consideration as part of the final decision malting process. • Page 15 PLNPCM2016-00300 Early Engagement/Changes to Recognition Ordinance ATTACHMENT A: PROPOSED ORDINANCE LANGUAGE Draft ordinance:underlined text is proposed to be added.Strikethrough text is proposed to be deleted. Chapter 2.6o RECOGNIZED COMMUNITY ORGANIZATIONS o 2.6o.oio:PURPOSE: 2.6o.020:DEFINITION: , 2.6o.030:MINIMUM REQUIREMENTS: 2.6o.040:REGISTRATION: 2.6o.o5o:RESPONSIBILITIES OF CITY: 2.6o.o6o:RESPONSIBILITIES OF COMMUNITY ORGANIZATIONS: 2.6o.0 70:VOLUNTEER STATUS AND PARTIAL INDEMNIFICATION: 2.6o.oio: PURPOSE:C 0 It is the policy of Salt Lake City to create a framework by whi e people of the city may effectively organize into community organizations representing a geographic area or field of interest,and use this as one way to participate in civic affairs and improve the livability and character of the city and its neighborhoods.Salt Lake City values the benefits these organizations bring to the community and holds each in equal regard. This chapter sets out the basis for city recognition of such community organizations and the associated responsibilities and benefits.(Ord.58-13,2013) 2.6o.020:DEFINITION:It"= lAr COMMUNITY ORGANIZATION:A voluntary group of individuals organized around a particular community interest for the purpose of collectively addressing issues and interests common to that group.A community organization is not a subsidiary of Salt Lake City government.(Ord.58-13,2013) Formatted:Left S 10 2017 1 2.6o.030: MINIMUM REQUIREMENTS: A.All community organizations seeking recognition pursuant to this chapter must comply with the following: 1.Properly register as a nonprofit corporation in good standing with the state of Utah; 2.Adopt bylaws which include the following provision a.A clear definition of membership; b.A policy of open participation of all persons who are members organization; c.A policy against discrimination; d.Attendance to meetings is op a general p e.Meetings will provide an opportunity for public input; 3. Revision of Bylaws. If the recognized community organizatio4 opts changes to its bylaws, the recognized community organization has thiFW(99)days4o—shall file a copy of the amended bylaws with the Salt Lake City Recorder's Office within thirty(3o)days of such changes. The changes can be filed with the recorder's office by any member of the executive board of the recognized community organization. 4. Organizations must hold at least one meeting of their membership each year. 2.6o.050:RESPONSIBI S O . A.Education:The city shall ad tely educate the public on city policy,procedures,and actions. B.Public Engagement:E department shall strive to utilize best public engagement practices to educate,engage,and receive input from the public at a level that is consistent with the scope of impact of a proposal or project. C.Early Notification to Recognized Community Organizations Netiflea-ieH And Response:The city w&shall send a notice to the applicable recognized community organization chair(s)for the €ellowi types of projects listed below: Alley vacations Formatted:Left 5 10 2017 2 City code amendments Conditional uses except administrative conditional uses as identified in Section 21A.54.i55B Demolition of contributing structures located within a local historic district or landmark sites Major changes to street capacity or travel modes Major upgrades to public facilities and structures Master plan amendment or policy amendments to be a y the city council Master plan or policies to be adopted by the city co New construction of major public facilities and strictures New construction of principal structures thin local historic districts or on landmark sites, except for single family and two family dwellings. Planned development Zoning map amendment D. Public Engagement Process followi&Iv cation Following city notification of a project listed in subsection C of this section to applicable recognized community organizations,the city shall conduct a public engagement process as set forth in subsection D.i or D.2 of this section,whichever may be applicable,in addition to other processes required by law. Some city code amendments are exempt from an early public engagement process as set forth in subsection D.s of this section. 1. Process Where Project Affects One Recognized Community Organization. The recognized communit3Wganization chair(s)shall notify the applicable city department/ division within fourteen(14)calendar days of receiving the original notice from the city to let the city know whether they want to review the project. If the organization decides to review the project,it shall have a maximum of forty five(45)days to provide comments to the applicable city department/division,from the date the original notice informing them of the project was sent. A..,,blie hearing YA1 no!be held,ffiopivfll-�A final decision will not be made about the project within the forty five(45)day eon period.If the recognized community organization does not respond within fourteen W) days as to whether it wants to review the matter,decides not to hear the matter,or completes its review before-prior dte-e�to the forty five(4.)day time period,the matter can be scheduled for a decision before the end of the forty five(4,ri)day period a me limit. Formatted:Font:(Default)Georgia,Font color:Gray-80% Formatted:List Paragraph,Numbered+Level:1+ 2. -Process for Projects Affecting Multiple Recognized Community Organizations. The ci Numbering Style:1,2,3,...+Start at:1+Alignment:Left+ will schedule the item for public engagement activity to educate en a e Aligned at: 0.25"+Indent at: 0.5" and receive input from the public at a level that is consistent with the scope of impact of Formatted:Font:(Default)Georgia Formatted:Left 5 10 2017 3 a proposal or project. They City will also notify the public,including those reco lzed -------- Formatted:Font:(Default)Georgia community organizations who may be affected by the project or who have specifically requested notification of the public engagement activity for those situations noted in subsection D2,a-f below. gpenheuse.The 9pea Igouse public engagement activity Formatted:Font:(Default)Georgia process will be followed instead of,not in addition to,the process outlined in subsection D.1. A final decision will not be made about the project until after the public epenheuse engagement activity has occurred, -- Formatted:Font:(Default)Georgia,Font color:Gray-80% `"her-."py-ojeet i A public engagement activity will be scheduled, - Formatted:Normal,Space After: 0 pt, No bullets or numbering a_when the project is within six hundred feet(600')of the boundaries of another -\ Formatted:Font:(Default)Georgia,Font color:Gray-80% recognized community organization's district,or Formatted:Indent:Left: 0.75",Numbered+Level:1+ Numbering Style:a,b,c,...+Start at:1+Alignment:Left+ b. when more than one recognized commu ' nization has requested a Aligned at: 0.25"+Indent at: 0.5" presentation of the matter,or Formatted:Font:(Default)Georgia,Font color:Gray-80% AL Formatted:Indent:Left: 1",Space After: 10 pt,Line c. when the subject property is loc St Of 2200 r spacing: Multiple 1.15 li, No bullets or numbering Formatted:Indent:Left: 0.75",Numbered+Level:1+ d. when the recognized communi anization will not me 'thin fo five Numbering style:a,b,c,...+Start at:1+Alignment:Left+ Aligned at: 0.25"+Indent at: 0.5" da s of receiving the notice from the city,or. Formatted:Font:(Default)Georgia,Font color:Gray-80% i, e. when the rO eet 1S a as lan or �,Ili?, Formatted:Indent:Left: 1",Space After: 10 pt,Line spacing: Multiple 1.15 li, No bullets or numbering I , f. when the project 1S a text ameridmerit t0 the City Code, Formatted:Indent:Left: 0.75",Numbered+Level:1+Numbering Style:a,b,c,...+Start at:1+Alignment:Left+ . i �,�I II�i�, Aligned at: 0.25"+Indent at: 0.5" Formatted:Font:(Default)Georgia,Underline,Font color: III,I Gray-80% Formatted:Indent:Left: 1",Space After: 10 pt,Line . A fined spacing: Multiple 1.15 li, No bullets or numbering a : : n noti aabout th +.. +:i a the ishouse Formatted:Indent:Left: 0.75",Numbered+Level:1+ eneaeement aetMty has re � ,'(1 Numbering Style:a,b,c,...+Start at:1+Alignment:Left+ 41 `P I, Aligned at: 0.25"+Indent at: 0.5" 3. ExceptioTi from Early�Notificatio7i Process �I 'I Formatted:No underline The city values early public engagement in policy decisions. Some city code l Formatted:Font:(Default)Georgia,Underline,Font color: amendments require expedited rookw and adoption. The following city code Gray-80% amendments are exempt from the ocesses set forth in subsections D.1 and D.2 of this Formatted:Indent:Left: 1",Space After: 10 pt,Line spacing: Multiple 1.15 li, No bullets or numbering section: Formatted:Indent:Left: 0.75",Numbered+Level:1+ Numbering Style:a,b,c,...+Start at:1+Alignment:Left+ a. City code amendments related to recently-enacted legislation if the code amendments: Aligned at: 0.25"+Indent at: 0.5" Are subject to an adoption deadline or action date set forth in the legislation; Formatted:Font:(Default)Georgia,Font color:Gray-809% Q Are related to funding city-related projects;or Formatted:Indent:Left: 1",Space After: 10 pt,Line Are necessary for essential city functions. spacing: Multiple 1.15 li, No bullets or numbering Formatted:Indent:Left: 0.75",Numbered+Level:1+ b. A temporary land use regulation meetingthe he requirements Of Utah Code Section 10- Numbering Style:a,b,c,...+Start at:1+Alignment:Left+ 9a-504 or its successor. Aligned at: 0.25"+Indent at: 0.5" c. City code amendments proposed to respond to a natural disaster or other emergency Formatted:Font:(Default)Georgia situation potentially affecting the safety or well-being of individuals. d. City code amendments to mitigate the city's exposure to liability where prompt action is reasonably necessary. Formatted:Left S 10 2017 4 The city may still opt to notify recognized community organizations of proposed city code amendments that are exempt from the early notification public enga eg ment process as set forth in this section,but not providing notice of an exempt city code amendment shall not negate any action taken. e. The timeframe for the early notification process identified in section 2.6o.o5o D 1 and 2 may be modified where a land use applicant requests in writing that a decision be made as per section io-oa.509.5 of the Utah State Code-. E. The purpose of the early notification process is to infoeCrm the public of the project and the decision making process and provide information on how to obtain more information or provide comments on the project. t D EF.Notice Procedures:The city departmenesh.11evelop policies rocedures to show how they will provide notice and early participation opportunities for pending major city actions.These include,but are not limited to,public meetings,development projects,planning activities;arnd,and grant and funding opportunities,which may have a significant impact on the membership of a registered community organization.Notice shall be given to affected recognized community based organizations in mely manner,including information on the time frame for a response. J E FG.Reregistration Notification:The recorder's office shall notify ach registered community organization of pending requirement for reregistration by December 31 of each year. F GH List Of Organizations:In an effort to notify the public about the existence of recognized community based organizations and encourage participation in these organizations,at least once a year the city shall make a reasonable attempt to provide a list of all recognized community based organizations and their contact information to all residents,property owners, business owners,schools and nonprofit cies in Salt Lake City.(Ord.58-13,2oi3)i hL 2.6o.o6o:RESPONSIBILITIES OF RECOGNIZED COMMUNITY ORGANIZATIONS: IV Each recognized community organization shall: A.Renew registration with the recorder's office on an annual basis. B.Establish orderly and democratic means for forming representative public input through civil and respectful dialogue. C.Establish and follow a clear method for reporting to the city actions which that accurately reflect their position.Include the means by which a recommendation or decision was reached,how many members were involved and what the outcome was. Formatted:Left S 10 2017 5 D.By interaction with its members,residents,and the city,foster open and respectful communication between the recognized community organization and representatives of city departments on plans,proposals and activities affecting the interests of the recognized community organization. Formatted:Left 5 10 2017 6 Subdivision Chapter Chapter 20.36 NOTICING REQUIREMENTS 20.36.oio:REQUIRED NOTICING FOR PLANNING DIRECTOR DECISION ON PRELIMINARY PLAT APPLICATIONS: 20.36.020:REQUIRED NOTICING FOR PUBLIC HEARING: 20.36.030:SIGNPOSTING;LOCATION AND REMOVAL: 20.36.040:NOTIFICATION TO RECOGNIZED COMMUNITY ORGANIZATIONS: 20.36.oio:REQUIRED NOTICING FOR PLANNING DIREC DECISION ON PRELIMINARY PLAT APPLICATIONS: When the review process involves a preliminary decisi e planning director the application shall be noticed as follows: A.Subdivisions: 1. Mailing:Written notice of subdivision 'cation shall be pNoed by first class mail a minimum of twelve(12)calendar days i ce of the pending decision to all owners and tenants of the land subject to the apph on,and all abutting property owners,as shown on the Salt Lake City geographic information system records. F 2. Posting:Notice by sign,in accordance with section 20.36.030 of this chapter,shall also be posted on the property at least ten(iol days prior to the scheduled administrative decision. 3• B.Subdivision amendments not involving vacating or altering a public street,right of way,or easement: 1. Mailing:Written notice of subdivision application shall be provided by first class mail a minimum of twelve(12)calendar days in advance of the pending decision to all property owners of tenants,as shown on the city's computerized geographic information system, of land contained in the entire original or previously amended subdivision plat and all property owners whose property buts the land being amended and is located outside of the subject subdivision. 2. Posting:Notice by sign,in actor e with section 20.36.030 of this chapter,shall also be posted on the property at least ten(io)days prior to the scheduled administrative decision. with section 20.36.040 of this chapter(Ord 7 14,2014) 20.36.020:REQUIRED NOTICING FOR PUBLIC HEARING: When the review process involves a public hearing,the application and hearing shall be noticed as follows: A.Subdivisions:Excluding subdivision amendments involving a public street,right of way,or easement,which have different noticing requirements as specified in subsection B of this section,whenever a public hearing with the planning commission is required for preliminary plat decision,the following public noticing is required: Formatted:Left 5 10 2017 7 i. Mailing:Notice by first class mail shall be provided a minimum of twelve(12)calendar days in advance of the public hearing,to all abutting property owners of the subject land, as shown on the Salt Lake City geographic information system records. 2. Posting:The land subject to an application shall be posted by the city with a sign,in accordance with section 20.36.030 of this chapter,giving notice of the public hearing a minimum of ten(1o)calendar days in advance of the public hearing. 3• B.Subdivision amendments involving vacating or altering a public street,right of way,or easement: i i. Mailing And Publishing:Notice of the public hearing shall be provided in the following manner at least twelve(12)days before the hearing: a. Mailed to the record owner of each parcel that is a essed by the subject portion of public street,right of way,or easement; b. Mailed to each affected entity; c. Published in a newspaper of general circulation in the municipality in which the land subject to the petition is located;and d. Published on the Utah public notice website ed in section 6317-1-701 of the Utah code. 2. Posting:The land subject to an application shall be posted by the city wi a sign,in accordance with section 20.36.030 of this chapter,giving notice of the public hearing a minimum of ten(1o)calendar days in advance of the public hearing. 3. Notification To Recognized Organizations: The notification in accordance 20.36.030:SIGNPOSTING;LOCATION ANINEM AL: A.Location:One notice sign shall be posted for each five hundred feet(500')of frontage,or portion thereof,along a public street.At-Least one sign shall be posted on each public street. The sign(s)shall be located on the property subject to the request or petition and shall be set back no more than twenty five feet(25')from the front property line and shall be visible fro?Nthe street.Where the land does not have frontage on a public street,signs shall be erected on the nearest street right of way with an attached notation indicating generally the direction and distance to the land subject to the application. B.Removal:If the sign is removed through no fault of the applicant before the hearing,such removal shall not be deemed a failure to comply with the standards,or be grounds to challenge the validity of any decision made on the application.(Ord.7-14,2014) 20.36.040 NOTIFICATION TO RECOGNIZED ORGANIZATIONS! When it is r-equired, notifieation to reeognized organizations shall be given by e maP notifieation,or other for-m o netifiefffien ehesen by the planning direeter,a minimum of t�ivelve(12)ealendar-days in advanee Formatted:Left 5 10 2017 8 Zoning Ordinance- Chapter 21-A.io GENERAL APPLICATION AND PUBLIC HEARINGNOTICING PROCEDURES 21-A.1o.oio:GENERAL APPLICATION PROCEDURES: 21A.10.020:PUBLIC IW.�NOTICE REQUIREMENTS: 21A.10.030:PUBLIC HEARING PROCEDURES: 21A.1o.oio:GENERAL APPLICATION PROCEDU 21A.10.020:PUBLIC RFARINGNOTICE REQUIREMENTS: Providing all of the information necessary for notice of all public hearings req 0under this title shall be the responsibility of the applicant and shall be in the form established by the zoning administrator and subject to the approval of the zoning administrator pursuant to the standards of this section. A. Public Hearing Required:Projects requiring a public hearing*quired by this title shall be held after the following public notification: 1. Mailing For Public Hearing:Notice by first class mail shall be provided: a. A minimum of twelve(12)calendar days in advance of the public hearing; b. To all owners and tenants of the land as shown on the Salt Lake City geographic information system records.Mailing labels shall be generated by the city at the time of application submittal and created using the Salt Lake City geographic information system records unless as stated otherwise in this title;and c. Within three hundred feet(3'j from the periphery of land subject to the application,inclusive of streets and rights of way,or one thousand feet(1,000')of the periphery of the land subject to application for sexually oriented businesses requiring conditional site plan review pursuant to chapter 21A.36 of this title. 2. Notification To recognized community organizations:The city shall give e-mail notification,or other form of notification chosen by the planning director,a minimum of twelve(12)calendar days in advance of the public hearing to any organization which is entitled to receive notice pursuant to title 2,chapter 2.6o of this code. 3. Contents Of Mailing Notice For Public Hearing:The first class mailing notice for any public hearing required pursuant to this title shall generally describe the subject matter of the application and the date,time and place of the public hearing,and the place where such application may be inspected by the public.The notice shall also advise that interested parties may appear at the public hearing and be heard with respect to the application. Formatted:Left S 10 2017 9 4. Posting For Public Hearing:The land subject to an application for a public hearing shall be posted by the city with a sign giving notice of the public hearing,providing the date of the hearing including contact information for more information,at least ten(10) calendar days in advance of the public hearing. a. Location:One notice shall be posted for each five hundred feet(500')of frontage, or portion thereof,along a public street.At least one sign shall be posted on each public street.The sign(s)shall be located on the property subject to the request or petition and shall be set back no more than twenty five feet(25')from the front property line and shall be visible from the street.Where the land does not have frontage on a public street,signs shall be erected on the nearest street right of way with an attached notation indicating generally the direction and distance to the land subject to the application. b. Removal:If the sign is removed through no fault of the applicant before the hearing,such removal shall not be deemed a failure to comply with the standards,or be grounds to challenge the validity of any decision made on the application. c. c.Exemption:This posting req(rement shall not apply to applications for amendments involving an H historic preservation overlay district,applications for an administrative certificate of appropriateness or applications for comprehensive rezonings of areas involving multiple parcels of land,including boundaries of a historic district,or for text amendments to this title. 5. Publication:As required by state law,at least twelve(12)calendar days in advance of the first public hearing for an application for an amendment to the text of this title or other processes as required by state law,the city shall publish a notice of such public hearing in a newspaper of general circulation in Salt Lake City. EL Formatted:Indent:Left: 1", No bullets or numbering B.Special Noticing Requirements For Administrative Approvals: 1. Conditional Building And Site Design Review:The planning commission shall consider requests for conditional building and site design review at a public hearing if there is an expression of interest after providing notice as follows: a. Notification:The city shall provide written notice by first class mail a minimum of twelve(12)calendar days in advance of the requested action to all owners of the land and tenants subject to the application,as shown on the Salt Lake City geographic information system records,adjacent to and contiguous with the land subject to the application.Community organizations which meet the minimum requirements identified in section 2.60.03o and are registered with the City as per 2.60.04o are also entitled to receive notice v by e-mail or other form Field code changed chosen by the planning director. At the end of the twelve(12)calendar day notice period,if there are requests for a public hearing,the planning commission will schedule a public hearing and consider the issue;if there are no requests for a public hearing,the planning director may decide the issue administratively. Formatted:Left S 10 2017 10 2. Determination Of Noncontributing Status Within An H Historic Preservation Overlay District:Prior to the approval of an administrative decision for a certificate of appropriateness for demolition of a noncontributing structure,the city shall provide written notice by first class mail a minimum of twelve(12)calendar days of the request to demolish the structure and to identify that a determination e€ as been made that the Formatted:Not Highlight building has been identified as a noncontributing building. slfftus of Formatted:Not Highlight the prepefty This notice will be sent to all owners of the land and tenants,within eighty five feet(85')of the land subject to the application as shown on the Salt Lake City geographic information system records.At the end of the twelve(12)day notice period, the planning director shall either issue a certificate of appropriateness for demolition or refer the application to the historic landmark commission to determine if the building is a contributing or noncontributing building. 3. Notice Of Application For Special Exceptions:Prior to the approval of an administrative decision for special exceptions as authorized in chapter 21A.52 of this title,the planning director shall provide written notice by first class mail a minimum of twelve(12)days in advance of the requested action to all abutting property owners and tenants of the land subject to the application,as shown on the Salt Lake City geographic information system records. a._Contents Of The Mailing Notice Of Application:The notice for mailing shall generally describe the subject matter of the application,the place where such application may be inspected by the public,the date when the planning director will authorize a final administrative decision,and include the procedures to appeal an administrative decision set forth in chapter 21AA6 of this title.(Ord. 58-13,2013) _ + Formatted:Indent:Left: 0",First line: 0" 4. Notice of Application for TSA Development Retws.Prio the approval of a develo ment review score as a rized in Section 21A.26.078 of this title,the planning director shall provide written notice by first class mail a minimum of twelve(12)days in advance of the requested action to all abutting properties and those properties located across the street from the subject property,and to all property owners and tenants of the land subject to the application,as shown on the Salt Lake City geographic information system records. a. Contents of the Mailing Notice of Application:The notice for mailingshall hall generally describe the subject matter of the application,the place where such application may be inspected by the public;the date when the planning director will authorize a final administrative decision,and include the procedures to appeal an administrative decision set forth in Chapter 21A.16 of this title. Formatted:Left S 10 2017 11 54. Notification of application to nearby property owners and tenants for projects requiring early notification: The Planning Director shall send a notice of application to owners and tenants within three hundred feet(3oo`)of a subject properly for projects that require early notification as identified in Section 2.6o.orio C of the Salt Lake City Code. The notice shall be sent within five(5)calendar days of determining an application is complete. — Formatted:Not Highlight owners and tenatAs of properW%itWn gen feet of the . Mailing labels shall be generated by the City at the time of application submittal and created using the Salt Lake City_geographic information system records unless as stated otherwise in this title. The notice shall generally describe the subject matter of the application,the decision nialdrig process and how to obtain more infaftation or provide comments on the project.Axemption:This notification requirerne-MViall not apply to _ — Formatted:Font:Georgia,tt pt comprehensive rezonings of areas involving multiple parcels of land,including boundaries of a historic district,for text amendments to this title or for comprehensive master plan development or amendments. 4# Chapter 2IA.12 ADMINISTRATIVE INTERPRETATIONS o 21A.12.040: PROCEDURES: 4t A.Application:An application for an interpretation of this title shall be filed on a form provided by the zoning administrator and shall contain at least the following information: 1.Provisions:The specific provision or provisions of this title for which an interpretation is sought; 2.Facts:The facts of the specific situation giving rise to the request for an interpretation; 3.Interpretation:The precise interpretation claimed by the applicant to be correct; 4.Statement:When a use interpretation is sought,a statement of what use permitted under the current zoning classification of the property that the applicant claims either includes the proposed use,or is most similar to the proposed use;and 5.Evidence:When a use interpretation is sought,documents,statements,and other evidence demonstrating that the proposed use will comply with all use limitations established for the district in which it is proposed to be located. 6.Fees:Nonrefundable fees shown on the Salt Lake City consolidated fee schedule shall accompany the application. 7.Notification To Recognized Organizations:The city shall give notification,by e-mail or other form chosen by the planning director to any organization which is classified as a Recognized Community Organization as defined in entitled to receive notice pursuant to title 2,chapter M of this code,that a use interpretation has been determined. Formatted:Left S 10 2017 12 Chapter 2IA.16 APPEALS OF ADMINISTRATIVE DECISIONS®o 21A.16.030: PROCEDURE:'tl CJ Appeals of administrative decisions by the zoning administrator,historic landmark commission or planning commission to the appeals hearing officer shall be taken in accordance with the following procedures: A.Filing Of Appeal:An appeal shall be made in writing within ten(10)days of the administrative decision by the zoning administrator,historic landmark commission or planning commission and shall be filed with the zoning administrator.The appeal shall specify the decision appealed,the alleged error made in connection with the decision being appealed,and the reasons the appellant claims the decision to be in error,including every theory of relief that can be presented in district court. 40 B.Fees:The application shall be accompanied by the applicable fees slaewn on the Sal e City consolidated fee schedule.The applicant shall also be responsible for payment of all fees established cviding the public notice required by chapter 21A.10 of this title. C.Stay Of Proceedings:An appeal to the appeals hearing officer shall stay all further proceedings concerning the matter about which the appealed order,requirement,decision,determination,or interpretation was made unless the zoning administrator certifies in writing to the appeals hearing officer,after the appeal has been filed,that a stay would,in the zoning administrator's opinion,be against the best interest of the city. D.Notice Required: 1.Public Hearing:Upon receipt of an appeal of an administrative decision by the zoning administrator,the appeals hearing officer shall schedule and hold a public hearing in accordance with the standards and procedures for conduct of the public hearing set forth in chapter 21A.10 of this title. 2.Notice Of Appeals Of Administrative Decisions Of The Historic Landmark Commission Or Planning Commission:Appeals from a decision of the historic landmark commission or planning commission are based on evidence in the record.Therefore,testimony at the appeal meeting shall be limited to the appellant and the respondent. 'Wk a.Upon receipt of an appeal of a dec ron by the historic landmark commission or planning commission the appeals hearing officer shall schedule a public meeting to hear arguments by the appellant and respondent. Notification of the date,time and place of the meeting shall be given to the appellant and respondent a minimum of twelve(12)calendar days in advance of the meeting. b.The city shall give e-mail notification,or other form of notification chosen by the appeals hearing officer,a minimum of twelve(12)calendar days in advance of the hearing to any organization which is classified as a Recognized Community Organization entitled in receive notice pursuant to as defomed om title 2,chapter 2.60 of this code. 3.Time Limitation:All appeals shall be heard within one hundred eighty(180)days of the filing of the appeal. Appeals not heard within this time frame will be considered void and withdrawn by the appellant. Formatted:Left 5 10 2017 13 Chapter 21 A.3 8 NONCONFORMING USES AND NONCOMPLYING STRUCTURES C"- 21A.38.025: PROCEDURES:C 0 A.Application:An application for an administrative interpretation relating to a noncomplying lot or structure or an application for determination of a nonconforming use of this title shall be filed on a form provided by the zoning administrator and shall contain at least the following information: 1.Provisions:The specific provision or provisions of this title for which an interpretation or determination is sought; 2.Facts:The facts of the specific situation giving rise to the request for an interpretation or determination; 3.Interpretation:The precise interpretation or deteri#ahon claimed by the applicant to be correct; 4.Fees:The application shall be accompanied by the applicable fees shown on the Salt Lake City consolidated fee schedule.The applicant shall also be responsible for payment of all fees established for providing the public notice required by chapter 21A.10 of this title. 5.Notification To Recognized Organizations:The shall give notification,by e-mail or other form chosen by the planning director to any organization which is--classified as a Recognized Community Organization as defined in entitled to receive notice pursuant to title 2,chapter 2.60 of this code,that an administrative interpretation or determination of nonconforming use has been made. ls�#*) 1% Formatted:Left 5 10 2017 14 ATTACHMENT B: ANALYSIS OF FACTORS ZONING T=AMENDMENTS 21A.50.050: A decision to amend the text of this title or the zoning map by general amendment is a matter committed to the legislative discretion of the city council and is not controlled by any one standard. In making a decision concerning a proposed text amendment,the City Council should consider the following: Factor Finding Rationale 1.Whether a proposed text Complies The proposed amendments aim to clarify regulations amendment is consistent with the and processes for early engagement in City and purposes,goals,objectives,and development review processes. Proposed changes will policies of the city as stated increase notification requirements to try and increase through its various adopted participation. hi addition,the proposed changes will planning documents; provide flexibility in how engagement activities are conducted to allow City staff the ability to use the most effective types of engagement based on the type of project. All of these changes are supported by adopted policies and resolutions of the City including: • Salt Lake City's Policy on Open Government • Plan Salt Lake 2.Whether a proposed text Complies The zoning ordinance purpose statements are silent on amendment furthers the specific the issue of early engagement. However,the purpose purpose statements of the zoning statement of the Recognized Community Organization, ordinance; section of the City Code,Chapter 2.60.010,which is referenced in the Zoning Ordinance,notes that"It is the policy of Salt Lake City to create a framework by which the people of the city may effectively organize into community organizations representing a geographic area or field of interest,and use this as one way to participate in civic affairs and improve the livability and character of the city and its neighborhoods.Salt Lake City values the benefits these organizations bring to the community and holds each in equal regard." The proposed text amendment strives to clarify and improve the regulations and processes for early engagement in order to increase participation by number and diversity to better reflect the City's population. g.Whether a proposed text amendment is This factor is The proposed amendments relate to public noticing an consistent with the purposes and not applicable. engagement. It does not relate to regulations relating to provisions of any applicable overlay zoning land use or standards that would be identified in any districts which may impose additional specific overlay zoning district. standards; 4.The extent to which a proposed text Complies. The proposed amendments help clarify and improve amendment implements best current, public engagement in the planning process. It is professional practices of urban planning anticipated that the proposed changes will help increase and design. participation and provide flexibility in the engagement techniques and tools used to promote participation which is in keeping with best current professional practices. ATTACHMENT C: PUBLIC PROCESS & COMMENTS SALT LAKE CITY PLANNING DIVISION OPEN HOUSE AGENDA Thursday, October 13, 2016 at 5:00 — 7:00 P.M. 451 S State Street, 4th Floor Hallway Salt Lake City, Utah 84111 1. Revisions to the Planned Development Review Process - A Planned Development is a development approval process that allows the Planning Commission to modify zoning standards in an effort to get a better project than what could be allowed under strict zoning regulations. The process is regulated in Chapter 21A.55 of the Salt Lake City Zoning Ordinance. The Planning Division is reviewing the zoning regulations related to Planned Developments in an effort to: • Ensure that the development is meeting a citywide planning objective; • Ensure that the design of the project is compatible with adjacent development; and • Clarify zoning regulations. (Staff Contact: Wayne Mills at 801-535-7282 or wayne.mills(&slcgov.com) Case Number PLNPCM2oi4-00139 2. Early Engagement Proposed Process and Rule Changes - Salt Lake City strives to utilize best public engagement practices to educate, engage and receive input from the public. In the recent past, it has become clear that the way the rules are written may be confusing. The Mayor and City Council have requested that City staff review and identify proposed changes to clarify the language in the rules relating to the early notification process and find ways to increase participation by the public while balancing the needs of applicants to have a timely review process. (Staff Contact: Cheri Coffey at 801-535-6188 or cheri.coffeyPslcgov.com) Case Number PLNPCM2016-00300 3. Master Plan and Zoning Map Amendment at approximately 35o East Boo South: A request by Suzette Eaton, the property owner, to amend the Zoning Map and the Central Community Future Land Use Map for one property listed at the above address. The subject parcel is currently zoned RMF-30 (Low Density Multi- Family Residential) Zoning. The applicant is requesting that the property be rezoned to CN (Neighborhood Commercial) to accommodate an existing nonconforming commercial structure. The property is located within City Council District 4, represented by Derek Kitchen. (Staff Contact: Kelsey Lindquist (801) 535-7930 or kelsey.lindquist(&slcgov.com) • Master Plan Amendment —A request to amend the Future Land Use Map of the Central Community Master Plan from Low Density Residential (1-15 dwelling units per acre) to CN (Neighborhood Commercial). Case Number PLNPCM2016-oo66o • Zoning Map Amendment —A request to amend the Salt Lake City Zoning Map from RMF-30 (Low Density Multi-Family Residential District) to CN (Neighborhood Commercial District). Case Number PLNPCM2016-oo659 4. Modifications to the TSA Transit Station Area Zoning District — A request by the Salt Lake City Council to review and modify the zoning regulations for the TSA Zoning District. The TSA Zoning District is located along North Temple between 400 West and 2200 West and along 400 South between Zoo East and goo East.The list of potential changes include: • Clarifying what land uses are allowed in the zone; • Reviewing and changing how far buildings can be setback from the street along 400 South; • Clarifying what types of uses are allowed on the ground floor of buildings; • Modifying design standards related to overall building size, street level design, building materials, parking garage design, mid-block walkways and other design standards; • Modifying the approval process and development guidelines to further incentivize affordable housing, higher quality development and other related issues; and • Minor changes to other sections of the TSA zoning district or other related provisions in the zoning ordinance. This proposal is being brought to this Open House for a second time in order to present an updated draft of the proposed modifications and obtain additional public feedback before being presented to the Planning Commission. More information regarding this proposal may be found at the Planning Division website at http://www.slcgov.com/planning/planning-2016-open-houses. (Staff contact is Daniel Echeverria at 801-535-7165 or daniel.echeverria(&slcgov.com) Case Number PLNPCM2016-oO522 5. FB-UN2 Zoning District Text Amendment - A request by the Salt Lake City Council to add side and rear yard setbacks and building step-backs to FB-UN2 zoned properties when adjacent to properties within a residential zoning district with a maximum building height less than 35 feet. The FB-UN2 zoning district is currently located in the Central Ninth Neighborhood and these changes would not impact any of those properties because none are currently adjacent to residential zoning districts. However,if the FB-UN2 zoning district were adopted in other areas of the City,it may be adjacent to residential districts and the City Council wants to mitigate potential impacts.As part of this text amendment,there is also a proposal to add general design standards to the form based section of the Salt Lake City Municipal Code. The proposed design standards currently apply to the other form based zoning districts in Salt Lake City which allow for a mix of uses (Sugar House Business District-CSHBDI and CSHBD2). The general design standards provide overarching guidelines to encourage quality development without dictating specific design styles. If adopted in this section of the code, they would not affect the FB-UN1 zoning district, but could potentially be utilized for additional form based districts in the future. (Staff contact: Chris Lee at 8oi-535-77o6 or chris.lee(a)slcgov.com)Case Number PLNPCM2oi6- 00463 6. Revisions to the Conditional Building and Site Design Review Program -A steady increase in the number of projects submitting for Conditional Building and Site Design Review(CBSDR)has highlighted several issues with the program related to its application and administration. Staff is examining the CBSDR ordinance, which the Planning Division uses to evaluate projects that request flexibility from zoning standards (such as building height or square footage) in certain zoning districts. Staff will share details about the issues and possible changes. (Staff contact: Molly Robinson at 8oi-535-7261 or molly.robinson(a)slcgov.com) Case Number PLNPCM2016-oo6i5 Early Notification Requirements Open City Hall i P� What is the Project? Salt Lake City strives to utilize best public engagement practices to educate, engage and receive input from the public at a level that is consistent with the scope of impact of a proposal or project. The City adopted rules to provide early notification to Recognized Community Organizations (including community councils) about specific types of projects within the City. In 2012, the City Council passed an ordinance that clarified the responsibilities of Recognized Organizations and various City Departments relating to that process. In the recent past, it has become clear that the way the rules are written may be confusing. In addition in clarifying the rules, additional rules may be appropriate to ensure the intent of the early engagement process is being met. The Mayor and City Council have requested that City staff review and identify proposed changes to clarify the language in the rules relating to the early notification process and find ways to increase participation by the public, including but not limited to the Recognized Organizations, while balancing the needs of applicants to have a timely review process. What Changes are Proposed? The major proposed changes include the following: 1. Modify the type of application types that require Early Notification. 2. Clarify the existing language in the ordinance relating to when a project is reviewed by the Recognized Organization or through the Open House process. 3. Require notification of nearby property owners, as well as Recognized Organizations, when an application is submitted for review. 4. Increase the responsibilities of the Recognized Organizations for responsiveness. 5. Increase the application fees to cover the costs of additional notification. 6. Increase participation through the Open House and other engagement processes. Why Make the Change? The City has an obligation to have a balanced approach to the review of applications. Allowing for early notification and public input on projects that may impact an area is important. The information received through public engagement is used to help analyze whether the project meets the applicable criteria in City Code. On the other hand, it is important that the applicant has a predictable and timely review process. The proposed changes are an attempt to balance the public interest with the private property/ applicant interests. With the current ordinance and practice, property owners and residents within 300 feet of a project are not necessarily notified when a community council reviews the project. With an open house,the Planning Division sends a mailed notice to those owners of property or residents within 300 feet of the project, informing them of the open house and inviting them to participate. Notice of the open house is also sent to interested parties on the Planning Division Listserve,including all Recognized Organization Chairs, as well as to those individuals in the particular industry in which the proposed regulations may affect. What are the concerns that are being addressed? What Requires Currently the following applications Proposed changes would include Early Notification require Early Notification: Adding • Alley Vacations • Conditional Building and Site Design • Changes to City Regulations Review(depending on scope of review) • Conditional Uses • New Construction of Principal • Demolition of contributing Structures for multi-family and non- structures in local historic residential uses in local historic districts districts and Landmark Sites Removing • Master Plans and Master Plan Administrative Conditional Uses (like Amendments cell towers and utility boxes) • Planned Developments • Rezonin s Clarify the The current ordinance is not clear on Currently Community Councils have 45 days, Language whether an item should be reviewed by from the date of receiving the notice from the a community council or at an open City,to review an application. This allows house. time to notice the item on the agenda,hold a meeting and send a response to the City. The current ordinance is not clear on the timeframe for when items that are With Open Houses,the Planning Division sends presented at an open house, can be out the notice of the open house,holds the open forwarded for a decision. house and gathers the information from the open house. This process typically takes less than 45 days. The proposed ordinance language would clarify, that either a project would be reviewed at a community council meeting or at an open house,but not require both. The proposed ordinance language would also clarify that the 45 day time limit is required of the Community Council review but not of the open house. Property Owner Currently,those property owners The proposed language would require the City Notification within 300 feet of the proposed to send a notice of the application to all property development are not notified of owners within 300 feet of the project once we community council meetings. Their receive it, similar to noticing the Recognized first notification is of the public Organizations. Property owners could then hearing. Those property owners are contact the City for more information, attend notified of Open Houses. the Community Council meetings, etc. Responsibility of Formalize the process so the City The proposed language would require the Recognized knows when a Recognized organization community council to notify the City,within 14 Organization wants to review a project. days of receiving the notice,whether they want to review the project or not. Most Recognized Organizations are responsive and let the City know whether they want to review a project. However, some Recognized Organizations are not timely in responding to whether they will review a project. This will help City Staff and applicants understand the timeframe for processing the application. Currently there is no specific responsibility of the Community Council Chairs to do this,which leads to confusion as to whether the community council wants to review a project or not. Responsibility of Revision of Bylaws. If the Recognized This modification will ensure that the City Recognized Organization adopts changes to its understands what the current bylaws are of each Organization bylaws,the Recognized Organization Recognized Organization. Allowing that the has thirty(3o) days to file a copy of the changes can be filed by any member of the amended bylaws with the Salt Lake Executive Board of the Recognized Organization City Recorder's Office. The changes will give the organization the ability to meet the can be filed with the Salt Lake City 3o day timeframe to record such changes. Recorder's Office by any member of the Executive Board of the Recognized Organization. Fee increases Increase the fees to cover the cost of the Notice of Application for certain types of applications. Increase Early The City Departments will work with Through the use of more formalized meetings, Engagement the Civic Engagement Team to find focus groups and the use of technology,the City Participation specific ways, catered to various types will continue to provide innovative ways to of projects,to increase awareness of increase public participation and improve projects and provide various methods communication with the public. for the public to provide feedback Get Involved The City wants to hear from you. The City will provide various ways for you to voice your comments/ concerns with the proposed changes. Your comments will help City staff identify how to make the ordinance work for applicants,the public and decision makers. If you would like to participate in smaller focus groups, surveys or other ways, please email Cheri Coffey at cheri.coffey(&slcgov.com The City invites you to a Public Open House on Thursday October 13th from 5:00-7:00 pm on the 4th Floor of the City&County Building. Staff will be available to provide information and listen to your feedback. Learn More To review a copy of the draft regulation language,click here Connect To comment on the project, or to obtain more information, contact Cheri Coffey, Assistant Planning Director, at: • Address: Salt Lake City Planning Division, 451 S State Street, Room 4o6, PO Box 145480, Salt Lake City,Utah, 84114-548o • Phone: (8o1)535-6188 • Email: cheri.coffey(&slcgov.com. Proposed Early Notification Process July 2016 FApplication Submitted Assigned to Planning S • - • • Within One Community Application Completen Within 600 Feet of MoI Council Area/Not Within 600 Verified One Recognize Feet of Another Area Organization,West of Text Amend Master Plan I Notice Sent to Recognized Notice Sent to Notice of Open House Sent to Organization Chair Property Owners 6LI-istsery Including Recognized within 300 feet of Organization Chairs and 45 Day Review Period Starts Project Property Owners R O has 14 days to respond Info Posted to Planning as to whether they want to Website review project 0/ X City Sponsored,Open House RO does want to RO does not want � ___"-t7€ review project to review project VP1 Community Council Meeting Set Commission Agenda Notice Sent by Listery including '= Recognized Organization Chairs Notice Mailed to Property Owners within 300 feet Property Posted 10 Days Prior to Public Hearing 1 Commission Public Hearing EARLY NOTIFICATION COMPARISON How early notification currently happens How early notification is proposed to happen Projects requiring early notification Projects requiring early notification • Alley vacations • Alley vacations • Changes to City regulations • Changes to City regulations • Conditional Uses • Conditional Uses • Demolition of contributing structures in historic dsitricts • Demolition of contributing structures in historic dsitricts • Demolition of Landmark Sites • Demolition of Landmark Sites • Master Plan and Master Plan Amendments • Master Plan and Master Plan Amendments • Planned Developments • Planned Developments • Rezonings • Rezonings • New construction of multi-family and commercial buildings in historic districts • Some projects that are required to go through the Conditional Building and Site Design review process 45 day notice sent to recognized organizations 45 day notice sent to recognized organizations An open house is required when: Open house held instead of presentation to recognized organizations if • Proposal is an amendment to the text of the ordinance . Proposal is an amendment to the text of the ordinance • Proposal is located within 600 feet of a boundary of two recognized . Proposal is located within 600 feet of a boundary of two recongized organizations organizations. • Multiple recognized organizations request a presentation . Multiple recognized organizations request a presentation • The project is located west of 2200 West . The project is located west of 2200 West • The recognized organization will not meet within 45 days . The recognized organization will not meet within 45 days No notice is mailed to nearby property owners if the proposal is reviewed Notice of Application will be mailed to property owners and tenants within at a community council. 300 feet of the project when an application requiring Early Notification is received by the Planning Division. Open house notices sent to all property owners and tenants within 300 Open house notices sent to all property owners and tenants within 300 feet feet of the project.Notice is also sent to all recognized organizations via of the project.Notice is also sent to all recognized organizations via email email. No public hearing can be held within 45 days of a notice being sent to Recongized organizations can choose to waive the 45 day notice. recognized organizations. No public hearing can be held within 45 days of sending notice of an A public hearing can be held at any time after an open house is held. open house Recognized organizations are not required to notify the city if a presenta- Recongized organizations would be required to let the City know within 14 tion is scheduled or if a presentation is wanted. days of sending the notice that they want a presentation SIGN IN SHEET MEETING FOR: P ' io PL C 01 659 an 1 066 , 5 st 00 n P DATE: October 13,2016 PLEASE PRINT EMAIL and/or FULL NAME NI XII,ING ADDRESS /INCLUDE ZIP CODE) �i�udy ��eoM�2 Coffey, Cheri From: Norris, Nick Sent: Friday, October 14, 2016 11:09 AM To: Seelig, Jennifer; Reberg, Mike Cc: Coffey, Cheri; Shepard, Nora Subject: Early Engagement Open House Last night we held an open house to kick off the engagement process related to how we notify recognized organizations and neighbors of pending development related projects. I wanted to make you aware of the input that we received at the first meeting. Below is a summary of the input we received: • Some suggested that the option to hold an open house for site specific developments/proposal within close proximity to multiple community councils should be eliminated.They felt it would be better to attend two or three community councils instead of an open house. They raised questions about if this were to happen, which meeting would the mailer to neighbors advertise, what happens if one waives the 45 day period and one does not, etc. (these seem like things that we may be able write administrative rules for vs. codifying) • People generally liked the idea of allowing a recognized organization to waive the 45 day period, allow things to proceed faster if waived or the item is presented to the community council well before the end of the 45 day period. Some also liked that there was a 14 day response period for the community councils to notify the city if they want to hear the matter. • People liked that we would be sending notice to owners within 300 feet letting them know about an item at a community council meeting. However, they felt that 300 feet is not far enough and that sometimes it doesn't even cover a full block face. Some suggested that the distance be increased, but were not really sure what was right.The length of one block was thrown out as an idea. • People liked that we were adding the new construction in historic districts to the list of early notification. However, people were mixed about the CBSDR for all new construction. Some suggested that only those districts that have a process to increase the size of the building through the process be required to have CBSDR. I did let them know that we were still trying to figure out what an appropriate trigger for these projects may be. • The community council reps that attended did like the fact that the community councils would be notified of all open house items (which tells me they don't know that they are all already getting them or that our list serve is not accurate. Perhaps we need to keep a separate email group of just the chairs and send them a separate email vs. using the list serve?) Most people did have issues with the open house concept. It was acknowledged that these concerns did not need to be codified, but can be addressed in other ways: • The open house format, location, and time does not work well. o Most people do not like having the open house in this building, particularly in the hall way. The primary complaints were the noise, it is inconvenient to park, it is another public meeting that people have to make time for, and the building is out of the way for many people. o Some people suggested that having open houses in the neighborhood libraries would be a better alternative or within the meeting rooms in this buildings, but the hall is not a preferred location. o One person suggested that the city should not rely on the community councils for input, but rather have more focused, city sponsored meetings in the neighborhoods for those that are most impacted by a development proposal and use the community councils to help spread the word. • People do like that there are more handouts and visuals and that staff seem to be more prepared to talk about the topic than in the past. Our intent is to continue to gather input on how to improve the early notification ordinance and process. NICK NORRIS Planning Manager PLANNING DIVISION COMMUNITY and NEIGHBORHOODS 1 SALT LAKE CITY CORPORATION TEL 801-535-6173 Email nick.norris@slcgov.com www.slcgov.com/planning 2 SLCN November 2016 - Changes to SLC's Recognition Policy I STEM Ambassador Prog... Page 1 of 3 Subscribe Share Past Issues Trans View this email in your browser Satt S Ne Community kv..1. Network — Salt Lake Community Network Agenda IIs Website Harmon's Grocery C� City Creek 135 East 100 South, Salt Lake City, 84111 © Facebook Conference Room (Cafe level, behind fireplace) O Email Thursday @ 7am 19 Google Plus November 10th, 2016 0700 - Welcome & Introductions Dianne Leonard, Chair, SLCN 0705 - SLCN Business CALENDAR • w • ■ a • i • Approve prior Meeting Minutes e ■ ■ ■ ■ Click HERE to view minutes for October a ■ • a. e e e 2016 • Proposed change of meeting location To view or • Committee Reports subscribe to our • Communications Committee community calendar ■ Michael Iverson, Chair CLICK HERE • Professional Development Committee ■ Ellen Reddick, Chair Have you planned an event for your 0720 - Community Organization Updates community? Please limit comments to 1 minute in length SF=ND AN E-MAIL with all the details 0735 - Updates from the iMLiyc) c:t L so we can add it to Nate Salazar, Community Liaison, Office of the the calendar! Mayor http:Husl 2.campaign-archive2.com/?u=647d35563623cfa75afc21920&id=f864747930 11/9/2016 SLCN November 2016 - Changes to SLC's Recognition Policy STEM Ambassador Prog... Page 2 of 3 SLCN Executive Committee 0740 - ';TEM Ambassador Program University of Utah Chair-Dianne Leonard Vice Chair-Michael Iverson 0800 - SLLC's Recognition Ordinance Cheri Coffey, Assistant Planning Director, SLC Secretary-Dennis Faris Planning Treasurer-Jade Sarver A discussion to obtain feedback on proposed changes to the Recognition Ordinance of Salt Lake City, related to the Early N • ..µ..,me.-. Notification requirements and process. �gM.pW 0830 - Meeting Adjourns •, Next meeting is Thursday, December 8th @ 7am Mayor Biskupski's SLC Community Empowerment Team Purpose The purpose of SLCN is to empower and enable recognized Community Organizations to affect positive change for the benefit of those they represent. Mission The mission of SLCN is to educate, and promote communication, understanding, and cooperation amongst recognized Community Organizations and local city, county, and state governments. Goo Website Facebook Email Google Plus Copyright©2016 Salt Lake Community Network(SLCN), All rights reserved. http://usl2.campaign-archive2.com/?u=647d35563623cfa75afc2l920&id=f864747930 11/9/2016 Alm, 4't Salt Lake Community Network —Promoting eoope59PP Gnderstandmg and mutual appreciation among Salt Lake's Community Organizations SLCN Meeting Minutes Harmons City Creek Thursday, 7am November 10, 2016 0700 Meeting called to order by Dianne Leonard, Chair • Introductions by those in attendance: o Dianne Leonard, Dennis Faris,Jack Winward, Dave Alderman, Ellen Reddick, Marlene Jennings, Sean Crossland, Esther Hunter, Landon Clark,Judi Short, Valerie Vaughn, Nate Salazar, Kim Bowman,Yusuf Jameel, Cheri Coffey o Apologies from those that can't make today's meeting:Jade Sarver, Lauren Arrellano 0705 SLCN Business • Approve October Minutes— Marlene moves,Judi 2nds. Passes unanimously. • Change of Meeting Location o Change will be made ASAP o New location is VOA Youth Resource Center @ 900 S &400 W o Announcement will follow soon as the details are worked out • Professional Development Committee—Ellen Reddick o How to run a meeting o What's your issue?What's your solution? If you don't have a solution, you're just bitching. o Click HERE to see attachments related to this presentation • Communications Committee. Michael Iverson is absent, so no update 0715 Community Organization Updates • Capitol Hill—Board elections coming up • Greater Avenues—Kim Bowman is incoming Chair • WestPointe (&Jordan Meadows)—Google presented recently. SLC Housing Advisory and Appeals Board needs more people! • Glendale—Just returned from Community Leadership Training with NeighborWorks. Will apply for grant money to transform space into pocket park. Will move to 5 person board configuration East Central—Traffic to/from UofU area is a constant issue • Sugar House—Slow and quiet! • Liberty Wells—taking over British Field Days! Filled Secretary position! Working on cleaning up alleys • Poplar Grove—Strategic Planning will occur in Nov& Dec board meetings. No public meeting till Jan due to holidays 0730 Updates from the SLC Mayor's Office • Homeless Services Resource Sites location announcements will be Nov21. • Updates on changes to Mayor's Liaisons assignments �Q�i`"'1e4WiIm` _ \4 SLCN �.. alt Lake te WWI 0 "N Community Network EF19W 6nderstandmg and mutual appreciation among Salt Lake's Community Organizations 0735 STEM Ambassador Program Yusuf Jameel, STEM Ambassador • 20 scientists from 7 different departments • Connecting Science and Society • STEM Ambassador Program is a research and public engagement program funded by NSF • Yusuf gives Ambassador presentation on water conservation issues o UT uses too much water and doesn't value it appropriately o No financial incentive to conserve water exists 0805 SLC's Recognition Ordinance Cheri Coffey,Assistant Planning Director, SLC Planning • Please see attachments o Early Notification Comparison o Proposed Early Notification Process o Rocognition Ordinance 2.60.030: Minimum Requirements • General consensus seems to be that Open House formats are not conducive to deep understanding of an issue • Click HERE to see attachments related to this presentation 0830 Meeting Adjourns Next meeting is Thursday, December 81h @ 7am TENTATIVE new location at VOA Youth Resource Center, 888 S 400 W ��Q�1�--ea4_�am 1Va Recognized Community Organizations Ordinance Proposed Amendments Public feedback is needed on proposed changes to the Recognized Community Organizations Ordinance, as it relates to early notification. Proposed changes will provide clarification and ensure that the intent of the early engagement process is being met. As of April 12, 2017, 3:52 PM, this forum had: Attendees: 222 All Responses: 39 Hours of Public Comment. 2.0 This topic started on September 28, 2016, 1 :43 PM. This topic ended on February 16, 2017, 11:33 AM. In the past year, how often have you participated in an open house or public meeting, i.e. City Council, board or commission meeting? Response Percent Response Count Weekly or more often 11.1% 3 2-3 times a month 11.1% 3 About once a month 14.8% 4 Several times a year 33.3% 9 About once or twice a year 14.8% 4 Less than once a year 7.4% 2 Never 7.4% 2 Do you currently belong to a community council or other Recognized Community Organization? Response Percent Response Count Yes 59.3% 16 No 40.7% 11 If yes, which one? i Answered 16 Skipped 11 What is your preferred method for providing feedback on City initiatives? Response Response Percent Count Community Council meetings 55.6% 15 Recognized Community Organization 11 .1% 3 Membership Public Open Houses 37.0% 10 Project Workshops 14.8% 4 Public Hearings, i.e. Planning Commission or 44.4% 12 City Council Online Engagement, i.e. Open City Hall 48.1% 13 Other 11.1% 3 How do you prefer to be notified of opportunities to provide feedback to the City? Response Percent Response Count Email 92.6% 25 Letter or postcard 59.3% 16 Social Media 29.6% 8 Newspaper or press releases 29.6% 8 Comments: Answered 2 14 Skipped 13 What comments do you have about the proposed changes to the applications required for early notification? I am supportive of the proposal to add early notification for the additional proposed application types, but I would not remove administrative conditional uses from the early notification process. I would not remove, "Administrative conditional uses, such as cell towers and utility boxes." Residents should be notified as early as possible for structures such as "cell towers." OK It seems adding more over sight and more hoops to jump through will only add to a major problem in salt lake and that is affordable housing. We have such limited housing and prices are so high, adding more fees and time to the process will make it harder for new construction. We also have a lot of buildings and homes in need of repair or replacement and adding more restraints will make it harder to update the area. Agree with the proposed changes I have been saddened to see what is happening in our historic neighborhood. There is little that has been done to stop complete tear downs. I'm all for remodels but we are losing the cha after of our neighborhood. text is cut off at the edge. Why are Administrative conditional uses being removed? OK 3 I agree with this change. Many community members have feedback for both cell towers and utility boxes. My community council has been alarmed by a few of those projects and removing them eliminates the community opportunity to provide feedback for controversial locations or mitigating efforts that could be done to improve the box, etc. Removing these does not serve the community well. Don't agree that "Conditional building and site design review for new principal structures" needs to be added. I would remove demolition of Contributing Structures and let that go through the normal planning and building process. There are considerable steps in the process to gather public feedback. I would ask that freestanding cell towers go through the early notification process. Think about utility boxes. They are an eyesore and not maintained. The person whose property this is on or in front of or next to needs to be given notification. And a phone number to call when the utility company leaves trash all around the box. I suggest adding public engagement on the purchase of new property by city agencies. Comments: Answered 17 Skipped 10 What comments do you have about the proposal to clarify that a project would either be presented to the Community Council or the Open House but not both? What comments do you have about clarifying that the community councils would require a 45 day time limit for comments but open houses could be completed more quickly? I am strongly OPPOSED to this proposed alternative notification process. Open houses are relatively inconvenient, often require leaving work early to attend, and require that engaged community members who regularly attend community council meetings also attend a separate meeting. Open houses are not nearly as well 4 attended as community council meetings. If the City is truly interested in fostering increased community participation and seeking more community input on projects, open houses are a very ineffective forum, especially when viewed relative to the existing participatory structure of community council meetings. This proposal, as presented, would essentially cut community councils entirely out of the process. This may be easier for developers and Planning Staff, but it would significantly shortchange an important established community forum for community education and feedback. In addition, removing any required time window between an open house and an associated public hearing as proposed would be very limiting in terms of providing the public with sufficient time to educate themselves regarding projects occurring in the City and provide associated comment/input. The city should handle all project reviews at public open houses, not at community council meetings. My experience with community councils has been that they do not represent the community, but work to support and legitimize the agendas of small factions. The Glendale Community Council is like this. If you're truly looking to maximize engagement, then both should be required. Giving only one option for engagement is not really very engaging. Still should be presented to the community council and have an open house I don't like this proposal. I have seen too many proposals that were presented to a community council that the general public had monies about and if the open house requirement were negated, they would be cut outbid the process. I think both are important. Too many things are under the radar and often by the time the community at large finds out about changes it's hard to have community opinions heard Automated emails? How to do you confirm receipt? If this means that City conducted "open houses" would make Community notification unnecessary, then I oppose it. It this means that a Community Council may either have a meeting or an open house, then I support it. There should be no substitute or way around Community Council notification. Sometimes it would be best to have a community-council review and an open house. Sometimes, I'm sure, the city will recognize occasions when both should occur. But perhaps it would be a good idea to require holding an open house if the affected 5 community council requests it. An issue may affect the whole neighborhood, not just the small number of "regulars" who attend CC meetings. I completely disagree with this change. Both an open house AND community council meeting should be allowed and encouraged, especially for larger projects. I absolutely oppose using an open house as an option to community council reviews. That said, if an open house is the option it should also have the same time frame for public involvement. I don't believe that Open Houses provide for the same level of community input that you receive from a Community Council meeting. It's true that the timeline is longer for community councils. But if an owner/developer is asking for a rezone, master plan change or demolition of a landmark building, then we should take a little more time to get public input. It is extremely valuable for the community to have a presentation in our own neighborhood, and the council is a great forum in which to do so. Reasonable. This is a challenge because if we are able to meet with the community council within 15 days and all comments have been reviewed, now there is 30 days if just sitting I like the either or structure with the 45 days imposed as the maximum response time but emphasize a timely response of under 45 days is preferable. The applicant should be able to request the City sponsored Open House process or request a City staff observer at the Community Council review hearing. Additional fees may apply if either route is chosen. The Open House is mostly worthless. If you skip to the Open House and ignore community councils, you will get very little valid feedback. Our meetings are packed with agenda items, will be hard to get enough time to hear the issue properly. Always a problem. Comments: Answered 18 Skipped 6 9 The draft ordinance proposes to require notification of property owners within Soo Feet of a proposed development application. What are your comments about this proposal? Agree Seems fine, although 300 feet is quite limited given the size of Salt Lake blocks and the scale of many projects we are seeing in the city. For example, a 200+ unit multifamily project would have neighborhood impacts well beyond 300 feet. The proposed change is good. All property owners within 300 feet of a project should be notified when the city receives an application for a proposed development. However, community councils are not elected bodies and are not part of city government. They are autonomous organizations with definitive agendas that may or may not represent public sentiment. Community councils do not represent the majority of their communities, but only small factions. Please refrain from including community councils in the process. Because they are outside organizations, it seems arbitrary to give such organizations preference for information, and to make them part of the city process is wrong. Why not include the community council meeting notification in the city notice? Please continue to notify the neighboring property owners This is often too narrow of a notice because a project has the potential to impact a greater area than the 300 ft now required. Less than 2 weeks notice is not enough time as it is not uncommon for people with a direct interest in a proposal to be out of town and have no idea anything that could impact their quality of life and property values before a decision has been made. can the notice include the meeting times of Community Councils? Good This is exactly how it should be. OK, I think. Part of the text is chopped off on the right side. Good. I still believe 300 feet is completely inadequate for notification. Many people feel impacted by developments and are not recognized because they do not live right next door. Notifying both property owners and the Community Councils is a positive change. Many of these major changes impact more than the immediate neighbors. Please give us more information, and not less. The necessity for this is a function of the proposed development. A simple compatible development should not need this level of notice, whereas a non- conforming or large or controversial development should be noticed this way. Discretion of the Planning Department should be allowed. Seems reasonable and productive. Property owners need to know by when they need to provide feedback. Many live out of state. The person living at the address must be notified as well. I would up the notification zone to 500 feet. Create a method for notifying surrounding property owners by any and all means necessary. Comments: Answered 15 Skipped 12 A fee increase for noticing is being proposed to cover the notice of application to owners of property within 300 feet. What comments do you have relating to this change? Fee should be paid by whomever is doing the construction I am supportive of increased fees for noticing. I'm not sure what this "fee increase" proposal is all about. Your two sentences in this survey are ambiguous. Is it a fee increase for those who seek to do projects, or for those who will get notified, or for everyone citywide to allow the city to send the notifications? Regardless, I am opposed to fee increases. 8 Inventive bureaucrats should be able to come up with a funding mechanism that does not affect property owners or developers, etc. OK Fee should be paid by the developer What is the fee now? What is the proposed increase? how much? Not just mail but an in-person meeting with the owner and tenant would be better. This is how it should be. Unavoidable. Developers should bear this cost. A fee increase for noticing seems reasonable. Again, this is for major changes, such as rezoning and master plan agreements. If the owner/developer wants the City to change the regulations for them, they should expect to pay a little more. Will cost be per property, or a flat fee. Some sort of per property fee would be more equitable. Of course a fee increase is being proposed. It is what we do every time we discuss something in public. "Free" speech is a myth. Create a method for notifying surrounding property owners by any and all means necessary. Comments: Answered 19 Skipped 8 9 The proposed changes would require community councils to notify the City, within 14 days, whether or not they want to review a project. What comments do you have about this proposed change? Agree This seems reasonable. Since community councils are private organizations that are not elected by residents, they do not represent residents. It is therefore wrong to make community councils part of the process. They often promote and try to legitimize agendas of small factions of the community. Please refrain from making community councils part of the public notification process. It is arbitrary, capricious and discriminatory. What are the consequences for not notifying the city within 14 days? If there are no consequences for not notifying, then this is not a requirement, it's passive aggressive bullying. Agree with the proposed changes Community councils are established to be a sounding board and a place to learn more about activities and responsibilities of residents and gov't leaders that impact the areas quality of life and the sustainability of the neighborhood represented. It seems reasonable to expect the community organizations to notify the community represented about important events and possible ordinance changes that would have an impactvon the community. (this is also cut off) CC Chairs should notify, but again how do you confirm receipt? 30 days should be the minimum do it OK Agreed 10 I believe this is reasonable and a standard of reply should be expected by the city. A response time for Community Councils seems reasonable. Yes this sounds fair. Reasonable. Great As long as the 45 days begins when the City notifies the Chair of the project. The return notification would help staff to schedule availability to attend and observe the Community Council meeting. This is fine Increase to 21 days. Comments: Answered 17 Skipped 10 The proposed changes would require the Recognized Community Organization to notify the city of a change to its bylaws within 3o days of making the change and they change could be filed by any member of the Executive Board. What are your comments about this proposed change? I am supportive of this change. The city should not be the Iegitimizer or the organization that authorizes "community organizations" by keeping copies of organizations' bylaws. Such organizations do not adequately represent communities, but work to legitimize and promote the agendas of small factions of the community. OK 11 Agree with the proposed changes It seems a reasonable and relatively easily executed expectation to let the city know of bylaw changes in a community organization. Very good. What responsibility does the City have toward ensuring RCOs are following bylaws? Require publication in newspapers and on city and county websites If recognized CC's are required to provide By Laws and articles of incorporation to the City (Recorder) then they should be required to report changes. Articles of incorporation should be added to this requirement. "There is no requirements..." Learn English, please. Also, this one seems very bureaucratic. I don't see what good it is supposed to do. Yes, CC's should let the City know. This is not accurate. The ordinance for recognizing community organizations requires annual filings that include bylaws if any changes have occurred. Is this not enough or do we need to be doing this twice now? Having current bylaws on file with the city seems reasonable. I thought this was already a requirement. Sounds fair Reasonable. Great. How about posting the bylaws of each organization on a City web page dedicated to providing contact information for each Community Council. If they don't keep that information updated then it is not enforceable on applicants. Fine but we might forget. Remind us when you ask for renewal of our RO status. 12 Comments: Answered 11 Skipped 16 City Departments will work with the Civic Engagement Team to find ways to increase awareness of projects and provide various methods for the public to participate. Through the use of more formalized meetings, focus groups and the use of technology, we will continue to provide innovative ways to increase public participation. Fabulous sounding platitudes! Would love to hear more specific proposals to this effect. Yes, city departments should work to find ways to increase awareness of projects and provide various methods for the public to participate, through the use of more formalized meetings, focus groups and the use of technology. This is how the city should be spreading the word and gathering neighborhood input about proposed projects in the neighborhoods. Sounds good. Streamlining communication would be very helpful, perhaps a message board and not just emails. Host a series of open houses to help the community get to know members of the City Council. We need to see and hear from them not just at election time or at formal meetings. As it should be. I am disappointed that you left out the most important changes for specific comments. I absolutely oppose in every way the change that if a project falls within a certain distance of 2 community organizations there will only be an open house. This is a horrible way to conduct engagement. The city should be doing as much as possible to engage the community and should err on the side of more not the easy way out. The city should present at the 2 or 3 13 community organizations for the project to be able to point to the city and everyone that you did more to engage and alert people to participate. Open Houses do not accomplish this because they are so poorly noticed and attended. Why would the city think that using this approach should replace actual outreach? If a project falls near more than one community organization notify them both and show up. If a project is in the master plan you should still notify the community organization as it doesn't mean the developer is getting it right. More often than not a developer will pick one or two elements of a master plan and call it good when community input will show them opportunities to do more to meet the vision of the master plan. This approach is just aimed at cutting out community participation. Increased public participation is often going to be at odds with a fast track timeline. For projects requesting these major changes, it is better to err on the side of public input, even if it delays the project an extra month. Is formatlized a word? Sounds good Can we consider that each Community Council must be certified every two or three years in an effort to measure their effectiveness and responsiveness. Establish some metrics related to management and process - not necessarily core beliefs or intangible qualities. If they don't recertify then they can continue to meet but applicants don't need to seek their input. It is time for at least some measure of checks and balances in the system. Should this read "formalized" instead of "formatlized"? More importantly, the city should also specify who the "public" is in public participation. Are concerns by civil society, businesses or associations weighed equally to concerns of individual citizens? Are comments by local residents equal to those made by other citizens who perhaps live elsewhere, or are they more important? Is the city going out of its way to ensure the participation of the marginalized 14 in a community (non-English speakers, people experiencing homelessness, the elderly or the young, the poor, those without accessible transportation, etc.)? Too often the City just informs the community council and then pushes the responsibility of all outreach for public input to a volunteer community body. The City should think hard about who it is trying to engage and help shoulder the costs of increasing public participation. A lot more thought and nuance needs to be put into this ordinance beyond empty pledges to increase public participation. 15 SALT LAKE CITY PLANNING DIVISION OVE N January 19, 2017 at 5:00 p.m. to 7:00 P.M. Sorenson Unity Center 1383 S 900 West, Hallway Salt Lake City, Utah 84104 � A, HAVE YOUR VOICE ON THE AGENDA HEARD Earl y Engagement Provos e d P r o c e s s and Your input is important to us R e q u TIm Mayor and City Council have requested that City staff review and can help shape the and identify proposed changes to clarify the language in the rules relating to the early notification process and find ways to increase participation by the decisions related to these public while balancing the needs of applicants to have a timely review projects. process. S t a f f :(Chem f 4fay tt 801-535-6188 or cheri.coffey@slcgov.com GET YOUR QUESTIONS A p p l i c a t i :oPhNPNM2MIb-OOiOO ANSWERED Z o n i n 2 Amendment a t a p p r o x i ma t e l y 1 1 This is an opportunity for you A r a p a h o e A v e n u e to learn about proposed R e q u eTcs cbrrect a zoning error and rezone the property residential development projects as well as use to accommodate the existing use. new regulations and planning Z o n i n g :D$ (®ltexr Sipaceo to Residential polices that the Planning S t a f f :(Doug]Dan sir it 801-535-6182 or doug.dansie@slcgov.com Division and other City A p p l i c a t i :oPhNSbW(hi(b008i82 Departments are working on. N o r t h w e s t Q u a d r a n t Z o n i n g T e x t A m n d n R e q u 91K Mayor and the City Council have requested that City staff CAN'T MAKE review and identify proposed text changes for the Northwest Quadrant area IPEN HOUSE? of the city. The changes will be consistent with the recently adopted Northwest Quadrant Master Plan. The proposed changes include Please visit www.slegov.com/ amendments to the following sections and may include changes to other planning/planning-2017-open- chapters of zoning ordinance: M--1 Light Manufacturing Zoning District—The proposed amendments for houses for information related this section may include changes to balance the nearby sensitive lands and to these projects. habitats, and modifications to the land use tables for areas north of I-80 and west of the Salt Lake International Airport. If you have questions about any A p ]p i cat i o n Nu m b e -0 A 7 >t U N P C M2 0 1 6 of the items on the agenda but AG Agricultural District — The proposed amendments for this section can not make it to the Open involve removing residential land uses from the AG Agricultural House, feel free to contact our District. All properties in the City zoned AG Agricultural District are located staff. within the Northwest Quadrant. A p p l i cat i oPd, NPPuCi M0001070 1 S t a f f Gmay Trarrat 801-535-7645 or trac, .tran&slcgov.com Salt Lake City Planning Division 451 S. State Street Room 406 PO Box 145480 Salt Lake City,UT 84114 801-535-7700 Early Engagement Focus Group- Former Applicants 1.24.17 Invited sixteen former applicants to participate in a focus group to identify issues and ideas to address the issues. Four attended the meeting. One sent in comments. 1. General Comments o Training Information to Community Councils about what the purpose of the presentation is a. What role, authority and what supposed to be doing there o Members are uniformed as to what authority it has. a. The people in the community council change b. New people don't know what they are doing c. Comments don't relate to the criteria o Should hold annual training to help community councils know what land use is,what the law says and what process is o Community Councils differ from one group to another a. They overstep their bounds b. The vote is not consistent with charter c. They don't represent community o City should have a form letter for meetings o Identify specific criteria the project must meet o Have a section for comments • Permitted, administrative and legislative types of projects • The planner should take more leadership at the meetings and help train the community council members o Community Councils need to be more civil 2. Other Cities o Aurora Colorado had a well-organized community engagement group • They just give comments, not a recommendation. • The purpose of the presentation is informational. o Los Angeles • The elected district manager hosted the meeting • They took comments and questions from the public ahead of time and those comments and questions were passed onto the developer/applicant o Summit County o The community input process was fair and organized o The community should think of administrative items as permitted uses. • There is a false expectation that they have a lot of say in those matters. 3. Ideas: o For administrative items-expand the notice o Give more time for input o Have the Council person deal with the process (like in LA,filter through them) o The Council person or delegate will respond to questions. o Individual input list-each person gets to fill out the sheet that is at the meeting rather than the community council group as one voicing input. o Planning Staff should frame the discussion of why they are there and the purpose of the input o Need to get input where it will help and can be realized o Need to identify that the projects could still be built but the reason why it is being presented is because the developer wants something above requirement. o At a minimum need training and to formalize/structure the meeting. o Have a checklist of expectations 0 45 day and waiting for their recommendation is difficult for applicant. o If input given at the meeting, why have to wait for recommendation. Get input at the meeting, then go to the public hearing. Don't wait for 45 days to expire • What are they doing with the extra days for input? Poland, Michelle From: Coffey, Cheri Sent: Monday, May 15, 2017 3:40 PM To: Poland, Michelle Subject: FW: SLC Focus Group Please redact CHERI COFFEY,AICP Assistant Planning Director PLANNING DIVISION COMMUNITY and NEIGHBORHOODS SALT LAKE CITY CORPORATION Cheri.coffey@slcgov.com TEL 801-535-6188 FAX 801-535-6174 www.SLCGOV.com From: Dustin Holt Sent: Wednesday,January 18, 2017 9:47 PM To: Coffey, Cheri <Cheri.Coffey@slcgov.com> Cc: Subject: Re: SLC Focus Group Cheri, I would welcome an opportunity to discuss this subject with the Planning Department. In a very recent experience the CC Chair participated with us for nearly 6 months in planning & conceptualizing our project. When we asked if a formal vote would be called for from the CC members we were told no and that it was not necessary. Then a few hours before our PC hearing, the CC Chair called and said they had been "forced" to make a "formal' recommendation to appease the City and because of that they would be forwarding a negative recommendation. (I was told there had been "significant negative clamor in the community, yet there were no negative comments at our CC presentation). Come to find out, in taking to other board members no formal vote was ever taken,but the chair had no issues in telling the PC the Board forwarded a negative recommendation. Not sure if it would have changed the outcome of our deal but several PC members did say "if the CC is opposed we should reconsider this". It seemed to be more of a personal preference by the CC Chair NOT to see the project come to fruition, than true community outrage. There seems to be no accountability for the CC members and in my experience they tend to be less experienced in correct real estate matters, zoning principles and are more interested in looking good in front of neighbors and community members. Additionally, in having presented to 4 or 5 different CCs within the City, they all seem to have "regulars" who come to the meeting and do not seem to be well attended by the general public as the general public knows the PC and City Council are the real decision makes. i It certainly is set up to be a great format for disseminating information. In my experience if one is not actively involved in the CC from a project presentation perspective, it seems a significant amount of the information disseminated unfortunately is errant information. I don't believe it is done intentionally but occurs because of the "chain game" and "rumor mill" from CC members who are aware of the project long before the general public is. I've seen this errant information continue to be disseminated up until the PC hearing and in a couple of specific instances, more time is spent by presenters addressing errant information than presenting the good merits of a project to the PC or City Council. I have dealt with 4 or 5 CCs within the City and my experiences are very similar at each one. Unfortunately I will be traveling on the 24th and will be unable to attend but I have copied several colleagues who do similar work in case they are able to attend. Thanks. Dustin E. Holt On Jan 18, 2017 5:02 PM, "Coffey, Cheri" <Cheri.Coffeykslc og v.com>wrote: All, The Salt Lake City Planning Division is soliciting input from former applicants to get an understanding of your experience with the community council input process. We are working on modifications to the current early engagement process requirements and want to hear from you. We will meet on Tuesday January 24' at 4:00 pm in the Planning Division Office in the City& County Building. We are located at 451 South State Street, Room 406 (South end of 41h floor). We will be discussing your experience and ideas of improving the early engagement process with Community Councils for various types of development projects. The meeting will last about an hour. Please RSVP as to whether you are available to join us. Thanks Cheri CHERI COFFEY,AICP Assistant Planning Director PLANNING DIVISION COMMUNITY and NEIGHBORHOODS SALT LAKE CITY CORPORATION 2 Cheri.coffey@slc og v.com TEL 801-535-6188 FAX 801-535-6174 www.SLCGOV.com 3 Coffey, Cheri From: Oktay, Michaela Sent: Wednesday, May 17, 2017 12:08 PM To: Coffey, Cheri; Norris, Nick; Mills, Wayne; Goates, Jonathan; Paterson, Joel Subject: Fwd: 842 East Planned Development Dave called and his main concern was the Community Council holding up his project. Just passing on his general concerns about development, process and the City issues. Sent from my iPhone Begin forwarded message: From: dave robinson Date: May 17, 2017 at 10:46:36 AM MDT To: "Oktay, Michaela" <Michaela.Oktaykslcgov.com> Subject: Re: 842 East Planned Development yes, i understand they are not holding me up; however, my point is this: - salt lake city has a housing crisis. there is no product, especially single family homes -west of the freeway residents often feel they are the bastard child of the city and little new development that supports their neighborhoods -the vacant parcels become magnets for the homeless, drug use, etc. i was at hoyt place much of yesterday morning with the police, dealing with a crazed homeless man who was threatening to shoot and kill the men we have mowing that property - city council members state this is their priority -when we submit to community council, it should be priority to get on their agendas - if the community council has items they want to see addressed, we need time to get back with our architects, engineers, city staff, etc. before it goes to open house and in front of planning commission -this project has gone in front of community council several times and community council leaders should get it on the agenda as a priority item. this has nothing to do with, dave thinks he gets best treatment, this has to do with, if this issue is a priority for the city, show us by prompt agenda placement. i don't know if there needs to really be an ordinance,but a reminder from city planning to the community council members that new construction is a priority. also, maybe you encourage planning staff to contact community council with a soft date heads up when the application is initially submitted. for example, if hoyt place was submitted 10 days ago,jp should be able to send bryce a heads up note stating the project has been submitted and to tentatively plan for the next community council meeting. then jp can continue his review of the submitted packet, make sure all are in tact, send the packet to bryce and asking for the hard date. then, we are on the earliest community council meeting,we hear their concerns, we address their concerns prior to the public hearing,we have a successful public hearing as we head to planning commission. continuity and predictable path to the finish line is what i am looking for and i think you and city staff are also looking for. i than much dave On Wed,May 17, 2017 at 10:10 AM, Oktay,Michaela<Michaela.Oktay(a slcgov.com>wrote: Dave, They aren't holding you up,actually, in terms of holding it in May or June. Both are within the 45 days for which the PC cannot make a decision until that 45 days is over. We are drafting an ordinance to address this,Cheri is working on this. I hope that makes sense. Sent from my iPhone On May 17, 2017, at 9:05 AM, dave robinson wrote: ----------Forwarded NNL� Date: Tue, May 16, 2017 at 2:52 PM Subject:Re: FW: 842 East Planned Development To: "Goates, Jonathan"<Jonathan.Goates a slcgov.com> i : Fa' ark CC Chair<B ce.Garner slc ov.com>, dave robinson Hi Jonathan and Dave, Thanks for sending this. Our agenda for this month is already set. We could get him on the June agenda for 20 minutes--which will be on Thursday,June 22nd. Will that work for both of you? Thanks, Bryce On Tue,May 16,2017 at 2:13 PM,Goates,Jonathan <Jonathan.Goates&.slc og v.com>wrote: Hi Bryce, Dave also wanted me to include a rendering of the street view.Also wondering if you think there will be room on your agenda this month for Dave to present? Thanks, 2 JP From: Goates, Jonathan Sent: Monday, May 15, 2017 4:59 PM To: Fairpark CC Chair<Bryce.Garner(aslcgov.com>; Fairpark CC Chair <B ce.Garner slc ov.com> Cc: 'dave robinson' Subject: 842 East Planned Development Bryce, The Planning Division has received a petition for a Planned Development at approximately 842 E Hoyt Place. The proposal is for a io unit combination of single family detached and townhome type development and new private road. The project will also need to go through a preliminary plat process. I have attached the following for your reference: 1. The petitioner's application materials and plans 2. A summary sheet with an aerial map of the subject property 3. A formal letter requesting your community council's input As a recognized community organization you have 45 days from the date of this e-mail to provide comments on the proposed petition. The 45 day period ends on June 29th. Please let me know if you intend to have the petitioner present at an upcoming community council meeting, including the date and time of the meeting, and I will coordinate with them. This project is also scheduled for an Open House at the following time/date (place TBD): Thursday, June 15, 2017 5:OOPM — 7:00 PM 3 If you have any questions about the petition please feel free to contact me. Thanks, JP GOATES Principal Planner DEPARTMENT of COMMUNITY and NEIGHBORHOODS PLANNING DIVISION SALT LAKE CITY CORPORATION TEL 8oi-53-5-72�6 FAX Soi-_j�-6174 WWW.SLCGOV.COM 4 Coffey, Cheri From: Coffey, Cheri Sent: Friday, February 17, 2017 11:51 AM To: 'Sam Mokhiber' Subject: RE: Recognized Community Organizations Proposed Amendment Attachments: 2.17.17 Revised Early Notification Current Initiatives Document.pdf Sam, Are you referring to Open City Hall? If so, I'm not sure if you have to sign in to read the proposals or if you have to sign in just to comment. However, if you are talking about Open City Hall,the topic has been closed but we are still in the process of gathering information before we take it to the Planning Commission and City Council. I have attached a "fact sheet" about the topic. If you have any questions or comments, please let me know. Thanks Cheri CHERI COFFEY, AICP Assistant Planning Director PLANNING DIVISION COMMUNITY and NEIGHBORHOODS SALT LAKE CITY CORPORATION Cheri.coffey@slcgov.com TEL 801-535-6188 FAX 801-535-6174 WWW.SLCGOV.COM -----Original Message----- From: Sam Mokhiber Sent: Friday, February 17, 2017 10:59 AM To: Coffey, Cheri <Cheri.Coffey@slcgov.com> Subject: Recognized Community Organizations Proposed Amendment Hi Cheri I was trying to read about this but it seems I am required to sign in In don't remember having to do that in the past Has the process changed? Thanks Sam 1 Sent from my iPhone z Coffey, Cheri From: Salazar, Nate Sent: Tuesday, February 28, 2017 3:00 PM To: Bonneville Hills, Brad Duncan; Reddick, Ellen; Bonneville Hills, Michael Ford; Capitol Hill, Andrea Ashbridge; Capitol Hill, David Ross Scheer; Capitol Hill, Jack Winward; Capitol Hill, Larura Arellano; Central City CC Chair; Central City, Theo Cowan; Downtown Alliance, Jason Mathis; Downtown Alliance, Jesse Dean; Downtown Alliance, Jim Olson; Downtown Alliance, Linda Wardell; Downtown Alliance, Molly Mazzolini; East Bench, Doug MacLean; East Bench CC Chair; East Bench, Suzanne Sackas; East Bench, Teri Davis; East Central, Esther Hunter; East Central, Neil Glad; East Central, Niki Nielsen; East Central, Taylor Parkin; East Liberty Park 1 CC Chair; East Liberty Park, Jason Stevenson; East Liberty Park, Marcia Black; East Liberty Park, Ralph Curtis; Fairpark, Ali Oliver; Fairpark CC Chair; Fairpark, Jade Sarver; Fairpark, Tom King; Federal Heights, Ann Robinson; Federal Heights, Beverly Nelson; Federal Heights, Eric Swenson; Federal Heights, Gene Fitzgerald; Foothill/Sunnyside, Erin Taylor; Foothill/Sunnyside, Leeaine Burnett; Foothill/Sunnyside, Denise Doxey; Foothill/Sunnyside, Devon Olson; Foothill/Sunnyside CC Chair; Glendale, Chris Ginzton; Glendale, Grant Gilmore; Glendale, Jen Lopez; Glendale, Sean Crossland; Glendale, William Palmer; Greater Avenues, Michael Hughes; Greater Avenues, Brian Hatton; Greater Avenues, Dave Alderman; Greater Avenues CC Chair; Greater Avenues, Peg Alderman; Jordan Meadows, Annabelle Valencia; Jordan Meadows, Bobbi Brooks; Jordan Meadows, James Goostrey; Jordan Meadows, Jenna Waters; Liberty Wells, Jeff Bair; Liberty Wells, Ryan Curtis; Liberty Wells, Steven Hunt; Liberty Wells, Valerie Vaughn; Liberty Wells, Wayne Howcroft; Millcreek Friends Interested in Dogs and Open Spaces, Polly Hart; Millcreek Friends Interested in Dogs and Open Spaces, Cara Lingstuyl; Millcreek Friends Interested in Dogs and Open Spaces, Rita Lund; Poplar Grove CC Chair; Rose Park CC Chair; Rose Park, Brent Guymon; Rose Park, Corky Reeser; Rose Park, Craig Thomas; Rose Park, Dan Strong; Salt Lake, Dianne Leonard; Sugar House CC Chair; Sugar House, Bryce Williams; Sugar House, Judi Short; Sugar House, Landon Clark; Sugar House, Larry Migliaccio; Sugar House, Sally Barraclough; Sunnyside East, Jon Worlock; Sunnyside East, Kerry Doane; Sunnyside East CC Chair; Sunnyside East, Nancy Cowie; Heidorn, Tina; Wasatch Hollow, Brad Johnston; Wasatch Hollow, Laurie Bryant; Wasatch Hollow, Marilyn Domenick; Wasatch Hollow CC Chair; Wasatch Hollow, Mike Bander; Westpointe, Dorothy Owen; Westpointe, Larissa Verrill; Westpointe, Marlene Jennings; Westpointe CC Chair; Yalecrest, Karly Nielsen; Yalecrest, Loree Hagen; Yalecrest, Robert Argenbright; Robin Carbaugh; Yalecrest, Tracey Harty; Young Professionals, Alex Walton Cc: Coffey, Cheri; Seelig, Jennifer; Norris, Nick; Buehler, Elizabeth Subject: Development Review Process Survey Community Council Executive Board Members Salt Lake City is currently analyzing changes to the Recognized Community Organization ordinance. As part of that analysis, the City is sending a survey to all members of Executive Boards of Community Councils to learn about what community council members believe is the general role of community council and the purpose of the community council's role in the development review process. The survey consists of 17 questions and should take less than five (5) minutes to complete. Your cooperation in filling out the survey will help the City have a better understanding of how the different community councils operate. To take the survey click here https://byu.azl .qualtrics.com/SE/?SID=SV_Owja3j4NOsi0ctL Once the survey information is compiled, the City will reach out to community councils to discuss the results of the survey. This information will be used to help the City improve the Early Engagement Process and provide guidance for changes to the Recognition Ordinance. 1 Thank You, CHERI COFFEY,AICP Assistant Planning Director PLANNING DIVISION COMMUNITY and NEIGHBORHOODS SALT LAKE CITY CORPORATION Cheri.coffey(,slcgov.com TEL 801-535-6188 FAX 801-535-6174 Nate Salazar,MSW Community Liaison O:8oi-535-7976 M:385-775-84o6 OFFICE of the MAYOR SALT LAKE CITY CORPORATION www.SLCMAYOR.com www.SLCGOV.com 2 PLANNING DIVISION DEPAR'I'bD^,i]1'.f GOMl1DJNITY..dNEIGHB0RHOODS Survey of Executive Board Members of Community Councils Executive Summary- Spring 2017 At the request of the Mayor and City Council,the Salt Lake City Planning Division was assigned the project to make revisions to the Recognized Community Organizations Ordinance. The purpose of the Recognized Community Organizations Ordinance is to identify the role of Recognized Organizations with Salt Lake City government and Salt Lake City government's role with Recognized Organizations. The City Council specifically requested that the Administration look at ways to enhance transparency and community engagement. The Council requested that neighborhoods around proposed projects are afforded adequate notification and have sufficient time to provide feedback and the review should consider ways to improve notification and participation at community council meetings and in other ways while balancing the needs of applicants to have a timely review process. As part of this analysis,the Planning Division has held open houses, sponsored an Open City Hall topic and held a focus group meeting with former applicants on this subject. In addition, the Planning Division, in cooperation with the Mayor's Office and Civic Engagement Team,has conducted a survey of Executive Board Members of Community Councils to determine what they know of the Recognized Community Organizations Ordinance,how they operate in terms of it, and their processes of reviewing development and land use proposals and how to improve the process. The Survey was conducted,via the internet,between February 28, 2017 and March 13, 2017. Of the Recognized Organizations that are Community Councils,responses were completed by people representing 16 community councils; approximately six(6) community councils did not respond. However,there were responses from four people who did not identify which group they affiliate with so some of those responses may be from the community councils who are listed as not responding. Results of the Survey are attached for your review. In summary,of those who responded to the survey, • Approximately half(52%)were aware of the City's Recognition Ordinance. • There was no clear answer of what is the role of the community council; the answers were varied. • Approximately 63%of responders noted that the City's role in the process with the community councils is to provide information, solicit feedback and answer questions. • The majority of those who responded(79%)were most interested in how the project would affect them or their neighborhood. 11Page April 10, 2017 • The majority(61%) also responded that they believe the role of the community council is different for the development/land use review process than it is for other types of presentations they receive from other City Departments (such as library updates,public safety information, events, etc.). • While the majority of responders stated that the purpose of the development proposal presentations (53%) is to provide information about the project,the process and how to be involved, about 16%believed the purpose of the presentation is to determine whether the community supports or opposes the project. • Of those who responded, 6o% stated their community council usually or sometimes votes on a project. Of those who vote,the majority(66%)only allow residents of the community council to participate in the vote. • The majority of respondents (67%) stated that the review process with community councils needs improvement, and • 84% of respondents were willing to participate in training to learn more about the development review process and land use planning. (See attachment A for the Survey Report) Based on this information,the Planning Division 1. Has made draft changes to the Recognition Ordinance to clarify the purpose of the notification and presentation of the information at community councils; (See attached) 2. Will make changes to the internal practices within the Planning Division of our role in the presentation of projects to community councils to ensure consistency of the process with each community council; 3. Has identified potential training opportunities for community council members to learn more about the planning,zoning and the development review process. For More Information Contact Cheri Coffey,Assistant Planning Director Email: cheri.coffey(&slcgov.com Phone: 801-535-6188 Your comments will help City staff identify how to make the ordinance work for applicants, the public and decision makers. The City invites you to a Public Open House on Thursday May i8th from 5:00-7:00 pm at the Sorenson Unity Center located at 1383 South goo West. Staff will be available to provide information and listen to your feedback. 2 1 P a g e April 10, 2017 3 1 P a g e April 10, 2017 COMMUNITY COU NCI L SURVEY DRAFT March 315t 2017 Survey Powered By QUALTRICS O. UESTIONS COUNCIL MEMBERS 4 1. Which Community Council do you attend? 2. What is your position with the Community Council? 3. How long have you been an active participant in the community council system? COMMUNITY COUNCILS 4. Are you familiar with Salt Lake City's Recognized Community Organization Ordinance? 6 5. What do you think is the main role of the Community Council? 6. What is the City's role with the Community Councils? PRESENTATIONS 7. Is the role of the Community Council different when it relates to presentations about pro 8 posed development vs. general presentations (public safety information, library events, City services, etc.?) 8. What do you believe to be the purpose of the development proposal presentations and what is the Community Council's role in them? 9. What type of information is most important to you in a presentation about a development proposal? 10. When your Community Council receives a presentation about a development proposal, do you vote on the project? 11. If a vote is taken, who can vote on the matter? PROPOSAL PROCESS 12 12. Do you believe the current development proposal review process at your community council works well? 13. What are ways to improve the current process? PARTICIPATION 14. Besides the community council system, do you participate with City government in other 14 `Nays? 15. How familiar are you with land use planning and zoning and their general purpose? 16. Would you be interested in receiving training about land use planning and zoning? PC:Lance 2015 •ter •r . ti i ti• r � R �r • i IP - 96 INVITATIONS 53 RESPONSES 16 of 22 COMMUNITY COUNC I COUNCIL MEMBERS I - Which Community Council do you attend? At least 16 Of 22 community councils took part in this survey, an additional few respondents took the survey without specifying winch community council they participate with. Capitol Hill Jordan Meadows East Liberty Park Yalecrest Wasatch Hollow BHCC Rose Park Fair Park CHNC Westpointe Sugar House LWCC East Bench East Central Word Cloud Glendale Great Avenues (16/22community councils) avenues ca westpointe pitolglendale Wasatchhouse • rk eq thollow jordan sugar P O C I rose liberty CO M M U I greater yalecreSt meadowsbench . n eg h bo rh ood fairpark TOP 3 Ili lliik 8 5 4 CAPITOL HILL YALECREST ROSEPARK&WESTPOINTE 4 COMMUNITY COUNCIL SURVEY 2- What is your position with the Community Council? oars . treasurcrj Cr,;urrently Pas,,V � Ce vice-chair secretary member 3 -How long have you been an active participant in the community council system? < One year 1-3 4-9 I 10-15 16+ years years yea rs years 11% 33% r42O 7% ` 7% SALT LAKE CITY 5 COMMUNITY COUNCILS 4-Are you familiar with Salt Lake City's Recognized Community Organization Ordinance? Just over half(52%) of respondents are familiar with SLC R.O. ordinance. 52 % NO 5- What do you think is the main role of the Community Council? 0% •% 7% strongPart of a Unified voice to the neighborhood information city . . . . . Other All of the above Help create change Advocate residents for the betterment of the community Promoting civic engagement and community solidarity To inform, educate, and mal<e a stronger community while getting to I<now your neighbors 6 COMMUNITY COUNCIL SURVEY 6 - What is the City's role with the Community Councils? • 8% 8% All of the above Solicit Feedback Other Provide Answer Questions Information Other Assist with problem solving Provide Support Don't know Offer technology and small budget Help meet Council's by assisting with requests where possible The city needs to decide its role SALT LAKE CITY 7 PRESENTA1111ONS 7- Is the role of the Community Council different when it relates to presentations about proposed development vs. general presentations(public safety information, library events, City services, etc.?) 61% of respondents were of the opinion that the role of the community council differs when it comes to presentations about proposed development. 61 % 39 % YES NO COMMUNITY COUNCIL SURVEY 8 - What do you believe to be the purpose of the development proposal presentations and what is the Community Council's role in them? The majority of respondents (53%) believe the purpose of the presentation is to obtain information about the project and how to be involved. Approx 16% believed the purpose is to support (approve) or opposed a project. • % 2% Other Support / Raise issues Approve/ Oppose a project Deny a project process be involved. Other Raise issues, discuss, support/oppose 1 and 4 (Provide information about the project and Support / Oppose a project) The first two. (Provide info and raise issues) Consider then decide what action to take if any The role is defined by govt. It can change, but may include the above Honestly. All of the above. This is one where one selection is not enough Provide information about the project, Raise issues and support/oppose SALT LAKE CITY C� 9- What type of information is most important to you in a presentation about a development proposal? The majority of respondents (79%) said that information about how a project impact them or their NH. "In 5% 0% 0% How a project Whetherthe The approval immediateimpacts your or project meets City process your standards neighborhood Other All of the above Genera[ Information about the project Whether the project meets City standards The approval process + An early and often feedback loop. It seems as if a neighborhood would be sharing how it is impacted not the other way around 10 COMMUNITY COUNCIL SURVEY 10 - When your Community Council receives a presentation about a development proposal, do you vote on the project? 76% of respondents stated that their community council usually or sometimes votes on a project. 23 % 116% 60 % NO YES SOMETIMES 11 - If a vote is taken, who can vote on the matter? 66% of respondents stated that if a vote is taken, only residents of the community council can vote. 0 % ONLY TRUSTEES OR MEMBERS 34% 66% OF THE ANYONEIN ONLY RESIDENTS OF THE COMMUNITY EXECUTIVE ATTENDANCE COUNCIL BOARD SALT LAKE CITY 1 1 PROPOSAL PROCESS 12 - Do you believe the current development proposal review process at your community council works well? 67% stated that the current process for reviewing development proposal needs improvements. 4 8 MW ' . 5% 67% YES 'I NO NEEDS IMPROVEMENT 13 - What are ways to improve the current process? I think it should be a more formal process, I think it's working pretty well including a formal vote. Better training and information sharing from Open communication. the city. Better training and information sharing from Make sure presentations are timely, i.e. give the city. the council time to consider and respond In Clarify process and information sharing time to affect the project. Provide education on the proposed develop- I am just getting started and have a lot to ment. learn. From my phase of life, it would be easier to have shorter meetings (1 hour)/Ix Involvement sooner in the process, the city's month. liaison should be familiar with the projects Extend the radius to 1 mile for notifications not just say go to open city hall to immediate neighbors regarding petitions More community involvement to change zoning Figure out ways to make it less divisive. Improved communication. • Define the processes To have city council more involved with com- munity council about the issues. It has worked fairly well for us. That the City actually listens to the council. Be consistent with City Ordinances and pol- icies. Listen the members more and their concerns. That the City actually listens to the council. 12 COMMUNITY COUNCIL SURVEY Make sure that projects are presented in a way in which all residents can understand and to be involved. We need a more receptive City Government to recognize concerns our community council raises. • Get all feeder schools involved and have agendas ready for schools to distribute to residents. • City staff need to be able to explain the meaning and relevance of zoning text amendments that Council members are asked to comment on. Sometimes their is little known from the community what the department presenting does and whatthings they don't. Itwould be helpful to line inform the people in attendance what role they are playing in the development and, if any, what things they can't address in their presentation. •The city needs to provide better notice, including with re: the landmarks commission. We only meet as a community council the first wed. of the month and as a board the second wed. More notification to the GACC as well as neighbors and more time to respond would be appreciated. We would like to initiate a Land Use Committee similar to what Sugarhouse does, but our Board has not been able to agree on a process. We have this proposal documented as a Draft SOP and would be happy to share. Information needs to be shared with all attendees, and effort needs to be made to get the information out to the entire council area (or sometimes a larger area.) Because of the timing of our meetings and the notice period, we sometimes don't have the op- portunity to present at a General meeting. So a longer public comment period would be helpful. • We are all fairly new and have not had much practice with the process. I certainly do not understand the process yet. When we have had developers present to us, but I get the impres- sion that we are uncertain if our voice matters. It is nice of developers to present to us what they are going to do - but what if we don't like it? What CAN we do? • Outline in advance how the project impacts the neighborhood; address how the project does or does not meet the goals of the community council; in addition to presenting at a meeting, provide digital materials for the council to continue to use on it's website and newsletters to ensure all interested residents receive the information Community council members generally are very familiar with the master plan and offer point- ed comments and suggestions to promote the vision of the master plan. Sugar House takes notice to the affected area seriously and flyers ourselves. Notice from the city comes WAY TOO LATE for the general public to learn about the project and make good comments. The notice needs to go out much earlier to help residents know of opportunities to learn. Planning puts the documents on ACELA and they are so difficult to access. Everything that is public should be easier to find on the city's website. The city needs to require a rendering of the project for public consumption to better visualize the project. Mechanical drawings do nothing to assist in understanding. • Involve residents and Community Councils at the earliest opportunity. Do not let developers make the rules. More robust discussions. Including CC'S throughout the planning process. Always seeking ap- proval/disapproval from CC's. SALT LAKE CITY 13 PARTICIPATION 14- Besides the community council system, do you „participate 2611 22% 16% 15% 15% ' ' Participate in Send comments Volunteer Attend Board SLC TV,the Other City events to your elected / Commission, Internet, (open houses, officials City Council Facebook, Open City Hall, (City Council meetings Twitter Next Door) members or the Mayor) Other Yeah, pretty • Open No Schoot • i• COMMUNITYMember of citizen advisory board 14 • 15- How familiar are you with land use planning and zoning and their general purpose? Approximately half of the respondents (51%) are moderately familiar with land use planning w approx 30% as well. famiLiar 14% Very famiLiar 16% 51% SLightty familiar 12% Not Familiar 7% SALT LAKE CITY 15 16 - Would you be interested in receiving training about land use planning and zoning? 84% of respondents would be interested in training opportunities to learn more about land use planning with the majority of those interested in attending training sessions 84% �A 16 % YES NO 17- Would you be interested in receiving training about land use planning and zoning? 14% -00 50 • 25 % BROCHURES ATTENDING A TRAINING SESSION WATCH VIDEOS OR OTHER HANDOUTS Other Come and present at the GACC regular meeting All of the above Any or all of the above All of the above 16 COMMUNITY COUNCIL SURVEY SALT LAKE CITY 17 =Q -7A SLCN April 2017 - Elections JEthics I ADU's I Growing SLC: A Five Year Housing Plan ... Pagel of 4 Subscribe Share Past Issues Trans View this email in your browser Salt Lake p-.siCommunityA N e t w o r k —�,,mwtrnq coa wiatnn 11"ewatan4"a ur Salt Lake Community Network Agenda Website VOA Youth Resource Center 888 South 400 West, Salt Lake City, 84101 O Facebook Blue Arrow Room 0 Email ring doorbell at main entrance on SE corner of bldg is Google Plus Thursday @ 7am 2nd Thursday of the month April 13th, 2017 SLCN Executive Committee 7am - Welcome & Introductions Chair-Dianne Leonard Dianne Leonard, Chair, SLCN Vice Chair-Michael Iverson 703am - SLCN Business Secretary-Dennis Faris • Approve prior Meeting Minutes Treasurer-Jade Sarver Click HERF to view minutes for March 2017 705am - Community Organization Updates • Please limit your comments to under (1) - --------=- minute • Click H L F��:_ to see construction updates from Sugar House Community Council -- ----- may mh jW 1 JNfmm9:OOJ:wpm, WaWl p.Mq,"1Mhom VW100pm. 0720 - Updates from the Mayor of SLC — w.•ua.two.na�wtro.m.ua.. Nate Salazar, Community Liaison, Office of the Mayor bttp:Husl2.campaign-archive2.com/?u=647d35563623cfa75afc2l920&id=e9285645e9 4/10/2017 SLCN April 2017 - Elections JEthics I ADU's I Growing SLC: A Five Year Housing Plan ... Page 2 of 4 730am - Professional Development Committee UNA Ellen Reddick, Committee Chair Advocacy&Civic Roberts Rules of Order-Simple Tools Encgagement Credential 740am - Early Engagement- Community Council Survey Results Cheri Coffey, Assistant Planning Director, SLC - --- - - SALT LAKE CITY Planning Division C L N s u s 2010 As part of the analysis of changes to the Recognition Ordinance and ! ATLAS Early Engagement Requirements, SLC conducted an online survey of Board Members of Community Councils 8am - Proposals for Citywide Zoning Changes „,�„,�-•,.•. », o..u. Cindy Cromer, Zoning Geek 1)Movement of language from Chapter 21A of General Provisions regarding overlay districts into each zone description SLC 2)R-2 Zone restriction that does not allow a subdivision if there are already duplexes on the street Census 3) Concern regarding SLC's apparent disregard of Master Plans and 2010 Atlas stated planning policy regarding the proposed closure of a Are you curious crosswalk near the Gateway area about the demographics of your neighborhood? 810am - Preserving NRHP Neighborhoods Here's good place Lynn K Pershing, Director of Education, to start! This is all KEEPYalecrest the information Proposed amendments to three city ordinances to provide protection about Salt Lake City from demolitions in NRHP neighborhoods from the 2010 Census. Let us 830am - Meeting Adjourns know if you have Our next meeting is Thursday, May 11th @ 7am any questions on how to use this tremendous resource! http://usl2.campaign-archive2.com/?u=647d35563623cfa75afc21920&id=e9285645e9 4/10/2017 41 !tt Lake � 6sr %1 mmunity + Network —Promoting cooperation,undarstanappreciation among Salt Lake's Community OrganizationsI SLCN Meeting Minutes VOA Youth Resource Center 888 South 400 West Salt Lake City, UT Thursday, 7am April 13, 2017 7am Meeting called to order by Dennis Faris, Secretary • Introductions by those in attendance: o Kim Bowman, Moana Uluave-Hafoka, Michael Dodd, Dorothy Owen,Jade Sarver, Michael Iverson, Laura Arellano, Sean Crossland, Cheri Coffey,Virginia Hylton, Lynn K Pershing, Ellen Reddick, Esther Hunter, DeWitt Smith, Cindy Cromer o Apologies from those that can't make today's meeting: Dianne Leonard 701am SLCN Business • Approve March Minutes—Judi moves, Michael Dodd 2nds. Passes unanimously. 705am Community Organization Updates • Kim—Greater Aves CC, Memory Grove Cleanup,Aves Street Fair, 9/9 • Michael Dodd, Wasatch Hollow Fest, working on Wasatch Hollow Preserve, Off leash dog park happening • Dorothy Owen, Westpoint,JM, meeting together, had State Senator, City and County Council, ongoing discussion regarding development of the NW quad • Jade Sarver—Fairpark, plant sale coming up, Folsom trail is in progress • Michael Iverson—Developments happening, Liberty Boulevard changes, Marathon coming up on 4/23 will impact downtown traffic, homeless resource center coming in, working on an oversight board idea. Michael is doing a great job in live streaming events • Laura—Cap Hill and Marmalade,Jam Fest, Ensign peak Clean up,Jam Fest coming up end of summer, • Sean—Glendale, 900 W is closed, energized meeting about Sorenson Center management changes, new homeless resource center is 10 blocks south of Glendale, 3100 S and 1000 W, southern border is 2100 S • Sean is doing a UNA training, 5/30 and 6/13, 2 all day trainings, UNA members are$100 or$150, they may be able to get a discount. Utah Non-profit training, covers training for social change theory, how to organize around an issue, policy change, link exists on the agenda • Dennis—PGCC, City has agreed to sign a 10 year contract to carryon management, contract negotiations in process, Bike Park at freeway at 900 S, Construction has started, improved pedestrian crossing process, new Wasatch Community Garden is going in, 9 line improvements are going in, 900 W is going through a lane realignment • Virginia—here to talk about zoning ordinances, new ballpark is being proposed by U of U, some are for it, some are against it, neighborhood council is having a web based travelling yard sale, o,'�Q, VP_ lm� _7"s9& .la. tom'".\ SLCN �' �' Satt Lake Community — -- -- -------- + Network PprechWon among Salt Lake's Community Organizations May 12thYalecrestNeighborhood.com/ proceeds go to charity, KeepYalecrest 501C3 has been organized as a historic preservation group, new open space trails are in progress • Ellen—East Bench Master Plan has been completed, now they are working towards implementation,there are 8 teams who have taken a section to find resources to implement the master plan • Esther—East Central, established a safety pedestrian plan, and the last of those devices has been installed, working on children's community garden, 55 fruit trees, orchard needs a little work,Trolley development is on the border and there are some concerns about the design and demolishing some of the buildings on 600 S and 700 E, other developments in process, 2 Porch Fests trying to accomplish (expanded to another location) • Judi—Sugar House,Judi has provided a list, Legacy is the new tall building on Wilmington, Assisted Living, lots of work happening in Sugar House • Dewitt Smith—Liberty Wells, Liberty Park Market flyers, starting June 9th,working on vendors, trying to be restrictive so the focus is on farming, honey vendor, in the NW corner of the park 720am Updates from the Mayor of SLC—Moana Uluave-Hafoka, Community Liaison • SLC is working on Homeless Resource Centers, design happening on High Ave, construction slated for 2017, internal discussion of what community oversite board will look like, including public input process,there will be discussion of populations, call representative or County Mayor to talk about populations; Moana will follow-up on Sorenson 730am Professional Development Committee—Ellen Reddick, Chair • Robert's Rules Report, ground rules for meetings, or having them posted on the wall, establishes control, everyone has a space and a voice, establishing ground rules, RR has been around for 187 years, • Robert's Rules laminated guide, recommends getting one for yourself and for each of your board members, updated every 7 years, available on Amazon here: • httr)s://www.amazon.com/RobertS-Rules-Order-Quick-Study/dii/1423216679 • Click HERE for a scanned copy of the document • Also recommends having a pocket copy of the Constitution available for$1 at the library • Email Ellen if you would like to have a copy of all the Directors in Salt Lake City,this is helpful • Ellen is happy to come to a meeting and help with facilitation • Orange Crossing Flags o You can sponsor getting flags for crosswalks, Sugar House was able to get a donation for flags from a developer o schools and libraries are free o Click HERE for the Crosswalk Sponsor Form • POC in Transportation is Michael Barry, michael.barry slcgov.com, 801-535-7147 o SLC will handle install of poles and 1st set of flags, after that you are responsible for replenishing flags and paying for them @ SLC Streets Division, 2010 West 500 South. Call first to order(multiples of 10): 801-535-6971 o They will trade out damaged flags for free o Non-reflective flags$.50 each o Reflective flags $1.50 each MN / 4 om ty Network -._P...MmUng cooperation,understanding and mutual appreciation among Salt Lake's Community Organizations i • Click HERE for Directory of SLC Department Heads 740am Early Engagement-Community Council Survey Results Cheri Coffey,Assistant Planning Director, SLC Planning Division • Mayor asked the Planning Commission to get more information on Recognition Ordinance, Planning Commission works to get community input before the planning happens, • Clarify the ordinance and have a timeline review process for applicants • Rip Cord provision through the state,This allows applicants to request a decision within 45 day, this is not aligned with City policy • The City would like to get input from people, and also get feedback from people who can't/won't go to meetings • Administrative Projects, Conditional Use, Planned Developments, Role is to make sure those projects meet the rules, City requires a process for projects outside the rules for these, requires evidence • Rezoning, zoning ordinance goes to the Planning Commission and City Council • They tried focus groups, and other ways of getting public input • One way is to get Community Council input, sometimes things are city wide, like Text Amendments, would be through Open Houses, Open City Hall, Surveys, Focus groups of stakeholders, Planning is trying to get as much input as possible • On this topic 220 people reviewed the info about outreach,they did a focus group and surveyed the community • Goal is to clarify the ordinance,get ways to get more people to participate, it seems like CC's do things differently, each CC does something different, applicants are looking for consistency, out of 22 CCs, 16 responded • Survey results show City's role is to provide information and clarify • 79%were interested in how it impacts them • Purpose of the presentation, CC's had different ideas of what those purposes were for, most were to get information, 16%were to find out if there was support for a project • City wants to get issues to come out in CC Meetings • 60%of CCs sometimes or usually vote on a matter, the vote isn't as important as the issues from the City perspective, most only allow residents to vote • City does not want to adjust how CC's operate • City wants to Planner to present at CC meetings, not to talk about the project, or sell the project, just there to tell people what the process is, which should allow for more consistency among CC's • Dennis has a copy of the results and we will email it off, PDF is in the email,very back part is the draft part of the ordinance • Planning will be providing training on Land Use and training materials to help CCs have a better sense of what's going on • Click HERE for CC Final Survey Report • Click HERE for Proposed Changes to Recognized Community Organization Ordinance Sam Proposals for Citywide Zoning Changes Cindy Cromer,Zoning Geek • Click HERE to see details on Cindy's proposals and her reasoning for them SLCN ' 4 ` �\ , W Salt Lake ` / ` ` Com u ty + Network —Promoting cooperation,understanding and mutual appreciation among Salt Lake's Community Organizations • Landlord who is making a petition with the city • (Secretary Note: this is an abridged version of the full proposal which is available in the agenda) • Proposal 1-21-A, In General Positions (overlay district, Historic takes precedence over other district),would like to clarify the rule) • Proposal 2— Property owner in R2, wants to build townhomes as condos on the property, and rules don't allow, can build 2 rental units, wants to build condos with owner occupancy with restrictions on owner occupation, ordinance will not allow for them to split the lot and build 2 condos, feeling like if a single unit with an ADU is different than 2 condos • Proposal 3— No definition that constitutes an amendment to the master plan, planning commission has been consistent, but proposal is that if there is a change, it should be a master plan amendment • Been held up by demo process and Rule 2 proposal is more time sensitive, she can build the units, but probably can't sell until this is resolved 810am Preserving NRHP Neighborhoods Lynn K Pershing, Director of Education, KEEP Yalecrest, and Virginia Hylton • (Secretary Note: this is an abridged version of the full proposal which is available in the agenda) • Discussion of protection of 23 city nationally registered neighborhoods • There are no protections, currently honorific only • Yalecrest has lost 40 homes, 6 to 7 per year and being replaced "McMansions" • Concern about how this impacts affordability • Becoming a national historic area takes significant effort, but they are being torn down • Civility in process for demolition, and replacement in kind of housing • Reviewed 12 western cities to see how they deal with demos in historic districts • Would like to see definitions of demo ordinance, and clarify rules about demo, (any exterior wall would be a demo) • There is no advanced notice required for demolition, proposal would require notification within 300 feet and 30 days • Would like replacement of in kind housing • There are several amendment suggestions in the proposal and attendees are recommended to review the proposal • Would like support from CC's with historic areas,there are 23 neighborhoods, would like to have more protections to keep historic homes • www.YalecrestNeighborhood.org • KEEP Yalecrest-SLCN April 13, 2017.docx • KEEP Yalecrest-SLCnet NRHP map and envelope graphic 830am Meeting Adjourns • Next meeting is Thursday, May 11t" @ 7am • VOA Youth Resource Center, 888 S 400 W, Blue Arrow Room, Upstairs P.S. -Sugar House is two words. Westpointe is one word with an "e" at the end. Future board item: Talking about CC's functional details (voting, organization) Action item: Request to Moana to get a list of all the boards by District as well as vacancies Next Meeting: May 11, 7:00, Calendar items; add them to the calendar Comments by Cindy Cromer April 4, 2016, revised April 29, 2016 Reasons for introducing "OR" PART I'll start by taking a look at the time/effort associated with two types of community outreach from the perspective of the City employee: in-person attendance at a community meeting and an open house held at the workplace. Attendance at community meetings requires -travel time -time commitments after regular working hours -delays when meeting are not on schedule -potentially hostile members of the audience when issues are controversial -no compensation for salaried employees The open house format requires -no additional travel time -a time commitment which overlaps with regular working hours, extending them by at most one hour -predictable schedule, 4:30 to 6:00 pm -numerous other staff members and security personnel available immediately for support -no additional compensation for salaried employees Now I'll look at the same two options from the perspective of a resident, landlord, or business owner. In other words, someone who would be defined as a member of the community council. Attendance at community meetings involves -the same travel time, time commitments, and social contacts that the individual has already been willing to make if a regular attendee at the meetings -the meetings have a welt-established location and schedule -short travel time because the meeting is in the neighborhood, 2 hours average for attendance at the entire meeting, and contact with new people for individuals who do not regularly attend the meetings -some likelihood that other people in attendance will know the right questions to ask, if the attendee does not The open house format involves -additional travel time to the City and County Building -a time commitment at the end of regular working hours, during peak traffic, with challenges regarding parking -a schedule (3rd Thursday) that one finds out about through the City's Listserve or possibly a City Council member's newsletter, the community council's electronic newsletter, or maybe the City's website. If one does not already know about the open houses, then I do not see how one finds out about them in time to attend. The City sends post cards to nearby property owners for hearings. I don't recall ever getting one for an open house. I rely completely on the electronic notice from the Listserve. -no guarantee that community members who know the right questions to ask will be present at the same time to ask the right questions Obviously, a staff member trying to conserve time would choose the format for an open house. There is no way that a staff member could travel to a community council, wait for the item to come up on the agenda, respond to questions, and travel a distance equal to the initial trip in an hour and a half. Additionally, there are the unknowns in attending a meeting in the community. It is also obvious that the person who attends community council meetings regularly has to spend additional time to attend an open house. It is an additional meeting. The open house format works to the advantage of the staff member and to the disadvantage of the regular community council attendee. I also believe that the format works to the disadvantage of people who do not attend community meetings or the open houses. I do not know how people who are not already engaged in the City's activities even find out about an open house affecting their residence or business. During periods of increased workloads, City staff would certainly prefer the more efficient approach of scheduling an open house and would certainly not want to hold an open house and attend a community council meeting. The current workload is intense and has been since the Recession abated. Staff members have assumed that they had a choice and inserted "OR" into the requirements when the City Council never intended for the outreach to be less when the proposal was near the boundary of two community councils. The City Council did not intend to place a burden on citizens to attend two meetings: the one that they regularly attend for the community council and an additional one. The interpretation by the staff members that they only had to do one type of outreach is rooted in their desire for efficiency and timely processing of an applicant's request. It is not the language in the ordinance. It is not the legislative intent. The City Council intended for the stakeholders to have more opportunities for engagement, not the burden of an additional meeting and additional travel time. Finally, it is illogical to have an abbreviated process which places a greater burden on citizens when the proposal is on the border of two community councils. This is not only because more than one organization can be viewed as a stakeholder, it is clearly because the boundaries of community organizations are frequently defined by very important corridors, ones which deserve and should receive the greatest attention in the planning process. The boundaries for community organizations include the South Temple boulevard, recognized nationally; State highways which are in great need of rehabilitation such as 700 E and State Street; 800 and 900 S likely to be the major connector between eastside and westside neighborhoods; and so forth. In short, a proposal on a boundary between community organizations is likely to be a very important project, not because more than one community organization is involved but because the boundaries of the organizations are located where they are because of the importance of the corridor. PART II So why have I waited so long to comment on the Planning Division's practice regarding open houses? Multiple reasons: 1. 1 own properties in 3 different community councils. Two of them meet on the same night. I am interested in land use and not in many of the other items which show up on agendas at community council meetings. I am keenly aware of the efficiencies of the open house format for myself and for the City's employees. 2. 1 have witnessed City employees from Parks and Planning being treated without respect at community council meetings. 3. 1 have seen community council leader pander to developers and support projects which did not comply with the ordinance or master plans, while the Planning staff remained silent regarding the erroneous information. 4. 1 view both formats, community council presentation and open house, as having serious flaws regarding public engagement. 5. As a small scale developer, I have an appreciation of the current workload City employees involved in development are experiencing. The frenzied environment regarding real estate is out of control. Notification to Community Organizations Regarding Land Use Petitions Salt Lake City ordinance articulates the City's responsibility to notify recognized community council chairs of land use petitions occurring within their boundaries at least 45 days prior to holding a public hearing on such petitions (e.g., Planning Commission hearings). Ordinance §§21A.10.010 and 260050. This 45 day period allows community councils sufficient time to schedule projects for community member education and consideration at their regular meetings, and to obtain associated community comment through official vote and/or other means. City ordinance further specifies that for projects occurring within 600 feet of bordering community council districts, the City will schedule the project for presentation at a Planning open house and notify affected community council chairs. Ordinance §2.60.050. Notably, no notification window is specified in City ordinance when the requirement to schedule an open house is invoked due to a projects relative location. City Planning is currently interpreting its notification ordinance in a manner that limits engagement with community councils and circumvents the 45 day notification window to council chairs in exclusive favor of holding an open house for projects bordering other community council districts. Planning appears to be noticing City-wide ordinance amendments similarly The explicit text of the relevant City notification ordinance, however, does not support Planning's interpretation. Instead, the ordinance's text presents scheduling an open house for projects near the boundaries of organization districts as an additional requirement to providing applicable community council chairs the 45 notification window prior to holding a public hearing regarding land use petitions. Greater notice requirements for projects near the borders of other community organization districts is sound policy, as such projects affect multiple communities and therefore should be associated with a broader opportunity for public comment. Indeed, many community council district borders represent important community corridors, and therefore should be associated with broader community outreach on the part of the City (e.g. South Temple, North Temple, Foothill Drive, State St.. 700 East, 1300 South, etc.). This issue was raised to the City in connection with a significant rezone petition near Trolley Square that appears to have not been properly noticed to the Central City Neighborhood Council chair. For clarification, Central City resident Jack Davis submitted a Request for a legal advisory opinion from the Utah State Property Rights Ombudsman regarding the proper application of the City's notification ordinance. The City Council further adopted a legislative action on April 19, 2016 requesting that the Administration review its early notification processes in view of this issue. While the opinion from the Ombudsman and the results of the Council's legislative action are forthcoming, community councils should nevertheless consider advocating for the City to interpret its ordinance in a manner that preserves their traditional roles as community educators and forums for community engagement, or amend the ordinance as appropriate to achieve the same. Links to Further Relevant Information: Salt Lake Planning Flow Chart of City's Current Interpretation of Notification Requirements https,://www.dro_pbox.c-om/s/d-31434cvv3-e 1 b2l/Neighborhood%20Notice%20Alternatives.pdf?dl=(, J. Davis Request for an Advisory Opinion from the Utah Property Rights Ombudsman littps:/iwww.dropbox.comtsii8voOmh34aak7z,h/Advisory%200pinion%2OReQuest,odi?dl=0 Salt Lake City Reply to Property Rights Ombudsman in Response to J. Davis' Request p -'ie'._ ;,uvn.,uiil/s/itn2lUNiiuiiiyuCltYl`020Response`%2uiylo_ui'equetit.Juf!dl=0 ■ J. Davis Response to Salt Lake City Reply to Property Rights Ombudsman https-/ com/s/db7b8b67ynczucw/Reply%20to%20CitV%20Response.pdf?dt=0 ■ Video of April 19, 2016 City Council Legislative Action Regarding Community Council Notification hfts:/1youtu.be/zUftfs6Eik?t=5082 Disclaimer The analysis and conclusions presented above do not constitute legal advice. This document and any associated documents have been prepared solely based on the author's role as a resident of Salt Lake City affected by a land use decision Anyone with an interest in these issues who must protect that interest should seek the advice of their own legal counsel and must not rely on these documents as a definitive statement of how to protect or advance their interest or as an accurate statement of the pertinent facts and issues Poland, Michelle From: Coffey, Cheri Sent: Monday, May 15, 2017 1:46 PM To: Poland, Michelle Subject: FW: Recognition Michelle, Will you please redact the personal information from the below email? Thanks CHERI COFFEY,AICP Assistant Planning Director PLANNING DIVISION COAIMUNrTY and NEIGHBORHOODS SALT LAKE CITY CORPORATION Cheri.coffeyC slcgov.com TEL 801-535-6188 FAX 801-535-6174 aww.SLCGOV.com From: Esther Hunter Sent:Thursday, November 10, 2016 9:46 AM To: Coffey, Cheri <Cheri.Coffey@slcgov.com> Cc: Subject: Recognition Cheri.Great to see you this morning.I wanted to quickly respond with a reference for you.This is from my computer not from Sterling,and if I remember correctly this was a revision of an earlier version of the ordinance that may not have been in the same location.If I find more I send it to you.The earlier version requested a few more details that we have always hoped were helpful to the planner and developer such as how many people were in the meeting,if a formal vote/position was taken,etc.but hopefully this will convey the concept of my suggestion from this morning.We always felt this type of structure was not only helpful but more fair to everyone.Thanks for considering.Esther 2.62.040: PARTICIPATION IN PLANNING PROCESS: A. Recognized and registered organizations are encouraged to make recommendations concerning matters of which they are given notice pursuant to this chapter. In making such recommendations the spokesperson for the organization shall specify the following: 1. The nature of the meeting at which the organization's recommendation was obtained(i.e., executive committee, board, general membership, or otherwise); 2. The notice procedure for the meeting at which such recommendation was made; 1 3. The vote on such recommendation; 4. Any dissenting reports. B. The Salt Lake City planning division staff shall encourage all zoning petition and/or conditional use applicants to meet with affected recognized organizations to discuss and receive input on the petition or application proposal prior to scheduling the matter for consideration by the planning commission. A report of the discussions with the affected recognized organizations and the applicant shall be contained in the planning commission staff report. z SALT LAKE CITY PLANNING DIVISION OPEN HOUSE May 18, 2017 at 5:00 pm to 7:00 pm Sorenson Unity Center 1383 S 900 West, Gallery/Lobby Salt Lake City, Utah 84104 ON THE AGENDA Sugar House Planned Development and Conditional Building and Site Design Review at approximately 2290 S 1300 East Request: To approve development of two office buildings with an associated parking structure, and a mixed use building that includes multi-family residential and ground floor retail. The office buildings are each approximately 100 feet in height with some height variation due to a sloped grade. The associated parking structure is located under the office buildings and will accommodate approximately 1,200 vehicles. The mixed use building is expected to accommodate approximately 200 residential units and will include ground floor retail space. The development also includes a new through street (Stringham Avenue) that connects Highland Drive to 1300 East. The development must be reviewed as a Planned Development as two of the buildings will not have frontage on a public street. Other zoning requirements may be modified through the Planned Development process. The development also must be reviewed through Conditional Building and Site Design Review as the process is required for buildings that exceed 50 feet in height in the associated zone. Zoning District: Sugar House Business District-1 (CBSD1) Staff Contact: Daniel Echeverria at 801-535-7165 or daniel.echeverriakslcgov.com Application Numbers: PLNSUB2017-00298 and PLNPCM2017-00300� Early Engagement Proposed Process and Rule Changes (Changes to Recognized Community Organization Ordinance) Request: Salt Lake City strives to utilize best public engagement practices to educate, engage and receive input from the public. In the recent past, it has become clear that the way the rules are written may be confusing. The Mayor and City Council have requested that City staff review and identify proposed changes to clarify the language in the rules relating to the early notification process and the Recognized Community Organization Ordinance and find ways to increase participation by the public while balancing the needs of applicants to have a timely review process. Staff Contact: Cheri Coffey at 801-535-6188 or cheri.coffey_gslcgov.com Application Number: PLNPCM2016-00300 CAN'T MAKE IT TO THE OPEN HOUSE Visit www.slcgov.com/planning/pl6nning-2017-open-houses for information related to these projects or feel free to contact our staff. Salt Lake City Planning Division 4% 451 S. State Street Room 406 PO Box 145480 Salt Lake City,UT 84114 801-535-7700 OPEN HORSE Early Engagement Process and Rule Changes ATTENDANCE ROLL May 18, 2017 PRINT NAME )AY L � ADDRESS Gil"\-IVLIJU EMAIL PRINT NAME • ZIP CODE 64 1 b3 EMAIL PRINT NAME L:iiyo�I �.�eawcl�'9D ADDRESS ZIP CODE Z. PRINT NAME 11LLtlLUU G .� ZIP CODE 0 EMAIL FRINTNAME ADDRESS / G3 ZIP CODE EMAIL Moo PRINT NAME C' ADDRESS ZIP CODES EMAIL PRINT NAME 11UL11LD0 ZIP CODE EMAIL PRINT NAME ADDRESS ZIP CODE EMAIL PRINT NAME ADDRESS ZIP CODE EMAIL �nnR�ss ZIP CODE EMAIL PRINT NAME ADDRESS Tilt iT- OPEN HOUSE ;•••• 1 - DTT13T TP rAvivrrum ronvi May 18, 2017 a Planning Division Department of Community and Neighborhoods Early Engagement / Changes to Recognition Ordinance .: Address: A ` Phone: =�k 1 I, Comments: YA CgS id C ` a: 0 61A� L, Kf� W rz)k J?c� D%b D Please provide your contact information so we can notify you of other meetings or hearings on this issue. You may submit this sheet before the end of the Open House, or you can provide your comments via e-mail at cheri.coffey&slcgov.com or via mail at the following address: Cheri Coffey, Salt Lake City Planning Division, PO Box 145480, Salt Lake City, UT 84114-5480. OPEN HOUSE .��' A lL'~y.,� PUBLIC COMMENT FORM Planning Division Department of Community and Neighborhoods Early Engagement / Changes to Recognition Ordinance Name: �aarQs�� lip Code 8 f(0 Phone: r�3 Comments: -)�-7_4f_ Ca sy��+�iv AF3o� /� S Yam€lJ �Ro csS S �1►S i�U4�c`-0. �J1 � kw-' Q'0"" �fLoc�ss �K�� sxa,.�� CtAII, xC_/—m,uj sYOU14 LSv I�.1G��,2 C40/7IM(1nI'r ' C 0 UNGIC- AA 7,rCA s, �_4.E ti 1 r `T'E S j' `j--vk it nr; s Q_f -y' SUPPVk-r C0/nMv'v' '--Cj wy.'vut' 044Z ;ram R tJ I (tVtZ II VI"r lTC,J-�iC.,. -R!J'■ -�;r- ` �-a rl VT - - - -- -- - - ni�. - -- - __ Please provide your contact information so we can notify you of other meetings or hearings on this issue. You may submit this sheet before the end of the Open House, or you can provide your comments via e-mail at cheri.coffe slcgov.com or via mail at the following address: Cheri Coffey, Salt Lake City Planning Division, PO Box 145480, Salt Lake City, UT 84114-5480. OPEN HOUSE ""' ' 14,. PUBLIC COMMENT FORM =cn =tsi� May 18, 2017 Planning Division V;PMmo of Gommuniv and ----------------- Early Engagement / Changes to Recognition Ordinance Name: ✓ln Address: i T— Ctr ��e Phone: Comore r l C� `� � D+i � � P �e � 6 Mci4 Please provide vour eont of Wnrma4;nn SUP tart nnfi'fv ell of fAAr men4 MVO ^r Ltk_.,Q_ .« Il11S 1SS e. Y 6U tray submit this sheet before the end of the pen House, or you can provide your comments via e-mail at cheri.coffey&slcgov.com or via mail at the following address: Cheri Coffey, Salt Ialke City Planning Divi ion,.PO ox 14 480 Salt Lake City, UT 4114-5480. ?L_0 ©n Le VVU Only the beginning: We have talked about citizen participation in planning for years, but we now have a movement that is truly empowered to challenge planners' claims to expertise in land and environmental analysis. Citizens have ample evidence of the failure of experts in general,and planners in particular, and they have learned that, to assure being heard, they must take planning into their own hands if they want to be heard. The cacophony you report is only the beginning. Planning—American Planning Association ------------- The tension between and expanded public definition of property and its impact on ordinary small-scale landowners has been building for over three decades. At its base,the issue is a political one: We have and growth management schemes. Harvey M. Jacobs Associate Professor Department of Urban and Regional Planning and Insatitute for Environmental Studies University of Wisconsin-Madison J Am Plann Assoc. 1979 Apr=,45(2).18-O-9. Citizen participation in planning: the relationship between objectives and techniques. Abstract While Mian participation has become a commonplace element in many plannin6 efforts,both this article is that not enough attention is being given to the design of participatory programs and that there is a particular failing in matching objectives to techniques.Five objectives of citizen participation are identified: information exchange,education,support building,supplemental decision making,and representational input.Then through the development of a typology of participatory mechanisms, techniques are matched with their most appropriate objectives.This relationship is further illustrated by examining four techniques in detail.The conclusions suggest that if the relationship between objectives and techniques is ignored in the design of a participatory program,the possibility of a successful program decreases. OPEN HOUSE PUBLIC COMMENT FORM =tn May 18, 2017 "•••� I T ��',, ,,�Ni non a�+•'�. --------- G- Department of Community and Neighborhoods Early Engagement /Changes to Recognition Ordinance Name: _.... saa_eq-= s _... � - } :e ... ... Phone: Comments: 2 Se Q��r1 . Ce O . 0 s-o A a 4� 0 o"A cb�v off q� A-0( - �► ►lUt1'(i►J lvi ( 3 U U tPI i V ti.- : .- Ir-f U"J L Please provide your contact information so we can notify you of other meetings or hearings on we-All this issue. You may submit this sheet before the end of the Open House, or you can provide your comments via e-mail at cheri.coffeykslcjzov.com or via mail at the following address: Cheri Coffey, Salt Lake City Planning Division, PO Box 145480, Salt Lake City, UT 84114-5480. Planning-Citizen Participation Gurrent opportunities for notification and participation The Planning Division values public participation and the Division will work constantly to provide opportunities for all stakeholders to participate in shaping the future of the City and its communities. UU,m aMw^+n mnn++hn?nllnwinn nnnls- SeeK numerous methods to Involve stalcenolders in the planning process. - Provide accurate and accessible information. Provide educational opportunities for all of those involved in the planning process. Current Projects See what we are working on and then let us know your opinion. Public Meetings Administrative Hearings, Planning Commission, Historic Landmark Commission and Open House Open City Hall Open City Hall is an on-line forum for civic engagement. Read what others are saying about important Salt Lake City topics, then post your own statement. City officials will read the statements and incorporate them into their decision process SpeakOutSLC is an informal discussion page where the community can comment on specific projects or discuss issues that are important to them. Open House The Planning Division holds an Open House on upcoming issues the third Thursday of every month. Our Open Houses begin at 4:30 p.m. in the first floor hallway of the City and County Building unless otherwise noted. =-= Citizens Access Portal The Citizens Access portal is a direct connection to Salt Lake Citys permitting database. Here you can research property information, and view the progress of a petition in real-time.This is also the place for online application submissions. DI---:-- N-1- D„hl:- News &feeds Subscribe to RSS feeds Newsletter and Agenda Notifications Subscriptions Subscribe to email notices ATTACHMENT D: Department Input Coffey, Cheri From: Seelig, Jennifer Sent: Thursday, September 22, 2016 3:53 PM To: Coffey, Cheri Cc: Reberg, Mike; Shepard, Nora; Walkingshaw, Nole; Rojas, Matthew Subject: RE: Early Engagement Project Does it get sent out to all the community councils though, as a notice of activity? I think the focus groups are a great idea; I think that they should be one avenue of engagement as opposed to an early one. At one point there was discussion of having a special public group vet the draft before it went to the public. Is that he idea here?Thanks! Jennifer Seelig Director of Community Relations O: 801-535-7117 M: 801-558-9368 OFFICE of the MAYOR SALT LAKE CITY CORPORATION www.SLCMAYOR.com www.SLCGOV.com From: Coffey, Cheri Sent:Thursday, September 22, 2016 3:38 PM To: Seelig,Jennifer<Jennifer.Seelig@slcgov.com> Cc: Reberg, Mike<Mike.Reberg@slcgov.com>; Shepard, Nora <Nora.Shepard@slcgov.com>; Walkingshaw, Nole <Nole.Walkingshaw@slcgov.com>; Rojas, Matthew<Matthew.Rojas@slcgov.com> Subject: RE: Early Engagement Project Jen, The focus group is just one more way to get feedback. I see it as a group of about 10-15 people (split between former applicants and community types of people)where we can have a discussion of the existing and proposed process and any suggestions they have to afford adequate public input while still providing a timely review process for applicants. They would probably meet one or two times (it probably depends on how well the first meeting goes and whether we need additional time to talk about additional stuff). We will also be doing an Open City Hall Topic with the topic but also survey questions Holding an Open House Attending the Salt Lake Network meeting (I've asked them if I can present to them) Any other methods you recommend0 Thanks Cheri From: Seelig,Jennifer Sent:Thursday, September 22, 2016 3:23 PM To: Coffey, Cheri <Cheri.Coffey@slcgov.com> Cc: Reberg, Mike<Mike.Reberg@slcgov.com>; Shepard, Nora<Nora.Shepard@slcgov.com>; Walkingshaw, Nole 1 <Nole.Walkingshaw@slcgov.com>; Rojas, Matthew<Matthew.Rojas@slcgov.com> Subject: RE: Early Engagement Project Cheri, We are happy to help. How do you envision the focus group fitting in with the rest of the public process? I can't confidently respond to#2 until I have an answer to that.Thank you! Jennifer Seelig Director of Community Relations O: 801-535-7117 M: 801-558-9368 OFFICE of the MAYOR SALT LAKE CITY CORPORATION www.SLCMAYOR.com www.SLCGOV.com From: Coffey, Cheri Sent:Thursday, September 22, 2016 11:21 AM To: Seelig,Jennifer<Jennifer.Seelig@slcgov.com> Cc: Reberg, Mike<Mike.Reberg@slcgov.com>; Shepard, Nora <Nora.Shepard@slcgov.com>; Walkingshaw, Nole <Nole.Walkingshaw@slcgov.com>; Rojas, Matthew<Matthew.Rolas@slcgov.com> Subject: Early Engagement Project Jen, As we get ready to "roll out"the proposed changes to the early engagement process and regulations, I have a couple of questions for you. 1) 1 want to create a focus group of community people and former applicants to obtain their feedback. Do you have recommendations of community people I should contact? 2) Is it appropriate at this time,to request that the City Council Members send information about this project out in their District Newsletters? If not, do you have other suggestions of how we can "blast"this out to the most/ widest audience? Please let me know what you think. Thanks Cheri 2 Coffey, Cheri From: Seelig, Jennifer Sent: Monday, September 05, 2016 9:06 AM To: Coffey, Cheri Cc: Reberg, Mike; Shepard, Nora; Walkingshaw, Nole Subject: Early Engagement Proposal Cheri and Nole, I would greatly appreciate it if you would please help me articulate the way in which the proposal is indeed a first step reflection of feedback received from the community? I know it is, and I'm trying to respond to criticism that we just randomly invented this proposal.The pieces parts related to recognized organizations,for example originated directly from a case study in the Glendale community council. My request isn't related to the cabinet meeting; Its more in general.Thanks much for all you do,Jen Sent from my Whone On Sep 1, 2016, at 4:55 PM, Coffey, Cheri <Cheri.Coffey@sIcgov.com>wrote: Mike and Jennifer, I'm not sure if you are still planning to present information about the Early Engagement Ordinance to the Cabinet on Tuesday September 61" but I have attached the information in case you are. I would be happy to be there to present the information and answer any questions or just sit and listen to the feedback. I would like to be able to start obtaining public feedback on this draft ordinance so we can move it through the review and adoption process but need your go ahead before doing that. Please let me know what direction you want to take. Thanks Cheri <Early Notification Current Initiatives Document.pdf> <Proposed Changes to Early Notification Ordinance 9.1.16.pdf> 1 Coffey, Cheri From: Smedley, Nicole Sent: Tuesday, October 04, 2016 11:36 AM To: Coffey, Cheri Cc: Ferguson, Boyd; Plane, Margaret; Nielson, Paul; Mansell, Cindi Subject: FW: Proposed Changes to Recognized Community Based Ordinance Attachments: RE: Proposed Changes to Recognized Community Based Ordinance Hi Cheri, I have a few concerns with the rewrite of 2.60— Recognized Community Organizations. My first concern has to do with an issue that came up at the beginning of the year with an organization not following their bylaws. The code does not state whether it is our office or the Mayor's office that should enforce and follow up on such violations and the second concern is what type of penalty there would be for non-compliance of the bylaws? When an organization is not in good standing as a nonprofit or needs any other assistance with registration, I assist and address those issues. I've talked with Margaret (see below) and Boyd and he agrees these are valid concerns. I've also talked with Nole as he was largely involved with the last revision to the code. His email is attached. Do you know who I could talk to or how to go about possibly getting some clarification in the code regarding these issues in this rewrite? Thanks, NICOLE SMEDLEY,CMC Assistant City Recorder OFFICE of the CITY RECORDER SALT LAKE CITY CORPORATION TEL 801-535-6225 FAX 801-535-7681 www.SLCGOV.com .-c �'N From: Plane, Margaret Sent:Tuesday, September 06, 2016 2:39 PM To: Smedley, Nicole <Nicole.Smedley@slcgov.com> Cc: Mansell, Cindi <Cindi.Mansell@slcgov.com> Subject: Re: Proposed Changes to Recognized Community Based Ordinance Good questions! I just found out this morning that CAN and the mayor's office were working on changes to 2.60. 1 was going to reach out to Paul and Boyd and see if either one of them has been involved. My gut is that we should address all of this now—is that your preference? Let me see what I can learn from my colleagues and get back to you. Thanks, mdp 1 From: "Smedley, Nicole" <Nicole.Smedley@slcgov.com> Date:Tuesday, September 6, 2016 11:02 AM To: Margaret Plane<margaret.plane@slcgov.com> Cc: "Mansell, Cindi" <Cindi.Mansell @slcgov.com> Subject: FW: Proposed Changes to Recognized Community Based Ordinance Hi Margaret, I am writing in regards to the Planning Department's proposed changes for early notification for various sections of the city code. This would include 2.60—Recognized Community Organizations. Among some notification changes,they added that an organization must submit their updated bylaws to our office within 30 days of any changes. I like those changes, but my question has to do with an issue that came up at the beginning of the year of an organization not following their bylaws. The code does not state whether it is our office or the Mayor's office that should enforce and follow up on such violations or what type of penalty there would be for non-compliance. When an organization is not in good standing as a nonprofit or needs any other assistance with registration, I assist and address those issues. Would it be a good time to raise some of these questions now with these other proposed changes? What are your thoughts as to when other issues of non-compliance come up? Thanks, NICOLE SMEDLEY,CMC Assistant City Recorder OFFICE of the CITYRECORDER SALT LAKE CITY CORPORATION TEL 801-535-6225 FAX 801-535-7681 www.SLCGOV.com r' From: Mansell, Cindi Sent:Thursday, September 01, 2016 4:32 PM To: Smedley, Nicole <Nicole.Smedley@slcgov.com> Subject: FW: Proposed Changes to Recognition Ordinance Do you have input? CZ*- L. Ma.� ye.LL, MMG/GRM Salt Lake City Recorder 801-535-6223 2 From: Coffey, Cheri Sent:Thursday, September 01, 2016 4:27 PM To: Mansell, Cindi <Cindi.Mansell @slcgov.com> Subject: Proposed Changes to Recognition Ordinance Cindi, At the Mayor and Council's request,the Planning Division is proposing changes to various sections of the City Code relating to early notification. This includes proposed changes to the Recognition Ordinance 2.60. Will you please review the attached draft ordinance and let me know if you have any comments/concerns/other changes that would be appropriate? Paul Nelson in the Attorney's Office has also suggested that we put something in the ordinance that states it is the RO chairperson's responsibility to make sure that the city has current contact information and that if the information hasn't been provided or isn't current,the city will not be deemed to have violated any notice obligation for that organization. Is that already part of the annual renewal process or should we put something specific like that in the ordinance? What would help the process work better? Thanks Cheri 3 Coffey, Cheri From: Plane, Margaret Sent: Tuesday, October 04, 2016 2:32 PM To: Coffey, Cheri; Smedley, Nicole Cc: Ferguson, Boyd; Nielson, Paul; Mansell, Cindi; Walkingshaw, Nole Subject: Re: Proposed Changes to Recognized Community Based Ordinance Thanks, Cheri! I also talked to Noel and Jen S. about this briefly before council meeting. Jen was happy to hear some options and for the mechanism to live in the Mayor's office if that's what we think makes the most sense. mdp From: "Coffey, Cheri" <Cheri.Coffey@slcgov.com> Date:Tuesday, October 4, 2016 1:42 PM To: "Smedley, Nicole" <Nicole.Smedley@slcgov.com> Cc: "Ferguson, Boyd" <boyd.ferguson@slcgov.com>, Margaret Plane<margaret.plane@slcgov.com>, "Nielson, Paul" <paul.nielson@slcgov.com>, "Mansell, Cindi" <Cindi.Mansell@slcgov.com> Subject: Re: Proposed Changes to Recognized Community Based Ordinance We can certainly provide some specific language in the code about 'enforcement' but I'm hoping someone ( like the attorneys) could provide the language. We can use the language from the first email below(about noticing wouldn't be deemed in violation if we didn't have correct info from RO) or we could say that the RO will be removed from the RO list until they come into compliance. Sent from my iPhone On Oct 4, 2016, at 11:36 AM, Smedley, Nicole<Nicole.Smedley@slcgov.com>wrote: Hi Cheri, I have a few concerns with the rewrite of 2.60— Recognized Community Organizations. My first concern has to do with an issue that came up at the beginning of the year with an organization not following their bylaws. The code does not state whether it is our office or the Mayor's office that should enforce and follow up on such violations and the second concern is what type of penalty there would be for non-compliance of the bylaws? When an organization is not in good standing as a nonprofit or needs any other assistance with registration, I assist and address those issues. I've talked with Margaret (see below) and Boyd and he agrees these are valid concerns. I've also talked with Nole as he was largely involved with the last revision to the code. His email is attached. Do you know who I could talk to or how to go about possibly getting some clarification in the code regarding these issues in this rewrite? Thanks, NICOLE SMEDLEY,CMC Assistant City Recorder OFFICE of the CITYRECORDER SALT LAKE CITY CORPORATION TEL 801-535-6225 FAX 801-535-7681 1 www.SLCGOV.com <image001.jpg> From: Plane, Margaret Sent:Tuesday, September 06, 2016 2:39 PM To: Smedley, Nicole<Nicole.Smedley@slcgov.com> Cc: Mansell, Cindi <Cindi.Mansell@slcgov.com> Subject: Re: Proposed Changes to Recognized Community Based Ordinance Good questions! I just found out this morning that CAN and the mayor's office were working on changes to 2.60. 1 was going to reach out to Paul and Boyd and see if either one of them has been involved. My gut is that we should address all of this now—is that your preference? Let me see what I can learn from my colleagues and get back to you. Thanks, mdp From: "Smedley, Nicole" <Nicole.Smedlev@slcgov.com> Date:Tuesday, September 6, 2016 11:02 AM To: Margaret Plane<margaret.plane@slcgov.com> Cc: "Mansell, Cindi" <Cindi.Mansell @slcgov.com> Subject: FW: Proposed Changes to Recognized Community Based Ordinance Hi Margaret, I am writing in regards to the Planning Department's proposed changes for early notification for various sections of the city code. This would include 2.60—Recognized Community Organizations. Among some notification changes,they added that an organization must submit their updated bylaws to our office within 30 days of any changes. I like those changes, but my question has to do with an issue that came up at the beginning of the year of an organization not following their bylaws. The code does not state whether it is our office or the Mayor's office that should enforce and follow up on such violations or what type of penalty there would be for non-compliance. When an organization is not in good standing as a nonprofit or needs any other assistance with registration, I assist and address those issues. Would it be a good time to raise some of these questions now with these other proposed changes? What are your thoughts as to when other issues of non-compliance come up? Thanks, NICOLE SMEDLEY,CMC Assistant City Recorder OFFICE of the CITYRECORDER SALT LAKE CITY CORPORATION TEL 801-535-6225 FAX 801-535-7681 www.SLCGOV.com 2 <image003.jpg> From: Mansell, Cindi Sent:Thursday, September 01, 2016 4:32 PM To: Smedley, Nicole <Nicole.Smedlev@slcgov.com> Subject: FW: Proposed Changes to Recognition Ordinance Do you have input? Gi.*� L. Ma*x6l ., MMG/GRM Salt Lake City Recorder 801-535-6223 From: Coffey, Cheri Sent:Thursday, September 01, 2016 4:27 PM To: Mansell, Cindi<Cindi.Mansell @slcgov.com> Subject: Proposed Changes to Recognition Ordinance Cindi, At the Mayor and Council's request,the Planning Division is proposing changes to various sections of the City Code relating to early notification. This includes proposed changes to the Recognition Ordinance 2.60. Will you please review the attached draft ordinance and let me know if you have any comments/ concerns/other changes that would be appropriate? Paul Nelson in the Attorney's Office has also suggested that we put something in the ordinance that states it is the RO chairperson's responsibility to make sure that the city has current contact information and that if the information hasn't been provided or isn't current,the city will not be deemed to have violated any notice obligation for that organization. Is that already part of the annual renewal process or should we put something specific like that in the ordinance? What would help the process work better? Thanks Cheri <image003.jpg> <mime-attachment> 3 Coffey, Cheri From: Plane, Margaret Sent: Monday, October 10, 2016 2:42 PM To: Coffey, Cheri; Seelig, Jennifer Cc: Mansell, Cindi; Smedley, Nicole; Nielson, Paul Subject: RE: Suggestions for 2.60 Rewrite Cheri and Jen, Nicole and I talked about her office's concerns about how to handle allegations that community organizations are not following their own bylaws. She provided some language below, although ultimately we concluded it isn't necessary. We agreed that in the future, if members of community organizations call the recorder's office alleging that their organization is not following their own bylaws, the response will be that the recorder's office does not regulate that. These organizations are independent and self-regulating, and it would be awkward and inappropriate for any City department(Mayor's office, recorder's office, attorney's office, wherever)to try to regulate compliance with bylaws. Practically speaking the Mayor's office may want to be involved or respond to such allegations. But that is a political decision, not a legal or regulatory decision. Again, thanks for considering additional language, but we don't think it is necessary. One other comment: Paul and I recommend amending "city code amendments" in 2.60.050(C)to "zoning ordinance text amendments" or city code amendments concerning land use regulation" (which would capture subdivision code text amendments). This subsection is about "projects," and it seems internally inconsistent to call all "city code amendments" a type of "project"that we would notify the organizations about. We do not currently follow this as written, and to do so would frustrate the legislative process, at best. We recommend amending it to better reflect what we do. As written, this section could be used against us, even though we clearly never intended to send all code amendments to these organizations. Thanks for your work and for considering our input. Please let me know if you have questions or concerns about either issue above. Yours, Margaret From: Smedley, Nicole Sent: Monday, October 10, 2016 10:16 AM To: Plane, Margaret<Margaret.Plane@slcgov.com> Cc: Mansell, Cindi <Cindi.Mansell@slcgov.com> Subject: FW: Suggestions for 2.60 Rewrite Looping you in. NICOLE SMEDLEY,CMC From: Smedley, Nicole Sent: Monday, October 10, 2016 10:15 AM 1 To: Coffey, Cheri <Cheri.Coffey@slcgov.com> Subject: FW: Suggestions for 2.60 Rewrite Hi Cheri, I am following up regarding my email to you on 10/04/2016. I've included some on the below wording I've proposed to legal for my concerns regarding 2.60— Recognized Community Organizations. Although these proposed changes would not be governed by the public, should they be allowed to comment on them on the Civic Engagement website? Thanks, NICOLE SMEDLEY,CMC Assistant City Recorder OFFICE of the CITY RECORDER SALT LAKE CITY CORPORATION TEL 801-535-6225 FAX 801-535-7681 www.SLCGOV.com Imo• �� l.r, k f From: Smedley, Nicole Sent:Thursday, October 06, 2016 4:49 PM To: Plane, Margaret<Margaret.Plane@slcgov.com> Subject: Suggestions for 2.60 Rewrite Hi Margaret, Below are my suggestions for the rewrite of 2.60. 1 will be here all day tomorrow if you don't reach me today to discuss. 2.60.030 (5)The Mayor's Office shall monitor compliance with this chapter. Failure to comply with this chapter will result in the removal of the community organization from the official registration. .60.040(B) It .shall be the responsibility of the community orgaInization to provide u p c and any changes to the items in subsection A of this section to the recorder's Office +n Within 30 d"s. NICOLE SMEDLEY,CMC Assistant City Recorder OFFICE of the CITY RECORDER SALT LAKE CITY CORPORATION TEL 801-535-6225 FAX 801-535-7681 www.SLCGOV.com 2 �� { �_� �� , K��6� �� ,r 3 Coffey, Cheri From: Smedley, Nicole Sent: Monday, October 10, 2016 10:15 AM To: Coffey, Cheri Subject: FW: Suggestions for 2.60 Rewrite Attachments: Re: Proposed Changes to Recognized Community Based Ordinance Hi Cheri, I am following up regarding my email to you on 10/04/2016. I've included some on the below wording I've proposed to legal for my concerns regarding 2.60— Recognized Community Organizations. Although these proposed changes would not be governed by the public, should they be allowed to comment on them on the Civic Engagement website? Thanks, NICOLE SMEDLEY,CMC Assistant City Recorder OFFICE of the CITY RECORDER SALT LAKE CITY CORPORATION TEL 801-535-6225 FAX 801-535-7681 www.SLCGOV.com From: Smedley, Nicole Sent:Thursday, October 06, 2016 4:49 PM To: Plane, Margaret<Margaret.Plane@slcgov.com> Subject: Suggestions for 2.60 Rewrite Hi Margaret, Below are my suggestions for the rewrite of 2.60. 1 will be here all day tomorrow if you don't reach me today to discuss. 2.60.030 (5)The Mayor's Office shall monitor compliance with this chapter. Failure to comply with this chapter will result in the removal of the community organization from the official registration. .60.040(8) 1t .shall he the responsibility of the community organizatic)n tc) provide up( and any changes to the items in subsection ,4 of this section to the recorder's office in Within 30 days. NICOLE SMEDLEY,CMC Assistant City Recorder OFFICE of the CITY RECORDER SALT LAKE CITY CORPORATION 1 TEL 801-535-6225 FAX 801-535-7681 www.SLCGOV.com fv ! � f z Coffey, Cheri From: Smedley, Nicole Sent: Thursday, October 13, 2016 1:52 PM To: Coffey, Cheri; Seelig, Jennifer Cc: Mansell, Cindi; Shepard, Nora; Reberg, Mike; Salazar, Nate Subject: RE: Community Council Contacts Attachments: 2016_CommunityOrgs Board Members.pdf Hello all, I've completed and attached a list of board members for the Recognized Community Organizations. I thought it would be good to have for tonight's open house regarding the proposed noticing changes. Keep me posted on updates. Best, Nicole From: Coffey, Cheri Sent: Wednesday, September 21, 2016 4:18 PM To: Seelig,Jennifer<Jennifer.Seelig@slcgov.com>; Smedley, Nicole<Nicole.Smedley@slcgov.com> Cc: Mansell, Cindi <Cindi.Mansell@slcgov.com>; Shepard, Nora <Nora.Shepard@slcgov.com>; Reberg, Mike <Mike.Reberg@slcgov.com>; Salazar, Nate <Nate.Salazar@slcgov.com> Subject: RE: Community Council Contacts To Clarify, The ordinance already requires that we receive the contact information for board officers so I don't need to make any changes relating to that. Nicole will create a document that includes this information. Nate will send it out to the Community Councils to make sure it is updated. Once the information is received, Planning will get a copy so that we can notify other Board members if we have a hard time contacting the chair in a reasonable timeframe. Nicole-We would just like the information when it is ready. We don't mean to make this a rush project or anything. Once we have the information it will help make our process run a little more smoothly. Cheri From: Seelig,Jennifer Sent:Wednesday, September 21, 2016 3:22 PM To: Smedley, Nicole<Nicole.Smedley@slcgov.com>; Coffey, Cheri <Cheri.Coffey@slcgov.com> Cc: Mansell, Cindi <Cindi.Mansell@slcgov.com>; Shepard, Nora <Nora.Shepard@slcgov.com>; Reberg, Mike 1 <Mike.Reberg@slcgov.com>; Salazar, Nate<Nate.Salazar@slcgov.com> Subject: RE: Community Council Contacts AND NICOLE WINS THE BRILLIANT PRIZE FOR THE DAY! Woot! Woot! Thanks! =0) Jennifer Seelig Director of Community Relations O: 801-535-7117 M: 801-558-9368 OFFICE of the MAYOR SALT LAKE CITY CORPORATION www.SLCMAYOR.com www.SLCGOV.com From: Smedley, Nicole Sent: Wednesday, September 21, 2016 3:21 PM To: Coffey, Cheri <Cheri.Coffev@slcgov.com>; Seelig,Jennifer<Jennifer.Seelig@slcgov.com> Cc: Mansell, Cindi <Cindi.Mansell@slcgov.com>; Shepard, Nora <Nora.Shepard@slcgov.com>; Reberg, Mike <Mike.Reberg@slcgov.com>; Salazar, Nate<Nate.Salazar@slcgov.com> Subject: FW: Community Council Contacts Hello all- I receive the Community Council Board Member names and contact information annually upon registration. I only have what was given to me in January 2016. Although it is required of Community Councils to notify our office with any updates/changes, they often do not. I will create a list of officers based off of the renewal applications. Cheri—How soon do you need this contact information? I propose Nate circulate the list to Community Council Chairs for updates? If there is a lot of outdated contact info, we could remind them of 2.60.040(B)- It shall be the responsibility of the community organization to provide updated information and any changes to the items in subsection A of this section to the recorder's office in a timely manner. Subsection A: A. The recorder's office shall maintain an official registration of community organizations recognized under this chapter. Any community organization meeting the requirements of section 2.60.030 of this chapter may register by filing with the recorder's office the following: 1. Official name; 2. Boundaries where applicable; 3. The names, mailing addresses, telephone numbers and e-mail addresses of its current officers; 4. The name, mailing address, e-mail address and telephone number to serve as the recipient for official communications from the city; 5. Methods used to communicate with membership; 6. A copy of the organization's articles of incorporation and bylaws; 7. Time and place of regular meetings; and 2 8. Schedule for electing officers. Thanks, NICOLE SMEDLEY,CMC Assistant City Recorder OFFICE of the CITY RECORDER SALT LAKE CITY CORPORATION TEL 801-535-6225 FAX 801-535-7681 www.SLCGOV.com Imo• �� k f From: Mansell, Cindi Sent: Wednesday, September 21, 2016 2:55 PM To: Smedley, Nicole<Nicole.Smedley@slcgov.com> Subject: FW: Community Council Contacts Ci*,- v L. Maw�' MMG/GRM Salt Lake City Recorder 801-535-6223 From: Seelig,Jennifer Sent: Wednesday, September 21, 2016 2:52 PM To: Coffey, Cheri <Cheri.Coffey@slcgov.com>; Mansell, Cindi <Cindi.Mansell@slcgov.com> Cc: Shepard, Nora <Nora.Shepard@slcgov.com>; Reberg, Mike<Mike.Reberg@slcgov.com>; Salazar, Nate <Nate.Salazar@slcgov.com> Subject: RE: Community Council Contacts Absolutely. Nate will send out the request today or tomorrow and will ask them to get back to us asap.Thanks! Jen (Nate, please show me a draft before you hit "send.") Jennifer Seelig Director of Community Relations O: 8o1-535-7117 M: 801-558-9368 OFFICE of the MAYOR SALT LAKE CITY CORPORATION www.SLCMAYOR.com www.SLCGOV.com From: Coffey, Cheri Sent: Wednesday, September 21, 2016 2:51 PM 3 To: Seelig,Jennifer<Jennifer.Seelig@slcgov.com>; Mansell, Cindi <Cindi.Mansell@slcgov.com> Cc: Shepard, Nora <Nora.Shepard@slcgov.com>; Reberg, Mike<Mike.Reberg@slcgov.com>; Salazar, Nate <Nate.Salazar@slcgov.com> Subject: RE: Community Council Contacts OK. I can add that. However, we also would like the information sooner than this ordinance may be passed because it would be very helpful to improve the process now. If we can get those from the existing Chairs now, it would be very helpful. Thanks From: Seelig,Jennifer Sent: Wednesday, September 21, 2016 2:50 PM To: Coffey, Cheri <Cheri.Coffey@slcgov.com>; Mansell, Cindi <Cindi.Mansell@slcgov.com> Cc: Shepard, Nora <Nora.Shepard@slcgov.com>; Reberg, Mike<Mike.Reberg@slcgov.com>; Salazar, Nate <Nate.Salazar@slcgov.com> Subject: RE: Community Council Contacts Let's add that please. I think. Somebody tell me if that is a bad idea.....I often have them. Jennifer Seelig Director of Community Relations O: 8o1-535-7117 M: 801-558-9368 OFFICE of the MAYOR SALT LAKE CITY CORPORATION www.SLCMAYOR.com www.SLCGOV.com From: Coffey, Cheri Sent: Wednesday, September 21, 2016 2:49 PM To: Seelig,Jennifer<Jennifer.Seelig@slcgov.com>; Mansell, Cindi <Cindi.Mansell@slcgov.com> Cc: Shepard, Nora <Nora.Shepard@slcgov.com>; Reberg, Mike<Mike.Reberg@slcgov.com>; Salazar, Nate <Nate.Salazar@slcRov.com> Subject: RE: Community Council Contacts In the proposed recognition ordinance we made a proposed change that states anyone of their board members can file changes to their bylaws to meet the new proposed 30 day deadline after they make the changes. We didn't make any changes that state, they have to give the City the contact information for their board members. From: Seelig,Jennifer Sent: Wednesday, September 21, 2016 2:43 PM To: Coffey, Cheri <Cheri.Coffey@slcgov.com>; Mansell, Cindi <Cindi.Mansell@slcgov.com> Cc: Shepard, Nora <Nora.Shepard@slcgov.com>; Reberg, Mike<Mike.Reberg@slcgov.com>; Salazar, Nate <Nate.Salazar@slcRov.com> Subject: RE: Community Council Contacts Cindi—1 don't think you all have that information. The rest of my response is based on that assumption. 4 Hey Cheri, our folks in the Community Engagement group (Nate)will send out an email to the chairs requesting board member lists and contact information.The response will be mixed I'm sure, but at least we will have more information than when we started. Cheri—I think in the recognition ordinance proposed changes we added that we need that information going forward......or did I just make that up?Thanks! Jen Jennifer Seelig Director of Community Relations O: 801-535-7117 M: 801-558-9368 OFFICE of the MAYOR SALT LAKE CITY CORPORATION www.SLCMAYOR.com www.SLCGOV.com From: Coffey, Cheri Sent: Wednesday, September 21, 2016 11:59 AM To: Seelig,Jennifer<Jennifer.Seelig@slcgov.com>; Mansell, Cindi <Cindi.Mansell@slcgov.com> Cc: Shepard, Nora <Nora.Shepard@slcgov.com>; Reberg, Mike<Mike.Reberg@slcgov.com> Subject: Community Council Contacts Jen or Cindi, Do either of you have a list of the contacts for additional Community Council Board members? Not all of the chairs are responsive when we send out requests for projects to be reviewed by their membership. It would be nice to have an additional contact (like the Vice Chair or Secretary), that we can also send the request to in the event that the Chair is not responsive. Please let me know. Thanks Cheri 5 Coffey, Cheri From: Plane, Margaret Sent: Monday, November 28, 2016 3:26 PM To: Coffey, Cheri Subject: 2.60 updates? Cheri,Jennifer Seelig and I met back in October(!) and she had some input on 2.60 that I wanted to make sure was shared. I haven't been in the loop on the rewrite and don't know the status. Essentially, my notes show that she wanted the revisions to make clear that if a community organization fails to follow the requirements in what was 2.60.030 and .040, then they would be removed from the list of recognized organizations. Also, at that time she wanted the ordinance to include timeframes for organizations to meet these requirements, and a failure to meet the deadline would result in removal. I hate to be in the middle of this because I'm probably three revisions behind;) what's the easiest way to sort this out? thanks, and sorry for any confusion. Happy to chat! mdp MARGARET D.PLANE Salt Lake City Attorney CITYATTORNEY'S OFFICE SALT LAKE CITY CORPORATION 451 S.State Street,Ste.505A Salt Lake City,Utah 84111 8o1.535.7610 801.535.7640(fax) Margaret.plane P slegov.com Mailing address: P.O. Box 145478 Salt Lake City,Utah 84114-5478 1 Coffey, Cheri From: Plane, Margaret Sent: Thursday, February 09, 2017 4:35 PM To: Coffey, Cheri; Seelig, Jennifer Cc: Seelig, Jennifer; Salazar, Nate; Walkingshaw, Nole; Norris, Nick; Nielson, Paul Subject: Re: 2.60 updates? Cheri,thanks for diligent follow up. I thought we decided not to put anything in the ordinance about enforcement, because it would be inappropriate for the city to try to police an independent organization's bylaws. In terms of the provision below about early notification, I talked to Jennifer and reiterated our legal concerns that the current language is problematic. It requires all city code amendments to be sent to community organizations—that could cause us legal problems. For example, if we need to fix something asap to avoid legal problems,this would get in the way. If nothing else, it is a sword that will be used against us. I'll let Jennifer speak for herself, but I thought she was comfortable that subsection B encourages us to use public engagement, but that we should amend the provision I'm worried about regarding"city code amendments." We recommend either deleting the highlighted provision or amending it as suggested. Paul is probably the best contact on this—sorry for the confusion! Yours, Margaret 2.6o.o5o: RESPONSIBILITIES OF CITY: A. Education: The city shall adequately educate the public on city policy,procedures, and actions. B. Public Engagement: Each city department shall strive to utilize best public engagement practices to educate, engage,and receive input from the public at a level that is consistent with the scope of impact of a proposal or project. C. Early Notification to Recognized Community Organizations Netifiefftie And Response: The city shall send a notice to the applicable recognized community organization chair(s)for the fefle Kong types of projects listed below: Alley vacations City code amendments to Title 20 and Title 21-A From: "Coffey, Cheri" <Cheri.Coffey@slcgov.com> Date: Thursday, February 9, 2017 at 11:49 AM To: Margaret Plane <Margaret.Plane@slcgov.com> Cc: "Seelig, Jennifer" <Jennifer.Seelig@slcgov.com>, "Salazar, Nate" <Nate.Salazar@slcgov.com> Subject: FW: 2.60 updates? Margaret, Will you please respond and let me know whether I need to put language in the proposed ordinance relating to enforcement of the Recognition Ordinance? 1 Thanks From: Coffey, Cheri Sent: Wednesday, December 28, 2016 2:49 PM To: Plane, Margaret<Margaret.Plane@slcgov.com> Subject: RE: 2.60 updates? Margaret, Please clarify what you want me to do. In the email directly below (from October 10, 2016),you state that the Attorney's Office doesn't think we need to add "enforcement" language to Section 2.60 relating to Recognized Organizations but in the November 28, 2016 email it sounds like you do want me to add enforcement language. If I am to do what is noted in the November 28`"email, please send me suggestions for appropriate language to include in the ordinance. I have attached the latest draft of the ordinance. Thanks Cheri October 10, 2016 email Cheri and Jen, Nicole and I talked about her office's concerns about how to handle allegations that community organizations are not following their own bylaws. She provided some language below, although ultimately we concluded it isn't necessary. We agreed that in the future, if members of community organizations call the recorder's office alleging that their organization is not following their own bylaws, the response will be that the recorder's office does not regulate that. These organizations are independent and self-regulating, and it would be awkward and inappropriate for any City department(Mayor's office, recorder's office, attorney's office, wherever)to try to regulate compliance with bylaws. Practically speaking the Mayor's office may want to be involved or respond to such allegations. But that is a political decision, not a legal or regulatory decision. Again, thanks for considering additional language, but we don't think it is necessary. 2 One other comment: Paul and I recommend amending "city code amendments" in 2.60.050(C)to "zoning ordinance text amendments" or city code amendments concerning land use regulation" (which would capture subdivision code text amendments). This subsection is about "projects," and it seems internally inconsistent to call all "city code amendments" a type of "project"that we would notify the organizations about. We do not currently follow this as written, and to do so would frustrate the legislative process, at best. We recommend amending it to better reflect what we do. As written, this section could be used against us, even though we clearly never intended to send all code amendments to these organizations. Thanks for your work and for considering our input. Please let me know if you have questions or concerns about either issue above. Yours, Margaret CHERI COFFEY,AICP Assistant Planning Director PLANNING DIVISION COMMUNITY and NEIGHBORHOODS SALT LAKE CITY CORPORATION Cheri.coffeygslcgov.com TEL 801-535-6188 FAX 801-535-6174 www.SLCGOV.com From: Plane, Margaret Sent: Monday, November 28, 2016 3:26 PM To: Coffey, Cheri <Cheri.Coffev@slcgov.com> Subject: 2.60 updates? Cheri,Jennifer Seelig and I met back in October(!) and she had some input on 2.60 that I wanted to make sure was shared. I haven't been in the loop on the rewrite and don't know the status. Essentially, my notes show that she wanted the revisions to make clear that if a community organization fails to follow the requirements in what was 2.60.030 and .040, then they would be removed from the list of recognized organizations. Also, at that time she wanted the ordinance to include timeframes for organizations to meet these requirements, and a failure to meet the deadline would result in removal. I hate to be in the middle of this because I'm probably three revisions behind;) what's the easiest way to sort this out? thanks, and sorry for any confusion. Happy to chat! mdp MARGARET D.PLANE Salt Lake City Attorney 3 CITY ATTORNEYS OFFICE SALT LAKE CITY CORPORATION 451 S.State Street,Ste.5o5A Salt Lake City,Utah 84111 801.535.7610 801.535.7640(fax) Margaret.plane p slcgov.com Mailing address: P.O.Box 145478 Salt Lake City,Utah 84114-5478 4 Coffey, Cheri From: Seelig, Jennifer Sent: Friday, February 10, 2017 9:02 AM To: Norris, Nick Cc: Walkingshaw, Nole; Plane, Margaret; Coffey, Cheri; Salazar, Nate; Nielson, Paul Subject: Re: 2.60 updates? I agree with both Nole and nick and Margaret and I discussed this yesterday. As I read the proposed changes, they did not eliminate the section on the other departments. Perhaps I am wrong- it happens. Sent from my iPhone On Feb 10, 2017, at 8:13 AM, Norris, Nick<Nick.Norris@slcgov.com>wrote: I agree with Nole. Is there a way to address Margaret's concern by putting an out in the notice that lets the council makes ordinance changes in certain situations (to address legal issues, public safety, etc?) Also the changes to LUDMA may make more than just subdivision and zoning ordinances go through the PC. That could impact a number of sections of city code outside of those two titles. We should consider that as well. Sent from my iPhone On Feb 10, 2017, at 7:23 AM, Walkingshaw, Nole<Nole.Walkingshaw@slcgov.com>wrote: Here is my two cents,The original intent while maybe too broad by saying city code amendments was to try and hold other departments feet to the fire of involving the public and encouraging better practices across the city when developing policies, code and other recommendations.The section requiring all departments to develop an engagement policy has largely been ignored with only Public Utilities, Engineering and Planning developing one. I think if this policy is to be successful there needs to be something in here that makes this chapter more than just a Planning requirement. From: Seelig,Jennifer Sent:Thursday, February 9, 2017 4:58 PM To: Plane, Margaret<Margaret.Plane@slcgov.com>; Coffey, Cheri <Cheri.Coffey@sIcgov.com> Cc: Salazar, Nate<Nate.Salazar@slcgov.com>; Walkingshaw, Nole <Nole.Walkingshaw@slcgov.com>; Norris, Nick<Nick.Norris@slcgov.com>; Nielson, Paul <paul.nielson@slcgov.com> Subject: RE: 2.60 updates? From my perspective, I like the amendments if everyone else is ok with that.Thanks! Jen Jennifer Seelig Director of Community Empowerment O: 801-535-7117 M: 801-558-9368 1 OFFICE of the MAYOR SALT LAKE CITY CORPORATION www.SLCMAYOR.com www.SLCGOV.coM From: Plane, Margaret Sent:Thursday, February 09, 2017 4:35 PM To: Coffey, Cheri <Cheri.Coffey@slcgov.com>; Seelig,Jennifer <Jennifer.Seelig@slcgov.com> Cc: Seelig,Jennifer<Jennifer.Seelig@slcgov.com>; Salazar, Nate <Nate.Salazar@slcgov.com>;Walkingshaw, Nole<Nole.Walkingshaw@slcgov.com>; Norris, Nick<Nick.Norris@slcgov.com>; Nielson, Paul <paul.nielson@slcgov.com> Subject: Re: 2.60 updates? Cheri,thanks for diligent follow up. I thought we decided not to put anything in the ordinance about enforcement, because it would be inappropriate for the city to try to police an independent organization's bylaws. In terms of the provision below about early notification, I talked to Jennifer and reiterated our legal concerns that the current language is problematic. It requires all city code amendments to be sent to community organizations—that could cause us legal problems. For example, if we need to fix something asap to avoid legal problems,this would get in the way. If nothing else, it is a sword that will be used against us. I'll let Jennifer speak for herself, but I thought she was comfortable that subsection B encourages us to use public engagement, but that we should amend the provision I'm worried about regarding"city code amendments." We recommend either deleting the highlighted provision or amending it as suggested. Paul is probably the best contact on this—sorry for the confusion! Yours, Margaret 2.6o.050: RESPONSIBILITIES OF CITY: A. Education: The city shall adequately educate the public on city policy, procedures, and actions. B. Public Engagement: Each city department shall strive to utilize best public engagement practices to educate, engage, and receive input from the public at a level that is consistent with the scope of impact of a proposal or project. C. Early Notification to Recognized Community Organizations mien And Response: The city shall send a notice to the applicable recognized community organization chair(s)for the fefle%ng types of projects listed below: Alley vacations 2 City code amendments to Title 20 and Title 21A From: "Coffey, Cheri" <Cheri.Coffey@slcgov.com> Date: Thursday, February 9, 2017 at 11:49 AM To: Margaret Plane <Margaret.Plane@slcgov.com> Cc: "Seelig, Jennifer" <Jennifer.Seelig@slcgov.com>, "Salazar, Nate" <Nate.Salazar@slcgov.com> Subject: FW: 2.60 updates? Margaret, Will you please respond and let me know whether I need to put language in the proposed ordinance relating to enforcement of the Recognition Ordinance? Thanks From: Coffey, Cheri Sent: Wednesday, December 28, 2016 2:49 PM To: Plane, Margaret<Margaret.Plane@slcgov.com> Subject: RE: 2.60 updates? Margaret, Please clarify what you want me to do. In the email directly below (from October 10, 2016), you state that the Attorney's Office doesn't think we need to add "enforcement" language to Section 2.60 relating to Recognized Organizations but in the November 28, 2016 email it sounds like you do want me to add enforcement language. If I am to do what is noted in the November 281h email, please send me suggestions for appropriate language to include in the ordinance. I have attached the latest draft of the ordinance. Thanks Cheri October 10, 2016 email Cheri and Jen, 3 Nicole and I talked about her office's concerns about how to handle allegations that community organizations are not following their own bylaws. She provided some language below, although ultimately we concluded it isn't necessary. We agreed that in the future, if members of community organizations call the recorder's office alleging that their organization is not following their own bylaws,the response will be that the recorder's office does not regulate that. These organizations are independent and self-regulating, and it would be awkward and inappropriate for any City department (Mayor's office, recorder's office, attorney's office, wherever)to try to regulate compliance with bylaws. Practically speaking the Mayor's office may want to be involved or respond to such allegations. But that is a political decision, not a legal or regulatory decision. Again, thanks for considering additional language, but we don't think it is necessary. One other comment: Paul and I recommend amending "city code amendments" in 2.60.050(C)to "zoning ordinance text amendments" or city code amendments concerning land use regulation" (which would capture subdivision code text amendments). This subsection is about "projects," and it seems internally inconsistent to call all "city code amendments" a type of"project" that we would notify the organizations about. We do not currently follow this as written, and to do so would frustrate the legislative process, at best. We recommend amending it to better reflect what we do. As written, this section could be used against us, even though we clearly never intended to send all code amendments to these organizations. Thanks for your work and for considering our input. Please let me know if you have questions or concerns about either issue above. Yours, Margaret CHERI COFFEY,AICP Assistant Planning Director PLANNING DIVISION COMMUNITY and NEIGHBORHOODS SALT LAKE CITY CORPORATION Cheri.coffeykslcgov.com TEL 801-535-6188 FAX 801-535-6174 www.SLCGOV.com 4 From: Plane, Margaret Sent: Monday, November 28, 2016 3:26 PM To: Coffey, Cheri <Cheri.Coffey@slcgov.com> Subject: 2.60 updates? Cheri,Jennifer Seelig and I met back in October(!) and she had some input on 2.60 that I wanted to make sure was shared. I haven't been in the loop on the rewrite and don't know the status. Essentially, my notes show that she wanted the revisions to make clear that if a community organization fails to follow the requirements in what was 2.60.030 and .040, then they would be removed from the list of recognized organizations. Also, at that time she wanted the ordinance to include timeframes for organizations to meet these requirements, and a failure to meet the deadline would result in removal. I hate to be in the middle of this because I'm probably three revisions behind;) what's the easiest way to sort this out? thanks, and sorry for any confusion. Happy to chat! mdp MARGARET D.PLANE Salt Lake City Attorney CITYATTORNEY'S OFFICE SALT LAKE CITY CORPORATION 451 S.State Street,Ste.505A Salt Lake City,Utah 84111 8o1.535.7610 801.535.7640(fax) Mar ag ret.planePslcgov.com Mailing address: P.O. Box 145478 Salt Lake City,Utah 84114-5478 5 Coffey, Cheri From: Seelig, Jennifer Sent: Saturday, February 11, 2017 7:14 PM To: Nielson, Paul; Norris, Nick; Walkingshaw, Nole Cc: Plane, Margaret; Coffey, Cheri; Salazar, Nate Subject: RE: 2.60 updates? Who wants to get together on this in addition to myself, Paul, Nick, and Nole? Please let me know Monday morning, and I'll have Jodi figure out something. Thanks all. Best,Jen Jennifer Seelig Director of Community Empowerment O: 801-535-7117 M: 801-558-9368 OFFICE of the MAYOR SALT LAKE CITY CORPORATION www.SLCMAYOR.com www.SLCGOV.com From: Nielson, Paul Sent: Friday, February 10, 2017 10:05 AM To: Norris, Nick<Nick.Norris@slcgov.com>; Walkingshaw, Nole<Nole.Walkingshaw@slcgov.com> Cc: Seelig,Jennifer<Jennifer.Seelig@slcgov.com>; Plane, Margaret<Margaret.Plane@slcgov.com>; Coffey, Cheri <Cheri.Coffey@slcgov.com>; Salazar, Nate<Nate.Salazar@slcgov.com> Subject: RE: 2.60 updates? I don't think we could include a bypass for"legal issues", since we can claim anything to be a legal issue. I discussed the impact of LUDMA changes on this with Margaret yesterday and I think that for the same reasons that we don't think a planning commission is equipped to competently discuss technical specifications and fees a community organization would also not likely be interested in or capable of discussing those types of issues,though I may be completely wrong. The concern that Margaret and I keep coming back to are the situations where we discover there's a glitch in our contracts ordinance or we discover potential liability in parking enforcement regulations or similar concerns that require prompt corrections. Most of the time I don't think that the community organizations will care about many of the non- land use code amendments, but the difficulty in this exercise is picking which subjects besides development-related regulations would be beneficial for broader public discourse and balancing that against effective governance. It also seems like getting groups other than utilities, engineering and planning to participate will require some education and hand holding. I'm happy to meet to kick around some ideas. PAUL C. NIELSON SENIOR CITY ATTORNEY 801 .535.7216 IMPORTANT: E-mail from the City Attorney's Office is likely to contain confidential and privileged material for the sole use of the intended recipient. The use,distribution,transmittal or re-transmittal of any such communication is prohibited without the express 1 approval of the City Attorney or a Deputy City Attorney in writing or by e-mail. If you are not the intended recipient,please contact the sender and delete all copies. From: Norris, Nick Sent: Friday, February 10, 2017 8:13 AM To: Walkingshaw, Nole<Nole.Walkingshaw@slcgov.com> Cc: Seelig,Jennifer<Jennifer.Seelig@slcgov.com>; Plane, Margaret<Margaret.Plane@slcgov.com>; Coffey, Cheri <Cheri.Coffey@slcgov.com>; Salazar, Nate<Nate.Salazar@slcgov.com>; Nielson, Paul <paul.nielson@slcgov.com> Subject: Re: 2.60 updates? I agree with Nole. Is there a way to address Margaret's concern by putting an out in the notice that lets the council makes ordinance changes in certain situations (to address legal issues, public safety, etc?) Also the changes to LUDMA may make more than just subdivision and zoning ordinances go through the PC. That could impact a number of sections of city code outside of those two titles. We should consider that as well. Sent from my iPhone On Feb 10, 2017, at 7:23 AM, Walkingshaw, Nole<Nole.Walkingshaw@slcgov.com>wrote: Here is my two cents,The original intent while maybe too broad by saying city code amendments was to try and hold other departments feet to the fire of involving the public and encouraging better practices across the city when developing policies, code and other recommendations.The section requiring all departments to develop an engagement policy has largely been ignored with only Public Utilities, Engineering and Planning developing one. I think if this policy is to be successful there needs to be something in here that makes this chapter more than just a Planning requirement. From: Seelig,Jennifer Sent:Thursday, February 9, 2017 4:58 PM To: Plane, Margaret<Margaret.Plane@slcgov.com>; Coffey, Cheri <Cheri.Coffey@slcgov.com> Cc: Salazar, Nate<Nate.Salazar@slcgov.com>; Walkingshaw, Nole<Nole.Walkingshaw@slcgov.com>; Norris, Nick<Nick.Norris@slcgov.com>; Nielson, Paul <paul.nielson@slcgov.com> Subject: RE: 2.60 updates? From my perspective, I like the amendments if everyone else is ok with that.Thanks! Jen Jennifer Seelig Director of Community Empowerment O: 801-535-7117 M: 801-558-9368 OFFICE of the MAYOR SALT LAKE CITY CORPORATION www.SLCMAYOR.com www.SLCGOV.com From: Plane, Margaret Sent:Thursday, February 09, 2017 4:35 PM To: Coffey, Cheri <Cheri.Coffey@slcgov.com>; Seelig,Jennifer<Jennifer.Seelig@slcgov.com> Cc: Seelig,Jennifer<Jennifer.Seelig@slcgov.com>; Salazar, Nate<Nate.Salazar@slcgov.com>; 2 Walkingshaw, Nole<Nole.Walkingshaw@slcgov.com>; Norris, Nick<Nick.Norris@slcgov.com>; Nielson, Paul <paul.nielson@slcgov.com> Subject: Re: 2.60 updates? Cheri,thanks for diligent follow up. I thought we decided not to put anything in the ordinance about enforcement, because it would be inappropriate for the city to try to police an independent organization's bylaws. In terms of the provision below about early notification, I talked to Jennifer and reiterated our legal concerns that the current language is problematic. It requires all city code amendments to be sent to community organizations—that could cause us legal problems. For example, if we need to fix something asap to avoid legal problems,this would get in the way. If nothing else, it is a sword that will be used against us. I'll let Jennifer speak for herself, but I thought she was comfortable that subsection B encourages us to use public engagement, but that we should amend the provision I'm worried about regarding "city code amendments." We recommend either deleting the highlighted provision or amending it as suggested. Paul is probably the best contact on this—sorry for the confusion! Yours, Margaret 2.6o.o5o: RESPONSIBILITIES OF CITY: A. Education: The city shall adequately educate the public on city policy,procedures, and actions. B. Public Engagement: Each city department shall strive to utilize best public engagement practices to educate, engage, and receive input from the public at a level that is consistent with the scope of impact of a proposal or project. C. Early Notification to Recognized Community Organizations Not on And Response: The city shall send a notice to the applicable recognized community organization chair(s)for the€elle,,�4ng types of projects listed below: Alley vacations City code amendments to Title 20 and Title 21A From: "Coffey, Cheri" <Cheri.Coffey@slcgov.com> Date: Thursday, February 9, 2017 at 11:49 AM To: Margaret Plane <Margaret.Plane@slcgov.com> Cc: "Seelig, Jennifer" <Jennifer.Seelig@slcgov.com>, "Salazar, Nate" <Nate.Salazar@slcgov.com> Subject: FW: 2.60 updates? Margaret, Will you please respond and let me know whether I need to put language in the proposed ordinance relating to enforcement of the Recognition Ordinance? Thanks 3 From: Coffey, Cheri Sent: Wednesday, December 28, 2016 2:49 PM To: Plane, Margaret<Margaret.Plane@slcgov.com> Subject: RE: 2.60 updates? Margaret, Please clarify what you want me to do. In the email directly below (from October 10, 2016),you state that the Attorney's Office doesn't think we need to add "enforcement" language to Section 2.60 relating to Recognized Organizations but in the November 28, 2016 email it sounds like you do want me to add enforcement language. If I am to do what is noted in the November 281h email, please send me suggestions for appropriate language to include in the ordinance. I have attached the latest draft of the ordinance. Thanks Cheri October 10, 2016 email Cheri and Jen, Nicole and I talked about her office's concerns about how to handle allegations that community organizations are not following their own bylaws. She provided some language below, although ultimately we concluded it isn't necessary. We agreed that in the future, if members of community organizations call the recorder's office alleging that their organization is not following their own bylaws, the response will be that the recorder's office does not regulate that. These organizations are independent and self-regulating, and it would be awkward and inappropriate for any City department (Mayor's office, recorder's office, attorney's office, wherever)to try to regulate compliance with bylaws. Practically speaking the Mayor's office may want to be involved or respond to such allegations. But that is a political decision, not a legal or regulatory decision. Again, thanks for considering additional language, but we don't think it is necessary. 4 One other comment: Paul and I recommend amending "city code amendments" in 2.60.050(C)to "zoning ordinance text amendments" or city code amendments concerning land use regulation" (which would capture subdivision code text amendments). This subsection is about "projects," and it seems internally inconsistent to call all "city code amendments" a type of"project"that we would notify the organizations about. We do not currently follow this as written, and to do so would frustrate the legislative process, at best. We recommend amending it to better reflect what we do. As written,this section could be used against us, even though we clearly never intended to send all code amendments to these organizations. Thanks for your work and for considering our input. Please let me know if you have questions or concerns about either issue above. Yours, Margaret CHERI COFFEY,AICP Assistant Planning Director PLANNING DIVISION COMMUNITY and NEIGHBORHOODS SALT LAKE CITY CORPORATION Cheri.coffeyLslcgov.com TEL 801-535-6188 FAX 801-535-6174 www.SLCGOV.com From: Plane, Margaret Sent: Monday, November 28, 2016 3:26 PM To: Coffey, Cheri <Cheri.Coffev@slcgov.com> Subject: 2.60 updates? Cheri,Jennifer Seelig and I met back in October(!) and she had some input on 2.60 that I wanted to make sure was shared. I haven't been in the loop on the rewrite and don't know the status. Essentially, my notes show that she wanted the revisions to make clear that if a community organization fails to follow the requirements in what was 2.60.030 and .040,then they would be removed from the list of recognized organizations. Also, at that time she wanted the ordinance to include timeframes for organizations to meet these requirements, and a failure to meet the deadline would result in removal. I hate to be in the middle of this because I'm probably three revisions behind;) what's the easiest way to sort this out? thanks, and sorry for any confusion. Happy to chat! mdp MARGARET D.PLANE Salt Lake City Attorney 5 CITY ATTORNEYS OFFICE SALT LAKE CITY CORPORATION 451 S.State Street,Ste.5o5A Salt Lake City,Utah 84111 801.535.7610 801.535.7640(fax) Margaret.plane(a)slcgov.com Mailing address: P.O.Box 145478 Salt Lake City,Utah 84114-5478 6 Coffey, Cheri From: Seelig, Jennifer Sent: Tuesday, February 14, 2017 5:27 PM To: Salazar, Nate; Coffey, Cheri Cc: Norris, Nick; Buehler, Elizabeth Subject: RE: Community Council Survey I think this sounds great. Nate, do you have anything to add?Thanks,Jen Jennifer Seelig Director of Community Empowerment O: 801-535-7117 M: 801-558-9368 OFFICE of the MAYOR SALT LAKE CITY CORPORATION www.SLCMAYOR.com www.SLCGOV.com From: Salazar, Nate Sent:Tuesday, February 14, 2017 8:43 AM To: Coffey, Cheri <Cheri.Coffey@slcgov.com>; Seelig,Jennifer<Jennifer.Seelig@slcgov.com> Cc: Norris, Nick<Nick.Norris@slcgov.com>; Buehler, Elizabeth <Elizabeth.Buehler@slcgov.com> Subject: RE: Community Council Survey Cheri, Thank you for putting this together and sending it over.Jen and I will review this today and provide any feedback we have.Thanks! Best, Nate Salazar, MSW Community Liaison O: 801-535-7976 M:385-775-84o6 OFFICE of the MAYOR SALT LAKE CITY CORPORATION www.SLCMAYOR.com www.SLCGOV.com From: Coffey, Cheri Sent: Monday, February 13, 2017 4:39 PM To: Seelig,Jennifer<Jennifer.Seelig@slcgov.com>; Salazar, Nate<Nate.Salazar@slcgov.com> Cc: Norris, Nick<Nick.Norris@slcgov.com>; Buehler, Elizabeth <Elizabeth.Buehler@slcgov.com> Subject: Community Council Survey Jen and Nate, 1 As part of the Early Notification project, I'd like to send a survey to the executive board members of each recognized organization. I have attached a copy of the proposed questions. Please review and let me know if you think these are ok. Also, I have drafted an introductory paragraph that would accompany the survey. Introductory Paragraph- Salt Lake City is currently analyzing changes to the Recognized Community Organization ordinance. As part of that analysis,the City is sending a survey to all members of Executive Boards of Community Councils to learn about what community council members believe is the role of community councils and the purpose of the community council's role is in the development proposal process. The survey consists of 16 questions and should take less than five (5) minutes to complete. Your cooperation in filling out the survey will help the City have a better understanding of how the different community councils operate. Please let me know if you are ok with this language as well. Once I have it all ready to go, I would like to coordinate with you so it can be sent from your office. Thanks Cheri CHERI COFFEY,AICP Assistant Planning Director PLANNING DIVISION COMMUNITY and NEIGHBORHOODS SALT LAKE CITY CORPORATION Cheri.coffeyC slcgov.com TEL 801-535-6188 FAX 801-535-6174 www.SLCGOV.com 2 Coffey, Cheri From: Coffey, Cheri Sent: Wednesday, April 12, 2017 11:44 AM To: Mikolash, Gregory; Young, Kevin; Castle, Carly; Jensen, Melissa; Snelling, Jeff; Ewell, Lamar; Riker, Kristin; Gliot, Tony; McCandless, Allen; Butterfield, Edward; Nielson, Paul; Buehler, Elizabeth; Stanczyk, Robyn; Steele, Trent; Strayer, Kyle; Rushton, Corey; Shearer, Brandon; Heiden, Robin; Pate, Elias; Rand, John; Neibel, Brandon; Bednarik, Mark; Volmer, Nancy; Farmer, Molly; Mullen, Holly; Perez, Blake; Verson, Alexis; Weist, Dan; Salazar, Nate; Beck, Anne; Judd, Christina; Green, Melissa; Nicholas, Sophia; Seelig, Jennifer; Jones, David; Duer, Stephanie; 'Diane Tran'; Coffey, Cheri; Young, Bryan; Olson, Tara; Holty, Amanda; Schlegel, Ryen; Kumar, Poonam; Ellis, Kelsey; Halvorsen, Davin; Chipping, Richard; Oman, Jenni; Rojas, Matthew; Sorensen, Audra; Lindsley, Cara; Eggertsen-Goff, Lani; Davis, Annie; Lyons, Debbie; Park, Randi; Egbert, Darby; 'd avid.ha Iverson @slcgov.com'; Bier, David; Rene, Kenya; Asay, Jasen; Uluave-Hafoka, Moana Cc: Goff, Orion; Briefer, Laura; Shaffer, Lisa; Walkingshaw, Nole; Dale, Brian; Brown, Mike; Krieger, Karen; Riley, Maureen; Reberg, Mike; Fritts, Lara; Plane, Margaret; Norris, Nick Subject: Proposed Changes to Early Engagement Regulations Attachments: Proposed Changes to Early Notification Ordinance .docx All, At the request of Mayor Biskupski and the Salt Lake City Council, the Planning Division has been working on proposed changes to City regulations relating to Early Notification of the public about various projects. Most of the proposed changes relate to amendments of Section 2.60 of the City Code (Recognized Community Organization Ordinance) but there are also some proposed changes to the Subdivision and Zoning Ordinance. The Recognized Community Organization was initially adopted in the 1980s and has been updated as late as 2012. The Mayor and Council are requesting that the ordinance be reviewed and revised to encourage increased awareness and participation by the public while still affording a timely review process for projects. Attached if the final draft ordinance. Please review the draft and send me any comments you have by Friday April 28, 2017. The Planning Commission is tentatively scheduled to hold a public hearing on the matter at the end of May or beginning of June. Please let me know if you have any comments or questions. Thanks Cheri CHERI COFFEY,AICP Assistant Planning Director PLANNING DIVISION COMMUNITY and NEIGHBORHOODS SALT LAKE CITY CORPORATION Cheri.coffey@slcgov.com TEL 801-535-6188 FAX 801-535-6174 www.SLCGOV.com 1 z Coffey, Cheri From: Coffey, Cheri Sent: Wednesday, April 12, 2017 11:44 AM To: Mikolash, Gregory; Young, Kevin; Castle, Carly; Jensen, Melissa; Snelling, Jeff; Ewell, Lamar; Riker, Kristin; Gliot, Tony; McCandless, Allen; Butterfield, Edward; Nielson, Paul; Buehler, Elizabeth; Stanczyk, Robyn; Steele, Trent; Strayer, Kyle; Rushton, Corey; Shearer, Brandon; Heiden, Robin; Pate, Elias; Rand, John; Neibel, Brandon; Bednarik, Mark; Volmer, Nancy; Farmer, Molly; Mullen, Holly; Perez, Blake; Verson, Alexis; Weist, Dan; Salazar, Nate; Beck, Anne; Judd, Christina; Green, Melissa; Nicholas, Sophia; Seelig, Jennifer; Jones, David; Duer, Stephanie; 'Diane Tran'; Coffey, Cheri; Young, Bryan; Olson, Tara; Holty, Amanda; Schlegel, Ryen; Kumar, Poonam; Ellis, Kelsey; Halvorsen, Davin; Chipping, Richard; Oman, Jenni; Rojas, Matthew; Sorensen, Audra; Lindsley, Cara; Eggertsen-Goff, Lani; Davis, Annie; Lyons, Debbie; Park, Randi; Egbert, Darby; 'd avid.ha Iverson @slcgov.com'; Bier, David; Rene, Kenya; Asay, Jasen; Uluave-Hafoka, Moana Cc: Goff, Orion; Briefer, Laura; Shaffer, Lisa; Walkingshaw, Nole; Dale, Brian; Brown, Mike; Krieger, Karen; Riley, Maureen; Reberg, Mike; Fritts, Lara; Plane, Margaret; Norris, Nick Subject: Proposed Changes to Early Engagement Regulations Attachments: Proposed Changes to Early Notification Ordinance .docx All, At the request of Mayor Biskupski and the Salt Lake City Council, the Planning Division has been working on proposed changes to City regulations relating to Early Notification of the public about various projects. Most of the proposed changes relate to amendments of Section 2.60 of the City Code (Recognized Community Organization Ordinance) but there are also some proposed changes to the Subdivision and Zoning Ordinance. The Recognized Community Organization was initially adopted in the 1980s and has been updated as late as 2012. The Mayor and Council are requesting that the ordinance be reviewed and revised to encourage increased awareness and participation by the public while still affording a timely review process for projects. Attached if the final draft ordinance. Please review the draft and send me any comments you have by Friday April 28, 2017. The Planning Commission is tentatively scheduled to hold a public hearing on the matter at the end of May or beginning of June. Please let me know if you have any comments or questions. Thanks Cheri CHERI COFFEY,AICP Assistant Planning Director PLANNING DIVISION COMMUNITY and NEIGHBORHOODS SALT LAKE CITY CORPORATION Cheri.coffey@slcgov.com TEL 801-535-6188 FAX 801-535-6174 www.SLCGOV.com 1 z Coffey, Cheri From: Eggertsen-Goff, Lani Sent: Friday, April 28, 2017 4:19 PM To: Coffey, Cheri Cc: Snelling, Jeff Subject: RE: Proposed Changes to Early Engagement Regulations Hello Cheri, I have circulated this within Engineering. We do not object to any of the updates. We will endeavor to meet the requirements for notification and public engagement process listed in Section C and early notification under D. 1. and 2. Thank you for the opportunity to review. LANI EGGERTSEN-GOFF Construction Program Manager&Project Liaison Engineering Division DEPARTMENT of COMMUNITY and NEIGHBORHOODS SALT LAKE CITY CORPORATION TEL 801-535-6240 CEL 801-608-4931 www.SLCGOV.COM/CFD From: Coffey, Cheri Sent: Wednesday,April 12, 2017 11:44 AM To: Mikolash, Gregory<gregory.mikolash@slcgov.com>; Young, Kevin <Kevin.Young@slcgov.com>; Castle, Carly <Carly.Castle@slcgov.com>;Jensen, Melissa <Melissa.Jensen@slcgov.com>; Snelling,Jeff<Jeff.Snelling@slcgov.com>; Ewell, Lamar<Lamar.Ewell @slcgov.com>; Riker, Kristin <Kristin.Riker@slcgov.com>; Gliot,Tony <Tony.Gliot@slcgov.com>; McCandless,Allen <Allen.McCandless@slcgov.com>; Butterfield, Edward <Edward.Butterfield @slcgov.com>; Nielson, Paul <paul.nielson@slcgov.com>; Buehler, Elizabeth <Elizabeth.Buehler@slcgov.com>; Stanczyk, Robyn <Robyn.Stanczyk@slcgov.com>; Steele,Trent <Trent.Steele@slcgov.com>; Strayer, Kyle<Kyle.Strayer@slcgov.com>; Rushton, Corey<Corey.Rushton @slcgov.com>; Shearer, Brandon <Brandon.Shearer@slcgov.com>; Heiden, Robin <Robin.Heiden @slcgov.com>; Pate, Elias <Elias.Pate@slcgov.com>; Rand,John <John.Rand@slcgov.com>; Neibel, Brandon <Brandon.Neibel@slcgov.com>; Bednarik, Mark<Mark.Bed narik@slcgov.com>; Volmer, Nancy<Nancy.Volmer@slcgov.com>; Farmer, Molly <Molly.Farmer@slcgov.com>; Mullen, Holly<Holly.Mullen@slcgov.com>; Perez, Blake<Blake.Perez@slcgov.com>; Verson,Alexis<Alexis.Verson@slcgov.com>; Weist, Dan <Dan.Weist@slcgov.com>; Salazar, Nate <Nate.Salazar@slcgov.com>; Beck, Anne<Anne.Beck@slcgov.com>;Judd, Christina <Christina.Judd@slcgov.com>; Green, Melissa <Melissa.Green@slcgov.com>; Nicholas, Sophia <Sophia.Nicholas@slcgov.com>; Seelig,Jennifer <Jennifer.Seelig@slcgov.com>;Jones, David <David.Jones@slcgov.com>; Duer, Stephanie <stephanie.duer@slcgov.com>; 'Diane Tran' <trandian@gmail.com>; Coffey, Cheri <Cheri.Coffey@slcgov.com>; Young, Bryan <Bryan.Young@slcgov.com>; Olson,Tara <Tara.Olson@slcgov.com>; Holty,Amanda <Amanda.Holty@slcgov.com>; Schlegel, Ryen <Ryen.Schlegel@slcgov.com>; Kumar, Poonam <Poonam.Kumar@slcgov.com>; Ellis, Kelsey<Kelsey.ElIis@slcgov.com>; Halvorsen, Davin <Davin.Halvorsen@slcgov.com>; Chipping, Richard <Richard.Chipping@slcgov.com>; Oman,Jenni <Jenni.Oman@slcgov.com>; Rojas, Matthew<Matthew.Rojas@slcgov.com>; Sorensen,Audra <Audra.Sorensen@slcgov.com>; Lindsley, Cara <Cara.Lindsley@slcgov.com>; Eggertsen-Goff, Lani <Lani.Eggertsen- goff@slcgov.com>; Davis,Annie<Annie.Davis@slcgov.com>; Lyons, Debbie<debbie.lyons@slcgov.com>; Park, Randi <Randi.Park@slcgov.com>; Egbert, Darby<Darby.Egbert@slcgov.com>; 'david.halverson@slcgov.com' 1 <david.ha Iverson @slcgov.com>; Bier, David <David.Bier@slcgov.com>; Rene, Kenya <Kenya.Rene@slcgov.com>;Asay, Jasen <Jasen.Asay@slcgov.com>; Uluave-Hafoka, Moana <Moana.Uluave-Hafoka@slcgov.com> Cc: Goff, Orion <Orion.Goff@slcgov.com>; Briefer, Laura <Laura.Briefer@slcgov.com>; Shaffer, Lisa <Lisa.Shaffer@slcgov.com>; Walkingshaw, Nole<Nole.Walkingshaw@slcgov.com>; Dale, Brian <Brian.Dale@slcgov.com>; Brown, Mike<Mike.Brown @slcgov.com>; Krieger, Karen <Karen.Krieger@slcgov.com>; Riley, Maureen <Maureen.Riley@slcgov.com>; Reberg, Mike<Mike.Reberg@slcgov.com>; Fritts, Lara <Lara.Fritts@slcgov.com>; Plane, Margaret<Margaret.Plane@slcgov.com>; Norris, Nick<Nick.Norris@slcgov.com> Subject: Proposed Changes to Early Engagement Regulations All, At the request of Mayor Biskupski and the Salt Lake City Council, the Planning Division has been working on proposed changes to City regulations relating to Early Notification of the public about various projects. Most of the proposed changes relate to amendments of Section 2.60 of the City Code (Recognized Community Organization Ordinance) but there are also some proposed changes to the Subdivision and Zoning Ordinance. The Recognized Community Organization was initially adopted in the 1980s and has been updated as late as 2012. The Mayor and Council are requesting that the ordinance be reviewed and revised to encourage increased awareness and participation by the public while still affording a timely review process for projects. Attached if the final draft ordinance. Please review the draft and send me any comments you have by Friday April 28, 2017. The Planning Commission is tentatively scheduled to hold a public hearing on the matter at the end of May or beginning of June. Please let me know if you have any comments or questions. Thanks Cheri CHERI COFFEY,AICP Assistant Planning Director PLANNING DIVISION COMMUNITY and NEIGHBORHOODS SALT LAKE CITY CORPORATION Cheri.coffeygslcgov.com TEL 801-535-6188 FAX 801-535-6174 www.SLCGOV.com 2 Coffey, Cheri From: McCandless, Allen Sent: Friday, September 16, 2016 11:23 AM To: Coffey, Cheri Cc: Riley, Maureen Subject: RE: Early Engagement Cheri, Thank you for speaking with me regarding the Early Engagement process. As with other SLC proposals my task is to see if there would be any future impacts to the airport. From your description and reviewing the proposed ordinance changes, I do not see that there would be impacts to the airport. The proposed changes deal with alley vacations, conditional uses, demolition in historic districts, street changes, zone changes etc. as listed in the ordinance. If the airport occasionally has zoning amendments, this ordinance probably apply in those cases. —Allen McCandless From: Coffey, Cheri Sent: Monday, September 12, 2016 2:54 PM To: Goff, Orion <Orion.Goff@slcgov.com>; Young, Kevin <Kevin.Young@slcgov.com>; Akerlow, Michael <Michael.Akerlow@slcgov.com>; Snelling,Jeff<Jeff.Snelling@slcgov.com>;Teerlink, Scott<scott.teerlink@slcgov.com>; Riker, Kristin <Kristin.Riker@slcgov.com>; McCandless,Allen <Allen.McCandless@slcgov.com>; Nielson, Paul <paul.nielson@slcgov.com>; Ferguson, Boyd <boyd.ferguson@slcgov.com>; Krieger, Karen <Karen.Krieger@slcgov.com>; Belliveau,Justin <Justin.Belliveau@slcgov.com>; Walkingshaw, Nole <Nole.Walkingshaw@slcgov.com>; Buehler, Elizabeth <Elizabeth.Buehler@slcgov.com> Cc: Cabinet Members<CabinetMembers@slcgov.com> Subject: Early Engagement All, Please find a draft of the proposed ordinance changes relating to the Early Engagement process. The Planning Division has been asked by the Mayor and Council to revise the existing ordinance to clarify, and improve early engagement rules and participation while balancing the communities need for public input on projects with an applicant's right to a timely review process. I would appreciate your comments back by Friday September 30`" Please let me know if you have any questions or comments. Thanks Cheri CHERI COFFEY,AICP Assistant Planning Director PLANNING DIVISION COMMUNITY and NEIGHBORHOODS SALT LAKE CITY CORPORATION TEL 801-535-6188 FAX 801-535-6174 www.SLCGOV.com 1 z &y d\S CIO Zr Recognition Ordinance 2.6o.030: MINIMUM REQUIREMENTS:q"' •,J c A.All communityorganizations seeldn g recognition pursuant to this chapter must comply with w rg b g P P P Y .��'�a .��7,-s ,,:• +-:,,. the following: i.Properly register as a nonprofit corporation in good standing with the state of Utah; `S 2.Adopt bylaws which include the following provNons: f a.A clear definition of membership; ( b.A policy of open participation of all persons l he g�mc:nbcrs ofthe orgenira ion; rrf+'+ ` c A 'cy against diacrinunation; K. r d.Attendan o meetings is open to the geli'�t�blic; e.Meetings will pro 'de an oppq fi5lrigJ far zubl intt�put r « :ate• st B ] ws. tl rc6 Tiled, anlr.a� 'i n ado s�darhJ to H l the o nize T anizat on)te�l�t sl nN file co f m h n e tied bklu�vs with the 'a] Ga�yu c d6 erg$ •rfivithil _ii t}_(3a> - a s of such cliEmja t I ?x,c in Deb ti, l,nbt d.W►_i tht alt d Y r' an t _il�er ofg}ie ecutiv bard of the c4M113Zc•el • '� 1 -'4 �7, rgani��atiro[�s must 61a atleaA cane meeting Of their membership each year. td " e . z.6o.050: }NTSIBILI OF CrrY: £, 7r�Y..-, A.Educational he uiy1,511 adecely educate the public on city policy,procedures,and J' w actions. t y a B.Public Engagement:Each department shall strive to utilize best public engagement practices to educate,engage,and receive input from the public at a level that is consistentwith the scope of impact of a proposal or project. F;•.C.Early Notification to Recognized Community Organizations Net#f eat iex And Response: The city w ;;ha3ilill send a notice to the applicable recognized community organization cluur(s)for the€ellowing types of projects listed below: t t„t' •� r 1 '_ Alley vacationx August 31,2016 I �s S•A' l - City code amendments Conditional fit4dirrt idti i v v ew fn itcw principal r;trt,_c tree tit •' s+ 1r Conditional uses except minis tivc ditional, .es a i en 'fie i 2rA. = � W. Demolition of contributing structures located within a local historic district or landmark sites " '` n. = . F Major changes to street capacity or travel modes Major upgrades to public facilities and structures t •_�j , a , Master Ian amendment or policy amendments to be icdVlhe city council t r ady � i ,A P P Y a an Y ;,.. > '! z i, r Q.J TN Master plan or policies to be adopted by the cit)�.,uunci Ira r�• s r' •i: :• t. 1� -v. New construction of major publiefacilities an1tds,S vctures ••�'•'l eu struction of principal sirtt�t rs reswithin lcol Mist ric distriets or on G €tncimrtrlc ites cxce for srn le fmmnddwellings.� w A I'lanncci development � ,p ��,t'u � "' - 'c•£""; "�, " 1Z.. _ Zoning map amendment , `� ' +. D.-M i f r i< rlvNctti catt n •� + +� ��;'' Mc t. !'h cogn,zeci c.•,t nuntty ' g,,nirauo c ip( shall nottfv the agHlicablemity r, �i? :` i i P" x_ +• i ,UgDartmentiit, w ' n o rt t lend r f eceivin th sa t : otf'ijaf5(itx�e ft o Ei _o le thct know whether th nt to . ,the n`Toit t t I th �n)i,zgti n to review the project,it sh �Ye a n�, ' n;inl.of fort't i ,i45)daysto provide comments the T 1 -)toartment R ision,frog,!,he date the origWal notice i ort� m o �+� grc ct was Sent 4 li�hearti, v+$ttel be ltelcl� A_final decisjw.,.•i1 gr�L' �R l� be many lb out the pr olct;ry thin thi+forty five(45)day rind.If thegnized Gpy wu/ 1 �,, r gantzgdrtn_(loos nd�iiespond within fourteen(3tl)days as to whether yyaitts to retMiew__ to miir,decides not to hear the matter,or completes its ¢ �--rt�'yt�•ctr io LJ4+�he five Wsl day time 1wriod,the prblie hearing can be sehedulefA-ntath: rout he scheduled for a decision priAit tg the end of the fort y t r u fi ve d itu:aliin o r 1 ,� r,�arx &a, Where a project is within six hundreItmet eet(600)of the b�Sdfldarl of another m � +i3 •'.t" recognized community organization's d ,when mor fhan one r ognized •z Y '' .. organization has requested a presentati n of the matte when the su ject property is located west of 2200 West, t ecugatiz� bg_ni 1 not m `'Y r within fot tt+five(45)days of receiving the nc Lff from when tlt t'. bs� - ect master Ian or when the project is a ex amendment to the ci cod a r r=� h L H1i21 is a mast P P J b �1' city will schedule the item for an open house and n tify the public,including those recognized community organizations who may be fected by the project or who have specifically requested notification of the public o house.The 0.nenhouse uroceqs 2 Aupst 31,2016 SR 6 S� I will b 110�instend of not in addition e D final decision will not be made about the project until after the public open house has occurred. 13 E.Notice Procedures:The city departments shall develop policies and procedures to show how they will provide notice and early participation opportunities for pending major city actions.These include,but are not limited to,public meetings,development projects,planning ar� activiti , rant and funding opportunities,which may have a significant impact on the rQ C ct 1V%A membership of a registered community organization.Notice shall be given to affected community-We organizations in a timely manner,including information on the time frame for a response. Aiti B F.Reregistration Notification:The recorder's offices each registere munity organization of pending requirement for reregistratio ber 31 of ear. g G List Of Organizations:In an effort to notify, ci5blic abou eslence o ommunity ased organizations and encourage participati `, these o 17ZOti0r;gj,t',least city shall make a reasonable attempt to provide of all ommunity organizations and their contact information to all residents,proper QtIers,bu4,ess owners, Qols and nonprofit agencies in Sall Lake City. rjd 58-13,20 �-� 2.6o.o6o: RESPONSIBILTITES O CiO�X ORGA I'LATIONS:T1 L- A.Renew registratio ft the re r'$er's office' t1. annual 4111 B.Establish orderly and tens for fo ►pg representative public input through civil { , andresr. c gue. r� \� C.Estal llA and follow�a" ar me}leitl for reportitj'"to the city actions wNe accurately reflect - their Won.Include ,e� can-i§� which a recommendation or decision was reached,how 4.' many m d>ers were invol d and what the outcome was. ` �„ D.By interaction its men ®si and the city,foster open and respectful communication een the q�munity organization and representatives of ci departments on pl +�ro s and activities affecting the interests of the mmunity organization. `t, ,` �a.al� reco9h��.cd Co VAVAVn► or�a�tza�tov� sd.a,ll ; � ;� r� 3 August 31,2016 ATTACHMENT E: Original Petition Information Coffey, Cheri From: Shepard, Nora Sent: Monday, April 25, 2016 12:58 PM To: Coffey, Cheri; Paterson, Joel Subject: FW: Legislative Intent- Changes to Various Boards & Commissions- Noticing Nora Shepard, AICP Planning Director PLANNING DIVISION COMMUNITY and ECONOMIC DEVELOPMENT SALT LAKE CITY CORPORATION TEL 801-535-7226 FAX 801-535-6174 From: Mansell, Cindi Sent: Monday, April 25, 2016 12:55 PM To: Mansell, Cindi; Crandall, Scott; Gust-Jenson, Cindy; Weaver, Lehua; Bruno, Jennifer; Litvack, David; Leary, Patrick; Tarbet, Nick; Shepard, Nora; Norris, Nick; Oktay, Michaela; Reberg, Mike; DeLaMare-Schaefer, Mary Cc: Plane, Margaret; Nielson, Paul Subject: Legislative Intent- Changes to Various Boards &Commissions - Noticing Good Afternoon- At the April 19, 2016 City Council meeting,the Council adopted Ordinance 10 of 2016 providing for fine tuning of City Code related to public hearings and the operations of various board and commissions. The following intent language was also adopted. Please take appropriate action and forward this message to anyone else that needs to be involved. 8 : 30 : 14 PM Councilmember Penfold moved and Councilmember Rogers seconded to support a Legislative Intent requesting the Administration review the City' s noticing requirements related to land use issues in an effort to enhance transparency and community engagement . The Council is interested in reviewing appropriate early notification standards to ensure that the neighborhoods around proposed projects are afforded adequate notification and have sufficient time to provide feedback. The review should consider ways to improve notification and participation at community Council meetings and open houses, while balancing the needs of applicants to have a timely review process . The motion passed unanimously, all members voted aye . (P 16-4) G,� L.. M aIKI .l M M G/GRM Salt Lake City Recorder 801-535-6223 i 3b. PLANNING COMMISSION BRIEFING - NOVEMBER 14, 2018 i. AGENDA AND MINUTES SALT LAKE CITY PLANNING COMMISSION MEETING AGENDA AMENDED In Room 326 of the City & County Building November 14, 2018, at 5:30 p.m. (The order of the items may change at the Commission's discretion) FIELD TRIP - The field trip is scheduled to leave at 4:00 p.m. DINNER - Dinner will be served to the Planning Commissioners and Staff at 5:00 p.m. in Room 126 of the City and County Building. During the dinner break, the Planning Commission may receive training on city planning related topics, including the role and function of the Planning Commission. PLANNING COMMISSION MEETING WILL BEGIN AT 5:30 PM IN ROOM 326 APPROVAL OF MINUTES FOR OCTOBER 24, 2018 REPORT OF THE CHAIR AND VICE CHAIR REPORT OF THE DIRECTOR PUBLIC HEARINGS 1. Planned Development and Conditional Building and Site Design Review for the Union Pacific Hotel at 2 S. 400 West - The Athens Group and HKS Architects, on behalf of Vestar Gateway, LLC, have requested the above-mentioned planning petitions to accommodate the development of an 8-story, 225-room hotel on the west side of the existing Union Pacific Railroad Station. The hotel project is in conjunction with the adaptive reuse of the historic train station itself, which entails the preservation of the existing Grand Train Hall in the center of the station and the addition of other hotel amenities. All new construction in the Gateway-Mixed Use zoning district must be reviewed as a planned development. Additionally, the applicants have elected to go through the Conditional Building and Site Design Review process to accommodate approximately 99 feet of building height in lieu of 75 feet that is permitted outright. However, the building will be no taller than the existing train station. The subject property is located in Council District 4, represented by Derek Kitchen. (Staff Contact - Lauren Parisi at 801-535-7226 or lauren.Parisi(o-)-slcgov.com) Case numbers PLNPCM2018-00617 & PLNSUB2018-00618 2. Single Room Occupancy (SRO) Text Amendments - A request by Mayor Jackie Biskupski to amend sections of the zoning ordinance to better define the Single Room Occupancy (SRO) housing type and determine appropriate locations within the city for this use. The intent of the proposed amendments is to implement the recently-adopted Growing SLC: A Five-Year Housing Plan (2017-2021). The amendments will affect the following sections of the Zoning Ordinance: 21A.62.040 Definitions of Terms, 21A.33 Land Use Tables, 21A.36 General Provisions, and 21A.44.030 Number of Off-Street Parking Spaces Required. Related provisions of Title 21A (Zoning) may also be amended as part of this petition. (Staff Contact: Ashley Scarff (801) 535- 7660 or ashley.scarff@slcgov.com) Case number PLNPCM2018-00066 (Legislative Matter) 3. Partial Street Vacation at 239 N East Capitol Street -A request by Brian and Jennifer Reuben for a Partial Street Vacation of a portion of East Hillside Avenue adjacent to their property at 239 N East Capitol Street. The purpose of the vacation is to reconcile the location of two accessory buildings and a masonry wall in the public right-of-way. The subject property is located in RMF- 35 (Moderate Density Multi-Family Residential District) zoning district and is located in Council District 3, represented by Chris Wharton. (Staff contact: Molly Robinson at (801) 535-7261 or molly.robinson(cD_slcgov.com) Case number PLNPCM2018-00121 4. Guadalupe Row Houses - A request by Jarod Hall, on behalf of the owner, Riley Rogers, to develop residential row houses on seven parcels at approximately 529 West 500 north via planned development and subdivision petitions. The proposed development will consist of two residential buildings with a total of 13 units. The zoning standards in that area specify that no more than 6 dwellings may be attached together. Consequently, the planned development petition is for one building containing 6 units and a second building with 7 units, as well as allowing for lots not fronting on a street, and reductions to front and side yard setbacks and lot dimensions. The subdivision is to reapportion the land to provide a lot for each unit. The subject parcels are located in the SR-3 (Special Development Pattern Residential) zoning district within City Council District 3, represented by Chris Wharton. (Staff contact: Chris Lee at 801-535-7706 or chris.lee(aD_slcgov.com). Case numbers PLNSUB2018-00496 & PLNSUB2018-00668 5. The Birdie (218 S 200 E)-A request by Jake Williams at C.W. Urban to build a 70-unit apartment building with a building height of 82-feet, which is below the 100-foot minimum building height for a corner building in the D-1 Central Business District and requires planned development review. The applicant seeks to achieve the objective of fulfilling the goals of the Downtown Community Plan. The subject property is located in D-1 (Central Business District) zoning district and is located in Council District 4, represented by Derek Kitchen. (Staff contact: Molly Robinson at (801) 535-7261 or molly.robinson(a)-slcgov.com) Case number PLNSUB2018-00519 WORK SESSION 1. Early Notification Text Amendment — A petition by the City Council to review regulations and processes related to early notification and public participation in planning processes. The Planning Commission reviewed this request in May 2017 and tabled this item for additional information. The purpose of the proposed changes is to clarify the language in the ordinance as well as increase awareness and participation by the public while affording a timely review process for applicants and projects. The proposed regulation changes will affect various sections of the City Code including Section 2.60, Recognized Community Organizations, Title 20, Subdivisions and Title 21A, Zoning Ordinance. Related provisions of the City Code may also be amended as part of this petition. (Staff contact: Tracy Tran at (801) 535-7645 tracy.tran@slcgov.com). Case number: PLNPCM2016-00300 The files for the above items are available in the Planning Division offices, room 406 of the City and County Building. Please contact the staff planner for information, Visit the Planning Division's website at www.slcgov.com/planning for copies of the Planning Commission agendas, staff reports, and minutes. Staff Reports will be posted the Friday prior to the meeting and minutes will be posted two days after they are ratified, which usually occurs at the next regularly scheduled meeting of the Planning Commission. Planning Commission Meetings may be watched live on SLCTV Channel 17;past meetings are recorded and archived, and may be viewed at www.slctv.com. The City& County Building is an accessible facility. People with disabilities may make requests for reasonable accommodation, which may include alternate formats, interpreters, and other auxiliary aids and services. Please make requests at least two business days in advance. To make a request,please contact the Planning Office at 801-535-7757, or relay service 711. SALT LAKE CITY PLANNING COMMISSION MEETING City & County Building 451 South State Street, Room 326, Salt Lake City, Utah Wednesday, November 14, 2018 A roll is being kept of all who attended the Planning Commission Meeting. The meeting was called to order at 5:33:45 PM. Audio recordings of the Planning Commission meetings are retained for a period of time. Present for the Planning Commission meeting were: Chairperson Maurine Bachman, Vice Chairperson Sara Urquhart; Commissioners Amy Barry, Adrienne Bell, Weston Clark, Carolynn Hoskins, Andres Paredes and Clark Ruttinger. Commissioners Brenda Scheer and Matt Lyon were excused. Planning Staff members present at the meeting were Wayne Mills, Planning Manager; Molly Robinson, Planning Manager; Paul Nielson, Attorney; Tracy Tran, Senior Planner; Lauren Parisi, Principal Planner; Ashley Scarff, Principal Planner and Marlene Rankins, Administrative Secretary. Field Trip A field trip was held prior to the work session. Planning Commissioners present were: Maurine Bachman, Weston Clark, Carolynn Hoskins and Sara Urquhart. Staff members in attendance was Wayne Mills. • 239 N East Capitol Street - Staff summarized request. • 529 West 500 North - Staff summarized the project. APPROVAL OF THE OCTOBER 24, 2018, MEETING MINUTES 5:34:09 PM MOTION 5:34:20 PM Commissioner Hoskins moved to approve the October 24, 2018, meeting minutes. Commissioner Bell seconded the motion. Commissioners Barry, Bell, Hoskins, Clark, Urquhart and Ruttinger voted "Aye". Commissioner Paredes abstained from voting. The motion passed. REPORT OF THE CHAIR AND VICE CHAIR 5:34:56 PM Chairperson Bachman stated she had nothing to report. Vice Chairperson Urquhart stated she had nothing to report. REPORT OF THE DIRECTOR 5:35:04 PM Mr. Wayne Mills, Planning Manager, stated he had nothing to report. 5:35:13 PM Planned Development and Conditional Building and Site Design Review for the Union Pacific Hotel at 2 S. 400 West-The Athens Group and HKS Architects, on behalf of Vestar Gateway, LLC, have requested the above-mentioned planning petitions to accommodate the development of an 8-story, 225- room hotel on the west side of the existing Union Pacific Railroad Station. The hotel project is in conjunction with the adaptive reuse of the historic train station itself, which entails the preservation of the existing Grand Train Hall in the center of the station and the addition of other hotel amenities. All new construction in the Gateway-Mixed Use zoning district must be reviewed as a planned development. Additionally, the applicants have elected to go through the Conditional Building and Site Design Review process to accommodate approximately 99 feet of building height in lieu of 75 feet that is permitted outright. However, the building will be no taller than the existing train station. The subject property is Salt Lake City Planning Commission November 14, 2018 Page 1 Molly Robinson, Planning Manager, reviewed the petition as outlined in the Staff Report (located in the case file). She stated Staff recommended the Planning Commission approve the petition with the conditions listed in the staff report. Jake Williams, Applicant, provided a presentation along with further details regarding the proposed project. PUBLIC HEARING 9:30:02 PM Chairperson Bachman opened the public hearing; The Commission and staff discussed whether an anonymous comment can be heard. Seeing no one wished to speak, Chairperson Bachman closed the public hearing. The Commission, Staff and Applicant discussed the following: • Height of the building • Permitted building height MOTION 9:49:39 PM Commissioner Urquhart stated, based on the information in the staff report, public testimony, and discussion by the Planning Commission, I move that the Planning Commission approve the Planned Development PLNSUB2018-00519. In order to comply with the applicable standards as listed in the staff report 1-6. Commissioner Barry Second. Commissioners Barry, Hoskins, Clark, Urquhart, Ruttinger, and Paredes voted "Aye". The motion passed unanimously. 9:52:13 PM WORK SESSION Early Notification Text Amendment—A petition by the City Council to review regulations and processes related to early notification and public participation in planning processes. The Planning Commission reviewed this request in May 2017 and tabled this item for additional information. The purpose of the proposed changes is to clarify the language in the ordinance as well as increase awareness and participation by the public while affording a timely review process for applicants and projects. The proposed regulation changes will affect various sections of the City Code including Section 2.60, Recognized Community Organizations, Title 20, Subdivisions and Title 21A, Zoning Ordinance. Related provisions of the City Code may also be amended as part of this petition. (Staff contact: Tracy Tran at (801) 535-7645 tracy.tran@slcgov.com). Case number: PLNPCM2016-00300 Tracy Tran, Senior Planner, briefed the Commission regarding the proposed petition. The Commission and Staff discussed the following: • Considering a mechanism to provide a better platform for the public to access information • Suggestion to provide notices in Spanish for the Spanish speaking community • Outreach with social media The meeting adjourned at 10:09:17 PM Salt Lake City Planning Commission November 14, 2018 Page 7 3b. PLANNING COMMISSION BRIEFING - NOVEMBER 14, 2018 ii. MEMO MEMORANDUM PLANNING DIVISION i��n►►� DEPARTMENT of COMMUNITY and NEIGHBORHOODS To: Salt Lake City Planning Commission From: Tracy Tran,Senior Planner 801-535-7645,tracy.tran(&slMov.com Date: November 14, 2018 Re: PLNPCM2o16-o0300-Early Notification Text Amendments Early Notification Text Amendments ACTION REQUIRED No action required. Planning staff would like the Planning Commission's input on the direction staff is taking with the Early Notification Text Amendments. BACKGROUND In 2o16,The City Council and the Mayor initiated this petition to clarify provisions to City regulations relating to early notification to the public about various types of projects. The purpose of the amendment is to increase awareness and participation by the public of various types of projects the City works on while still affording a timely review for applicants. REASON FOR CHANGE Currently, the City has rules to provide notification to recognized community organizations about specific types of projects within the City in Chapter 2.6o of the City Code. The current language is confusing and other rules may be appropriate to meet the intent of the early engagement process. In addition, this section of the code impacts multiple City departments and is not focused only on the Zoning ordinance. For additional information related to the purpose of the code amendments,please refer to the Early Notification Code Amendments—Planning Commission Staff Report dated May 24,2017. PROPOSED ORDINANCE Planning Staff presented proposed amendments and a public hearing was held at the Planning Commission meeting on May 24, 2017. Here are the minutes from the meeting. The Planning Commission tabled the item and asked staff to follow up with additional considerations that include: • Adding a definition of engagement activity and what constitutes input • Assessing whether to include other applications such as special exceptions and variances • Creating a public engagement ordinance and not one focused just on recognized organizations PLNPCM2016-00300 1 Date Published: November 8,2018 • Discussing the proposal with City's Civic Engagement Team Since that time, staff has reconsidered the structure of the ordinance and has re-organized and re- written the proposed amendments.The purpose of this change is to focus on public engagement and not only on engaging recognized community organizations. The proposed ordinance is structured as follows and includes the following changes: i. Re-organized and placed within the Zoning Ordinance(Chapter 21A)instead of within the Recognized Community Organizations(Chapter 2.6o). The current provisions regarding early notification only address Recognized Community Organizations,located within Chapter 2.6o of the City Code.Since the proposal is focused on land use applications and the goal is to encourage public engagement overall and not just on engaging the recognized organizations, Planning Staff has created a new section within Chapter 21A.10 to address early notification requirements. Chapter 2.6o impacts multiple City departments and divisions. Making changes to that section may add requirements for various departments to follow planning practices, which may not work for various departments.Moving the section to within the zoning ordinance will focus only on planning applications,which meets the intent of the petition. 2. Includes purpose statement of the early notification process. The current language in the ordinance includes a purpose statement for recognized organizations but it does not include language about the purpose of public engagement and early notification. This language was added to: • highlight the importance of informing the public early on in the process; • allow a reasonable timeframe for feedback;and • establish a process for decision makers to hear from the public before a decision is made on a proposal. g. Clarifies and adds the application types that require early notification. The list of applicable application types is similar to the existing zoning applications that require early notification with the addition of the two items in blue: a. Alley/street closure or vacation b. Amendment to the City Zoning c. Conditional use d. Design Review when required to be reviewed by the Planning Commission as listed in chapter 21A.59.020(B) e. Demolition of landmark site or contributing structures located within a local historic district £ Master plans,including amendments,to be adopted b. tom. council g. New construction of principal structures within local historic districts or on Landmark Sites except for single family and two family dwellings. h. Planned development i. Zoning Map Amendment 4. Lists exceptions that may not require early notification. Although city code amendments are included in this list,it is important to note,that for legal reasons,there may be some city code amendments that are exempt from meeting the Early Notification PLNPCM2016-00300 2 Date Published: November 8,2018 Requirements. These circumstances include amendments that are subject to an adoption deadline or action date set forth in the legislation; related to funding city-related projects; or are necessary for essential city functions. 5• Allow 45 Days for Public Engagement.The current ordinance language is unclear and only states a public hearing cannot be held within 45 days. Planning staff clarified this section to allow for an overall 45 day public engagement period in which a decision cannot be made within this time frame. However, a public hearing can be held within this time frame to identify any issues that may arise from a proposal.Public hearings provide a good opportunity for the Planning Commission to hear issues early in the process and provide direction on a project. 6. Early Notification to Stakeholders. Notices will be provided to various stakeholders listed in the bulleted list below when a complete application is received. Notices will include information about the proposal,the location,how to obtain more information,how to provide comments,and a date for when the 45-day comment period ends. • Notices to recognized community organizations. Notices will be provided to recognized community organizations and will allow them 1-4 days to decide whether they would like to place an application on an upcoming agenda within the 45 day public engagement period. • Notices to properties within 300 feet. These notices will inform neighboring properties of the proposal. Currently,the ordinance only requires notices to be sent 12 days before a public hearing. The proposed change would inform neighboring properties early on in the process and would provide a 45-day comment period for the public to provide feedback. • Sign posted on property.A sign will be posted on the property that allows the public to obtain more information regarding the proposal.Currently,the ordinance requires a sign to be posted on the subject property io days before a public hearing. The proposed change would provide 45 days for the public to provide feedback at the beginning of the process. 7. Engagement Activity. Based on the response from the recognized community organization,an application will either be presented at a community council meeting or at a City-sponsored outreach event. One of these meetings will held given the below circumstances. • Community council meeting. A community council meeting will be held when the community council responds within 14 days of receiving the notice and requests the application be presented at a community council meeting that will be held within the 45 day public engagement period. • Outreach event. A city-sponsored outreach event will be held when: 1).A recognized community organization does not respond as to whether it wants to review the matter or it does not schedule the subject item for a community council meeting within fourteen(14) days of receiving the original city notice 2). The recognized community organization will not meet within forty-five (45) days of receiving the notice from the city; 3). The project is within six hundred feet (600') of the boundaries of another recognized community organization's district; PLNPCM2016-00300 3 Date Published: November 8,2018 4). The subject property is located west of 2200 West; 5). The project is a master plan or master plan amendment that impacts multiple recognized organizations; 6).The project is a text amendment to the zoning ordinance. 8. Change open house requirement to"outreach event". The current ordinance uses the term open house,but it is not defined and has been used to denote a particular activity. This term was updated to outreach event to allow for more flexibility and additional types of public engagement that may be more effective. The term outreach event is defined: Outreach events are used to expand involvement opportunities for community members by providing a chance to ask questions and provide comments on an issue or have involvement in the decision-making process.Outreach events should encourage participation,make the public feel welcome,and provide a clear understanding of the public's role in the process. This change will allow other forms of engagement activity to occur,which may be identified as more effective in notifying the public and receiving input. 9. Other minor clarifications Other minor language clarifications and references were updated to simplify and reduce conflicts with various sections of the code. io.Subdivision clarifications The ordinance contains some conflicting language regarding notification. Subdivision reviews are technical in nature and if an application meets the technical requirements,the city must approve it. The proposed changes clean up conflicting references within the code. PLANNING COMMISSION BRIEFING CONSIDERATIONS May 24,2017 Planning Commission Meeting Planning Staff presented a version of the proposed amendments and a public hearing was held at the Planning Commission meeting on May 24,2017. The Planning Commission tabled the item and asked staff to follow up with additional considerations that include: • Adding a definition of engagement activity and what constitutes input • Assessing whether to include other applications such as special exceptions and variances • Creating a public engagement ordinance and not one focused just on recognized organizations • Discussing the proposal with City's Civic Engagement Team Follow up information Staff addressed the following items as requested: • Definition of"Outreach Event"was added to the proposal to allow for flexibility in the format of obtaining public input. The definition of"outreach events" is defined: Outreach events are used to expand involvement opportunities for community members by_providing a chance to ask questions and provide comments on an issue or have involvement in the decision-making process. Outreach events should encourage participation, make the public feel welcome,and provide a clear understanding of the public's role in the process. PLNPCM2016-00300 4 Date Published: November 8,2018 The broader nature of the definition allows for more flexibility for planning staff to determine the most appropriate medium for public engagement and use current best practices. • Special Exceptions and Variances: The nature of special exceptions and variances are very specific to what is requested and where it is located and do not typically have City-wide implications. Special exceptions generally include minor dimensional requests that may impact adjacent properties,not the entire community. The current special exception process requires notice to adjacent property owners and property owners across the street with a 12 day public comment period. The City's variances rules reflect requirements in the Utah Code.Variances are held to strict standards and must be approved if they meet circumstances that show the property faces unreasonable hardship,as well as other standards related specifically to the property.Special exceptions and variances applications were not added to the list of applications subject to early notification. • Create an Overall Public Engagement Ordinance: The current provisions regarding early notification only address Recognized Community Organizations,located within Chapter 2.6o of the City Code.Since the proposal is focused on land use applications and the goal is to encourage public engagement overall and not just on engaging the recognized organizations, Planning Staff has created a new section within Chapter 21A.10 to address early notification requirements. The below changes were made to focus on overall public engagement and not only on recognized community organizations: o Sign posted on property and notices sent to properties within 300 feet of proposal when application is received o If a community council is not held,the City will hold an"Outreach Event" 0 45 days before a decision can be made(but a public hearing can be held in this time to identify issues and concerns upfront) • Input from the City's Civic Engagement Team: Planning staff reached out to the City's Civic Engagement Team (CET) to obtain their feedback on the proposed ordinance. CET stated that they are creating an overall engagement guide and then individual division engagement policies. CET had concerns about making changes to the existing Recognized Organizations chapter in 2.6o of the City Code. Changes made in Chapter 2.6o would impact various City Departments and may require other departments to follow Planning engagement practices, which may not work for the various departments. Because of these comments, Planning staff is focusing the proposed changes on only applicable zoning applications. Planning staff has moved the proposed changes from Chapter 2.6o of the City Code to within the zoning ordinance in Chapter 21A.10 to avoid making changes that could impact other City departments. PUBLIC PROCESS Since the last Planning Commission meeting on May 24, 2017, Planning staff reached out to all recognized community organizations informing them of the updated proposal.An Open House was held on July 19,2018. Staff provided the proposed changes at the meeting and was available to answer questions. Five individuals showed up at the Open House.There was general support for the proposal with some additional comments asking for a specific list of what an "outreach event"would be and another comment requested that other applications that do not require this early notification process, such as a special exception,should still notify the community council to allow them to raise any issues. Additional comment was made about how the posted signs need to be bigger. PLNPCM2016-00300 5 Date Published: November 8,2018 Staff also presented the proposed changes at the Salt Lake Community Network meeting on August 9,2o18. Representatives from various community councils attended the meetings. There was some discussion about requiring individual mailed notices for city-wide proposals. Staff discussed the difficulty and expense that would be associated with such a requirement. SUMMARY OF CHANGES COMPARISON CHART Below is a simplified comparison chart of the current(codified)code and the most recent proposal. • • Notification requirements for The current ordinance is Create new section within land use applications vague and is not clear on Chapter 21A.10 to address land use notification public engagement/early requirements notification requirements What Requires Early The following applications Proposed changes include Notification? currently require early the existing list with the notification: addition of the following: • Alley Vacations • Conditional Building • Changes to City and Site Design Regulations Review (depending • Conditional Uses on scope of review) • Demolition of • New Construction of contributing principal structures structures in local for multi-family and historic districts and non-residential uses Landmark Sites in local historic • Master Plans and districts Master Plan Amendments • Planned Developments • Re-zonings Engagement Period No public hearing or No decision could be made decision can be held/made within 45 day period, but a within the 45 day period. public hearing could be held. Notice to stakeholders Only requires notice to Requires notice to: recognized community • Applicable organizations recognized community organization(s) • Property owners within 300 feet of subject property • Additional stakeholders may be noticed given type of application and potential impacts PLNPCM2016-00300 6 Date Published: November 8,2018 Posting of property Sign posting is not required Once a complete application when an application is is received, City would post received. a sign on the subject property giving notice of the pending land use application with instructions on how to obtain additional information Response from recognized Recognized organizations Recognized organizations organizations are not required to notify the would be required to let the city whether or not they City know within 14 days of would like to review the receiving the notice whether project. they would like to review the project. Engagement activity A recognized organization A recognized organization (recognized organization meeting or open house meeting or open house meeting v. open would be held for certain would be held for certain house%utreach event) projects. If a recognized projects. If a recognized organization does not organization does not schedule the item for a schedule the item for a meeting, no additional meeting within 14 days, the engagement activity is item would be scheduled for required. a city-sponsored outreach event. Outreach event Current language states an Updates "open house" to open house can be held in "outreach event". New certain circumstances. definition created for an "outreach event" that will allow city staff to use best engagement practices given the scope of the project and will not limit the City to only hold "open houses". Open House/Outreach Event Open house notices are not Outreach event notices Notices required to be sent to would be sent to all property property owners and tenants owners and tenants within within 300 feet of the subject 300 feet of the subject project. project. Exceptions List of exceptions added such as items subject to adoption deadline, items responding to emergency situations. Language clarification Minor changes to clarify language in various chapters in zoning code. Language clarification and reference changes. Subdivision clarifications Regulations are unclear Remove this requirements regarding notice to for subdivision processes. recognized organizations. Subdivisions under state law PLNPCM2016-00300 7 Date Published: November 8,2018 are very technical in nature, if they meet technical aspects, it must be approved. Street/alley closures or vacations will require notice to recognized community organizations. ATTACHMENTS: A. Proposed Ordinance Language PLNPCM2016-00300 8 Date Published: November 8,2018 ATTACHMENT A: PROPOSED ORDINANCE Early Notification Text Amendment - Proposed Text Changes Chapter 21A.10 GENERAL APPLICATION, PUBLIC ENGAGEMENT,AND PUBLIC HEARING-NOTICING PROCEDURES 21A.10.010: GENERAL APPLICATION PROCEDURES: 21A.10.015: PUBLIC ENGAGEMENT: 21A.10.020: PUBLIC HEARING NOTICE REQUIREMENTS: 21A.10.030: PUBLIC HEARING PROCEDURES: 21A.10.010: GENERAL APPLICATION PROCEDURES: All applications required by the provisions of this title shall be processed in accordance with the following procedures: A. Determination Of Completeness Of Application: After receipt of an application, the zoning administrator shall determine whether the application is complete. If the zoning administrator determines that the application is not complete, the zoning administrator shall notify the applicant in writing, specifying the deficiencies of the application, including any additional information which must be supplied and advising the applicant that no further action will be taken by the city on the application until the deficiencies are corrected. B. Notifleation Of Community Organizations: Notification to feeognized eofflrmnity C. B. Remedy Of Deficiencies: If the applicant fails to correct the specified deficiencies within thirty (30) days of the notification of deficiency, the application for development approval shall be deemed withdrawn and will be returned to the applicant. Application fees shall not be refunded. D. C. Extensions Of Time: The zoning administrator, upon written request, may, for good cause shown and without any notice or hearing, grant extensions of any time limit imposed on an applicant or permittee by this title. An extension of time may also be granted by any body acting pursuant to this title unless this title expressly provides otherwise. The total period of time granted by such extension or extensions shall not exceed twice the length of the original period. E. D. Fees: The application shall be accompanied by the applicable fees shown on the Salt Lake City consolidated fee schedule. The applicant shall also be responsible for payment of all fees established for providing the public notice required by section 2 IA.10.020 of this chapter, in accordance with the consolidated fee schedule, including costs of mailing, PLNPCM2016-00300 9 Date Published: November 8,2018 preparation of mailing labels and all other costs relating to notification. (Ord. 54-14, 2014: Ord. 58-13, 2013) 21A.10.015: PUBLIC ENGAGEMENT: The purpose of the public engagement process is to inform the public of the project early in the process; provide a reasonable timeframe for the feedback on a proposal; and establish a process for decision makers to hear from the public prior to making a decision on the project. A. Land Use Applications Subject to Public Engagement: The following, land use applications are subject to the public engagement process stated in this section: 1. Alley/street closure or vacation 2. Amendment to the City Zoning Code 3. Conditional use 4. Design Review when required to be reviewed by the Planning Commission as listed in chapter 21A.59.020(B 5. Demolition of landmark site or contributing structures located within a local historic district 6. Master plans, including amendments, to be adopted by the city council 7. New construction of principal structures within local historic districts or on Landmark Sites except for single family and two family dwellings. 8. Planned development 9. Zoning Map Amendment B. Early Notification: The City shall provide notice of a pending land use application to the individuals stated in this section. The city shall provide at least forty-five (45) d!qys for the recipients of the notice to provide comment on the pending land use application before a decision approvin or r denyingthe he application is made by the applicable land use authority, or recommendation is made if the approval authority is the city council. 1. Stakeholders. The city. shall written notice to the following a. Property owners and tenants within three hundred (300) feet of property subject to a pending land use application. City-wide zoning amendments are exempt from this requirement. b. Chair of the recognized community organization(s) in which the subject property is located and the chair of any recognized community organization whose boundary is located within three hundred(300) feet of the subject property. In the case of city-wide zoning amendments, the chairs of all recognized community organizations will receive a notice. PLNPCM2016-00300 10 Date Published: November 8,2018 c. Additional stakeholders may be noticed given the type of application and potential impacts of the proposal. 2. Content of Notice: The notice shall generally describe: a. the subject matter of the application, b. the location of the proposed project if applicable, c. how to obtain further information, d. how to submit comments about the application, and e. the date that the fo . -five 45) dgy comment period ends. 3. Postingof Property: The land subject to an application that requires early notification shall be posted by the City with a sign giving notice that the Cites received such application and include instructions on how to obtain more information about the project. The sign shall be posted within ten(10) calendar days of receiving a complete application. a. Location: One (1)notice shall be posted for each five hundred feet(500') of frontage, or portion thereof, along a public street. At least one (1) sign shall be posted on each public street. The sign(s) shall be located on the property subject to the request or petition and shall be set back no more than twenty-five feet (25') from the front property line and shall be visible from the street. Where the land does not have frontage on a public street, signs shall be erected on the nearest street right-of-waX with an attached notation indicating generally the direction and distance to the land subject to the application. b. Removal: If the sign is removed through no fault of the applicant, property owner or the city, such removal shall not be deemed a failure to comply with the standards, or be grounds to challenge the validity of any decision made on the application. 4. Exception from Early Notification Process: The following city code amendments are exempt from the processes set forth in subsections 2 IA.10.015C.I and 2 of this section. The city may still opt to notify recognized community organizations of proposed city code amendments listed in this section,but not providing notice of an exempt cites amendment shall not negate any action taken. a. City code amendments related to recently-enacted legislation if the code amendments: (1) Are subject to an adoption deadline or action date set forth in the legislation; (2)Are related to funding city-related projects; or (3) Are necessary for essential city functions. b. A temporary land use regulation meetingthe he requirements of Utah Code Section 10-9a-504 or its successor. c. City code amendments proposed to respond to a natural disaster or other emergency situation potentially affecting the safety or well-being of individuals. PLNPCM2016-00300 11 Date Published: November 8,2018 d. City code amendments to mitigate the ci . 's exposure to liabili . where prompt action is reasonably necessary e. The timeframe for the early notification process identified in section 2 IA.10.015C 1 and 2 may be modified where a land use applicant requests in writingthat hat a decision be made as per section 10-9a.509.5 (or its successor) of the Utah State Code. C. Engagement Activity. Following city notification of an application listed in subsection 21.10.015.B of this section the city shall conduct an engagement activity as set forth in either subsection 21A.10.15.C1 or 21A.10.015.C2 of this section, whichever may be applicable, in addition to other processes required by law. The Planning Division may conduct additional public engagement activities beyond those listed below. The public engagement process may occur during the fo _ -five (45) day public comment period. 1. Recognized Community Organization Meeting a. A recognized community organization meeting may be held at the request of the recognized community organization when the proposal is located within the boundaries of one recognized community organization. 1). The recognized community organization chair(s) shall notify the planning division within fourteen(14) calendar days of receiving the notice of pending land use application from the city to let the city know whether they want to review the project. a). If the recognized community organization decides to hold a meeting to review the project, the recognized organization shall hold a meeting and provide comments on the project within forty-five calendar(45) days of when the notice of pending land use application was sent. b.) If the recognized community organization does not respond as to whether it wants to review the matter or does not schedule the item for a recognized community meeting within fourteen(14) days of when the notice of pending land use application was sent, the city shall schedule the item for a community outreach event. 2. Community Outreach Event: a. The city will schedule the item for an outreach event to educate, engage and receive input from the public at a level that is consistent with the scope of impact of a proposal or project. An outreach event will be held when: 1). A recognized community organization does not respond within fourteen(14) days of when the notice of pending land use application was sent as to whether it wants to review the matter, 2) Within fourteen(14) dqys of receiving the notice of pending land use application, the recognized community organization does not schedule the item for a recognized community organization meeting; 3). The recognized community organization will not meet within forty-five (45) days of receiving the notice from the city; PLNPCM2016-00300 12 Date Published: November 8,2018 4). The project is within six hundred feet(600') of the boundaries of another recognized communi . organization's district; 5). The subject property is located west of 2200 West; 6). The project is a master plan or master plan amendment that impacts multiple recognized organizations; 7). The project is a text amendment to the zoning ordinance. b. The City will also notify the public, property owners and tenants within three hundred ,300 feet of property subject, and recognized community organizations who may be affected by the project or who have specifically requested notification of the outreach event for those situations noted in section 2a. of this subsection. 3. Public Hearing: a public hearing may be held within the forty-five (45) day engagement period provided that no final decision regarding the land use application is made within the fo . -five 45) dy engagement period. 21A.10.020: PUBLIC 14EARI#G NOTICE REQUIREMENTS: Providing all of the information necessary for notice of all public hearings required under this title shall be the responsibility of the applicant and shall be in the form established by the zoning administrator and subject to the approval of the zoning administrator pursuant to the standards of this section. A. Public Hearing Required: Projects requiring a public hearing as required by this title shall be held after the following public notification: 1. Mailing For Public Hearing: Notice by first class mail shall be provided:a minimum of twelve (12) calendar days in advance of the public hearing to all owners and tenants of the land as shown on the Salt Lake City geographic information system records within three hundred feet(300') from the periphery of land subject to the application, inclusive of streets and rights of way, or one thousand feet(1,000') of the periphery of land subject to application for sexually-oriented business requiring conditional site plan review pursuant to Chapter 21A.36 if this title. Mailing labels shall be generated by the city at the time of application submittal and created using the Salt Lake City geographic information system records unless as stated otherwise in this title. Notice by first class mail for zoning text amendments shall only be required if a notice requesting the mailing is received by the Planning Director. b. To all owners and ton—ants A-f ahe 1--and as s he wn on the 9 alt Lake G ity ge egr-ap hi e infofmation system fecor-ds. Mailing labels shall be generated by the eity at the time of a. A minitnum of twelve (12) calendar da�,s in advance of the public hearing; PLNPCM2016-00300 13 Date Published: November 8,2018 c. Within thfee hundfed feet(300') ffom the pefipher-y of land subjeet to the application-, inelusive of stfeets and rights of way, or-one thousand feet (1,000') of the periphery o 3it�r�Zie pufs ant to ehaptef2!A.3 Fofthis title; and. Notiee by mPr-st elass fflail fef zoning t&Et amendments shall only be FeEluir-ed if a n 2. Notification To Recognized Organizations: The City shall give e-mail notification, or other form of notification chosen by the Planning Director, a minimum of twelve (12) calendar days in advance of the public hearing to any recognized community organization . 3. Contents Of Mailing Notice For Public Hearing: The first class mailing notice for any public hearing required pursuant to this title shall generally describe the subject matter of the application and the date, time and place of the public hearing, and the place where such application may be inspected by the public. The notice shall also advise that interested parties may appear at the public hearing and be heard with respect to the application. 4. Posting For Public Hearing: The land subject to an application for a public hearing shall be posted by the City with a sign giving notice of the public hearing,providing the date of the hearing including contact information for more information, at least ten(10) calendar days in advance of the public hearing. a. Location: One (1)notice shall be posted for each five hundred feet(500') of frontage, or portion thereof, along a public street. At least one (1) sign shall be posted on each public street. The sign(s) shall be located on the property subject to the request or petition and shall be set back no more than twenty five feet(25') from the front property line and shall be visible from the street. Where the land does not have frontage on a public street, signs shall be erected on the nearest street right-of-way with an attached notation indicating generally the direction and distance to the land subject to the application. b. Removal: If the sign is removed through no fault of the applicant property owner, or the City before the hearing, such removal shall not be deemed a failure to comply with the standards, or be grounds to challenge the validity of any decision made on the application. c. Exemption: This posting requirement shall not apply to applications for amendments involving an H Historic Preservation Overlay District, applications for an administrative certificate of appropriateness or applications for comprehensive rezonings of areas involving multiple parcels of land, including boundaries of a historic district, or for text amendments to this title. PLNPCM2016-00300 14 Date Published: November 8,2018 5. Publication: As required by State law, at least twelve (12) calendar days in advance of the first public hearing for an application for an amendment to the text of this title or other processes as required by State law, the City shall publish a notice of such public hearing in a newspaper of general circulation in Salt Lake City. B. Special Noticing Requirements For Administrative Approvals: 1. Conditional Building And Site Design Review: The Planning Commission shall eensidef application,requests for-eonditional building and site design review at a public hearing if there is of inteFest after-providing notice as follows: calendar-days in ad-vance of the reqilpessttedd aact.J.-AY.A.to all ownef:s of the land and tenants subject the as shown on the Salt Lake City geographic records, adjaee to and contiguous iA,ith the land subject to the application. Recognized organizations are also Planning Director-. At the end of the twelve (12) calendar-day notice peFiod, if there are requests for a public heaFifig> issue; are no requests for-a public hearing, the Planning Director-may decide the issue 1. Notice Of Application for Design Review: a. Notification: Prior to the approval of an administrative decision for Design Review application as authorized in chapter 21A.59 of this title, the Planning Director shall provide a minimum of twelve (12) days notice in advance of the requested action to the following: 1). Abutting property owners and tenants: written notice by first class mail to all abutting properties and those properties located directly across the street from the subject property, and to all property owners and tenants of the land subject to the application as shown on the Salt Lake City geographic information system records. 2). Recognized community organization(s) in which the subject property is located. At the end of the twelve (12) calendar day notice period, if there are issues identified that relate to the proposal not complying with a standard of review found in 21A.59, the Planning Director may refer the matter to the Planning Commission. b. Contents of the Notice of Application: The notice for mailingshall hall generally describe the subject matter of the application, the place where such application ma. b�pected by the public, and the date when the Planning Director will authorize a final administrative decision and include the procedures to appeal and administrative decision. PLNPCM2016-00300 15 Date Published: November 8,2018 2. Detefmination 0 Notice of Demolition of a Noncontributing S,tatusStructure Within An H Historic Preservation Overlay District: Prior to the approval of an administrative decision for a certificate of appropriateness for demolition of a noncontributing structure, the City shall provide written notice by first class mail a minimum of twelve (12) calendar days of the request to demolish the structure and to identify that a determination of has been made that the building has been identified as a noncontributing building, statw f4heT,operty This notice will be sent to all owners of the land and tenants,within eighty-five feet(85') of the land subject to the application as shown on the Salt Lake City geographic information system records. At the end of the twelve (12) day notice period, the Planning Director shall either issue a certificate of appropriateness for demolition or refer the application to the Historic Landmark Commission. 3. Notice Of Application For Special Exceptions: Prior to the approval of an administrative decision for special exceptions as authorized in chapter 21A.52 of this title, the Planning Director shall provide written notice by first class mail a minimum of twelve (12) days in advance of the requested action to all abutting properties and those properties located across the street from the subject property, and to all property owners and tenants of the land subject to the application, as shown on the Salt Lake City geographic information system records. a. Contents Of The Mailing Notice Of Application: The notice for mailing shall generally describe the subject matter of the application,the place where such application may be inspected by the public, the date when the Planning Director will authorize a final administrative decision, and include the procedures to appeal an administrative decision set forth in chapter 21A.16 of this title. 4. Notice Of Application For TSA Development Reviews: Prior to the approval of a development review score as authorized in section 21A.26.078 of this title,the Planning Director shall provide written notice by first class mail a minimum of twelve (12) days in advance of the requested action to all abutting properties and those properties located across the street from the subject property, and to all property owners and tenants of the land subject to the application, as shown on the Salt Lake City geographic information system records. a. Contents Of The Mailing Notice Of Application: The notice for mailing shall generally describe the subject matter of the application,the place where such application may be inspected by the public, the date when the Planning Director will authorize a final administrative decision, and include the procedures to appeal an administrative decision set forth in chapter 21A.16 of this title. (Ord. 25-17, 2017: Ord. 10-16, 2016: Ord. 58-13, 2013) Chapter 21A.12 ADMINISTRATIVE INTERPRETATIONS 21A.12.040: PROCEDURES: PLNPCM2016-00300 16 Date Published: November 8,2018 A. Application: An application for an interpretation of this title shall be filed on a form provided by the zoning administrator and shall contain at least the following information: 1. Provisions: The specific provision or provisions of this title for which an interpretation is sought; 2. Facts: The facts of the specific situation giving rise to the request for an interpretation; 3. Interpretation: The precise interpretation claimed by the applicant to be correct; 4. Statement: When a use interpretation is sought, a statement of what use permitted under the current zoning classification of the property that the applicant claims either includes the proposed use, or is most similar to the proposed use; and 5. Evidence: When a use interpretation is sought, documents, statements, and other evidence demonstrating that the proposed use will comply with all use limitations established for the district in which it is proposed to be located. 6. Fees: Nonrefundable fees shown on the Salt Lake City consolidated fee schedule shall accompany the application. 7. Notification To Recognized Organizations: The city shall give notification,by e-mail or other form chosen by the planning director to any recognized community organization in which the subject property is located. ...hie � _�N* tied to rveeive fletiee pufsuaftt to Title ter� �n f a �� • I , tie _ h- a a cr�vv-vr TC�c� cisirsv nic ccu i-riri-co-vice�i�c�te�i�2iriccr. Chapter 21A.16 APPEALS OF ADMINISTRATIVE DECISIONS 21A.16.030: PROCEDURE: Appeals of administrative decisions by the zoning administrator, historic landmark commission or planning commission to the appeals hearing officer shall be taken in accordance with the following procedures: A. Filing Of Appeal: An appeal shall be made in writing within ten(10) days of the administrative decision by the zoning administrator, historic landmark commission or planning commission and shall be filed with the zoning administrator. The appeal shall specify the decision appealed, the alleged error made in connection with the decision being appealed, and the reasons the appellant claims the decision to be in error, including every theory of relief that can be presented in district court. B. Fees: The application shall be accompanied by the applicable fees shown on the Salt Lake City consolidated fee schedule. The applicant shall also be responsible for payment of all fees established for providing the public notice required by chapter 21A.10 of this title. PLNPCM2016-00300 17 Date Published: November 8,2018 C. Stay Of Proceedings: An appeal to the appeals hearing officer shall stay all further proceedings concerning the matter about which the appealed order, requirement, decision, determination, or interpretation was made unless the zoning administrator certifies in writing to the appeals hearing officer, after the appeal has been filed, that a stay would, in the zoning administrator's opinion,be against the best interest of the city. D.Notice Required: 1. Public Hearing: Upon receipt of an appeal of an administrative decision by the zoning administrator, the appeals hearing officer shall schedule and hold a public hearing in accordance with the standards and procedures for conduct of the public hearing set forth in chapter 21A.10 of this title. 2. Notice Of Appeals Of Administrative Decisions Of The Historic Landmark Commission Or Planning Commission: Appeals from a decision of the historic landmark commission or planning commission are based on evidence in the record. Therefore, testimony at the appeal meeting shall be limited to the appellant and the respondent. a. Upon receipt of an appeal of a decision by the historic landmark commission or planning commission the appeals hearing officer shall schedule a public meeting to hear arguments by the appellant and respondent. Notification of the date, time and place of the meeting shall be given to the appellant and respondent a minimum of twelve (12) calendar days in advance of the meeting. b. The city shall give e-mail notification, or other form of notification chosen by the appeals hearing officer, a minimum of twelve (12) calendar days in advance of the hearing to any recognized community organization, in which the subject property is located, entitled t reeeive notice r „l t title 2 h tA,.''�fthiseo 3. Time Limitation: All appeals shall be heard within one hundred eighty (180) days of the filing of the appeal. Appeals not heard within this time frame will be considered void and withdrawn by the appellant. Chapter 21A.38 NONCONFORMING USES AND NONCOMPLYING STRUCTURES 21A.38.025: PROCEDURES: A. Application: An application for an administrative interpretation relating to a noncomplying lot or structure or an application for determination of a nonconforming use of this title shall PLNPCM2016-00300 18 Date Published: November 8,2018 be filed on a form provided by the zoning administrator and shall contain at least the following information: 1. Provisions: The specific provision or provisions of this title for which an interpretation or determination is sought; 2. Facts: The facts of the specific situation giving rise to the request for an interpretation or determination; 3. Interpretation: The precise interpretation or determination claimed by the applicant to be correct; 4. Fees: The application shall be accompanied by the applicable fees shown on the Salt Lake City consolidated fee schedule. The applicant shall also be responsible for payment of all fees established for providing the public notice required by chapter 21A.10 of this title. 5. Notification To Recognized Organizations: The city shall give notification, by e-mail or other form chosen by the planning director to any recognized community organization in which the subject property is located is toFeceive Notice pursuant to in titlq:� tee 160 Af this eode, that an administrative interpretation or determination of nonconforming use has been made. Chapter 21A.60 LIST OF TERMS Outreach Events 21A.62 Definitions 21A.62.040 Definition of Terms OUTREACH EVENTS: Outreach events are used to expand involvement opportunities for community members by providing a chance to ask questions and provide comments on an issue or have involvement in the decision-making process. Outreach events should encourage participation, make the public feel welcome, and provide a clear understandingof f the public's role in the process. Chapter 2.60 RECOGNIZED COMMUNITY ORGANIZATIONS 2.60.010: PURPOSE: 2.60.020: DEFINITION: 2.60.030: MINIMUM REQUIREMENTS: 2.60.040: REGISTRATION: 2.60.050: RESPONSIBILITIES OF CITY: 2.60.060: RESPONSIBILITIES OF COMMUNITY ORGANIZATIONS: PLNPCM2016-00300 19 Date Published: November 8,2018 2.60.070: VOLUNTEER STATUS AND PARTIAL INDEMNIFICATION: 2.60.010: PURPOSE: It is the policy of Salt Lake City to create a framework by which the people of the city may effectively organize into community organizations representing a geographic area or field of interest, and use this as one way to participate in civic affairs and improve the livability and character of the city and its neighborhoods. Salt Lake City values the benefits these organizations bring to the community and holds each in equal regard. This chapter sets out the basis for city recognition of such community organizations and the associated responsibilities and benefits. (Ord. 58-13, 2013) 2.60.020: DEFINITION: COMMUNITY ORGANIZATION: A voluntary group of individuals organized around a particular community interest for the purpose of collectively addressing issues and interests common to that group. A community organization is not a subsidiary of Salt Lake City government. (Ord. 58-13, 2013) 2.60.030: MINIMUM REQUIREMENTS: A. All community organizations seeking recognition pursuant to this chapter must comply with the following: 1. Properly register as a nonprofit corporation in good standing with the state of Utah; 2. Adopt bylaws which include the following provisions: a. A clear definition of membership; b. A policy of open participation of all persons who are members of the organization; c. A policy against discrimination; d. Attendance to meetings is open to the general public; e. Meetings will provide an opportunity for public input; 3. Revision of Bylaws. If the recognized community organization adopts changes to its bylaws, the recognized communi . organization shall file a copy of the amended bylaws with the Salt Lake City Recorder's Office within thirty(30) days of such changes. The changes can be filed with the recorder's office by any member of the executive board of the recognized community organization. PLNPCM2016-00300 20 Date Published: November 8,2018 4. Organizations must hold at least one meeting of their membership each year. (Ord. 58-13, 2013) 2.60.040: REGISTRATION: A. The recorder's office shall maintain an official registration of community organizations recognized under this chapter. Any community organization meeting the requirements of section 2.60.030 of this chapter may register by filing with the recorder's office the following: 1. Official name; 2. Boundaries where applicable; 3. The names, mailing addresses,telephone numbers and e-mail addresses of its current officers; 4. The name, mailing address, e-mail address and telephone number to serve as the recipient for official communications from the city; 5. Methods used to communicate with membership; 6. A copy of the organization's articles of incorporation and bylaws; 7. Time and place of regular meetings; and 8. Schedule for electing officers. The recorder's office shall make this information available to the public on the city website. B. It shall be the responsibility of the community organization to provide updated information and any changes to the items in subsection A of this section to the recorder's office in a timely manner. C. Annual renewal of registration of community organization is required. By January 31 of each year, each registered community organization must submit a request for renewal of registration with current information required in subsection A of this section. Failure to submit such a request by January 31 will result in removal of the community organization from the official registration. (Ord. 58-13, 2013) 2.60.050: RESPONSIBILITIES OF CITY: PLNPCM2016-00300 21 Date Published: November 8,2018 A. Education: The city shall adequately educate the public on city policy,procedures, and actions. B. Public Engagement: Each city department shall strive to utilize best public engagement practices to educate, engage, and receive input from the public at a level that is consistent with the scope of impact of a proposal or project. C. Recognized Community Organization Notification And Response: The city will send a notice to the applicable recognized community organization chair(s) for the following types of projects: Alley vaeation City code amendments S Major changes to street capacity or travel modes Major upgrades to public facilities and structures MasteF plan amendment or-policy amendments to be- adopted by the city council. Master plan of policies to be adopted by the city council New construction of major public facilities and structures Planned develepmen4 Zoning map amendment See title 21A. for process related to master plans, zoning amendments, and land use applications The recognized community organization chair(s)have forty five (45) days to provide comments, from the date the notice was sent. A public hearing will not be held, nor will a final decision be made about the project within the forty five (45) day period. Where a project is within six hundred feet (600') of the boundaries of another recognized community organization's district, when more than one recognized organization has requested a presentation of the matter, when the subject property is located west of 2200 West, or when the project is a text amendment to the city code, the city will schedule the item for an open house and notify the public, including those recognized community organizations who may PLNPCM2016-00300 22 Date Published: November 8,2018 be affected by the project or who have specifically requested notification of the public open house. D. Notice Procedures: The city departments shall develop policies and procedures to show how they will provide notice and early participation opportunities for pending major city actions. These include, but are not limited to,public meetings, development projects, planning activities, and grant and funding opportunities,which may have a significant impact on the membership of a registered community organization. Notice shall be given to affected community based organizations in a timely manner, including information on the time frame for a response. E. Reregistration Notification: The recorder's office shall notify each registered community organization of pending requirement for reregistration by December 31 of each year. F. List Of Organizations: In an effort to notify the public about the existence of recognized community bail organizations and encourage participation in these organizations, at least once a year the city shall make a reasonable attempt to provide a list of all recognize community base organizations and their contact information to all residents, property owners,business owners, schools and nonprofit agencies in Salt Lake City. (Ord. 58-13, 2013) 2.60.060: RESPONSIBILITIES OF COMMUNITY ORGANIZATIONS: Each recomnized communi . organization shall: A. Renew registration with the recorder's office on an annual basis. B. Establish orderly and democratic means for forming representative public input through civil and respectful dialogue. C. Establish and follow a clear method for reporting to the city actions whit that accurately reflect their position. Include the means by which a recommendation or decision was reached, how many members were involved and what the outcome was. D. By interaction with its members, residents, and the city, foster open and respectful communication between the recognized community organization and representatives of city departments on plans, proposals and activities affecting the interests of the recognized community organization. (Ord. 58-13, 2013) 2.60.070: VOLUNTEER STATUS AND PARTIAL INDEMNIFICATION: Recognized community organization members shall be considered volunteers and not employees, officials or officers of Salt Lake City. Recognized community organizations and their officers, trustees and directors shall be indemnified by the city pursuant to the Utah governmental immunities act in any civil action which may arise from determinations and recommendations made within the scope of performance of their duties under this chapter. This PLNPCM2016-00300 23 Date Published: November 8,2018 defense and indemnification obligation on behalf of the city shall be limited to only those determinations and recommendations and shall not extend to any physical activities of the community organization or its members. These provisions shall not be deemed a waiver of any claim for immunity from suit on behalf of the volunteer. (Ord. 58-13, 2013) Subdivision Ordinance 20A.04.130 AMENDMENTS TO THIS TITLE: The process to amend this title shall follow the process outlined in section 21A.50 and include early notification requirements found in section 21 A.10. Chapter 20.36 NOTICING REQUIREMENTS 20.36.010: REQUIRED NOTICING FOR PLANNING DIRECTOR DECISION ON PRELIMINARY PLAT APPLICATIONS: 20.36.020: REQUIRED NOTICING FOR PUBLIC HEARING: 20.36.030: SIGNPOSTING; LOCATION AND REMOVAL: 2 n ti nn 0: NOTIFICATION TION TO RECOGNIZED nu n n 4Z n TIONS. 20.36.010: REQUIRED NOTICING FOR PLANNING DIRECTOR DECISION ON PRELIMINARY PLAT APPLICATIONS: When the review process involves a preliminary decision by the planning director the application shall be noticed as follows: A. Subdivisions: 1. Mailing: Written notice of subdivision application shall be provided by first class mail a minimum of twelve (12) calendar days in advance of the pending decision to all owners and tenants of the land subject to the application, and all abutting property owners, as shown on the Salt Lake City geographic information system records. 2. Posting: Notice by sign, in accordance with section 20.36.030 of this chapter, shall also be posted on the property at least ten(10) days prior to the scheduled administrative decision. 3. N-t im-Pc-atioa To Reeegnized Organizatiensq- The eity shall give flatif4eation in B. Subdivision amendments not involving vacating or altering a public street, right of way, or easement: 1. Mailing: Written notice of subdivision application shall be provided by first class mail a minimum of twelve (12) calendar days in advance of the pending decision to all property owners or tenants, as shown on the city's computerized geographic information system, of land contained in the entire original or previously amended subdivision plat and all PLNPCM2016-00300 24 Date Published: November 8,2018 property owners whose property abuts the land being amended and is located outside of the subject subdivision. 2. Posting: Notice by sign, in accordance with section 20.36.030 of this chapter, shall also be posted on the property at least ten(10) days prior to the scheduled administrative decision. 3. Notification To Recognized Organizations: The city shall give notification i.n. accordance with section 20.36.040 of this chapter-(OFd 7 14, 2414) 20.36.020: REQUIRED NOTICING FOR PUBLIC HEARING: When the review process involves a public hearing, the application and hearing shall be noticed as follows: A. Subdivisions: Excluding subdivision amendments involving a public street, right of way, or easement, which have different noticing requirements as specified in subsection B of this section, whenever a public hearing with the planning commission is required for preliminary plat decision, the following public noticing is required: 1. Mailing: Notice by first class mail shall be provided a minimum of twelve (12) calendar days in advance of the public hearing, to all abutting property owners of the subject land, as shown on the Salt Lake City geographic information system records. 2. Posting: The land subject to an application shall be posted by the city with a sign, in accordance with section 20.36.030 of this chapter, giving notice of the public hearing a minimum of ten (10) calendar days in advance of the public hearing. 3. N t•rrr cAr�a vi To n@EegHi� rgaii�t�e�S Trxix�ct�n-alirg�c iati fi cut}e dane with seet o 20 36 nnn 4 this ,.�,apte,. B. Subdivision amendments involving vacating or altering a public street, right of way, or easement: 1. Mailing And Publishing: Notice of the public hearing shall be provided in the following manner at least twelve (12) days before the hearing: a. Mailed to the record owner of each parcel that is accessed by the subject portion of public street, right of way, or easement; b. Mailed to each affected entity; c. Published in a newspaper of general circulation in the municipality in which the land subject to the petition is located; and d. Published on the Utah public notice website created in section 63F-1-701 of the Utah code. 2. Posting: The land subject to an application shall be posted by the city with a sign, in accordance with section 20.36.030 of this chapter, giving notice of the public hearing a minimum of ten(10) calendar days in advance of the public hearing. 3 Notification To Reeognizoa Or-g niz t;onsLublic Engagement: The city shall give notification in accordance with section 21A.10.01520 36 nnn of this h pte-F(Ord. 7-14, 2014) PLNPCM2016-00300 25 Date Published: November 8,2018 20.36.030: SIGNPOSTING; LOCATION AND REMOVAL: A. Location: One notice sign shall be posted for each five hundred feet(500') of frontage, or portion thereof, along a public street. At least one sign shall be posted on each public street. The sign(s) shall be located on the property subject to the request or petition and shall be set back no more than twenty five feet(25') from the front property line and shall be visible from the street. Where the land does not have frontage on a public street, signs shall be erected on the nearest street right of way with an attached notation indicating generally the direction and distance to the land subject to the application. B. Removal: If the sign is removed through no fault of the applicant before the hearing, such removal shall not be deemed a failure to comply with the standards, or be grounds to challenge the validity of any decision made on the application. (Ord. 7-14, 2014) 20.36 04 0 NOTIFICATION ORGANIZATIONS: When it is required-, entitled to reeeive notice puFsuant to title 2, chapteF 2.60 of this code (Ord. 7 14, 2044) PLNPCM2016-00300 26 Date Published: November 8,2018 3c. PLANNING COMMISSION PUBLIC HEARING —JANUARY 23, 2019 i. AGENDA AND MINUTES SALT LAKE CITY PLANNING COMMISSION MEETING AGENDA In Room 326 of the City & County Building January 23, 2019, at 5:30 p.m. (The order of the items may change at the Commission's discretion) FIELD TRIP - The field trip is scheduled to leave at 4:00 p.m. DINNER - Dinner will be served to the Planning Commissioners and Staff at 5:00 p.m. in Room 126 of the City and County Building. During the dinner break, the Planning Commission may receive training on city planning related topics, including the role and function of the Planning Commission. PLANNING COMMISSION MEETING WILL BEGIN AT 5:30 PM IN ROOM 326 APPROVAL OF MINUTES FOR JANUARY 9, 2019 REPORT OF THE CHAIR AND VICE CHAIR REPORT OF THE DIRECTOR PUBLIC HEARINGS 1. Early Notification Text Amendment - A petition by the City Council to review regulations and processes related to early notification and public participation in planning processes. The Planning Commission reviewed this request in May 2017 and tabled this item for additional information. The purpose of the proposed changes is to clarify the language in the ordinance as well as increase awareness and participation by the public while affording a timely review process for applicants and projects. The proposed regulation changes will affect various sections of the City Code including Section 2.60, Recognized Community Organizations, Title 20, Subdivisions and Title 21A, Zoning Ordinance. Related provisions of the City Code may also be amended as part of this petition. (Staff contact: Tracy Tran at (801) 535-7645 tracy.tran(a�slcgov.com). Case number: PLNPCM2016-00300 2. Foothills Trails Master Plan - Representatives from the Parks and Public Lands Division of the City will provide an overview of the Foothill Trails Master Plan and ask the Planning Commission to forward a recommendation to the city council regarding adopting the plan. The Plan provides guidance on the location of future trails, trail management, and trail maintenance for trails located in the foothills of the mountains on the eastern and northern portions of the City. The Foothill Trails Master Plan includes lands that are located in parts of City Council District 3 (represented by Chris Wharton) and City Council District 6 (represented by Charlie Luke). Staff Contact: Lewis Kogan at 801-972-7828 or lewis.kogan(c�slcgov.com 3. Spy Hop Planned Development - Peter Corroon, is requesting Planned Development approval for a new digital media student center/community event center at 208 W 900 S. The proposal is for a 3-story building that will have classrooms and studio space as well as an indoor/outdoor community event space on the 3rd floor. The building is approximately 20,000 square feet and will be located on a .4- acre parcel. The applicant seeks relief from 3rd level setback requirements in the FB-UN2 zone in that the building includes a mechanical room and portions of an indoor/outdoor Community and Performance space that encroach into that setback. Additionally, the applicant seeks to reduce the 60% 1st level glass requirements by activating the street in other ways. The property is in the FB-UN2 (Form-based Urban Neighborhood) zone and is located in Council District#4, represented by Derek Kitchen. (Staff contact: Eric Daems at 801-535- 7236 or eric.daems(a)-slcgov.com) Case number PLNSUB2018-00875 4. Alliance House Zoning Map Amendment at approximately 1805 S. Main Street - Alliance House, Inc. is requesting that the City amend the zoning map for their property located at 1805 S. Main Street. The property is zoned BP — Business Park and contains an old motel building that is currently being used for multi-family housing. The applicant is requesting to amend the zoning designation of the property to CC — Corridor Commercial in order to replace the existing building with a new multi-family apartment building. No specific site development proposal has been submitted at this time. The property is located within Council District 5, represented by Erin Mendenhall. (Staff contact: David J. Gellner at (801-535-6107 or david.gellner(a-)-slcgov.com ) Case number PLNPCM2018-00904 The files for the above items are available in the Planning Division offices, room 406 of the City and County Building. Please contact the staff planner for information, Visit the Planning Division's website at www.slcgov.com /planning for copies of the Planning Commission agendas, staff reports, and minutes. Staff Reports will be posted the Friday prior to the meeting and minutes will be posted two days after they are ratified, which usually occurs at the next regularly scheduled meeting of the Planning Commission. Planning Commission Meetings may be watched live on SLCTV Channel 17;past meetings are recorded and archived, and maybe viewed at www.slctv.com. The City&County Building is an accessible facility. People with disabilities may make requests for reasonable accommodation, which may include alternate formats, interpreters, and other auxiliary aids and services. Please make requests at least two business days in advance. To make a request, please contact the Planning Office at 801-535-7757, or relay service 711. SALT LAKE CITY PLANNING COMMISSION MEETING City & County Building 451 South State Street, Room 326, Salt Lake City, Utah Wednesday, January 23, 2019 A roll is being kept of all who attended the Planning Commission Meeting. The meeting was called to order at 5:35:45 PM. Audio recordings of the Planning Commission meetings are retained for a period of time. Present for the Planning Commission meeting were: Chairperson Maurine Bachman, Vice Chairperson Sara Urquhart; Commissioners Amy Barry, Adrienne Bell, Weston Clark, Carolynn Hoskins, Matt Lyon, and Brenda Scheer. Commissioners Clark Ruttinger and Andres Paredes were excused. Planning Staff members present at the meeting were Nick Norris, Planning Director; Paul Nielson, Attorney; Tracy Tran, Senior Planner; Eric Daems, Principal Planner; David Gellner, Principal Planner; and Marlene Rankins, Administrative Secretary. Field Trip A field trip was held prior to the work session. Planning Commissioners present were: Maurine Bachman, Adrienne Bell, Weston Clark, Carolynn Hoskins and Sara Urquhart. Staff members in attendance were Nick Norris, David Gellner, and Eric Daems. • 208 W 900 S - Staff gave an overview of the proposal. • 1805 S Main St - Staff gave an overview of the proposal. APPROVAL OF THE JANUARY 9, 2019, MEETING MINUTES. 5:35:53 PM MOTION 5:35:58 PM Commissioner Barry moved to approve the January 9, 2019, meeting minutes. Commissioner Hoskins seconded the motion. Commissioners Barry, Hoskins, Scheer, Bell, Clark, Urquhart, and Lyon voted "Aye". The motion passed unanimously. REPORT OF THE CHAIR AND VICE CHAIR 5:36:24 PM Chairperson Bachman stated she had nothing to report. Vice Chairperson Urquhart stated she had nothing to report. REPORT OF THE DIRECTOR 5:36:30 PM Nick Norris, Planning Director, updated the Commission with some upcoming City initiative projects for this year. He also informed the Commission regarding the City Council electing Analia Valdemoros to fill vacant seat in Council District 4. 5:44:32 PM Early Notification Text Amendment-A petition by the City Council to review regulations and processes related to early notification and public participation in planning processes. The Planning Commission reviewed this request in May 2017 and tabled this item for additional information. The purpose of the proposed changes is to clarify the language in the ordinance as well as increase awareness and participation by the public while affording a timely review process for applicants and projects. The proposed regulation changes will affect various sections of the City Code including Section 2.60, Recognized Community Organizations, Title 20, Subdivisions and Title 21A, Zoning Ordinance. Related provisions of the City Code may also be amended as part of this petition. (Staff contact: Tracy Tran at (801) 535-7645 tracy.tran@slcgov.com). Case number: PLNPCM2016-00300 Tracy Tran, Senior Planner, reviewed the petition as outlined in the Staff Report (located in the case file). She stated Staff recommended that the Planning Commission transmit a positive recommendation to the City Council. PUBLIC HEARING 5:53:27 PM Chairperson Bachman opened the Public Hearing; Judi Short, Community Council Representative — Stated overall the Council was general in favor of the proposal but also addressed her concerns. She provided suggestions regarding language and notices. Cindy Cromer — Raised her concerns regarding the proposal and provided a letter in writing. Seeing no one else wished to speak; Chairperson Bachman closed the Public Hearing. The Commission and Staff discussed the following: • Language in which notices are provided • Accessibility of documents of proposed project for the public • Notice requirement for standard demolition • Current types of signage that is placed on properties • Whether there is a map service for the public to use • Whether staff has considered simplifying the public engagement process • Tracking time of application process • Clarification on standard block face notice requirements of 300 feet MOTION 6:21:25 PM Commissioner Barry stated, based on the findings and analysis in the staff report, testimony, and discussion at the public hearing, I move that the Planning Commission recommend that the City Council approve PLNPCM2016-00600, Early Notification Text Amendments.Commissioner Clark seconded the motion. Commissioners Lyon, Urquhart, Clark, Bell, Scheer, Hoskins, and Barry voted "Aye". The motion passed unanimously. 3c. PLANNING COMMISSION PUBLIC HEARING —JANUARY 23, 2019 ii. HEARING NOTICE 4770 S.5600 W. WEST VALLEY CITY,UTAH 84118 '_)cwcrrl News ff"lanning FED.TAX I.D.#87-0217663 801-204-691A n �Comnission will holry d aO19,publicre Salt Lake hearing to Cn- con- sider cooking recor"mendations to the City Council re- PROOF OF PUBLICATION CUSTOMER'S COPY garding the following petitions: I. Footlylk Trails Moser Plan - Representatives from the Parks and Public Lands Division of the City will pro- c ( S I OMER NAME AND ADDRESS ACCOUNT NUMBER vide an overview of the Foothill Trails Master Plan and ask the Planning Commission to forward a recommenda- rlon to the city council regarding adopting the plan. PLANNING DIVISION 9001394298 The Plan provides guidance on the location of future trails, trail management, and trail maintenance for trails located in the foothills of the mountains on the eastern and northern portions of the City.The Foothill PO BOX 145480 Trails Master Plan includes lands that are located in parts of City Council District 3 (represented by Avis DATE Wharton) and City Council District 6 (represented by Charlie Luke).Staff Contact: Lewis Kogan at 801-972- SALT LAKE CITY UT 84114 1/14/2019 7828 or lewis.kogan@sicgov.com 2.Alliance Hmm Zonhkpp Map Mwt moat at approxt- mW*1805 S.Maki Sfvet-Alliance House,Inc.is re- questing that questing that the City amend the zoning map for their Property located at 1805 S.Main Street.The property is zoned BP—Business Pork and contains an old natal building that is arrently being used for multi-family PLANNING DIVISION, lousing.The applicant is requesting to amend the zon-. ing desinotion of the property to CC—Corridor Com- mercial Yon order to replace the existing building with a new multi-family apartment building. No specific site TELEPHON I ORDER# / INVOICE NUMBER development proposal has been submitted at this time. The pr pety is located within Council District 5,repre- 8015357759 0001239803 / wale r ' Erin Mendenhall. (Staff contact: David J. Gellner at (801-535-6107 or da_v_n_d_gel�lner(�slc9ov- corn)Case nnhWr PIAP'CJr12018-00904 3.Earf1'NotiiaAtan Text Arrwtdnent- A petition by PUBLICATION SCHEDULE the City Council to review regulations and processes re- lated to early notification and public participation in planning processes. The Planning Commission reviewed START 01/12/2019 END 01/12/2019 this request in May 2017 and tabled this item for ad- ditional information. The purpose of the proposed changes is to clarify the language in the ordinance as CUSTOMER REFERENCE NUMBER well as increase awareness and participation by the public while affording a timely review process for ap- p icanis and projects.The proposed regulation changes will affec7 various sections of the City Code including Planning Commission Meeting 01/23/2019 section 2.6o Recognized Community Organizations, Ti- tle 20, Subdivisions and Title 21 A Zoning Ordinance. Related provisions of the City erode may also be CAPTION a vended as art of this petition. (Staff contact:Tracy ran at 801 535.7645 tracy.troW_slcgov.com).Cale amber. 16-003M Notice of Public Hearing On Wednesday, January 23, 2019, the Salt Lake City Planning C The public hearing will begin at 5:30 pun.in room 326 of the City County Building, 451 South State Street, �I�I Salt Lake City,UT. The City & County Building is an accessible facility. People with disabilities may make requests for reason- 69 LINES 2 COLUMN(S) able accommodation,which may include alternate for- mats,interpreters, and other auxiliary aids and serv- ices. Please make requests at least two business days TIMES 'rOTAL COST in advance. To make a request please contact the Office Planning at 801-535-77�7, or relay service 711. 2 177.50 1239803 UPAXIP AFFIDAVIT OF PUBLICATION A'� \11\VrS1':A1,I It :A(,I �l 1 c O\Il':AN1'_ I I I' hlhii UTAH MEDI.A (;R(lI'P I I (i Al IWOKI'R. I CERTIFY THAT THE ATTACHED ADVI:R I ISL,1LN_I OI Noticc of Public Hearing, On Wednesday.January 23, 201'), (lie Sait Lake City Plannine Commission will hold a public hearine to consider making recommendations t I OR PLANNING DIVISION, \\AS I't BI,IS1I111) BY THE NEWSPAPER AGENCY COMPANY, LLC dba UTAH MEDIA GROUP,AGENT FOR DESERET NEWS AND THE SALT LAKE TRIBUNE,DAILY NEWSPAPERS PRINTED IN THE ENGLISH LANGUAGE WITH GENERAL CIRCULATION IN UTAH,AND PUBLISHED IN SALT LAKE CITY, SALT LAKE COUNTY IN THE STATE OF UTAH. NOTICE IS ALSO POSTED ON UTAHLEGALS.COM ON THE SAME DAY AS THE FIRST NEWSPAPER PUBLICATION DATE AND REMAINS ON UTAHLEGALS.COM INDEFINITELY.COMPLIES WITH UTAH DIGITAL SIGNATURE ACT UTAH CODE 46-2-101; 46-3-104. PUBLISHED ON Start 01/12/2019 End 01/12/2019 DATE 1/14/2019 SIGNATIIRC STATE OF UTAH COUNTY OF SALT LAKE ) SUBSCRIBED AND SWORN TO BEFORE ME ON THIS 12TH DAY OF JANUARY IN THE YEAR 2018 BY LORAINE GUDMUNDSON. JAE LEVI NOTARY PUBLIC-STATE OF UTAH My Comm,Exp 05/29/2022 NOTARY PUBLIC SIGNATURE Commission#700608 3c. PLANNING COMMISSION PUBLIC HEARING—JANUARY 23, 2019 iii. STAFF REPORT y 'L 9 �_ _x toReport �_ _� �unu� PLANNING DIVISION I 'r DEPARTMENT of COMMUNITY and NEIGHBORHOODS To: Salt Lake City Planning Commission From: Tracy Tran,Senior Planner 801-535-7645,tracy.tran(d,)slcgov.com Date: January 23,2019 Re: PLNPCM2016-00300—Early Notification Text Amendments Early Notification Text Amendments APPLICABILITY: City-wide REQUEST: The City Council initiated this petition to clarify the provisions to City regulations relating to early notification of the public about various types of projects. Most of the proposed changes relate to amendments of Title 21A—Zoning Code,Title 2,Chapter 2.6o(Recognized Community Organization Ordinance)and the Title 20-Subdivision Ordinance. The purpose of the proposed changes is to increase awareness and participation by the public of various types of projects the City works on while still affording a timely review process for applicants. RECOMMENDATION:Based on the information in this staff report and the standards to consider for zoning amendments, Planning Staff recommends that the Planning Commission forward a positive recommendation to the City Council regarding this proposal. ATTACHMENTS: A. Proposed Ordinance Language B. Flow Chart C. Analysis of Standards D. Public Process and Comments E. Department Comments F. Original Petition REASON FOR CHANGE The overall intent of this petition is to increase awareness but also provide a timely review process for applicants. Currently, the City has rules to provide notification to recognized community organizations about specific types of projects within the City in Chapter 2.6o of the City Code. Recognized community organizations include all community councils and city-wide groups that are registered with the City. The current language is confusing and other processes may be appropriate to meet the intent of the early engagement process. PLNPCM2016-00300 1 Date Published:January 16,2019 In addition, this section of the code (Chapter 2.6o) impacts multiple City departments and is not focused only on the Zoning ordinance. Requiring all City departments to follow these rules may add on requirements for other departments to follow planning practices,which may not work for various departments. This ordinance looks at clarifying the requirements for land use applications within Title 21A. For additional information related to the purpose of the code amendments,please refer to the Early Notification Text Amendments — Planning Commission Staff Report dated May 24, 2017 and Planning Commission Memo dated November 14,2o18. BACKGROUND In 2016,The City Council initiated this petition to clarify provisions to City regulations relating to early notification to the public about various types of projects. The purpose of the amendments are to increase awareness and participation by the public of various types of projects the City works on while still affording a timely review for applicants. Planning staff brought this petition in front of the Planning Commission on Mayo, 2017 and more recently on November 14,2018. Planning Staff presented proposed amendments and a public hearing on May 24,2017. Here are the minutes from the meeting. The Planning Commission tabled the item and asked staff to follow up with additional considerations that include: • Adding a definition of engagement activity and what constitutes input • Assessing whether to include other applications such as special exceptions and variances • Creating a public engagement ordinance and not one focused just on recognized organizations • Discussing the proposal with the City's Civic Engagement Team Planning Staff presented a new draft of proposed changes and briefed the Planning Commission on the proposed changes on November 14, 2o18. Here are the minutes from the meeting. The draft presented at the November 14, 2018 meeting addressed the questions and follow up items Planning Commission had requested. The Planning Commission provided staff with positive feedback related to the proposed changes. PROPOSED ORDINANCE CONSIDERATIONS Staff has reconsidered the structure of the ordinance and has re-organized and re-written the proposed amendments since the first public hearing that was held on May 24, 2017.The purpose of this change is to focus on public engagement and not only on engaging recognized community organizations. The proposed ordinance is structured as follows and includes the following changes: i. Re-organize and place within the Zoning Ordinance(Title 21A)instead of within Administration and Personnel(Title 2) The current provisions regarding early notification only address Recognized Community Organizations,located within Chapter 2.6o of the City Code.Since the proposal is focused on land use applications and the goal is to encourage public engagement overall and not just on engaging the recognized organizations, Planning Staff has created a new section within Chapter 21A.10 to address early notification requirements. Chapter 2.6o impacts multiple City departments and divisions. Making changes to that section may add requirements for various departments to follow planning practices, which may not work for various PLNPCM2016-00300 2 Date Published:January 16,2019 departments.Moving the section to within the zoning ordinance will focus only on planning applications,which meets the intent of the petition. 2. Includes purpose statement of the early notification process. The current language in the ordinance includes a purpose statement for recognized organizations but it does not include language about the purpose of public engagement and early notification. In response,language was added to: • highlight the importance of informing the public early on in the process; • allow a reasonable timeframe for feedback;and • establish a process for decision makers to hear from the public before a decision is made on a proposal. 3. Clarifies and adds the application types that require early notification. The list of applicable application types is similar to the existing zoning applications that require early notification with the addition of the two items in blue: a. Alley/street closure or vacation b. Amendment to the City Zoning Code c. Conditional use d. Design Review when required to be reviewed by the Planning Commission as listed in chapter 21A.59.020(B) e. Demolition of landmark site or contributing structures located within a local historic district £ Master plans,including amendments,to be adopted b. tom. council g. New construction of principal structures within local historic districts or on Landmark Sites except for single family and two family dwellings. h. Planned development i. Zoning Map Amendment 4. Lists exceptions that may not require early notification. Although city code amendments are included in this list,it is important to note,that for legal reasons,there may be some city code amendments that are exempt from meeting the Early Notification Requirements. These circumstances include amendments that are subject to an adoption deadline or action date set forth in the legislation;related to funding city-related projects; or are necessary for essential city functions. 5. Allows 45 Days for Public Engagement.The current ordinance language is unclear and only states a public hearing cannot be held within 45 days. Planning staff clarified this section to require an overall 45 day public engagement period in which a decision cannot be made within this time frame. However, a public hearing can be held within this time frame to identify any issues that may arise from a proposal.Public hearings provide a good opportunity for the Planning Commission to hear issues early in the process and provide direction on a project. 6. Early Notification to Stakeholders. Notices will be provided to various stakeholders listed in the bulleted list below when a complete application is received. Notices will include information about the proposal,the location,how to obtain more information,how to provide comments,and a date for when the 45-day comment period ends. PLNPCM2016-00300 3 Date Published:January 16,2019 • Notices to recognized community organizations. Notices will be provided to recognized community organizations and will allow them 14 days to decide whether they would like to place an application on an upcoming agenda within the 45 day public engagement period. • Notices to properties within 300 feet. These notices will inform neighboring properties of the proposal. Currently,the ordinance only requires notices to be sent 12 days before a public hearing. The proposed change would inform neighboring properties early on in the process and would provide a 45-day comment period for the public to provide feedback. • Sign posted on property.A sign will be posted on the property that allows the public to obtain more information regarding the proposal.Currently,the ordinance requires a sign to be posted on the subject property 10 days before a public hearing. The proposed change would provide 45 days for the public to provide feedback at the beginning of the process. 7. Engagement Activity. Based on the response from the recognized community organization, an application will either be presented at a community council meeting or at a City-sponsored outreach event. One of these meetings will be held given the below circumstances. • Community council meeting. A community council meeting will be held when the community council responds within 14 days of receiving the notice and requests the application be presented at a community council meeting that will be held within the 45 day public engagement period. • Outreach event. A city-sponsored outreach event will be held when: 1).A recognized community organization does not respond as to whether it wants to review the matter or it does not schedule the subject item for a community council meeting within fourteen(14) days of receiving the original city notice 2). The recognized community organization will not meet within forty-five (45) days of receiving the notice from the city. 3). The project is within six hundred feet (600') of the boundaries of another recognized community organization's district. 4).The subject property is located west of 2200 West. 5).The project is a master plan or master plan amendment that impacts multiple recognized organizations; 6).The project is a text amendment to the zoning ordinance. 8. Changes open house requirement to"outreach event". The current ordinance uses the term open house;it is not defined but has been used to denote a particular activity. This term was updated to outreach event to allow for more flexibility and additional types of public engagement that may be more effective. The term outreach event is defined: Outreach events are used to expand involvement opportunities for community members by providing a chance to ask questions and provide comments on an issue or have involvement in the decision-making process. Outreach events should PLNPCM2016-00300 4 Date Published:January 16,2019 encourage participation, make the public feel welcome, and provide a clear understanding of the public's role in the process. This change will allow other forms of engagement activity to occur,which may be identified as more effective in notifying the public and receiving input. 9. Other minor clarifications Other minor language clarifications and references were updated to simplify and reduce conflicts with various sections of the code. io.Subdivision clarifications The ordinance currently contains some conflicting language regarding notification. Subdivision reviews are technical in nature and if an application meets the technical requirements,the city must approve it. The proposed changes clean up conflicting references within the code which require notification to Recognized Community Organizations. SUMMARY OF CHANGES COMPARISON CHART Below is a simplified comparison chart of the current(codified)code and the most recent proposal. Tonic . . . . - Notification requirements for The current ordinance is Create new section within land use applications vague and is not clear on Chapter 21 A.10 to address land use notification public engagement/early requirements notification requirements What Requires Early The following applications Proposed changes include Notification? currently require early the existing list with the notification: addition of the following: • Alley Vacations • Conditional Building • Changes to City and Site Design Regulations Review (depending • Conditional Uses on scope of review) • Demolition of • New Construction of contributing principal structures structures in local for multi-family and historic districts and non-residential uses Landmark Sites in local historic • Master Plans and districts Master Plan Amendments • Planned Developments • Re-zonings Engagement Period No public hearing or No decision could be made decision can be held/made within 45 day period, but a within the 45 day period. public hearing could be held. Notice to stakeholders Only requires notice to Requires notice to: recognized community Applicable organizations recognized PLNPCM2016-00300 5 Date Published:January 16,2019 community organization(s) • Property owners within 300 feet of subject property • Additional stakeholders may be noticed given type of application and potential impacts Posting of property Sign posting is not required Once a complete application when an application is is received, City would post received. a sign on the subject property giving notice of the pending land use application with instructions on how to obtain additional information Response from recognized Recognized organizations Recognized organizations organizations are not required to notify the would be required to let the city whether or not they City know within 14 days of would like to review the receiving the notice whether project. they would like to review the project. Engagement activity A recognized organization A recognized organization (recognized organization meeting or open house meeting or open house meeting v. open would be held for certain would be held for certain house/outreach event) projects. If a recognized projects. If a recognized organization does not organization does not schedule the item for a schedule the item for a meeting, no additional meeting within 14 days, the engagement activity is item would be scheduled for required. a city-sponsored outreach event. Outreach event Current language states an Updates "open house" to open house can be held in "outreach event". New certain circumstances. definition created for an "outreach event" that will allow city staff to use best engagement practices given the scope of the project and will not limit the City to only hold "open houses". Open House/Outreach Event Open house notices are not Outreach event notices Notices required to be sent to would be sent to all property property owners and tenants owners and tenants within within 300 feet of the subject 300 feet of the subject project. project. Exceptions List of exceptions added such as items subject to adoption deadline, items PLNPCM2016-00300 6 Date Published:January 16,2019 responding to emergency situations. Language clarification Minor changes to clarify language in various chapters in zoning code. Language clarification and reference changes. Subdivision clarifications Regulations are unclear Remove this requirements regarding notice to for subdivision processes. recognized organizations. Subdivisions under state law are very technical in nature, if they meet technical aspects, it must be approved. Street/alley closures or vacations will require notice to recognized community organizations. DISCUSSION: The proposed changes clarify existing language related to early notification of land use projects, including how much is provided.The proposal complies with the standards for zoning text amendments(see Attachment Q. After analyzing the proposal and the applicable standards, Planning Staff recommends that the Planning Commission forward a positive recommendation to City Council for this request. NEXT STEPS: The Planning Commission's recommendation for these proposed zoning text amendments will be forwarded on to the City Council for their action. The City Council is the decision-making body for zoning text amendments. PLNPCM2016-00300 7 Date Published:January 16,2019 ATTACHMENT A: PROPOSED ORDINANCE Early Notification Text Amendment - Proposed Text Changes Chapter 21A.10 GENERAL APPLICATION, PUBLIC ENGAGEMENT,AND PUBLIC HEARING-NOTICING PROCEDURES 21A.10.010: GENERAL APPLICATION PROCEDURES: 21A.10.015: PUBLIC ENGAGEMENT: 21A.10.020: PUBLIC HEARING NOTICE REQUIREMENTS: 21A.10.030: PUBLIC HEARING PROCEDURES: 21A.10.010: GENERAL APPLICATION PROCEDURES: All applications required by the provisions of this title shall be processed in accordance with the following procedures: A. Determination Of Completeness Of Application: After receipt of an application, the zoning administrator shall determine whether the application is complete. If the zoning administrator determines that the application is not complete, the zoning administrator shall notify the applicant in writing, specifying the deficiencies of the application, including any additional information which must be supplied and advising the applicant that no further action will be taken by the city on the application until the deficiencies are corrected. B. Notifieation Of Community Organizations: Notification to Fecognized coflununi organizations shall be pFovided, where- applieable, as set ift seetion 2.60.050 of this eode. E. B. Remedy Of Deficiencies: If the applicant fails to correct the specified deficiencies within thirty (30) days of the notification of deficiency, the application for development approval shall be deemed withdrawn and will be returned to the applicant. Application fees shall not be refunded. D. C. Extensions Of Time: The zoning administrator, upon written request, may, for good cause shown and without any notice or hearing, grant extensions of any time limit imposed on an applicant or permittee by this title. An extension of time may also be granted by any body acting pursuant to this title unless this title expressly provides otherwise. The total period of time granted by such extension or extensions shall not exceed twice the length of the original period. E. D. Fees: The application shall be accompanied by the applicable fees shown on the Salt Lake City consolidated fee schedule. The applicant shall also be responsible for payment of all fees established for providing the public notice required by section 2 IA.10.020 of this chapter, in accordance with the consolidated fee schedule, including costs of mailing, PLNPCM2016-00300 8 Date Published:January 16,2019 preparation of mailing labels and all other costs relating to notification. (Ord. 54-14, 2014: Ord. 58-13, 2013) 21A.10.015: PUBLIC ENGAGEMENT: The purpose of the public engagement process is to inform the public of the project earl-- in the process,provide a reasonable timeframe for feedback on a proposal, and establish a process for decision makers to hear from the public prior to making a decision on the project. o ,-a reeoenized eo.m.-tnunitv oreanization4s--as defined in section 2.60 of this code. A. Land Use Applications Subject to Public Engagement: The following land use applications are subject to the public engagement process stated in this section: 1. Alley/street closure or vacation 2. Amendment to the Ci . Zoning Ordinance 3. Conditional use 4. Design Review when required to be reviewed by the Planning Commission as listed in chapter 21A.59. 5. Demolition of landmark site or contributing structures located within a local historic district 6. Master plans, including amendments, to be adopted by the city council 7. New construction of principal structures within local historic districts or on Landmark Sites except for single family and two family dwellings. 8. Planned development 9. Zoning Map Amendment B. Early Notification: The Cit. shall notice of a pending land use application to the individuals stated in this section. The city shall provide at least forty-five (45) days for the recipients of the notice to provide comment on the pending land use application before a decision approvingor r denyingthe he application is made by the applicable land use authority, or recommendation is made if the approval authority is the city council. 1. Stakeholders. The ci . shall provide written notice to the following: a. Property owners and tenants within three hundred(300) feet of propel!. subject to a pending land use application. City-wide zoning amendments are exempt from this requirement. b. Chair of the recognized community organization(s) in which the subject property is located and the chair of any recognized community organization whose boundary is located within three hundred(300) feet of the subject property. In the case of city-wide zoning amendments, the chairs of all recognized community organizations will receive a notice. PLNPCM2016-00300 9 Date Published:January 16,2019 c. Additional stakeholders may be noticed given the type of application and potential impacts of the proposal. 2. Content of Notice: The notice shall generally describe: a. the subject matter of the application, b. the location of the proposed project if applicable, c. how to obtain further information, d. how to submit comments about the application, and e. the date that the fo . -five 45) dqy comment period ends. 3. Posting of f Subject Property: The land subject to an application that requires early notification shall be posted by the City with a sign ig ving notice that the City has received such application and include instructions on how to obtain more information about the project. The sign shall be posted within ten(10) calendar days of receiving a complete application. a. Location: One (1)notice shall be posted for each five hundred feet(500') of frontage, or portion thereof, along a public street. At least one (1) sign shall be posted on each public street. The sign(s) shall be located on the property subject to the request or petition and shall be set back no more than twenty-five feet(25') from the front property line and shall be visible from the street. Where the land does not have frontage on a public street, signs shall be erected on the nearest street right-of-way with an attached notation indicating generally the direction and distance to the land subject to the application. b. Removal: If the si;;n is removed through no fault of the applicant,property owner or the city, such removal shall not be deemed a failure to comply with the standards, or be grounds to challenge the validity of any decision made on the application. 4. Exception from Early Notification Process: The following city code amendments are exempt from the processes set forth in subsections 2 IA.10.015.C.1 and 2 of this section. The city may still opt to notify recognized community organizations of proposed city code amendments listed in this section, but not providing notice of an exempt city code amendment shall not negate any action taken. a. City code amendments related to recently-enacted legislation if the code amendments: (1) Are subject to an adoption deadline or action date set forth in the legislation; (2)Are related to funding city-related projects; or (3) Are necessary for essential city functions. b. A temporary land use regulation meetingthe he requirements of Utah Code Section 10-9a-504 or its successor. c. City code amendments proposed to respond to a natural disaster or other emergency situation potentially affecting the safety or well-being of individuals. d. City code amendments to mitigate the city's exposure to liability where prompt action is reasonably necessary PLNPCM2016-00300 10 Date Published:January 16,2019 e. The timeframe for the early notification process identified in section 2 IA.10.015.0 1 and 2 may be modified where a land use applicant requests in writing that a decision be made as per section 10-9a.509.5 (or its successor) of the Utah State Code. C. Engagement Activity. Following city notification of an application listed in subsection 21.10.015.B of this section the city shall conduct an engagement activity as set forth in either subsection 21A.10.15.C1 or 21A.10.015.C2 of this section, whichever may be applicable, in addition to other processes required by law. The Planning Division maX conduct additional public engagement activities beyond those listed below. The public engagement process may occur during the forty-five 45) day public comment period. 1. Recognized Community Organization Meeting a. A recognized community organization meeting may be held at the request of the recognized community organization when the proposal is located within the boundaries of one recognized community organization. (1) The recognized community organization chair(s) shall notify the planning division within fourteen(14) calendar days of receiving the notice of pending land use application from the city to let the city know whether they want to review the project. a). If the recognized community organization decides to hold a meeting to review the project, the recognized organization shall hold a meeting and provide comments on the project within forty-five calendar(45) days of the notice of pending land use application was sent. b.) If the recognized community organization does not respond as to whether it wants to review the matter or does not schedule the item for a recognized community meeting within fourteen(14) days of when the notice of pending land use application was sent, the city shall schedule the item for a community outreach event. 2. Community Outreach Event: a. The city will schedule the item for an outreach event to educate, engage and receive input from the public at a level that is consistent with the scope of impact of a proposal or project. An outreach event will be held when: (1)A recognized community organization does not respond within fourteen(14) days of when the notice of pending land use application was sent as to whether it wants to review the matter, (2) Within fourteen(14) days of receiving the notice of pending land use application, the recognized community organization does not schedule the item for a recognized community organization meeting; (3) The recognized community organization will not meet within forty-five-five (45) days of receiving the notice from the city; (4) The project is within six hundred feet(600') of the boundaries of another recognized community organization's district; PLNPCM2016-00300 11 Date Published:January 16,2019 (5) The subject property is located west of 2200 West; (6) The project is a master plan or master plan amendment that impacts multiple recognized organizations; (7) The project is a text amendment to the zoning ordinance. b. The City will also notify the public, property owners and tenants within three hundred(300) feet of subject property, and recognized community organizations who may be affected by the project or who have specifically requested notification of the outreach event for those situations noted in section 2a. of this subsection. 3. Public Hearing: a public hearing may be held within the forty-five 45) day engagement period provided that no final decision regarding the land use application is made within the forty-five-five (45) day engagement period. 21A.10.020: PUBLIC LNG NOTICE REQUIREMENTS: Providing all of the information necessary for notice of all public hearings required under this title shall be the responsibility of the applicant unless otherwise specifically stated by this chapter and shall be in the form established by the zoning administrator and subject to the approval of the zoning administrator pursuant to the standards of this section. A. Public Hearing Required: Projects requiring a public hearing as required by this title shall be held after the following public notification: 1. Mailing For Public Hearing: Notice by first class mail shall be provided:a minimum of twelve (12) calendar days in advance of the public hearing to all owners and tenants of the land as shown on the Salt Lake City geographic information system records within three hundred feet(300') from the periphery of land subject to the application, inclusive of streets and rights of way, or one thousand feet (1,000') of the periphery of land subject to application for sexually-oriented business requiring conditional site plan review pursuant to Chapter 21A.36 if this title. Mailing labels shall be ,generated by the city at the time of application submittal and created using the Salt Lake Ci1y geogrgphic information system records unless as stated otherwise in this title. Notice by first class mail for zoning text amendments shall only be required if a notice requesting the mailing is received by the Planning Director. b. To all ownefs and tenants of the land as shown on the Salt Lake City geogr-aphie infoizmation system r-eeor-ds. Mailing labels shall be gener-a4ed by the eity at the time of application submittal and or-eated using the Salt Lake City geogyaphie infofmatio stv,,., ry orris unless a stated then-wise i this title; PLNPCM2016-00300 12 Date Published:January 16,2019 inelusive of stfeets and rights of way, or-one thousand feet (1,000') of the pefiphefy-4 a��l rrre� iw pursuant-to ehaptef 2!A.3 F of thistitl�d fequesting the mailing is meeived by the Planning Dir-eetof. 2. Notification To Recognized Organizations: The City shall give e-mail notification, or other form of notification chosen by the Planning Director, a minimum of twelve (12) calendar days in advance of the public hearing to any recognized community organization 3. Contents Of Mailing Notice For Public Hearing: The first class mailing notice for any public hearing required pursuant to this title shall generally describe the subject matter of the application and the date, time and place of the public hearing, and the place where such application may be inspected by the public. The notice shall also advise that interested parties may appear at the public hearing and be heard with respect to the application. 4. Posting For Public Hearing: The land subject to an application for a public hearing shall be posted by the City with a sign giving notice of the public hearing,providing the date of the hearing including contact information for more information, at least ten(10) calendar days in advance of the public hearing. a. Location: One (1) notice shall be posted for each five hundred feet (500') of frontage, or portion thereof, along a public street. At least one (1) sign shall be posted on each public street. The sign(s) shall be located on the property subject to the request or petition and shall be set back no more than twenty five feet(25') from the front property line and shall be visible from the street. Where the land does not have frontage on a public street, signs shall be erected on the nearest street right-of-way with an attached notation indicating generally the direction and distance to the land subject to the application. b. Removal: If the sign is removed through no fault of the applicant property owner, or the Ci before the hearing, such removal shall not be deemed a failure to comply with the standards, or be grounds to challenge the validity of any decision made on the application. c. Exemption: This posting requirement shall not apply to applications for amendments involving an H Historic Preservation Overlay District, applications for an administrative certificate of appropriateness or applications for comprehensive rezonings of areas involving multiple parcels of land, including boundaries of a historic district, or for text amendments to this title. PLNPCM2016-00300 13 Date Published:January 16,2019 5. Publication: As required by State law, at least twelve (12) calendar days in advance of the first public hearing for an application for an amendment to the text of this title or other processes as required by State law, the City shall publish a notice of such public hearing in a newspaper of general circulation in Salt Lake City. B. Special Noticing Requirements For Administrative Approvals: 1. requests for-conditional building and site design Feview at a public hearing if thefe is a.Notifleation: The City shall provide w6tten notiee by fifst elass mail a minimum of twelve (12) calendar days in advance of the requested action to all wwners of the land and tenants subject the applieation, as shown on the Salt Lake City geogfaphie infofmation system fecofds, adjaee entitled to reeeive notiee pufsuant to of this Code by e mail of other-fofm chosen by4he At the end of the twelve (12) calendar day notice peFiod, if there are requests for a publie heafing,the Planning Cofmnission will sehedule a public hearing and eonsider-the issue; if there 1. Notice Of Application for Design Review: a. Notification: Prior to the approval of an administrative decision for Design Review application as authorized in chapter 21A.59 of this title, the Planning Director shall provide a minimum of twelve (12) dgys notice in advance of the requested action to the following: (1) Abutting property owners and tenants: written notice by first class mail to all abutting properties and those properties located directly across the street from the subject property, and to all property owners and tenants of the land subject to the application as shown on the Salt Lake Cily geogrgphic information system records. (2) Recognized community organization(s) in which the subject property is located. b. Contents of the Notice of Application: The notice for mailings. generally describe the subject matter of the application,the place where such application may be inspected by the public, and the date when the Planning Director will authorize a final administrative decision and include the procedures to appeal an administrative decision. c. End of Notification Period: At the end of the twelve (12) calendar day notice period, if there are issues identified that relate to the proposal not complying with a standard of review found in 2 IA.59, the Planning Director may refer the matter to the Planning Commission. PLNPCM2016-00300 14 Date Published:January 16,2019 2. Detefmination 0 Notice of Demolition of a Noncontributing StatusStructure Within An H Historic Preservation Overlay District: Prior to the approval of an administrative decision for a certificate of appropriateness for demolition of a noncontributing structure, the City shall provide written notice by first class mail a minimum of twelve (12) calendar days of the request to demolish the structure and to identify that a determination of has been made that the building has been identified as a noncontributing building, statw 4he rope y This notice will be sent to all owners of the land and tenants,within eighty-five feet(85') of the land subject to the application as shown on the Salt Lake City geographic information system records. At the end of the twelve (12) day notice period, the Planning Director shall either issue a certificate of appropriateness for demolition or refer the application to the Historic Landmark Commission. 3. Notice Of Application For Special Exceptions: Prior to the approval of an administrative decision for special exceptions as authorized in chapter 21A.52 of this title, the Planning Director shall provide written notice by first class mail a minimum of twelve (12) days in advance of the requested action to all abutting properties and those properties located across the street from the subject property, and to all property owners and tenants of the land subject to the application, as shown on the Salt Lake City geographic information system records. a. Contents Of The Mailing Notice Of Application: The notice for mailing shall generally describe the subject matter of the application, the place where such application may be inspected by the public, the date when the Planning Director will authorize a final administrative decision, and include the procedures to appeal an administrative decision set forth in chapter 21A.16 of this title. 4. Notice Of Application For TSA Development Reviews: Prior to the approval of a development review score as authorized in section 21A.26.078 of this title,the Planning Director shall provide written notice by first class mail a minimum of twelve (12) days in advance of the requested action to all abutting properties and those properties located across the street from the subject property, and to all property owners and tenants of the land subject to the application, as shown on the Salt Lake City geographic information system records. a. Contents Of The Mailing Notice Of Application: The notice for mailing shall generally describe the subject matter of the application, the place where such application may be inspected by the public, the date when the Planning Director will authorize a final administrative decision, and include the procedures to appeal an administrative decision set forth in chapter 21A.16 of this title. (Ord. 25-17, 2017: Ord. 10-16, 2016: Ord. 58-13, 2013) Chapter 21A.12 ADMINISTRATIVE INTERPRETATIONS 21A.12.040: PROCEDURES: PLNPCM2016-00300 15 Date Published:January 16,2019 A. Application: An application for an interpretation of this title shall be filed on a form provided by the zoning administrator and shall contain at least the following information: 1. Provisions: The specific provision or provisions of this title for which an interpretation is sought; 2. Facts: The facts of the specific situation giving rise to the request for an interpretation; 3. Interpretation: The precise interpretation claimed by the applicant to be correct; 4. Statement: When a use interpretation is sought, a statement of what use permitted under the current zoning classification of the property that the applicant claims either includes the proposed use, or is most similar to the proposed use; and 5. Evidence: When a use interpretation is sought, documents, statements, and other evidence demonstrating that the proposed use will comply with all use limitations established for the district in which it is proposed to be located. 6. Fees: Nonrefundable fees shown on the Salt Lake City consolidated fee schedule shall accompany the application. 7. Notification To Recognized Organizations: The city shall give notification, by e-mail or other form chosen by the planning director to any recognized community organization in which the subject property is located. 1?1zh ^1, i _e„title,d*^ rve P Otiee puf suant to Title Chapter 0.60-vr this acidsci itice.—F.-cfu t ie has been zaetefmiica . Chapter 21A.16 APPEALS OF ADMINISTRATIVE DECISIONS 21A.16.030: PROCEDURE: Appeals of administrative decisions by the zoning administrator, historic landmark commission or planning commission to the appeals hearing officer shall be taken in accordance with the following procedures: A. Filing Of Appeal: An appeal shall be made in writing within ten(10) days of the administrative decision by the zoning administrator, historic landmark commission or planning commission and shall be filed with the zoning administrator. The appeal shall specify the decision appealed, the alleged error made in connection with the decision being appealed, and the reasons the appellant claims the decision to be in error, including every theory of relief that can be presented in district court. B. Fees: The application shall be accompanied by the applicable fees shown on the Salt Lake City consolidated fee schedule. The applicant shall also be responsible for payment of all fees established for providing the public notice required by chapter 21A.10 of this title. PLNPCM2016-00300 16 Date Published:January 16,2019 C. Stay Of Proceedings: An appeal to the appeals hearing officer shall stay all further proceedings concerning the matter about which the appealed order, requirement, decision, determination, or interpretation was made unless the zoning administrator certifies in writing to the appeals hearing officer, after the appeal has been filed, that a stay would, in the zoning administrator's opinion, be against the best interest of the city. D. Notice Required: 1. Public Hearing: Upon receipt of an appeal of an administrative decision by the zoning administrator, the appeals hearing officer shall schedule and hold a public hearing in accordance with the standards and procedures for conduct of the public hearing set forth in chapter 21A.10 of this title. 2. Notice Of Appeals Of Administrative Decisions Of The Historic Landmark Commission Or Planning Commission: Appeals from a decision of the historic landmark commission or planning commission are based on evidence in the record. Therefore, testimony at the appeal meeting shall be limited to the appellant and the respondent. a. Upon receipt of an appeal of a decision by the historic landmark commission or planning commission the appeals hearing officer shall schedule a public meeting to hear arguments by the appellant and respondent. Notification of the date, time and place of the meeting shall be given to the appellant and respondent a minimum of twelve (12) calendar days in advance of the meeting. b. The city shall give e-mail notification, or other form of notification chosen by the appeals hearing officer, a minimum of twelve (12) calendar days in advance of the hearing to any recognized community organization,in which the subject prope - is located, entitled t receive notice r „l t title 2 chapter-2.60 of this code 3. Time Limitation: All appeals shall be heard within one hundred eighty(180) days of the filing of the appeal. Appeals not heard within this time frame will be considered void and withdrawn by the appellant. Chapter 21A.38 NONCONFORMING USES AND NONCOMPLYING STRUCTURES 21A.38.025: PROCEDURES: A. Application: An application for an administrative interpretation relating to a noncomplying lot or structure or an application for determination of a nonconforming use of this title shall PLNPCM2016-00300 17 Date Published:January 16,2019 be filed on a form provided by the zoning administrator and shall contain at least the following information: 1. Provisions: The specific provision or provisions of this title for which an interpretation or determination is sought; 2. Facts: The facts of the specific situation giving rise to the request for an interpretation or determination; 3. Interpretation: The precise interpretation or determination claimed by the applicant to be correct; 4. Fees: The application shall be accompanied by the applicable fees shown on the Salt Lake City consolidated fee schedule. The applicant shall also be responsible for payment of all fees established for providing the public notice required by chapter 21A.10 of this title. 5. Notification To Recognized Organizations: The city shall give notification,by e-mail or other form chosen by the planning director to any recognized community organization in which the subject property is located is 2.60 of this eode, that an administrative interpretation or determination of nonconforming use has been made. Chapter 2IA.60 LIST OF TERMS Outreach Events 21A.62 Definitions 2 IA.62.040 Definition of Terms OUTREACH EVENTS: Outreach events are used to expand involvement opportunities for community members by providing a chance to ask questions and provide comments on an issue or have involvement in the decision-making process. Outreach events should encourage participation, make the public feel welcome, and provide a clear understandingof f the public's role in the process. Chapter 2.60 RECOGNIZED COMMUNITY ORGANIZATIONS 2.60.010: PURPOSE: 2.60.020: DEFINITION: 2.60.030: MINIMUM REQUIREMENTS: 2.60.040: REGISTRATION: 2.60.050: RESPONSIBILITIES OF CITY: 2.60.060: RESPONSIBILITIES OF COMMUNITY ORGANIZATIONS: PLNPCM2016-00300 18 Date Published:January 16,2019 2.60.070: VOLUNTEER STATUS AND PARTIAL INDEMNIFICATION: 2.60.010: PURPOSE: It is the policy of Salt Lake City to create a framework by which the people of the city may effectively organize into community organizations representing a geographic area or field of interest, and use this as one way to participate in civic affairs and improve the livability and character of the city and its neighborhoods. Salt Lake City values the benefits these organizations bring to the community and holds each in equal regard. This chapter sets out the basis for city recognition of such community organizations and the associated responsibilities and benefits. (Ord. 58-13, 2013) 2.60.020: DEFINITION: COMMUNITY ORGANIZATION: A voluntary group of individuals organized around a particular community interest for the purpose of collectively addressing issues and interests common to that group. A community organization is not a subsidiary of Salt Lake City government. (Ord. 58-13, 2013) 2.60.030: MINIMUM REQUIREMENTS: A. All community organizations seeking recognition pursuant to this chapter must comply with the following: 1. Properly register as a nonprofit corporation in good standing with the state of Utah; 2. Adopt bylaws which include the following provisions: a. A clear definition of membership; b. A policy of open participation of all persons who are members of the organization; c. A policy against discrimination; d. Attendance to meetings is open to the general public; e. Meetings will provide an opportunity for public input; 3. Revision of Bylaws. If the recognized community organization adopts changes to its bylaws, the recognized community organization shall file a copy of the amended bylaws with the Salt Lake City Recorder's Office within thirty(30) days of such changes. The changes can be filed with the recorder's office by any member of the executive board of the recognized community organization. PLNPCM2016-00300 19 Date Published:January 16,2019 4. Organizations must hold at least one meeting of their membership each year. (Ord. 58-13, 2013) 2.60.040: REGISTRATION: A. The recorder's office shall maintain an official registration of community organizations recognized under this chapter. Any community organization meeting the requirements of section 2.60.030 of this chapter may register by filing with the recorder's office the following: 1. Official name; 2. Boundaries where applicable; 3. The names, mailing addresses,telephone numbers and e-mail addresses of its current officers; 4. The name, mailing address, e-mail address and telephone number to serve as the recipient for official communications from the city; 5. Methods used to communicate with membership; 6. A copy of the organization's articles of incorporation and bylaws; 7. Time and place of regular meetings; and 8. Schedule for electing officers. The recorder's office shall make this information available to the public on the city website. B. It shall be the responsibility of the community organization to provide updated information and any changes to the items in subsection A of this section to the recorder's office in a timely manner. C. Annual renewal of registration of community organization is required. By January 31 of each year, each registered community organization must submit a request for renewal of registration with current information required in subsection A of this section. Failure to submit such a request by January 31 will result in removal of the community organization from the official registration. (Ord. 58-13, 2013) 2.60.050: RESPONSIBILITIES OF CITY: PLNPCM2016-00300 20 Date Published:January 16,2019 A. Education: The city shall adequately educate the public on city policy,procedures, and actions. B. Public Engagement: Each city department shall strive to utilize best public engagement practices to educate, engage, and receive input from the public at a level that is consistent with the scope of impact of a proposal or project. C. Recognized Community Organization Notification And Response: The city will send a notice to the applicable recognized community organization chair(s) for the following types of projects: Alley vaeatie City code amendments Conditional use Major changes to street capacity or travel modes Major upgrades to public facilities and structures Master-plan amendment or policy amendments to be adopted by the city council Master-plan of peheies to be adopted by the eity eouneil New construction of major public facilities and structures Zoningmapamendment See title 21A. for process related to master plans, zoning amendments, and land use applications The recognized community organization chair(s)have forty five (45) days to provide comments, from the date the notice was sent. A public hearing will not be held, nor will a final decision be made about the project within the forty five (45) day period. Where a project is within six hundred feet(600') of the boundaries of another recognized community organization's district, when more than one recognized organization has requested a presentation of the matter,when the subject property is located west of 2200 West, or when the project is a text amendment to the city code, the city will schedule the item for an open house and notify the public, including those recognized community organizations who may PLNPCM2016-00300 21 Date Published:January 16,2019 be affected by the project or who have specifically requested notification of the public open house. D. Notice Procedures: The city departments shall develop policies and procedures to show how they will provide notice and early participation opportunities for pending major city actions. These include, but are not limited to,public meetings, development projects,planning activities, and grant and funding opportunities,which may have a significant impact on the membership of a registered community organization.Notice shall be given to affected community based organizations in a timely manner, including information on the time frame for a response. E. Reregistration Notification: The recorder's office shall notify each registered community organization of pending requirement for reregistration by December 31 of each year. F. List Of Organizations: In an effort to notify the public about the existence of recognized community bald organizations and encourage participation in these organizations, at least once a year the city shall make a reasonable attempt to provide a list of all recognized community bald organizations and their contact information to all residents,property owners,business owners, schools and nonprofit agencies in Salt Lake City. (Ord. 58-13, 2013) 2.60.060: RESPONSIBILITIES OF COMMUNITY ORGANIZATIONS: Each recomnized community organization shall: A. Renew registration with the recorder's office on an annual basis. B. Establish orderly and democratic means for forming representative public input through civil and respectful dialogue. C. Establish and follow a clear method for reporting to the city actions=_�that accurately reflect their position. Include the means by which a recommendation or decision was reached, how many members were involved and what the outcome was. D. By interaction with its members, residents, and the city, foster open and respectful communication between the reco ng ized community organization and representatives of city departments on plans, proposals and activities affecting the interests of the recognized community organization. (Ord. 58-13, 2013) 2.60.070: VOLUNTEER STATUS AND PARTIAL INDEMNIFICATION: Recognized community organization members shall be considered volunteers and not employees, officials or officers of Salt Lake City. Recognized community organizations and their officers, trustees and directors shall be indemnified by the city pursuant to the Utah governmental immunities act in any civil action which may arise from determinations and recommendations made within the scope of performance of their duties under this chapter. This PLNPCM2016-00300 22 Date Published:January 16,2019 defense and indemnification obligation on behalf of the city shall be limited to only those determinations and recommendations and shall not extend to any physical activities of the community organization or its members. These provisions shall not be deemed a waiver of any claim for immunity from suit on behalf of the volunteer. (Ord. 58-13, 2013) Subdivision Ordinance 20A.04.130 AMENDMENTS TO THIS TITLE: The process to amend this title shall follow the process outlined in section 21A.50 and include early notification requirements found in section 21A.10. Chapter 20.36 NOTICING REQUIREMENTS 20.36.010: REQUIRED NOTICING FOR PLANNING DIRECTOR DECISION ON PRELIMINARY PLAT APPLICATIONS: 20.36.020: REQUIRED NOTICING FOR PUBLIC HEARING: 20.36.030: SIGNPOSTING; LOCATION AND REMOVAL: 20 36 nnn. NOTIFICATION TION TO RECOGNIZED OR n NIZ n TIONS: 20.36.010: REQUIRED NOTICING FOR PLANNING DIRECTOR DECISION ON PRELIMINARY PLAT APPLICATIONS: When the review process involves a preliminary decision by the planning director the application shall be noticed as follows: A. Subdivisions: 1. Mailing: Written notice of subdivision application shall be provided by first class mail a minimum of twelve (12) calendar days in advance of the pending decision to all owners and tenants of the land subject to the application, and all abutting property owners, as shown on the Salt Lake City geographic information system records. 2. Posting: Notice by sign, in accordance with section 20.36.030 of this chapter, shall also be posted on the property at least ten(10) days prior to the scheduled administrative decision. 3. 3. Notifleation@Eegnrcccr-vrganizatierrs:The eity shall give nvcrrrciztieirzix dance with section 20 36 nnn of this chaptef. B. Subdivision amendments not involving vacating or altering a public street, right of way, or easement: 1. Mailing: Written notice of subdivision application shall be provided by first class mail a minimum of twelve (12) calendar days in advance of the pending decision to all property owners or tenants, as shown on the city's computerized geographic information system, of land contained in the entire original or previously amended subdivision plat and all PLNPCM2016-00300 23 Date Published:January 16,2019 property owners whose property abuts the land being amended and is located outside of the subject subdivision. 2. Posting: Notice by sign, in accordance with section 20.36.030 of this chapter, shall also be posted on the property at least ten(10) days prior to the scheduled administrative decision. 20.36.020: REQUIRED NOTICING FOR PUBLIC HEARING: When the review process involves a public hearing, the application and hearing shall be noticed as follows: A. Subdivisions: Excluding subdivision amendments involving a public street, right of way, or easement, which have different noticing requirements as specified in subsection B of this section, whenever a public hearing with the planning commission is required for preliminary plat decision, the following public noticing is required: 1. Mailing: Notice by first class mail shall be provided a minimum of twelve (12) calendar days in advance of the public hearing, to all abutting property owners of the subject land, as shown on the Salt Lake City geographic information system records. 2. Posting: The land subject to an application shall be posted by the city with a sign, in accordance with section 20.36.030 of this chapter, giving notice of the public hearing a minimum of ten (10) calendar days in advance of the public hearing. 3. Notification To Recognized Organizations: e citshall give notifieatfen ,a r,.v. ,i-t- R-PUP-46,,.. 20 36 nnn f this 1,,,pte B. Subdivision amendments involving vacating or altering a public street, right of way, or easement: 1. Mailing And Publishing: Notice of the public hearing shall be provided in the following manner at least twelve (12) days before the hearing: a. Mailed to the record owner of each parcel that is accessed by the subject portion of public street, right of way, or easement; b. Mailed to each affected entity; c. Published in a newspaper of general circulation in the municipality in which the land subject to the petition is located; and d. Published on the Utah public notice website created in section 63F-1-701 of the Utah code. 2. Posting: The land subject to an application shall be posted by the city with a sign, in accordance with section 20.36.030 of this chapter, giving notice of the public hearing a minimum of ten(10) calendar days in advance of the public hearing. 3 Notification To Recognize Or-g,nizationsPublic Engagement: The city shall give notification in accordance with section 2 IA.10.01520 36 nnn of this ,.haptef(Ord. 7-14, 2014) PLNPCM2016-00300 24 Date Published:January 16,2019 20.36.030: SIGNPOSTING; LOCATION AND REMOVAL: A. Location: One notice sign shall be posted for each five hundred feet(500') of frontage, or portion thereof, along a public street. At least one sign shall be posted on each public street. The sign(s) shall be located on the property subject to the request or petition and shall be set back no more than twenty five feet(25') from the front property line and shall be visible from the street. Where the land does not have frontage on a public street, signs shall be erected on the nearest street right of way with an attached notation indicating generally the direction and distance to the land subject to the application. B. Removal: If the sign is removed through no fault of the applicant before the hearing, such removal shall not be deemed a failure to comply with the standards, or be grounds to challenge the validity of any decision made on the application. (Ord. 7-14, 2014) z , notification chosen by the planning director-, a minimum of twelve (12) calendar-day PLNPCM2016-00300 25 Date Published:January 16,2019 ATTACHMENT B: FLOWCHART ProposedProcesss . Application Submitted Assigned to Planning Staff Application Completeness Verified Early Notification Notices: (45 day period begins) • Recognized Organization(RO)Chair • Properties within 300 feet •Sign posted on property Impacts multiple ROs,within Within One RO/CommunityProject Location 600 Feet of More Than One Council Area Recognized Organization, West of 2200 W,Text Amend, Master Plan RO has 14 days to respond as to whether they want to review project Notice of Outreach Event r«� sent to Listsery including RO chairs and property owners RO does want RO does not to review project want to review project, does not ... Info Posted to Planning respond, or cannot meet Website within 45 days RO/Community Council Set Commission Agenda ♦ City Sponsored Meeting Outreach Event Notice Sent by Listery including Recognized Organization Chairs Notice Mailed to Property M Owners within 300 feet � Property Posted 10 Days Prior to Public Hearing Commission Public Hearing PLNPCM2016-00300 26 Date Published:January 16,2019 ATTACHMENT C: ANALYSIS OF STANDARDS ZONING TEXT AMENDMENTS As per section 21A.50.05o, a decision to amend the text of this title or the zoning map by general amendment is a matter committed to the legislative discretion of the city council and is not controlled by any one standard. Factor Finding Rationale i.Whether a proposed Complies The proposed amendments aim text amendment is to clarify regulations and consistent with the processes for early engagement purposes, goals, in City land use processes. objectives, and policies of Proposed changes will increase the city as stated through notification requirements to try its various adopted and increase participation. In planning documents; addition,the proposed changes will provide flexibility in how engagement activities are conducted to allow City staff the ability to use the most effective types of engagement based on the type of project. All of these changes are supported by adopted policies and resolutions of the City including: • Salt Lake City's Policy on Open Government • Plan Salt Lake:Guiding Principle:"A local government that is collaborative,responsive, and transparent."Including the following initiative: o Provide opportunities for public participation, input,and engagement throughout the decision making process 2.Whether a proposed Complies The zoning ordinance purpose text amendment furthers statements are silent on the the specific purpose issue of early engagement. statements of the zoning However,the purpose ordinance; statement of the Recognized Community Organization, section of the City Code, Chapter 2.6o.oio,which is referenced in the Zoning Ordinance, notes that"It is the policy of Salt Lake City to create a PLNPCM2016-00300 27 Date Published:January 16,2019 framework by which the people of the city may effectively organize into community organizations representing a geographic area or field of interest,and use this as one way to participate in civic affairs and improve the livability and character of the city and its neighborhoods.Salt Lake City values the benefits these organizations bring to the community and holds each in equal regard." The proposed text amendment strives to clarify and improve the regulations and processes for early engagement in order to increase participation by number and diversity to better reflect the City's population. g.Whether a proposed Complies The proposed amendments relate text amendment is to public noticing and consistent with the engagement. It does not relate to purposes and provisions regulations relating to land use or of any applicable overlay standards that would be identified zoning districts which in any specific overlay zoning may impose additional district. standards; 4.The extent to which a Complies The proposed amendments help proposed text amendment clarify and improve public implements best current, engagement in the planning professional practices of process. It is anticipated that the urban planning and proposed changes will help design. increase participation and provide flexibility in the engagement techniques and tools used to promote participation which is in keeping with best current professional practices. PLNPCM2016-00300 28 Date Published:January 16,2019 ATTACHMENT D: PUBLIC PROCESS & COMMENTS PUBLIC PROCESS Since the last Planning Commission meeting on May 24, 2017, planning staff reached out to all recognized community organizations informing them of the updated proposal.An Open House was held on July 19,2018. Staff provided the proposed changes at the meeting and was available to answer questions. Five individuals showed up at the Open House.There was general support for the proposal with some additional comments asking for a specific list of what an "outreach event"would be and another comment requested that other applications that do not require this early notification process, such as a special exception,should still notify the community council to allow them to raise any issues. Additional comment was made about how the posted signs need to be bigger. Staff also presented the proposed changes at the Salt Lake Community Network meeting on August 9,2o18. Representatives from various community councils attended the meetings. There was some discussion about requiring individual mailed notices for city-wide proposals. Staff discussed the difficulty and expense that would be associated with such a requirement. At the briefing on November 14, 2o18, the Planning Commissioners provided positive comments regarding the direction of the proposed ordinance. Some additional comments were made about other methods to improve public engagement that did not require changes to the ordinance. These comments included considering a better platform for the public to access information, providing notices in Spanish,and whether social media will be used. Public comments received since the Planning Commission meeting on May 24, 2017 can be found below. PLNPCM2016-00300 29 Date Published:January 16,2019 From: LYNN Pershina To: Tran,Tracy Subject: Re: PLNPCM2016-00300 Date: Tuesday,January 15,2019 6:48:39 PM Thanks Tracy I understand the current City activity. I have met with City Council, Mayor Chief of Staff, City Planning and Building Services requesting that City code be amended to inform abutting property owners to a requested demolition receive advance notification for health and safety issues in an ESTABLiSHED residential neighborhood Doesn't require conditional use process just simple respect for neighbors by owner. Further the cost of such can be charged in the permitting fees to the responsible owner All proposed changes are text amendments, the I propose is simplegood manners and consideration to abutting property owners Lynn K Pershing Sent from my Whone On Jan 15, 2019, at 12:59 PM, Tran, Tracy<Tracy.Tran(&,slcgov.com> wrote: Hi Lynn, I will include your comment within the staff report,which will eventually be reviewed by the Planning Commission,Mayor, and City Council. Planning Staff would not support this change as applications that require early notification include items that require a decision from either the Planning Commission, Historic Landmark Commission, or the City Council. Residential demolitions not included in a local historic district are not subject to any special review process. If they meet the zoning regulations,they are not subject to any additional process. Because of this,we do not think this would make sense to require early notification of these applications as early notification cannot prevent a project from moving forward if they meet the zoning regulations. Also, I wanted to clarify that the term"Recognized Community Organizations" as used within the City's Code includes all community councils that are registered with the City. Please let me know if you have any questions. Thanks, TRACY TRAN Senior Planner PLANNING DIVISION DEPARTMENT OF COMMUNITY and NEIGHBORHOODS SALT LAKE CITY CORPORATION PLNPCM2016-00300 30 Date Published:January 16,2019 TEL 801-535-7645 FAX 801-535-6174 WWW.SLC.GOV/PLANNING From: LYNN Pershing ] Sent:Tuesday,January 15, 2019 11:49 AM To:Tran, Tracy<Tracy.Tran(@slcgov.com> Subject: Re: PLNPCM2016-00300 Thank you for the clarification. I encourage advance notification of ALL residential demolitions independent of historic district status. This is an infill zoning issue. Advance notification of ANY residential demolition in an established residential neighborhood should be made to the appropriate 1) Community Council and 2) RCO. Please share this comment with City Council and Mayor Thanks Lynn On Tue, Jan 15, 2019 at 11:39 AM Tran, Tracy<Tracy.Tran(a,.slcgov.com> wrote: Hi Lynn, Early notification to recognized community organizations of the demolition of landmark or contributing structures located within a local historic district is currently required. This requirement will remain with the other proposed changes. Let me know if you have additional questions. Thank you, TRAcY TRAM Senior Planner PLANNING DIVISION DEPARTMENT OF COMMUNITY and NEIGHBORHOODS SALT LAKE CITY CORPORATION PLNPCM2016-00300 31 Date Published:January 16,2019 TEL 801-535-7645 FAX 801-535-6174 www.SLC.GOV/PLANNING -----Original Message----- From: LYNN Pershing Sent: Monday, January 14, 2019 6:21 PM To: Tran, Tracy<Tracy.Tran o.slcgov.com> Subject: PLNPCM2016-00300 Tracey Do these text changes to City code include advance notification of residential demolition to Community Councils and RCO? I vote YES Lynn K Pershing District 6 Sent from my Whone aLynn K. Pershin , Ph.D. tel: PLNPCM2016-00300 32 Date Published:January 16,2019 From: Tran,Tracy To: Subject: RE: PLNPCM2016-00300 early notification Date: Tuesday,November 6,2018 3:21:00 PM Hi Lynn, I am currently working on the memo for the Planning Commission briefing next week,but in the meantime,the links below should give you an idea of the proposal. This item was in front of the Planning Commission on May 24, 2017.The Planning Commission tabled the item for additional information. The proposal has since been re-organized for clarity. The proposal does not lessen the duration or the scope of the property owners impacted. • Info Sheet • Revision Summary • Proposed Text Changes Let me know if you have any questions. Thanks, TRACY TRAN Senior Planner PLANNING DIVISION DEPARTMENT OF COMMUNITY and NEIGHBORHOODS SALT LAKE CITY CORPORATION TEL 801-535-7645 FAX 801-535-6174 www.SLC.GOV/PLANNING From: Sent:Tuesday, November 6, 2018 12:28 PM To:Tran, Tracy<Tracy.Tran@slcgov.com> Subject: PLNPCM2016-00300 early notification Hi Tracy Please provide information about early notification. I am AGAINST lessening the duration of time required(45 days) or the scope of property owners impacted(300 ft in all directions) Lynn K. Pershin Ph.D. tel. email: District 6 Yalecrest PLNPCM2016-00300 33 Date Published:January 16,2019 From: Tran,Tracy To: Subject: RE: Early Notification Text Amendments-Open House Materials Date: Tuesday,July 17,2018 2:58:00 PM Hi Peter, Thanks for your comments. I will add the comments to the file and take them into account throughout the process. TRAcY TRAN Senior Planner PLANNING DIVISION DEPARTMENT OF COMMUNITY and NEIGHBORHOODS SALT LAKE CITY CORPORATION TEL 801-535-7645 FAX 801-535-6174 www.SLC.GOV/PLANNING From Sent:Thursday,July 12, 2018 6:23 PM To:Tran,Tracy<Tracy.Tran@slcgov.com> Subject: RE: Early Notification Text Amendments- Open House Materials Tracy, The City Planning Process is already incredibly long. The current timetable can already take a year individually for a rezone, planned development, plan review, etc. Anything to increase the review time would be another hardship for developers. It took me over two years to go through the city process for an affordable housing project plus another$800,000 in city-required improvements and fees. In addition,these delays took place during an increasing construction cost environment. This added another$500,000 plus to our costs. Please do not add any additional burdens to development projects. We are already drowning in the bureaucracy of the city processes. Sincerely, Peter Corroon From:Tran,Tracy<Tracy.Tran(@slcgov.com> Sent:Thursday,July 12, 2018 6:06 PM To: Tran,Tracy<Trac)I.Tran(@slcgov.com> Subject: Early Notification Text Amendments-Open House Materials PLNPCM2016-00300 34 Date Published:January 16,2019 ATTACHMENT E: DEPARTMENT COMMENTS Building/Zoning:No comments received Civic Engagement:This a great draft.I have a minor suggestion but overall you did a great job.My one suggestion is under 21A.10.015.B1.b.I'd notify the entire Community Council board and not just the Chair.It's a practice of Community Empowerment.It helps in case the Community Council leadership changes and they haven't updated the City Recorder yet or if a Chair is out of town,etc. Engineering:No comments Fire:No comments received Public Services: The changes seem to be very Land Use oriented and not broader for engagement in policy development or significant policy/ordinance and plan development.Maybe I am missing the subtly of that or maybe that dropped from the scope.If it does intend to impact groups beyond Land-use we may want some more specific language. Public Utilities:No comments received Sustainability:No comments received Transportation:No comments received PLNPCM2016-00300 35 Date Published:January 16,2019 ATTACHMENT F: ORIGINAL PETITION INFORMATION 1'aae l c1 From: Shepard,Nora Sent: Monday,April 25,2016 12:58 PM To: Coffey,Cheri;Paterson,Joel Subject: FW:Legislative Intent- Changes to Various Boards&Commissions-Noticing Nora Shepard, AICP Planning Director PLANNING DIVISION COMMUNITY and ECONOMIC DEVELOPMENT SALT LAKE CITY CORPORATION TEL 801-S3S-7226 FAX 801-535-6174 From:Mansell,Cindi Sent:Monday,April 25,2016 12:55 PM To:Mansell,Cindi;Crandall,Scott;Gust-Jenson,Cindy;Weaver,Lehua;Bruno,Jennifer; Litvack,David; Leary,Patrick; Tarbet, Nick; Shepard, Nora; Norris,Nick, Oktay,Michaela; Reberg,Mike; DeLaMare-Schaefer, Mary Cc:Plane,Margaret; Nielson, Paul Subject:Legislative Intent-Changes to Various Boards&Commissions-Noticing Afternoon- At the April 19,2016 City Council meeting,the Council adopted Ordinance 10 of 2016 providing for fine tuning of City Code related to public hearings and the operations of various board and commissions. The following intent language wasalso adopted. Please take appropriate action and forward this message to anyone else that needs to be involved. 8:30:14 PPS Cnuncllmember Penfold moved and Councilmember Rogers seconded to support a Legislative Intent requesting the Administration review the City's noticing requirements related to land use issues in an effort to enhance transparency and community engagement. The Council is interested in reviewing appropriate early notification standards to ensure that the neighborhoods around proposed projects are afforded adequate notification and have sufficient time to provide feedback. The review should consider ways to improve notification and participation at community Council meetings and open houses, while balancing the needs of applicants to have a timely review process. The motion passed unanimously, all members voted aye. (P 16-4) P002or2' Ci��Li L. Ma-hsvU, MMCVCRM Salt Lake City Recorder 801-535-6223 PLNPCM2016-00300 36 Date Published:January 16,2019 3c. PLANNING COMMISSION PUBLIC HEARING —JANUARY 23, 2019 iv. PUBLIC COMMENTS NOT INCLUDED IN STAFF REPORT To Members of the Planning Commission From cindy cromer Re amendments to the notification ordinance 1/23/19 Former deputy director Cheri Coffey was working on the revisions to this ordinance at the time of her death last year. As was often the case, Cheri was dealing with a project without glamour which was unlikely to generate gratitude from anyone. The current ordinance is written in marginal English. It was the Achilles heel when Trolley Square Ventures proposed expanding on the block south of the shopping center. There were plenty of problems with the proposal- - The 4 structures in the way, all identified at the time as contributory. - The proposal to mimic Disneyland in a style which is definitely not a product of its own time. - The use of a zone which had never been contemplated outside the RDA's redevelopment area. -The absence of any buffering for a low density edge of the historic district. -1 could go on. But the most likely way to slow the process was to ask the State Ombudsman for Property Rights to intervene regarding the failure to follow the requirements of the notification ordinance. We did. The Ombudsman agreed with us. Here we are. Many, but not all, of the issues with the proposal from Trolley Square Ventures have now been modified or mitigated. I am fully supportive of looking at engagement more inclusively. The City cannot delegate its responsiblity for notification to independent community organizations. The revision provides for outreach when a community organization fails to respond. I am also supportive of moving the notification requirements to Chapter 21A, where citizens interested in land use can locate them. I remain opposed to the 300 ft. distance for notification because of the extensive land banking in Salt Lake. That distance frequently engages the applicant and his or her immediate family members. I recognize the costs associated with notification over a greater distance. Based on my experience with ownership patterns, I think the length of a block face is an appropriate distance or 660 ft, whichever one is less. From: To: Tran,Tracy Subject: RE: Early Notification Text Amendments-Planning Commission Public Hearing Date: Thursday,January 10,2019 3:29:47 PM Thanks for sending. The new notice requirement will add time and additional dollars to every project proposed within SLC. Let me know how the new codification goes. Regards, ------------------- Rinaldo Hunt ------------------- Please consider the environment before printing this email! NOTICE:This e-mail (including attachments) is covered by the Electronic Communications Privacy Act, 18 U.S.C. Sections 2510-2521, is confidential and may be legally privileged. It is intended to be conveyed only to the designated recipient(s). If you are not the intended recipient, you are hereby notified that any retention, dissemination, distribution or copying of this communication is strictly prohibited and that use, dissemination, distribution or reproduction of this message by unintended recipients is not authorized and may be unlawful. Please reply to sender that you have received the message in error, then delete it, then delete it from your deleted files folder.Thank you. From:Tran,Tracy<Tracy.Tran@slcgov.com> Sent:Thursday,January 10, 2019 3:20 PM To:Tran, Tracy<Tracy.Tran@slcgov.com> Subject: Early Notification Text Amendments- Planning Commission Public Hearing Hi folks, I wanted to inform you that the Early Engagement Text Amendments (PLNPCM2016- 00300) item is scheduled for a public hearing and potential recommendation at the upcoming Planning Commission meeting. Details can be found below: Salt Lake City Planning Commission Meeting Wednesday,January 23, 2019. Meeting begins at 5:30 PM (please check agenda for details) City and County Building, Room 326 451 S State Street The staff report and details of the proposed changes will be on the website about one week before the meeting. The City Council initiated this petition to clarify provisions to City regulations related to From: - To: Tran,Tracy Subject: Re: PLNPCM2016-00300 Early Notification Date: Tuesday,January 22,2019 12:40:45 PM Thanks for the clarifications.I'm glad to know postcards can be forwarded. I have heard many property owners claim they didn't know about something,and never quite sure how that happens. I think our concern about the signs is a general one. The ones we have been noticed about are not an issue.The ones I(or anyone else)sees as they drive down a street while in traffic,or even walking,are the issue. Depending on where the sign is,it may or may not be seen because of the distance from the roadway,or the speed of the traffic It is often difficult to find a place to stop,park and get out to go read a sign. That makes it difficult to know what is proposed or who the planner is. Think of all those big empty lots along 700 East.How would a person even know the address of a lot,much less who to call?Just trying to get all of you to think about options. Even in the downtown area,all of a sudden a lot is empty and there is a proposal.Without a street number,there is no way to track it down.It may sit vacant for years before development starts,but in the meantime,who remembers what is supposedly going in. Building Salt Lake was very helpful,but now that is gone. Accela is an option,but I have never had much luck,unless I have a petition number or an actual address,but that doesn't always work either and I bet 98%of citizens don't know about that. And your answer about 2200 West was exactly what I thought. Maybe an extra sentence in there would help. On Tue, Jan 22, 2019 at 11:34 AM Tran, Tracy<Tracy.Tran&slcgov.com>wrote: Hi Judi, I wanted to clarify some of items related to the letter form the Sugar House Community Council. Notices In terms of the notice, all of the postcards/mailers are sent first class and can be forwarded, granted the property owners have signed up to have their mail forwarded. Whether they are postcards or letters,they are all sent first class and can be forwarded. Signs The current language in the ordinance states that notices must be placed within 25'of the front property line. It is common practice for the Planning Division to place those as close to the right of way as possible and to place them in a visible location. This language is existing and we did not propose any changes to this section. This provision provides flexibility for properties that may have a unique situation in which the best place to place for a sign on the property may not be as simple to place in the front. Let us know if you have a suggestion to change the language of this section. In terms of the size of signs and information on the signs, I believe that is something the Planning Division can work on internally to improve upon that does not require a code change. Although it is not perfect,we do think the best method to obtain all the information related to a project is to speak to the directly speak to the planner assigned to the project as he/she is most familiar with the project and he/she has all the application materials/plans that they can share with the public or direct them to exactly where the application materials can be found. 2200 West The area west of the 2200 West includes most of the City's industrial land. This area of Salt Lake City does not contain any residential uses,which is why it is listed specifically listed(this is also an existing provision in Chapter 2.6o). For this reason,properties west Of 2200 West would be subject to an outreach event as opposed to a community council meeting. Let me know if you have any questions. Thank you, TRACY TRAN Senior Planner PLANNING DIVISION DEPARTMENT OF COMMUNITY and NEIGHBORHOODS SALT LAKE CITY CORPORATION TEL 801-535-7645 FAX 801-535-6174 www.SLC.GOV/PLANNING 4. ORIGINAL PETITION Coffey, Cheri From: Shepard, Nora Sent: Monday, April 25, 2016 12:58 PM To: Coffey, Cheri; Paterson, Joel Subject: FW: Legislative Intent- Changes to Various Boards & Commissions- Noticing Nora Shepard, AICP Planning Director PLANNING DIVISION COMMUNITY and ECONOMIC DEVELOPMENT SALT LAKE CITY CORPORATION TEL 801-535-7226 FAX 801-535-6174 From: Mansell, Cindi Sent: Monday, April 25, 2016 12:55 PM To: Mansell, Cindi; Crandall, Scott; Gust-Jenson, Cindy; Weaver, Lehua; Bruno, Jennifer; Litvack, David; Leary, Patrick; Tarbet, Nick; Shepard, Nora; Norris, Nick; Oktay, Michaela; Reberg, Mike; DeLaMare-Schaefer, Mary Cc: Plane, Margaret; Nielson, Paul Subject: Legislative Intent- Changes to Various Boards &Commissions - Noticing Good Afternoon- At the April 19, 2016 City Council meeting,the Council adopted Ordinance 10 of 2016 providing for fine tuning of City Code related to public hearings and the operations of various board and commissions. The following intent language was also adopted. Please take appropriate action and forward this message to anyone else that needs to be involved. 8 : 30 : 14 PM Councilmember Penfold moved and Councilmember Rogers seconded to support a Legislative Intent requesting the Administration review the City' s noticing requirements related to land use issues in an effort to enhance transparency and community engagement . The Council is interested in reviewing appropriate early notification standards to ensure that the neighborhoods around proposed projects are afforded adequate notification and have sufficient time to provide feedback. The review should consider ways to improve notification and participation at community Council meetings and open houses, while balancing the needs of applicants to have a timely review process . The motion passed unanimously, all members voted aye . (P 16-4) G,� L.. M aIKI .l M M G/GRM Salt Lake City Recorder 801-535-6223 i Items G2-G10 �''••�' �`�� "" MOTION SHEET CITY COUNCIL of SALT LAKE CITY ,fell TO: City Council Members Project Timeline: FROM: Sylvia Richards, Policy Analyst Public Hearing: May 16,2023 DATE: May 16, 2023 RE: MOTION SHEET FOR PUBLIC HEARING The Council will conduct a Public Hearing and may consider the following motion: Motion 1 — Close and Refer I move that the Council close the Public Hearing and refer Item G-2 through G-10 to a future Consent Agenda for action. Page 1 NEW GRANT APPLICATIONS FOR COUNCIL REVIEW 5/16/23 City Match Number of Grant Title Grant Purpose Status Annual Total Funding Requested Required? FTEs Grant Grant& Agency By Requested and FTE Amount 1. Yes-$662,500 None. Salt Lake Summit Constructs new 4/10- Needs The City $300,000 UT Dept of CAN/ included in $1.7 &Tooele mile of shared-use path Public applies No new Transpor- Transpor- mil Urban Trail Counties on north side of Indiana Hearing for TAP FTE's. tation tation request made by Transportation Ave. west of Redwood funding Division Transp. Division Alternatives Rd. and improves 3 each from CIP FY 23- Program (TAP) pedestrian/bike year for 24 funding Grant FY23 crossings. different round. 9-Line Trail projects. Extension West of Redwood Rd 2. Yes. $457,667 None. Backman Develop space near Needs No $200,000 Utah Dept Parks & Source: Community Open Backman Bridge to Public No new of Natural Public Lands Approved CIP Space Grant provide safe route for Hearing FTE's. Resources funding children walking to school. New space will be a community gathering place with nature playground and an outdoor classroom programmed by Backman Elementary. 3. Yes. $225,000 None. Jordan River Remove debris from Needs No $150,000 UT Dept of Parks & Source: $175,000 Water Trail Tree Jordan River Water Trail Public No new Natural Public Lands from existing & Debris Removal to improve safety and Hearing FTE's. Resources Public Lands —Utah Outdoor accessibility for paddle budget. $50,000 Recreation Grant boat users. from Division of Forestry, Fire& State Lands 4. No. None. Water Line Develop a water service Needs No $99,815 Dept. of Public $16,981 is being Connections: line replacement (LSLR) Public No new Environm. Utilities requested for Service Line plan for an estimated Hearing FTE's. Quality, UT existing Dept. of Inventory/ Lead 13,894 water line Division of Public Utility Service connections for Drinking employees. Replacement Plan qualifying disadvantage Water Development census blocks meeting the Hardship Funding Criteria of Utah Department of Environmental Quality. 5. Yes. $1,866 will None. Pole Mounted Cameras will be Needs No $39,200 Assistance Police Dept. come from the Surveillance mounted in areas where Public No new to Fire- department's Cameras fires may be set Hearing FTE's. fighters/ existing budget. intentionally. FEMA/ Dept. of Homeland Security 6. Yes.The $35k None. Emergency Mgmt. Funds support Needs Yes. $35,000 Utah Dept. Fire Dept. match is from Performance Emergency Mgmt. Public of Emerg. Division of existing staff Grant functions and programs. Hearing. Mgmt. Emergency salary. Homeland Mgmt. Security 7. No. None. 2024 Police Traffic Purchase radar Needs Possibly $19,518 UT Dept. of Police Dept. Services equipment Public Public Equipment Hearing Safety Program Highway Safety Office 8. No. None. Distracted Driving Overtime funds for Yes $17,550 UT Dept. of Police Dept. Prevention officers to conduct Public Program distracted driving Safety enforcement and Highway education. Safety Office 9. No. None. Race, Equity and Address barriers to Needs No $15,000 National Economic Leadership Grant: entrepreneurship: hire Public No new League of Develop- State of Latino consultant to review city Hearing FTE's. Cities ment Businesses in SLC practices and resources and engage w/city stakeholders to identify solutions for more equitable process for minority owned small businesses. Grant Application Submission Notification Memo TO: Office of the City Council I Cindy Gust-Jenson,Jennifer Bruno,Taylor Hill, Sylvia Richards, Linda Sanchez, Lehua Weaver; Office of the Mayor I Rachel Otto, Lisa Shaffer; Department of Finance I Mary Beth Thompson,Aaron Price, Sarah Behrens, Ann Garcia, Sandee Moore,John Vuyk; Office of the City Attorney I Jaysen Oldroyd, SLCRecorder@slcgov.com CC: Department of Community& Neighborhoods I Blake Thomas, Orion Goff,Jon Larsen, Becka Roolf, Kevin Young FROM: Elizabeth Gerhart e-W DATE: March 22, 2023 SUBJECT: Salt Lake, Summit, and Tooele Counties Transportation Alternatives Program Fiscal Year 2023 1 9-Line Trail Extension West of Redwood Road FUNDING AGENCY: Utah Department of Transportation GRANT PROGRAM: Salt Lake, Summit, and Tooele Counties (Region Two)Transportation Alternatives Program Fiscal Year 2023 REQUESTED GRANT AMOUNT: $300,000 DEPARTMENT: Department of Communities & Neighborhoods I Division of Transportation COLLABORATING AGENCIES: Not applicable DATE SUBMITTED: February 28, 2023 SPECIFICS: ❑ Equipment/Supplies Only ❑ Technical Assistance ❑ Provides Hourly Positions ❑ Existing ❑ New ❑ Overtime ❑ Requires Funding After Grant Explanation: 0 Match Required $662,500 ❑ In-Kind Services and 0 Cash GRANT DETAILS: ■ Transportation Division requested $300,000 for the 9-Line Trail Extension West of Redwood Road. ■ A project constructs a new 4/10-mile segment of shared-use path along the north side of Indiana Avenue west of Redwood Road and improves three associated pedestrian/bicycle crossings to make key destination-focused connections. ■ The $662,500 match is included in the$1.7 million Urban Trail request made by Transportation Division to the Salt Lake City Capital Improvement Program Fiscal Year 2023-2024 funding round. Items G2-G10 �''••�' �`�� "" MOTION SHEET CITY COUNCIL of SALT LAKE CITY ,fell TO: City Council Members Project Timeline: FROM: Sylvia Richards, Policy Analyst Public Hearing: May 16,2023 DATE: May 16, 2023 RE: MOTION SHEET FOR PUBLIC HEARING The Council will conduct a Public Hearing and may consider the following motion: Motion 1 — Close and Refer I move that the Council close the Public Hearing and refer Item G-2 through G-10 to a future Consent Agenda for action. Page 1 NEW GRANT APPLICATIONS FOR COUNCIL REVIEW 5/16/23 City Match Number of Grant Title Grant Purpose Status Annual Total Funding Requested Required? FTEs Grant Grant& Agency By Requested and FTE Amount 1. Yes-$662,500 None. Salt Lake Summit Constructs new 4/10- Needs The City $300,000 UT Dept of CAN/ included in $1.7 &Tooele mile of shared-use path Public applies No new Transpor- Transpor- mil Urban Trail Counties on north side of Indiana Hearing for TAP FTE's. tation tation request made by Transportation Ave. west of Redwood funding Division Transp. Division Alternatives Rd. and improves 3 each from CIP FY 23- Program (TAP) pedestrian/bike year for 24 funding Grant FY23 crossings. different round. 9-Line Trail projects. Extension West of Redwood Rd 2. Yes. $457,667 None. Backman Develop space near Needs No $200,000 Utah Dept Parks & Source: Community Open Backman Bridge to Public No new of Natural Public Lands Approved CIP Space Grant provide safe route for Hearing FTE's. Resources funding children walking to school. New space will be a community gathering place with nature playground and an outdoor classroom programmed by Backman Elementary. 3. Yes. $225,000 None. Jordan River Remove debris from Needs No $150,000 UT Dept of Parks & Source: $175,000 Water Trail Tree Jordan River Water Trail Public No new Natural Public Lands from existing & Debris Removal to improve safety and Hearing FTE's. Resources Public Lands —Utah Outdoor accessibility for paddle budget. $50,000 Recreation Grant boat users. from Division of Forestry, Fire& State Lands 4. No. None. Water Line Develop a water service Needs No $99,815 Dept. of Public $16,981 is being Connections: line replacement (LSLR) Public No new Environm. Utilities requested for Service Line plan for an estimated Hearing FTE's. Quality, UT existing Dept. of Inventory/ Lead 13,894 water line Division of Public Utility Service connections for Drinking employees. Replacement Plan qualifying disadvantage Water Development census blocks meeting the Hardship Funding Criteria of Utah Department of Environmental Quality. 5. Yes. $1,866 will None. Pole Mounted Cameras will be Needs No $39,200 Assistance Police Dept. come from the Surveillance mounted in areas where Public No new to Fire- department's Cameras fires may be set Hearing FTE's. fighters/ existing budget. intentionally. FEMA/ Dept. of Homeland Security 6. Yes.The $35k None. Emergency Mgmt. Funds support Needs Yes. $35,000 Utah Dept. Fire Dept. match is from Performance Emergency Mgmt. Public of Emerg. Division of existing staff Grant functions and programs. Hearing. Mgmt. Emergency salary. Homeland Mgmt. Security 7. No. None. 2024 Police Traffic Purchase radar Needs Possibly $19,518 UT Dept. of Police Dept. Services equipment Public Public Equipment Hearing Safety Program Highway Safety Office 8. No. None. Distracted Driving Overtime funds for Yes $17,550 UT Dept. of Police Dept. Prevention officers to conduct Public Program distracted driving Safety enforcement and Highway education. Safety Office 9. No. None. Race, Equity and Address barriers to Needs No $15,000 National Economic Leadership Grant: entrepreneurship: hire Public No new League of Develop- State of Latino consultant to review city Hearing FTE's. Cities ment Businesses in SLC practices and resources and engage w/city stakeholders to identify solutions for more equitable process for minority owned small businesses. Grant Application Submission Notification Memo TO: Office of the City Council I Cindy Gust-Jenson,JenniferBru no,Taylor Hill, Sylvia Richards, Linda Sanchez, Lehua Weaver Office of the Mayor I Rachel Otto, Lisa Shaffer Department of Finance I Mary Beth Thompson, Aaron Price, Elizabeth Gerhart, Ann Garcia, Sandee Moore, John Vuyk Office of the City Attorney I Jaysen Oldroyd, SLCRecorder@slcgov.com EC: Department of Parks& Public Lands I Tom Millar FROM: Sarah Behren3�p DATE: March 17, 2023 SUBJECT: Backman Community Open Space FUNDING AGENCIES: Utah Department of Natural Resources GRANT PROGRAM: Utah Outdoor Recreation Grant REQUESTEDGRANTAMOUNT: $200,000 DEPARTMENT: Park& Public Lands COLLABORATING AGENCIES: DATE SUBMITTED: March 17,2023 SPECIFICS: ❑ Equipment/Supplies Only ❑ Technical Assistance ❑ Provides Hourly Positions ❑ Existing ❑ New ❑Overtime ❑ Requires Funding After Grant Explanation: ER Match Required Minimum 50% ❑ In-Kind Services and ® Cash GRANT DETAILS: The department has requested grant fu ndsto develop a vacant space located near Backman Elementary School.The projectwill develop the property located nearthe Backman Bridge and provide safer route for children walking to school.The new space will become a community gathering place with a nature playground, native habitat,and an outdoor classroom programmed by Backman Elementary.Th publicspaces will caterto children of all agesto engage and explore nature in an urban neighborhood.The parkwill also connect to the Jordan River Parkway providing access to more recreational opportunities that support an active lifestyle. UORG Request: $ 200,000 Match: $457,667 cash Total Project: $657,667 The Match is met through approved CIP. Items G2-G10 �''••�' �`�� "" MOTION SHEET CITY COUNCIL of SALT LAKE CITY ,fell TO: City Council Members Project Timeline: FROM: Sylvia Richards, Policy Analyst Public Hearing: May 16,2023 DATE: May 16, 2023 RE: MOTION SHEET FOR PUBLIC HEARING The Council will conduct a Public Hearing and may consider the following motion: Motion 1 — Close and Refer I move that the Council close the Public Hearing and refer Item G-2 through G-10 to a future Consent Agenda for action. Page 1 NEW GRANT APPLICATIONS FOR COUNCIL REVIEW 5/16/23 City Match Number of Grant Title Grant Purpose Status Annual Total Funding Requested Required? FTEs Grant Grant& Agency By Requested and FTE Amount 1. Yes-$662,500 None. Salt Lake Summit Constructs new 4/10- Needs The City $300,000 UT Dept of CAN/ included in $1.7 &Tooele mile of shared-use path Public applies No new Transpor- Transpor- mil Urban Trail Counties on north side of Indiana Hearing for TAP FTE's. tation tation request made by Transportation Ave. west of Redwood funding Division Transp. Division Alternatives Rd. and improves 3 each from CIP FY 23- Program (TAP) pedestrian/bike year for 24 funding Grant FY23 crossings. different round. 9-Line Trail projects. Extension West of Redwood Rd 2. Yes. $457,667 None. Backman Develop space near Needs No $200,000 Utah Dept Parks & Source: Community Open Backman Bridge to Public No new of Natural Public Lands Approved CIP Space Grant provide safe route for Hearing FTE's. Resources funding children walking to school. New space will be a community gathering place with nature playground and an outdoor classroom programmed by Backman Elementary. 3. Yes. $225,000 None. Jordan River Remove debris from Needs No $150,000 UT Dept of Parks & Source: $175,000 Water Trail Tree Jordan River Water Trail Public No new Natural Public Lands from existing & Debris Removal to improve safety and Hearing FTE's. Resources Public Lands —Utah Outdoor accessibility for paddle budget. $50,000 Recreation Grant boat users. from Division of Forestry, Fire& State Lands 4. No. None. Water Line Develop a water service Needs No $99,815 Dept. of Public $16,981 is being Connections: line replacement (LSLR) Public No new Environm. Utilities requested for Service Line plan for an estimated Hearing FTE's. Quality, UT existing Dept. of Inventory/ Lead 13,894 water line Division of Public Utility Service connections for Drinking employees. Replacement Plan qualifying disadvantage Water Development census blocks meeting the Hardship Funding Criteria of Utah Department of Environmental Quality. 5. Yes. $1,866 will None. Pole Mounted Cameras will be Needs No $39,200 Assistance Police Dept. come from the Surveillance mounted in areas where Public No new to Fire- department's Cameras fires may be set Hearing FTE's. fighters/ existing budget. intentionally. FEMA/ Dept. of Homeland Security 6. Yes.The $35k None. Emergency Mgmt. Funds support Needs Yes. $35,000 Utah Dept. Fire Dept. match is from Performance Emergency Mgmt. Public of Emerg. Division of existing staff Grant functions and programs. Hearing. Mgmt. Emergency salary. Homeland Mgmt. Security 7. No. None. 2024 Police Traffic Purchase radar Needs Possibly $19,518 UT Dept. of Police Dept. Services equipment Public Public Equipment Hearing Safety Program Highway Safety Office 8. No. None. Distracted Driving Overtime funds for Yes $17,550 UT Dept. of Police Dept. Prevention officers to conduct Public Program distracted driving Safety enforcement and Highway education. Safety Office 9. No. None. Race, Equity and Address barriers to Needs No $15,000 National Economic Leadership Grant: entrepreneurship: hire Public No new League of Develop- State of Latino consultant to review city Hearing FTE's. Cities ment Businesses in SLC practices and resources and engage w/city stakeholders to identify solutions for more equitable process for minority owned small businesses. Grant Application Submission Notification Memo TO: Office of the City Council I Cindy Gust-Jenson,JenniferBru no,Taylor Hill, Sylvia Richards, Linda Sanchez, Lehua Weaver Office of the Mayor I Rachel Otto, Lisa Shaffer Department of Finance I Mary Beth Thompson, Aaron Price, Elizabeth Gerhart, Ann Garcia, Sandee Moore, John Vuyk Office of the City Attorney I Jaysen Oldroyd, SLCRecorder@slcgov.com EC: Department of Parks & Public Lands I Tom Millar FROM: Sarah Behren3�p DATE: March 17, 2023 SUBJECT: Jordan River Water Trail Tree & Debris Removal FUNDING AGENCIES: Utah Department of Natural Resources GRANT PROGRAM: Utah Outdoor Recreation Grant REQUESTEDGRANTAMOUNT: $150,000 DEPARTMENT: Park& Public Lands COLLABORATING AGENCIES: Division of Forestry, Fire &State Lands Utah Department of Natural Resources Jordan River Commission DATE SUBMITTED: March 17, 2023 SPECIFICS: ❑ Equipment/Supplies Only ❑ Technical Assistance ❑ Provides Hourly Positions ❑ Existing ❑ New ❑Overtime ❑ Requires Funding After Grant Explanation: ® Match Required Minimum 50% ❑ In-Kind Services and ® Cash GRANT DETAILS: The department has requested grant fundsto remove organic matter from the Jordan River Water Trail to improve the safety and accessibilityof non-motorized watercraft.The course is obstructed with years of organic debris(fallen trees,invasive species,etc.) and only more experienced paddlers havethe skills required to avoid obstacles and traps in the water. Recent improvements of boat ramps and trail access have made exploring the Jordan River Trail on the water attractive and possibleto residents and visitors alike.By removingthe debris,the water trail becomes accessibleto paddlers of all skill levels.Inexperienced and beginning paddlers will safely enjoy recreating on the river. UORG Request: $ 150,000 Match-City: $ 175,000 Match—Div.of FF&SL $ 50,000 Total Project: $375,000 The Match is met through existing budget for the project. Items G2-G10 �''••�' �`�� "" MOTION SHEET CITY COUNCIL of SALT LAKE CITY ,fell TO: City Council Members Project Timeline: FROM: Sylvia Richards, Policy Analyst Public Hearing: May 16,2023 DATE: May 16, 2023 RE: MOTION SHEET FOR PUBLIC HEARING The Council will conduct a Public Hearing and may consider the following motion: Motion 1 — Close and Refer I move that the Council close the Public Hearing and refer Item G-2 through G-10 to a future Consent Agenda for action. Page 1 NEW GRANT APPLICATIONS FOR COUNCIL REVIEW 5/16/23 City Match Number of Grant Title Grant Purpose Status Annual Total Funding Requested Required? FTEs Grant Grant& Agency By Requested and FTE Amount 1. Yes-$662,500 None. Salt Lake Summit Constructs new 4/10- Needs The City $300,000 UT Dept of CAN/ included in $1.7 &Tooele mile of shared-use path Public applies No new Transpor- Transpor- mil Urban Trail Counties on north side of Indiana Hearing for TAP FTE's. tation tation request made by Transportation Ave. west of Redwood funding Division Transp. Division Alternatives Rd. and improves 3 each from CIP FY 23- Program (TAP) pedestrian/bike year for 24 funding Grant FY23 crossings. different round. 9-Line Trail projects. Extension West of Redwood Rd 2. Yes. $457,667 None. Backman Develop space near Needs No $200,000 Utah Dept Parks & Source: Community Open Backman Bridge to Public No new of Natural Public Lands Approved CIP Space Grant provide safe route for Hearing FTE's. Resources funding children walking to school. New space will be a community gathering place with nature playground and an outdoor classroom programmed by Backman Elementary. 3. Yes. $225,000 None. Jordan River Remove debris from Needs No $150,000 UT Dept of Parks & Source: $175,000 Water Trail Tree Jordan River Water Trail Public No new Natural Public Lands from existing & Debris Removal to improve safety and Hearing FTE's. Resources Public Lands —Utah Outdoor accessibility for paddle budget. $50,000 Recreation Grant boat users. from Division of Forestry, Fire& State Lands 4. No. None. Water Line Develop a water service Needs No $99,815 Dept. of Public $16,981 is being Connections: line replacement (LSLR) Public No new Environm. Utilities requested for Service Line plan for an estimated Hearing FTE's. Quality, UT existing Dept. of Inventory/ Lead 13,894 water line Division of Public Utility Service connections for Drinking employees. Replacement Plan qualifying disadvantage Water Development census blocks meeting the Hardship Funding Criteria of Utah Department of Environmental Quality. 5. Yes. $1,866 will None. Pole Mounted Cameras will be Needs No $39,200 Assistance Police Dept. come from the Surveillance mounted in areas where Public No new to Fire- department's Cameras fires may be set Hearing FTE's. fighters/ existing budget. intentionally. FEMA/ Dept. of Homeland Security 6. Yes.The $35k None. Emergency Mgmt. Funds support Needs Yes. $35,000 Utah Dept. Fire Dept. match is from Performance Emergency Mgmt. Public of Emerg. Division of existing staff Grant functions and programs. Hearing. Mgmt. Emergency salary. Homeland Mgmt. Security 7. No. None. 2024 Police Traffic Purchase radar Needs Possibly $19,518 UT Dept. of Police Dept. Services equipment Public Public Equipment Hearing Safety Program Highway Safety Office 8. No. None. Distracted Driving Overtime funds for Yes $17,550 UT Dept. of Police Dept. Prevention officers to conduct Public Program distracted driving Safety enforcement and Highway education. Safety Office 9. No. None. Race, Equity and Address barriers to Needs No $15,000 National Economic Leadership Grant: entrepreneurship: hire Public No new League of Develop- State of Latino consultant to review city Hearing FTE's. Cities ment Businesses in SLC practices and resources and engage w/city stakeholders to identify solutions for more equitable process for minority owned small businesses. Grant Application Submission Notification Memo TO: Office of the City Council I Cindy Gust-Jenson,Jennifer Bruno,Taylor Hill, Sylvia Richards, Linda Sanchez, Lehua Weaver; Office of the Mayor I Rachel Otto, Lisa Shaffer; Department of Finance I Mary Beth Thompson, Aaron Price, Sarah Behrens, Ann Garcia, Sandee Moore,John Vuyk; Office of the City Attorney Jaysen Oldroyd, SLCRecorder@slcgov.com CC: Department of Public Utilities I Laura Briefer, Marian Rice, Lisa Tarufelli,Teresa Gray, Holly Lopez, Dustin White FROM: Elizabeth Gerhart eiw DATE: March 24, 2023 SUBJECT: Service Line Inventory/Lead Service Line Replacement Plan Development FUNDING AGENCY: Utah Department of Environmental Quality I Utah Division of Drinking Water GRANT PROGRAM: Service Line Inventory/ Lead Service Replacement Plan Development REQUESTED GRANT AMOUNT: $99,814.60 DEPARTMENT: Department of Public Utilities COLLABORATING AGENCIES: Not applicable DATE SUBMITTED: February 24, 2023 SPECIFICS: ❑ Equipment/Supplies Only ❑ Technical Assistance ❑ Provides Positions ❑ Existing grant-funded ❑ New ❑ Overtime ❑ Requires Funding After Grant Explanation: ❑ Match Required ❑ In-Kind Services and ❑ Cash GRANT DETAILS: ■ Department of Public Utilities (DPU) requested $99,814.60 to conduct a service line inventory and produce a lead service line replacement (LSLR) plan for an estimated 13,894 water line connections in qualifying disadvantage census blocks meeting the Hardship Funding Criteria of Utah Department of Environmental Quality. ■ On December 16, 2020, U.S. Environmental Protection Agency adopted the Lead and Copper Rule Revisions (LCRR) Act that went into effect on January 16, 2021 and has a compliance date of October 16, 2024. ■ DPU must complete a service line inventory that includes publicly-owned and customer-owned portions of the service line and develop a lead service line replacement plan between 2023 and the LCRR compliance date. ■ A total of$16,981.11 is requested for wages for existing DPU staff to conduct record reviews, GIS work, and site inspections for the inventory related to the qualifying disadvantage census tracts. ■ A total of$82,833.49 is requested for consultant services to complete service line inventory deliverables and develop a LSLR plan related to the qualifying disadvantage census tracts. Items G2-G10 �''••�' �`�� "" MOTION SHEET CITY COUNCIL of SALT LAKE CITY ,fell TO: City Council Members Project Timeline: FROM: Sylvia Richards, Policy Analyst Public Hearing: May 16,2023 DATE: May 16, 2023 RE: MOTION SHEET FOR PUBLIC HEARING The Council will conduct a Public Hearing and may consider the following motion: Motion 1 — Close and Refer I move that the Council close the Public Hearing and refer Item G-2 through G-10 to a future Consent Agenda for action. Page 1 NEW GRANT APPLICATIONS FOR COUNCIL REVIEW 5/16/23 City Match Number of Grant Title Grant Purpose Status Annual Total Funding Requested Required? FTEs Grant Grant& Agency By Requested and FTE Amount 1. Yes-$662,500 None. Salt Lake Summit Constructs new 4/10- Needs The City $300,000 UT Dept of CAN/ included in $1.7 &Tooele mile of shared-use path Public applies No new Transpor- Transpor- mil Urban Trail Counties on north side of Indiana Hearing for TAP FTE's. tation tation request made by Transportation Ave. west of Redwood funding Division Transp. Division Alternatives Rd. and improves 3 each from CIP FY 23- Program (TAP) pedestrian/bike year for 24 funding Grant FY23 crossings. different round. 9-Line Trail projects. Extension West of Redwood Rd 2. Yes. $457,667 None. Backman Develop space near Needs No $200,000 Utah Dept Parks & Source: Community Open Backman Bridge to Public No new of Natural Public Lands Approved CIP Space Grant provide safe route for Hearing FTE's. Resources funding children walking to school. New space will be a community gathering place with nature playground and an outdoor classroom programmed by Backman Elementary. 3. Yes. $225,000 None. Jordan River Remove debris from Needs No $150,000 UT Dept of Parks & Source: $175,000 Water Trail Tree Jordan River Water Trail Public No new Natural Public Lands from existing & Debris Removal to improve safety and Hearing FTE's. Resources Public Lands —Utah Outdoor accessibility for paddle budget. $50,000 Recreation Grant boat users. from Division of Forestry, Fire& State Lands 4. No. None. Water Line Develop a water service Needs No $99,815 Dept. of Public $16,981 is being Connections: line replacement (LSLR) Public No new Environm. Utilities requested for Service Line plan for an estimated Hearing FTE's. Quality, UT existing Dept. of Inventory/ Lead 13,894 water line Division of Public Utility Service connections for Drinking employees. Replacement Plan qualifying disadvantage Water Development census blocks meeting the Hardship Funding Criteria of Utah Department of Environmental Quality. 5. Yes. $1,866 will None. Pole Mounted Cameras will be Needs No $39,200 Assistance Police Dept. come from the Surveillance mounted in areas where Public No new to Fire- department's Cameras fires may be set Hearing FTE's. fighters/ existing budget. intentionally. FEMA/ Dept. of Homeland Security 6. Yes.The $35k None. Emergency Mgmt. Funds support Needs Yes. $35,000 Utah Dept. Fire Dept. match is from Performance Emergency Mgmt. Public of Emerg. Division of existing staff Grant functions and programs. Hearing. Mgmt. Emergency salary. Homeland Mgmt. Security 7. No. None. 2024 Police Traffic Purchase radar Needs Possibly $19,518 UT Dept. of Police Dept. Services equipment Public Public Equipment Hearing Safety Program Highway Safety Office 8. No. None. Distracted Driving Overtime funds for Yes $17,550 UT Dept. of Police Dept. Prevention officers to conduct Public Program distracted driving Safety enforcement and Highway education. Safety Office 9. No. None. Race, Equity and Address barriers to Needs No $15,000 National Economic Leadership Grant: entrepreneurship: hire Public No new League of Develop- State of Latino consultant to review city Hearing FTE's. Cities ment Businesses in SLC practices and resources and engage w/city stakeholders to identify solutions for more equitable process for minority owned small businesses. Grant Application Submission Notification Memo TO: Office of the City Council I Cindy Gust-Jenson,JenniferBru no,Taylor Hill, Sylvia Richards, Linda Sanchez, Lehua Weaver Office of the Mayor I Rachel Otto, Lisa Shaffer Department of Finance I Mary Beth Thompson, Aaron Price, Elizabeth Gerhart, Ann Garcia, Sandee Moore, John Vuyk Office of the City Attorney I Jaysen Oldroyd, SLCRecorder@slcgov.com EC: Fire Department I Chief Karl Lieb, Captain Wyman Berg, Clint Rasmussen FROM: Sarah Behren3�p DATE: March 31, 2023 SUBJECT: Pole Mounted Surveillance Cameras FUNDING AGENCIES: Assistance to Firefighters I FEMA I Department of Homeland Security GRANT PROGRAM: Fire Prevention &Safety Grant Program REQUESTED GRANT AMOUNT: $39,200 DEPARTMENT: Fire Department COLLABORATING AGENCIES: Salt Lake City Police Department DATE SUBMITTED: March 30,2023 SPECIFICS: ❑ Equipment/Supplies Only ❑ Technical Assistance ❑ Provides Hourly Positions ❑ Existing ❑ New ❑Overtime ❑ Requires Funding After Grant Explanation: ® Match Required 10% ❑ In-Kind Services and ® Cash GRANT DETAILS: The Fire Department has requested funds to purchase four (4) mobile pole mounted camaras for the purpose of conducting surveillance in areas of the city experiencing high incidents of suspected intentionally set fires.The Fire Departmentwill deploy the cameras in areas experiencing increased fire activityspecifically providing targeted surveillance of arson activity.The department has successfully partnered with the SLCPD to access police surveillance feed from its pole mounted cameras to investigate suspected arson cases.The Fire Investigation Unit has experienced an increase in the number of cases it has referred to the SLCo DA for screening and a decrease in overtime from in person surveillance activity with the addition of this investigative tool. The placement of the police department's cameras is based on data identifying areas with high crime activity. If an arson investigation coincides with geographic areas where PD cameras are placed,the feed may contain valuable investigative information.The departments will work together to analyze data and deploy the full inventory of pole mounted cameras and increase the City's overall capacity to surveille high crime areas. The match of$1,866.67 is met through existing department budget. Items G2-G10 �''••�' �`�� "" MOTION SHEET CITY COUNCIL of SALT LAKE CITY ,fell TO: City Council Members Project Timeline: FROM: Sylvia Richards, Policy Analyst Public Hearing: May 16,2023 DATE: May 16, 2023 RE: MOTION SHEET FOR PUBLIC HEARING The Council will conduct a Public Hearing and may consider the following motion: Motion 1 — Close and Refer I move that the Council close the Public Hearing and refer Item G-2 through G-10 to a future Consent Agenda for action. Page 1 NEW GRANT APPLICATIONS FOR COUNCIL REVIEW 5/16/23 City Match Number of Grant Title Grant Purpose Status Annual Total Funding Requested Required? FTEs Grant Grant& Agency By Requested and FTE Amount 1. Yes-$662,500 None. Salt Lake Summit Constructs new 4/10- Needs The City $300,000 UT Dept of CAN/ included in $1.7 &Tooele mile of shared-use path Public applies No new Transpor- Transpor- mil Urban Trail Counties on north side of Indiana Hearing for TAP FTE's. tation tation request made by Transportation Ave. west of Redwood funding Division Transp. Division Alternatives Rd. and improves 3 each from CIP FY 23- Program (TAP) pedestrian/bike year for 24 funding Grant FY23 crossings. different round. 9-Line Trail projects. Extension West of Redwood Rd 2. Yes. $457,667 None. Backman Develop space near Needs No $200,000 Utah Dept Parks & Source: Community Open Backman Bridge to Public No new of Natural Public Lands Approved CIP Space Grant provide safe route for Hearing FTE's. Resources funding children walking to school. New space will be a community gathering place with nature playground and an outdoor classroom programmed by Backman Elementary. 3. Yes. $225,000 None. Jordan River Remove debris from Needs No $150,000 UT Dept of Parks & Source: $175,000 Water Trail Tree Jordan River Water Trail Public No new Natural Public Lands from existing & Debris Removal to improve safety and Hearing FTE's. Resources Public Lands —Utah Outdoor accessibility for paddle budget. $50,000 Recreation Grant boat users. from Division of Forestry, Fire& State Lands 4. No. None. Water Line Develop a water service Needs No $99,815 Dept. of Public $16,981 is being Connections: line replacement (LSLR) Public No new Environm. Utilities requested for Service Line plan for an estimated Hearing FTE's. Quality, UT existing Dept. of Inventory/ Lead 13,894 water line Division of Public Utility Service connections for Drinking employees. Replacement Plan qualifying disadvantage Water Development census blocks meeting the Hardship Funding Criteria of Utah Department of Environmental Quality. 5. Yes. $1,866 will None. Pole Mounted Cameras will be Needs No $39,200 Assistance Police Dept. come from the Surveillance mounted in areas where Public No new to Fire- department's Cameras fires may be set Hearing FTE's. fighters/ existing budget. intentionally. FEMA/ Dept. of Homeland Security 6. Yes.The $35k None. Emergency Mgmt. Funds support Needs Yes. $35,000 Utah Dept. Fire Dept. match is from Performance Emergency Mgmt. Public of Emerg. Division of existing staff Grant functions and programs. Hearing. Mgmt. Emergency salary. Homeland Mgmt. Security 7. No. None. 2024 Police Traffic Purchase radar Needs Possibly $19,518 UT Dept. of Police Dept. Services equipment Public Public Equipment Hearing Safety Program Highway Safety Office 8. No. None. Distracted Driving Overtime funds for Yes $17,550 UT Dept. of Police Dept. Prevention officers to conduct Public Program distracted driving Safety enforcement and Highway education. Safety Office 9. No. None. Race, Equity and Address barriers to Needs No $15,000 National Economic Leadership Grant: entrepreneurship: hire Public No new League of Develop- State of Latino consultant to review city Hearing FTE's. Cities ment Businesses in SLC practices and resources and engage w/city stakeholders to identify solutions for more equitable process for minority owned small businesses. Grant Application Submission Notification Memo TO: Office of the City Council I Cindy Gust-Jenson,JenniferBru no,Taylor Hill, Sylvia Richards, Linda Sanchez, Lehua Weaver Office of the Mayor I Rachel Otto, Lisa Shaffer Department of Finance I Mary Beth Thompson, Aaron Price, Elizabeth Gerhart, Ann Garcia, Amy Dorsey, Sandee Moore Office of the City Attorney I Jaysen Oldroyd, SLCRecorder@slcgov.com EC: Fire Department/Emergency Management I Chief Karl Lieb, Chief Richard Boden, Audrey Pierce FROM: Sarah Behren3�p DATE: May 2, 2023 SUBJECT: Emergency Management Performance Grant FUNDING AGENCIES: Utah Department of Emergency Management I Department of Homeland Security GRANT PROGRAM: Emergency Management Performance Grant ALLOCATION AMOUNT: $35,000 DEPARTMENT: Fire Department, Division of Emergency Management COLLABORATING AGENCIES: NA DATE SUBMITTED: April 10,2023 SPECIFICS: ❑ Equipment/Supplies Only ❑ Technical Assistance ❑ Provides Hourly Positions ❑ Existing ❑ New ❑Overtime ❑ Requires Funding After Grant Explanation: ® Match Required 1:1 ❑ In-Kind Services and ® Cash GRANT DETAILS: Salt Lake City has submitted the application for the 2023 EMPG annual allocation from the state.The funds support Emergency Management functions and programs. The match is met with the existing staff salary. Items G2-G10 �''••�' �`�� "" MOTION SHEET CITY COUNCIL of SALT LAKE CITY ,fell TO: City Council Members Project Timeline: FROM: Sylvia Richards, Policy Analyst Public Hearing: May 16,2023 DATE: May 16, 2023 RE: MOTION SHEET FOR PUBLIC HEARING The Council will conduct a Public Hearing and may consider the following motion: Motion 1 — Close and Refer I move that the Council close the Public Hearing and refer Item G-2 through G-10 to a future Consent Agenda for action. Page 1 Grant Application Submission Notification Memo TO: Jennifer Bruno, Cindy Gust-Jenson, Rachel Otto, Lisa Shaffer,Mary Beth Thompson, Cindy Lou Trishman CC: Justin Anderson, Sarah Behrens,Mike Brown,Jennifer Covino, Shellie Dietrich,Ann Garcia, Elizabeth Gerhart, Taylor Hill, Sandee Moore,Jaysen Oldroyd,Amy Dorsey,Recorder Routing; Sylvia Richards,DeeDee Robinson,Linda Sanchez,Mary Beth Thompson,Lehua Weaver FROM: Shellie Dietrich DATE: April 26,2023 SUBJECT: 2024 Police Traffic Services Equipment Program FUNDING AGENCY: Utah Department of Public Safety Highway Safety Office GRANT PROGRAM: Police Traffic Services Equipment Program REQUESTED AMOUNT: $19,518.00 DEPARTMENT APPLYING: Salt Lake City Corporation—Police Department COLLABORATING AGENCIES: N/A SPECIFICS: ✓ Equipment/Supplies ❑ Technical Assistance(Training) ❑ Provides FTE Position ❑ Existing ❑New ❑ Overtime ❑ Requires Funding After Grant Explanation: See grant details below. ❑ Match Required: ❑ In-Kind and/or ❑ Cash GRANT DETAILS: The Salt Lake City Police Department is requesting$19,518 to purchase radar units. If awarded the grant project period will be 12 months beginning October 1,2023. NEW GRANT APPLICATIONS FOR COUNCIL REVIEW 5/16/23 City Match Number of Grant Title Grant Purpose Status Annual Total Funding Requested Required? FTEs Grant Grant& Agency By Requested and FTE Amount 1. Yes-$662,500 None. Salt Lake Summit Constructs new 4/10- Needs The City $300,000 UT Dept of CAN/ included in $1.7 &Tooele mile of shared-use path Public applies No new Transpor- Transpor- mil Urban Trail Counties on north side of Indiana Hearing for TAP FTE's. tation tation request made by Transportation Ave. west of Redwood funding Division Transp. Division Alternatives Rd. and improves 3 each from CIP FY 23- Program (TAP) pedestrian/bike year for 24 funding Grant FY23 crossings. different round. 9-Line Trail projects. Extension West of Redwood Rd 2. Yes. $457,667 None. Backman Develop space near Needs No $200,000 Utah Dept Parks & Source: Community Open Backman Bridge to Public No new of Natural Public Lands Approved CIP Space Grant provide safe route for Hearing FTE's. Resources funding children walking to school. New space will be a community gathering place with nature playground and an outdoor classroom programmed by Backman Elementary. 3. Yes. $225,000 None. Jordan River Remove debris from Needs No $150,000 UT Dept of Parks & Source: $175,000 Water Trail Tree Jordan River Water Trail Public No new Natural Public Lands from existing & Debris Removal to improve safety and Hearing FTE's. Resources Public Lands —Utah Outdoor accessibility for paddle budget. $50,000 Recreation Grant boat users. from Division of Forestry, Fire& State Lands 4. No. None. Water Line Develop a water service Needs No $99,815 Dept. of Public $16,981 is being Connections: line replacement (LSLR) Public No new Environm. Utilities requested for Service Line plan for an estimated Hearing FTE's. Quality, UT existing Dept. of Inventory/ Lead 13,894 water line Division of Public Utility Service connections for Drinking employees. Replacement Plan qualifying disadvantage Water Development census blocks meeting the Hardship Funding Criteria of Utah Department of Environmental Quality. 5. Yes. $1,866 will None. Pole Mounted Cameras will be Needs No $39,200 Assistance Police Dept. come from the Surveillance mounted in areas where Public No new to Fire- department's Cameras fires may be set Hearing FTE's. fighters/ existing budget. intentionally. FEMA/ Dept. of Homeland Security 6. Yes.The $35k None. Emergency Mgmt. Funds support Needs Yes. $35,000 Utah Dept. Fire Dept. match is from Performance Emergency Mgmt. Public of Emerg. Division of existing staff Grant functions and programs. Hearing. Mgmt. Emergency salary. Homeland Mgmt. Security 7. No. None. 2024 Police Traffic Purchase radar Needs Possibly $19,518 UT Dept. of Police Dept. Services equipment Public Public Equipment Hearing Safety Program Highway Safety Office 8. No. None. Distracted Driving Overtime funds for Yes $17,550 UT Dept. of Police Dept. Prevention officers to conduct Public Program distracted driving Safety enforcement and Highway education. Safety Office 9. No. None. Race, Equity and Address barriers to Needs No $15,000 National Economic Leadership Grant: entrepreneurship: hire Public No new League of Develop- State of Latino consultant to review city Hearing FTE's. Cities ment Businesses in SLC practices and resources and engage w/city stakeholders to identify solutions for more equitable process for minority owned small businesses. Items G2-G10 �''••�' �`�� "" MOTION SHEET CITY COUNCIL of SALT LAKE CITY ,fell TO: City Council Members Project Timeline: FROM: Sylvia Richards, Policy Analyst Public Hearing: May 16,2023 DATE: May 16, 2023 RE: MOTION SHEET FOR PUBLIC HEARING The Council will conduct a Public Hearing and may consider the following motion: Motion 1 — Close and Refer I move that the Council close the Public Hearing and refer Item G-2 through G-10 to a future Consent Agenda for action. Page 1 NEW GRANT APPLICATIONS FOR COUNCIL REVIEW 5/16/23 City Match Number of Grant Title Grant Purpose Status Annual Total Funding Requested Required? FTEs Grant Grant& Agency By Requested and FTE Amount 1. Yes-$662,500 None. Salt Lake Summit Constructs new 4/10- Needs The City $300,000 UT Dept of CAN/ included in $1.7 &Tooele mile of shared-use path Public applies No new Transpor- Transpor- mil Urban Trail Counties on north side of Indiana Hearing for TAP FTE's. tation tation request made by Transportation Ave. west of Redwood funding Division Transp. Division Alternatives Rd. and improves 3 each from CIP FY 23- Program (TAP) pedestrian/bike year for 24 funding Grant FY23 crossings. different round. 9-Line Trail projects. Extension West of Redwood Rd 2. Yes. $457,667 None. Backman Develop space near Needs No $200,000 Utah Dept Parks & Source: Community Open Backman Bridge to Public No new of Natural Public Lands Approved CIP Space Grant provide safe route for Hearing FTE's. Resources funding children walking to school. New space will be a community gathering place with nature playground and an outdoor classroom programmed by Backman Elementary. 3. Yes. $225,000 None. Jordan River Remove debris from Needs No $150,000 UT Dept of Parks & Source: $175,000 Water Trail Tree Jordan River Water Trail Public No new Natural Public Lands from existing & Debris Removal to improve safety and Hearing FTE's. Resources Public Lands —Utah Outdoor accessibility for paddle budget. $50,000 Recreation Grant boat users. from Division of Forestry, Fire& State Lands 4. No. None. Water Line Develop a water service Needs No $99,815 Dept. of Public $16,981 is being Connections: line replacement (LSLR) Public No new Environm. Utilities requested for Service Line plan for an estimated Hearing FTE's. Quality, UT existing Dept. of Inventory/ Lead 13,894 water line Division of Public Utility Service connections for Drinking employees. Replacement Plan qualifying disadvantage Water Development census blocks meeting the Hardship Funding Criteria of Utah Department of Environmental Quality. 5. Yes. $1,866 will None. Pole Mounted Cameras will be Needs No $39,200 Assistance Police Dept. come from the Surveillance mounted in areas where Public No new to Fire- department's Cameras fires may be set Hearing FTE's. fighters/ existing budget. intentionally. FEMA/ Dept. of Homeland Security 6. Yes.The $35k None. Emergency Mgmt. Funds support Needs Yes. $35,000 Utah Dept. Fire Dept. match is from Performance Emergency Mgmt. Public of Emerg. Division of existing staff Grant functions and programs. Hearing. Mgmt. Emergency salary. Homeland Mgmt. Security 7. No. None. 2024 Police Traffic Purchase radar Needs Possibly $19,518 UT Dept. of Police Dept. Services equipment Public Public Equipment Hearing Safety Program Highway Safety Office 8. No. None. Distracted Driving Overtime funds for Yes $17,550 UT Dept. of Police Dept. Prevention officers to conduct Public Program distracted driving Safety enforcement and Highway education. Safety Office 9. No. None. Race, Equity and Address barriers to Needs No $15,000 National Economic Leadership Grant: entrepreneurship: hire Public No new League of Develop- State of Latino consultant to review city Hearing FTE's. Cities ment Businesses in SLC practices and resources and engage w/city stakeholders to identify solutions for more equitable process for minority owned small businesses. Grant Application Submission Notification Memo TO: Jennifer Bruno, Cindy Gust-Jenson, Rachel Otto, Lisa Shaffer,Mary Beth Thompson, Cindy Lou Trishman CC: Justin Anderson, Sarah Behrens,Mike Brown,Jennifer Covino, Shellie Dietrich,Ann Garcia,Amy Dorsey, Elizabeth Gerhart,Taylor Hill, Sandee Moore,Jaysen Oldroyd, Laura Nygaard, Recorder Routing; Sylvia Richards,DeeDee Robinson,Linda Sanchez,Mary Beth Thompson, Lehua Weaver FROM: Shellie Dietrich DATE: April 26,2023 SUBJECT: 2024 Distracted Driving Prevention Program FUNDING AGENCY: Utah Department of Public Safety—Highway Safety Office GRANT PROGRAM: Distracted Driving Prevention Program REQUESTED AMOUNT: $17,550 DEPARTMENT APPLYING: Salt Lake City Corporation—Police Department COLLABORATING AGENCIES: N/A SPECIFICS: ❑ Equipment/Supplies ❑ Technical Assistance(Training) 0 Provides FTE Position ❑ Existing ❑New 0 Overtime ❑ Requires Funding After Grant Explanation: See grant details below. ❑ Match Required: ❑ In-Kind and/or ❑ Cash GRANT DETAILS: The Salt Lake City Police Department is requesting$17,550 to fund 54 distracted driving enforcement/education overtime shifts. If awarded the grant project period will be 12 months beginning October 1,2023. Items G2-G10 �''••�' �`�� "" MOTION SHEET CITY COUNCIL of SALT LAKE CITY ,fell TO: City Council Members Project Timeline: FROM: Sylvia Richards, Policy Analyst Public Hearing: May 16,2023 DATE: May 16, 2023 RE: MOTION SHEET FOR PUBLIC HEARING The Council will conduct a Public Hearing and may consider the following motion: Motion 1 — Close and Refer I move that the Council close the Public Hearing and refer Item G-2 through G-10 to a future Consent Agenda for action. Page 1 NEW GRANT APPLICATIONS FOR COUNCIL REVIEW 5/16/23 City Match Number of Grant Title Grant Purpose Status Annual Total Funding Requested Required? FTEs Grant Grant& Agency By Requested and FTE Amount 1. Yes-$662,500 None. Salt Lake Summit Constructs new 4/10- Needs The City $300,000 UT Dept of CAN/ included in $1.7 &Tooele mile of shared-use path Public applies No new Transpor- Transpor- mil Urban Trail Counties on north side of Indiana Hearing for TAP FTE's. tation tation request made by Transportation Ave. west of Redwood funding Division Transp. Division Alternatives Rd. and improves 3 each from CIP FY 23- Program (TAP) pedestrian/bike year for 24 funding Grant FY23 crossings. different round. 9-Line Trail projects. Extension West of Redwood Rd 2. Yes. $457,667 None. Backman Develop space near Needs No $200,000 Utah Dept Parks & Source: Community Open Backman Bridge to Public No new of Natural Public Lands Approved CIP Space Grant provide safe route for Hearing FTE's. Resources funding children walking to school. New space will be a community gathering place with nature playground and an outdoor classroom programmed by Backman Elementary. 3. Yes. $225,000 None. Jordan River Remove debris from Needs No $150,000 UT Dept of Parks & Source: $175,000 Water Trail Tree Jordan River Water Trail Public No new Natural Public Lands from existing & Debris Removal to improve safety and Hearing FTE's. Resources Public Lands —Utah Outdoor accessibility for paddle budget. $50,000 Recreation Grant boat users. from Division of Forestry, Fire& State Lands 4. No. None. Water Line Develop a water service Needs No $99,815 Dept. of Public $16,981 is being Connections: line replacement (LSLR) Public No new Environm. Utilities requested for Service Line plan for an estimated Hearing FTE's. Quality, UT existing Dept. of Inventory/ Lead 13,894 water line Division of Public Utility Service connections for Drinking employees. Replacement Plan qualifying disadvantage Water Development census blocks meeting the Hardship Funding Criteria of Utah Department of Environmental Quality. 5. Yes. $1,866 will None. Pole Mounted Cameras will be Needs No $39,200 Assistance Police Dept. come from the Surveillance mounted in areas where Public No new to Fire- department's Cameras fires may be set Hearing FTE's. fighters/ existing budget. intentionally. FEMA/ Dept. of Homeland Security 6. Yes.The $35k None. Emergency Mgmt. Funds support Needs Yes. $35,000 Utah Dept. Fire Dept. match is from Performance Emergency Mgmt. Public of Emerg. Division of existing staff Grant functions and programs. Hearing. Mgmt. Emergency salary. Homeland Mgmt. Security 7. No. None. 2024 Police Traffic Purchase radar Needs Possibly $19,518 UT Dept. of Police Dept. Services equipment Public Public Equipment Hearing Safety Program Highway Safety Office 8. No. None. Distracted Driving Overtime funds for Yes $17,550 UT Dept. of Police Dept. Prevention officers to conduct Public Program distracted driving Safety enforcement and Highway education. Safety Office 9. No. None. Race, Equity and Address barriers to Needs No $15,000 National Economic Leadership Grant: entrepreneurship: hire Public No new League of Develop- State of Latino consultant to review city Hearing FTE's. Cities ment Businesses in SLC practices and resources and engage w/city stakeholders to identify solutions for more equitable process for minority owned small businesses. Grant Application Submission Notification Memo TO: Office of the City Council I Cindy Gust-Jenson,JenniferBru no,Taylor Hill, Sylvia Richards, Linda Sanchez, Lehua Weaver Office of the Mayor I Rachel Otto, Lisa Shaffer Department of Finance I Mary Beth Thompson, Aaron Price, Elizabeth Gerhart, Ann Garcia, Sandee Moore, John Vuyk Office of the City Attorney I Jaysen Oldroyd, SLCRecorder@slcgov.com EC: Department of Economic I Lorena Riffo, Jacob Maxwell FROM: Sarah Behren3�p DATE: April 6, 2023 SUBJECT: Race, Equity,and Leadership (RACE) FUNDING AGENCIES: National League of Cities GRANT PROGRAM: Race, Equity,and Leadership REQUESTEDGRANTAMOUNT: $15,000 DEPARTMENT: Economic Development COLLABORATING AGENCIES: DATE SUBMITTED: March 30, 2023 SPECIFICS: ❑ Equipment/Supplies Only ❑ Technical Assistance ❑ Provides Hourly Positions ❑ Existing ❑ New ❑Overtime ❑ Requires Funding After Grant Explanation: ❑ Match Required No ❑ In-Kind Services and ❑ Cash GRANT DETAILS: Economic Development will move forward in addressing the barriers to entrepreneurship identified by the Suazo Business Center study"State of Latino Businesses in Salt Lake City." Commissioned by the department, the study identified issues related to City policies, procedures, and digital access among the Latino business community. The Department of Economic Development will hire a consultant to review City practices and resources and engage with City stakeholders to determine feasible solutions to create a more equitable process for minority owned small businesses and entrepreneurs. Additional barriers found by the study are language access, cultural limitation, digital divide and an understanding of City government's role, process, and expectations. Item G11-G22 MOTION SHEET CITY COUNCIL of SALT LAKE CITY tinyurl.com/SLCFY24 TO: City Council Members FROM: Ben Luedtke Budget&Policy Analyst DATE: May 16, 2023 RE: MOTION SHEET—Ordinance Salt Lake City and Library Fund budgets for FY 2023-24• MOTION: I move that the Council close the public hearings for items G 12-G 23 and refer to the public hearings on June 6,2023 Staff note: The Council may close a public hearing and refer an item to another public hearing which allows an individual to provide comment on the proposed annual budget twice. This allows individuals to respond to new information and proposals as the Council's annual budget deliberations continue. CITY COUNCIL OF SALT LAKE CITY 451 SOUTH STATE STREET,ROOM 304451 SOUTH STATE STREET,ROOM 304 SLCCOUNCIL.COMM P.O.BOX 145476,SALT LAKE CITY,UTAH 84114-5476 TEL 801-535-7600 FAX 801-535-7651 SALT LAKE CITY ORDINANCE No. of 2023 (Adopting the budget for the Library Fund of Salt Lake City, Utah for fiscal year 2023-2024) An ordinance adopting the budget for the library fund of Salt Lake City, Utah for fiscal year 2023-2024. PREAMBLE Pursuant to the provisions of Section 10-6-111 of the Utah Code, the City Budget Officer prepared and filed with the City Council a tentative budget in proper form for all funds for which budgets are required by said law, including the tentative budget for the Library Fund, for fiscal year 2023-2024. The tentative budget was accompanied by a budget message as required by law. The tentative budget, including the tentative budget for the Library Fund, was adopted by the City Council in Resolution No. of 2023, on May , 2023. Section 10-6-118 of the Utah Code requires that before the 30th day of June of each fiscal year, or before September 1, in case of a property tax increase under Sections 59-2-919 through 59-2-923 of the Utah Code, the governing body shall,by resolution or ordinance, adopt a budget for the ensuing fiscal year for each fund for which a budget is required. The City budget officer has now prepared a budget for the Library Fund, in proper form. NOW, THEREFORE, be it ordained by the City Council of Salt Lake City: SECTION 1. PURPOSE. The purpose of this ordinance is to adopt the budget for the Library Fund, for fiscal year 2023-2024. All conditions precedent to the adoption of the budget for the Library Fund have been accomplished. SECTION 2. ADOPTION OF BUDGET. The budget attached hereto and made a part of this Ordinance, shall be, and the same hereby is adopted as the budget for the Library Fund of the City for the fiscal year beginning July 1, 2023, and ending June 30, 2024, in accordance with the requirements of Sections 10-6-105, 10-6-118 and 59-2-923 of the Utah Code. The budget for the Library Fund is subject to the approval of the Mayor and reconsideration of the City Council pursuant to Section 10-3b-204 of the Utah Code. SECTION 3. FILING OF BUDGET. The City Budget Officer is hereby authorized and directed to certify and file copies of the budget with the State Auditor as required by Section 10- 6-118 of the Utah Code. SECTION 4. PUBLIC INSPECTION. The City Budget Officer is hereby authorized and directed to certify and file copies of the budget in the office of said Budget Officer and in the Office of the City Recorder whose permanent office is located at 451 South State Street, Room 415, Salt Lake City, UT 84111, which budget shall be available for public inspection during regular business hours as required by Section 10-6-119 of the Utah Code. SECTION 5. EFFECTIVE DATE. This Ordinance shall become effective on July 1, 2023. Passed by the City Council of Salt Lake City, Utah, this day of 2023. CHAIRPERSON ATTEST: CITY RECORDER Transmitted to the Mayor on Mayor's Action: Approved. Vetoed. MAYOR ATTEST: CITY RECORDER Salt Lake City Attorney's Office Approved As To Form (SEAL) By: J�eK 01d_yd Jaysen Oldroyd Date: Bill No. of 2023. Published: Item G11-G22 MOTION SHEET CITY COUNCIL of SALT LAKE CITY tinyurl.com/SLCFY24 TO: City Council Members FROM: Ben Luedtke Budget&Policy Analyst DATE: May 16, 2023 RE: MOTION SHEET—Ordinance Salt Lake City and Library Fund budgets for FY 2023-24• MOTION: I move that the Council close the public hearings for items G 12-G 23 and refer to the public hearings on June 6,2023 Staff note: The Council may close a public hearing and refer an item to another public hearing which allows an individual to provide comment on the proposed annual budget twice. This allows individuals to respond to new information and proposals as the Council's annual budget deliberations continue. CITY COUNCIL OF SALT LAKE CITY 451 SOUTH STATE STREET,ROOM 304451 SOUTH STATE STREET,ROOM 304 SLCCOUNCIL.COMM P.O.BOX 145476,SALT LAKE CITY,UTAH 84114-5476 TEL 801-535-7600 FAX 801-535-7651 SALT LAKE CITY ORDINANCE No. of 2023 (Adopting the City budget, excluding the budget for the Library Fund which is separately adopted, and the employment staffing document of Salt Lake City, Utah for fiscal year 2023-2024) An ordinance adopting the city budget, excluding the budget for the Library Fund which is separately adopted, and the employment staffing document of Salt Lake City for fiscal year 2023- 2024. PREAMBLE Pursuant to the provisions of Section 10-6-111 of the Utah Code, the City Budget Officer prepared and filed with the City Council a tentative budget in proper form for all funds for which budgets are required by said law, including tentative budgets for the general fund,the library fund, special revenue funds, debt service funds and the capital improvements funds for fiscal year 2023- 2024. The tentative budget was accompanied by a budget message as required by law. That tentative budget was adopted by the City Council, in Resolution No. of 2023, on May 2, 2023. Section 10-6-118 of the Utah Code requires that before the 30t' day of June of each fiscal year, or September 1, in case of a property tax increase under Sections 59-2-919 through 59-2-923 of the Utah Code, the governing body shall, by resolution or ordinance, adopt a budget for the ensuing fiscal year for each fund for which a budget is required. The City budget officer has prepared a budget, in proper form, for all funds for which budgets are required by law. Section 2.52.020 of the Salt Lake City Code states in part that employment staffing documents shall be adopted as an element of the City's budget, or otherwise, as the City Council may require. Three copies of such documents have been filed for use and examination of the public in the Office of the City Recorder whose permanent office is located at 451 South State Street, Room 415, Salt Lake City, UT 84111. NOW, THEREFORE, be it ordained by the City Council of Salt Lake City: SECTION 1. PURPOSE. The purpose of this ordinance is to adopt a budget, except the budget for the Library Fund which is separately adopted, for fiscal year 2023-2024, and to adopt the employment staffing documents. All conditions precedent to the adoption of the budget,which includes the employment staffing documents, have been accomplished. SECTION 2. ADOPTION OF BUDGET. The budget attached hereto and made a part of this Ordinance, shall be, and the same hereby is adopted as the budget of the City, excluding the budget for the Library Fund which is separately adopted, for the fiscal year beginning July 1,2023 and ending June 30, 2024, in accordance with the requirements of Sections 10-6-105, 10-6-118 and 59-2-923 of the Utah Code, subject to the conditions set forth herein. The budget is subject to the approval of the Mayor and reconsideration of the City Council pursuant to Section 10-3b-204 of the Utah Code. SECTION 3. EXHIBITS INCORPORATED BY REFERENCE. The following exhibits are incorporated by reference in the budget for fiscal year 2023-2024 and adopted as an element of the budget: A. The Key Changes for All Funds, labeled"Council Adopted June , 2023"; B. The employment Staffing Document, labeled"Council Adopted June , 2023"; and C. The Motion Sheet, labeled"Council Adopted June , 2023." SECTION 4. BUDGET CONTINGENCIES. The following contingencies apply to the budget adopted for fiscal year 2023-2024: 1. Continued Contingency for All Funding Our Future--Sales Tax Funds(this has been adopted each year since the City implemented the sales tax). The Council approves Funding Our Future sales tax revenue appropriations with the following conditions: a. Expenditure of Funding Our Future Sales Tax Funds. Funding our Future funds may not be expended unless the department or division expending the funds complies with: i. Utah Fiscal Procedures Act ii. The City's Procurement Code and Rules iii. Written verification from the City Attorney and City Finance Director that proper legal and financial procedures have been followed. b. Other Funding Our Future Budget Contingencies: i. The Administration providing a written semiannual spending, implementation and outcomes report on each of the four critical need areas. ii. Tracking funding for Fleet provided through the Funding our Future tax separately to ensure it is spent only on public safety(police, fire, dispatch). iii. The Administration spending funds in the four critical need areas as adopted in the attached key changes spreadsheet. iv. The Administration bringing back to the Council any proposed adjustments to the adopted budget in a budget amendment for re-appropriation before changes are made. v. The Administration maintaining and regularly updating a publicly available dashboard reflecting revenues received and actual uses. vi. In FY23-24 and all future funding requests, providing a label denoting which line items are funded with this Funding Our Future sales tax funds. vii. For all positions added, the Administration shall submit an annual written review along with the Mayor's Recommended Budget to ensure that each position continues to serve the critical need areas and, if a Council work session briefing is scheduled,provide a presentation of the report. SECTION 5. FILING OF BUDGET. The City Budget Officer is hereby authorized and directed to certify and file copies of said budget with the State Auditor as required by Section 10- 6-118 of the Utah Code. SECTION 5. PUBLIC INSPECTION. The City Budget Officer is hereby authorized and directed to certify and file copies of the budget in the office of said Budget Officer and in the Office of the City Recorder whose permanent office is located at 451 South State Street, Room 415, Salt Lake City,UT 84111,which budget shall be available for public inspection during regular business hours as required by Section 10-6-119 of the Utah Code. SECTION 6. EFFECTIVE DATE. This Ordinance shall be deemed effective on July 1, 2023. Passed by the City Council of Salt Lake City, Utah, this day of June, 2023 Darin Mano, Council Chair ATTEST: Cindy Lou Trishman, Recorder Transmitted to the Mayor on Mayor's Action: Approved. Vetoed. MAYOR Salt Lake City Attorney's Office Approved As To Form Date: Bill No. of 2023. By: Ja4jy�Ol.d-o-qd, Published: Jaysen Oldroyd, Senior City Attorney Item G11-G22 MOTION SHEET CITY COUNCIL of SALT LAKE CITY tinyurl.com/SLCFY24 TO: City Council Members FROM: Ben Luedtke Budget&Policy Analyst DATE: May 16, 2023 RE: MOTION SHEET—Ordinance Salt Lake City and Library Fund budgets for FY 2023-24• MOTION: I move that the Council close the public hearings for items G 12-G 23 and refer to the public hearings on June 6,2023 Staff note: The Council may close a public hearing and refer an item to another public hearing which allows an individual to provide comment on the proposed annual budget twice. This allows individuals to respond to new information and proposals as the Council's annual budget deliberations continue. CITY COUNCIL OF SALT LAKE CITY 451 SOUTH STATE STREET,ROOM 304451 SOUTH STATE STREET,ROOM 304 SLCCOUNCIL.COMM P.O.BOX 145476,SALT LAKE CITY,UTAH 84114-5476 TEL 801-535-7600 FAX 801-535-7651 SALT LAKE CITY ORDINANCE No. of 2023 (Adopting the final rate of tax levy, including the final levy for the Library Fund, upon all real and personal property within Salt Lake City, made taxable by law for fiscal year 2023-2024) An ordinance adopting the final rate of tax levy, including the final levy for the Library Fund,upon all real and personal property within Salt Lake City made taxable by law for fiscal year 2023-2024. Be it ordained by the City Council of Salt Lake City: PREAMBLE Chapter 2, Title 59 of the Utah Code states that the governing body of each city shall, by ordinance or resolution, adopt a proposed tax levy or, if the tax rate is not more than the certified tax rate, a final tax levy on the real and personal property for various municipal purposes. Chapter 2, Title 59, of the Utah Code provides for certain notice and hearing requirements if the proposed tax rate exceeds the certified tax rate. In that event, the proposed tax rate does not become final unless approved by resolution of the City Council following such notice and public hearing. It is the intent of Salt Lake City to comply with the mandate of the Utah Legislature, but reserve in itself the power to amend the tax rates set herein to guarantee, after final appraisal figures have been determined, that it does not exceed the amount required for its governmental operations and taxing authority granted by the Legislature. It is the intent of Salt Lake City to adopt a total final tax rate for the general fund that will raise $ , including $ in new growth property tax revenue. Similarly, it is the intent of Salt Lake City to adopt a final tax rate for the Library that will raise $ including $ in new growth property tax revenue, which the City acknowledges will require a truth in taxation hearing. Further, it is the intent of the City to levy an additional tax, if necessary, to cover costs of State legislative mandates or judicial or administrative orders under Chapter 2, Title 59 of the Utah Code. SECTION 1. PURPOSE. The purpose of this ordinance is to adopt a final tax levy, which includes the amount of the final library fund tax levy previously adopted,pursuant to Chapter 2, Title 59 of the Utah Code, upon all real and personal property within Salt Lake City made taxable by law during fiscal year 2023-2024 to defray the necessary and proper expenses of Salt Lake City to maintain the government thereof and for operating and maintaining its libraries and reading rooms and to pay for costs of State legislative mandates or judicial or administrative orders under Chapter 2, Title 59 of the Utah Code. SECTION 2. FINAL TAX LEVY: 2023-2024. The City Council hereby adopts the following final levy, subject to Chapter 2, Title 59 of the Utah Code, upon all real and personal property within Salt Lake City made taxable by law, for the fiscal year of Salt Lake City beginning July 1, 2023, and ending June 30, 2024, a tax of on each dollar of taxable valuation of said property apportioned as follows: a) shall be credited as revenue in the general fund, generating $ of ongoing revenue; and b) shall be credited to the judgment levy for the general fund, a one- year adjustment generating $ of one-time revenue; and c) shall be credited as revenue in the special library fund, generating $ of on-going revenue; and d) shall be credited toward repayment of General Obligation Bonds, generating $ of on-going revenue; and e) shall be credited to the judgment levy for the library fund, a one- year adjustment generating $ of one-time revenue. The City Council hereby further levies a tax to cover the costs of State legislative mandates or judicial or administrative orders under Chapter 2, Title 59 of the Utah Code as determined by the Utah State Tax Commission and the Salt Lake County Auditor's Office. Said tax levies in this Section 2 shall be subject to Mayor approval and City Council reconsideration pursuant to § 10-3b-204 of the Utah Code. SECTION 3. CERTIFIED TO AUDITOR. The tax levies hereinabove determined and levied shall be certified by the City Recorder to the Auditor of Salt Lake County, State of Utah, pursuant to the provisions of Chapter 2, Title 59 of the Utah Code. SECTION 4. RESERVED POWER AND RIGHT TO AMEND. The City hereby expressly reserves the power and right to amend any property tax levy made herein as it may deem just, proper and appropriate under the law. SECTION 5. EFFECTIVE DATE. This Ordinance shall become effective on July 1, 2023. Passed by the City Council of Salt Lake City, Utah, this day of , 2023. CHAIRPERSON ATTEST: CITY RECORDER Transmitted to the Mayor on Mayor's Action: Approved. Vetoed. MAYOR ATTEST: Salt Lake City Attorney's Office Approved As To Form Date: CITY RECORDER By: Ja j( y, w Ol of�o yol Jaysen Oldroyd, Senior City Attorney (SEAL) Bill No. of 2023. Published: Item G11-G22 MOTION SHEET CITY COUNCIL of SALT LAKE CITY tinyurl.com/SLCFY24 TO: City Council Members FROM: Ben Luedtke Budget&Policy Analyst DATE: May 16, 2023 RE: MOTION SHEET—Ordinance Salt Lake City and Library Fund budgets for FY 2023-24• MOTION: I move that the Council close the public hearings for items G 12-G 23 and refer to the public hearings on June 6,2023 Staff note: The Council may close a public hearing and refer an item to another public hearing which allows an individual to provide comment on the proposed annual budget twice. This allows individuals to respond to new information and proposals as the Council's annual budget deliberations continue. CITY COUNCIL OF SALT LAKE CITY 451 SOUTH STATE STREET,ROOM 304451 SOUTH STATE STREET,ROOM 304 SLCCOUNCIL.COMM P.O.BOX 145476,SALT LAKE CITY,UTAH 84114-5476 TEL 801-535-7600 FAX 801-535-7651 SALT LAKE CITY ORDINANCE No. of 2023 (Amendments to the Salt Lake City Consolidated Fee Schedule) An ordinance amending various fees and fee information set forth in the Salt Lake City Consolidated Fee Schedule. WHEREAS, on May 17, 2011 the City Council adopted Ordinances 2011-23, 2011-24 and 2011-25 to authorize and create the Salt Lake City Consolidated Fee Schedule; and WHEREAS, the Salt Lake City Consolidated Fee Schedule has since been amended from time to time; and WHEREAS, it is now proposed that the Salt Lake City Consolidated Fee Schedule be amended to include, eliminate, or otherwise modify various fees and fee information as shown in the attached Exhibit"A"; and WHEREAS, the City Council finds (i)the fees set forth in Exhibit A are necessary, reasonable, and equitable in relation to regulatory and service costs incurred by the City; and (ii) adoption of this ordinance reasonably furthers the health, safety, and general welfare of the citizens of Salt Lake City. NOW, THEREFORE, be it ordained by the City Council of Salt Lake Ci .tom SECTION 1. That the Salt Lake City Consolidated Fee Schedule shall be, and hereby is, amended in pertinent part as set forth in the attached Exhibit"A". SECTION 2. That a revised copy of the Salt Lake City Consolidated Fee Schedule that reflects the amendments set forth in the attached Exhibit"A" shall be published on the official Salt Lake City website. SECTION 3. Effective Date. That this ordinance shall become effective July 1, 2023. Passed by the City Council of Salt Lake City, Utah this_day of , 2023. CHAIRPERSON ATTEST: CITY RECORDER Transmitted to Mayor on Mayor's Action: Approved. Vetoed. MAYOR CITY RECORDER (SEAL) Salt Lake City Attorney's Office Approved As To Form Bill No. of 2023. By: 9 OM-9d Published: Jaysen Oldroyd Date: EXHIBIT "A" Salt Lake City Consolidated Fee Schedule 47 � .ram ��i ■ f...k,' '� �., i� � '.i � � �. I.M.-w jots Amended XX/XX/2023 by Ord.2023-XX Page 1 Salt Lake City Consolidated Fee Schedule This document shows fees charged by Salt Lake City to offset regulatory and administrative service costs. Although most City fees are shown, this consolidated fee schedule does not show penalties, such as fines and late fees; court fees; credit card processing fees; or fees required by a city contract, such as concession and franchise fees. It also may not show fees authorized by administrative rules or a general delegation of authority. The City intends that future versions of this document will show such fees. Fees are generally listed by City department and the associated service. References to a "section" in the comments column means a section of the Salt Lake City Code. The code may be accessed by going to Sterlingcodifiers.com More than one fee may apply to a given set of circumstances. For answers to questions, please call the number shown at the top of each section. The fees here may change. The current consolidated fee schedule may be accessed by clicking here. The fee schedule was originally adopted by Ordinance 2011-25 and has been subsequently amended by: Amended XX/XX/2023 by Ord.2023-XX Page 2 Amended By: Code Sections Affected: 5.04.070 5.48.030 5.76.120 5.76.120 15.16.090 5.09.010 5.56.040 5.90.010 5.90.010 17.16.670 5.14.040 5.60.030 6.16.030 6.16.030 17.72.030 Ordinance 2011-44 5.16.060 5.61.120 12.56.170 12.56.170 17.81.200 5.16.180 L574. .280 12.56.210 12.56.210 18.44.030 5.37.080 .040 14.52.030 14.52.030 5.42.030 080 1 15.16.031 15.16.031 Ordinance 2011-75 15.16.031 Ordinance 2012-3 8.04.065 18.04.070 Ordinance 2012-6 8.06.010 Ordinance 2012-27 18.98.190 9.08.030 15.16.090 16.5 6.0 50 16.60.120 12.56.170 16.12.140 16.56.090 17.04.030 12.56.240 16.12.150 16.56.100 17.16.670 Ordinance 2012-44 15.16.020 16.12.155 16.56.130 17.16.680 15.16.031 16.12.160 16.5 6.15 0 17.64.040 15.16.035 16.12.170 16.56.170 17.72.030 15.16.060 16.12.180 16.56.180 18.44.030 15.16.080 116.12.190 116.60.110 21A.64.010 Ordinance 2012-54 8.04.135 Ordinance 2012-69 15.16.090 Ordinance 2012-93 17.90.020 117.95.300 Ordinance 2013-17 15.16.010 115.16.110 Ordinance 2013-28 2.12.040 13.02.020 Ordinance 2013-37 2.75.040 Ordinance 2013-38 3.16.050 Ordinance 2013-39 03.02.030 Annual CPI Adjustment Ordinance 2013-40 3.16.040 Ordinance 2013-42 15.16.020 Ordinance 2013-43 12.96.025 Ordinance 2013-51 15.24.290 Ordinance 2014-10 18.98.190 117.81.400 Amended XX/XX/2023 by Ord.2023-XX Page 3 Ordinance 2014-27 17.16.590 117.16.670 Annual CPI Adjustment 2.12.040 3.50.020 5.16.090 Ordinance 2014-41 5.51.027 15.16.090 15.24.120 18.98.090 18.98.160 3.16.005 12.56.600 15.16.120 Ordinance 2014-50 15.16.031 15.16.035 Ordinance 2014-51 15.16.031 Ordinance 2014-55 21A.06.030 21A.46.120 21A.06.050 121A.50 Ordinance 2015-01 Ordinance 2015-44 Ordinance 2015-65 5.04.070 15.15.020 Ordinance 2015-72 9.08.030 19.08.115 19.08.140 19.08.200 Ordinance 2016-01 12.96.025 Ordinance 2016-10 21A.16.010 Ordinance 2016-41 2.61.030 Ordinance 2016-43 15.16.090 Ordinance 2016-44 Ordinance 2016-45 15.16.031 115.16.035 Ordinance 2016-46 Authority to Set Municipal Fees Ordinance 2016-49 09.08.030 115.16.090 Ordinance 2016-58 5.63.050 Ordinance 2016-79 18.98.020 118.98.050 Ordinance 2017-09 12.56.00 112.28.095 Ordinance 2017-11 15.16.031 15.16.035 Ordinance 2017-22 15.16.031 Ordinance 2017-38 Annual CPI Adjustment Ordinance 2017-52 Federal Trade Zone Amended XX/XX/2023 by Ord.2023-XX Page 4 Ordinance 2018-11 9.08.200 Ordinance 2018-25 18.58.010 Ordinance 2018-34 Annual CPI Adjustment Ordinance 2018-42 14.56.060 114.56.070 Ordinance 2019-06 18.98.020 118.98.120 118.98.160 Ordinance 2019-10 16.60.065 116.64.030 Ordinance 2019-21 8.04.390 Ordinance 2019-30 Annual CPI Adjustment Ordinance 2019-31 Ordinance 2019-32 12.56.550 112.56.580 Ordinance 2019-55 Ordinance 2020-26 Annual CPI Adjustment Ordinance 2020-30 Ordinance 2020-53 18.48.100 Ordinance 2021-11 12.58.040 Ordinance 2021-35 Annual CPI Adjustment Ordinance 2021-41 8.15.020 8.15.025 8.15.027 Ordinance 2022-37 Annual CPI Adjustment Ordinance 2022-56 Amendments Ordinance 2022-65 14.56.020 Ordinance 2023-XX Annual CPI Adjustment Amended XX/XX/2023 by Ord.2023-XX Page 5 Consolidated Fee Schedule Table of Contents Page(s) Airport 7 - 8 Animal Services 8 Building Rental/Use: City and County Building, Washington Square, Public Safety Building and Pioneer Precinct 8 Business Licensing 9 - 12 Cemetery 12 CAN - Community and Neighborhoods 13 - 19 Economic Development 19 Engineering 20 Fire 21 - 22 Gallivan Center 23 Golf 23 Impact Fees 25 Parking and Traffic 25 Police 26 - 27 Parks and Public Lands 27 - 30 Records and Elections 31 Refuse 32 - 33 Sanitary Sewer Utilities 33 - 35 Special Events 35 - 37 Storm Water 37 Street Lighting 39 Water 39 - 43 Watershed Recreational 43 General Fund Miscellaneous Fees 43 Amended XX/XX/2023 by Ord.2023-XX Page 6 Salt Lake City Consolidated Fee Schedule AIRPORT For questions regarding Airport Fees Contact:801-575-2721 Service Fee Additional Information Section Aircraft Parking Fees Daily Less than 12,500 pounds(U42-SVRA) $15.00 Ramp and tie down parking 16.56.100 12,500 pounds to 44,999 pounds(U42-SVRA) $60.00 Ramp and tie down parking 16.56.090 Tooele Valley Airport(TVY) $15.00 Ramp and tie down parking 16.56.100 Aircraft Parking-Shade hangar(U42-SVRA) $30.00 Daily parking fee 16.56.100 Aircraft Parking-Single hangar(U42-SVRA) $60.00 Daily parking fee 16.56.100 Aircraft Parking-Twin hangar(U42-SVRA) $90.00 Daily parking fee 16.56.100 Aircraft parking fees exemption:Any person engaging in air transportation services having an assigned gate hold Aeronautical Services Aircraft rental permit $250.00 Annual,per rental aircraft 16.56.090 Aircraft sales permit $250.00 Annual 16.56.100 Commercial flight service permit $250.00 Annual 16.56.130 Commercial Flight service aircraft owner permit $250.00 Annual,per aircraft in addition to 16.56.130 Commercial Flight Service Permit Fee Flight training permit $250.00 Annual 16.56.150 Flight training aircraft owner permit $250.00 Annual,per aircraft in addition to flight 16.56.150 training owner permit fee Airframe and/or Power Plant Repair $250.00 Annual 16.56.170 Radio,instrument or propeller repair service permit $250.00 Annual 16.56.170 Hangar Application Wait List Fee $150.00 $50 non-refundable 16.56.050 Miscellaneous business permit $250.00 jAnnual 16.56.050 Any person desiring to engage in two(2)or more commercial aeronautical activities is responsible for payment of all fees as established for each Multiple aeronautical services aeronautical activity engaged in;however,fees for owned aircraft(as the 16.56.180 term'owner"is defined in Section 16.04.30 of this title),will be assessed for one(1)aeronautical activity only. E Person offering any such services,or combinations thereof,shall do so under written lease or permit agreement with the City.For exemptions and other information,see Section 16.56.010. AVI Fs(Automated Vehicle Identification) Vehicle Category Fee 1 to 5 passengers 16.60.110; 16.60.120; 16.60.130 6 to 9 passengers Set forth in current rate 10 to 15 passengers schedule based on Administrative Rules and Rates established by Administrative Rules and Regulations;also see the current rate 16 to 24 passengers Regulations schedule for other related administrative fees(badging). >24 passengers Campus Dwell Time 30 minutes No cost 16.56.090 30-45 minutes $2.00 16.56.100 45-60 minutes $10.00 16.56.090 Every 5 minutes over 60 minutes $20.00 16.56.100 Terminal Front Dwell Time 16.56.090 0-20 minutes No Cost 16.56.100 20-30 minutes $3.00 16.56.090 30-40 minutes $20.00 16.56.100 Every minute over 40 minutes $5.00 16.56.090 Cargo Carrier Ramp Use Fees Formula based See Section 16.12.170 1 16.12.170 Fuel Royalties $0.06 per gallon of fuel For provisions,see Section 16.12.190 16.12.190 Landing Fees Fixed-wing aircraft Formula based See Section 16.12.160 16.12.160 For Landing Fee Exemptions:See Section 16.12.160 Off Airport In-Flight Caterers 7%of gross sales at airport Paid within 15 days of the end of each month,see 16.12.155 Section 16.12.155 for provisions Parking Economy Lot First hour $5 12.56.240 Each additional hour $5 12.56.240 Daily maximum $12 12.56.240 Click N Park Daily $3 12.56.240 Amended XX/XX/2023 by Ord.2023-XX Page 7 Hourly/Daily(Parking Garage) First hour $5 12.56.240 Each additional hour $5 12.56.240 Daily maximum $35 12.56.240 Walking Lot First hour $5 12.56.240 Each additional hour $5 12.56.240 Daily maximum $21 12.56.240 Concierge Daily rate only $55 12.56.240 Terminal use Fees* Annual terminal space rental Formula based See Section 16.12.150 Annual basement&baggage make-up space Formula based See Section 16.12.150 16.12.140 Common use bag claim Formula based Per enplaned passenger 16.12.150 Common use ticket counter and bag make-up space Formula based Per use/Use equals 3 hours Common use gates Formula based Per use/Use equals 3 hours Rates established Administrative Rules and Regulations;also see the Common use boarding bridge Formula based Per use/Use equals 3 hours current rate schedule. Use of international arrival building Formula based Per passenger deplaned *Terminal use fee exemption:Any airline that has a valid and existing agreement with the City covering use of bag claim and terminal facilities.See also current department rate schedule for miscellaneous terminal and airport use fees. ANIMAL SERVICES Note: Salt Lake City contracts with Salt Lake County for Animal Services. Animal service fees are set and administered by Salt Lake County. http://slco.org/animal-services/about-us/fees-and-services/ For questions regarding Animal Service Fees Contact: 385-468-7387 BUILDING RENTAL/USE: CITY and COUNTY BUILDING, WASHINGTON SQUARE, PUBLIC SAFETY BUILDING and PIONEER PRECINCT For questions regarding Building and Square fees Contact: 801.535.7280 Service Fee Deposit Additional Information Section Activity with food $890 $548 15.14.020 Filming(Commercial) Fewer than 8 staff,crew and other persons $342 $685 Each 4 hour block 15.14.020 8-15 staff,crew and other persons $672 $1008 Each 4 hour block 15.14.020 More than 15 staff,crew and other persons $1,437 $2,055 Each 4 hour block 15.14.020 Miscellaneous Meetings --[ ton-city gular city business hours(8am-5pm) $26/hr $103 Up to 40 people,no more than three hours 15.14.020 business hours $26/hr $103 See Section 15.14.020 15.14.020 Supplemental Charge for Exclusive Building Use 137 NA 15.14.020 Wedding Ceremony Base fee for two hours $198 $103 No food 15.14.020 See Section 15.14.010 for damage and deposit provisions,additional fees and exceptions. Amended XX/XX/2023 by Ord.2023-XX Page 8 BUSINESS LICENSING For questions regarding Business Licensing Fees Contact: 801-535-6644 Service I Fee I Additional Information Section All Businesses pay a Base License Fee and Employee Fee as listed below Base License Fees Before Effective Sept'23 Sept'23 Home occupation businesses $134 $142 5.04.070 Commercial $169 $180 5.04.070 Booth Rental $180 5.04.070 Residential Rental $180 5.04.070 Employee Fee $24 $26 Annual,per full or part-time employee,if business has more than one employee. Additional fees may apply depending on type of business according to list below Before Effective Fees with an effective date other than July 1,2011 are Sept'23 Sept'23 indicated by two columns. Amusement Devices $4 $4 Annual,per device 5.70.040 Amusement Devices Wholesale $29 $31 Annual 5.76.120 Apartment Units See Rental Dwelling 5.90.010 Application for Certificates Public convenience and necessity $148 $157 5.05.130 Auctioneer $145 $154 Per auctioneer 5.16.060 Auction House,Transient $273 $290 Per day,per business 5.16.180 Automobiles Auto Dealers New/Used $66 $70 Annual 5.76.120 Parts sales $124 $132 Annual 5.76.120 Auto/RV/Other Rental Agencies $29 $31 Annual 5.76.120 Auto/Truck&Mechanic Related Services $66 $70 Annual 5.76.120 Towing/Wrecking $22 $24 Annual 5.76.120 Booting Base License Fee Annual 5.76.120 Police Rotation $22 $23 Annual 5.76.120 Automobile Trailer Court Refer to base license Annual per trailer,per space on premises,see section 5.86.056 fee listed in this section 5.86.056 I Financial Institution $140 $148 Annual 5.76.120 Alcohol Sales Before Effective Sept'23 Sept'23 Retail Alcohol/Beer $345 $367 Annual,per license 5.90.010 Restaurant $273 $290 Annual,per license 5.90.010 Bar or Tavern $386 $410 Annual,per license 5.90.010 Single Event $273 $290 Annual,per license 5.90.010 Microbrew pub $273 $290 Annual,per license 5.90.010 Recreational facility beer $345 $367 Annual,per license 5.90.010 Banquet/Catering $292 $310 Annual,per license 5.90.010 Reception/Event Center $310 Annual,per license,requires local consent 5.90.010 Bar Establishment $485 $516 Annual,per business 5.90.010 Beer Sales Application Fee No charge Fee could be assessed in future as per ordinance 5.51.030 Billiards/Pool Tables $4 $4 Annual,per device 5.70.040 Billiards/Pool Tables-Pool Hall $26 $28 Annual 5.76.120 Business License Information Changes Information Change-Non Regulated $20 $21 5.02.210 Information Change-Regulated $45 $48 5.02.210 Childcare Facilities $145 $154 Annual 5.76.120 Clothing Sales $109 $116 Annual 5.76.120 Construction Business $29 $31 Annual 5.76.120 Convalescent and Retirement Facilities $174 $185 Annual 5.76.120 Reception/Venue Centers $22 $23 Annual,no alcohol 5.90.020 Amended XX/XX/2023 by Ord.2023-XX Page 9 Dance Studio Refer to base license 9.04.050 fee listed in this section Dance Hall-Public Dance Hall Refer to base license 9.04.040 fee listed in this section Dating/Marriage Service $116 $123 Per Business 5.42.030 Dry Cleaning and Laundry $145 $154 Annual 5.76.120 Electronic Goods Sales $174 $185 Annual 5.76.120 Consulting $29 $31 Annual 5.76.120 Entertainment Concert $101 $108 Annual,per exhibition room 5.90.010 Dance floor $22 $23 Annual,per room 5.90.010 Live entertainment No charge Fee could be assessed in future as per ordinance 5.90.010 Theater,live $145 1 $154 Annual,per exhibition room 5.90.010 Theater,motion picture No charge Fee could be assessed in future as per ordinance 5.90.010 Fire and Damaged Goods Sales No charge Fee could be assessed in future as per ordinance 5.32.025 Fireworks Inside $90 $95 Annual,per location 9.20.020 Outside $90 $95 Annual,per location 9.20.020 Fireworks Sales Refer to base license Paid at least 10 days prior to opening of business.See 9.20.020 fee listed in this section also 2.120.040 under Fire Furniture Sales $66 $70 Annual 5.76.120 Gas/Oil,Wholesale Gas $295 $314 Annual 5.90.010 Gas/Oil,Wholesale Businesses $29 $31 Annual 5.76.120 Gasoline Stations $170 $181 jAnnual 5.76.120 Government Owned Alcohol Related Business $194 $206 Annual 5.90.010 Grocery/Convenience Stores $145 $154 Annual 5.76.120 Hardware Stores $145 $154 Annual 5.76.120 Healthcare Related $51 $55 Annual 5.76.120 Ice Cream Truck Vehicle Inspection $33 $35 5.64.740 Ice Cream Truck Operator Application Fee No more than$31 5.64.580 Ice Cream Vendors $37 $39 Annual 5.90.010 Design Services $29 $31 Annual 5.76.120 Cleaning/Janitorial $80 $85 Annual 5.76.120 Legal Services/Law Office $22 $24 Annual 5.76.120 Licenses Requiring a Special Public Hearing $66 $70 Plus actual costs 5.02.240 Liquor Consumption $29 $31 Annual,per license 6.16.030 Live Entertainment Concerts $22 $23 5.76.120 Private Club Refer to base license 5.28.080 fee listed in this section Restaurants Refer to base license 5.28.080 fee listed in this section Taverns Refer to base license 5.28.080 fee listed in this section Locksmiths No Charge Fee could be assessed in future as per ordinance 5.90.010 Manufacturing $51 $55 Annual 5.76.120 Alcohol Manufacturing $55 Annual Miscellaneous Services $28 $30 Annual 5.76.120 Mobile Food Business(Truck/Trailer) Standard $103 $103 Also refer to base license fee for this section 5.69.060 Reciprocal $103 $103 No base license fee required 5.69.060 Motion Picture Theaters $105 $112 Annual 5.76.120 Numismatic and/or Bullion Dealer Refer to base license See Section 5.47.030 5.47.030 fee listed in this section Nursing Home Refer to base license See Section 5.86.306 5.86.306 fee listed in this section Out of Doors-Restaurants&Occasional Banquets No Charge For occasional banquets,fee could be assessed in future 5.54.040 as per ordinance Participant License Fee Refer to base license 5.64.330 fee listed in this section Pawnshop and Secondhand Dealer Pawnbroker $1,811 $1,925 Annual,per business 5.48.030 Secondhand compact disk exchange dealer $544 $578 Annual,per business 5.60.030 Secondhand computer exchange dealer $241 $256 Annual,per business 5.60.030 Amended XX/XX/2023 by Ord.2023-XX Page 10 Pedi-cabs No charge Fee could be assessed in future as per ordinance 5.90.010 Proprietor $47 $49 Per automatic amusement device 5.12.050 Real Estate Agencies $22 $23 Annual 5.76.120 Rental Dwelling License with Good Landlord Certification(Per Ordinance) Owner Occupied Rental Base Fee 4 units or less,owner occupies 1 of those units 5.14.040 Dwelling units $35 Per rental unit 5.14.040 Fraternities,sororities,rooming and boarding $20 Per room for lodging or sleeping purposes 5.14.040 house Rental Dwelling License without Good Landlord Certification (Per Ordinance) Owner Occupied Rental Base Fee 4 units or less,owner occupies 1 of those units 5.14.040 Dwelling units $342 Per rental unit 5.14.040 Fraternities,sororities,rooming and boarding $342 Per room for lodging or sleeping purposes 5.14.040 house Restaurants/Cafeterias $109 $116 Annual 5.76.120 Retail/Wholesale Sales $51 $55 Annual 5.76.120 Retail Service Station Refer to base license 5.86.410 fee listed in this section Room Rentals(rooming houses,boarding houses and for profit residential treatment facilities-"Non-Residential"fee) Boarding/rooming house $6 $7 Annual,per rental unit 5.56.040 Hotel $6 $10 Annual,per rental unit 5.56.040 Motel $6 $10 Annual,per rental unit 5.56.040 RV Parks and Campgrounds $28 $30 Annual,per space 5.76.120 Scrap Metal Processor Refer to base license See Section 5.58.030 5.58.030 fee listed in this section Sexually Oriented Business Adult business $418 $444 Annual,per business 5.61.120 Nude agency $1,086 $1,155 Annual,per business 5.61.120 Nude entertainment business $418 $444 Annual,per business 5.61.120 Semi-nude dance agency $420 $447 Annual,per business 5.61.120 Semi nude dancing bar $322 $342 Annual,per business 5.61.120 Outcall agency $1,449 $1,540 Annual,per agency 5.61.120 Adult employee(non-escort) $255 $271 Annual,per employee 5.61.120 Outcall non-performer(non-escort) $255 $271 Annual,per employee 5.61.120 Nude performer employee* $290 $309 Annual,per nude performer;for prorated formula see 5.61.120 Section 5.90.010 Semi-nude dance performer* $290 $309 Annual,per semi-nude performer;for prorated formula 5.61.120 see Section 5.90.010 Semi-nude performer employee* $290 $309 Annual,per semi-nude performer;for prorated formula 5.61.120 see Section 5.90.010 Outcall performer(escort)* $1,086 $1,155 Annual,per outcall performer;for prorated formula see 5.61.120 section 5.90.010 Sexually oriented business transfer $102 $108 Annual,per performer transfer 5.61.120 Photography(adult) $203 $216 jAnnual,per photographer 5.61.120 *These fees shall be prorated as follows:If 180 days or fewer remain before the employer's license expires,the fee shall be 50%of the full fee.If 181 or more days remain before the employer's license expires,the full fee shall be charged Shared Mobility per Device $30 $30 Per device Shared Mobility per Ride $0.10 $0.10 Per ride Mailing/Shipping/Logistics $51 $55 Annual 5.76.120 Solicitor $145 $154 Per Individual 5.64.280 Solicitor ID Card $33 $35 For period of time stated on card 5.64.130 Solicitor Registration $20 $21 For ID card 5.64.430 Sporting Goods Sales $51 $55 Annual 5.76.120 Storage/Warehouse $66 $70 Annual 5.76.120 Theater,Concert Hall,Motion Picture House or Other Place $66 $70 Per day 5.74.080 of Amusement Refer to base license Temporary Merchant fee listed in this See Section 5.64.310 5.64.310 section Tobacco Products-Retail Sales $124 $131 Annual,includes grocery and convenience stores, 5.76.120 taverns,private clubs,hotels,motels and restaurants. Refer to base license Tobacco Sales fee listed in this Annual 5.86.480 section Amended XX/XX/2023 by Ord.2023-XX Page 11 Refer to base license Towing Operations fee listed in this 5.84.140 section Unmanned Kiosks $50 $53 Redbox,Best Buy,Etc Refer to base license Vehicle Authorized Certificate fee listed in this 5.72.170 section Refer to base license Wrecker Service fee listed in this 5.84.040 section CEMETERY For questions regarding Cemetery fees Contact: 801.596.5020 Service Fee Additional Information Section Burial Rights Adult Infant Resident $1,595 $797 15.24.120 Non-resident $2,258 $1,129 15.24.120 Continuing Care Fees Adult Infant Resident $659 $330 15.24.120 Non-resident $1,169 $585 15.24.120 Transfer of Burial Rights $213 15.24.180 Continuing care on property transfer Adult Infant 15.24.180 Resident $659 $330 15.24.180 Non-resident $1,169 $585 15.24.180 Opening and Closing Cremains Residents $532 15.24.290 Non-residents $744 15.24.290 Removal Cremains $1,500 Based on Sexton Approval 15.24.290 Single grave: Adult Infant Residents $1,063 $638 Infant:5'in length or less 15.24.290 Non-residents $1,520 $1,036 Infant:5'in length or less 15.24.290 Removal of remains $3,500 $2,600 Based on Sexton Approval 15.24.290 Double deep grave: Lower Grave Residents $1,222 15.24.290 Non-residents $1,684 15.24.290 Removal of remains $3,700 Based on Sexton Approval 15.24.290 Burial on top of open grave $106 15.24.290 Winter fee-grave opening $319 15.24.290 Winter fee-cremains $53 15.24.290 After Hours Surcharge After4PM any day $396 Per hour 15.24.290 Saturday $425 Per day 15.24.290 Sunday or holiday $396 Per hour 15.24.290 Removal and lowering Adult Infant Resident $4,600 $1,900 Based on Sexton Approval 15.24.290 Non-resident $4,600 $1,900 Based on Sexton Approval 15.24.290 Head Stone Monitoring Ground level $82 15.24.290 Upright $102 15.24.290 Oversize $532 Requires variance process 15.24.290 Amended XX/XX/2023 by Ord.2023-XX Page 12 COMMUNITY AND NEIGHBORHOODS (CAN) For questions regarding Community and Neighborhood fees Contact: 801.535.6000 Service Fee Additional Information Section Boarding or Securing of Buildings Boarding Administrative Costs $500 Plus actual costs,see Section 18.48.110 18.48.100 Boarding Registration Fee $6,000 Per parcel,due on or before boarding permit 18.48.215 anniversary Late Penalty for Registration Fee Nonpayment $100 Per 30 days(or any partial month)until paid 18.48.215 Plus actual costs for weeds abatement and other 18.48,9.36; Other Abatement Administrative Costs $129 adatement work 21A.20 City maintenance of building $233 1 Annual,plus actual costs,see Section 18.48.270 18.48.270 Building Permits Total project valuation: $0.01-$500.00 $50.78 18.32.035 $50.78 for the first$500 plus$4 for each $500.01-$2,000.00 additional$100 or 18.32.035 fraction thereof,to and including$2,000 $110.78 for the first $2,000 plus$20 for each $2,000.01-$25,000.00 additional$1,000 or 18.32.035 fraction thereof,to and including$25,000 $570.78 for the first $25,000 plus$14 for each $25,000.01-$50,000.00 additional$1,000 or 18.32.035 fraction thereof,to and including$50,000 $920.78 for the first $50,000 plus$10 for each $50,000.01-$100,000.00 additional$1,000 or 18.32.035 fraction thereof,to and including$100,000 $1,420.78 for the first $100,000 plus$8 for each $100,000.01 -$500,000.00 additional$1,000 or 18.32.035 fraction thereof,to and including$500,000 $4,620.78 for the first $500,000 plus$7 for each $500,000.01-$1,000,000.00 additional$1,000 or 18.32.035 fraction thereof,to and including$1,000,000 $8,120.78 for the first $1,000,000 plus$5 for $1,000,000.01 and up each additional$1,000 or 18.32.035 fraction there of and above Demolition Landscaping Waivers Property inspection $152 If waiver is denied,this fee will be refunded 18.64.030 Pre-demolition salvage permit 20%of demolition fee See Section 18.64.080 18.64.030 Demolition Permit Application Fees Building floor area: 5-2,000 sq.feet $91 18.64.030 2,001-4,000 sq.feet $106 18.64.030 4,001-6,000 sq.feet $121 18.64.030 6,001-8,000 sq.feet $167 18.64.030 8,001-10,000 sq.feet $182 18.64.030 10,001-12,000 sq.feet $228 18.64.030 12,001-14,000 sq.feet $273 18.64.030 14,001-16,000 sq.feet $319 18.64.030 16,001-18,000 sq.feet $364 18.64.030 18,001-20,000 sq.feet $402 18.64.030 20,001-22,000 sq.feet $455 18.64.030 22,001-24,000 sq.feet $516 18.64.030 24,001-26,000 sq.feet $561 18.64.030 26,001-28,000 sq.feet $622 18.64.030 28,001-30,000 sq.feet $683 18.64.030 30,001-32,000 sq.feet $736 18.64.030 Square feet over 32,000 $15 Per 500 sq.ft.unit 18.64.030 Electrical Permits(Commercial and Industrial) Amended XX/XX/2023 by Ord.2023-XX Page 13 Minimum fee(up to$1,600) $36 18.36.120 Base Fee $53 18.36.100 New service or change of service Alterations or repairs of 600 volt or less capacity 18.36.120 service entrance equipment Up to 100 amps $36 18.36.120 SOS amps to 200 amps $36 18.36.120 Each additional 100 amps or fraction $5 18.36.120 Motor generator installation for emergency or standby power Up to 500 kVa $131 F 18.36.120 Above 500 kVa $194 18.36.120 Alternate fee schedule-Bids Under$100,000 When a fee cannot be computed on the standard Electrical work up to$10,000 .0166 of total valuation schedules,it shall be computed as outlined in 18.36.120 this section up to,but not exceeding,$100,000 us$10 000 When a fee cannot be computed on the standard Bid min , 0 136 schedules,it shall be computed as outlined in 18.36.120 Electrical work between$10,001 and$100,000 multiplied .$10 this section up to,but not exceeding,$100,000 Electrical Permits-Work Exceeding$100,000 Work exceeding$100,000 but less than$250,000 $546 Plus$0.4252 of 1%over$100,000 18.36.130 Work exceeding$250,000 $1,274 Plus$0.1452 of 1%all work at$250,000 or 18.36.130 more Electrical Permits(Residential) Base Fee $53 18.36.100 Minor remodel and additional circuits $36 18.36.100 Service change with 1 or 2 new circuits $36 18.36.100 Service change or alteration $36 18.36.100 Homeowner electrical remodel permit $44 18.36.100 New single family dwelling Up to 1,500 sq.feet $0.0541 Per square foot 18.36.100 Above 1,500 sq.feet $0.0370 Per square foot 18.36.100 Total renovation of electrical systems Existing single family dwelling $36 18.36.100 Multi-unit apartment building* 1 or 2 units $36 18.36.100 3rd and 4th units $15 Each 18.36.100 Additional units including house meter $7 Each 18.36.100 Note:Projects including multi buildings or row houses shall be computed for each building or house separately. *New Multi-unit apartments(excluding transient occupancies,such as hotel or motel which are classified as commercial) First 3 unit $0.061 Per sq.foot 18.36.100 4-10 units $15 Each 18.36.100 11 units and above $7 Each 18.36.100 Computed for each Projects including multiple buildings and/or row houses building or house separately Power panel with no issue for single occupancy buildings $14 18.36.100 Power to panel for construction purposes only 60 Days 30 Day Extension No issue fee $27 $10 18.36.100 Individual apartments in an apartment building,or condominium $5 Each additional meter 18.36.100 units nor for occupancy Electrical Temporary Metering Up to 100 amp load capacity $24 18.36.100 Each additional,or part thereof, 100 amp capacity $5 18.36.100 Fencing Permit $42 18.36.100 Fire Extinguishing Systems Base Fee $53 18.36.100 Automatic fire sprinklers in range hood or vent $7 18.56.040 Dry standpipe $18 Plus$3 each outlet 18.56.040 Fire pump $55 Each 18.56.040 Fire sprinkler systems: 1 to 100 sprinkler heads $46 18.56.040 Over 100 sprinkler heads $46 Plus$0.1398 per head 18.56.040 Flow switch $9 Each 18.56.040 Hood extinguishing system $46 Each 18.56.040 Amended XX/XX/2023 by Ord.2023-XX Page 14 Hydrants on private property $15 Each 18.56.040 Tamper valve $9 Each 18.56.040 Underground piping $24 18.56.040 Water storage tank $18 Each 18.56.040 Wet standpipe $18 Each,plus$2 each hose cabinet 18.56.040 Housing Inspections Existing single-family dwelling Not more than$27 18.48.030 Additional dwelling units on premises $14 Each 18.48.030 Housing Stability Service Fee Additional Information Section Rehabilitation Loan $411 2.61.030 First Time Home Buyer Loan $469 2.61.030 Foreclosure $587 2.61.030 Late Loan Payment Fee A different amount may apply if specified in the 2.61.030 $0 loan documents Returned Check or EFT Transfer $20 2.61.030 Mortgage Insurance 0.5%-1.0% Depending on loan fund sourcing 2.61.030 First Time Home Buyer Repurchase $147 2.61.030 Loan Subordination $61 2.61.030 Mechanical Permits Base Fee $53 18.52.050 Installation or relocation of each forced air or gravity type furnace Including ducts or vents attached to such appliance or burner Up to and including 200,000 BTU.h $27 18.52.050 Over 200,000 BTU.h up to and including 300,000 BTU.h $38 18.52.050 Over 300,000 BTU.h up to an including 1,000,000 BTU.h $60 18.52.050 Over 1,000,000 BTU.h $60 18.52.050 Each additional 500,000 BTU.h or part thereof $22 18.52.050 Installation or relocation of each floor furnace,including vent $16 18.52.050 Installation or relocation of each suspended,recessed wall or floor mounted unit heaters Up to and including 200,000 BTU.h $22 18.52.050 Over 200,000 BTU.h up to and including 300,000 BTU.h $38 18.52.050 Over 300,000 BTU.h $60 18.52.050 For the installation,relocation or replacement of each appliance $16 18.52.050 vent installed and not included on an appliance permit For the repair of,alteration of or addition to each heating appliance,refrigeration unit,cooling unit,absorption unit or each Including alteration of controls regulated by this code heating,cooling,absorption or evaporative cooling system Up to$1,000 contract value $38 18.52.050 Greater than$1,000 contract value $93 18.52.050 and including 3 horsepower,or each absorption system to and $27 18.52.050 Installation or relocation of boilers: Over 200,000 BTU.h to and including 300,000 BTU.h $38 Each 18.52.050 Over 300,000 BTU.h to and including 1,000,000 BTU.h $60 Each 18.52.050 Over 1,000,000 BTU.h to and including 2,000,000 BTU.h $93 Each 18.52.050 Over 2,000,000 BTU.h $93 Plus$17 for each additional 500,000 BTU.h or 18.52.050 part thereof Air handling unit This fee shall not apply to air handling unit which To and including 10,000 cubic feet per minute,including is a portion of a factory assembled cooling unit, ducts attached thereto $27 evaporative cooler or absorption unit for which 18.52.050 permit is required elsewhere in this code. Over 10,000 cubic feet per minute $60 18.52.050 Evaporative cooler other than portable type Up to 6,500 cubic feet per minute $22 Each 18.52.050 More than 6,500 cubic feet per minute $60 Each 18.52.050 Ventilation fan connected to a single duct $16 18.52.050 Ventilation system which is not a portion of any heating or air $16 18.52.050 conditioning system authorized by a permit Installation of each hood which is served by mechanical exhaust, $38 18.52.050 including the ducts for each unit Installation or relocation of domestic type incinerator $22 Each 18.52.050 Installation or relocation of commercial or industrial type $60 Each 18.52.050 incinerator Amended XX/XX/2023 by Ord.2023-XX Page 15 For each appliance or piece of equipment regulated by this code but not classed in other appliance categories,or for which no $22 18.52.050 other fee is listed in this code Installation or relocation of cooling towers: 1 1/2 horsepower up to and including 4 horsepower or tons $27 18.52.050 4 1/2 horsepower up to and including 10 horsepower or $38 18.52.050 tons 11 horsepower or tons and over $71 18.52.050 For the purpose of calculating the rate in tons,the tonnage shall be considered not less than then the following: a.Total maximum BTU peer hour of capacity of the installation divided by 12,000 or b.The nameplate horsepower of any compressor prime mover unit or for any air conditioning installations;or c.2/3 of the nameplate horsepower subsection A18b of this section,for any refrigeration installation Installation or relocation of compressor or absorption systems 1 1/2 horsepower to and including 4 horsepower or tons $22 18.52.050 4 horsepower to and including 5 horsepower or tons $25 18.52.050 5 horsepower to and including 6 horsepower or tons $33 18.52.050 6 horsepower to and including 7 horsepower or tons $36 18.52.050 7 horsepower to and including 8 horsepower or tons $40 18.52.050 8 horsepower to and including 9 horsepower or tons $44 18.52.050 9 horsepower to and including 10 horsepower or tons $49 18.52.050 Each additional horsepower or tons $4 18.52.050 Other appliances* $22 18.52.050 *Fee for each appliance or piece of equipment regulated by this code but not classed in other appliance categories,or for which no other fee is listed in Section 18.52.050 Mobile Home Park Construction Permits General building permit-pads,patio slabs,metal sheds,curb, $3 Per mobile home space 18.76.050 gutter,drives,piers,sidewalks,fence,wall. Inspection of gas line/meter for utility clearance purposes $22 18.56.040 Electric meter stands or pedestals First 10 $7 Each 18.76.050 Next 90 $4 Each 18.76.050 Over100 $3 Each 18.76.050 Park plumbing system,including sewer and water risers $7 Per mobile home space 18.76.050 Permanent buildings,swimming pools,etc. Regular and normal fee 18.76.050 schedule Fire hydrants within property lines $7 Each hydrant 18.76.050 News Racks Permit application $63 14.36.080 News Rack Fee $6 Per news rack in the public right-of-way News Rack Relocation Fee $13 Per news rack,per relocation Removal of Non-Compliant News Rack $359 Per news rack Storage of Non-Compliant News Rack $6 Per news rack,per day at a city facility Certificate filing fee $6 Per news rack 14.36.110 Plan Review Fees Plan review fee 65%of building permit 18.32.035 fee Deferred Plan Review Items after permit issuance,Project Changes after permit issuance, Hourly Plan Review Fee $146 Plan reviews for permits that aren't a"Building 18.32.035 Permit"(Mechanical,Electrical,Fire Alarm,Fire Suppression,etc.) Expedited building plan review Twice the cost of a See Section 18.20.050 18.20.050 standard plan review fee Condominium preliminary review $402 Per plan,plus$11 per unit 21A.56.040 Condominium final review $263 Per plan,plus$11 per unit 21A.56.040 One half the original plan review fee,maximum of $1,457 plus$165 per Renewing expired plan review hour for review See section 18.20.110 18.20.110 necessitated by changes in codes and ordinances, two hour minimum. Plumbing Permits Amended XX/XX/2023 by Ord.2023-XX Page 16 Base fee $53 18.56.040 Inspection of gas line/meter for utility clearance purposes $22 18.56.040 Air conditioning device discharging into the building drainage $9 Each 18.56.040 system Change,alteration or replacement of soil,waste or vent pipe $7 18.56.040 Change or repair of a drain,waste,vent(DWV)system $11 Each 18.56.040 Grey water system $18 Each 18.56.040 Lawn sprinkler control valve on devices $9 Each 18.56.040 Medical gas piping $18 Each 18.56.040 Plumbing fixture or trap roughed in for installation or relocation $7 Each 18.56.040 Refrigeration drain and each safe drain discharged directly or $7 Each 18.56.040 indirectly into the building drain Roof drain $7 Each 18.56.040 Roof drain installed inside building $7 Each 18.56.040 Settling tank or grease trap $53 Each 18.56.040 Soda fountain carbonator $15 Each 18.56.040 Store,restaurant or home appliance or device connected to the $7 Each 18.56.040 culinary water supply and/or building drainage system Vacuum breaker or backflow device on tanks,etc $9 Each 18.56.040 Water heater $15 Each 18.56.040 Water softener or conditioning device $15 Each 18.56.040 Re-Inspection Fee $120 18.20.200 Real Estate Vending Cart Application $34 Not including Mobile Ice cream vendors 5.65.030 Vending License-Mobile Ice Cream Vendors $34 5.64.670 Solar Panel Permit Fee System Size in kW Fee 0-5 kW $240 6-10 kW $420 11-50 kW $480 51-100 kW $1,079 Sidewalk Entertainer and Artist Registration $40 jAnnual 1 14.38.100 Sidewalk Vending Cart-Revocable Land Use Fee $350 jAnnual 05.65.030 Temporary Metering Up to 100 amp load capacity $24 18.36.110 Each additional,or part thereof, 100 amp capacity $5 18.36.110 Temporary Re-locatable Office Buildings Installation permit $103 Per unit 18.84.070 Interior inspection $103 Per unit 18.84.070 Unity Center-Rental rates are for 6 hour consecutive period,unless otherwise noted.For questions regarding the Unity Center contact: 801.535.6533 Staffing Charge $32 Per hour over 6 hours 3.50.080 Janitorial Rate $47 Per hour, 1 hour minimum 3.50.080 Main lobby/gallery Business/individuals $342 Not residents of Glendale or Poplar Grove 15.16.090 Glendale or Poplar Grove residents $240 Per group 15.16.090 City/Community activities No charge Including community council meetings 15.16.090 Theater-Storage or theater dark days during multi-day rentals incur the 6 hour rate per day Business/individuals $269 Not residents of Glendale or Poplar Grove 15.16.090 Glendale or Poplar Grove residents $168 Per group 15.16.090 City/Community activities No charge Including community council meetings 15.16.090 Lobby&Theater Business/individuals $578 Not residents of Glendale or Poplar Grove 15.16.090 Glendale or Poplar Grove residents $479 Per group 15.16.090 City/Community activities No charge Including community council meetings 15.16.090 Full facility rental $685 15.16.090 Classroom $29 Per hour 15.16.090 Rental Reservation and Damage deposits Up to 75 participants $137 15.16.090 More than 75 participants $342 15.16.090 Equipment rental and service rates Chair riser setup $342 15.16.090 Stage setup $205 15.16.090 Table setup $7 Per table 15.16.090 Chair setup $1 Per chair 15.16.090 Amended XX/XX/2023 by Ord.2023-XX Page 17 YouthCity Programs:After School and Summer Programs Income Qualifications Amount per participant Residents of Salt Lake City Household income:*** After School Program* Summer Program** $10,000 or less per year $14 $14 15.16.090 More than$10,000 per year but less than or equal to 42%of the area $48 $69 15.16.090 median income,or with free lunch status More than 42%but less than or equal to 60%of the area median $103 $137 15.16.090 income,or with reduced lunch status More than 60%but less than or equal to 80%of the area median $171 $205 15.16.090 income More than 80%but less than or equal to 100%of the area median $205 $308 15.16.090 income More than 100%of the area median income $274 $538 MR115.16.090 Non-residents of Salt Lake City Household income:*** After School Program* Summer Program** Regardless of income or lunch status $274 $537 15.16.090 *After school program fees will be charged on a monthly basis,with the exception of the months with 12 days or less of scheduled programming which shall be half of the monthly fee,and months with 5 days or less of scheduled programming which shall be one quarter of the monthly fee,as determined by the family median income. **Summer program fees will be charged on a session basis,as determined by the family median income. ***For purpose of the after school and the summer program,area median income shall be determined based on the federal housing and urban development guidelines for the Salt Lake City metropolitan statistical area. Zoning Fees Service Fee Additional Information Section Determination of Nonconforming Use $228 21A.38.025.4 Administrative Interpretation $76 Plus$61 per hour for research after the first hour 21A.12.040.A.6 Alley Vacation/Closure $303 Fee waiver available if adequate signatures are obtained. 14.52.030.A.5 See also fee for required public notices 21A.10.010.E Alternative Parking Residential $455 21A.52.040.A.3 Nonresidential $834 21A.52.040.A.3 Amendments Master plan $1,138 Plus$121 per acre in excess of one acre.See also fee for Utah Code Annoted required public notices(10.9a.204). 10.9A.510 Zoning map amendment $1,214 Plus$121 per acre in excess of one acre.See also fee for 21A.50.040.13 required public notices(21A.10.010.E). Zoning text amendment $1,214 See also fee for required public notices(21A.10.010.E) 21A.50.040.13 Utah Code Annexation $1,517 See also fee for required public notices(21A.10.010.E) Annoted 10.2.401.5 Appeal of a Decision Administrative decision $303 See also fee for required public notices(21A.10.010.E) 21A.16.030.13 Historic Landmark Commission $303 See also fee for required public notices(21A.10.010.E) 21A.16.030.13 Planning Commission $303 See also fee for required public notices(21A.10.010.E) 21A.16.030.13 Appearance Before the Zoning Enforcement Hearing Office First scheduled hearing No charge 21A.20.90 Second scheduled hearing $76 21A.20.90 Billboard Construction or Demolition including the $303 21A.46.160.D.3 demolition of a non-conforming billboard &21A.46.160.L.2 Conditional Building and Site Design Review $910 Plus$121 per acre in excess of one acre.See also fee for 21A.59.070.13 required public notices(21A.10.010.E). Conditional Use $910 See also fee for required public notices(21.A.10.010.E). 21A.54.060.0 Condominium Preliminary $607 Plus$37 per unit.See also fee for required public notices 20.56.40.13 (21.A.10.010.E). Final $455 Plus$24 per unit. 20.56.40.13 Declaration of Surplus Real Property $455 2.58.040 Historic Landmarks Commission Review(Application) Amended XX/XX/2023 by Ord.2023-XX Page 18 Major Alterations of a principal building $38 See also fee for required public notices(21A.10.010.E) 21A.34.020 New construction of a principal building $303 See also fee for required public notices(21A.10.010.E) 21A.34.020 Demolition of a contributing principal building $607 See also fee for required public notices(21A.10.010.E) 21A.34.020 Relocation of a contributing principal building $303 See also fee for required public notices(21A.10.010.E) 21A.34.020 Home Occupation Non-conditional No charge Fee could be assessed in future as per ordinance 21A.36.030 Conditional No charge Fee could be assessed in future as per ordinance 21A.36.030 Outdoor Dining Outdoor Dining Application $32 21A.40.065 Outdoor Dining Permit Fee(1-5 tables) $127 21A.40.065 Outdoor Dining Permit Fee(6 or more tables) $191 21A.40.065 Planned Development $910 Plus$121 per acre in excess of(1)acre.See also fee for 21A.55 required public notices(21A.10.010.E) Signs Based on the Permit fee for signs adopted Building 21A.46.030 Permit Fee Schedule Plan checking fee $0.14 Of building permit value 21A.46.030 Inspection tag $15 21A.46.030 Site Development Permit $303 Plus$61 per acre in excess of one(1)acre 18.28.040.E For historic structures,see Section 21A.34.020 and Special Exception $303 21A.46.070V.See also fee for required public notices 21A.52.040.A.3 21A.10.010.E) [Street Closure $455 See also fee for required public notices. 2.58.040 Subdivision Amendments $455 Plus$121 per lot.See also fee for required public notices 20.04.120 (20.36) Subdivision Preliminary Plat $455 Plus$121 per lot.See also fee for required public notices 20.04.120 (20.36) Subdivision Final Plat $910 Plus$121 per lot. 20.04.120 Subdivision Vacations $455 See also fee for required public notices(20.36) 20.04.120 Engineering Review and Inspection Fee improvements& 20.04.120 Subdivision Lot Line Adjustment $301 20.04.120 Subdivision Consolidating Lots $291 20.04.120 Temporary Uses $303 21A.42.060.B Zoning Variance $455 See also fee for required public notices(21A.10.010.E) 21A.18.040.B As per applicable sections of the City and/or State Code,a fee will be assessed for required public notices. This may include sending notice by 1st class U.S.Mail to property owners within a certain radius of the subject property and/or advertising required public hearings in a newspaper of general circulation. A fee for each required public hearing will be assessed.The noticing fee is authorized through the following sections of the Zoning Ordinance and State Law:Salt Lake City Code 21A.10.E and Utah State Code Annotated 10.9a.204 and 510 ECONOMIC DEVELOPMENT For questions regarding Economic Development fees Contact: 801.535.7200 Service Fee Additional Information Section Foreign Trade Zone Application Fee $3,500 52-2017 Additional General Purpose Zone $3,200 52-2017 Special Purpose Subzone(Non/minimal-manufacturing) $4,000 52-2017 Special Purpose Subzone(Manufacturing) $6,500 52-2017 Expansions $1,600 52-2017 Annual Fee for Operators/Subzones/Usage-Driven Sites $10,000 52-2017 Annual Fee for General Purpose Zone Usage-Driven Sites $5,000 52-2017 Economic Development Loan FundNEW— $120 Each 03.16.005 Amended XX/XX/2023 by Ord.2023-XX Page 19 ENGINEERING For questions regarding Engineering Fees Contact: 801.535.6159 Service Fee Additional Information Section Excavation Permits Shallow Trenching $0.29 Per linear foot 14.32.400 Minimum charge $2,900 14.32.400 Hard surfaced $0.41 Per sq.foot 14.32.400 Minimum charge $225 April 1-November 15 14.32.400 Minimum charge $300 November 16-March 31 14.32.400 Soft Surfaced $0.27 Per sq.foot 14.32.400 Minimum charge $150 April 1-November 15 14.32.400 Minimum charge $175 November 16-March 31 14.32.400 Permit within a restricted area Fees double See Section 14.32.400 A3 14.32.400 Landscaping Permit for Public Right of Way $20 Per job,or$80.66 Per year 2.26.210 Multiple Utility Excavation Permits Hard surfaced Per multiple $167 April 1-November 15 14.32.400 Per multiple $246 November 16-March 31 14.32.400 Pothole/excavation< 10 sq.ft.(per each) $40 April 1-November 15 14.32.400 Pothole/excavation< 10 sq.ft.(per each) $50 November 16-March 31 14.32.400 Test holes(per each) $2 14.32.400 Soft Surface Per multiple $102 April 1-November 15 14.32.400 Per multiple $113 November 16-March 31 14.32.400 Pothole/excavation< 10 sq.ft.(per each) $20 April 1-November 15 14.32.400 Pothole/excavation< 10 sq.ft.(per each) $29 November 16-March 31 14.32.400 Test holes(per each) $1 14.32.400 Poles and Anchors $58 Each pole,concrete pedestal or anchor 14.32.400 Public Survey Monuments Monument(per each) $82 14.10.040 Pre-Notification Mailer First Class Postage 14.32.036 Public Way Improvements Curb and gutter $2 Per linear foot 14.32.405 Sidewalk,driveway approach $0.42 Per sq.foot 14.32.405 Minimum charge $226 April 1-November 15 14.32.405 Minimum charge $282 November 16-March 31 14.32.405 In-kind No charge See section 14.32.405 D 14.32.405 Public Way Obstruction Permits Short term(One Week) Sidewalk Canopy $19 Per Week(Construction barricades) 14.32.410 Dumpster/pod $50 Each,per Week(Construction barricades) 14.32.410 Lane or sidewalk closure $350 Per Week(Construction barricades) 14.32.410 Long term:(1 Month Increments) Sidewalk Canopy $79 Each,per month(Construction barricades) 14.32.410 Dumpster/pod $198 (Construction barricades) 14.32.410 Lane or sidewalk closure $1,400 Each,per month(Construction barricades) 14.32.410 Small Wireless Facility Fees Application fees 14.56.060 Small cell facility to collocate a small wireless facility on $100 Per wireless facility 14.56.060 an existing or replacement utility pole Install,modify or replace a utility pole associated with a small wireless facility,where permitted under Utah Code $250 per wireless facility 14.56.060 Section 54-21-204,or its successor Install,modify or replace a utility pole associated with a small wireless facility,where NOT permitted under Utah $1,000 per wireless facility 14.56.060 Code Section 54-21-204,or its successor Collation Rate As set forth in Utah Code 14.56.070 Section 54-21-504 Street Banners on Utility Poles $56 Application outside of boundaries of a coordinated 21A.46.170 street banner program Amended XX/XX/2023 by Ord.2023-XX Page 20 FIRE For questions regarding Fire Fees Contact: 801.535.4150 Service I Fee Additional Information Section Amusement Building Permit 1 $397 jAnnual 1 2.12.040 Cost Recovery Hazardous material emergency Actual cost See Section 9.44.030 9.44.030 Fire emergency Actual cost See Section 9.48.030 9.48.030 Includes 1 hour of plan review and 1 hour of post $235 construction inspection. 02.12.040 Distributed Antenna System Inspection Fee 144 Each additional hour of plan review. 02.12.040 $91 Each additional hour of inspection. 02.12.040 Emergency Demolition Actual cost The city's cost of demolition. 18.64.160 Emergency Management Community Emergency Response Team(CERT)Class $35 Salt Lake City Resident 3.02.010 $70 Non-Salt Lake City Resident 3.02.010 Amateur(HAM)Radio Operators Class $30 Manual Required(Included in$30 class fee) 3.02.010 EMS CHARGES EMS Billing $64 Per hour 2.12.040 EMS Equipment Surcharge $64 Per event 2.12.040 Medical Report $20 2.12.040 Healthcare Provider CPR $64 2.12.040 Heartsaver CPR Courses $38 2.12.040 Heartsaver CPR/AED Cards&Student Manual $20 Manual Required($3)with Card($17) 2.12.040 Heartsaver CPR/AED BLS Provider-Card&Student Manual $15 Manual Required($13)with Card($2) 2.12.040 Exhibit and Trade Show Permits 0-5,000 sq.feet $267 Single event 2.12.040 5,001-10,000 sq.feet $323 Single event 2.12.040 10,001-25,000 sq.feet $432 Single event 2.12.040 25,001-50,000 sq.feet $534 Single event 2.12.040 50,001-80,000 sq.feet $630 Single event 2.12.040 80,001 125,000 sq.feet $733 Single event 2.12.040 125,001-200,000 sq.feet $836 Single event 2.12.040 Each additional 20,000 sq.feet above 200,000 $131 Single event,in addition to$836 2.12.040 Explosive Permits Fireworks Vendor $637 Permit for stores/tents/selling fireworks 2.12.040 Fireworks $664 Public display outdoors 2.12.040 Blasting $870 Annual 2.12.040 Filming of Fire Engines $338 Per hour(includes 1 Fire Apparatus and up to 2 Fire 2.12.040 Personnel) Fire System and Equipment Installation Permit $131 Fee assessed for each hour to perform inspection during 2.12.040 each phase of installation Fire Watch $57 Per hour 2.12.040 After Hour Firefighter Rate $76 Per hour 2.12.040 Amended XX/XX/2023 by Ord.2023-XX Page 21 Hazardous Materials Permits Minimal dispensing,use or storage $267 Annual/Solids: <500 lbs. Compressed gas: <200 cu.ft. 2.12.040 Oxygen: <504 cu.ft. Liquids: <55 gal. Backup generator systems $199 Annual 2.12.040 Storage quantities exceeding minimal storage $329 Annual 2.12.040 Dispensing or use $534 Annual,quantities exceeding minimum use or dispensing 2.12.040 Body shop/garage $267 Annual,under 5,000 sq.feet 2.12.040 Production and processing $664 Annual 2.12.040 Gas stations $233 Annual 2.12.040 Tire Storage-more than 2,500 Cubic Feet $266 Annual 2.12.040 Wrecking/Salvage Yards-Not including compressed gases, $133 Annual 2.12.040 flammable and combustible liquids,hot works,spray painting. Lumber Yards-Storage or processing of lumber exceeding $213 Annual 2.12.040 100,000 board feet. Pallet Storage-Indoor or Outdoor(over 2,000 sq ft) $186 Annual 2.12.040 Recycling Facilities $213 Annual 2.12.040 CO2 Bulk Storage-100 lbs.or more $133 Annual 2.12.040 Dust Production Operation-(excluding woodworking) $133 Annual 2.12.040 Tank installation,alteration,abandonment,removal or disposal: Single event Up to 3 tanks per site $534 2.12.040 Each additional tank $131 2.12.040 High Rise Permits 7-12 floors $664 Annual 2.12.040 13-18 floors $801 Annual 2.12.040 19-24 floors $931 Annual 2.12.040 25-30 floors $1,068 Annual 2.12.040 31-36 floors $1,205 Annual 2.12.040 37-42 floors $1,336 Annual 2.12.040 Over 42 floors $131 Annual;in addition to$1,336,per each additional 6 floors 2.12.040 Hospitals $664 Annual 2.12.040 Hot Works Operation Permit $199 Annual 2.12.040 National Fire Incident Report(NFIR) $20 Per request;form or property incident search report 2.12.040 Open Burning Permit $267 jAnnual 2.12.040 Place of Assembly Permits 0-5,000 sq.feet $267 Annual 2.12.040 5,001-10,000 sq.feet $397 Annual 2.12.040 10,001-25,000 sq.feet $568 Annual 2.12.040 25,001-50,000 sq.feet $767 Annual 2.12.040 50,001-80,000 sq.feet $966 Annual 2.12.040 80,001-125,000 sq.feet $1,205 Annual 2.12.040 1251001-200,000 sq.feet $1,534 Annual 2.12.040 Each additional 20,000 sq.feet above 200,000 $131 Annual;in addition to$1,534 2.12.040 Property Search $20 2.12.040 Pyrotechnic Special Effects Materials Permit Flame effects $267 Before an audience;single event 2.12.040 Indoor Fireworks $267 Single event 2.12.040 1.4 grain fireworks $267 Single event 2.12.040 Theatrical display $267 Single event 2.12.040 Re-inspection $26 Fee assessed for each 1/4 hour to perform re-inspection, 2.12.040 including paperwork and travel time. State Licensed Healthcare Facilities 0-3,000 sq.feet $199 Annual 2.12.040 3,001-6,000 sq.feet $268 Annual 2.12.040 6,001-10,000 sq.feet $329 Annual 2.12.040 10,001 sq.feet or greater $397 Annual 2.12.040 Temporary Membrane Structures,Tents or Canopies Single event $199 Up to 180 days.See Also Special Events. 2.12.040 Each additional structure on same site $1 See Also Special Events 2.12.040 Re-inspection of additional set up $1 1-2 per week.See Also Special Events 2.12.040 Non-Combustible Temporary Structures<180 days $191 up to 180 days. See Also Special Events 2.12.040 Amended XX/XX/2023 by Ord.2023-XX Page 22 GALLIVAN CENTER Service Fee Additional Information Section Ice Skating-Adults $11 Includes admission and skates 15.16.120 Ice Skating-Children&Seniors $9 Includes admission and skates 15.16.120 GOLF For questions regarding Golf Fees Contact:801.485.7730 Service Fee Additional Information Section Advance Tee Time Reservations 0-8 days in advance No fee 15.16.031 9 days to one year in advance $5.00 Non-refundable Per player,minimum 18 15.16.031 holes No-Show Fee Minimum$5 fee or up to full booked rate based on circumstances Per player,charged based on course 15.16.031 availability. Junior(17 years old or Senior(60 Membership Programs Regular younger) year old and older) LoyalTee Discount Cards $80 NA $70 Plus tax,See Section 15.16.031.A.6 15.16.031 Birdie Passports Without Cart $1,600 NA $1,200 Plus tax,See Section 15.16.031.A.7 15.16.031 Birdie Passports With Cart $2,350 NA $1,950 Plus tax,See Section 15.16.031.A.7 15.16.031 Double Eagle Passports Without Cart $2,300 NA $1,800 Plus tax,See Section 15.16.031.A.8 15.16.031 Double Eagle Passports With Cart $3,250 NA $2,750 Plus tax,See Section 15.16.031.A.8 15.16.031 Junior Annual Passport NA $650 NA Plus tax,See Section 15.16.031.A.10 15.16.031 Junior Summer Passport NA $400 NA Plus tax,See Section 15.16.031.A.9 15.16.031 Golf Gift Cards Golf Gift Card Monthly Service $3 Applied monthly after 12 months of 15.16.031 inactivity Golf Cart Rentals 9 Holes 18 Holes 15.16.031 Double Rider Cart $16 $32 Tax included in fee 15.16.031 Single Rider Cart $8 $16 Tax included in fee 15.16.031 Bonneville/Mountain Dell Double $20.00 $40.00 Tax included in fee 15.16.031 Rider Cart Bonneville/Mountain Dell Single Rider Cart $10.00 $20.00 Tax included in fee 15.16.031 Bonneville/Mountain Dell Twilight Cart Double Rider Cart N/A $28.00 Tax included in fee 15.16.031 Bonneville/Mountain Dell Twilight N/A $14.00 Tax included in fee 15.16.031 Cart Single Rider Cart Glendale Double Rider Cart $18.00 $36.00 Tax included in fee 15.16.031 Glendale Single Rider Cart $9.00 $18.00 Tax included in fee 15.16.031 Private Cart Trail Fee $5.00 $10.00 Tax included in fee 15.16.031 Cover rental $5.00 $10.00 Tax included in fee 15.16.031 Golf Club Rentals Regular $7 $14 Tax included in fee 15.16.031 Premium $15 $30 Tax included in fee 15.16.031 Mountain Dell Premium $20 $35 Tax included in fee 15.16.031 USGA Grant Junior Clubs $3 $6 Tax included in fee 15.16.031 Grandfathered Senior Season Golf 9 Holes 18 Holes Passes Base fee $400 See Section 15.16.031.A.2 15.16.031 Resident surcharge $3 $6 Tax included in fee 15.16.031 Nonresident surcharge $4 $8 Tax included in fee 15.16.031 Green Fees:As of January 1,2022$2.00 per 9-hole/$4.00 per 18-hole round less sales tax will be allocated to a dedicated Golf CIP fund to be used exclusively for golf course improvement projects. Actual green fees charged for seniors,juniors,school golf teams,and group rates are subject to change and may vary from the prices listed on the Consolidated Fee Schedule Green Fees-Tax included in listed green fees Time frame subject to change as needed by Golf General Public Rates Director Amended XX/XX/2023 by Ord.2023-XX Page 23 Courses 9 Holes 18 Holes General Public Rate Time Frame Bonneville $21.00 $42.00 Mon-Fri,all day&Sat/Sun after 2PM 15.16.031 Bonneville weekend before 2PM $42.00 42 Sat/Sun before 2PM 15.16.031 Forest Dale $17.00 NA All Day,Every Day 15.16.031 Glendale $18.00 $36.00 All Day,Every Day 15.16.031 Mountain Dell(Mon-Wed) $21.00 $42.00 Mon-Wed,all day 15.16.031 Mountain Dell(Thur-Sun) N/A $42.00 Thur-Sun until 4PM,18-hole only 15.16.031 Nibley Park $16.00 NA All Day,Every Day 15.16.031 Rose Park $16.00 $32.00 15.16.031 Senior Rates-Age 60 and above See Section 15.16.031.B. Courses 9 Holes 18 Holes Senior Rate Time Frame Bonneville $18.00 $36.00 Mon-Fri,all day&Sat/Sun after 2PM 15.16.031 Forest Dale $15.00 NA Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Glendale $15.00 $30.00 Mon-Fri,all day&Sat/Sun after iPM 15.16.031 Mountain Dell $18.00 $36.00 Mon-Fri,all day&Sat/Sun after 2PM 15.16.031 Nibley Park $14.00 NA Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Rose Park $14.00 $28.00 Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Regular LoyalTee Program Rates Courses 9 Holes 18 Holes Regular LoyalTee Time Frame Bonneville $18.00 $36.00 Mon-Fri,all day&Sat/Sun after 2PM 15.16.031 Forest Dale $15.00 NA Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Glendale $15.00 $30.00 Mon-Fri,all day&Sat/Sun after 2PM 15.16.031 Mountain Dell $18.00 $36.00 Mon-Fri,all day&Sat/Sun after 2PM 15.16.031 Nibley Park $13.00 NA Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Rose Park $13.00 $26.00 Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Senior LoyalTee Program Rates Courses 9 Holes 18 Holes Senior LoyalTee Time Frame Bonneville $15.00 $30.00 Mon-Fri,all day&Sat/Sun after 2PM 15.16.031 Forest Dale $13.00 NA Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Glendale $13.00 $26.00 Mon-Fri,all day&Sat/Sun after 1PM 15.16.031 Mountain Dell $15.00 $30.00 Mon-Fri,all day&Sat/Sun after 2PM 15.16.031 Nibley Park $11.00 NA Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Rose Park $12.00 $24.00 Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Young Adult Rates-Age 18-25 Courses 9 Holes 1S Holes Young Adult Time Frame Bonneville $16.00 $32.00 Mon-Fri,all day&Sat/Sun after 2PM 15.16.031 Forest Dale $14.00 NA Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Glendale $14.00 $28.00 Mon-Fri,all day&Sat/Sun after 1PM 15.16.031 Mountain Dell $16.00 $32.00 Mon-Fri,all day&Sat/Sun after 2PM 15.16.031 Nibley Park $12.00 NA Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Rose Park $12.00 $24.00 Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Junior Rates-Age 6 through Age 17 Courses 9 Holes 1S Holes Junior Rates Time Frame Bonneville $11.00 $22.00 Mon-Fri,all day&Sat/Sun after 2PM 15.16.031 Forest Dale $10.00 NA Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Glendale $10.00 $20.00 Mon-Fri,all day&Sat/Sun after 1PM 15.16.031 Mountain Dell $11.00 $22.00 Mon-Fri,all day&Sat/Sun after 2PM 15.16.031 Nibley Park $9.00 NA Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Rose Park $9.00 $18.00 Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Twilight Rates Mountain Dell NA $48.00 Time frame to be determined by course 15.16.031 and posted in the clubhouse.Cart Included. Pull Cart Rental 9 Holes 18 Holes Pull Cart $4.00 $8.00 Tax included in fee 15.16.031 Range Balls Tax included in fee Small bucket $6.00 Per bucket 15.16.031 Large bucket $10.00 Per bucket 15.16.031 10 Bucket Range Pass $70.00 10 large buckets 15.16.031 20 Bucket Range Pass $130.00 20 large buckets 15.16.031 High School Golf Team Amended XX/XX/2023 by Ord.2023-XX Page 24 Courses 9 Holes 18 Holes School Golf Team Rate Time Frame Bonneville $11.00 $22.00 Mon.-Thurs.all day&Sat./Sun.after 15.16.031 12PM Forest Dale $10.00 NA Mon.-Thurs.all day&Sat./Sun.after 15.16.031 12PM Glendale $10.00 $20.00 Mon.-Thurs.all day&Sat./Sun.after 15.16.031 12PM Mountain Dell $11.00 $22.00 Mon.-Thurs.all day&Sat./Sun.after 15.16.031 12PM Nibley park $9.00 NA Mon.-Thurs.all day&Sat./Sun.after 15.16.031 12PM Rose Park $9.00 $18.00 Mon.-Thurs.all day&Sat./Sun.after 15.16.031 12PM Large Bucket of Range Balls $7.00 Per Bucket 15.16.031 University Team Rates Courses 9 Holes 18 Holes University Team Rate Time Frame Bonneville $14.00 $28.00 Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Forest Dale $13.00 NA Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Glendale $11.00 $22.00 Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Mountain Dell $14.00 $28.00 Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Nibley Park $11.00 NA Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Rose Park $11.00 $22.00 Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Large Bucket of Range Balls $7.00 Per Bucket 15.16.031 Tournament Fees/Group Fees 9 holes $5.00 Per person,plus green fees 15.16.031 18 holes $10.00 Per person,plus green fees 15.16.031 IMPACT FEES For questions regarding Impact fees contact:801.535.7712 Service Fee Additional Information Section Appeals Process $50 18.98.090 Developers Independent $150 Could be refunded or increased based upon actual 18.98.160 Calculation Deposit total costs. Impact Fees Single Family I Multi-Family Office Industrial Commercial/Retail Residential(per Unit) (Per 1,000 SF) Fire $171 $171 $53 $25 $250 18.98.160 Park $5,173 $3,078 $0 $0 $0 18.98.090 Police $59 $59 $20 $10 $86 18.98.160 Transportation $429 $242 $498 $290 $1,955 18.98.090 Storm Water $374 Per 1/4 acre 17.81.400 Amended XX/XX/2023 by Ord.2023-XX Page 25 PARKING AND TRAFFIC For questions regarding Parking and Traffic contact:801.535.6630 Service Fee Additional Information Section Past Due Account Receivable Interest 5% 3.16.040 Administrative Fee For Collection of Past Due $59 12.56.550 Debts Area Regular Parking Permits One year $48 10-12 Months 12.64.090 9-11 months $36 7-9 Months 12.64.090 5-8 months $24 4-6 Months 12.64.090 1-4 Months $12 1-3 Months 12.64.090 Area Seasonal Parking Collection 5-8 months $24 4-6 Months 12.64.090 3-4 months $12 1-3 Months 12.64.090 Barricade Permit $38 14.32.418 Electric Vehicle(EV)Level 3 Fast Charging Stations Base Fee Per Charging Event $3 PLUS per kilowatt hour charge 12.56.600 Electricity Charge $0.25 Per kilowatt hour 12.56.600 Freight Curb Loading Zone Permit Base Business License fee Annual;plus sticker fee 12.56.330 Vehicle sticker $92 Annual 12.56.330 Vehicle sticker replacement $7 12.56.330 Vehicle sticker transfer of vehicle $7 12.56.330 House Number Certificate(public works) $13 14.08.040 Library Parking Fees Library Daily Rates $1.50/half hour First half hour free,library patrons may7 receive up to 2 12.56.580 hours free,$12 daily maximum Loading Zone&Restricted Parking Loading zone&restricted parking $28/vehicle per day For provisions and exemptions see Section 12.56.325 12.56.325 Events $12/vehicle per day For provisions and exemptions see Section 12.56.325 12.56.325 Filming(movie,television series or commercial) $12/vehicle per day For provisions and exemptions see Section 12.56.325 12.56.325 Business Parking Permit $500 12.56.580 Parking Meter Rates Shall not exceed$2.25 per hour 12.56.170 Residential Transit Pass(Hive Pass) Annual Hive Voucher Pass $350 Only available to qualifying individuals through social service 3.16.2060 agencies Annual Hive Co-op Pass $475 3.16.2060 Monthly Hive Co-op Pass $42 3.16.2060 Street Name Change Application $330 14.08.015 Traffic School Traffic School $65 12.8.150 Traffic School-Tier II $90 At the prosecutor's discretion 12.8.150 Traffic School-Tier III $105 At the prosecutor's discretion 12.8.150 Temporary Closure/Removal-Parking Meters $28 Per meter,per day 14.12.130 Temporary Placing of Bags on Parking Meters $50 Per meter,per day 12.56.210 WOOF- During filming of a movie/television series/ $12 Per day 12.56.210 commercial For an event that continues for not less than 3 $12 Per day/must significantly foster area business promotion and 12.56.210 days have an expected attendance exceeding 5,000 For use under the direction of the city in No charge 12.56.210 connection with a city sponsored event 81116- Vehicle Relocation Fee-Small $80 Light Vehicle with a GVWR of 10,000 Ibs or less 12.56.540 Vehicle Relocation Fee-Mid $110 Medium Vehicle with a GVWR of 10,001 Ibs to 26,000 Ibs 12.56.540 Vehicle Relocation Fee-Large $140 Large Vehicle with a GVWR of 26,001 Ibs or greater 12.56.540 Amended XX/XX/2023 by Ord.2023-XX Page 26 POLICE For questions regarding Police fees contact:801.799.3101 Service Fee Additional Information Section 911 Emergency Service fee See Fire Background Search and Letter Not more than$16 Age 65+exempt/waiver available,see Section 2.10.090 2.10.080 Fingerprinting Not more than$55 Age 65+exempt 2.10.010 ID Cards Not more than$55 l Age 65+exempt 2.10.010 Incident Reports See Additional Information Not more than the fee charged by the State of Utah for 2.64.040 similar reports Personal Criminal History Record $7 Age 65+exempt 2.10.050 Service fee for Party,Gathering,or Event Non-rental property $411 Each visit 11.14.020 Rental property,renter responsibility Each visit up to 2 visits $411 For 3rd visit or more see rental property,owner 11.14.020 responsibility Rental property,owner responsibility Third visit $138 11.14.020 Each additional visit in any 365 day period $411 11.14.020 Theft Reports Not more than$55 Age 65+exempt 2.10.010 User's Security and Privacy Non-disclosure Agreement Not more than$55 Age 65+exempt 2.10.050 Vehicle Booting Fee Vehicle booting fee $75 12.96.025 Late removal of boot fee $32 Per day after first 24 hours 12.96.025 Boot damage or replacement fee City's actual costs incurred Determined by the total cost(s)required by the City for 12.96.025 replacement or repair of the immobilization device Registration Fee $39 12.96.025 Sex Offender Registration Fee $25 Special Events Police Coverage during special event $70 Per hour estimated on duration of event.Invoice to be 3.50.080 trued up at the end of the event. Police Special Equipment Fee(Car Charge) $7 Per every 4 hours,plus fuel surcharge 3.50.080 Vehicle Relocation Fee-Small $80 Light Vehicle with a GVWR of 10,000 Ibs or less 12.56.540 Vehicle Relocation Fee-Mid $110 Ibsdium Vehicle with a GVWR of 50,001 Ibs to 26,000 12.56.540 Vehicle Relocation Fee-Large $140 Large Vehicle with a GVWR of 26,001 Ibs or greater 12.56.540 Towing Operational Costs:MUST COMPLY WITH STATE REGULATION R909-19 Size of tow Base Tow Rate Varies based on size of vehicle 12.96.025 There will be an additional$36.25 added for Light Duty $194 each additional 15 minutes. Any vehicle with 12.96.025 GVWR of 10,000 Ibs or less There will be an additional$60.00 added for Medium Duty $323 each additional 15 minutes.Vehicles with a GVWR 12.96.025 of 10,001 to 26,000 Ibs There will be an additional$75.00 added for Heavy Duty $401 each additional 15 minutes. Vehicles with a GVWR 12.96.025 of 26,001 Ibs or greater Vehicle Storage Fee: MUST COMPLY WITH STATE REGULATION R909-19 Size of tow(Non-Consent Police Generated Tow) Varies based on size and location stored 12.96.025 Light Duty-Stored Inside $45 Per Day (Except vehicles held in evidence) 12.96.025 Light Duty-Stored Outside $40 Per Day (Except vehicles held in evidence) 12.96.025 Medium Duty-Stored Inside $85 Per Day (Except vehicles held in evidence) 12.96.025 Medium Duty-Stored Outside $60 Per Day (Except vehicles held in evidence) 12.96.025 Heavy Duty-Stored Inside $85 Per Day (Except vehicles held in evidence) 12.96.025 Heavy Duty-Stored Outside $60 Per Day (Except vehicles held in evidence) 12.96.025 Vehicles Used in Transporting Hazardous Material Stored Inside $165 Per Day(Except vehicles held in evidence) 12.96.025 Vehicles Used in Transporting Hazardous Material- Stored Outside $115 Per Day(Except vehicles held in evidence) 12.96.025 Administration Fee $35 Maximum Per Vehicle(Notification for reporting non- 12.96.025 consent tows) Vehicle Storage Fee: MUST COMPLY WITH STATE REGULATION R909-19 Amended XX/XX/2023 by Ord.2023-XX Page 27 Size of tow(Non-Consent Non-Police Generated Tow) Varies based on size and location stored 12.96.025 Light Duty-Stored Inside $45 Per Day (Except vehicles held in evidence) 12.96.025 Light Duty-Stored Outside $40 Per Day (Except vehicles held in evidence) 12.96.025 Medium Duty-Stored Inside $85 Per Day (Except vehicles held in evidence) 12.96.025 Medium Duty-Stored Outside $60 Per Day (Except vehicles held in evidence) 12.96.025 Heavy Duty-Stored Inside $85 Per Day (Except vehicles held in evidence) 12.96.025 Heavy Duty-Stored Outside $60 Per Day (Except vehicles held in evidence) 12.96.025 Vehicles Used in Transporting Hazardous Material Stored Inside $165 Per Day(Except vehicles held in evidence) 12.96.025 Vehicles Used in Transporting Hazardous Material- $115 Per Day(Except vehicles held in evidence) 12.96.025 Stored Outside Administration Fee $35 Maximum Per Vehicle(Notification for reporting non- 12.96.025 consent tows) Fuel Surcharge: MUST COMPLY WITH STATE REGULATION R909-19-15 Fuel Surcharge Based on Fuel Price Varies based on the daily Rocky Mountain Average as Fuel Price 1 $3.50 1 $4.00 1 $4.50 1 $5.00 determined by the Department of Energy(http:// www.fwccinc.com/doefuel.html).When the price of fuel Size of Tow reaches$3.25 per gallon,a tow truck motor carrier See Utah may charge a surcharge equal to 5%of the base tow Regulation Light Duty $14.50 $29.00 $43.50 $58.00 rate.An additional 5%shall be allowed for each$0.25 R909-19-15 Medium Duty $24.00 $48.00 $72.00 $96.00 per gallon increase.Conversely,as the price of fuel drops,the fuel surcharge shall decrease by the same Heavy Duty $30.00 $60.00 $90.00 $120.00 rate Property Removal Fee $96 Per each 30 minute time period Body Cam Redaction and Video Production $43 Per Hour;Billable in quarter hour increments.No 2.64.040 charge for the first quarter hour of staff time. Body Cam DVD $31 2.64.040 Per Hour;billable in quarter hour increments.Charges GRAMA Request $20 begin after first 15 minutes of research or record compilation. PARKS AND PUBLIC LANDS For questions regarding Parks and Public Lands contact:801.S3S.7800 Service IFee IAdditional Information Section Community Programs and Classes Fo After School Programs rmula based See Section 15.16.090 15.16.090 Community Art/Enrichment Youth not more than$31 Adult not more than$47 Community Stewardship&Education Youth not more than$31 Adult not more than$47 Outdoor Recreation Youth not more than$31 Adult not more than$47 Equipment Rental $17 plus sales tax Each with pavilion reservation;limit 2 per reservations 15.16.020 Recreation kit rental-late fee $7 Late fee day,per day 15.16.020 Recreation kit rental-replacement fee $316 plus sales tax Total cost of the entire recreation kit if it needs to be replaced 15.16.020 Recreation Bag $59 Replacement cost of bag only 15.16.020 Volleyball Net $47 Replacement cost of volleyball net only 15.16.020 Volleyball $23 Replacement cost of volleyball only 15.16.020 Baseball bat(2) $35 each Replacement cost per baseball bat only 15.16.020 Softball(2) $12 each Replacement cost per softball only 15.16.020 Football $23 Replacement cost of football only 15.16.020 Soccer Ball $23 Replacement cost of soccer ball only 15.16.020 Horseshoe Set $47 Replacement cost of horseshoe set only 15.16.020 Kayak-sing $28 for reservation window 15.16.020 Kayak-tandem $45 for reservation window 15.16.020 Park Facility Reservations Amended XX/XX/2023 by Ord.2023-XX Page 28 Athletic Facility Reservations Recreational(Non-organized or affiliate group),one-time use Tier B field $23 Per hour/two hour minimum 15.16.010 Recreational(Non-organized or affiliate $17 Per hour/two hour minimum 15.16.010 group),one-time use Tier C field Organized League Use per Hour per Field Tier B Field Tier C Field Youth&Adult $17 $14 15.16.010 Recreational tournaments with season $122 Per Day reservations Recreational tournaments without $243 Per Day 3.50.080 season reservations Any cleaning required after field usage $48 Per staff hour 15.16.010 Outdoor Volleyball Court Fees and Liberty Park Recreational One Time Use Fees $11 Per Hour 15.16.010 Youth Volleyball League $6 Per Hour Per Court(1/2 of one time use field rate) 15.16.010 Adult Volleyball League $8 Per Hour Per Court(1/2 of one time use field rate) 15.16.010 Pavilion Reservations Resident Non-resident Pavilions(does not include Liberty Park Rice Pavilion and Washington Park/ Mountain Dell) $55 $66 Full day 15.16.020 Washington Park/Mountain Dell Pavilions (AM) $103 $137 Half day(8am-2pm) 15.16.020 Washington Park/Mountain Dell Pavilions (PM) $103 $137 Half day(3pm-10pm) 15.16.020 Liberty Park-Rice Pavilion(AM) $55 $69 Half day(8am-2pm) 15.16.020 Liberty Park-Rice Pavilion(PM) $55 $69 Half day(3pm-10pm) 15.16.020 Cottonwood Park-Pavilion $35 $47 Full day 15.16.020 Wedding Ceremony Permit Fees $205 $205 Additional$42 per hour for any cleaning required after pavilion use 15.16.020 Wedding Ceremony Permit Fees- Per 2 hour block+additional$42 per hour for any cleaning required after International Peace Gardens $205 $205 pavilion use 15.16.020 Premier Fields Athletic Center(RAC): Fields are available for Weekdays,Per Hour Weekends,Per Hour Setup Costs/Full Day Lights Per Hour games only Split Field Fee $30 15.16.010 Upright Setup Fee $125 15.16.010 Hashmark Fee $100 15.16.010 Cleaning Charge Per Field $100 15.16.010 Youth Rental Resident Field $55 $64 $18 15.16.010 Adult Resident Field $77 $88 $18 15.16.010 Rental Youth Non-Resident Field $77 $88 $18 15.16.010 RenAdult Non-Resident Field $88 $99 $18 15.16.010 Rental Resident Stadium Field $165 $182 $36 15.16.010 Rental Non-Resident Stadium $182 $200 $36 15.16.010 Field Rental Tournament Field Rental*1 $822 (Depends on Field Type) 15.16.010 Full Complex Rental $235 15.16.010 *>10 hours Seasonal Youth League Food and Beverage Service Permits Concession Stands Concession-with electricity and/or $69 Per month 15.16.110 plumbing Concession-temporary without $34 Per month 15.16.110 electricity and/or plumbing Amended XX/XX/2023 by Ord.2023-XX Page 29 Tennis Courts Hours: Wasatch Hills and Liberty Park Monday-Friday Saturday,Sunday&holidays 7:OOam to close 8:OOam to close Indoor(bubble) Court $30 Per court,per hour 15.16.060 Tournament $20 Per court,per hour 15.16.060 Tournament Cleaning $250 Per Tournament 15.16.060 Deposit Outdoor(summer) Court(8 or Less Courts $10 Per court,per hour 15.16.060 Used) Court(9 or More Courts Used $12 Per court,per hour 15.16.060 Reservation Fee $2 Per court,per reservation 15.16.060 Tournament $4 Per court,per day reservation fee rDe rnament Cleaning $250 Per Tournament 15.16.060 osit All Other Courts No charge 15.16.060 Facility Reservation Cleanup and Repair Fees Supervisor $34 Per Hour 3.50.080 Graffiti Response Tech $22 Per Hour 3.50.080 General Maintenance Worker $30 Per Hour 3.50.080 Parks Maintenance Technician II $24 Per Hour 3.50.080 Parks Maintenance Technician I $17 Per Hour 3.50.080 Seasonal/Part-time Employee $18 Per Hour 3.50.080 Plumber $32 Per Hour 3.50.080 Irrigation Tech $27 Per Hour 3.50.080 Irrigation Seasonal $19 Per Hour 3.50.080 Electrical Usage $0.10 Per Kilowatt Hour-$15.29 Minimum 3.50.080 Restroom Cleaning $34 Per Cleaning 3.50.080 Damage to City Property Varies based on damage Based on city's cost 3.50.080 Damage to Landscape Sod Replacement $0.44 Per Square Foot 3.50.080 Peat Moss $21 Per Bale(cost is$21.21) 3.50.080 Lawn Seed $135 Per Bag 3.50.080 Top Soil $39 Per Yard 3.50.080 Fertilizer 30-2-9 50/50 Blend $45 Per Bag 3.50.080 Fertilizer 18-24-5 Starter $62 Per Bag 3.50.080 Fertilizer 28-2-10 Slow Release $46 Per Bag 3.50.080 Fertilizer 38-0-0 Fall $47 Per Bag 3.50.080 Tree Replacement Varies per size of tree Based on city's cost to replace damaged tree 3.50.080 Wetting Agent $120 Per 40 lb bag 3.50.080 Wetting Agent+Organic 3-1-0 $52 Per 50 lb bag 3.50.080 Paver Replacement Paver Cleaning $300 per 1/2 day;$600 per day Based on city's cost 3.50.080 Equipment Damage and Parts Varies based on damage Based on city's cost 3.50.080 Irrigation Damage and Parts Varies based on damage Based on city's cost 3.50.080 Fuel Costs Based on City's Cost 3.50.080 Use of Equipment 1 Ton Dump Truck $32 Per Hour 3.50.080 Aerator(Walk Behind) $10 Per Hour 3.50.080 Aerator,Tractor Mounted(including Tractor) $18 Per Hour 3.50.080 ATLV $17 Per Hour 3.50.080 Backhoe $48 Per Hour 3.50.080 Blower,Backpack(Stihl) $2 Per Hour 3.50.080 Blower(Walk Behind) $7 Per Hour 3.50.080 Edger,Grass(Power Trim) $7 Per Hour 3.50.080 Leafbed/10 Wheeler $67 Per Hour 3.50.080 Loader $68 Per Hour 3.50.080 Mixer $13 Per Hour 3.50.080 Amended XX/XX/2023 by Ord.2023-XX Page 30 Mower,Bagger(Snapper) $7 Per Hour 3.50.080 Mower,Riding(Toro/Kubota) $18 Per Hour 3.50.080 Mower,Side Discharge(Eastman) $6 Per Hour 3.50.080 Mower,Wide Area(Jacobsen 9016) $39 Per Hour 3.50.080 Pickup Truck $16 Per Hour 3.50.080 Plow,Jeep Mounted(Including Jeep) $12 Per Hour 3.50.080 Plow,Truck(Including Truck) $24 Per Hour 3.50.080 Pressure Washer $9 Per Hour 3.50.080 Pressure Washer with Heat $21 Per Hour 3.50.080 Snowthrower(Toro) $3 Per Hour 3.50.080 Sprayer,Pull Behind(Including Pickup) $19 Per Hour 3.50.080 Spreader Top Dresser,Pull Behind $19 Per Hour 3.50.080 (Including Pickup) Sweeper,Tractor Mounted(Including $32 Per Hour 3.50.080 Track hoe $18 Per Hour 3.50.080 Tractor and Seeder $18 Per Hour 3.50.080 Trimmer,Hedger(Stihl) $5 Per Hour 3.50.080 Trimmer,Line(Maruyama,Echo) $16 Per Hour 3.50.080 Utility Truck 4X4 $14 Per Hour 3.50.080 Truck with Trailer $20 Per Hour 3.50.080 Special Event Permit $137 Commercially related(community events) 3.50.080 Special Event Filming Permit $137 21A.42.070 Special Event Demonstrations(Free $7 21A.42.070 Expression) Urban Forestry $17 per tree or Permit processing fee,to account for staff time to issue Public Tree Work Permit $172 per year permit and update inventory. 3.50.080 This is the average cost(per inch)to purchase and plant a Tree Removal Mitigation The Contracted Rate new tree.This fee is charged when code protected trees 3.50.080 are removed or damaged. RECORDS AND ELECTIONS For questions regarding Records and Election fees contact: 801.535.7671 Service Fee Additional Information Section Candidate Filing Fees Mayor Council File $432 $103 Or petition/see Section 2.68.010 2.68.010 With Nomination $424 $103 Or additional petition signatures/see Section 2.68.010 2.68.010 Write-in $424 $103 2.68.020 Copies of Records Employee time Not more$20 Per hour minus the first 15 minutes compiling records as listed 2.64.040 in Section 2.64.130A Paper photocopies Not more than$0.10 Per copy 2.64.040 Size C blueprint Not more than$1 Per copy 2.64.040 Produced a microfilm printer(silver paper) Not more than$2 Per copy 2.64.040 From microfilm(plain paper) Not more than$0.10 Per copy 2.64.040 From a photograph Not more than$5 Per copy 2.64.040 Tapes or discs Cost of media,plus See Section 2.64.130 2.64.040 $11/hour for employee time Incident Reports See Additional Information Not more than the fee charged by the State of Utah for similar 2.64.040 reports Mylar or Vellum Prints 24"x 36" Not more than$6 2.64.040 Larger than 24"x 36" Not more than$2 per square 2.64.040 foot GRAMA Request $20 Per Hour;billable in quarter hour increments.Charges begin after first 15 minutes of research or record compilation. Declaration of Mutual Commitment $33 103 050 Termination of Declaration of Mutual No charge 10.03.030 Commitment Amended XX/XX/2023 by Ord.2023-XX Page 31 REFUSE For questions regarding Waste Collection Service fees contact: 801.535.6999 Service Fee Additional Information Section Green Waste and Recycling Green Recycling Waste Residences receiving City garbage service No additional No additional Charge is included in the fee for garbage,recycling and 9,08.030 charge charge green waste Per month,per container/eligible recycling customers and Eligible recycling customers&green waste green waste customers are non-garbage customers who customers $10.15 $10.15 meet City's service criteria regarding access to curb and 9.08.030 location within service route;minimum subscription 12 months. Glass recycling for residences $8 Per month 9.08.030 Garbage 40 gallon container $19.90 Per month,per container 9.08.030 60 gallon container $25.45 Per month,per container 9.08.030 90 gallon container $30.20 Per month,per container 9.08.030 Replacement or Removal of Containers When damage is caused by property owner Actual city cost to purchase container plus 9.08.140 11 When stolen and theft reported to police No charge 9.08.140 When stolen and theft not reported to police Actual city cost for purchase of container 9.08.140 With one of a different size No charge 9.08.140 Removal of containers for residences and for eligible recycling $11 Per container 9.08.030 customers Authorized Waste Hauler Permit Fee $315 Annual 9.08.200 WASTE&RECYCLING-SPECIAL EVENTS Can Delivery,Removal&1st Dump<100 cans $20 Each Can/Per Event 3.50.080 Can Delivery,Removal&1st Dump>100 cans $25 Each Can/Per Event 3.50.080 Recycling Can Contamination $22 Each Can/Per Event 3.50.080 Additional Can Dump Service $2 Each Can/Dump 3.50.080 Can Replacement Cost Actual Cost Each Can/Contract Cost 3.50.080 Landfill Tipping Fee $35 Per Ton 3.50.080 Landfill Tipping Fee(Hazardous Material) $100 Per Ton 3.50.080 Waste&Recycling-Special Events,Use of Equipment Flat Bed Truck $34 Per Hour 3.50.080 Leafbed/10 Wheeler $84 Per Hour 3.50.080 Loader $78 Per Hour 3.50.080 Refuse Packer $54 Per Hour 3.50.080 Trailer $4 Per Hour 3.50.080 Waste&Recycling-Special Events,Staff Costs Full-Time Employee $35 Per Hour 3.50.080 Supervisor $57 Per Hour 3.50.080 Seasonal Employee $23 Per Hour 3.50.080 Additional information on termination or suspension see Section 9.O8.O301F Low Income Abatement:Customers who are granted abatement for taxes on their dwelling shall be granted a 50%abatement of the minimum monthly charge per Section 9.08.030. Amended XX/XX/2023 by Ord.2023-XX Page 32 SANITARY SEWER UTILITIES For questions regarding Sanitary Sewer Charges contact:801-483.6727 Customer Classifications Customer BOD(mg/1) TSS(mg/1) Additional Information Class 1 <300 <300 2 300-600 300-600 More than one class may apply to a customer at the same time.Customer 3 601-900 601-900 classifications is set based on the estimated BOD and TSS discharge rate. 4 901-1,200 901-1,200 5 1,201-1,500 1,201-1,500 6 1,501-1,800 1,501-1,800 See Section 17.72.030.0 7 >1,800 >1,800 Sewer Charges Customer Flow Rate BOD TSS Total Additional Information Section Class* 1 $4.22 $1.49 $1.08 $6.79 Monthly service charge for customers in classes 1 to 6 equal to the greater of: 2 $4.22 $2.42 $2.17 $8.81 1.Cumulative flow rate,BOD rate and TSS rate set forth in the following chart per 100 cubic feet of metered water usage during winter months,or 3 $4.22 $3.98 $3.70 $11.90 2.Minimum charge of$13.58. 4 $4.22 $5.70 $5.04 $14.96 All Residents will always be classified as a Class 1 category and the total sewer rate will be$6.79 per unit. Commercial customers with waste strengths higher than Class 1 may have 5 $4.22 $7.14 $6.56 $17.92 BOD and TSS rates that are in different classes,thus their 17.72.030 totals will not match class totals to the left. Example AAA Inc has a BOD in Class 4 and TSS in Class 2,thus the total rate is 6 $4.22 $8.81 $7.94 $20.97 $4.22+$5.70+$2.17=$12.09. Category Cost per Pound of Monthly Service charge for each customer in class 7 and all other Discharge($/Pound) separately monitored classes based on actual discharge strength 7 Flow component charged at$4.22 per 100 cubic feet of metered COD $0.4804 water used during a billing period BOD $0.9605 Charge for COD,BOD, and TSS billed on actual pounds of discharge TSS $0.5716 New sewer accounts-Applicable until data required by Section 17.72.030.C.1.a is received Single $54.32 per month Based on average residential AWC of 8 ccf. 17.72.030 Duplex $54.32 per month/per dwelling Based on average residential AWC of 8 ccf. 17.72.030 unit Triplex $54.32 per month/per dwelling Based on average residential AWC of 8 ccf. 17.72.030 unit $54.32 per month for 4 dwelling units or$6.79 per 100 cubic feet of water,which ever is highest, Multiple dwelling until Certificate of Occupancy has Based on average AWC of 8 ccf. 17.72.030 been requested or Occupancy has occurred,at which point they will be charged$54.32 per dwelling unit Customer Flow Rate Per 100 Cubic Feet BOD TSS Class 1 $4.22 $1.49 $1.08 Monthly service charge based on 2 $4.22 $2.42 $2.17 All other users assigned Customer Class times the Flow Rate,BOD,and TSS per 3 $4.22 $3.98 $3.70 100 cubic feet of water. 4 $4.22 $5.70 $5.04 5 $4.22 $7.14 $6.56 6 $4.22 $8.81 $7.94 Monthly service charge for each customer in class 7 and all other Customer class 7 separately monitored classed See Section 17.72.030 E.1.a 17.72.030 based on actual discharge strength As needed to ensure equitable Service charge adjustment service charges,determined by 17.72.030 director Low Income Abatement:Customers who are granted abatement for taxes on their dwelling shall be granted a four dollar*$4.00)abatement of the monthly charge. SANITARY SEWER CONNECTION FEES Amended XX/XX/2023 by Ord.2023-XX Page 33 For questions regarding Sanitary Sewer Connection Fees contact:801.483.6727 Service/Size I Fee Additional Information Section Connection fees on new development property: Residential single dwelling $545 per connection or unit Includes condominiums and twin homes single dwellings 17.72.030 Multi-family dwellings Duplex $818 17.72.030 Triplex $1,226 17.72.030 Townhouse/Apartment,per unit $409 per unit 17.72.030 Com mercial/Industria I Without kitchen or restaurant $273 per dwelling unit 17.72.030 With a kitchen or restaurant $363 per dwelling unit 17.72.030 With a kitchen and a restaurant $363 per dwelling unit 17.72.030 General commercial and industrial $27 per each equivalent fixture unit Base on Utah plumbing code 17.72.030 Trailer Park $545 per equivalent fixture unit Three trailer spaces shall equal one residential single dwelling 17.72.030 unit Recreation park $545 per equivalent fixture unit Six trailer spaces shall equal one residential single dwelling 17.72.030 Special industrial and commercial uses $27 Per equivalent fixture unit,as Including car washes,Laundromats„etc. 17.72.030 specified in uniform plumbing code Sewer connection fees on property with prior development: Residential building See Section 17.72.030 17.72.030 Commercial building See Section 17.72.030 Hotel,motel,industrial building,etc. 17.72.030 Temporary sewer connections $500 Not to exceed 24 months 17.72.030 Unauthorized manhole or utility access First incident $500 17.36.220 Subsequent Incidents Previous charge+$500 17.36.220 SANITARY SEWER PERMITS For questions regarding Sanitary Sewer Permits contact:801.483.6727 Service Fee Additional Information Sewer Permit Fees Section Sewer and miscellaneous inspection $165 17.72.030 Sewer and miscellaneous inspection after ours $200 17.72.030 Monday through Friday Sewer and miscellaneous inspection-On $465 17.72.030 weekends and callout Grease trap survey and inspection $165 17.72.030 Sewer repair inspection $135 17.72.030 Sewer repair inspection after hours Monday $175 17.72.030 through Friday Trial sewer survey $100 17.72.030 Sewer survey $130 17.72.030 Resurvey charge $130 Each Occasion 17.72.030 Installation of sewer manhole connection,special $219 17.72.030 wyes and tees up to 8-inches Installation of sewer manhole connection,special $319 17.72.030 wyes and tees greater than 8-inches Video inspection $62 17.72.030 Sewer Construction,Connection and Repair Permits Additional surveys or inspections Fee Fee to cover the cost of the work 17.44.030 Application for repairs and replacements fee Fee to cover the cost of the work 17.44.040 Trial sewer survey fee Fee to cover the cost of the work 17.44.030 Re-inspection additional fee Fee to cover the cost of the work See Section 17.44.110 17.44.040 Survey stakes resetting fee Fee to cover the cost of the work 17.44.030 Opening sewer when junction pipe not available Fee to cover the cost of the work 17.44.040 Replacing damaged junction pipe Fee to cover the cost of the work 17.44.030 Sewer Lateral Kills Fee to cover the cost of the work Per Occurrence 17.72.030 SANITARY SEWER PRETREATMENT PROGRAM For questions regarding Sanitary Sewer Pretreatment Program contact:801.799.4002 Service Fee Additional Information Section Pretreatment Program services Permit application Determined by Publicly Owned For Provisions see Section 17.52.030 17.52.040 treatment Works(POTW) Metering of sewage flows Based upon actual sewer meter 17.72.030 readings Sample and analysis fees Fee to cover all cost associated with 17.64.040 labor and testing Amended XX/XX/2023 by Ord.2023-XX Page 34 New Industrial Wastewater Discharge Permit $2,750 17.64.040 Industrial Wastewater Discharge Permit Renewal $1,990 17.64.040 Pretreatment Sampling Fees Manual sampling $690 17.64.040 Automatic sampler composite $425 17.64.040 Grab sample $205 17.64.040 Grease Interceptor Inspection Fee jAdditional trip Free 17.64.040 follow up inspection $75 17.64.040 trip $150 17.64.040 Noncompliance Violation Fee Notice of Violation for Non-compliance $100 Noncompliance violation fee 17.64.040 covers fixed cost of notice of Significant Non-compliance Violation $480 violation. Fines for violations 17.64.040 may also apply. SPECIAL EVENTS For questions regarding Special Events contact:TBD Service I Fee Additional Information Section COMMUNITY DEVELOPMENT-SPECIAL EVENTS Alcohol Concessions Agreement $318 Per Applications 3.50.080 Staffing Charge $32 Per hour over 6 hours 3.50.080 Janitorial Rate See Notes Fee is equal to fee charged by facilities for janitorial services 3.50.080 FIRE-TEMPORARY MEMBRANE STRUCTURES,TENTS OR CANOPIES-SPECIAL EVENTS Single event-Initial Inspection $199 Up to 180 days.See Also Fire Code under 2.12.040 3.50.080 Each additional structure on same site $1 See Also Fire Code 2.12.040 3.50.080 Re-inspection of additional setup $1 Using the same plan that was previously inspected.See Also 3.50.080 Fire Code under 2.12.040 Non-Combustible Temporary Structures<180 $191 Up to 180 days. 3.50.080 days PARKS AND PUBLIC LANDS-SPECIAL EVENTS Site:Set Up/Takedown $79 Per Day 3.50.080 Event Fee $77 Per day,0-299 participants with minimal set up 3.50.080 Event Fee $158 Per day,300+participants 3.50.080 Special Event Permit $137 Commercially related(community events) 3.50.080 Special Event Filming Permit $137 21A.42.070 Special Event Demonstrations(Free $6 21A.42.070 Expression) Facility Reservation Cleanup and Repair Fees Supervisor $34 Per Hour 3.50.080 Graffiti Response Tech $22 Per Hour 3.50.080 General Maintenance Worker $30 Per Hour 3.50.080 Parks Maintenence Technician II $24 Per Hour 3.50.080 Parks Maintenence Technician I $17 Per Hour 3.50.080 Seasonal/Part-time Employee $18 Per Hour 3.50.080 Plumber $32 Per Hour 3.50.080 Irrigation Tech $27 Per Hour 3.50.080 Irrigation Seasonal $19 Per Hour 3.50.080 Electrical Usage $0.10 Per Kilowatt Hour-$15.29 Minimum 3.50.080 Restroom Cleaning $34 Per Cleaning 3.50.080 Damage to City Property Varies based on damage Based on city's cost 3.50.080 Damage to Landscape Sod Replacement $0.44 Per Square Foot 3.50.080 Peat Moss $21 Per Bale(cost is$21.21) 3.50.080 Lawn Seed $135 Per Bag 3.50.080 Top Soil $39 Per Yard 3.50.080 Fertilizer $45 Per Bag 3.50.080 Fertilizer 18-24-5 Starter $62 Per Bag 3.50.080 Fertilizer 28-2-10 Slow Release $46 Per Bag 3.50.080 Fertilizer 38-0-0 Fall $47 Per Bag 3.50.080 Tree Replacement Varies per size of tree Based on city's cost to replace damaged tree 3.50.080 Wetting Agent $120 Per 40 lb bag 3.50.080 Wetting Agent+Organic 3-1-0 $52 Per 50 lb bag 3.50.080 Amended XX/XX/2023 by Ord.2023-XX Page 35 Paver Replacement Paver Cleaning $300 per 1/2 day;$600 per day Based on city's cost 3.50.080 Equipment Damage and Parts Varies based on damage Based on city's cost 3.50.080 Irrigation Damage and Parts Varies based on damage Based on city's cost 3.50.080 Fuel Costs Based on City's Cost 3.50.080 Use of Equipment 1 Ton Dump Truck $32 Per Hour 3.50.080 Aerator(Walk Behind) $10 Per Hour 3.50.080 Aerator,Tractor Mounted(including Tractor) $18 Per Hour 3.50.080 ATLV $17 Per Hour 3.50.080 Backhoe $48 Per Hour 3.50.080 Blower,Backpack(Stihl) $2 Per Hour 3.50.080 Blower(Walk Behind) $7 Per Hour 3.50.080 Edger,Grass(Power Trim) $7 Per Hour 3.50.080 Leafbed/10 Wheeler $67 Per Hour 3.50.080 Loader $68 Per Hour 3.50.080 Mixer $13 Per Hour 3.50.080 Mower,Bagger(Snapper) $7 Per Hour 3.50.080 Mower,Riding(Toro/Kubota) $18 Per Hour 3.50.080 Mower,Side Discharge(Eastman) $6 Per Hour 3.50.080 Mower,Wide Area(Jacobsen 9016) $39 Per Hour 3.50.080 Pickup Truck $16 Per Hour 3.50.080 Plow,Jeep Mounted(Including Jeep) $12 Per Hour 3.50.080 Plow,Truck(Including Truck) $24 Per Hour 3.50.080 Pressure Washer $9 Per Hour 3.50.080 Pressure Washer with Heat $21 Per Hour 3.50.080 Snowthrower(Toro) $3 Per Hour 3.50.080 Sprayer,Pull Behind(Including Pickup) $19 Per Hour 3.50.080 Spreader Top Dresser,Pull Behind(Including $19 Per Hour 3.50.080 Pickup) Sweeper,Tractor Mounted(Including $32 Per Hour 3.50.080 Track hoe $18 Per Hour 3.50.080 Tractor and Seeder $18 Per Hour 3.50.080 Trimmer,Hedger(Stihl) $5 Per Hour 3.50.080 Trimmer,Line(Maruyama,Echo) $16 Per Hour 3.50.080 Utility Truck 4X4 $14 Per Hour 3.50.080 Truck with Trailer $20 Per Hour 3.50.080 PARKING AND TRAFFIC-SPECIAL EVENTS Temporary Placing of Bags on Parking $50 Per meter,per day 12.56.210 Meters During filming of a movie/television series/ $12 Per day 12.56.210 commercial For an event that continues for not less than $12 Per day/must significantly foster area business promotion 12.56.210 3 days and have an expected attendance exceeding 5,000 For use under the direction of the city in No Charge 12.56.210 connection with a city sponsored event POLICE-SPECIAL EVENTS Police Coverage for Special Events $70 Per Hour,Per Officer 3.50.080 Police Secondary Employment Car Charge $7 Per Every 4 Hours,plus fuel surcharge 3.50.080 Vehicle Relocation Fee-Small $80 Light Vehicle with a GVWR of 10,000 Ibs or less 12.56.540 Vehicle Relocation Fee-Mid $110 Medium Vehicle with a GVWR of 10,001 Ibs to 26,000 Ibs 12.56.540 Vehicle Relocation Fee-Large $140 Large Vehicle with a GVWR of 26,001 Ibs or greater 12.56.540 Amended XX/XX/2023 by Ord.2023-XX Page 36 WASTE&RECYCLING-SPECIAL EVENTS Can Delivery,Removal&1st Dump<100 cans $20 Each Can/Per Event 3.50.080 Can Delivery,Removal&1st Dump>100 cans $25 Each Can/Per Event 3.50.080 Recycling Can Contamination $22 Each Can/Per Event 3.50.080 Additional Can Dump Service $2 Each Can/Dump 3.50.080 Can Replacement Cost Actual Cost Each Can/Contract Cost 3.50.080 Landfill Tipping Fee $35 Per Ton 3.50.080 Landfill Tipping Fee(Hazardous Material) $100 Per Ton 3.50.080 Waste&Recycling-Special Events,Use of Equipment Flat Bed Truck $34 Per Hour 3.50.080 Leafbed/10 Wheeler $84 Per Hour 3.50.080 Loader $78 Per Hour 3.50.080 Refuse Packer $54 Per Hour 3.50.080 Trailer $4 Per Hour 3.50.080 Waste&Recycling-Special Events,Staff Costs Full-Time Employee $35 Per Hour 3.50.080 Supervisor $57 Per Hour 3.50.080 Seasonal Employee $23 Per Hour 3.50.080 Special Event Permits Per Day in Protected Watershed Areas(Races,walks,filming,etc) #of Participants Fee Deposit Additional Information 0 to 20 $0 $0 20 to 50 $25 $50 50 to 100 $50 $100 100 to 200 $100 $200 One toilet required per 40 participants at start. 200 to 400 $200 $500 Running races over 5 miles require toilets at 17.08.030 400 to 600 $500 $1,000 intermittent mile markers and aid stations(e.g. 600 to 1,000 $1,000 $2,000 miles 1,3,5...) *Over 1,000 *Contacted watershed manager Filming Fees(per day) $200 minimum to$1,000 minimum STORM WATER For questions regarding Storm Water contact: 801.483.6727 Service Fee Additional Information Section Drainage connection fee $374 Per 1/4 acre,rounded up 17.81.400 Storm Drainage Lateral Survey $130 Connection from connection point to first box or back of curb 17.16.050 Storm Drainage Resurvey $70 17.16.050 Storm Drainage Connection Inspection $165 Includes connection inspection and c/o inspection 17.16.050 Storm Drain Lateral Connection Permit $125 Lateral connection to pipe or curb/gutter 17.16.050 Storm Water Fees Single family residential and duplex parcels,less $7 57 Per month 17.81.200 than 0.25 acres Single family residential and duplex parcels,more $10.57 Per month 17.81.200 than 0.25 acres Triplex and fourplex residential $15.13 Per month 17.81.200 All other developed parcels $7.57 per ERU Per month,see Section 17.81.200 for formula 17.81.200 Undeveloped parcels No assessment levied 17.81.200 Parcel mitigation credit Formula based See Section 17.81.200 17.81.200 Low income abatement 50%reduction to service See Section 17.81.200 17.81.200 charge Non-service abatement Formula based See Section 17.81.200 17.81.200 Storm water inspection fee/SWPPP $132 Initial Construction/SWPPP fee 17.16.050 Discharge into City Storm Water Sewer System/ $132 17.84.400 Notice of Intent(NOI) Construction/Dewatering/Industrial Discharge Discharge into City Storm water Sewer System Registration Fee/Preconstruction Fee $44 Construction/Dewatering Discharge 17.84.400 Discharge into City Storm Water Re-inspection Fee $44 Construction/Dewatering/Industrial Discharge 17.16.050 Amended XX/XX/2023 by Ord.2023-XX Page 37 STREET LIGHTING For questions regarding Street Lighting fees contact: 801.498.6700 Service Fee Additional Information Section Base Level Lighting Services City-Wide $4.10 Per ERU Per month.No bills shall be less one ERU. 17.95.300 Enhanced Lighting Fees Group 1 Decorative Lights-High Efficiency $6.24 per ERU Per month-residential 17.95.300 Group 2 Decorative Lights $17.53 per ERU Per month-residential 17.95.300 Group 3 Decorative Multi-Head Lights $48.20 per ERU Per month-commercial 17.95.300 Note: 1 ERU= 1 residential property or 75 feet of street frontage for non-residential properties. 1-Group 1 rates apply to the existing,predominantly residential properties with a number of enhanced decorative lights;lights have generally received energy efficiency upgrades and large capital expenditures are not expected within the year. 2-Group 2 rates apply to the existing,predominantly residential properties with a number of enhanced decorative lights; many lights require energy efficiency upgrades and large capital expenditures are scheduled within the year. 3-Group 3 rates apply to the existing properties in the predominantly commercial area with a number of enhanced decorative lights;many lights require energy efficiency upgrades and large capital expenditures are scheduled within the year. WATER For questions regarding Water fees contact:801.483.6900 Service Fee Minimum Charge Rate Table Size of connection Charge Daily Amount Monthly Amount city County city County 3/4 inch Minimum charge 0.4471 0.6035 $13.61 $18.37 17.16.670 1 inch Minimum charge 0.5851 0.7898 $17.81 $24.04 17.16.670 1 1/2 inch Minimum charge 0.9291 1.2544 $28.28 $38.18 17.16.670 2 inch Minimum charge 1.3428 1.8126 $40.87 $55.17 17.16.670 3 inch Minimum charge 2.4444 3.2999 j $74.40 $100.44 17.16.670 4 inch Minimum charge 3.6833 4.9725 $112.11 $151.35 17.16.670 6 inch Minimum charge 7.1277 9.6223 $216.95 $292.88 17.16.670 8 inch Minimum charge 11.2598 15.2007 $342.72 $462.67 17.16.670 10 inch Minimum charge 29.1673 39.3758 $887.78 $1,198.50 17.16.670 >10 inches Minimum charge Based proportionately on meter capacity,as determined by Public Utilities Director. Fire Hydrant 1 $10.5166 1 $14.1976 1 $320.10 $432.14 17.16.590 Low Income Abatement:Customer who are granted abatement for taxes on their dwelling shall be granted a four dollar fifty cent($4.50)abatement of the minimum monthly charge. Water Meter Rates 17.16.680 All rates charged are per each 100 cubic feet of water. "Summer months are April through October Account Type Amount Used Rate(Summer) Flat Rate(Winter) City County City County Block 1: 1-10 hundred $2.01 $2.71 cubic feet Block 2: 11-30 hundred cubic feet(except as $2 74 $3.71 increased to 47.94 Cubic feet for Urban Single family residence Vegetable Gardens) $2.01 $2.71 Block 3: 31-60 hundred $4.46 $5.79 cubic feet(includes surcharge) Block 4: >61 hundred cubic feet(Includes $5.23 $6.66 surcharge) Amended XX/XX/2023 by Ord.2023-XX Page 39 Block 1: 1-13 hundred $2.01 $2.71 cubic feet Block 2: 14-30 hundred $2.74 $3.71 Duplex residence/or Single cubic feet residence with Accessory Dwelling Block 3: $2.01 $2.71 Unit 31-60 hundred $4.46 $5.79 cubic feet(includes surcharge) Block 4: >61 hundred cubic feet(Includes $5.23 $6.66 surcharge) Block 1: 1-16 hundred $2.01 $2.71 cubic feet Block 2: 17-30 hundred $2.74 $3.71 cubic feet Triplex residence Block 3: $2.01 $2.71 31-60 hundred cubic feet(includes $4.46 $5.79 surcharge) Block 4: >61 hundred cubic feet(Includes $5.23 $6.66 surcharge) 0 Cubic feet $2 18 $2.95 Through AWC Above AWC $3.00 $4.05 through 300%of AWC Fourplex residence/Commercial Over 300%through $2.18 $2.95 and Industrial 600%of AWC(includes $4.83 $6.28 surcharge) Over 600%of AWC $5.60 $7.14 (includes surcharge) Note: "AWC"means average winter consumption,and is calculated as the average amount of water used by customer during the months of November through March, inclusive(a"winter period"),taking into account the highest number of complete winter periods available for that customer,up to a maximum of 3 winter periods. Any customer that at the time of calculation has not established an AWC will be assigned a class average AWC by meter size for such customer's classification. Customers with defective plumbing or unexplained deceases in usage of more than 25 percent may be adjusted back to a prior AWC,or be assigned the class average by meter size.In cases where class average is not available or is not reasonable,the Director may use other consumption information specific to such account to determine AWC. Account Type Amount Used Rate(Summer) Flat Rate(Winter) City County City County Cost 100 Cubic feet to target budget $2.63 $3.55 Irrigation Over target budget Up to 300%of target budget(includes $4.33 $5.62 $2.63 $3.55 surcharge) Over 300%of $5.06 $6.43 target budget(includes surcharge) Note: "Irrigation account"means an account established for applying water for irrigation and landscaping only,as determined by the Public Utilities Director or designee. "Target budget"means the estimated amount of water consumed per acre,as established by the Public Utilities Director or designee each year for customer based on factors including,but not limited to,evapotranspiration,and considering efficient water practices.A different target budget is established for each month of the irrigation season. Account Type Amount Used Rate(Summer) Flat Rate(Winter) Per Acre Per ccf Per Acre Foot Per ccf Foot 0 Cubic feet to t $249.40 $0.57 target budget Secondary Irrigation Over target budget Up to 300%of target budget(includes $858.34 $1.97 $249.40 $0.57 surcharge) Over 300%of target budget(Includes surcharge) $1,468.35 $3.37 Amended XX/XX/2023 by Ord.2023-XX Page 40 Note: "Secondary Irrigation account"means an account established for applying water for irrigation and landscaping secondary to the culinary water system for select municipal parks and golf courses only,as determined by the Public Utilities Director or her designee. "Target budget"means the estimated amount of water consumed per acre,as established by the Public Utilities Director or designee each year for customer based on factors including,but not limited to,evapotranspiration,and considering efficient water practices.A different target budget is established for each month of the irrigation season. Miscellaneous Fees City County Range from Urban Vegetable Garden Credit Adjustment $133.11 to NA Based on garden size 17.16.685 $332.78 Annually Deposit for water-residential $75 $75 17.16.380 Deposit for water-business $100 $100 Retail,warehouse,offices 17.16.380 Deposit for water-small restaurants $150 $150 17.16.380 Deposit for water-Laundromats,large restaurants $300 $300 17.16.380 Deposit for water-car washes $600 $600 17.16.380 Meter Test Fee-5/8"to 1" $145 17.16.050 Meter Test Fee-1 1/2"to 2" $290 17.16.050 Meter Test Fee-larger than 2" Actual costs 17.16.050 Water turn on-turn off $30 17.16.660 Illegal turn on fee $80 $80 17.16.660 Highest two monthly bills over Bankruptcy deposit the previous 12 months 17.16.660 period Charges for water Minimum charges apply See Section 17.16.590 17.16.590 Damage to padlock,inline lock or lock out sleeve Actual costs 17.16.050 Deposit for fire hydrant meter $1,000 $100 not refundable 17.16.050 Opt-out of Advance Metering Infrastructure(AMI)-monthly fee $40 17.16.050 Rain Barrel Actual Costs Plus sales tax Grass Seed Actual Costs Plus sales tax Unauthorized meter,hydrant,or utility access First incident $500 17.16.620 Subsequent incidents previous charge+$500 17.16.620 Construction Water-Fill-up at Department on Public Utilities $50 Includes 4 fill-ups at Public Utilities shops Canyon water surplus sales(for contracts that are not tied to the rate established by the average MWDSLS rate paid by SLC) Contract volume 800 gallons per day $384.32 per year or current 17.04.030 MWDSLS rate Contract volume 400 gallons per day $192.16 per year or current 17.04.030 MWDSLS rate Water Connection Fees-Contact 801.483.6727 17.04.040 Classification Dwelling Meter Size City Cost" County Cost Single family 3/4 inch $2,560.64 $2,641.64 Single family 1 inch $4,067.51 $4,264.51 Residential Duplex 1 inch $4,067.51 $4,264.51 Triplex 1 inch $4,067.51 $4,264.51 Fourplex 1 inch $4,067.51 $4,264.51 Amended XX/XX/2023 by Ord.2023-XX Page 41 3/4 inch $4,600.51 $4,983.51 1 inch $4,600.51 $4,983.51 1.5 inch $11,710.26 $12,448.26 2 inch $16,692.04 $17,750.04 Compound 3 inch $36,300.58 $38,460.58 4 inch $42,040.29 $42,040.49 6inch $74,888.13 $74,888.13 8 inch $114,315.52 $114,315.52 2 inch Price upon request Price upon request Commercial/Industrial 3 inch Price upon request Price upon request Turbo 4 inch Price upon request* Price upon request* 6 inch Price upon request* Price upon request* 8 inch Price upon request* Price upon request* 4 inch $37,200.93 $37,200.93 6inch $73,674.26 $73,674.26 FM 8 inch $113,850.5 $113,850.5 10 inch $159,686.9 $159,686.9 Hydroverse flinch $111,713.2 $111,713.2 16 inch $158,635.96 $158,635.96 *For meters 4-inches and larger a water resource fee shall be added.The fee is based on the ratio of the projected usage(gpd)as determined by the AWWA M-22 method to the equivalent residential unit amount of 449 gpd multiplied by$106. **Cost includes actual hardware cost,inspection fees and impact fees. Meters not listed will be charged at actual hardware cost,inspection fees,and applicable impact fees.* Fire Service Connection Charges***Contact number 801.483.6727 Detector check-Fee listed does not include hardware and meter. Any hardware and meter to be charged at actual cost. 6-inch $1,691.00 17.16.050 8-inch $2,575.64 17.16.050 10-inch $4,389.03 17.16.050 Fire Lines-Fee listed does not include hardware and meter. Any hardware and meter to be charged at actual cost. 2-inch $355.00 17.16.050 4-inch $355.00 17.16.050 6-inch $601.00 17.16.050 8-inch $819.00 17.16.050 10-inch $1,091.00 17.16.050 12-inch $1,309.00 17.16.050 Water Inspection Fees***Contact number 801.483.6727 New hydrant inspection $135.00 Per each inspection 17.16.050 New hydrant inspection-Long $240.00 Per each inspection 17.16.050 Water inspection fees $110.00 New installation,repair,and terminate(kill)inspection;Per each 17.16.050 inspection Relocation of hydrant inspection $220.00 Includes move and terminate 17.16.050 Relocation of water meter inspection $220.00 Includes move and terminate 17.16.050 Water Used During Construction Residential Metered Rates 17.16.350 Commercial Metered rates 17.16.350 Other Water Utility Fees Water Pressure Test(Flow Test)for Water Mains under 12" $455.00 Per Test 17.16.050 Water Pressure Test(Flow Test)for water mains greater than 12: $800.00 Per Test 17.16.050 Kills-Meters under 3" $55.00 17.16.050 Kills-Meters 3"or larger $160.00 17.16.050 Inspect Auto Fire Sprinklers less than 2" $136.00 Per Inspection 17.16.040 Inspect Auto Fire Sprinklers 2"or greater $369.00 Per Inspection 17.16.040 Plan Review Fee-Less than 1 acre with no new water,sewer,or storm lines $216.00 Per Review 17.16.050 Plan Review Fee-Tenant Remodel $39.00 Per Review 17.16.050 Plan Review Fee-Greater than 2 acre,less than 5 acres with new,water,sewer $1,060.00 Per Review 17.16.350 or storm lines plus all County connections without water lines Plan Review Fee-Greater than 5 acres with new,water,or storm lines $2,124.00 Per Review 17.16.050 Amended XX/XX/2023 by Ord.2023-XX Page 42 WATERSHED RECREATIONAL FEES For questions regarding Watershed Recreational fees contact:801.483.6880 Service Fee Additional Information Section AfFleck Park Site Fees Single Site $15 Per day 17.08.030 Group area#2 $50 Per day 17.08.030 Group area#3 $100 Per day 17.08.030 Little Dell Recreation Area Site Fee Vehicle entry $5 Per car 17.08.030 Season pass $50 17.08.030 Senior season pass $25 17.08.030 City Creek Canyon Entry Fee Vehicle entry $3 Per car 17.08.030 Site fees for picnic areas $3-$75 17.08.030 Permits for Dogs in the Watershed—Applicants should refer to Section 17.04.160 of the City Code for information.If a bond is not submitted to Salt Lake County,the following deposit shall be paid. Initial deposit-no violation $100 17.04.160(E) Second deposit-after first violation $300 17.04.160(F) Third deposit-after second violation $500 17.04.160(F) Special Event Permits Per Day in Protected Watershed Areas(Races,walks,filming,etc.) #of Participants Fee Deposit Additional Information 0 to 20 $0 $0 20 to 50 $25 $50 50 to 100 $50 $100 100 to 200 $100 $200 One toilet required per 40 participants at start. 200 to 400 $200 $500 Running races over 5 miles require toilets at 17.08.030 intermittent mile markers and aid stations(e.g. 400 to 600 $500 $1,000 miles 1,3,5...) 600 to 1,000 $1,000 $2,000 *Over 1,000 *Contacted watershed manager Filming Fees(per day) $200 minimum to$1,000 minimum GENERAL FUNDS MISCELLANEOUS FEES For questions regarding General Funds Miscellaneous Fees contact: TBD Service Fee Additional Information Section Collection Fee $60 3.16.050 Legal Fee $231 2.75.040 This fee will be added at the register to all qualifying credit card transactions described in Section 3.16.060 of the Salt Lake City Code. Credit Card Use Surcharge 2.47% 3.16.060 **Max Galaxy,Sportsman software and Library Parking Garage does not assess the credit card charge** Pedestrian Crosswalk Flags Sponsor chooses which type of flag to use and is responsible for Plain Orange Non-Reflective Crosswalk Flag $2.10 keeping the flags in stock. No fees assessed for flags sponsored in 12.76.100 school zones. Sponsor chooses which type of flag to use and is responsible for Orange Reflective Crosswalk Flag $2.10 keeping the flags in stock.No fees assessed for flags sponsored in 12.76.100 school zones. Return Check or EFT Transfer $20 2.61.030 I Revolving Loan Application Fee $120 Each 03.16.005 Amended XX/XX/2023 by Ord.2023-XX Page 43 Salt Lake City Consolidated Fee Schedule 47 � .ram ��i ■ f...k,' '� �., i� � '.i � � �. I.M.-w jots Amended XX/XX/2023 by Ord.2023-XX Page 1 Salt Lake City Consolidated Fee Schedule This document shows fees charged by Salt Lake City to offset regulatory and administrative service costs. Although most City fees are shown, this consolidated fee schedule does not show penalties, such as fines and late fees; court fees; credit card processing fees; or fees required by a city contract, such as concession and franchise fees. It also may not show fees authorized by administrative rules or a general delegation of authority. The City intends that future versions of this document will show such fees. Fees are generally listed by City department and the associated service. References to a "section" in the comments column means a section of the Salt Lake City Code. The code may be accessed by going to Sterlingcodifiers.com More than one fee may apply to a given set of circumstances. For answers to questions, please call the number shown at the top of each section. The fees here may change. The current consolidated fee schedule may be accessed by clicking here. The fee schedule was originally adopted by Ordinance 2011-25 and has been subsequently amended by: Amended XX/XX/2023 by Ord.2023-XX Page 2 Amended By: Code Sections Affected: 5.04.070 5.48.030 5.76.120 5.76.120 15.16.090 5.09.010 5.56.040 5.90.010 5.90.010 17.16.670 5.14.040 5.60.030 6.16.030 6.16.030 17.72.030 Ordinance 2011-44 5.16.060 5.61.120 12.56.170 12.56.170 17.81.200 5.16.180 L574. .280 12.56.210 12.56.210 18.44.030 5.37.080 .040 14.52.030 14.52.030 5.42.030 080 1 15.16.031 15.16.031 Ordinance 2011-75 15.16.031 Ordinance 2012-3 8.04.065 18.04.070 Ordinance 2012-6 8.06.010 Ordinance 2012-27 18.98.190 9.08.030 15.16.090 16.5 6.0 50 16.60.120 12.56.170 16.12.140 16.56.090 17.04.030 12.56.240 16.12.150 16.56.100 17.16.670 Ordinance 2012-44 15.16.020 16.12.155 16.56.130 17.16.680 15.16.031 16.12.160 16.5 6.15 0 17.64.040 15.16.035 16.12.170 16.56.170 17.72.030 15.16.060 16.12.180 16.56.180 18.44.030 15.16.080 116.12.190 116.60.110 21A.64.010 Ordinance 2012-54 8.04.135 Ordinance 2012-69 15.16.090 Ordinance 2012-93 17.90.020 117.95.300 Ordinance 2013-17 15.16.010 115.16.110 Ordinance 2013-28 2.12.040 13.02.020 Ordinance 2013-37 2.75.040 Ordinance 2013-38 3.16.050 Ordinance 2013-39 03.02.030 Annual CPI Adjustment Ordinance 2013-40 3.16.040 Ordinance 2013-42 15.16.020 Ordinance 2013-43 12.96.025 Ordinance 2013-51 15.24.290 Ordinance 2014-10 18.98.190 117.81.400 Amended XX/XX/2023 by Ord.2023-XX Page 3 Ordinance 2014-27 17.16.590 117.16.670 Annual CPI Adjustment 2.12.040 3.50.020 5.16.090 Ordinance 2014-41 5.51.027 15.16.090 15.24.120 18.98.090 18.98.160 3.16.005 12.56.600 15.16.120 Ordinance 2014-50 15.16.031 15.16.035 Ordinance 2014-51 15.16.031 Ordinance 2014-55 21A.06.030 21A.46.120 21A.06.050 121A.50 Ordinance 2015-01 Ordinance 2015-44 Ordinance 2015-65 5.04.070 15.15.020 Ordinance 2015-72 9.08.030 19.08.115 19.08.140 19.08.200 Ordinance 2016-01 12.96.025 Ordinance 2016-10 21A.16.010 Ordinance 2016-41 2.61.030 Ordinance 2016-43 15.16.090 Ordinance 2016-44 Ordinance 2016-45 15.16.031 115.16.035 Ordinance 2016-46 Authority to Set Municipal Fees Ordinance 2016-49 09.08.030 115.16.090 Ordinance 2016-58 5.63.050 Ordinance 2016-79 18.98.020 118.98.050 Ordinance 2017-09 12.56.00 112.28.095 Ordinance 2017-11 15.16.031 15.16.035 Ordinance 2017-22 15.16.031 Ordinance 2017-38 Annual CPI Adjustment Ordinance 2017-52 Federal Trade Zone Amended XX/XX/2023 by Ord.2023-XX Page 4 Ordinance 2018-11 9.08.200 Ordinance 2018-25 18.58.010 Ordinance 2018-34 Annual CPI Adjustment Ordinance 2018-42 14.56.060 114.56.070 Ordinance 2019-06 18.98.020 118.98.120 118.98.160 Ordinance 2019-10 16.60.065 116.64.030 Ordinance 2019-21 8.04.390 Ordinance 2019-30 Annual CPI Adjustment Ordinance 2019-31 Ordinance 2019-32 12.56.550 112.56.580 Ordinance 2019-55 Ordinance 2020-26 Annual CPI Adjustment Ordinance 2020-30 Ordinance 2020-53 18.48.100 Ordinance 2021-11 12.58.040 Ordinance 2021-35 Annual CPI Adjustment Ordinance 2021-41 8.15.020 8.15.025 8.15.027 Ordinance 2022-37 Annual CPI Adjustment Ordinance 2022-56 Amendments Ordinance 2022-65 114.56.020 Ordinance 2023-XX JAnnual CPI Adjustment Amended XX/XX/2023 by Ord.2023-XX Page 5 Consolidated Fee Schedule Table of Contents Page(s) Airport 7 - 8 Animal Services 8 Building Rental/Use: City and County Building, Washington Square, Public Safety Building and Pioneer Precinct 8 Business Licensing 9 - 13 Cemetery 13 CAN - Community and Neighborhoods 15 - 24 Economic Development 24 Engineering 25 - 27 Fire 27 - 21 Gallivan Center 30 Golf 31 - 33 Impact Fees 33 Parking and Traffic 25 Police 26 - 27 Parks and Public Lands 27 - 30 Records and Elections 43 Refuse 44 - 46 Sanitary Sewer Utilities 46 - 48 Special Events 48 - 52 Storm Water 52 Street Lighting 50 Water 37 - 41 Watershed Recreational 41 General Fund Miscellaneous Fees 43 Amended XX/XX/2023 by Ord.2023-XX Page 6 Salt Lake City �n �t Consolidated Fee Schedule AIRPORT For questions regarding Airport Fees Contact:801-575-2721 Service Fee Additional Information Section Aircraft Parking Fees Daily Less than 12,500 pounds(U42-SVRA) $15.00 Ramp and tie down parking 16.56.100 $10.00 12,500 pounds to 44,999 pounds(U42-SVRA) $60.00 Ramp and tie down parking 16.56.090 Tooele Valley Airport(TVY) $15.00 Ramp and tie down parking 16.56.100 Aircraft Parkin -Shade han ar U42-SVRA 30.00 Daily parkingfee 16.56.100 Aircraft Parkin -Single hangar U42-SVRA 60.00 Daily 2arkin fee 16.56.100 Aircraft Parkin -Twin hangar U42-SVRA 90.00 Daily parking_fee 16.56.100 Aircraft parking fees exemption:Any person engaging in air transportation services having an assigned gate hold Aeronautical Services Aircraft rental permit $250.00 Annual,per rental aircraft 16.56.090 Aircraft sales permit $250.00 Annual 16.56.100 Commercial flight service permit $250.00 Annual 16.56.130 Commercial Flight service aircraft owner permit $250.00 Annual,per aircraft in addition to 16.56.130 Commercial Flight Service Permit Fee Flight training permit $250.00 Annual 16.56.150 Flight training aircraft owner permit $250.00 Annual,per aircraft in addition to flight 16.56.150 training owner permit fee Airframe and/or Power Plant Repair $250.00 Annual 16.56.170 Radio,instrument or propeller repair service permit $250.00 Annual 16.56.170 Hangar Application Wait List Fee $150.00 $50 refundablenon-refundable 16.56.050 Miscellaneous business permit $250.00 jAnnual 16.56.050 Any person desiring to engage in two(2)or more commercial aeronautical activities is responsible for payment of all fees as established for each Multiple aeronautical services aeronautical activity engaged in;however,fees for owned aircraft(as the 16.56.180 term'owner"is defined in Section 16.04.30 of this title),will be assessed for one(1)aeronautical activity only. Any Person offering any such services,or combinations thereof,shall do so under written lease or permit agreement with the City.For exemptions and other information,see Section 16.56.010. AVI Fees(Automated Vehicle Identification) Vehicle Category Fee 1 to 5 passengers 16.60.110 '`zo 00 IG16.60.120; 16.60.130 Set forth in current rate schedule based on 6 to 9 passengers Administrative Rules and Rates established by Administrative Rules and Regina" (See`--=und Regulations Transportation Rules and Regulations,Section 2.0);also see the current rate ehed 'e.Reoulations;also see the current rate schedule for other related 1 to 15 passengers • administrative fees(badgina). 16 to 24 passengers >24 passengers Campus Dwell Time 30 minutes No Cost 16.56.090 30-45 minutes $2.00 16.56.100 45-60 minutes $10.00 16.56.090 Every 5 minutes over 60 minutes $20.00 16.56.100 Terminal Front Dwell Time 16.56.090 0-20 minutes No Cost 16.56.100 20-30 minutes $3.00 16.56.090 30-40 minutes $20.00 16.56.100 Every minute over 40 minutes $5.00 16.56.090 Cargo Carrier Ramp Use Fees Formula based See Section 16.12.170 16.12.170 Fuel Royalties $0.06 per gallon of fuel For provisions,see Section 16.12.190 16.12.190 Landing Fees Fixed-wing aircraft Formula based See Section 16.12.160 16.12.160 For Landing Fee Exemptions:See Section 16.12.160 Amended XX/XX/2023 by Ord.2023-XX Page 7 Off Airport In-Flight Caterers 7%of gross sales at airport I Paid within 15 days of the end of each month,see 16.12.155 Section 16.12.155 for provisions Parking Economy Lot _ First hour $5 12.56.240 Each additional hour $5 12.56.240 Daily maximum 12 12.56.240 Click N Park Daily $3 12.56.240 Hourly/Daily(Parking Garage) First hour $5 12.56.240 Each additional hour $5 12.56.240 Daily maximum $35 12.56.240 Walking Lot First hour $5 12.56.240 Each additional hour $5 12.56.240 Daily maximum $21 12.56.240 Concierge Daily rate only $55 12.56.240 Terminal use Fees* Annual terminal space rental Formula based See Section 16.12.150 Annual basement&baggage make-up space Formula based See Section 16.12.150 16.12.140 Common use bag claim Formula based Per enplaned passenger 16.12.150 Common use ticket counter and bag make-up space Formula based Per use/Use equals 3 hours Common use gates Formula based Per use/Use equals 3 hours Rates established Administrative Common use boarding bridge Formula based Per use/Use equals 3 hours Rules and Regulations;also see the current rate schedule. Use of international arrival building Formula based Per passenger deplaned *Terminal use fee exemption:Any airline that has a valid and existing agreement with the City covering use of bag claim and terminal facilities.See also current department rate schedule for miscellaneous terminal and airport use fees. ANIMAL SERVICES Note: Salt Lake City contracts with Salt Lake County for Animal Services. Animal service fees are set and administered by Salt Lake County. http://sico.org/animal-services/about-us/fees-and-services/ For questions regarding Animal Service Fees Contact: 385-468-7387 BUILDING RENTAL/USE: CITY and COUNTY BUILDING, WASHINGTON SQUARE, PUBLIC SAFETY BUILDING and PIONEER PRECINCT For questions regarding Building and Square fees Contact: 801.535.7280 Service Fee Deposit Additional Information Section Activity with food 890 548 15.14.020 $838 "15 Filming(Commercial) Fewer than 8 staff,crew and other persons 342 685 Each 4 hour block 15.14.020 $32-2 $644 8-15 staff,crew and other persons 672 1008 Each 4 hour block 15.14.020 OK $948 More than 15 staff,crew and other persons $1,437 $2,055 Each 4 hour block 15.14.020 $1;352 $1;933 Miscellaneous Meetings Regular city business hours(8am-5pm) $26/hr 103 Up to 40 people,no more than three hours 15.14.020 Non-city business hours $26/hr 103 See Section 15.14.020 15.14.020 Supplemental Charge for Exclusive Building Use 137 NA 15.14.020 129 Wedding Ceremony Base fee for two hours 198 103 No food 15.14.020 $186 $92 See Section 15.14.010 for damage and deposit provisions,additional fees and exceptions. Amended XX/XX/2023 by Ord.2023-XX Page 8 Column(s)have been deleted from this table BUSINESS LICENSING For questions regarding Business Licensing Fees Contact: 801-535-6644 Service I Fee Additional Information Section All Businesses pay a Base License Fee and Employee Fee as listed below Base License Fees Before Effective Sept' Sept' 2223 2223 Home occupation businesses 134 142 5.04.070 $126 $134 Commercial $169 1180 5.04.070 $159 $169 Booth Rental 180 5.04.070 Residential Rental 180 5.04.070 Employee Fee $24 26 Annual,per full or part-time employee,if business has more than one employee. $B $24 Additional fees may apply depending on type of business according to list below Before Effective Fees with an effective date other than July 1,2011 are Sept'22 Sept'22 indicated by two columns. Amusement Devices $4 $4 Annual,per device 5.70.040 Amusement Devices Wholesale 29 31 Annual 5.76.120 $27 $29 Apartment Units See Rental Dwelling 5.90.010 Application for Certificates Public convenience and necessity 148 157 5.05.130 $139 $f48 Auctioneer 145 154 Per auctioneer 5.16.060 $136 $145 Auction House,Transient 273 290 Per day,per business 5.16.180 $257 $273 Automobiles Auto Dealers New/Used $70 Annual 5.76.120 $62 $66 Parts sales 124 $132 Annual 5.76.120 $�17 $124 Auto/RV/Other Rental Agencies 31 Annual 5.76.120 $27 $29 Auto/Truck&Mechanic Related Services 66 70 Annual 5.76.120 $62 $66 Towing/Wrecking 22 24 Annual 5.76.120 $21 $22 Booting Base License Fee Annual 5.76.120 Police Rotation 22 23 Annual 5.76.120 $20 $22 Automobile Trailer Court Refer to base license Annual per trailer,per space on premises,see section 5.86.056 fee listed in this section 5.86.056 Financial Institution 140 148 Annual 5.76.120 $132 $140 Before Effective Alcohol Sales Sept' Sept' -223 2223 Amended XX/XX/2023 by Ord.2023-XX Page 9 Retail Alcohol/Beer $345 367 Annual,per license 5.90.010 $32-5 $345 Restaurant 273 290 Annual,per license 5.90.010 $257 $273 Bar or Tavern 386 410 Annual,per license 5.90.010 $363 1 $386 Single Event 1273 Annual,per license 5.90.010 bb $257 $2273 Microbrew pub 273 290 Annual,per license 5.90.010 $257 $273 Recreational facility beer 345 Annual,per license 5.90.010 $32 $345 Banquet or Reception Banquet/Catering $292 310 Annual,per license 5.90.010 $292 Rece tion Event Center 310 Annualper license requires local consent 5.90.010 Bar Establishment 485 516 Annual,per business 5.90.010 $457 1 $485 Beer Sales Application Fee No charge Fee could be assessed in future as per ordinance 5.51.030 Billiards/Pool Tables $4 Annual,per device 5.70.040 Billiards/Pool Tables-Pool Hall $26 28 Annual 5.76.120 $2-5 $-26 Business License TransfersInformation Changes ON Information Change-Non Regulated 20 21 5.02.210 $19 $20 Information Change-Regulated 45 48 LMM 5.02.210 $43 $45 Childcare Facilities 145 154 Annual 5.76.120 $136 $145 Clothing Sales 109 1116 5.76.120 $103 $109 Construction Business $29 31 Annual 5.76.120 $28 $29 Convalescent and Retirement Facilities 5.76.120 $364 $174 ME- Reception/Venue Centers 22 23 Ai- u Annual,no alcohol 5.90.020 Dance Studio Refer to base license! 9.04.050 fee listed in this section Dance Hall-Public Dance Hall Refer to base license 9.04.040 fee listed in this section Dating/Marriage Service 116 123 Per Business 5.42.030 $169 $116 Dry Cleaning and Laundry 145 154 Annual 5.76.120 $136 $145 Electronic Goods Sales 174 185 Annual 5.76.120 $164 $174 Consulting $29 31 Annual 5.76.120 Entertainment Concert 101 108 Annual,per exhibition room 5.90.010 $95 $101 Dance h"floor 22 23 Annual,per room 5.90.010 $24 $22 Live entertainment No charge Fee could be assessed in future as per ordinance 5.90.010 Theater,live 145 154 Annual,per exhibition room 5.90.010 $13b $145 Theater,motion picture No charge Fee could be assessed in future as per ordinance 5.90.010 Fire and Damaged Goods Sales No charge Fee could be assessed in future as per ordinance 5.32.025 Fireworks Amended XX/XX/2023 by Ord.2023-XX Page 10 Inside 90 95 Annual,per location 9.20.020 $84 $90 Outside 90 95 Annual,per location 9.20.020 $84 $90 Fireworks Sales Refer to base license Paid at least 10 days prior to opening of business.See 9.20.020 fee listed in this section also 2.120.040 under Fire Furniture Sales $66 $70 Annual 5.76.120 $62 $66 Gas/Oil,Wholesale Gas $295 314 Annual 5.90.010 $278 $295 IGas/Oil,Wholesale Businesses 29 31 Annual 5.76.120 $27 $29 Gasoline Stations 170 181 Annual 5.76.120 $160 $170 Government Owned Alcohol Related Business 194 206 Annual 5.90.010 $182 $194 Grocery/Convenience Stores 145 154 Annual 5.76.120 $136 $145 Hardware Stores 145 154 Annual 5.76.120 $136 $145 Healthcare Related 55 Annual 5.76.120 $48 $51 Ice Cream Truck Vehicle Inspection 33 35 5.64.740 $31 $33 Ice Cream Truck Operator Application Fee No more than$31 5.64.580 Ice Cream Vendors $37 39 Annual 5.90.010 $35 $37 rDesign Services 29 31 Annual 5.76.120 $27 $29 Cleaning/Janitorial 80 85 Annual 5.76.120 $76 $80 Legal Services/Law Office $22 24 Annual 5.76.120 $24 $22 Licenses Requiring a Special Public Hearing 66 70 Plus actual costs 5.02.240 $62 $66 Liquor Consumption 29 31 Annual,per license 6.16.030 $28 $29 Live Entertainment Concerts 22 23 5.76.120 $21 $22 Private Club Refer to base license 5.28.080 fee listed in this section Restaurants Refer to base license 5.28.080 fee listed in this section Taverns Refer to base license 5.28.080 fee listed in this section Locksmiths No Charge Fee could be assessed in future as per ordinance 5.90.010 Manufacturing 51 55 Annual 5.76.120 $48 $51 Alcohol Manufacturing 55 Annual Miscellaneous Services $28 $30 Annual 5.76.120 $27 $28 Mobile Food Business(Truck/Trailer) Standard $103 $103 Also refer to base license fee for this section 5.69.060 Reciprocal $103 $103 No base license fee required 5.69.060 Motion Picture Theaters 105 112 Annual 5.76.120 $99 $105 Numismatic and/or Bullion Dealer Refer to base license See Section 5.47.030 5.47.030 fee listed in this section Nursing Home Refer to base license See Section 5.86.306 5.86.306 fee listed in this section Amended XX/XX/2023 by Ord.2023-XX Page 11 Out of Doors-Restaurants&Occasional Banquets No Charge For occasional banquets,fee could be assessed in future 5.54.040 as per ordinance Participant License Fee Refer to base license 5.64.330 fee listed in this section Pawnshop and Secondhand Dealer Pawnbroker $1,811 $1,925 Annual,per business 5.48.030 $1,'06 0-814 Secondhand compact disk exchange dealer 544 578 Annual,per business 5.60.030 $512 $544 Secondhand computer exchange dealer 241 256 Annual,per business 5.60.030 $227 1 $211 Pedi-cabs No charge Fee could be assessed in future as per ordinance 5.90.010 Proprietor $47 49 Per automatic amusement device 5.12.050 $44 $47 Real Estate Agencies 22 23 Annual 5.76.120 $24 $22 Rental Dwelling License with Good Landlord Certification(Per Ordinance) Owner Occupied Rental Base Fee 4 units or less owner occupies 1 of those units 5.14.040 Dwelling units 35 Per rental unit 5.14.040 Fraternities,sororities,rooming and boarding house $20 Per room for lodging or sleeping purposes 5.14.040 Rental Dwelling License without Good Landlord Certification (Per Ordinance) Owner Occupied Rental Base Fee 4 units or less owner occupies 1 of those units 5.14.040 Dwelling units $342 Per rental unit 5.14.040 Fraternities,sororities,rooming and boarding house $342 Per room for lodging or sleeping purposes 5.14.040 Restaurants/Cafeterias 109 116 Annual 5.76.120 $—M $109 Retail/Wholesale Sales 51 55 Annual 5.76.120 $48 $51 Retail Service Station Refer to base license 5.86.410 fee listed in this section Room Rentals(rooming houses,boarding houses and for profit residential treatment facilities)facilities-"Non-Residential"fee) Boarding/rooming house $6 $77 Annual,per rental unit 5.56.040 $6 Hotel $6 10 Annual,per rental unit 5.56.040 $6 Motel $6 10 Annual,per rental unit 5.56.040 $6 RV Parks and Campgrounds $28 30 Annual,per space 5.76.120 $27 $28 Scrap Metal Processor Refer to base license See Section 5.58.030 5.58.030 fee listed in this section Sexually Oriented Business Adult business $418 �44 Annual,per business 5.61.120 $393 $418 Nude agency $1,086 $1,155 Annual,per business $1,923 Nude entertainment business 418 444 Annual,per business 5.61.120 $393 $418 Semi-nude dance agency 420 447 Annual,per business 5.61.120 $3% $420 Semi nude dancing bar 322 342 Annual,per business 5.61.120 $303 $322 Outcall agency $1,449 $1,540 Annual,per agency 5.61.120 $1,364 $",449 Adult employee(non-escort) 255 271 Annual,per employee 5.61.120 V40 $255 Outcall non-performer(non-escort) $255 271 Annual,per employee 5.61.120 V40 $255 Amended XX/XX/2023 by Ord.2023-XX Page 12 Nude performer employee* 290 309 Annual,per nude performer;for prorated formula see 5.61.120 Section 5.90.010 $273 $290 Semi-nude dance performer* 290 309 Annual,per semi-nude performer;for prorated formula 5.61.120 see Section 5.90.010 $273 $290 Semi-nude performer employee* 290 309 Annual,per semi-nude performer;for prorated formula 5.61.120 see Section 5.90.010 $273 $290 Outcall performer(escort)* $1,086 _11155 Annual,per outcall performer;for prorated formula see 5.61.120 section 5.90.010 $i,B2-3 $�086 Sexually oriented business transfer 102 108 Annual,per performer transfer 5.61.120 $96 $102 Photography(adult) 203 216 Annual,per photographer 5.61.120 $191 $203 *These fees shall be prorated as follows:If 180 days or fewer remain before the employer's license expires,the fee shall be 50%of the full fee.If 181 or more days remain before the employer's license expires,the full fee shall be charged Shared Mobility per Device $30 $30 Per device Shared Mobility per Ride $0.10 $0.10 Per ride Mailing/Shipping/Logistics 51 55 Annual 5.76.120 Solicitor 145 154 Per Individual 5.64.280 $136 $145 Solicitor ID Card 33 35 For period of time stated on card 5.64.130 Solicitor Registration 20 21 For ID card 5.64.430 $38 $20 Sporting Goods Sales 51 55 Annual 5.76.120 W Storage/Warehouse 66 70 Annual 5.76.120 $66 Theater,Concert Hall,Motion Picture House or Other Place 66 $70 Per day 5.74.080 of Amusement $62 $gy Refer to base license Temporary Merchant fee listed in this See Section 5.64.310 5.64.310 section Tobacco Products-Retail Sales 124 131 Annual,includes grocery and convenience stores, 5.76.120 taverns,private clubs,hotels,motels and restaurants. I $116 $124 Refer to base license Tobacco Sales fee listed in this Annual 5.86.480 section Refer to base license Towing Operations fee listed in this 5.84.140 section Unmanned Kiosks 150 53 Redbox,Best Buy,Etc $47 $50 Refer to base license Vehicle Authorized Certificate fee listed in this 5.72.170 section Refer to base license Wrecker Service fee listed in this 5.84.040 section CEMETERY For questions regarding Cemetery fees Contact: 801.596.5020 Service Fee Additional Information Section Burial Rights Adult Infant Resident $1,595 797 15.24.120 $15W $750 Non-resident $2,258 $1,129 15.24.120 QjM &I orn Continuing Care Fees Adult Infant Amended XX/XX/2023 by Ord.2023-XX Page 13 Resident 659 330 15.24.120 $620 $310 Non-resident $1,169 585 15.24.120 0-14N $550 Transfer of Burial Rights 213 15.24.180 $200 Continuing care on property transfer Adult Infant 15.24.180 Resident 659 330 15.24.180 $620 $310 Non-resident $1,169 585 15.24.180 $11100 $550 Opening and Closing Cremains Residents 532 15.24.290 $500 Non-residents 744 15.24.290 $700 Removal Cremains $1,500 Based on Sexton Approval 15.24.290 $814 Single grave: Adult Infant Residents $1,063 638 Infant: 5'in length or less 15.24.290 $1;090 $600 Non-residents $1,520 $1,036 Infant:5'in length or less 15.24.290 $1-430 $975 Removal of remains $3,500 $2,600 Based on Sexton Approval 15.24.290 W635 "' G Double deep grave: Lower Grave Residents $1,222 15.24.290 $3�50 Non-residents $1,684 15.24.290 Removal of remains $3,700 Based on Sexton Approval 15.24.290 Burial on top of open grave 106 15.24.290 $190 Winter fee-grave opening 319 15.24.290 $300 Winter fee-cremains 53 15.24.290 $50 After Hours Surcharge After 4PM any day 396 Per hour 15.24.290 $37-3 Saturday 425 Per day 15.24.290 $400 Sunday or holiday $396 Per hour 15.24.290 $373 Removal and lowering Adult Infant Resident $4,600 $1,900 Based on Sexton Approval 15.24.290 $2,424 $1,056 Non-resident $4,600 $1 900 Based on Sexton Approval 15.24.290 $2,424 WG56 Head Stone Monitoring Ground level 82 15.24.290 $77 Upright 102 15.24.290 $96 Oversize 532 Requires variance process 15.24.290 $500 Amended XX/XX/2023 by Ord.2023-XX Page 14 Column(s)have been deleted from this table COMMUNITY AND NEIGHBORHOODS (CAN) For questions regarding Community Bevelopmentand Neighborhood fees Contact: 801.535.6000 Service Fee Additional Information section Boarding or Securing of Buildings Boarding Administrative Costs 500 Plus actual costs,see Section 18.48.110 18.48.100 $129 Per each 3truct -- aP rcel`due on or before AnnualBoarding Registration Fee 6 000 boarding permit anniversary 18.48.215 $i 54 Late Penalty for Reciistration Fee Non a ment 100 Per 30 days or any partial month until paid 18.48.215 Plus actual costs for weeds abatement and other 18.48,9.36; Other Abatement Administrative Costs adatement work 21A.20 City maintenance of building $233 Annual,plus actual costs,see Section 18.48.270 18.48.270 $219 Building Permits Total project valuation: $0.01-$500.00 $50.78 18.32.035 $ $47.05 50.78 for the first $500 plus$4 for each $500.01-$2,000.00 additional$100 or 18.32.035 fraction thereof,to and including$2,000 A1� 110.78 for the first$2,000 plus$20 for $2,000.01-$25,000.00 each additional$1,000 or 18.32.035 fraction thereof,to and including$25,000 $567-.05 570.78 for the first$25,000 plus$14 for $25,000.01-$50,000.00 each additional$1,000 or 18.32.035 fraction thereof,to and including$50,000 $94.G5 920.78 for the first$50,000 plus$10 for $50,000.01-$100,000.00 each additional$1,000 or 18.32.035 fraction thereof,to and including$100,000 $1,q 17.05 1 420.78 for the first$100,000 plus$8 $100,000.01-$500,000.00 for each additional$1,000 18.32.035 or fraction thereof,to and including$500,000 $1 G� 4 620.78 for the first$500,000 plus$7 $500,000.01-$1,000,000.00 for each additional$1,000 18.32.035 or fraction thereof,to and including$1,000,000 tr 8120.78 for the first$1,000,000 plus $1,000,000.01 and up $5 for each additional 18.32.035 $1,000 or fraction there of and above Demolition Landscaping Waivers Property inspection 152 If waiver is denied,this fee will be refunded 18.64.030 $143 Pre-demolition salvage permit 20%of demolition fee See Section 18.64.080 18.64.030 Demolition Permit Application Fees Amended XX/XX/2023 by Ord.2023-XX Page 15 Building floor area: 5-2,000 sq.feet 91 18.64.030 2,001-4,000 sq.feet 106 18.64.030 $189 4,001-6,000 sq.feet 121 18.64.030 $114 6,001-8,000 sq.feet 167 18.64.030 $152 8,001-10,000 sq.feet 182 18.64.030 $171 10,001-12,000 sq.feet 228 18.64.030 $214 12,001-14,000 sq.feet 273 18.64.030 $25-7 14,001-16,000 sq.feet 319 18.64.030 $300 16,001-18,000 sq.feet 364 18.64.030 $342 18,001-20,000 sq.feet 402 18.64.030 $378 20,001-22,000 sq.feet 455 18.64.030 $428 22,001-24,000 sq.feet 516 18.64.030 $485 24,001-26,000 sq.feet 561 18.64.030 $528 26,001-28,000 sq.feet 622 18.64.030 $585 28,001-30,000 sq.feet 683 18.64.030 $642 30,001-32,000 sq.feet 736 18.64.030 $692 Square feet over 32,000 15 Per 500 sq.ft.unit 18.64.030 $14 Electrical Permits(Commercial and Industrial) Minimum fee(up to$1,600) 36 18.36.120 $34 Base Fee 53 18.36.100 New service or change of service Alterations or repairs of 600 volt or less capacity 18.36.120 service entrance equipment Up to 100 amps $36 18.36.120 $34 101 amps to 200 amps 36 18.36.120 $34 Each additional 100 amps or fraction $5 18.36.120 Motor generator installation for emergency or standby power Up to 500 kVa 131 18.36.120 $123 Above 500 kVa 194 18.36.120 $183 Alternate fee schedule-Bids Under$100,000 When a fee cannot be computed on the standard Electrical work up to$10,000 .0166 of total valuation schedules,it shall be computed as outlined in 18.36.120 this section up to,but not exceeding,$100,000 Bid minus$10,000 When a fee cannot be computed on the standard Electrical work between$10,001 and$100,000 multiplied by.0039+ 136 schedules,it shall be computed as outlined in 18.36.120 this section up to,but not exceeding,$100,000 Electrical Permits-Work Exceeding$100,000 771 Amended XX/XX/2023 by Ord.2023-XX Page 16 Work exceeding$100,000 but less than$250,000 546 Plus$0.4252 of 1%over$100,000 18.36.130 $514 Work exceeding$250,000 $1,274 Plus$0.1452 of 1%all work at$250,000 or 18.36.130 more *1—,M Electrical Permits(Residential) Base Fee 53 18.36.100 Minor remodel and additional circuits 36 18.36.100 Service change with 1 or 2 new circuits 36 18.36.100 $34 Service change or alteration 36 18.36.100 $34 Homeowner electrical remodel permit 44 18.36.100 $41 New single family dwelling Up to 1,500 sq.feet $0.0541 Per square foot 18.36.100 $0.050 Above 1,500 sq.feet $0.0370 Per square foot 18.36.100 $0.0348 Total renovation of electrical systems 771 Existing single family dwelling 36 18.36.100 $34 Multi-unit apartment building* 1 or 2 units 36 18.36.100 $34 3rd and 4th units 15 Each 18.36.100 $14 Additional units including house meter $7 Each 18.36.100 Note: Projects including multi buildings or row houses shall be computed for each building or house separately. *New Multi-unit apartments(excluding transient occupancies,such as hotel or motel which are classified as commercial) First 3 unit $0.061 Per sq.foot 18.36.100 $0.058 4-10 units 15 Each 18.36.100 11 units and above $7 Each 18.36.100 Computed for each Projects including multiple buildings and/or row houses building or house separately Power panel with no issue for single occupancy buildings 14 18.36.100 Power to panel for construction purposes only 60 Days 30 Day Extension No issue fee 27 10 18.36.100 $26 $9 Individual apartments in an apartment building,or condominium $5 Each additional meter 18.36.100 units nor for occupancy Electrical Temporary Metering Up to 100 amp load capacity 24 18.36.100 Each additional,or part thereof,100 amp capacity $5 18.36.100 Fencing Permit 42 18.36.100 "0 Fire Extinguishing Systems 771 Amended XX/XX/2023 by Ord.2023-XX Page 17 Base Fee 53 18.36.100 Automatic fire sprinklers in range hood or vent $7 18.56.040 Dry standpipe 18 Plus$3 each outlet 18.56.040 Fire pump 55 Each 18.56.040 Fire sprinkler systems: 1 to 100 sprinkler heads 46 18.56.040 Over 100 sprinkler heads 46 Plus$0.1398 per head 18.56.040 Flow switch $9 Each 18.56.040 Hood extinguishing system 46 Each 18.56.040 $43 Hydrants on private property 15 Each 18.56.040 $34 Tamper valve $9 Each 18.56.040 Underground piping 24 18.56.040 Water storage tank 18 Each 18.56.040 W Wet standpipe 18 Each,plus$2 each hose cabinet 18.56.040 Housing Inspections Existing single-family dwelling Not more than$27 18,48.030 Additional dwelling units on premises 14 Each 18.48.030 Housing Stability Service Fee Additional Information Section Rehabilitation Loan t411 2.61.030 First Time Home Buyer Loan t469 2.61.030 Foreclosure 587 2.61.030 Late Loan Payment Fee A different amount may analy if specified in the 2.61.030 0 loan documents — Returned Check or EFT Transfer 20 2.61.030 Mortgage Insurance 0.5%-1.0% Depending on loan fund sourcina 2.61.030 First Time Home Buyer Repurchase 147 2.61.030 Loan Subordination 61 2.61.030 Mechanical Permits Base Fee 53 18.52.050 Installation or relocation of each forced air or gravity type furnace Including ducts or vents attached to such appliance or burner Up to and including 200,000 BTU.h $27 18.52.050 Over 200,000 BTU.h up to and including 300,000 BTU.h 38 18.52.050 Over 300,000 BTU.h up to an including 1,000,000 BTU.h 60 18.52.050 Over 1,000,000 BTU.h 60 18.52.050 $57 Each additional 500,000 BTU.h or part thereof 22 18.52.050 Installation or relocation of each floor furnace,including vent 16 18.52.050 Installation or relocation of each suspended,recessed wall or floor mounted unit heaters Amended XX/XX/2023 by Ord.2023-XX Page 18 Up to and including 200,000 BTU.h $22 18.52.050 W Over 200,000 BTU.h up to and including 300,000 BTU.h 38 18.52.050 Over 300,000 BTU.h 60 18.52.050 For the installation,relocation or replacement of each appliance vent installed and not included on an appliance permit 16 18.52.050 For the repair of,alteration of or addition to each heating appliance,refrigeration unit,cooling unit,absorption unit or each Including alteration of controls regulated by this code heating,cooling,absorption or evaporative cooling system Up to$1,000 contract value 38 18.52.050 Greater than$1,000 contract value 93 18.52.050 For the installation or relocation of each boiler or compressor to and including 3 horsepower,or each absorption system to and 27 18.52.050 including 200,000 BTU.h Installation or relocation of boilers: Over 200,000 BTU.h to and including 300,000 BTU.h 38 Each 18.52.050 Over 300,000 BTU.h to and including 1,000,000 BTU.h 60 Each 18.52.050 Over 1,000,000 BTU.h to and including 2,000,000 BTU.h 93 Each 18.52.050 Over 2,000,000 BTU.h 93 Plus$17 for each additional 500,000 BTU.h or 18.52.050 part thereof Air handling unit This fee shall not apply to air handling unit which To and including 10,000 cubic feet per minute,including 27 is a portion of a factory assembled cooling unit, 18.52.050 ducts attached thereto evaporative cooler or absorption unit for which permit is required elsewhere in this code. Over 10,000 cubic feet per minute 60 18.52.050 $57- Evaporative cooler other than portable type Up to 6,500 cubic feet per minute 22 Each 18.52.050 More than 6,500 cubic feet per minute 60 Each 18.52.050 Ventilation fan connected to a single duct 16 18.52.050 Ventilation system which is not a portion of any heating or air 16 18.52.050 conditioning system authorized by a permit Installation of each hood which is served by mechanical exhaust, including the ducts for each unit 38 18.52.050 Installation or relocation of domestic type incinerator 22 Each 18.52.050 Installation or relocation of commercial or industrial type 60 Each 18.52.050 incinerator For each appliance or piece of equipment regulated by this code but not classed in other appliance categories,or for which no 22 18.52.050 other fee is listed in this code Installation or relocation of cooling towers: 7771 Amended XX/XX/2023 by Ord.2023-XX Page 19 1 1/2 horsepower up to and including 4 horsepower or tons 27 18.52.050 4 1/2 horsepower up to and including 10 horsepower or 38 18.52.050 tons 11 horsepower or tons and over 71 18.52.050 For the purpose of calculating the rate in tons,the tonnage shall be considered not less than then the following: a.Total maximum BTU peer hour of capacity of the installation divided by 12,000 or b.The nameplate horsepower of any compressor prime mover unit or for any air conditioning installations;or c.2/3 of the nameplate horsepower subsection A18b of this section,for any refrigeration installation Installation or relocation of compressor or absorption systems 1 1/2 horsepower to and including 4 horsepower or tons 22 18.52.050 4 horsepower to and including 5 horsepower or tons 25 18.52.050 $24 5 horsepower to and including 6 horsepower or tons 33 18.52.050 $3 1 6 horsepower to and including 7 horsepower or tons 36 18.52.050 $34 7 horsepower to and including 8 horsepower or tons 40 18.52.050 $38 8 horsepower to and including 9 horsepower or tons 18.52.050 $4� 9 horsepower to and including 10 horsepower or tons 49 18.52.050 $46 Each additional horsepower or tons $44 18.52.050 $3 Other appliances* 22 18.52.050 $21 *Fee for each appliance or piece of equipment regulated by this code but not classed in other appliance categories,or for which no other fee is listed in Section 18.52.050 Mobile Home Park Construction Permits General building permit-pads,patio slabs,metal sheds,curb, $3 Per mobile home space 18.76.050 gutter,drives,piers,sidewalks,fence,wall. Inspection of gas line/meter for utility clearance purposes 22 18.56.040 Electric meter stands or pedestals First 10 $77 Each 18.76.050 $6 Next 90 $4 Each 18.76.050 Over100 $3 Each 18.76.050 Park plumbing system,including sewer and water risers $7 Per mobile home space 18.76.050 $6 Permanent buildings,swimming pools,etc. Regular and normal fee 18.76.050 schedule ff hydrants within property lines $7 Each hydrant 18.76.050 $6 News Racks Permit application 63 14.36.080 $'59 News Rack Fee $6 Per news rack in the public right-of-way News Rack Relocation Fee 13 Per news rack,per relocation Removal of Non-Compliant News Rack 359 Per news rack $338 Storage of Non-Compliant News Rack $6 Per news rack,per day at a city facility Certificate filing fee $6 Per news rack E14.36.110 Plan Review Fees Amended XX/XX/2023 by Ord.2023-XX Page 20 Plan review fee 65%of building permit 18.32.035 fee [Deferred Plan Review Items after permit ance,Project Changes after permit issuance, Hourly Plan Review Fee $146 reviews for permits that aren't a"Building 18.32.035 mit"(Mechanical,Electrical,Fire Alarm,Fire pression,etc.) Expedited building plan review Twice the cost of a standard plan review fee See Section 18.20.050 18.20.050 Condominium preliminary review 402 Per plan,plus$11 per unit 21A.56.040 $378 Condominium final review 263 Per plan,plus$11 per unit 21A.56.040 $247 One half the original plan review fee,maximum of $1T2 1 1 457 plus Renewing expired plan review $146 165 per hour for See section 18.20.110 18.20.110 review necessitated by changes in codes and ordinances,two hour minimum. Plumbing Permits Base fee 18.56.040 Inspection of gas line/meter for utility clearance purposes 22 18.56.040 Air conditioning device discharging into the building drainage $9 Each 18.56.040 system Change,alteration or replacement of soil,waste or vent pipe $7 18.56.040 Change or repair of a drain,waste,vent(DWV)system 11 Each 18.56.040 Grey water system $18 Each 18.56.040 Lawn sprinkler control valve on devices $9 Each 18.56.040 Medical gas piping $-1-8 Each 18.56.040 Plumbing fixture or trap roughed in for installation or relocation $7 Each 18.56.040 Refrigeration drain and each safe drain discharged directly or $7 Each 18.56.040 indirectly into the building drain Roof drain $7 Each 18.56.040 Roof drain installed inside building $7 Each 18.56.040 Settling tank or grease trap 53 Each 18.56.040 Soda fountain carbonator 15 Each 18.56.040 $14 Store,restaurant or home appliance or device connected to the $7 Each 18.56.040 culinary water supply and/or building drainage system Vacuum breaker or backflow device on tanks,etc $9 Each 18.56.040 Water heater 15 Each 18.56.040 $i4 Water softener or conditioning device 15 Each 18.56.040 Re-Inspection Fee 120 18.20.200 $113 Real Estate Vending Cart Application 34 Not including Mobile Ice cream vendors 5.65.030 Vendina License-Mobile Ice Cream Vendors 34 5.64.670 Solar Panel Permit Fee System Size in kW Fee 0-5 kW 240 $226 6-10 kW 420 $395 11-50 kW 480 $451 51-100 kW 1 00'799 $' Amended XX/XX/2023 by Ord.2023-XX Page 21 Sidewalk Entertainer and Artist Registration 40 Annual 14.38.100 $38 Sidewalk Vending Cart-Revocable Land Use Fee 350 Annual 05.65.030 $329 Temporary Metering Up to 100 amp load capacity $24 18.36.110 Each additional,or part thereof, 100 amp capacity $5 18.36.110 Temporary Re-locatable Office Buildings Installation permit 103 Per unit 18.84.070 $97 Interior inspection 103 Per unit 18.84.070 $97 Unity Center-Rental rates are for 6 hour consecutive period,unless otherwise noted.For questions regarding the Unity Center contact: 801.535.6533 Staffing Charge 32 Per hour over 6 hours 3.50.080 Janitorial Rate 47 Per hour, 1 hour minimum 3.50.080 $44 Main lobby/gallery Business/individuals 342 Not residents of Glendale or Poplar Grove 15.16.090 $322 Glendale or Poplar Grove residents Per group 15.16.090 $226 City/Community activities No charge Including community council meetings 15.16.090 Theater-Storage or theater dark days during multi-day rentals incur the 6 hour rate per day Business/individuals 269 Not residents of Glendale or Poplar Grove 15.16.090 $253 Glendale or Poplar Grove residents 168 L r r 15.16.090 $158 City/Community activities No charge Including community council meetings 15.16.090 Lobby&Theater Business/individuals 578 Not residents of Glendale or Poplar Grove 15.16.090 $544 Glendale or Poplar Grove residents Per group 1F 15.16.090 $45-1 City/Community activities No charge Including community council meetings 15.16.090 Full facility rental 685 15.16.090 $644 Classroom $29 Per hour 15.16.090 Rental Reservation and Damage deposits Up to 75 participants $137 15.16.090 $129 More than 75 participants $342 15.16.090 $322 Equipment rental and service rates Chair riser setup i 342 15.16.090 $322 Stage setup 205 15.16.090 $193 Table setup Per table 15.16.090 $6 Chair setup $1 Per chair 15.16.090 YouthCity Programs:After School and Summer Programs Income Qualifications Amount per participant Residents of Salt Lake City Household income:*** After School Program* Summer Program** $10,000 or less per year 14 $14 15.16.090 More than$10,000 per year but less than or equal to 42%of the area 48 69 15.16.090 median income,or with free lunch status $45 $64 Amended XX/XX/2023 by Ord.2023-XX Page 22 More than 42%but less than or equal to 60%of the area median 103 137 15.16.090 income,or with reduced lunch status $97 $129 More than 60%but less than or equal to 80%of the area median 205 15.16.090 income $161 $193 More than 80%but less than or equal to 100%of the area median 205 308 15.16.090 income $393 $2W More than 100%of the area median income 538 15.16.090 $258 $5% Non-residents of Salt Lake City Household income:*** After School Program* Summer Program** Regardless of income or lunch status $274 $537 15.16.090 $258 $505 *After school program fees will be charged on a monthly basis,with the exception of the months with 12 days or less of scheduled programming which shall be half of the monthly fee,and months with 5 days or less of scheduled programming which shall be one quarter of the monthly fee,as determined by the family median income. **Summer program fees will be charged on a session basis,as determined by the family median income. ***For purpose of the after school and the summer program,area median income shall be determined based on the federal housing and urban development guidelines for the Salt Lake City metropolitan statistical area. Zoning Fees Service Fee Additional Information Section Determination of Nonconforming Use 228 21A.38.025.4 Administrative Interpretation 76 Plus$61 per hour for research after the first hour 21A.12.040.A.6 Fee waiver available if adequate signatures are obtained. Alley Vacation/Closure See also fee for required public notices(21A.10.010.E) 14.52.030.A.5 Alternative Parking Residential 455 21A.52.040.A.3 Nonresidential 834 21A.52.040.A.3 Amendments Plus$121 per acre in excess of one acre.See also fee for Utah Code Master plan $1,138 required public notices(10.9a.2041. Annoted 10.9A.510 Zoning map amendment $1,214 Plus$121 per acre in excess of one acre.See also fee for 21A.50.040.B required public notices(21A.10.010.E). Zoning text amendment $1,214 See also fee for required public notices(21A.10.010.E) 21A.50.040.B Utah Code Annexation $1,517 See also fee for required public notices(21A.10.010.E) Annoted 10.2.401.5 Appeal of a Decision Administrative decision 303 See also fee for required public notices(21A.10.010.E) 21A.16.030.B Historic Landmark Commission 303 See also fee for required public notices(21A.10.010.E) 21A.16.030.B Planning Commission 303 See also fee for required public notices(21A.10.010.E) 21A.16.030.B Appearance Before the Zoning Enforcement Hearing Office First scheduled hearing No charge 21A.20.90 Second scheduled hearing 76 21A.20.90 Billboard Construction or Demolition including the 303 21A.46.160.D.3 demolition of a non-conforming billboard &21A.46.160.L.2 Conditional Building and Site Design Review 910 Plus$121 per acre in excess of one acre.See also fee for 21A.59.070.B required public notices(21A.10.010.Ey Conditional Use 9910 See also fee for required public notices(21.A.10.010.E). 21A.54.060.0 Condominium Preliminary 607 Plus$37 per unit.See also fee for required public notices 20.56.40.B 1(2l.A.10.010.E). Final 455 Plus$24 per unit. 20.56.40.13 Declaration of Surplus Real Property 455 2.58.040 Historic Landmarks Commission Review(Application) Major Alterations of a principal building 38 See also fee for required public notices(21A.10.010.E) 21A.34.020 New construction of a principal building 303 See also fee for required public notices(21A.10.010.E) 21A.34.020 Demolition of a contributing principal building 607 See also fee for required public notices(21A.10.010.E) 21A.34.020 Relocation of a contributing principal building 303 See also fee for required public notices(21A.10.010.E) 21A.34.020 Home Occupation Non-conditional No charge I Fee could be assessed in future as per ordinance 21A.36.030 Conditional No charge I Fee could be assessed in future as per ordinance 21A.36.030 Amended XX/XX/2023 by Ord.2023-XX Page 23 Outdoor Dining Outdoor Dining Application 32 21A.40.065 Outdoor Dining Permit Fee(1-5 tables) 127 21A.40.065 Outdoor Dining Permit Fee(6 or more tables) 191 21A.40.065 Planned Development 910 Plus$121 per acre in excess of(1)acre.See also fee for 21A.55 required public notices(21A.10.010.E) Signs Based on the Permit fee for signs adopted Building 21A.46.030 Permit Fee Schedule Plan checking fee $0.14 Of building permit value 21A.46.030 Inspection tag 15 21A.46.030 Site Development Permit 303 Plus$61 per acre in excess of one(1)acre 18.28.040.E For historic structures,see Section 21A.34.020 and Special Exception 303 21A.46.070V.See also fee for required public notices 21A.52.040.A.3 21A.10.010.E) Street Closure 455 See also fee for required public notices. 2.58.040 Plus$121 per lot.See also fee for required public notices Subdivision Amendments 455 20.36 20.04.120 Plus$121 per lot.See also fee for required public notices Subdivision Preliminary Plat 455 20.36 20.04.120 Subdivision Final Plat 910 Plus$121 per lot. 20.04.120 Subdivision Vacations 455 See also fee for required public notices(20.36) 20.04.120 5%of the 1st $100,000 of public Engineering Review and Inspection Fee improvements& 20.04.120 2%for the amount above$100,000 Subdivision Lot Line Adjustment 301 20.04.120 Subdivision Consolidating Lots 291 20.04.120 Temporary Uses 303 21A.42.060.6 Zoning Variance 455 See also fee for required public notices(21A.10.010.E) 21A.18.040.B As applicable sections of the City and/or State Code,a fee will be assessed for required public notices. This may include sending notice by 1st class U.S. Mail to property owners within a certain radius of the subject property and/or advertising required public hearings in a newspaper of general circulation. A fee for each required public hearing will be assessed.The noticing fee is authorized through the following sections of the Zoning Ordinance and State Law:Salt Lake City Code 21A.10.E and Utah State Code Annotated 10.9a.204 and 510 ECONOMIC DEVELOPMENT For questions regarding Economic Development fees Contact: 801.535.7200 Service Fee Additional Information Section Foreign Trade Zone Application Fee $3,500 52-2017 $3,718 Additional General Purpose Zone $3,200 52-2017 $3,399 Special Purpose Subzone(Non/minimal-manufacturing) $d4 00d0p0 52-2017 $T,249 Special Purpose Subzone(Manufacturing) $6,500 52-2017 $6,9G5 Expansions $'1 66n0n0 52-2017 Annual Fee for Operators/Subzones/Usage-Driven Sites $10,000 52-2017 Annual Fee for General Purpose Zone Usage-Driven Sites $5,000 52-2017 $5,31f Economic Development Loan Fund $120 Each 03.16.005 Amended XX/XX/2023 by Ord.2023-XX Page 24 ENGINEERING For questions regarding Engineering Fees Contact: 801.535.6159 Service Fee Additional Information Section Excavation Permits Shallow Trenching $0.29 Per linear foot 14.32.400 Minimum charge $2,900 14.32.400 Hard surfaced $0.41 Per sq.foot 14.32.400 $9:39 Minimum charge $225 April 1-November 15 14.32.400 Minimum charge $300 November 16-March 31 14.32.400 Soft Surfaced $0.27 Per sq.foot 14.32.400 $0:26 Minimum charge $150 April 1-November 15 14.32.400 Minimum charge $175 November 16-March 31 14.32.400 Permit within a restricted area Fees double See Section 14.32.400 A3 14.32.400 Landscaping Permit for Public Right of Way MMM' Per job,or$80.66 Per year 2.26.210 $1-9 Multiple Utility Excavation Permits Hard surfaced Per multiple 167 April 1-November 15 14.32.400 $157 Per multiple 246 November 16-March 31 14.32.400 $232 Pothole/excavation< 10 sq.ft.(per each) 40 April 1-November 15 14.32.400 Pothole/excavation< 10 sq.ft.(per each) 50 November 16-March 31 14.32.400 Test holes(per each) $2 1 14.32.400 Soft Surface Per multiple 102 April 1-November 15 14.32.400 $96 Per multiple 113 November 16-March 31 14.32.400 �6 Pothole/excavation < 10 sq.ft.(per each) 20 April 1-November 15 14.32.400 $19 Pothole/excavation< 10 sq.ft.(per each) 29 November 16-March 31 14.32.400 $28 Test holes(per each) $1 14.32.400 Poles and Anchors 58 Each pole,concrete pedestal or anchor 14.32.400 Public Survey Monuments Monument(per each) 82 14.10.040 Pre-Notification Mailer First Class Postage 14.32.036 Public Way Improvements Curb and gutter $2 Per linear foot 14.32.405 Sidewalk,driveway approach $0.42 Per sq.foot 14.32.405 Minimum charge 226 April 1-November 15 14.32.405 $212 Minimum charge 282 November 16-March 31 14.32.405 $266 In-kind No charge See section 14.32.405 D 14.32.405 Public Way Obstruction Permits Amended XX/XX/2023 by Ord.2023-XX Page 25 Short term(One Week) Sidewalk Canopy 19 Per Week(Construction barricades) 14.32.410 W Dumpster/pod 50 Each,per Week(Construction barricades) 14.32.410 $47- Lane or sidewalk closure 350 Per Week(Construction barricades) 14.32.410 $92 Long term:(1 Month Increments) Sidewalk Canopy 79 Each,per month(Construction barricades) 14.32.410 $74 Dumpster/pod 198 (Construction barricades) 14.32.410 $16 Lane or sidewalk closure $1,400 Each,per month(Construction barricades) 14.32.410 $3-71 Small Wireless Facility Fees Application fees 14.56.060 Small cell facility to collocate a small wireless facility on Per wireless facility 14.56.060 an existing or replacement utility pole Install,modify or replace a utility pole associated with a small wireless facility,where permitted under Utah Code $250 per wireless facility 14.56.060 Section 54-21-204,or its successor Install,modify or replace a utility pole associated with a small wireless facility,where NOT permitted under Utah Per wireless facility 14.56.060 Code Section 54 21 204,or its successor _9 Collation Rate As set forth in Utah Code 14.56.070 Section 54-21-504 Street Banners on Utility Poles 56 Application outside of boundaries of a coordinated 21A.46.170 street banner program Amended XX/XX/2023 by Ord.2023-XX Page 26 FIRE For questions regarding Fire Fees Contact: 801.535.4150 Service Fee Additional Information Section Amusement Building Permit 397 Annual 2.12.040 $374 Cost Recovery Hazardous material emergency Actual cost See Section 9.44.030 9.44.030 Fire emergency Actual cost See Section 9.48.030 9.48.030 Includes 1 hour of plan review and 1 hour of post 235 construction inspection. 02.12.040 Distributed Antenna System Inspection Fee Un $334144 Each additional hour of plan review. 02.12.040 91 Each additional hour of inspection. 02.12.040 $84 Tke eity'sActual Emergency Demolition costs The city's cost of demolition. 18.64.160 Emergency Management 35 Salt Lake City Resident 3.02.010 Communitymer enc es onse earn ass 70 Non-Salt Lake City Resident 3.02.010 Amateur HAM Radio Operators Class 30 Manual Required Included in 30 class fee 3.02.010 EMS CHARGES EMS Billing $64 Per hour 2.12.040 EMS Equipment Surcharge $64 Per event 2.12.040 Medical Report 20 2.12.040 $39 Healthcare Provider CPR $64 2.12.040 $60 Heartsaver CPR Courses 38 2.12.040 $36 Heartsaver CPR/AED Cards&Student Manual $20 Manual Required($3)with Card($17) 2.12.040 Heartsaver CPR/AED BLS Provider-Card&Student Manual $15 Manual Required($13)with Card($2) 2.12.040 Exhibit and Trade Show Permits 0-5,000 sq.feet 267 Single event 2.12.040 $M 5,001-10,000 sq.feet 323 Single event 2.12.040 $304 10,001-25,000 sq.feet 432 Single event 2.12.040 $406 25,001-50,000 sq.feet 534 Single event 2.12.040 $503 50,001-80,000 sq.feet 630 Single event 2.12.040 $593 80,001-125,000 sq.feet 733 Single event 2.12.040 $689 125,001-200,000 sq.feet 836 Single event 2.12.040 $786 Each additional 20,000 sq.feet above 200,000 131 Single event,in addition to$610 836 2.12.040 $123 Explosive Permits Fireworks Vendor 637 Permit for stores/tents/selling fireworks 2.12.040 $599 Fireworks 664 Public display outdoors 2.12.040 $ 2-5 Blasting 870 Annual 2.12.040 $818 Filming of Fire Engines 338 Per hour(includes 1 Fire Apparatus and up to 2 Fire 2.12.040 Personnel) $318 Amended XX/XX/2023 by Ord.2023-XX Page 27 Fire System and Equipment Installation Permit 131 Fee assessed for each man hour to perform inspection 2.12.040 during each phase of installation $123 Fire Watch 5$ 7 Per hour 2.12.040 After Hour Firefighter Rate $76 Per hour 2.12.040 Amended XX/XX/2023 by Ord.2023-XX Page 28 Hazardous Materials Permits Annual/Solids: <500 lbs.-_Compressed gas: <200 cu.ft. Minimal dispensing,use or storage 267 Oxygen: <504 cu.ft. 2.12.040 _Liquids: <55 gal. $251 Backup generator systems 199 Annual 2.12.040 $187 Storage quantities exceeding minimal storage 329 Annual 2.12.040 $309 Dispensing or use 534 Annual,quantities exceeding minimum use or dispensing 2.12.040 $503 Body shop/garage 267 Annual,under 5,000 sq.feet 2.12.040 $251 Production and processing 664 Annual 2.12.040 $625 Gas stations 233 Annual 2.12.040 $fig Tire Storage-more than 2,500 Cubic Feet 266 Annual 2.12.040 $250 Wrecking/Salvage Yards-Not including compressed gases, 133 Annual 2.12.040 flammable and combustible liquids,hot works,spray painting. Lumber Yards-Storage or processing of lumber exceeding 213 Annual 2.12.040 100,000 board feet. $209 Pallet Storage-Indoor or Outdoor(over 2,000 sq ft) 186 Annual 2.12.040 $175 Recycling Facilities 213 Annual 2.12.040 $200 CO2 Bulk Storage-100 lbs.or more 133 Annual 2.12.040 $1�5 Dust Production Operation-(excluding woodworking) 133 Annual 2.12.040 $12§ Tank installation,alteration,abandonment,removal or disposal: Single event Up to 3 tanks per site 534 2.12.040 $503 Each additional tank 131 2.12.040 $12-3 High Rise Permits 7-12 floors 664 Annual 2.12.040 $625 13-18 floors 801 Annual 2.12.040 $754 19-24 floors 931 Annual 2.12.040 $876 25-30 floors $1,068 Annual 2.12.040 5 31-36 floors 1 '2�0d5 Annual 2.12.040 $' 37-42 floors $1,336 Annual 2.12.040 Over 42 floors 131 Annual;in addition to ,^ 1,336 per each additional 6 2.12.040 floors $123 Hospitals 664 Annual 2.12.040 $625 Hot Works Operation Permit 199 Annual 2.12.040 $187 National Fire Incident Report(NFIR) 20 Per request;form or property incident search report 2.12.040 Open Burning Permit 267 Annual 2.12.040 $251 Place of Assembly Permits Amended XX/XX/2023 by Ord.2023-XX Page 29 0-5,000 sq.feet 267 Annual 2.12.040 $251 5,001-10,000 sq.feet 397 Annual 2.12.040 $374 10,001-25,000 sq.feet 568 Annual 2.12.040 $535 25,001-50,000 sq.feet 767 Annual 2.12.040 $722 50,001-80,000 sq.feet $966 Annual 2.12.040 $908 80,001-125,000 sq.feet $�'1 '2�0dd5 Annual 2.12.040 $141 J 125,001-200,000 sq.feet 1 534 Annual 2.12.040 Each additional 20,000 sq.feet above 200,000 131 Annual;in addition to$3 M 1 534 2.12.040 $12-3 Property Search 20 2.12.040 Pyrotechnic Special Effects Materials Permit Flame effects 267 Before an audience;single event 2.12.040 $251 Indoor Fireworks 267 Single event 2.12.040 $251 1.4 grain fireworks 267 Single event 2.12.040 $251 Theatrical display 267 Single event 2.12.040 $251 Re-inspection 26 Fee assessed for each 1/4 hour to perform re-inspection, 2.12.040 including paperwork and travel time. State Licensed Healthcare Facilities 0-3,000 sq.feet 199 Annual 2.12.040 $18-7 3,001-6,000 sq.feet 268 Annual 2.12.040 $252 6,001-10,000 sq.feet 329 Annual 2.12.040 $309 10,001 sq.feet or greater 397 Annual 2.12.040 $374 Temporary Membrane Structures,Tents or Canopies Single event 199 Up to 180 days.See Also Special Events. 2.12.040 $187 Each additional structure on same site $1 See Also Special Events 2.12.040 Re-inspection of additional set up $1 1-2 per week.See Also Special Events 2.12.040 Non-Combustible Temporary Structures<180 days 191 up to 180 days. See Also Special Events 2.12.040 $180 GALLIVAN CENTER Service Fee Additional Information Section Ice Skating-Adults 11 Includes admission and skates 15.16.120 W Ice Skating-Children&Seniors $9 Includes admission and skates 15.16.120 Amended XX/XX/2023 by Ord.2023-XX Page 30 GOLF For questions regarding Golf Fees Contact:801.485.7730 Service Fee Additional Information Section Advance Tee Time Reservations 0-8 days in advance No fee 15.16.031 9 days to one year in advance $5.00 Non-refundable Per player,minimum 18 15.16.031 holes No-Show Fee Minimum$5 fee or up to full booked rate based on circumstances Per player,charged based on course 15.16.031 availability. Junior(17 years old or Senior(60 Membership Programs Regular younger) year old and older) LoyalTee Discount Cards 80 NA 70 Plus tax,See Section 15.16.031.A.6 15.16.031 Birdie Passports Without Cart $1,600 NA $1,200 Plus tax,See Section 15.16.031.A.7 15.16.031 o 450 $1�00 Birdie Passports With Cart $2,350 NA $1,950 Plus tax,See Section 15.16.031.A.7 15.16.031 $2,-100 $1,750 Double Eagle Passports Without 2 300 NA $1,800 Plus tax,See Section 15.16.031.A.8 15.16.031 Cart VAN $"1 50 Double Eagle Passports With Cart $3,250 NA $2,750 Plus tax,See Section 15.16.031.A.8 15.16.031 $ZI8S0 $2;400 Junior Annual Passport NA 650 NA Plus tax,See Section 15.16.031.A.10 15.16.031 $62S Junior Summer Passport NA 400 NA Plus tax,See Section 15.16.031.A.9 15.16.031 $385 Golf Gift Cards Golf Gift Card Monthly Service $3 Applied monthly after 12 months of 15.16.031 inactivity Golf Cart Rentals 9 Holes 1S Holes 15.16.031 Double Rider Cart 16 32 Tax included in fee 15.16.031 $-14 $2-8 Single Rider Cart $88 16 Tax included in fee 15.16.031 $7 W Bonneville/Mountain Dell Double 20.00 $40.00 Tax included in fee 15.16.031 Rider Cart $18-.00 $36-.00 Bonneville/Mountain Dell Single 10.00 $20.00 Tax included in fee 15.16.031 Rider Cart $9�99 $18.00 Bonneville/Mountain Dell Twilight N/A $28.00 Tax included in fee 15.16.031 Cart Double Rider Cart $2 Bonneville/Mountain Dell Twilight N/A $14.00 Tax included in fee 15.16.031 Cart Single Rider Cart Glendale Double Rider Cart $18.00 $36.00 Tax included in fee 15.16.031 $16-.00 $32.00 Glendale Single Rider Cart $9.00 $18.00 Tax included in fee 15.16.031 $8.00 $16-.00 Private Cart Trail Fee $5.00 $10.00 Tax included in fee 15.16.031 Cover rental $5.00 $10.00 Tax included in fee 15.16.031 Golf Club Rentals Regular $7 $14 Tax included in fee 15.16.031 Premium $15 $30 Tax included in fee 15.16.031 Mountain Dell Premium $20 $35 Tax included in fee 15.16.031 USGA Grant Junior Clubs $3 $6 Tax included in fee 15.16.031 Grandfathered Senior Season Golf 9 Holes 1S Holes Passes Base fee $400 See Section 15.16.031.A.2 15.16.031 Resident surcharge $3 $6 Tax included in fee 15.16.031 Nonresident surcharge $4 $8 1 Tax included in fee 15.16.031 Green Fees:As of January 1,2022$2.00 per 9-hole/$4.00 per 18-hole round less sales tax will be allocated to a dedicated Golf CIP fund to be used exclusively for golf course improvement projects. Actual green fees charged for seniors,juniors,school golf teams,and group rates are subject to change and may vary from the prices listed on the Consolidated Fee Schedule Amended XX/XX/2023 by Ord.2023-XX Page 31 Green Fees-Tax included in listed green fees Time frame subject to change as needed by Golf General Public Rates Director Courses 9 Holes 18 Holes General Public Rate Time Frame Bonneville $21.00 $42.00 Mon-Fri,all day&Sat/Sun after 2PM 15.16.031 Bonneville weekend before 2PM $42.00 42 Sat/Sun before 2PM 15.16.031 Forest Dale $17.00 NA All Day,Every Day 15.16.031 Glendale $18.00 $36.00 All Day,Every Day 15.16.031 Mountain Dell(Mon-Wed) $21.00 $42.00 Mon-Wed,all day 15.16.031 Mountain Dell(Thur-Sun) N/A $42.00 Thur-Sun until 4PM,18-hole only 15.16.031 Nibley Park $16.00 NA All Day,Every Day 15.16.031 Rose Park $16.00 $32.00 15.16.031 Senior Rates-Age 60 and above See Section 15.16.031.13. Courses 9 Holes 18 Holes Senior Rate Time Frame Bonneville $18.00 $36.00 Mon-Fri,all day&Sat/Sun after 2PM 15.16.031 Forest Dale $15.00 NA Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Glendale $15.00 $30.00 Mon-Fri,all day&Sat/Sun after 1PM 15.16.031 Mountain Dell $18.00 $36.00 Mon-Fri,all day&Sat/Sun after 2PM 15.16.031 Nibley Park $14.00 NA Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Rose Park $14.00 $28.00 Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Regular LoyalTee Program Rates Courses 9 Holes 18 Holes Regular LoyalTee Time Frame Bonneville $18.00 $36.00 Mon-Fri,all day&Sat/Sun after 2PM 15.16.031 Forest Dale $15.00 NA Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Glendale $15.00 $30.00 Mon-Fri,all day&Sat/Sun after 2PM 15.16.031 Mountain Dell $18.00 $36.00 Mon-Fri,all day&Sat/Sun after 2PM 15.16.031 Nibley Park $13.00 NA Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Rose Park $13.00 $26.00 Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Senior LoyalTee Program Rates Courses 9 Holes 18 Holes Senior LoyalTee Time Frame Bonneville $15.00 $30.00 Mon-Fri,all day&Sat/Sun after 2PM 15.16.031 Forest Dale $13.00 NA Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Glendale $13.00 $26.00 Mon-Fri,all day&Sat/Sun after 1PM 15.16.031 Mountain Dell $15.00 $30.00 Mon-Fri,all day&Sat/Sun after 2PM 15.16.031 Nibley Park $11.00 NA Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Rose Park $12.00 $24.00 Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Young Adult Rates-Age 18-25 Courses 9 Holes 1S Holes Young Adult Time Frame Bonneville $16.00 $32.00 Mon-Fri,all day&Sat/Sun after 2PM 15.16.031 Forest Dale $14.00 NA Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Glendale $14.00 $28.00 Mon-Fri,all day&Sat/Sun after 1PM 15.16.031 Mountain Dell $16.00 $32.00 Mon-Fri,all day&Sat/Sun after 2PM 15.16.031 Nibley Park $12.00 NA Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Rose Park $12.00 $24.00 Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Junior Rates-Age 6 through Age 17 Courses 9 Holes 18 Holes Junior Rates Time Frame Bonneville $11.00 $22.00 Mon-Fri,all day&Sat/Sun after 2PM 15.16.031 Forest Dale $10.00 NA Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Glendale $10.00 $20.00 Mon-Fri,all day&Sat/Sun after 1PM 15.16.031 Mountain Dell $11.00 $22.00 Mon-Fri,all day&Sat/Sun after 2PM 15.16.031 Nibley Park $9.00 NA Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Rose Park $9.00 $18.00 Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Twilight Rates Mountain Dell NA $48.00 Time frame to be determined by course 15.16.031 and posted in the clubhouse.Cart Included. Pull Cart Rental 9 Holes 18 Holes Pull Cart $4.00 $8.00 Tax included in fee 15.16.031 Range Balls Tax included in fee Small bucket $6.00 Per bucket 15.16.031 Large bucket $10.00 Per bucket 15.16.031 10 Bucket Range Pass $70.00 10 large buckets 15.16.031 20 Bucket Range Pass $130.00 20 large buckets 15.16.031 High School Golf Team Amended XX/XX/2023 by Ord.2023-XX Page 32 Courses 9 Holes 18 Holes School Golf Team Rate Time Frame Bonneville $11.00 $22.00 Mon.-Thurs.all day&Sat./Sun.after 15.16.031 12PM Forest Dale $10.00 NA Mon.-Thurs.all day&Sat./Sun.after 15.16.031 12PM Glendale $10.00 $20.00 Mon.-Thurs.all day&Sat./Sun.after 15.16.031 12PM Mountain Dell $11.00 $22.00 Mon.-Thurs.all day&Sat./Sun.after 15.16.031 12PM Nibley park $9.00 NA Mon.-Thurs.all day&Sat./Sun.after 15.16.031 12PM Rose Park $9.00 $18.00 Mon.-Thurs.all day&Sat./Sun.after 15.16.031 12PM Large Bucket of Range Balls $7.00 Per Bucket 15.16.031 University Team Rates Courses 9 Holes 18 Holes University Team Rate Time Frame Bonneville $14.00 $28.00 Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Forest Dale $13.00 NA Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Glendale $11.00 $22.00 Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Mountain Dell $14.00 $28.00 Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Nibley Park $11.00 NA Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Rose Park $11.00 $22.00 Mon-Fri,all day&Sat/Sun after 12PM 15.16.031 Large Bucket of Range Balls $7.00 Per Bucket 15.16.031 Tournament Fees/Group Fees 9 holes $5.00 Per person,plus green fees 15.16.031 18 holes $10.00 Per person,plus green fees 15.16.031 HOUSING STABILITY For questions regarding HAND contact:801.535.6533— Service fee Section Rehabilitation Loan $386 ,6 M Applicst ation Home Buyer $28 ,c, non First Time HomeA�� $442 ,6 non Assistance. $346 ,c, non €oreclosure $55252 2,6-1 M Late Loan Payment Fee 4% amount may apply specified the'can .I,..........different ents Returned Check o EFT Transfer $20 ,6 non Mortgage insur n 5 _ , not Depending n i...,..c ..a ,6 non Loan Subordination $55 6 non Payoff $54 ,6 n9n Appralsitt Actual Charge ,6 non Repurchase $138 ,6 non Property Inspection Fee ' 1,00 Vending Cart Application $32 Net -••+--Mebil_lee eFea _.,...de fs <65 non Vending Cream {enders IMPACT FEES For questions regarding Impact fees contact:801.535.7712 Service Fee Additional Information Section Appeals Process $50 18.98.090 Developers Independent $150 Could be refunded or increased based upon actual 18.98.160 Calculation Deposit total costs. Impact Fees Single Family I Multi-Family Office Industrial Commercial/Retail Residential(per Unit) (Per 1,000 SF) Fire $171 $171 $53 $25 $250 18.98.160 Park $5,173 $3,078 $0 $0 $0 18.98.090 Police $59 $59 $20 $10 $86 18.98.160 Transportation $429 $242 $498 $290 $1,955 18.98.090 Storm Water $374 Per 1/4 acre 17.81.400 Amended XX/XX/2023 by Ord.2023-XX Page 33 PARKING AND TRAFFIC For questions regarding Parking and Traffic contact:801.535.6630 Service Fee Additional Information Section Past Due Account Receivable Interest 5% 3.16.040 Administrative Fee For Collection of Past Due 59 12.56.550 Debts $56 Area Regular Parking Permits One year 48 10-12 Months 12.64.090 $45 9-11 months 36 7-9 Months 12.64.090 $34 5-8 months 24 4-6 Months 12.64.090 $22 1-4 Months 12 1-3 Months 12.64.090 Area Seasonal Parking Collection 5-8 months 24 4-6 Months 12.64.090 3-4 months 12 1-3 Months 12.64.090 Barricade Permit 38 14.32.418 $36 Electric Vehicle(EV)Level 3 Fast Charging Stations Base Fee Per Charging Event $3 PLUS per kilowatt hour charge 12.56.600 $2 Electricity Charge $�0.25 Per kilowatt hour 12.56.600 $0:24 Freight Curb Loading Zone Permit Base Business License fee Annual;plus sticker fee 12.56.330 Vehicle sticker 92 Annual 12.56.330 $86 Vehicle sticker replacement $77 12.56.330 $6 Vehicle sticker transfer of vehicle $77 12.56.330 $6 House Number Certificate(public works) 113 14.08.040 Library Parking Fees Library Daily Rates $1.50/half hour First half hour free,library patrons may7 receive up to 2 12.56.580 hours free,$12 daily maximum Loading Zone&Restricted Parking Loading zone&restricted parking $28/vehicle per day For provisions and exemptions see Section 12.56.325 12.56.325 Events $12/vehicle per day For provisions and exemptions see Section 12.56.325 12.56.325 Filming(movie,television series or commercial) $12/vehicle per day For provisions and exemptions see Section 12.56.325 12.56.325 Business Parking Permit $500 12.56.580 Parking Meter Rates Shall not exceed$2.25 per hour 12.56.170 Residential Transit Pass(Hive Pass) Annual Hive Voucher Pass $350 Only available to qualifying individuals through social service 3.16.2060 agencies Annual Hive Co-op Pass $475 3.16.2060 Monthly Hive Co-op Pass $42 3.16.2060 Street Name Change Application 330 14.08.015 $319 Traffic School Traffic School $65 12.8.150 Traffic School-Tier II $90 At the prosecutor's discretion 12.8.150 Traffic School-Tier III $105 At the prosecutor's discretion 12.8.150 Temporary ElosureClosure/Removal-Parking $28 Per meter,per day 14.12.130 Meters Temporary Placing of Bags on Parking Meters 50 Per meter,per day 12.56.210 $28 Amended XX/XX/2023 by Ord.2023-XX Page 34 During filming of a movie/television series/ $12 Per day 12.56.210 commercial For an event that continues for not less than 3 $12 Per day/must significantly foster area business promotion and 12.56.210 days have an expected attendance exceeding 5,000 For use under the direction of the city in No charge 12.56.210 connection with a city sponsored event Vehicle Relocation Fee-Small $80 Light Vehicle with a GVWR of 10,000 Ibs or less 12.56.540 Vehicle Relocation Fee-Mid $110 Medium Vehicle with a GVWR of 10,001 Ibs to 26,000 Ibs 12.56.540 Vehicle Relocation Fee-Large $140 Large Vehicle with a GVWR of 26,001 Ibs or greater 12.56.540 Amended XX/XX/2023 by Ord.2023-XX Page 35 POLICE For questions regarding Police fees contact:801.799.3101 Service Fee Additional Information Section 911 Emergency Service fee See Fire Background Search and Letter Not more than$16 Age 65+exempt/waiver available,see Section 2.10.090 2.10.080 Fingerprinting Not more than$55 Age 65+exempt 2.10.010 ID Cards Not more than$55 Age 65+exempt 2.10.010 Incident Reports See Additional Information Not more than the fee charged by the State of Utah for 2.64.040 similar reports Personal Criminal History Record L7 Age 65+exempt 2.10.050 $6 Service fee for Party,Gathering,or Event Non-rental property 411 Each visit 11.14.020 $387 Rental property,renter responsibility Each visit up to 2 visits 411 For 3rd visit or more see rental property,owner 11.14.020 responsibility $387 Rental property,owner responsibility Third visit 138 11.14.020 $129 Each additional visit in any 365 day period 411 11.14.020 $387 Theft Reports Not more than$55 Age 65+exempt 2.10.010 User's Security and Privacy Non-disclosure Agreement Not more than$55 Age 65+exempt 2.10.050 Vehicle Booting Fee Vehicle booting fee $75 12.96.025 Late removal of boot fee 32 Per day after first 24 hours 12.96.025 Boot damage or replacement fee City's actual costs incurred Determined by the total cost(s)required by the City forreplacement or repair of the immobilization device 12.96.025 Registration Fee 12.96.025 $37 Sex Offender Registration Fee $25 Special Events Police Coverage during special event 70 Per hour estimated on duration of event.Invoice to be 3.50.080 trued up at the end of the event. Police Special Equipment Fee(Car Charge) $7 Per every 4 hours,plus fuel surcharge 3.50.080 Vehicle Relocation Fee-Small $80 Light Vehicle with a GVWR of 10,000 Ibs or less 12.56.540 Vehicle Relocation Fee-Mid 110 (Medium Vehicle with a GVWR of 10,001 Ibs to 26,000 12.56.540 Vehicle Relocation Fee-Lar a 140 Large Vehicle with a GVWR of 26,001 Ibs or greater 12.56.540 Towing Operational Costs:MUST COMPLY WITH STATE REGULATION R909-19 Size of tow Base Tow Rate Varies based on size of vehicle 12.96.025 There will be an additional$36.25 added for Light Duty 194 each additional 15 minutes. Any vehicle with 12.96.025 GVWR of 10,000 Ibs or less $168 There will be an additional$60.00 added for Medium Duty 323 each additional 15 minutes.Vehicles with a GVWR 12.96.025 of 10,001 to 26,000 Ibs $280 There will be an additional$75.00 added for Heavy Duty 401 each additional 15 minutes. Vehicles with a GVWR 12.96.025 of 26,001 Ibs or greater $347 Vehicle Storage Fee: MUST COMPLY WITH STATE REGULATION R909-19 Amended XX/XX/2023 by Ord.2023-XX Page 36 Size of tow(Non-Consent Police Generated Tow) Varies based on size and location stored 12.96.025 Light Duty-Stored Inside $45 Per Day (Except vehicles held in evidence) 12.96.025 Light Duty-Stored Outside $40 Per Day (Except vehicles held in evidence) 12.96.025 Medium Duty-Stored Inside $85 Per Day (Except vehicles held in evidence) 12.96.025 Medium Duty-Stored Outside $60 Per Day (Except vehicles held in evidence) 12.96.025 Heavy Duty-Stored Inside $85 Per Day (Except vehicles held in evidence) 12.96.025 Heavy Duty-Stored Outside $60 Per Day (Except vehicles held in evidence) 12.96.025 Vehicles Used in Transporting Hazardous Material Stored Inside $165 Per Day(Except vehicles held in evidence) 12.96.025 Vehicles Used in Transporting Hazardous Material Stored Outside $115 Per Day(Except vehicles held in evidence) 12.96.025 Administration Fee $35 Maximum Per Vehicle(Notification for reporting non- 12.96.025 consent tows) Vehicle Storage Fee: MUST COMPLY WITH STATE REGULATION R909-19 Size of tow(Non-Consent Non-Police Generated Tow) Varies based on size and location stored 12.96.025 Light Duty-Stored Inside $45 Per Day (Except vehicles held in evidence) 12.96.025 Light Duty-Stored Outside $40 Per Day (Except vehicles held in evidence) 12.96.025 Medium Duty-Stored Inside $85 Per Day (Except vehicles held in evidence) 12.96.025 Medium Duty-Stored Outside $60 Per Day (Except vehicles held in evidence) 12.96.025 Heavy Duty-Stored Inside $85 Per Day (Except vehicles held in evidence) 12.96.025 Heavy Duty-Stored Outside $60 Per Day (Except vehicles held in evidence) 12.96.025 Vehicles Used in Transporting Hazardous Material Stored Inside $165 Per Day(Except vehicles held in evidence) 12.96.025 Vehicles Used in Transporting Hazardous Material- $115 Per Day(Except vehicles held in evidence) 12.96.025 Stored Outside Administration Fee $35 Maximum Per Vehicle(Notification for reporting non- 12.96.025 consent tows) Fuel Surcharge: MUST COMPLY WITH STATE REGULATION R909-19-15 Fuel Surcharge Based on Fuel Price Varies based on the daily Rocky Mountain Average as Fuel Price 1 $3.50 1 $4.00 1 $4.50 1 $5.00 determined by the Department of Energy(http:// www.fwccinc.com/doefuel.html).When the price of fuel Size of Tow reaches$3.25 per gallon,a tow truck motor carrier See Utah may charge a surcharge equal to 5%of the base tow Regulation Light Duty $14.50 $29.00 $43.50 $58.00 rate.An additional 5%shall be allowed for each$0.25 R909-19-15 Medium Duty $24.00 $48.00 $72.00 $96.00 per gallon increase.Conversely,as the price of fuel drops,the fuel surcharge shall decrease by the same Heavy Duty $30.00 $60.00 $90.00 $120.00 rate Property Removal Fee 96 Per each 30 minute time period $90 Body Cam Redaction and Video Production 43 Per Hour;Billable in quarter hour increments.No 2.64.040 charge for the first quarter hour of staff time. Body Cam DVD 31 2.64.040 $29 Per Hour;billable in quarter hour increments.Charges GRAMA Request $20 begin after first 15 minutes of research or record compilation. PARKS AND PUBLIC LANDS For questions regarding Parks and Public Lands contact:801.535.7800 Service Fee Additional Information Section Community Programs and Classes After School Programs Formula based See Section 15.16.090 15.16.090 Community Art/Enrichment Youth not more than$31 Adult not more than$47 Community Stewardship&Education Youth not more than$31 Adult not more than$47 Outdoor Recreation Youth not more than$31 Adult not more than$47 Equipment Rental $�6 17 plus sales tax Each with pavilion reservation;limit 2 per reservations 15.16.020 Amended XX/XX/2023 by Ord.2023-XX Page 37 Recreation kit rental-late fee $7 Late fee day,per day 15.16.020 $6 Recreation kit rental-replacement fee $298 316 plus sales tax Total cost of the entire recreation kit if it needs to be replaced 15.16.020 Recreation Bag 59 Replacement cost of bag only 15.16.020 Volleyball Net 47 Replacement cost of volleyball net only 15.16.020 $44 Volleyball 23 Replacement cost of volleyball only 15.16.020 $22 Baseball bat(2) $33 35 each Replacement cost per baseball bat only 15.16.020 Softball(2) W 12 each Replacement cost per softball only 15.16.020 Football 23 Replacement cost of football only 15.16.020 W Soccer Ball 23 Replacement cost of soccer ball only 15.16.020 $2-2 Horseshoe Set 47 Replacement cost of horseshoe set only 15.16.020 $44 Kayak-single 28 for reservation window 15.16.020 A M $27 Kayak-tandem 45 for reservation window 15.16.020 $42 Park Facility Reservations Athletic Facility Reservations Recreational(Non-organized or affiliate 23 group),one-time use Tier B field Per hour/two hour minimum 15.16.010 $24 Recreational(Non-organized or affiliate 17 Per hour/two hour minimum 15.16.010 group),one-time use Tier C field Organized League Use per Hour per Field Tier B Field Tier C Field Youth&Adult 17 14 15.16.010 Recreational tournaments with season 122 Per Day reservations IL Recreational tournaments without season reservations 243 Per Day 3.50.080 $2-M Any cleaning required after field usage Per staff hour 15.16.010 $45 Outdoor Volleyball Court Fees and Liberty Park Recreational One Time Use Fees $11 Per Hour 15.16.010 Youth Volleyball League $6 Per Hour Per Court(1/2 of one time use field rate) 15.16.010 Adult Volleyball League $8 Per Hour Per Court(1/2 of one time use field rate) 15.16.010 Amended XX/XX/2023 by Ord.2023-XX Page 38 Pavilion Reservations Resident Non-resident Pavilions(does not include Liberty Park Rice Pavilion and Washington Park/ Mountain Dell) 55 66 Full day 15.16.020 $52 $62 Washington Park/Mountain Dell Pavilions (AM) 103 137 Half day(8am-2pm) 15.16.020 $97 $129 Washington Park/Mountain Dell Pavilions (PM) 103 137 Half day(3pm-10pm) 15.16.020 $97 $129 Liberty Park-Rice Pavilion(AM) 55 69 Half day(8am-2pm) 15.16.020 $52 $64 Liberty Park-Rice Pavilion(PM) 55 69 Half day(3pm-10pm) 15.16.020 $52 $64 Cottonwood Park-Pavilion $35 47 Full day 15.16.020 $33 $44 Wedding Ceremony Permit Fees $205 $205 Additional$42 per hour for any cleaning required after pavilion use 15.16.020 $193 $193 Wedding Ceremony Permit Fees Per 2 hour block+additional$42 per hour for any cleaning required after International Peace Gardens 205 205 pavilion use 15.16.020 $193 $1993 Premier Fields Athletic Center(RAC): Fields are available for Weekdays,Per Hour Weekends,Per Hour FaNSetup Costs/Full Day Lights Per Hour games only Split Field Fee 30 15.16.010 U ri ht Setup Fee 125 15.16.010 Hashmark Fee 100 15.16.010 Cleaning Charge Per Field 100 15.16.010 Youth Rental Resident Field 55 64 15.16.010 $61 $47 Ad Rental ult Resident Field 77 � 18 15.16.010 $72 $83 $17 Youth Non-Resident Field 77 88 15.16.010 Rental $83 Adult Non-Resident Field 88 $99 � 15.16.010 Rental $83 $93 $ice jo�w� Resident Stadium Field 165 182 36 15.16.010 Rental _ $155 $17f $17 Non-Resident Stadium 182 $200 36 15.16.010 Field Rental $1�1 $188 $17 Tournament Field Rental* 822 (Depends on Field Type) 15.16.010 $773 $45 Full Complex Rental 235 15.16.010 $221 * >10 hours Seasonal Youth League Food and Beverage Service Permits Concession Stands Concession-with electricity and/or 69 Per month 15.16.110 plumbing $64 Concession-temporary without 34 Per month 15.16.110 electricity and/or plumbing $32 Amended XX/XX/2023 by Ord.2023-XX Page 39 Tennis Courts Hours: Deems n Sm;thWasatch Hills and Liberty Park Monday Friday 7:00am to close Saturday,Sunday&holidays 8:OOam to close Indoor(bubble) Court 30 Per court,per hour 15.16.060 $28 Prepaid eeurt $26 PeFeeu�t,per heur 1546-:060 Tournament 20 Per court,per hour 15.16.060 $18 Tournament Cleaning $250 Per Tournament 15.16.060 Deposit Outdoor(summer) Court(12(8 or Less Courts Used) 10 Per court,per hour 15.16.060 $8 Court(13L or More Courts Used 12 Per court,per hour 15.16.060 Reservation Fee $2 Per court,per reservation 15.16.060 Tournament $4 Per court,per day reservation fee Tournament Cleaning $250 Per Tournament 15.16.060 Deposit All Other Courts No charge 15.16.060 Facility Reservation Cleanup and Repair Fees Amended XX/XX/2023 by Ord.2023-XX Page 40 Supervisor 34 Per Hour 3.50.080 $32 Graffiti Response Tech 22 Per Hour 3.50.080 General Maintenance Worker 30 Per Hour 3.50.080 S_ .-__tea='=_ _-Parks Maintenance Technician II 24 Per Hour 3.50.080 GreundskeeperParks Maintenance 17 Per Hour 3.50.080 Technician I Seasena'Seasonal/Part-time Employee 18 Per Hour 3.50.080 W Plumber 32 Per Hour 3.50.080 Irrigation Tech 27 Per Hour 3.50.080 $25 Irrigation Seasonal 19 Per Hour 3.50.080 $}8 Electrical Usage $0.10 Per Kilowatt Hour-$15.29 Minimum 3.50.080 $&09 Restroom Cleaning $34 Per Cleaning 3.50.080 Damage to City Property Varies based on damage Based on city's cost 3.50.080 Damage to Landscape Sod Replacement $0.44 Per Square Foot 3.50.080 $0.3 Peat Moss 21 Per Bale(cost is$15-.W 21.21 3.50.080 $36 Lawn Seed 135 Per Bag 3.50.080 $113 Top Soil 39 Per Yard 3.50.080 $36 Fertilizer 30-2-9 50/50 Blend 45 Per Bag 3.50.080 $36 Fertilizer 18-24-5 Starter 62 Per Bag 3.50.080 Fertilizer 28-2-10 Slow Release 46 Per Bag 3.50.080 Fertilizer 38-0-0 Fall 47 Per Bag 3.50.080 Tree Replacement Varies per size of tree Based on city's cost to replace damaged tree 3.50.080 Wetting Agent 120 Per 40 lb bag 3.50.080 $116 Wetting Agent+Organic 3-1-0 52 Per 50 lb bag 3.50.080 $49 Paver Replacement Paver Cleaning $300 per 1/2 day;$600 per day Based on city's cost 3.50.080 Equipment Damage and Parts Varies based on damage Based on city's cost 3.50.080 Irrigation Damage and Parts Varies based on damage Based on city's cost 3.50.080 Fuel Costs Based on City's Cost 3.50.080 $4 Use of Equipment 1 Ton Dump Truck 32 Per Hour 3.50.080 Aerator(Walk Behind) —0 Per Hour 3.50.080 Aerator,Tractor Mounted(including Tractor) 18 Per Hour 3.50.080 ATLV 17 Per Hour 3.50.080 Backhoe $48 Per Hour 3.50.080 Blower,Backpack(Stihl) $2 Per Hour 3.50.080 Blower(Walk Behind) $7 Per Hour 3.50.080 Edger,Grass(Power Trim) $7 Per Hour 3.50.080 Leafbed/10 Wheeler $67 Per Hour 3.50.080 Loader $68 Per Hour 3.50.080 Amended XX/XX/2023 by Ord.2023-XX Page 41 Mixer $13 Per Hour 3.50.080 Mower,Bagger(Snapper) $7 Per Hour 3.50.080 Mower,Riding(Toro/Kubota) 18 Per Hour 3.50.080 W Mower,Side Discharge(Eastman) $6 Per Hour 3.50.080 Mower,Wide Area(Jacobsen 9016) 39 Per Hour 3.50.080 Pickup Truck 16 Per Hour 3.50.080 W Plow,Jeep Mounted(Including Jeep) $12 Per Hour 3.50.080 Plow,Truck(Including Truck) $24 Per Hour 3.50.080 Pressure Washer $9 Per Hour 3.50.080 $8 Pressure Washer with Heat $21 Per Hour 3.50.080 Snowthrower(Toro) $3 Per Hour 3.50.080 Sprayer,Pull Behind(Including Pickup) $19 Per Hour 3.50.080 SpFeadeF-Spreader Top Dresser,Pull Behind(Including Pickup) $19 Per Hour 3.50.080 Sweeper,Tractor Mounted(Including 32 Per Hour 3.50.080 Track hoe $18 Per Hour 3.50.080 Tractor and Seeder $18 Per Hour 3.50.080 Trimmer,Hedger(Stihl) $5 Per Hour 3.50.080 Trimmer,Line(Maruyama,Echo) 116 Per Hour 3.50.080 Utility Truck" ,)4X4 $14 Per Hour 3.50.080 Utility Truck(Kawasaki44ule) W Per HoQ.. 50 non Van, ower(including Tra er)Truck wit MowerTrailer $20 Per Hour 3.50.080 Special Event Permit 137 Commercially related(community events) 3.50.080 $129 Special Event Filming Permit 137 21A.42.070 $129 Special Event Demonstrations(Free $7 21A.42.070 Expression) $6 Urban Forestry Public Tree Work Permit $16 17 per tree or Permit processing fee,to account for staff time to issue 3.50.080 $162 172 per year permit and update inventory. This is the average cost(per inch)to purchase and plant a Tree Removal Mitigation The Contracted Rate new tree.This fee is charged when code protected trees 3.50.080 are removed or damaged. Amended XX/XX/2023 by Ord.2023-XX Page 42 RECORDS AND ELECTIONS For questions regarding Records and Election fees contact: 801.535.7671 Service Fee Additional Information Section Candidate Filing Fees Mayor Council File 432 103 Or petition/see Section 2.68.010 2.68.010 $406 $97 With Nomination 424 103 Or additional petition signatures/see Section 2.68.010 2.68.010 $399 w Write-in 424 103 2.68.020 $399 $97 Copies of Records Employee time Not more$20 Per hour minus the first 15 minutes compiling records as listed 2.64.040 in Section 2.64.130A Paper photocopies Not more than$0.10 Per copy 2.64.040 Size C blueprint Not more than$1 Per copy 2.64.040 Produced a microfilm printer(silver paper) Not more than$2 Per copy 2.64.040 From microfilm(plain paper) Not more than$0.10 Per copy 2.64.040 From a photograph Not more than$5 1 Per copy 2.64.040 Tapes or discs Cost of media,plus See Section 2.64.130 2.64.040 $11/hour for employee time Incident Reports See Additional Information Not more than the fee charged by the State of Utah for similar 2.64.040 reports Mylar or Vellum Prints 24"x 36" Not more than$6 2.64.040 Larger than 24"x 36" Not more than$2 per square 2.64.040 foot GRAMA Request $20 Per Hour;billable in quarter hour increments.Charges begin after first 15 minutes of research or record compilation. Declaration of Mutual Commitment 33 103 050 Termination of Declaration of Mutual No charge 10.03.030 Commitment Amended XX/XX/2023 by Ord.2023-XX Page 43 REFUSE For questions regarding Waste Collection Service fees contact: 801.535.6999 Service Fee Additional Information Section Green Waste and Recycling Green Recycling Waste Residences receiving City garbage service No additional No additional Charge is included in the fee for garbage,recycling and 9,08.030 charge charge green waste Per month,per container/eligible recycling customers and Eligible recycling customers&green waste green waste customers are non-garbage customers who customers 1$ 0.15 10.15 meet City's service criteria regarding access to curb and 9.08.030 location within service route;minimum subscription 12 months. $9�95 $9.05 Glass recycling for residences $8 Per month 9.08.030 Garbage 40 gallon container $19.90 Per month,per container 9.08.030 h1 60 gallon container $25.45 Per month,per container 9.08.030 $2 90 gallon container $30.20 Per month,per container 9.08.030 Replacement or Removal of Containers When damage is caused by property owner Actual city cost to purchase container plus 9.08.140 11 When stolen and theft reported to police No charge 9.08.140 When stolen and theft not reported to police Actual city cost for purchase of container 9.08.140 With one of a different size No charge 9.08.140 Removal of containers for residences and for eligible recycling $11 Per container 9.08.030 customers Green Waste Trailer Service Delivery&Remeval $225 Per centa'ne 9.08.030 Authorized Waste Hauler Permit Fee $315 Annual 9.08.200 WASTE&RECYCLING-SPECIAL EVENTS Amended XX/XX/2023 by Ord.2023-XX Page 44 Can Delivery,Removal&1st Dump<100 cans 20 Each Can/Per Event 3.50.080 Can Delivery,Removal&1st Dump>100 cans 25 Each Can/Per Event 3.50.080 Recycling Can Contamination $22 Each Can/Per Event 3.50.080 Additional Can Dump Service $2 Each Can/Dump 3.50.080 $4 Can Replacement Cost Actual Cost Each Can/Contract Cost 3.50.080 Landfill Tipping Fee 35 Per Ton 3.50.080 Landfill Tipping Fee(Hazardous Material) $100 Per Ton 3.50.080 Temporary Meter charge Deposit $1961 Per Even 3.50.080 Waste&Recycling-Special Events,Use of Equipment Flat Bed Truck 34 Per Hour 3.50.080 $24 Leafbed/10 Wheeler 84 Per Hour 3.50.080 Loader 78 Per Hour 3.50.080 Refuse Packer 54 Per Hour 3.50.080 $186 Trailer $4 Per Hour 3.50.080 $-3 Waste&Recycling-Special Events,Staff Costs Full-Time Employee $35 Per Hour 3.50.080 Supervisor 57 Per Hour 3.50.080 Seasonal Employee 23 Per Hour 3.50.080 Additional information on termination or suspension see Section 9.08.030F Low Income Abatement:Customers who are granted abatement for taxes on their dwelling shall be granted a 50%abatement of the minimum monthly charge per Section 9.08.030. Amended XX/XX/2023 by Ord.2023-XX Page 45 SANITARY SEWER UTILITIES For questions regarding Sanitary Sewer Charges contact:801-483.6727 Customer Classifications Customer BOD(mg/1) TSS(mg/1) Additional Information Class 1 <300 <300 2 300-600 300-600 More than one class may apply to a customer at the same time.Customer 3 601-900 601-900 classifications is set based on the estimated BOD and TSS discharge rate. 4 901-1,200 901-1,200 5 1,201-1,500 1,201-1,500 6 1,501-1,800 1,501-1,800 See Section 17.72.030.0 7 >1,800 >1,800 Sewer Charges Customer Flow Rate BOD TSS Total Additional Information Section Class* 1 $4.22 $1.49 $1.08 6.79 Monthly service charge for customers in classes 1 to 6 equal to the greater of: 1.Cumulative flow rate,BOD rate and TSS rate set forth in the following chart per 100 cubic feet of metered water usage during winter months,or 2.Minimum charge of$11- 13.58. $3.67 $0:94 All Residents will always be classified as a Class 1 category and 2 $4.22 $2.42 $2.17 smi the total sewer rate will be$3-.90 6.79 per unit. Commercial �� customers with waste strengths higher than Class 1 may have �C-7 $7-66 BOD and TSS rates that are in different classes,thus their 3 $4.22 $3.98 $3.70 $11.90 totals will not match class totals to the left. Example AAA Inc has a BOD in Class 4 and TSS in Class 2,thus the total rate is $ 67 kZ dG kZ 77 $10.35 $Z 671$1 961$ 8 - .$4.22+$5.70+$2.17= $12.09. 4 $4.22 $5.70 $5.04 $14.96 $3.67 $496 $4:38 03.01 5 $4.22 $7.14 $6.56 $17.92 17.72.030 $3.67 $6:21 $5.70 05:58 6 $4.22 $8.81 $7.94 $20.97 $3 67 $7-.66 $6 90 08,23 Category Cost per Pound of Discharge($/Pound) Monthly Service charge for each customer in class 7 and all other separately monitored classes based on actual discharge strength 7 Flow component charged at$3-.6-7 4.22 per 100 cubic feet of metered water used during a billing period COD 0.4804 Charge for COD,BOD, and TSS billed on actual pounds of $0-.4177 discharge BOD $0.9605 $0.83§2 TSS $0.5716 $9-4970 New sewer accounts-Applicable until data required by Section 17.72.030.C.1.a is received Amended XX/XX/2023 by Ord.2023-XX Page 46 Single AAA 54.32 per month Based on average residential AWC of 8 ccf. 17.72.030 Duplex $47-.20 54.32 per month/per Based on average residential AWC of 8 ccf. 17.72.030 dwelling unit Triplex $47-.29 54.32 per month/per Based on average residential AWC of 8 ccf. 17.72.030 dwelling unit $47.2G 54.32 per month for 4 dwelling units or$5r.90 6.79 per 100 cubic feet of water,which ever is highest,until Certificate Multiple dwelling of Occupancy has been Based on average AWC of 8 ccf. 17.72.030 requested or Occupancy has occurred,at which point they will be charged$47.20 54.32 per dwelling unit Customer Flow Rate Per 100 Cubic Feet BOD TSS Class 1 $4.22 $1.49 $1.08 $3.67 2 $4.22 $2.42 $2.17 $3.67 Monthly service charge based on 3 $4.22 $3.98 $3.70 All other users assigned Customer Class times the Flow Rate,BOD,and TSS per $3.67 $3.46 $3.22 100 cubic feet of water. 4 $4.22 $5.70 $5.04 $3.§7 $4 90 $438 5 $4.22 $7.14 $6.56 $3.6-7 $6 1 $5.70 6 $4.22 $8.81 $7.94 $3�7 $7.66 $6 90 Monthly service charge for each customer in class 7 and all other Customer class 7 separately monitored classed See Section 17.72.030 E.1.a 17.72.030 based on actual discharge strength As needed to ensure equitable Service charge adjustment service charges,determined by 17.72.030 director Low Income Abatement:Customers who are granted abatement for taxes on their dwelling shall be granted a four dollar*$4.00)abatement of the monthly charge. SANITARY SEWER CONNECTION FEES For questions regarding Sanitary Sewer Connection Fees contact:801.483.6727 Service/Size IFee Additional Information Section Connection fees on new development property: Residential single dwelling $545 per connection or unit Includes condominiums and twin homes single dwellings 17.72.030 Multi-family dwellings Duplex $818 17.72.030 Triplex $1,226 17.72.030 Townhouse/Apartment,per unit $409 per unit 17.72.030 Commercial/Industrial Without kitchen or restaurant $273 per dwelling unit 17.72.030 With a kitchen or restaurant $363 per dwelling unit 17.72.030 With a kitchen and a restaurant $363 per dwelling unit 17.72.030 General commercial and industrial $27 per each equivalent fixture unit Base on Utah plumbing code 17.72.030 Trailer Park $545 per equivalent fixture unit unit Three trailer spaces shall equal one residential single dwelling 17.72.030 Recreation park $545 per equivalent fixture unit Six trailer spaces shall equal one residential single dwelling 17.72.030 Special industrial and commercial uses $27 per equivalent fixture unit,as Including car washes,Laundromats„etc. 17.72.030 specified in uniform plumbing code Sewer connection fees on property with prior development: Residential building See Section 17.72.030 17.72.030 Commercial building See Section 17.72.030 Hotel,motel,industrial building,etc. 17.72.030 Temporary sewer connections $500 Not to exceed 24 months 17.72.030 Unauthorized manhole or utility access First incident $500 17.36.220 Subsequent Incidents Previous charge+$500 17.36.220 SANITARY SEWER PERMITS For questions regarding Sanitary Sewer Permits contact:801.483.6727 Service Fee Additional Information Sewer Permit Fees Section Amended XX/XX/2023 by Ord.2023-XX Page 47 Sewer and miscellaneous inspection $165 17.72.030 Sewer and miscellaneous inspection after hours 200 17.72.030 Monday through Friday Sewer and miscellaneous inspection-On 465 17.72.030 weekends and callout Grease trap survey and inspection $165 17.72.030 Sewer repair inspection 135 17.72.030 $72 Sewer repair inspection after hours Monday 175 17.72.030 throw h Friday Trial sewer survey $100 17.72.030 Sewer survey $130 17.72.030 Resurvey charge 130 Each Occasion 17.72.030 $100 Installation of sewer manhole connection,special $219 17.72.030 wyes and tees up to 8-inches Installation of sewer manhole connection,special $319 17.72.030 wyes and tees greater than 8-inches Video inspection 62 17.72.030 Sewer Construction,Connection and Repair Permits Additional surveys or inspections Fee Fee to cover the cost of the work 17.44.030 Application for repairs and replacements fee Fee to cover the cost of the work 17.44.040 Trial sewer survey fee Fee to cover the cost of the work 17.44.030 Re-inspection additional fee Fee to cover the cost of the work See Section 17.44.110 17.44.040 Survey stakes resetting fee Fee to cover the cost of the work 17.44.030 Opening sewer when junction pipe not available Fee to cover the cost of the work 17.44.040 Replacing damaged junction pipe Fee to cover the cost of the work 17.44.030 Sewer Lateral Kills Fee to cover the cost of the work Per Occurrence 17.72.030 SANITARY SEWER PRETREATMENT PROGRAM For questions regarding Sanitary Sewer Pretreatment Program contact:801.799.4002 Service Fee Additional Information Section Pretreatment Program services Permit application Determined by Publicly Owned For Provisions see Section 17.52.030 17.52.040 treatment Works(POTW) Metering of sewage flows Based upon actual sewer meter 17.72.030 readings Sample and analysis fees Fee to cover all cost associated with 17.64.040 labor and testing New Industrial Wastewater Discharge Permit $2,750 17.64.040 $190 Industrial Wastewater Discharge Permit Renewal $1,990 17.64.040 Pretreatment Sampling Fees Manual sampling 690 17.64.040 Automatic sampler composite 425 17.64.040 W Grab sample 205 17.64.040 Grease Interceptor Inspection Fee 1st trip Free 17.64.040 Additional follow up inspection $75 17.64.040 3rd trip $150 17.64.040 Noncompliance Violation Fee Notice of Violation for Non-compliance $100 Noncompliance violation fee 17.64.040 Significant Non-compliance Violation 480 covers fixed cost of notice of 17.64.040 violation. Fines for violations $350 may also apply. Column(s)have been deleted from this table SPECIAL EVENTS For questions regarding Special Events contact:TBD Service Fee Additional Information Section Amended XX/XX/2023 by Ord.2023-XX Page 48 COMMUNITY DEVELOPMENT-SPECIAL EVENTS Alcohol Concessions Agreement 318 Per Applications 3.50.080 $300 Staffing Charge Per hour over 6 hours 3.50.080 Janitorial Rate See Notes Fee is equal to fee charged by facilities for janitorial services 3.50.080 FIRE-TEMPORARY MEMBRANE STRUCTURES,TENTS OR CANOPIES-SPECIAL EVENTS Single event-Initial Inspection 199 Up to 180 days.See Also Fire Code under 2.12.040 3.50.080 $187 Each additional structure on same site $1 See Also Fire Code 2.12.040 3.50.080 Re-inspection of additional setup $1 Using the same plan that was previously inspected.See Also 3.50.080 Fire Code under 2.12.040 Non-Combustible Temporary Structures<180 191 UP to 180 dates. 3.50.080 days PARKS AND PUBLIC LANDS-SPECIAL EVENTS Site:Set Up/Takedown 79 Per Day 3.50.080 $74 Event Fee Per day,0-299 participants with minimal set up 3.50.080 Event Fee 158 Per day,300+participants 3.50.080 $149 Special Event Permit 137 Commercially related(community events) 3.50.080 $129 Special Event Filming Permit 137 21A.42.070 $129 Special Event Demonstrations(Free $ 21A.42.070 Expression) Facility Reservation Cleanup and Repair Fees Supervisor 34 Per Hour 3.50.080 Graffiti Response Tech 22 Per Hour 3.50.080 General Maintenance Worker 30 Per Hour 3.50.080 `'- GFeundskeepeWarks Maintenence 24 Per Hour 3.50.080 Technician II $72 GreundskeeperParks Maintenence Technician 17 Per Hour 3.50.080 I Seasena'Sea sona I/Part-time Employee 18 Per Hour 3.50.080 $34 Plumber 32 Per Hour 3.50.080 Irrigation Tech 27 Per Hour 3.50.080 Irrigation Seasonal 19 Per Hour 3.50.080 Electrical Usage $0.10 Per Kilowatt Hour-$15.29 Minimum 3.50.080 $0.09 Restroom Cleaning $34 Per Cleaning 3.50.080 Damage to City Property Varies based on damage Based on city's cost 3.50.080 Damage to Landscape Amended XX/XX/2023 by Ord.2023-XX Page 49 Sod Replacement $0.44 Per Square Foot 3.50.080 Peat Moss 21 Per Bale(cost is$15.W 21.21) 3.50.080 W Lawn Seed 135 Per Bag 3.50.080 $113 Top Soil 39 Per Yard 3.50.080 Fertilizer 45 Per Bag 3.50.080 Fertilizer 18-24-5 Starter 62 Per Baci 3.50.080 Fertilizer 28-2-10 Slow Release 46 Per Bag 3.50.080 Fertilizer 38-0-0 Fall 47 Per Baci 3.50.080 Tree Replacement Varies per size of tree Based on city's cost to replace damaged tree 3.50.080 Wetting Agent 120 Per 40 lb bag 3.50.080 $116 Wetting Agent+Organic 3-1-0 52 Per 50 Ib bag 3.50.080 $49 Paver Replacement Paver Cleaning $300 per 1/2 day;$600 per day Based on city's cost 3.50.080 Equipment Damage and Parts Varies based on damage Based on city's cost 3.50.080 Irrigation Damage and Parts Varies based on damage Based on city's cost 3.50.080 Fuel Costs Based on City's Cost 3.50.080 $4 Use of Equipment 1 Ton Dump Truck 32 Per Hour 3.50.080 Aerator(Walk Behind) 10 Per Hour 3.50.080 $9 Aerator,Tractor Mounted(including Tractor) 18 Per Hour 3.50.080 ATLV 17 Per Hour 3.50.080 Backhoe $48 Per Hour 3.50.080 Blower,Backpack(Stihl) $2 Per Hour 3.50.080 Blower(Walk Behind) $7 Per Hour 3.50.080 Edger,Grass(Power Trim) $7 Per Hour 3.50.080 Leafbed/10 Wheeler $67 Per Hour 3.50.080 Loader $68 Per Hour 3.50.080 Mixer $13 Per Hour 3.50.080 Mower,Bagger(Snapper) $7 Per Hour 3.50.080 Mower,Riding(Toro/Kubota) 18 Per Hour 3.50.080 Mower,Side Discharge(Eastman) $6 Per Hour 3.50.080 Mower,Wide Area(Jacobsen 9016) 39 Per Hour 3.50.080 Pickup Truck $16 Per Hour 3.50.080 Plow,Jeep Mounted(Including Jeep) $12 Per Hour 3.50.080 Plow,Truck(Including Truck) $24 Per Hour 3.50.080 Pressure Washer $9 Per Hour 3.50.080 $8 Pressure Washer with Heat $21 Per Hour 3.50.080 Snowthrower(Toro) $3 Per Hour 3.50.080 Sprayer,Pull Behind(Including Pickup) $19 Per Hour 3.50.080 SpreaderrSoreader Top Dresser_Pull Behind $19 Per Hour 3.50.080 (Including Pickup) Sweeper,Tractor Mounted(Including 32 Per Hour 3.50.080 Track hoe $18 Per Hour 3.50.080 Tractor and Seeder $18 Per Hour 3.50.080 Trimmer,Hedger(Stihl) $5 Per Hour 3.50.080 Amended XX/XX/2023 by Ord.2023-XX Page 50 Trimmer,Line(Maruyama,Echo) 16 Per Hour 3.50.080 W Utility Truck(Cushmanf)4X4 $14 Per Hour 3.50.080 Utility Truck(Kawasaki Mule) $14 PeF ems^&^ Truck with $20 Per Hour 3.50.080 Trailer PARKING AND TRAFFIC-SPECIAL EVENTS Temporary Placing of Bags on Parking 50 Per meter,per day 12.56.210 Meters During filming of a movie/television series/ $12 Per day 12.56.210 commercial For an event that continues for not less than Per day/must significantly foster area business promotion 12.56.210 3 days and have an expected attendance exceeding 5,000 For use under the direction of the city in No Charge 12.56.210 connection with a city sponsored event POLICE-SPECIAL EVENTS Police Coverage for Special Events 70 Per Hour,Per Officer 3.50.080 Police Secondary Employment Car Charge $7 Per Every 4 Hours,plus fuel surcharge 3.50.080 Vehicle Relocation Fee-Small $80 Light Vehicle with a GVWR of 10,000 Ibs or less 12.56.540 Vehicle Relocation Fee-Mid $110 Medium Vehicle with a GVWR of 10,001 Ibs to 26,000 Ibs 12.56.540 Vehicle Relocation Fee-Large $140 Large Vehicle with a GVWR of 26,001 Ibs or greater 12.56.540 WASTE&RECYCLING-SPECIAL EVENTS Can Delivery,Removal&1st Dump<100 cans 20 Each Can/Per Event 3.50.080 $22 Can Delivery,Removal&1st Dump>100 cans Ur Each Can/Per Event 3.50.080 Recycling Can Contamination $22 Each Can/Per Event 3.50.080 Additional Can Dump Service J� Each Can/Dump 3.50.080 $4 Can Replacement Cost Actual Cost Each Can/Contract Cost 3.50.080 Landfill Tipping Fee 35 Per Ton 3.50.080 Landfill Tipping Fee(Hazardous Material) $100 Per Ton 3.50.080 Temporary Meter Charge Deposit $1 9611 o�.,e t 3.50.080 Waste&Recycling-Special Events,Use of Equipment Flat Bed Truck $34 Per Hour 3.50.080 $24 Leafbed/10 Wheeler 84 Per Hour 3.50.080 Loader Per Hour 3.50.080 Refuse Packer 54 Per Hour 3.50.080 $1$6 Trailer Per Hour 3.50.080 $3 Waste&Recycling-Special Events,Staff Costs Full-Time Employee $35 Per Hour 3.50.080 Supervisor 57 Per Hour 3.50.080 Seasonal Employee 23 Per Hour 3.50.080 Amended XX/XX/2023 by Ord.2023-XX Page 51 Special Event Permits Per Day in Protected Watershed Areas(Races,walks,filming,etc) #of Participants Fee Deposit Additional Information 0 to 20 $0 $0 20 to 50 $25 $50 50 to 100 $50 $100 100 to 200 $100 $200 One toilet required per 40 participants at start. 200 to 400 $200 $500 Running races over 5 miles require toilets at 17.08.030 400 to 600 $500 $1,000 intermittent mile markers and aid stations(e.g. 600 to 1,000 $1,000 $2,000 miles 1,3,5...) *Over 1,000 *Contacted watershed manager Filming Fees(per day) $200 minimum to$1,000 minimum STORM WATER For questions regarding Storm Water contact: 801.483.6727 Service Fee Additional Information Section Drainage connection fee $374 Per 1/4 acre,rounded up 17.81.400 Storm Drainage Lateral Survey $130 Connection from connection point to first box or back of curb 17.16.050 Storm Drainage Resurvey $70 17.16.050 Storm Drainage Connection Inspection $165 Includes connection inspection and c/o inspection 17.16.050 Storm Drain Lateral Connection Permit $125 Lateral connection to pipe or curb/gutter 17.16.050 Storm Water Fees Single family residential and duplex parcels,less 7 57 Per month 17.81.200 than 0.25 acres $6�88 Single family residential and duplex parcels,more 10.57 Per month 17.81.200 than 0.25 acres $9�61 Triplex and fourplex residential $15.13 Per month 17.81.200 tr All other developed parcels $6 88 7.57 per ERU Per month,see Section 17.81.200 for formula 17.81.200 Undeveloped parcels No assessment levied 17.81.200 Parcel mitigation credit Formula based See Section 17.81.200 17.81.200 Low income abatement 50%reduction to service See Section 17.81.200 17.81.200 charge Non-service abatement Formula based See Section 17.81.200 17.81.200 Storm water inspection fee/SWPPP " 132 Initial Construction/SWPPP fee 17.16.050 Discharge into City Storm Water Sewer Systeml Not to d$125 Construction/Dewaterin /Industrial Notice of Intent(NOI) �``�`�"ea��' 132 Discharge 9 17.84.400 Discharge into City Storm water Sewer System $44 Construction/Dewatering Discharge 17.84.400 Registration Fee/Preconstruction Fee Discharge into City Storm Water Re-inspection Fee 44 Construction/Dewatering/Industrial 17.16.050 Discharge Not-�yJv Amended XX/XX/2023 by Ord.2023-XX Page 52 STREET LIGHTING For questions regarding Street Lighting fees contact: 801.498.6700 Service Fee Additional Information Section Base Level Lighting Services City-Wide $3.73 4.10 Per ERU Per month.No bills shall be less one ERU. 17.95.300 Enhanced Lighting Fees c Group 1 Decorative Lights-High Efficiency $5-.07 6.24 per ERU Per month-residential 17.95.300 Group 2 Decorative Lights $45-.94111.53 per ERU Per month-residential 17.95.300 Group 3 Decorative Multi-Head Lights $+3-.82 48.20 per ERU Per month-commercial 17.95.300 Note: 1 ERU= 1 residential property or 75 feet of street frontage for non-residential properties. 1-Group 1 rates apply to the existing,predominantly residential properties with a number of enhanced decorative lights; lights have generally received energy efficiency upgrades and large capital expenditures are not expected within the year. 2-Group 2 rates apply to the existing,predominantly residential properties with a number of enhanced decorative lights; many lights require energy efficiency upgrades and large capital expenditures are scheduled within the year. L3-Group 3 rates apply to the existing properties in the predominantly commercial area with a number of enhanced decorative lights; many lights require energy efficiency upgrades and large capital expenditures are scheduled within the year. Amended XX/XX/2023 by Ord.2023-XX Page 50 Column(s)have been deleted from this table WATER For questions regarding Water fees contact:801.483.6900 Service Fee Minimum Charge Rate Table Size of connection Charge Daily Amount Monthly Amount City County City County 3/4 inch Minimum charge 0.4471 0.6035 $13.61 $18.37 17.16.670 0.3788 0.5115 $11-.53 $15.57 1 inch Minimum charge 0.5851 0.7898 $17.81 $24.04 17.16.670 0.1958 0.6692 $15.09 VO.37 1 1/2 inch Minimum charge 0.9291 1.2544 $28.28 $38.18 17.16.670 0.7875 1.0632 $2�-}7 $3236 2 inch Minimum charge 1.3428 1.8126 $40.87 55.17 17.16.670 i4381 1-.5363 04.64 $46.76 3 inch Minimum charge 2.4444 3.2999 $74.40 $100.44 17.16.670 2.0715 2.7966 $63.05 $85.12 4 inch Minimum charge 3.6833 4.9725 $112.11 $151.35 17.16.670 3.1215 4.139 $95.01 $128.26 6 inch Minimum charge 7.1277 9.6223 $216.95 $292.88 17.16.670 6.0406 8.1517 $183.86 $248.21 8 inch Minimum charge 11.2598 15.2007 $342.72 $462.67 17.16.670 9.5422 12.8818 $290.41 $392.09 10 inch Minimum charge 29.1673 39.3758 $887.78 1 198.50 17.16.670 24.7182 31-3 4 � >10 inches Minimum charge Based proportionately on meter capacity,as determined by Public Utilities Director. Fire Hydrant $10.5166 14.1976 320.10 $432.14 17.16.590 $&. 124 $12.0315 $271.27 $366.21 Low Income Abatement:Customer who are granted abatement for taxes on their dwelling shall be granted a four dollar fifty cent($4.50)abatement of the minimum monthly charge. Water Meter Rates 17.16.680 All rates charged are per each 100 cubic feet of water. "Summer months are April through October Account Type Amount Used Rate(Summer) Flat Rate(Winter) City County City County Block 1: 1-10 hundred $2.01 $2.71 cubic feet $1.70 $2.30 Block 2: 11-30 hundred cubic feet(except as $2 74 3.71 increased to 47.94 Cubic feet for Urban Vegetable Gardens) $2.32 Single family residence Block 3: $2.01 $2.71 31-60 hundred 4.46 $5.79 cubic feet includes surcharge) $3.22 $4.35 Block 4: >61 hundred 5.23 $6.66 cubic feet Includes surcharge) $3.44 $4.65 $1.79 $2:30 Amended XX/XX/2023 by Ord.2023-XX Page 37 Block 1: 1-13 hundred $2.01 $2.71 cubic feet $1:70 $2.30 Block 2: 14-30 hundred $2.74 $3.71 cubic feet $2.32 Block 3: Duplex residence/or Single residence with Accessory Dwelling 31-60 hundred $2.01 $2.71 Unit $4.46 $5.79 cubic feet includes surcharge) $3.22 $435 Block 4: >61 hundred 5.23 6.66 cubic feet Includes surcharge) $3:44 $4.65 $1.70 $2.30 Block 1: 1-16 hundred $2.01 $2.71 cubic feet Block 2: 17-30 hundred $2.74 $3.71 cubic feet $2.32 $3 14 Block 3: Triplex residence 31-60 hundred 2.01 2.71 4.46 5.79 cubic feet includes surcharge) $3.22 $4.35 Block 4: >61 hundred 5.23 6.66 cubic feet Includes surcharge) $3:44 $4.65 $1.70 $2.30 0 Cubic feet 2 18 $2 95 Through AWC $4-.85 $2-.50 Above AWC 3.00 $4.05 through 300%of AWC $254 $3.43 Fourplex residence/Commercial Over 300%through 2.18 $2.95 and Industrial 600%of AWC(includes $4.83 $6.28 surcharge) 600%of AW6 $3.53 $476 Over 600%of AWC 5.60 $7.14 (includes surcharge) c Over nno�oo oof AWC $3.75 $5.06 $1:85 $2.50 Note: "AWC"means average winter consumption,and is calculated as the average amount of water used by customer during the months of November through March, inclusive(a"winter period"),taking into account the highest number of complete winter periods available for that customer,up to a maximum of 3 winter periods. Any customer that at the time of calculation has not established an AWC will be assigned a class average AWC by meter size for such customer's classification. Customers with defective plumbing or unexplained deceases in usage of more than 25 percent may be adjusted back to a prior AWC,or be assigned the class average by meter size.In cases where class average is not available or is not reasonable,the Director may use other consumption information specific to such account to determine AWC. Account Type Amount Used Rate(Summer) Flat Rate(Winter) Amended XX/XX/2023 by Ord.2023-XX Page 38 City County City County Cost 100 Cubic feet to 2.63 3.55 taL get budget ver target budget Up to $2 233 01 Irrigation 300%of target budget includes 4.33 $5.62 $2.63 $3.55 surcharge) $344 $429 $2,23 $3,01 Over 300%of 5.06 6.43 target budget(includes surcharge $3.30 $4�46 Note: "Irrigation account"means an account established for applying water for irrigation and landscaping only,as determined by the Public Utilities Director or designee. "Target budget"means the estimated amount of water consumed per acre,as established by the Public Utilities Director or designee each year for customer based on factors including,but not limited to,evapotranspiration,and considering efficient water practices.A different target budget is established for each month of the irrigation season. Account Type Amount Used Rate(Summer) Flat Rate(Winter) Per Acre Per ccf Per Acre Foot Per ccf Foot 0 Cubic feet to 249.40 $0.57 target budget $�11.36 $0.49 Over target budget Up to Secondary Irrigation 300%of target budget includes 858.34 $1.97 $249.40 $0.57 surcharge) $483r76 $i f $24� $0 49 Over 300%of 1 468.35 $3.37 target budget(Includes surcharge) $812=46 Note: "Secondary Irrigation account"means an account established for applying water for irrigation and landscaping secondary to the culinary water system for select municipal parks and golf courses only,as determined by the Public Utilities Director or her designee. "Target budget"means the estimated amount of water consumed per acre,as established by the Public Utilities Director or designee each year for customer based on factors including,but not limited to,evapotranspiration,and considering efficient water practices.A different target budget is established for each month of the irrigation season. Miscellaneous Fees City County Range from Urban Vegetable Garden Credit Adjustment $133.11 to NA Based on garden size 17.16.685 332.78 Annually Range ftem $81.63 to $201.11 Annually Deposit for water-residential $75 $75 17.16.380 Deposit for water-business $100 $100 Retail,warehouse,offices 17.16.380 Deposit for water-small restaurants $150 $150 17.16.380 Deposit for water-Laundromats,large restaurants $300 $300 17.16.380 Deposit for water-car washes $600 $600 17.16.380 Meter Test Fee-5/8"to 1" 145 17.16.050 $80 Meter Test Fee-1 1/2"to 2" 290 17.16.050 $130 Meter Test Fee-larger than 2" Actual costs 17.16.050 Water turn on-turn off $30 17.16.660 Illegal turn on fee $80 $80 17.16.660 Highest two monthly bills over Bankruptcy deposit the previous 12 months 17.16.660 period Charges for water Minimum charges apply See Section 17.16.590 17.16.590 Damage to padlock,inline lock or lock out sleeve Actual costs 17.16.050 Deposit for fire hydrant meter $1,000 $100 not refundable 17.16.050 Amended XX/XX/2023 by Ord.2023-XX Page 39 Opt-out of Advance Metering Infrastructure(AMI)-monthly fee $40 17.16.050 Rain Barrel Actual Costs Plus sales tax $68-50 pies-tax Grass Seed Actual Costs plusPlus sales tax $8.59 Unauthorized meter,hydrant,or utility access First incident $500 17.16.620 Subsequent incidents previous charge+$500 17.16.620 Construction Water-Fill-up at Department on Public Utilities $50 Includes 4 fill-ups at Public Utilities shops Canyon water surplus sales(for contracts that are not tied to the rate established by the average MWDSLS rate paid by SLC) Contract volume 800 gallons per day $362.56 384.32 per year or 17.04.030 current MWDSLS rate Contract volume 400 gallons per day $181.28 192.16 per year or 17.04.030 current MWDSLS rate Water Connection Fees-Contact 801.483.6727 17.04.040 Classification Dwelling Meter Size City Cost** County Cost Single family 3/4 inch $2,560.64 2 641.64 $Z,439-0 $2, 20.5 $7 Single family 1 inch $4,067.51 $4,264.51 $37994.'0 $4393-30 Residential Duplex 1 inch $4,067.51 $4,264.51 $3;994.30 $4,39i-30 Triplex 1 inch $4,067.51 $4,264.51 $3;994.30 $4,393-30 Fourplex 1 inch $4,067.51 $4,264.51 $3r994.30 $4,191.30 3/4 inch 4$ ,600.51 4$ ,983.51 $4,527-30 $4,910.30 1 inch $4,600.51 $4,983.51 $4,52730 $4,91030 1.5 inch $11 710.26 $12 448.26 A^'^� $ !t'1 2 inch $16 692.04 $17 750.04 Compound "'+ T.5483 3 inch $36 300.58 $38 460.58 $ 11,��1 G8 54 A32_12 4 inch $42,040.29 $42,040.49 $3 -lCd Cd $35 251 51 6 inch $74,888.13 $74,888.13 d�L C'� -C C� $65' 8 inch $114,315.52 $114,315.52 Commercial/Industrial "1^� 00-190:54 $ ^��00190:54 2 inch Price upon request Price upon request 3 inch Price upon request Price upon request Turbo 4 inch Price upon request* Price upon request* 6 inch Price upon request* Price upon request* 8 inch Price upon request* Price upon request* 4 inch $37,200.93 $37,200.93 6 inch $73 674.26 $73 674.26 t 'L7�v 55 `-rr dG7S57-C-r7 FM 8 inch $113,850.5 $113,850.5 k10 ^mod 63 tr101 97d LO 10 inch $159,686.9 $159,686.9 $1d7'�y�� 35.18 $1d7'�yQ 8 inch $111,713. Hydroverse $I4'^-4 04'^-4 10 inch $158 635.96 $158 635.96 1F 1 A�= G G� h 1 i1 G'�4 *For meters 4-inches and larger a water resource fee shall be added.The fee is based on the ratio of the projected usage(gpd)as determined by the AWWA M-22 method to the equivalent residential unit amount of 449 gpd multiplied by$106. **Cost includes actual hardware cost,inspection fees and impact fees. Meters not listed will be charged at actual hardware cost,inspection fees,and applicable impact fees.* Amended XX/XX/2023 by Ord.2023-XX Page 40 Fire Service Connection Charges***Contact number 801.483.6727 Detector check-Fee listed does not include hardware and meter. Any hardware and meter to be charged at actual cost. 6-inch $1,691.00 17.16.050 8-inch $2,575.64 17.16.050 10-inch $4,389.03 17.16.050 Fire Lines-Fee listed does not include hardware and meter. Any hardware and meter to be charged at actual cost. 2-inch $355.00 17.16.050 4-inch $355.00 17.16.050 6-inch $601.00 17.16.050 8-inch $819.00 17.16.050 10-inch $1,091.00 17.16.050 12-inch $1,309.00 17.16.050 Water Inspection Fees***Contact number 801.483.6727 New hydrant inspection $135.00 Per each inspection 17.16.050 h1 New hydrant inspection-Lon 240.00 Per each inspection 17.16.050 Water inspection fees $110.00 New installation,repair,and terminate(kill)inspection; Per each 17.16.050 inspection Relocation of hydrant inspection $220.00 Includes move and terminate 17.16.050 Relocation of water meter inspection $220.00 Includes move and terminate 17.16.050 Water Used During Construction Residential Metered Rates 17.16.350 Commercial Metered rates 17.16.350 Other Water Utility Fees Water Pressure Test Flow Test for Water Mains under 12" $455.00 Per Test 17.16.050 Water Pressure Test Flow Test for water mains greaterthan 12: $800.00 Per Test 17.16.050 Kills-Meters under 3" $55.00 17.16.050 Kills-Meters 3"or larger $160.00 17.16.050 Inspect Auto Fire Sprinklers less than 2" $136.00 Per Inspection 17.16.040 Ins ect Auto Fire Sprinklers 2"or greater $369.00 Per Inspection 17.16.040 Plan Review Fee-Less than 1 acre with no new water,sewer,or storm lines $216.00 Per Review 17.16.050 Plan Review Fee-Tenant Remodel $39.00 Per Review 17.16.050 Plan Review Fee-Greater than 2 acre,less than 5 acres with new,water,sewer 1 060.00 Per Review 17.16.350 or storm lines plus all County connections without water lines Plan Review Fee-Greater than 5 acres with new,water,or storm lines $2,124.00 1 Per Review 17.16.050 WATERSHED RECREATIONAL FEES For questions regarding Watershed Recreational fees contact:801.483.6880 Service Fee Additional Information Section AfFleck Park Site Fees Single Site $15 Per day 17.08.030 Group area#2 $50 Per day 17.08.030 Group area#3 $100 Per day 17.08.030 Little Dell Recreation Area Site Fee Vehicle entry $5 Per car 17.08.030 Season pass $50 17.08.030 Senior season pass $25 17.08.030 City Creek Canyon Entry Fee Vehicle entry $3 Per car 17.08.030 Site fees for picnic areas $3-$75 17.08.030 Permits for Dogs in the Watershed—Applicants should refer to Section 17.04.160 of the City Code for information.If a bond is not submitted to Salt Lake County,the following deposit shall be paid. Initial deposit-no violation $100 17.04.160(E) Second deposit-after first violation $300 17.04.160(F) Third deposit-after second violation $500 17.04.160(F) Amended XX/XX/2023 by Ord.2023-XX Page 41 Special Event Permits Per Day in Protected Watershed Areas(Races,walks,filming,etc.) #of Participants Fee Deposit Additional Information 0 to 20 $0 $0 20 to 50 $25 $50 50 to 100 $50 $100 100 to 200 $100 $200 One toilet required per 40 participants at start. 200 to 400 $200 $500 Running races over 5 miles require toilets at 17.08.030 intermittent mile markers and aid stations(e.g. 400 to 600 $500 $1,000 miles 1,3,5...) 600 to 1,000 $1,000 $2,000 *Over 1,000 *Contacted watershed manager Filming Fees(per day) $200 minimum to$1,000 minimum ZONING FEES For question regarding Zoning fees contact:801.535.7700- Service Fee Additional Information se_`-.on Determination-of Nonconforming Use $214 '""zz„4A.4A;2'&-4 Plus$61 peF he F L......_-a-._I.afteF the fiFst Lieu ,Y A Y,nnn n G Alley Vacatien/Glosure $ J Fee waiver avam'able Of adequate signatures are obtained.- 11.52.030. A r C e..•.I..,.L....L...... ..e.l.. 1.1'.,.+ .•/,Y A 1 n n 1 n r\ Alternative Park'M9 P e0.`Iz3ldentiM01-}.'1 I $+M ,Y A r,ndn A 9 �I••••••••V011T Cside TLiGI•Jenti..I ,PC 74 C�� ,Y A r,nnn A 'J Amendments P �t 07n Utah-Code- required Master plan .P+,viv red.. blie etm. --/Yn n..,nn\ Annoted _�_..__�__.._..__.___`__.__.__.,. 1 n 9A-.5 nn .,,.map amendment PINS 121 er acre in exeess of ene aere.See al eF ,Yee Lief,._ �_ �� f n r�T�no_no4no o _ requ �Pi/i�� Ceel public notices/,Y A Yn nYn r\ Zening a_..__...=..a.......n See else fee L.F Fe -.._.,.._we.._etices/21 n 1 n 040 r\ ,1 n rn nnn o Utah Code Annexation $1,127 Anneted- Yn,nn1 r Appeal of a Decision ..0 nostradve decision $2B5 See also e for required public notices(21A.10.01G.E) 21A,16.030.B- ublic notices +P2C,O8'C�� ,Y A YL 00 O Planning Commission See also fee for required public noticesf21A-.10-.01G.E) Appearance Before the Zoning Enforcement Heafing-Gffice F Nofharge '""'^^^ Y A dG 1 Gn 11 3 °demolition f a non-conforming billboard Bm"board Construction or Demolition including the- s '""�„,6.160a Condmtm nal Building and Site Design Review $856 Plums 121 er acreOnexees.s e€ene al se See-�fee L,._ � 21A.59.070.13 Conditional use W�d or6 See else fee Lee F ..- _a putiree net._--/,Y.n Y n 010 r\ ,Y n rn ncn r Condominium Preliminary $521 --• per-n•-•----•--•--._. .eq_'--pub lie .._ --=• = ,n r�nn no /,1 A 1n n1n r\ C ITT.1'lv'v 1v'L` Final •PCd,O ....A,❑In .._ ._. 20.56.10.13 Declaration of Surplus ReaUProperty C428 ,r0 nnn �Historic LandmaCommission R � M•.;...Altefati ns eLprincipal 1. 'In'.... $-M Cee..I....Fee for re .e.d.. blie netmees/21 A 1n n1n r\ 21 n 'fin n,n See also Lee for-_ --_.J.._I..lie n_-ices/21 A 1n 4-0 r\ 21 n ,n n,n See also Lee for required public notices - A 1n nYn r\ 21 A,d n,n Relo...tie of .trb a•'.. ,I l 'I.I'.. 6 See also Lee for required public .tice. /,"n "n n1n C\ 21A,dL n,n Home Occupation R-Eonditional �p�Iar^p ,Y", Conditional n No-chfge Fee could b- sed future erdi..anc Outdoor Dining Outdoor Don ng Application $30 ,Y A nn 065 ,Y"•Planned Developmen �P QC14�1�1 An 065 $121 per acre On excess of(1)acre.See also fee for $8% Fequ Fed..ublie....a•:ees/21 A 1 n n1 n r\ Plus. Amended XX/XX/2023 by Ord.2023-XX Page 42 Based en the Permit fee for signs adopted Building- 91 A dL G3G Permit it Fed C..e Dla-c ecki 9 Cepnsp k!1 1 2 1 7 A dL nZn lrr3Pcct�v n-tag •P`� 4^' 21 A dL M Site Development Permit $2&5 Plus$6 s e excess of e a/1\a e 14 7o ndn C For hosteric structures,see Section 21A.31.020 and Street Closure �-14V Subdivision Amendment kd Plus$121 per let.See also fee for required public -In nA 1-In Subdivision Preliminary Plat f��" Plus$121 per:I_t Cee also fee for required publ'fe ,�.r ,n nd„n i^ Subdivision Final Plat $856 Plus$121.._. 11_` '�"^ 5 of cf.lc-z3�"•1•.t $100,000 ef-pUblie 2 for the amount abeve$100,000 $LSubdmvm men Consolidating-Lots k273 70 nd 19n TenMxw-yV— $ 4C 71 A d7 G60 4 i Zon KjAfari$nce $42$� 21 n 1 o ndn o As per applicable sections of the City and/or State Code,a fee will be assessed for required public notices. This may include sending notice by ist class U.S.Mao! to property wners within a certain radius of the subject property and/or advertising required public hea . . r of general Circulation. A fee for each required publie heaFing will be assessed.The metmeing fee is autheFized thr:eugh the fellewing seetiens and State Law�Salt Lake City Cede 2!A.!().E and Utah State Peale Annotated 1 n n.,7nd and 510 GENERAL FUNDS MISCELLANEOUS FEES For questions regarding General Funds Miscellaneous Fees contact: TBD Service Fee Additional Information Section Collection Fee 60 3.16.050 Legal Fee 231 2.75.040 $217 This fee will be added at the register to all qualifying credit card transactions described in Section 3.16.060 of the Salt Lake City Code. Credit Card Use Surcharge 2.47% 3.16.060 **Max Galaxy,Sportsman software and Library Parking Garage does not assess the credit card charge** Pedestrian Crosswalk Flags Sponsor chooses which type of flag to use and is responsible for Plain Orange Non-Reflective Crosswalk Flag $2.10 keeping the flags in stock.No fees assessed for flags sponsored in 12.76.100 school zones. Sponsor chooses which type of flag to use and is responsible for Orange Reflective Crosswalk Flag $2.10 keeping the flags in stock.No fees assessed for flags sponsored in 12.76.100 school zones. Return Check or EFT Transfer $20 2.61.030 Revolving Loan Application Fee $120 Each 03.16.005 Amended XX/XX/2023 by Ord.2023-XX Page 43 Item G11-G22 MOTION SHEET CITY COUNCIL of SALT LAKE CITY tinyurl.com/SLCFY24 TO: City Council Members FROM: Ben Luedtke Budget&Policy Analyst DATE: May 16, 2023 RE: MOTION SHEET—Ordinance Salt Lake City and Library Fund budgets for FY 2023-24• MOTION: I move that the Council close the public hearings for items G 12-G 23 and refer to the public hearings on June 6,2023 Staff note: The Council may close a public hearing and refer an item to another public hearing which allows an individual to provide comment on the proposed annual budget twice. This allows individuals to respond to new information and proposals as the Council's annual budget deliberations continue. CITY COUNCIL OF SALT LAKE CITY 451 SOUTH STATE STREET,ROOM 304451 SOUTH STATE STREET,ROOM 304 SLCCOUNCIL.COMM P.O.BOX 145476,SALT LAKE CITY,UTAH 84114-5476 TEL 801-535-7600 FAX 801-535-7651 SALT LAKE CITY ORDINANCE No. of 2023 (Approving the Compensation Plan for all non-represented employees of Salt Lake City Corporation) An ordinance approving a compensation plan for all non-represented employees of Salt Lake City Corporation. Be it ordained by the City Council of Salt Lake City, Utah: SECTION 1. PURPOSE. The purpose of this ordinance is to approve the attached Compensation Plan for all non-represented Salt Lake City Corporation employees. Three copies of said Compensation Plan shall be maintained in the City Recorder's Office for public inspection. SECTION 2. APPLICATION. The attached Compensation Plan shall not apply to Salt Lake City Corporation employees whose employment terminated prior to the effective date of this ordinance. SECTION 3. EFFECTIVE DATE. This ordinance shall be deemed effective on June 25, 2023. Passed by the City Council of Salt Lake City, Utah, this day of June, 2023. CHAIRPERSON ATTEST: CITY RECORDER 1 Transmitted to the Mayor on Mayor's Action: Approved. Vetoed. MAYOR ATTEST: Salt Lake City Attorney's Office Approved as to Form CITY RECORDER Date: By: Jo-v44ka4-- Paf—)f -ol,e (SEAL) Jonathan Pappasideris Bill No. of 2023. Published: 2 1 FY2023-2024 ANNUAL COMPENSATON PLAN FOR NON-REPRESENTED EMPLOYEES FY 2024 COMPENSATION PLAN FOR SALT LAKE CITY CORPORATION Table of Contents EFFECTIVEDATE.......................................................................................................................................1 EMPLOYEES COVERED BY THIS PLAN................................................................................................1 AUTHORITY OF THE MAYOR.................................................................................................................1 APPROPRIATION OF FUNDS....................................................................................................................1 MODIFICATION,SUSPENSION,OR REVOCATION OF PROVISIONS...........................................1 SECTION I:DEFINITIONS.........................................................................................................................2 SUBSECTION I-DEFINITION OF TERMS.............................................................................................2 SECTION H:EMPLOYEE WAGES,SALARIES&BENEFITS............................................................2 SUBSECTION I-COMPENSATION PROGRAM&SALARY SCHEDULES.......................................2 A. Determination...................................................................................................................................2 B. Salary Schedules...............................................................................................................................3 C. Other Compensation.........................................................................................................................3 SUBSECTION II-EMPLOYEE COMPENSATION FOR FISCAL YEAR 2023.....................................3 SUBSECTION III-EMPLOYEE INSURANCE........................................................................................4 SUBSECTION IV-WORKERS'COMPENSATION................................................................................4 SUBSECTION V-SOCIAL SECURITY EXCEPTION FOR POLICE&FIRE.......................................4 SUBSECTION VI-RETIREMENT............................................................................................................4 SECTION III:WORK HOURS,OVERTIME&OTHER PAY ALLOWANCES.................................5 SUBSECTION I—WORK HOURS.............................................................................................................5 SUBSECTION II-OVERTIME COMPENSATION...................................................................................5 SUBSECTION III-LONGEVITY PAY.....................................................................................................6 SUBSECTION IV-WAGE DIFFERENTIALS&ADDITIONAL PAY...................................................6 SUBSECTION V-EDUCATION AND TRAINING PAY........................................................................9 SUBSECTION VI—OTHER PAY ALLOWANCES..................................................................................9 SUBSECTION VII-SEVERANCE BENEFIT.........................................................................................11 SECTION IV:HOLIDAY,VACATION&LEAVE ACCRUAL............................................................13 SUBSECTION I—HOLIDAYS.................................................................................................................13 SUBSECTION II-VACATION LEAVE..................................................................................................14 SUBSECTION III-SICK AND OTHER RELATED LEAVE OR PERSONAL LEAVE.......................16 A. Plan «A"............................................................................................................................................17 1.Sick Leave..........................................................................................................................................17 2.Hospitalization Leave.........................................................................................................................18 3.Dependent Leave................................................................................................................................19 4.Career Incentive Leave,Plan«A............................................................................................................20 5. Retirement Benefit,Plan«A...................................................................................................................21 B. Plan«B„..................................................................................................................................................21 SUBSECTION IV-PARENTAL LEAVE................................................................................................24 SUBSECTION V-BEREAVEMENT LEAVE.........................................................................................24 SUBSECTION VI-MILITARY LEAVE..................................................................................................25 SUBSECTION VII-JURY LEAVE&COURT APPEARANCES..........................................................25 SUBSECTION VIII-INJURY LEAVE(SWORN POLICE AND FIRE EMPLOYEES ONLY)............27 SUBSECTION IX-ADDITIONAL LEAVES OF ABSENCE.................................................................27 SUBSECTION X-EMERGENCY LEAVE..............................................................................................27 APPENDIX B—APPOINTED EMPLOYEES BY DEPARTMENT.......................................................30 APPENDIX C—ELECTED OFFICIALS SALARY SCHEDULE..........................................................33 APPENDIX D-UTAH STATE RETIREMENT CONTRIBUTIONS FY 2021-2022.............................34 DISCLAIMER City employment is subject to City ordinances, policies, practices and procedures as well as state law, federal law, and constitutional limitations on the City as a governmental entity. The policies, procedures, and practices of the City and its departments and workgroups do not limit, affect, or alter any legal or constitutional rights the City or its employees may have. The City's policies, procedures, and practices do not create any contractual rights, either express or implied, or any other obligation or liability on the City. The City also expressly reserves the right to amend or change its policies, procedures, and practices at any time, with or without notice, and to amend or change its ordinances, with the notice required by law. FY 2024 COMPENSATION PLAN FOR NON-REPRESENTED EMPLOYEES of SALT LAKE CITY CORPORATION EFFECTIVE DATE The provisions of this plan shall be effective commencing June 25,2023,unless otherwise noted. EMPLOYEES COVERED BY THIS PLAN This plan applies to all full-time city employees.This plan does not apply to employees classified as:seasonal,hourly,temporary,part-time or those covered by a memorandum of understanding. AUTHORITY OF THE MAYOR Employees covered by this compensation plan may be appointed,classified,and advanced under rules and regulations promulgated by the mayor within budget limitations established by the city council. Furthermore,the mayor may authorize leave not specified in this compensation plan to provide for operational flexibility,so long as the additional leave does not exceed the equivalent of eight hours of leave per employee,per year.However,with the exception of a benefit created or expanded pursuant to Section IV,Subsection X("Emergency Leave"),the mayor may not otherwise create a new benefit or expand an existing benefit for employees covered by this compensation plan if doing so will result in a direct,measurable cost. A direct,measurable cost includes a circumstance where the total cost of the new benefit or expansion of an existing benefit exceeds appropriated funds.Further,city council input and approval is required if the creation of a new benefit has policy implications or is already addressed in this compensation plan. APPROPRIATION OF FUNDS All provisions in this compensation plan are subject to the appropriation of funds by the city council. MODIFICATION,SUSPENSION,OR REVOCATION OF PROVISIONS If a local emergency is declared,any provision in this compensation plan may be temporarily modified,suspended,or revoked for the duration(or any portion thereof)of the period of local emergency,if so authorized by the mayor and/or city council. 1 SECTION I:DEFINITIONS SUBSECTION I-DEFINITION OF TERMS As used in this compensation plan: 1. "Appointed employees,"with the exception of justice court judges who are covered under this plan,means employees who are"at-will"employees serving at the pleasure of the mayor(or the city council if they are employees of the Office of the City Council). 2. "Adult Designee"means any individual with whom an employee has a long- term,committed relationship of mutual caring and support. The adult designee must have resided in the same household with the eligible employee for at least the past 12 consecutive months and must have common financial obligations with the employee. The adult designee and the employee must be jointly responsible for each other's welfare. 3. "Exempt"refers to any employee who is not eligible to receive compensation for overtime pursuant to the Fair Labor Standards Act of 1938. 4. "FLSA"means the Fair Labor Standards Act of 1938. 5. "Full-time employee"means employees whose positions regularly require more than 30 hours per week on a full-time schedule. 6. "Non-Exempt"refers to an employee who is entitled to receive overtime compensation pursuant to the FLSA. SECTION II:EMPLOYEE WAGES,SALARIES&BENEFITS SUBSECTION I-COMPENSATION PROGRAM&SALARY SCHEDULES The city's compensation system and program,in conjunction with this plan,is intended to attract,motivate and retain qualified personnel necessary to effectively meet public service demands. A. Determination 1. The mayor shall develop policies and guidelines for the administration of the pay plans. 2. To the degree that funds permit,employees shall be paid compensation that: a. Is commensurate with the skills and abilities required of the position; b. Achieves equal pay for equal work; 2 C. Attains comparability and is competitive with the compensation paid by other public and/or private employers with whom the city compares and/or competes for personnel recruitment and retention. 3. To the extent possible,market surveys shall be used to assess and evaluate the city's competitiveness with a cross section of organizations with whom the city competes for personnel recruitment and retention.This may include one or more of the following: a. Compensation surveys,including actual pay and other cash allowances paid to employees. b. Benefits surveys,including paid leave,group insurance plans, retirement,and other employer-provided and voluntary benefits. C. Regular review of the city's compensation plans and pay structures to ensure salary ranges and regular pay practices provide for job growth and encourage employee productivity. B. Salary Schedules 1. All Employees covered under this plan(except for those designated as "Elected Officials")shall be paid base wages or salaries according to the General Employee Pay Plan attached as Appendix"A."Wages and salaries shall not be less than the established range minimum or higher than the range maximum,unless otherwise approved by the mayor or mayor's designee. 2. Appointed Employees:The specific pay level assignments for Appointed Employees are shown in Appendix`B." 3. Elected Officials:Elected officials shall be paid annual compensation according to schedule attached as Appendix"C." C. Other Compensation The mayor or the city council may distribute appropriated monies to city employees as discretionary retention incentives or retirement contributions,or special lump sum supplemental payments.Retention incentives or special lump sum payments are subject to the mayor's or city council's approval. SUBSECTION II-EMPLOYEE COMPENSATION FOR FISCAL YEAR 2024 For employees covered under this plan,the city will increase each employee's base pay by five percent.Salaries for elected officials will,also,be increased by five percent. The city's living wage for regular,full-time employees is set and shall be no less than$15.11 per hour. 3 SUBSECTION III-EMPLOYEE INSURANCE The city will make available group medical,health and flex savings plans,dental,life,accidental death&dismemberment,long-term disability insurance,voluntary benefits and an employee assistance program(EAP)to all eligible employees and their eligible spouse,adult designee, dependents and dependents of adult designee pursuant to city policy. A. Employer-Paid Contributions.Effective July 1,2023,the city's contribution toward the total premium for group medical will be 95%for the high-deductible Summit Star Plan.For employees enrolled in the high-deductible Summit Star Plan,the city will also contribute a one-time total of$750 into a qualified health savings account(HSA)or a Health Reimbursement Account(HRA)for those enrolled for single coverage and $1,500 for those enrolled for double or family coverage per plan year.Health savings account or Health Reimbursement Account(HRA)contributions will be pro-rated for any employee hired after July 1,2023. B. 501(c)(9)Post-Employment Health Reimbursement Account.The city will contribute$24.30 per bi-weekly pay period into each employee's Post Employment Health Reimbursement Account. For any year in which there are 27 pay periods,no such contribution will be made in the 27th pay period. SUBSECTION IV-WORKERS'COMPENSATION The city will provide workers'compensation coverage to employees as required by applicable law. SUBSECTION V-SOCIAL SECURITY EXCEPTION FOR POLICE&FIRE All sworn employees in the Police and Fire departments covered under this plan are exempt from the provisions of the federal Social Security System unless determined otherwise by the city or required by applicable law. SUBSECTION VI-RETIREMENT A. Retirement Programs. The city hereby adopts the Utah State Retirement System for providing retirement benefits to employees covered by the plan. The city may permit or require the participation of employees in its retirement program(s)under terms and conditions established by the mayor and consistent with applicable law. Such programs may include: 1. The Utah State Public Employees(Contributory and Non-Contributory); Public Safety Retirement Systems;or,the Utah Firefighters Retirement System;or, 2. Deferred compensation programs. B. The 2023-2024 fiscal year retirement contribution rates for employees,including elected officials,are shown in Appendix"D." 4 SECTION III:WORK HOURS,OVERTIME&OTHER PAY ALLOWANCES SUBSECTION I—WORK HOURS A. The city's standard work week begins Sunday at 12:00am and ends the following Saturday at 11:59pm.Alternatives to the standard work week may be authorized and adopted for specific work groups,such as: I. The standard work schedule for combat Fire Battalion Chiefs,which includes two consecutive 24-hour shifts immediately followed by 96 hours off. SUBSECTION II-OVERTIME COMPENSATION A. Overtime Compensation.The city will pay non-exempt employees overtime compensation as required by the FLSA.The city will pay overtime hours at 1 '/2 times the employee's regular hourly rate or,at the employee's request and with their department director's approval,provide compensatory time off at a rate of 1'/z hours for each overtime hour in lieu of overtime compensation. I. Employees may accrue compensatory time up to a maximum amount as determined by their department director. 2. The city may elect at any time to pay an employee for any or all accrued compensatory hours. 3. The city will include only actual hours worked and holiday leave hours when calculating overtime. 4. When used,personal leave and compensatory time will not be included in the calculation of overtime. 5. The city will pay out all accrued compensatory hours whenever an employee's status or position changes from FLSA non-exempt to exempt. B. Labor Costs—Declared Emergency—Overtime Compensation for FLSA Exempt Employees. The city may pay exempt employees overtime pay for any hours worked over forty(40)hours in a workweek at a rate equivalent to their regular base hourly rate of pay during periods of emergency.The city shall only make such payment when all of the following conditions occur: 1. The mayor or the city council has issued a"Proclamation of Local Emergency" or the city responds to an extraordinary emergency;and, 2. Exempt employees are required to work over forty(40)hours for one or more workweek(s)during the emergency period:and, 3. The mayor and/or the city council approve the use of available funds to cover the overtime payments. 5 The city shall distribute any overtime payments consistently with a pre-defined standard that treats all exempt employees equitably. Hours worked under a declared or extraordinary emergency must be paid hours and cannot be accrued as compensatory time. SUBSECTION III-LONGEVITY PAY A. Eligibility. With the exception of elected officials,the city will pay a monthly longevity benefit to full-time employees based on the most recent date an employee began full-time employment as follows: 1. Employees who have completed six(6)consecutive years of employment with the city will receive$50; 2. Employees who have completed ten(10)consecutive years of employment with the city will receive$75; 3. Employees who have completed sixteen(16)full years of employment with the city will receive$100;and, 4. Employees who have completed twenty(20)full years of employment with the city will receive$125. B. Pension Base Pay. Longevity pay will be included in base pay for purposes of pension contributions. C. Longevity While on an Unpaid Leave of Absence.Employees do not earn or receive longevity payments while on an unpaid leave of absence.When an employee returns from an approved unpaid leave of absence,longevity payments will resume. SUBSECTION IV-WAGE DIFFERENTIALS&ADDITIONAL PAY Eligible employees receive certain wage differentials as follows: A. Call Back and Call Out Pay.Non-exempt employees will be paid Call Back or Call Out pay based upon department director approval and the following guidelines: 1. Call Back Pay:Non-swom,non-exempt employees who have been released from normally scheduled work and standby periods,and who are directed by an appropriate department head or designated representative to return to work prior to their next scheduled normal duty shift,will be paid for a minimum of three(3) hours straight-time pay and,in addition,will be guaranteed a minimum four(4) hours work at straight-time pay. 2.Call Out Pay for Police Sergeants.Sergeants who have been released from their scheduled work shifts and have been directed by an appropriate division head or designated representative to perform work without at least 24 hours advance notice or scheduling,shall be compensated as follows: 6 a. Sergeants who are directed to report to work shall receive a minimum of four(4)hours compensation at one and one-half times their hourly wage rate,or one and one-half times their hourly wage rate for actual hours worked,whichever is greater. b. Sergeants who are assigned to day shift,and who are directed to perform work within eight(8)hours prior to the beginning of their regularly scheduled shift shall receive a minimum of four(4)hours compensation at one and one-half times their hourly wage rate,or one and one-half times their hourly wage rate for actual hours worked,whichever is greater. c. Sergeants who are assigned to afternoon or graveyard shifts,and who are directed to perform work within eight(8)hours following the end of their regularly scheduled shift shall receive a minimum of four(4)hours compensation at one and one-half times their hourly wage rate,or one and one-half times their hourly wage rate for actual hours worked,whichever is greater. B. Standby Pay:Non-exempt employees are eligible to receive Standby pay based upon the following guidelines. 1. Standby for Non-Sworn Employees:Non-exempt,non-sworn employees who have been released from normally scheduled work but have not been released from standby status will be paid either two(2)hours of straight time pay for each 24 hour period of limited standby status;or two(2)hours straight time pay for each 12- hour period of standby status if they are Department of Airports or Public Utilities Department employees. a. First Call to Work.An eligible employee who is directed to return to his or her normal work site during an assigned Standby period by a department head or designated representative without advanced notice or scheduling will be paid a guaranteed minimum of four(4)hours,which may include any combination of hours worked and/or non-worked straight-time pay. b. Additional Calls to Work.An eligible employee will be paid an additional guaranteed minimum of two(2)hours,which may include any combination of hours worked and/or non-worked straight-time pay,for each additional occasion he or she is called to work during the same twenty-four (24)or twelve(12)hour standby period. c. Exclusion for Snow Fighters.Any employee on standby as a member of the Snow Fighter Corps shall not receive standby/on-call pay or shift differential when on standby or called back to fight snow. 2. Standby for Police Sergeants: Police Sergeants directed by their division commander or designee to keep themselves available for city service during otherwise off-duty hours shall be compensated 30 minutes of straight time for each 12-hour period of standby status.This compensation shall be in addition to any callout pay or pay for time worked the employee may receive during the standby period. 7 C. Extra-Duty Shifts for Police Sergeants."Extra-duty shifts"are defined as scheduled or unscheduled hours worked other than the sergeant's normally scheduled work shifts. "Extra-duty shifts"do not include extension or carry over of the sergeant's normally scheduled work shift. 1. Any sergeant required by the city to work extra-duty shifts shall receive a minimum of three(3)hours compensation at one and one-half times their regular base hourly rate,or time worked paid at one and one-half times their regular hourly base wage rate,whichever is greater. D. Shift Allowance,not including Police Sergeants&Lieutenants.Only non-exempt employees who perform afternoon/swing or evening shift work are eligible to receive a shift allowance. 1. The city will include all shift allowance when computing overtime. An employee who receives Snow Fighter Corps differential pay is not eligible to also receive shift allowance. 2. Day Shift:No allowance will be paid for work hours which are part of a regular day shift. 3. Eligible Hours:For each non-day shift hour worked between the hours of 6:00 p.m.and 6:00 a.m.,the city will pay an eligible non-exempt employee a differential of$1.00 per hour. E. Shift Differential for Police Sergeants&Lieutenants:The city will pay Police sergeants&lieutenants shift differentials according to the shift actually worked.Actual shift differential rates are determined as follows: 1. Dam:No differential pay for hours worked during day shift,which begins at 0500 hours until 1159 hours. 2. Swing Shift:A differential of 2.5%in addition to the regular day rate shall be paid for swing shift,which begins at 1200 hours until 1759 hours. 3. Graveyard Shift:A differential of 5.0%in addition to the regular day rate shall be paid for graveyard shift,which begins at 1800 hours until 0459 hours. F. K-9 Squad Allowance:Police sergeants assigned to the K-9 squad will be compensated as follows: 1. Police sergeants shall be allowed ten(10)hours per month to care for the police service dog.Such hours shall be counted as part of the Police sergeant's regular work shift(s). 2. Police sergeants shall be provided ten(10)hours per month while off duty, at the rate of one-and-one-half(1 ''/z)times their wage rate,to care for the police service dog.No more than ten(10)hours per month shall be spent off duty to care for the police service dog unless authorized by the Police Chief or designee. 8 G. Acting/Working out of Classification. A department head may elect to grant additional compensation to an employee for work performed on a temporary basis, whether in an acting capacity or otherwise,beyond the employee's regular job classification for any period lasting 20 or more working days.Unless approved by the mayor or mayor's designee,acting pay shall be limited to no more than 90 calendar days from the start date and paid separately from regular earnings on each employee's wage statement.Compensation adjustments may be retroactive to the start date of the temporary job assignment.Exceptions may be approved by the mayor or mayor's designee. 1. Acting pay shall be excluded when calculating any leave payouts,including vacation,holiday,and personal leave. H. Snowfi htg er Pay. The city will pay employees designated by the department head, or designee,as members of the Snow Fighter Corps a pay differential equal to$XXX per pay period for the snowfighter season not to exceed during each fiscal year $X,XXX for work related to snow removal.This pay_shall_be_separate from regular Commented[SD1]:This pay allowance will be adjusted to earnings on each employee's wage statement. match any new rate negotiated by AFSCME for FY24-FY26. SUBSECTION V-EDUCATION AND TRAINING PAY A. Education Incentives. The mayor may adopt programs to promote employee education and training,provided that all compensation incentives are authorized within appropriate budget limitations established by the city council. 1. Police Sergeants,Lieutenants,and Captains are eligible for a$500 per year job- related training allowance. 2. Fire Battalion/Division Chiefs are eligible for incentive pay following completion of degree requirements at a fully accredited college or university and submission of evidence of a diploma.The city will pay monthly allowances according to the educational degree held,as follows: Doctorate..............$100.00 Masters.................$75.00 SUBSECTION VI—OTHER PAY ALLOWANCES A. Meal Allowance. When approved by management,employees may receive meal allowances in the amount of$XX when an employee works two or more hours consecutive to their normally scheduled shift. Employees may also be eligible to receive$XX for each additional four-hour consecutive period of work which is in addition to the normally scheduled work shift. Commented[SD2]:This pay allowance will be adjusted to J match any new rate negotiated by AFSCME for FY24-FY26. 1. Fire and police department employees shall be provided with adequate food and drink to maintain safety and performance during emergencies or extraordinary circumstances. 9 B. Business Expenses. City policy shall govern the authorization of employee advancement or reimbursement for actual expenses reasonably incurred while performing city business. Advance payment or reimbursement for expenses shall be approved only when the amounts are documented and within the budget limitations established by the city council. C. Automobiles 1. The mayor may authorize,subject to the conditions provided in city policy,an employee to utilize a city vehicle on a take-home basis and may require an employee to reimburse the city for a portion of the take-home vehicle cost as provided in city ordinance. 2. Employees who are authorized to use privately-owned automobiles for official city business will be reimbursed for the operation expenses at the rate specified in city policy. 3. The city will provide a car allowance to department directors,the mayor's chief of staff,the mayor's chief administrative officer,up to three additional employees in the mayor's office,and the city council Executive Director at a rate not to exceed $400 per month.A car allowance may be paid to specific appointed employees at a rate not to exceed$400 per month as recommended by the mayor and approved by the city council. D. Uniform Allowance. The city will provide employees who are required to wear uniforms in the performance of their duties a monthly uniform allowance as follows: 1. Non-sworn Police and Fire Department employees $65.00 2. Watershed Management Division employees $65.00 3. Fire:Battalion Chiefs will be provided with uniforms and other job-related safety equipment,as needed. Employees may select uniforms and related equipment from an approved list.The total allowance provided shall be$600 per year,or the amount received by firefighter employees,whichever is greater. Appointed employees shall be provided uniforms or uniform allowances to the extent stated in Fire department policy. a. Dangerous or contaminated safety equipment shall be cleaned, repaired,or replaced by the Fire department. 4. Police: Police sergeants,lieutenants,and captains in uniform assignments, as determined by their bureau commander,will be enrolled in the department's quartermaster system. a. The quartermaster system will operate as follows: i. Necessary uniform and equipment items,including patrol uniforms, detective uniforms,duty gear,footwear,cold-weather gear,headwear, 10 etc.will be provided to Police sergeants,lieutenants,and captains by the department's quartermaster pursuant to department policy. ii. A full inventory of items that the quartermaster will provide to Police sergeants,lieutenants and captains within the quartermaster system and the manner in which they will be distributed will be stated in department policy. iii. Police sergeants,lieutenants and captains in the quartermaster system will be paid the sum of One Hundred Dollars($100)each fiscal year for the purpose of independently purchasing any incidental uniform item or equipment not provided by the quartermaster system.Payment will be made each year on the first day of the pay-period that includes August 15. b. The city will provide for the cleaning of uniforms as described in Police department policy. c. Police sergeants,lieutenants,and captains in plainclothes assignments, as determined by their bureau commander,are provided a clothing and cleaning allowance totaling$39.00 per pay period. Sergeants,lieutenants, and captains who are transferred back to a uniform assignment will return to the quartermaster system upon transfer. d. Uniforms or uniform allowances for appointed Police employees will be provided to the extent stated in Police department policy. E. Allowances for Certified Golf Teaching Professionals. The mayor may,within budgeted appropriations and as business needs indicate,authorize golf lesson revenue sharing between the city and employees recognized as Certified Golf Teaching Professionals as defined in the Golf Division's Golf Lesson Revenue Policy. Payment to an employee for lesson revenue generated shall be reduced by: 1)a ten(10%)percent administrative fee to be retained by the Golf division,and 2)the employee's payroll tax withholding requirements in accordance with applicable law. F. Other Allowances. The mayor or the city council may,within budgeted appropriations,authorize the payment of other allowances in extraordinary circumstances(as determined by the mayor or the city council). SUBSECTION VII-SEVERANCE BENEFIT Subject to availability of funds,any current appointed employee who is not retained,not terminated for cause and who is separated from city employment involuntarily shall receive severance benefits based upon their respective appointment date. A. Severance benefits shall be calculated using the employee's salary rate in effect on the employee's date of termination.Receipt of severance benefits is contingent upon execution of a release of all claims approved by the city attorney's office. 11 1. Employees appointed on or after January 1, 1989 and before January 1,2000 shall receive a severance benefit equal to one months'base salary for each continuous year of city employment in an appointed status before January 1,2000. Severance shall be calculated on a pro-rata basis for a total benefit of up to a maximum of six months. 2. Current department heads,along with the mayor's chief of staff and the executive director of the city council office,appointed on or after January 1,2000 shall receive a severance benefit equal to two month's base salary after one full year of continuous city employment in an appointed status;four months'base salary after two full years of continuous city employment in an appointed status;or,six months'base salary after three full years or more of continuous city employment in an appointed status. 3. Current appointed employees who are not department heads,and who were appointed on or after January 1,2000 shall receive a severance benefit equal to one week's base salary for each year of continuous city employment in an appointed status,calculated on a pro-rata basis,for a total benefit of up to a maximum of six weeks. B. Leave Payout:Appointed employees with leave hour account balances under Plan A or Plan B shall,in addition to the severance benefit provided,receive a severance benefit equal to the"retirement benefit"value provided under the leave plan of which they are a participant(either Plan A or Plan B),if separation is involuntary and not for cause. C. Not Eligible for Benefit. An appointed employee is ineligible to be paid severance benefits under the following circumstances: 1. An employee who,at the time of termination of employment,has been convicted,indicted,charged or is under active criminal investigation concerning a public offense involving a felony or moral turpitude. This provision shall not restrict the award of full severance benefits should such employee subsequently be found not guilty of such charge or if the charges are otherwise dismissed. 2. An employee who has been terminated or asked for a resignation by the mayor or department director under bona fide charges of nonfeasance,misfeasance or malfeasance in office. 3. An employee who fails to execute a Release of All Claims approved by the city attorney's office,where required as stipulated above. 4. An employee who is hired into another position in the city prior to their separation date. In the event an employee is hired into another position in the city after their separation date and prior to the expiration of the period of time for which the severance benefit was provided,the employee is required to reimburse the City(on a pro-rata basis)for that portion of the severance benefit covering the period of time 12 between the date of rehire and the expiration of the period of time for which the severance benefit was provided. SECTION IV:HOLIDAY,VACATION&LEAVE ACCRUAL Benefits-eligible employees shall receive pay for holidays,vacation and other leave as provided in this section. Employees do not cam or receive holiday and vacation benefits while on unpaid leave of absence. However,employees on an unpaid military leave of absence may be entitled to the restoration of such leave benefits,as required by applicable law. SUBSECTION I—HOLIDAYS A. The following days are recognized and observed as holidays for covered employees. Eligible employees will receive pay for non-worked holidays equal to their regular rate of pay times the total number of hours which make a regularly scheduled shift.Except as otherwise noted in this subsection,an employee may not bank a worked holiday. 1. New Year's Day,the first day of January. 2. Martin Luther King,Jr.Day(Human Rights Day),the third Monday of January. 3. President's Day,the third Monday in February. 4. Memorial Day,the last Monday of May. 5. Juneteenth National Freedom Day,June 19 a. If June 19 is on a Tuesday,Wednesday,Thursday,or Friday,the holiday will be observed on the immediately preceding Monday.If June 19 is on a Saturday or Sunday,the holiday will be observed on the immediately following Monday. 6. Independence Day,July 4. 7. Pioneer Day,July 24. 8. Labor Day,the first Monday in September. 9. Veteran's Day,November 11. 10. Thanksgiving Day,the fourth Thursday in November. 11. The Friday after Thanksgiving Day 12. Christmas Day,December 25. 13. One personal holiday per calendar year,taken upon request of an employee and as approved by a supervisor. 13 B. When any holiday listed above falls on a Sunday,the following business day is considered a holiday. When any holiday listed above falls on a Saturday,the preceding business day is considered a holiday. In addition to the above,any day may be designated as a holiday by proclamation of the mayor or the city council. C. All holiday hours,including personal holidays,must be used in no less than regular full day or shift increments. 1. A Fire battalion/division chief may be allowed to use a holiday in less than a full shift increment only when converting from a"support"to"operations"work schedule results in the creation of a half-shift. D. No employee will receive more than the equivalent of one workday or a regular scheduled shift as holiday pay for a single holiday.Employees must either work or be in an authorized paid leave status a working day before and a working day after the holiday to qualify for holiday pay. 1. An employee who is off work and in a paid status covered by short-term disability or parental leave receives regular pay as a benefit and,therefore,is not entitled to bank a holiday while off work. E. Police Sergeant,Lieutenant,&Captain Holiday Hours Worked:When a day designated as a holiday falls on a scheduled workday,a Police sergeant,lieutenant,or captain may elect to take the day off work,subject to the approval of their supervisor,or receive their regular wages for such days worked and designate an alternate day off work to celebrate the holiday.For a Police sergeant whose assignment requires staffing on either the graveyard shift prior to,or the day and afternoon shift on Thanksgiving Day or Christmas Day,all hours worked will be compensated at a rate of one-and-one- half(1 ''/z)times the employee's regular base wage rate. F. Police Sergeant,Lieutenant,&Captain Accrued Holiday Leave Payout:Police sergeants,lieutenants,and captains who retire or separate from city employment for any reason shall be compensated for any holiday time accrued and unused during the preceding 12 months.Employees will not be compensated for any unused holiday time accrued before the 12 months preceding the employee's retirement or separation. 1. Any Police sergeant,lieutenant,or captain who is transferred or promoted to a higher-level position within the department,including Deputy Chief,Assistant Chief,or Police Chief,or to a position in another city department will be paid out at their current base pay rate for any holiday time accrued and unused during the preceding 12 months. SUBSECTION II-VACATION LEAVE The city will pay eligible employees their regular salaries during vacation periods earned and taken in accordance with the following provisions.Except as provided for expressly in either city policy or this plan,vacation leave hours are ineligible to be cashed out or used to exceed the total number of hours for which an employee is regularly compensated during a work week or a pay period. 14 Vacation hours may be used on the first day of the pay period following the period in which the vacation hours are accrued. A. Full-Time employees and appointed employees(except for those noted in paragraphs B and C of this subsection)accrue vacation leave based upon years of city service as follows: Years of Hours of Vacation Accrued City Service Per Bi-Weekly Pay Period 0 to end of year 3 3.73 4 to end of year 6 4.42 7 to end of year 9 4.81 10 to end of year 12 5.54 13 to end of year 15 6.15 16 to end of year 19 6.77 20 or more 7.69 B. Department directors,the mayor's chief of staff,the mayor's chief administrative officer,up to two additional senior positions in the mayor's office as specified by the mayor,the executive director of the city council,and justice court judges will accrue 7.69 hours each bi-weekly pay period. C. Fire battalion chiefs in the Operations division of the Fire department will accrue vacation leave according to the following schedule: Years of Accrued Hours of Vacation City Service Per Pay Period 0 to end of year 3 5.54 4 to end of year 6 6.46 7 to end of year 9 7.38 10 to end of year 12 8.31 13 to end of year 14 9.23 15 to end of year 19 10.15 20 or more 11.54 15 D. For any plan year in which there are 27 pay periods,no vacation leave hours will be awarded in the 27ffi pay period. E. Years of city service are based on the most recent date the person became a full- time salaried employee. F. Full-time employees re-hired by the city are eligible to receive prior service credit for previous full-time city employment and time worked with other public jurisdictions without a break in service.Prior service credit is applicable for vacation accrual,personal leave accrual,short-term disability benefits,layoff,and awarding of employee service awards and service certificates only.Prior service credit does not apply to longevity pay. G. Full-time and appointed employees(except those listed in Paragraph B of this subsection)may accumulate vacations,according to the length of their full-time years of city Service,up to the following maximum limits: Up to and including 9 years Up to 30 days/15 shifts/240 hours After 9 years Up to 35 days/17.5 shifts/280 hours After 14 years Up to 40 days/20 shifts/320 hours For purposes of this subsection,"days"means"8-hour"days and"shifts"means "24-hour"combat shifts. H. Department directors and those included in Paragraph B of this subsection may accumulate up to 320 hours of vacation without regard to their years of employment with the city. L Any vacation accrued beyond the allowable maximums,including any Plan A sick leave hours converted to vacation,will be deemed forfeited unless used before the end of the pay period in which an employee's designated longevity date occurs. However, in the case of an employee's return from an unpaid military leave of absence,leave hours may be restored according to requirements under applicable law. J. Vacation Payout at Termination:An employee separating from employment may not exhaust more than 80 hours of any combination of accrued vacation,personal leave,or banked (holiday or vacation)leave prior to their last day of employment.Employees shall be paid at their base hourly rate for any unused accrued vacation leave time following termination of employment,including retirement. K. Vacation Allowance: As a recruiting incentive,the mayor or the city council may provide a one-time allowance of up to 120 hours of vacation leave. SUBSECTION III-SICK AND OTHER RELATED LEAVE OR PERSONAL LEAVE Benefits in this section are for the purpose of income replacement for employees during absence from work due to illness,accident,or personal reasons.Some of these absences 16 may qualify under the Family and Medical Leave Act of 1993(FMLA). Although the city requires use of accrued paid leave prior to taking unpaid FMLA leave,employees will be allowed to reserve up to 80 hours of non-lapsing leave as a contingency for future use by submitting a written request to Human Resources.Employees are not eligible to earn or receive leave benefits while on an unpaid leave of absence. However,employees on an unpaid military leave of absence may be entitled to the restoration of such leave benefits,as provided by applicable law. Employees hired on or after November 16, 1997 receive personal leave benefits under Plan B. All other employees receive personal leave benefits pursuant to the plan they participated in as of November 15, 1998.Employees hired before November 16,1997 shall receive personal leave benefits under Plan B if they elected to do so during any city-established election period occurring in 1998 or later. A. Plan "A" 1.Sick Leave a. Sick leave is provided for full-time employees under Plan"A"as insurance against loss of income when an employee is unable to perform assigned duties because of illness or injury. The mayor may establish rules governing the interfacing of sick leave and workers'compensation benefits and avoiding,to the extent allowable by law,duplicative payments. b. Each full-time employee accrues sick leave at a rate of 4.62 hours per pay period. For any plan year in which there are 27 pay periods,no sick leave hours will be awarded in the 27th pay period. Authorized and unused sick leave may be accumulated from year to year,subject to the limitations of this plan. 1. Sick Leave Accrual for Fire Battalion Chiefs—Each covered employee shall be entitled to 15 days of sick leave each calendar year, except for members of the Operations division who shall be entitled to 7.5 shifts of sick leave each calendar year.The City shall credit a covered employee's sick leave account in a lump sum(either 15 days or7.5 shifts)during the first month of each calendar year.Authorized and unused sick leave may be accumulated from year to year subject to the limitations of this plan. C. Under this Plan"A,"Full-Time employees who have accumulated 240 hours of sick leave may choose to convert up to 64 hours of the sick leave earned and unused during any given year to vacation. Any sick leave used during the calendar year reduces the allowable conversion by an equal amount. 1. Sick Leave Conversion for Fire Battalion Chiefs— Fire Battalion Chiefs who have accumulated 15 shifts(for Operations employees),or 240 hours(for non-Operations employees)may choose to convert a portion of the year sick leave grant from any given year to vacation,as follows - 17 Number of Sick Leave Shifts Number of Sick Leave Shifts Used During Previous Calendar Available for Conversion Year(Operations Only) (Operations Only) No shifts used 5 shifts One shift used 4 shifts Two shifts used 3 shifts Three shifts used 2 shifts Four shifts used 1 shift Five or more shifts used No shifts Number of Sick Leave Shifts Number of Sick Leave Shifts Used During Previous Calendar Available for Conversion Year(Support Only) (Support Only) No days used 9 days One day used 8 days Two days used 7 days Three days used 6 days Four days used 5 days Five or more days used 0 days d. Conversion at the maximum allowable hours will be made unless the employee elects otherwise. Any election by an employee for no conversion, or to convert less than the maximum allowable sick leave hours to vacation time,must be made by notifying the employee's department timekeeper or the city payroll administrator,in writing,not later than the second pay period of the new calendar year(or the November vacation draw for Fire Battalion Chiefs). Otherwise,the opportunity to waive conversion or elect conversion other than the maximum allowable amount will be deemed waived for that calendar year. In no event may sick leave days be converted from other than the current year's sick leave allocation. e. Any sick leave hours,properly converted to vacation benefits as above described,must be taken before any other vacation hours to which the employee is entitled;however,in no event is an employee,upon the employee's separation from employment,entitled to any pay or compensation for any sick leave converted to vacation. An employee forfeits any sick leave converted to vacation remaining unused at the date of separation from employment. f Sick Leave Benefits Upon Layoff. Employees who are subject to layoff because of lack of work or lack of funds will be paid at 100%of their hourly base wage rate as of the date of termination for each accumulated unused sick leave hour. 2.Hospitalization Leave a. Hospitalization leave is provided for full-time employees under Plan "A,"in addition to sick leave authorized hereunder,as insurance against loss 18 of income when an employee is unable to perform assigned duties because of scheduled surgical procedures,urgent medical treatment,or hospital inpatient admission. b. Employees are entitled to 30 days of hospitalization leave each calendar year.Hospitalization leave does not accumulate from year to year. Employees may not convert hospitalization leave to vacation or any other leave,nor may they convert hospitalization leave to any additional benefit at time of retirement. C. Employees who are unable to perform their duties during a shift due to preparations(such as fasting,rest,or ingestion of medicine),for a scheduled surgical procedure,may report the absence from the affected shift as hospitalization leave,with the prior approval of their division head or supervisor. d. An employee who must receive urgent medical treatment at a hospital,emergency room,or acute care facility,and who is regularly scheduled for work or unable to perform their duties during a shift(or work day)due to urgent medical treatment,may report the absence from the affected shift as hospitalization leave.Similarly,an employee who is absent from work while on approved leave is also allowed to claim hospitalization leave. 1. An employee who wishes to claim hospitalization leave is responsible to report the receipt of urgent medical treatment to the employee's division head or supervisor as soon as practical. 2. For purposes of use of hospitalization leave,urgent medical treatment includes at-home care directed by a physician immediately after the urgent medical treatment and within the affected shift. e. Employees who, because they are admitted as an inpatient to a hospital for medical treatment,are unable to perform their duties,may report the absence from duty while in the hospital as hospitalization leave. f. Medical treatment consisting exclusively or primarily of post-injury rehabilitation or therapy treatment,whether conducted in a hospital or other medical facility,shall not be counted as hospitalization leave. g. An employee requesting hospitalization leave under this section may be required to provide verification of treatment or care from a competent medical practitioner. 3.Dependent Leave a. Under Plan"A,"dependent leave may be requested by a full-time employee for the following reasons: 19 1. Becoming a parent through birth or adoption of a child. 2. Placement of a foster child in the employee's home. 3. Due to the care of the employee's child,spouse,spouse's child,adult designee,adult designee's unmarried child under age 26,or parent with a serious health condition. b. Under Plan"A,"dependent leave may also be requested by a full- time employee to care for an employee's child,spouse,spouse's child,adult designee,an adult designee's unmarried child under age 26,or a parent who is ill or injured but who does not have a serious health condition. C. The following provisions apply to the use of dependent leave by a full-time employee: 1. Dependent leave may be granted with pay on a straight time basis. 2. If an employee has available unused sick leave,sick leave may be used as dependent leave. 3. An employee is required to give notice of the need to take dependent leave,including the expected duration of leave,to his or her supervisor as soon as possible. 4. Upon request of a supervisor,an employee will be required to provide a copy of a birth certificate or evidence of child placement for adoption,or a letter from the attending physician in the event of hospitalization,injury,or illness of a child,spouse,spouse's child,adult designee,adult designee's child,or parent within five calendar days following a return from leave. 5. An employee's sick leave shall be reduced by the number of hours taken by an employee as dependent leave. 4.Career Incentive Leave,Plan"A" Full-Time employees,who have been in continuous full-time employment with the city for more than 20 years,and who have accumulated to their credit 1500 or more sick leave hours,may make a one-time election to convert up to 160 hours of sick leave into 80 hours of paid Career Incentive Leave. Career Incentive Leave must be taken prior to retirement. Sick leave hours converted to Career Incentive Leave will not be eligible for a cash payout upon termination or retirement even though the employee has unused Career Incentive Leave hours available. This leave can be used for any reason. Requests for Career Incentive Leave must be submitted in writing to the appropriate department director and be approved subject to the department's business needs(e.g.,work schedules and workloads). 20 5. Retirement Benefit,Plan"A" a. Employees who meet the eligibility requirements of the Utah State Retirement System and who retire from the city will be paid at their base hourly rate for 50%of their accumulated sick leave hours balance based on the schedule below: Retirement Month 50% sick leave will be: January 1st—June 30th Contributed to 501(c)9 Health Reimbursement Account Plan July 1 st—December 31 st Cash to retiree B. Plan`B" 1. .Under Plan`B,"paid personal leave is provided for employees as insurance against loss of income when an employee needs to be absent from work because of illness or injury,to care for a dependent,or for any other emergency or personal reason.Each eligible employee will receive personal leave on November 1 sc of each calendaryear. Personal leave hours are ineligible to be used to exceed the total number of work hours for which an employee is regularly compensated during a work week or a pay period. Where the leave is not related to the employee's own illness or disability—or an event that qualifies under the FMLA a personal leave request is subject to supervisory approval based on the operational requirements of the city and any policies regarding the use of such leave adopted by the department in which the employee works.Accrued personal leave hours may be used on the same day the hours are received. 2. Each full-time employee under Plan`B"is awarded personal leave hours based on the following schedule: Months of Consecutive Hours of City Service Personal Leave Less than 6 40 Less than 24 60 24 or more 80 Employees hired during the plan year are provided paid personal leave on a pro- rated basis. 3. Not later than October 15th of each calendar year,employees covered by Plan "B"may elect,by notifying their department timekeeper or the city payroll administrator in writing,to: a. Convert any unused personal leave hours available as of October 31" 21 to a lump sum payment equal to the following:For each converted hour,the employee will be paid 50 percent of the employee's regular hourly base wage rate(not including acting pay)in effect on the date of conversion. In no event will total pay hereunder exceed 40 hours of pay(80 hours at 50%); or b. Carryover to the next calendar year up to 80 unused personal leave hours;or C. Convert a portion of unused personal leave hours,to a lump sum payment as provided in subparagraph(3)(a),above,and carry over a portion as provided in subparagraph(3)(b),above. 4. Maximum Accrual. A maximum of 80 hours of personal leave may be carried over to the next plan year. Any personal leave hours unused at the end of the plan year in excess of 80 will be converted to a lump sum payment as provided in subparagraph 3(a)above. 5. Termination Benefits.An employee separating from employment may not exhaust more than 80 hours of any combination of accrued vacation,personal leave,or banked (holiday or vacation)leave prior to their last day of employment.At termination of employment for any reason,accumulated unused personal leave hours,minus any adjustment necessary after calculating the"prorated amount,"shall be paid to the employee at 50 percent of the regular hourly base wage rate(not including acting pay)on the date of termination for each unused hour.For purposes of this paragraph,"prorated amount"shall mean the amount of personal leave credited at the beginning of the plan year,multiplied by the ratio of the number of pay periods worked in the plan year(rounded to the end of the pay period which includes the separation date)to 26 pay periods. If the employee,at the time of separation,has used personal leave in excess of the prorated amount,the value of the excess amount shall be reimbursed to the city and may be deducted from the employee's paycheck. 6. Conditions on Use of Personal Leave include: a. Minimum use of personal leave,with supervisory approval,must be in no less than quarter-hour increments. b. Except in unforeseen circumstances,such as emergencies or the employee's inability to work due to illness or accident or an unforeseen FMLA-qualifying event,an employee must provide their supervisor with prior notice to allow time for the supervisor to make arrangements necessary to cover the employee's work. C. For leave due to unforeseen circumstances,the employee must give their supervisor as much prior notice as possible. d. Except as provided for expressly in either city policy or this plan, personal leave hours are ineligible to be cashed out or used to exceed the total number of hours for which an employee is regularly compensated 22 during a work week or a pay period. 7. Career Enhancement Leave,Plan`B": A full-time employee covered under this Plan`B"is eligible,after 15 years of full-time service with the city,to be selected to receive up to two weeks of career enhancement leave. This one-time leave benefit could be used for formal training,informal course of study,job-related travel,internship,mentoring or other activity that could be of benefit to the city and the employee's career development. Selected employees will receive their full regular salary during the leave. Request for this leave must be submitted in writing to the appropriate department head,stating the purpose of the request and how the leave is intended to benefit the city. The request must be approved by the department head and by the Human Resources director(who will review the request to ensure compliance with these guidelines). 8. Retirement/Layoff(RL)Benefit,Plan`B" a. Full-Time employees currently covered under Plan`B"who were hired before November 16,1997,and who elected to be covered under Plan "B,"shall have a retirement/layoff(RL)account equal to sixty percent of their accumulated unused sick leave hours available on November 16, 1997,minus any hours withdrawn from that account since it was established. b. Full-Time employees who were hired before November 16, 1997 and who elected in 1998 to be covered under Plan`B,"shall have a retirement/layoff(RL)account equal to fifty percent of their accumulated unused sick leave hours available on November 14, 1998,minus any hours withdrawn after the account is established. C. Full-Time employees who were hired before November 16,1997 and who elected in 2007 or later during any period designated by the city to be covered under Plan`B,"shall have a retirement/layoff(RL)account equal to forty percent of their accumulated unused sick leave hours available on the date that Plan B participation began,minus any hours withdrawn after the account is established. d. Payment of the RL Account. 1. All hours in an employee's RL account shall be payable upon retirement or as a result of layoff.In the case of layoff, 100%of R/L hours shall be paid to the employee according to the employee's base hourly rate of pay on date of layoff. Any employee who quits,resigns,is separated,or is terminated for cause is not eligible to receive payment for RL account hours. 2. In cases of retirement,an eligible employee shall be paid at their base hourly rate for 100%of their RL account balance based on the schedule below: 23 Retirement Month 100% RL hours will be: January 1 st—June 30th Contributed to 501(c)9 Health Retirement Account Plan July 1st—December 3 I't Cash to retiree e. Hours may be withdrawn from the RL account to cover an employee's absence from work due to illness or injury,need to care for a dependent,any emergency or to supplement Workers'Compensation benefits after all Personal Leave hours are exhausted. RL account hours, when added to the employee's workers'compensation benefit,may not exceed the employee's regular net salary. 9. Short-Term Disability Insurance, Plan`B":Protection against loss of income when an employee is absent from work due to short-term disability shall be provided to full-time employees covered under Plan`B"through short-term disability insurance(SDI). There shall be no cost to the employee for SDI. SDI shall be administered in accordance with the terms determined by the city. SUBSECTION IV-PARENTAL LEAVE A. Full-time employees who become parents through birth,adoption,or foster care may take up to six consecutive weeks of paid parental leave to care for and bond with the child.An employee may be allowed to take parental leave up to one year from the date of a child's birth or,in the case of adoption or foster care,the date a child is placed in the employee's home.Parental leave may be taken during a new employee's probationary period.The probationary period will be extended by an amount of time equivalent to the parental leave taken. B. Parental leave will run concurrently(during the same period of time)with FMLA and SDI(if applicable).Parental leave is limited to six weeks per twelve-month period. For employees approved for short-term disability,parental leave will make up the difference between 100%pay and 66 2/3%pay(if applicable)for up to six weeks. SUBSECTION V-BEREAVEMENT LEAVE A. An employee who suffers the loss of an immediate family member including a(n): current spouse,domestic partner,or adult designee;child,mother,father,brother,sister; current father-in-law,mother-in-law,son-in-law,daughter-in-law,brother-in-law, sister-in-law;grandparent;current step-grandfather,step-grandmother;grandchild,or current step grandchild,stepchild,stepmother,stepfather,stepbrother or stepsister, grandfather-in-law,grandmother-in-law;or,domestic partner's or adult designee's relative as if the domestic partner or adult designee were the employee's spouse is eligible to be released from work for bereavement,including attendance at a funeral, memorial service,or related event(s). B. In the event of death of an immediate family member,the city will provide an employee with up to five working days of paid leave for bereavement,including attendance at a funeral,memorial service,or related event(s).The employee will be permitted one additional day of bereavement leave if the employee attends a funeral, 24 memorial service or equivalent event that is held more than 150 miles from Salt Lake City and the day following the memorial service or equivalent event is a regular working shift. C. hi the event of death of a first-line extended relative of an employee,or of an employee's spouse,domestic partner,or adult designee's relative as if the adult designee were the employee's spouse not covered in paragraph A above(such as an uncle,aunt or cousin),the city will provide an employee with up to one work shift for bereavement,including attendance at a funeral,memorial service,or related event(s). The employee will be permitted one additional day of bereavement leave if the employee attends a funeral,memorial service or equivalent event that is held more than 150 miles from Salt Lake City and the day following the memorial service or equivalent event is a regular working shift. D. In the event of death of a friend,an employee may be allowed to use vacation or personal leave for time off to attend the funeral or memorial service,as approved by an immediate supervisor. E. In the event of death of any covered family member while an employee is on vacation leave,an employee's absence may be extended and authorized as bereavement leave. F. In the event of a miscarriage or stillbirth,the employee,employee's spouse or partner,or employee to be an adoptive parent,the city will provide an employee with up to three working days of paid leave for bereavement. SUBSECTION VI-MILITARY LEAVE A. Leave of absence for employees who enter uniformed service. An employee who enters the uniformed services of the United States,including the United States Army, United States Navy,United States Marine Corps,United States Air Force, commissioned Corps of the National Oceanic and Atmospheric Administration,United States Coast Guard,or the commissioned corps of the Public Health Service,is entitled to be absent from his or her duties and service from the city,without pay,as required by applicable 1 law. Leave will be granted in accordance with the Uniformed Services Employment and Reemployment Rights Act(USERRA). B. Leave while on duty with the armed forces or Utah National Guard. An employee who is or who becomes a member of the reserves of the federal armed forces,including the United States Army,United States Navy,United States Marine Corps,United States Air Force,and the United States Coast Guard,or any unit of the Utah National Guard,is allowed military leave for up to 15 working days per calendar year for time spent on active or reserve duty. Military leave may be in addition to vacation leave and need not be consecutive days of service.To be covered,an employee must provide documentation demonstrating a duty requirement. SUBSECTION VII-JURY LEAVE&COURT APPEARANCES A. Jury Leave:An employee will be released from duty with full pay when,in obedience to a subpoena or direction by proper authority,the employee is required to 25 either serve on a jury or appear as a witness for the United States,the state of Utah,or other political subdivision. 1. Employees are entitled to retain statutory fees paid for service in a federal court, state court,or city/county justice court. 2. On any day that an employee is required to report for service and is thereafter excused from such service during his or her regular working hours from the city,he or she must forthwith return to and carry on his or her regular city employment. Employees who fail to return to work after being excused from service for the day are subject to discipline. B. Court Appearances. A Police sergeant is eligible to receive compensation as a witness subpoenaed by the city,the State of Utah,or the United States for a court or administrative proceeding appearance as follows: 1. Appearances in court or administrative proceeding made while on-duty will be compensated as normal hours worked. 2. hi the event an appearance extends beyond the end of an employee's regularly scheduled shift,time will be counted as normal work time for the purpose of computing an employee's overtime compensation. 3. Employees are entitled to retain statutory witness fees paid for service in a federal court,state court,or city/county justice court. 4. Appearances made while off-duty will be compensated as follows: (a) The city will pay employees for two hours of preparation time plus actual time spent in court or in an administrative hearing at one and one-half times their regular hourly rate.Lunch periods granted are not considered compensable time.Compensation for additional preparation time for any subsequent appearance during the same day is allowed only when there is at least two hours between the employee's release time from a prior court or administrative proceeding and the start of the other. (b) If the time spent in court or administrative proceeding extends into the beginning of the employee's regularly scheduled work shift,time spent in court or in administrative proceeding will be deemed ended at the time such shift is scheduled to begin. 5. An employee is required to provide a copy of the subpoena,including the beginning time and time released from the court or administrative hearing,with initials of the prosecuting or another court representative within seven working days following the appearance. 6. Any employee failing to appear in compliance with the terms of a formal notice or subpoena may be subject to disciplinary action. 26 SUBSECTION VIII-INJURY LEAVE(SWORN POLICE AND FIRE EMPLOYEES ONLY) The city has established rules governing the administration of an injury leave program for sworn public safety personnel under the following qualifications and restrictions: A. The disability must have resulted from an injury arising out of the discharge of official duties or while exercising some form of necessary job-related activity as determined by the city; B. The employee must be unable to return to work due to the injury,as verified by a medical provider acceptable to the city; C. The leave benefit may not exceed the value of the employee's net salary during the period of absence due to the injury,less all amounts paid or credited to the employee as workers'compensation,Social Security,long-term disability or retirement benefits,or any form of governmental relief whatsoever; D. The value of benefits provided to employees under this injury leave program may not exceed the total of$5,000 per employee per injury,unless approved in writing by the employee's department head after receiving an acceptable treatment plan and consulting with the city's risk manager; E. The city's risk manager is principally responsible for the review of injury leave claims,except that appeals from the decision of the city's risk manager may be reviewed by the Human Resources director,who may make recommendations to the mayor for final decisions; F. If an employee is eligible for workers'compensation as provided by law and is not receiving injury leave pursuant to this provision,an employee may elect to use either accumulated sick leave or hours from the RL account,if applicable,and authorized vacation time to supplement workers'compensation.The total value of leave hours or hours from an RL account combined with a workers'compensation benefit may not exceed an employee's regular net salary. SUBSECTION IX-ADDITIONAL LEAVES OF ABSENCE Additional leaves of absence may be requested in writing and granted as identified in policy to an employee at the discretion of a department director. SUBSECTION X-EMERGENCY LEAVE The city may provide additional paid leave to employees if: i)the mayor has declared a local emergency;and ii)the mayor and/or city council authorize and approve the use of available funds for such purposes during the period of local emergency. Emergency leave may also be provided as a form of income replacement for part-time (hourly)and/or seasonal employees whose work hours are either reduced or discontinued temporarily,so long as there is an expectation they will return to work after the emergency period is ended. 27 APPENDIX A-SALT LAKE CITY CORPORATION GENERAL EMPLOYEE PAY PLAN(GEPP) Effective June 25.2023 GRADE MINIMUM CITY MARKET MAXIMUM SEAX/HRLY $12.46 $70.00 10 $13.23 $17.28 $21.33 11 $13.87 $18.15 $22.42 12 $14.57 $19.21 $23.85 13 $15.31 $20.02 $24.72 14 $16.07 $20.94 $25.81 15 $16.86 $22.16 $27.45 16 $17.70 $23.45 $29.20 17 $18.60 $24.41 $30.21 18 $19.53 $25.94 $32.34 19 $20.50 $27.08 $33.66 20 $21.54 $28.24 $34.93 21 $21.72 $29.63 $37.54 22 $22.84 $31.15 $39.45 23 $23.97 $32.71 $41.44 24 $25.17 $34.33 $43.48 25 $26.42 $36.03 $45.64 26 $27.75 $37.85 $47.94 27 $29.12 $39.75 $50.38 28 $30.57 $41.76 $52.94 29 $32.12 $43.85 $55.58 30 $33.72 $46.04 $58.36 31 $35.41 $48.35 $61.29 32 $37.17 $50.75 $64.33 33 $39.04 $53.31 $67.57 34 $40.99 $55.97 $70.95 35 $43.03 $58.77 $74.50 36 $45.18 $61.71 $78.23 37 $47.45 $64.79 $82.12 38 $49.82 $68.03 $86.23 39 $52.32 $109.88 40 $54.93 $115.35 41 $57.68 $187.12 28 GRADE MINIMUM CITY MARKET MAXIMUM SEAX/HRLY $25,916.80 $145,600.00 10 $27,518.40 $35,942.40 $44,366.40 11 $28,849.60 $37,741.60 $46,633.60 12 $30,305.60 $39,956.80 $49,608.00 13 $31,844.80 $41,631.20 $51,417.60 14 $33,425.60 $43,555.20 $53,684.80 15 $35,068.80 $46,082.40 $57,096.00 16 $36,816.00 $48,776.00 $60,736.00 17 $38,688.00 $50,762.40 $62,836.80 18 $40,622.40 $53,944.80 $67,267.20 19 $42,640.00 $56,326.40 $70,012.80 20 $44,803.20 $58,728.80 $72,654.40 21 $45,177.60 $61,630.40 $78,083.20 22 $47,507.20 $64,781.60 $82,056.00 23 $49,857.60 $68,026.40 $86,195.20 24 $52,353.60 $71,396.00 $90,438.40 25 $54,953.60 $74,942.40 $94,931.20 26 $57,720.00 $78,717.60 $99,715.20 27 $60,569.60 $82,680.00 $104,790.40 28 $63,585.60 $86,850.40 $110,115.20 29 $66,809.60 $91,208.00 $115,606.40 30 $70,137.60 $95,763.20 $121,388.80 31 $73,652.80 $100,568.00 $127,483.20 32 $77,313.60 $105,560.00 $133,806.40 33 $81,203.20 $110,874.40 $140,545.60 34 $85,259.20 $116,417.60 $147,576.00 35 $89,502.40 $122,231.20 $154,960.00 36 $93,974.40 $128,346.40 $162,718.40 37 $98,696.00 $134,752.80 $170,809.60 38 $103,625.60 $141,492.00 $179,358.40 39 $108,825.60 $228,550.40 40 $114,254.40 $239,928.00 41 $119,974.40 $389,209.60 29 APPENDIX B—APPOINTED EMPLOYEES BY DEPARTMENT Effective June 25,2023 911 BUREAU Job Title Grade 911 DISPATCH DIRECTOR 041X 911 COMMUNICATIONS DEPUTY DIRECTOR 032X EXECUTIVE ASSISTANT 026X AIRPORT EXECUTIVE DIRECTOR OF AIRPORTS O41X CHIEF OPERATING OFFICER AIRPORT 040X DIRECTOR AIRPORT DESIGN&CONSTRUCTION MANAGEMENT 039X DIRECTOR AIRPORT MAINTENANCE 039X DIRECTOR FINANCE/ACCOUNTING AIRPORT 039X DIRECTOR OF AIRPORT ADMINISTRATION/COMMERCIAL SERVICES 039X DIRECTOR OF AIRPORT INFORMATION TECHNOLOGY 039X DIRECTOR OF AIRPORT PLANNING&CAPITAL PROJECTS 039X DIRECTOR OF OPERATIONS-AIRPORT 039X DIRECTOR OF OPERATIONAL READINESS&TRANSITION 039X DIRECTOR COMMUNICATIONS&MARKETING 038X EXECUTIVE ASSISTANT 026X CITY ATTORNEY CITY ATTORNEY 041X DEPUTY CITY ATTORNEY 040X CITY RECORDER 035X CITY COUNCIL COUNCIL MEMBER-ELECT N/A* EXECUTIVE DIRECTOR CITY COUNCIL OFFICE 041X COUNCIL LEGAL DIRECTOR 039X DEPUTY DIRECTOR-CITY COUNCIL 039X ASSOCIATE DEPUTY DIRECTOR COUNCIL 037X LEGISLATIVE&POLICY MANAGER 037X SENIOR ADVISOR CITY COUNCIL 037X SENIOR PUBLIC POLICY ANALYST 033X COMMUNICATIONS DIRECTOR CITY COUNCIL 031X PUBLIC ENGAGEMENT&COMMUNICATIONS SPECIALIST III 031X COMMUNITY FACILITATOR 031X OPERATIONS MANAGER&MENTOR-CITY COUNCIL 031X PUBLIC POLICY ANALYST 031X POLICY ANALYST/PUBLIC ENGAGEMENT 028X PUBLIC ENGAGEMENT&COMMUNICATIONS SPECIALIST II 028X CONSTITUENT LIAISON/POLICY ANALYST 027X CONSTITUENT LIAISON 026X PUBLIC ENGAGEMENT&COMMUNICATIONS SPECIALIST I 026X ASSISTANT TO THE COUNCIL EXECUTIVE DIRECTOR 025X COUNCIL ADMINISTRATIVE ASSISTANT/AGENDA 024X COUNCIL ADMINISTRATIVE ASSISTANT 021X COMMUNITY&NEIGHBORHOODS DIRECTOR OF COMMUNITY&NEIGHBORHOODS O41X DEPUTY DIRECTOR-COMMUNITY&NEIGHBORHOODS 037X DEPUTY DIRECTOR-COMMUNITY SERVICES 037X DIRECTOR OF TRANSPORTATION ENGINEER 037X PLANNING DIRECTOR 037X BUILDING OFFICIAL 035X 30 DIRECTOR OF HOUSING&NEIGHBORHOOD DEVELOPMENT 035X DIRECTOR OF TRANSPORTATION PLANNER 035X YOUTH&FAMILY DIVISION DIRECTOR 035X EXECUTIVE ASSISTANT 026X ECONOMIC DEVELOPMENT DIRECTOR OF ECONOMIC DEVELOPMENT 041X DEPUTY DIRECTOR ECONOMIC DEVELOPMENT 037X ARTS DIVISION DIRECTOR 033X BUSINESS DEVELOPMENT DIVISION DIRECTOR 033X FINANCE CHIEF FINANCIAL OFFICER 041X CITY TREASURER 039X DEPUTY CHIEF FINANCIAL OFFICER 039X CHIEF PROCUREMENT OFFICER 036X FIRE FIRE CHIEF 041X DEPUTY FIRE CHIEF 037X ASSISTANT FIRE CHIEF 035X EXECUTIVE ASSISTANT 026X HUMAN RESOURCES CHIEF HUMAN RESOURCES OFFICER 041X DEPUTY CHIEF HUMAN RESOURCES OFFICER 037X CIVILIAN REVIEW BOARD INVESTIGATOR 035X TRANSITIONCHIEF OF STAFF 041X* TRANSITION COMMUNICATIONS DIRECTOR 039X* TRANSITION EXECUTIVE ASSISTANT 026X* INFORMATION MGT SERVICES CHIEF INFORMATION OFFICER 041X CHIEF INNOVATIONS OFFICER 039X DEPUTY CHIEF INFORMATION OFFICER 039X JUSTICE COURTS JUSTICE COURT JUDGE 038X JUSTICE COURT ADMINISTRATOR 037X MAYOR CHIEF OF STAFF 041X CHIEF ADMINISTRATIVE OFFICER 041X COMMUNICATIONS DIRECTOR 039X DEPUTY CHIEF ADMINISTRATIVE OFFICER 039X DEPUTY CHIEF OF STAFF 039X SENIOR ADVISOR 039X COMMUNICATIONS DEPUTY DIRECTOR 030X POLICY ADVISOR 029X REP COMMISSION POLICY ADVISOR 029X COMMUNITY LIAISON 026X EXECUTIVE ASSISTANT 026X OFFICE MANAGER-MAYOR'S OFFICE 024X COMMUNITY OUTREACH-EQUITY&SPECIAL PROJECTS 024X COORDINATOR COMMUNICATION AND CONTENT MANAGER-MAYOR'S OFFICE 021X ADMINISTRATIVE ASSISTANT 019X CONSUMER PROTECTION ANALYST 016X 31 POLICE CHIEF OF POLICE 041X ASSISTANT CHIEF OF POLICE 039X DEPUTY CHIEF POLICE 037X ADMINISTRATIVE DIRECTOR-COMMUNICATIONS 037X ADMINISTRATIVE DIRECTOR-INTERNAL AFFAIRS 037X EXECUTIVE ASSISTANT 026X PUBLIC LANDS PUBLIC LANDS DIRECTOR 041X DEPUTY DIRECTOR,PUBLIC LANDS 037X GOLF DIVISION DIRECTOR 035X PARKS DIVISION DIRECTOR 035X URBAN FORESTRY DIVISION DIRECTOR 035X PUBLIC SERVICES DIRECTOR OF PUBLIC SERVICES 041X CITY ENGINEER 039X DEPUTY DIRECTOR OF OPERATIONS 038X FACILITIES DIVISION DIRECTOR 035X FLEET DIVISION DIRECTOR 035X STREETS DIVISION DIRECTOR 035X COMPLIANCE DIVISION DIRECTOR 035X EXECUTIVE ASSISTANT 026X PUBLIC UTILITIES DIRECTOR OF PUBLIC UTILITIES 041X DEPUTY DIRECTOR OF PUBLIC UTILITIES 039X FINANCE ADMINISTRATOR PUBLIC UTILITIES 039X CHIEF ENGINEER-PUBLIC UTILITIES 037X WATER QUALITY&TREATMENT ADMINSTRATOR 037X EXECUTIVE ASSISTANT 026X REDEVELOPMENT AGENCY DIRECTOR REDEVELOPMENT AGENCY 041X DEPUTY DIRECTOR,REDEVELOPMENT AGENCY 037X SUSTAINABILITY SUSTAINABILITY DIRECTOR 041X SUSTAINABILITY DEPUTY DIRECTOR 037X WASTE&RECYCLING DIVISION DIRECTOR 035X Except for a change in job title or reassignment to a lower pay level,no appointed position on this pay plan may be added,removed or modified without approval of the City Council. *Compensation for transitional positions,including city council member-elect,is set as provided under Chapter 2.03.030 of the Salt Lake City Code.Benefits for transitional employees are equivalent to those provided to full-time employees.Except for leave time,benefits for city council members-elect are also equivalent to those provided to full-time employees. 32 APPENDIX C—ELECTED OFFICIALS SALARY SCHEDULE Annual Salaries Effective June 25,2023 Mayor $168,067 Council Members $42,017 Except for leave time,benefits for the mayor and city council members are equivalent to those provided to full-time employees. 33 APPENDIX D-UTAH STATE RETIREMENT CONTRIBUTIONS FY 2023-2024 Tier 1 Defined Benefit System System Employee Employer Contribution Total Contribution Public Employees Contributory System 6.0% 13.96% 19.96% Public Employees Noncontributory System 0 17.97% 17.97% Public Safety Noncontributory System 0 46.71% 46.71% Firefighters Retirement System 0 22.95% 22.95% Tier 1 Post Retired Post Retired Employment Post Retired Employment Before System After 6/30/10-NO 401(k) 7/1/2010 Amortization of UAAL* Optional 401(k) Public Employees Noncontributory System 6.11% 11.86% Public Safety Noncontributory System 24.20% 22.51% Firefighters Retirement System 0% n/a Tier 2 Defined Benefit Hybrid System Employee Employer 401(k) Total Contribution Contribution Public Employees Noncontributory System 0% 16.01% 0.18% 16.19% Public Safety Noncontributory System 2 59%(city paid) 38.28% 6.00% 46.87% (for entry and two year pay steps only) Public Safety Noncontributory System 2 59%(city paid) 38.28% 0% 40.87% (for pay steps year four or more) Firefighters Retirement System 2.59%(city paid) 14.08% 0% 16.67% Tier 2 Defined Contribution Only Employee Employer 401(k) Total Contribution Contribution Public Employees Noncontributory System 0% 6.19% 10.00% 16.19% Public Safety Noncontributory System 0% 24 28% 22.27% 46.55% (for entry and two year pay steps only) Public Safety Noncontributory System 0% 24.28% 14.00% 38.28% (for pay steps year four or more) Firefighters Retirement System 0% 0.08% 14.00% 14.08% 34 Executive Non- Legislative Position Employer Contribution Department Heads,Mayor, Normal contribution into Utah Retirement Mayor's Chief of Staff,Chief System(URS)with 3%into 401(k) Administrative Officer,Up to Two —OR— Public Employees Noncontributory System Additional Senior Executives in the If Tier 1 and exempt from system or Tier II and Mayor's Office,Executive Director exempt from vesting,401k contribution equal to for City Council the applicable URS system contribution plus 3% Public Safety Noncontributory System Department Head Same as above Firefighters Retirement System Department Head Same as above Council Members Elected with prior service in the Utah Retirement System (Tier 1 Defined Benefit) System Employee Employer Contribution Total Contribution Public Employees Noncontributory System 0 17.97% 17.97% If exempt... 0 10%base salary to 401(k) 10% Council Members Elected After July 1,2011 with no prior service in the Utah Retirement System(may exempt from vesting) Tier 2 Defined Contribution Only Employer 401K Total 6.19% 10% 16.19% Tier 2 Defined Benefit Hybrid System Employer 401K Total 16.01% 0.18% 16.19% 35 - FY2023-2024 ANNUAL COMPENSATON PLAN FOR NON-REPRESENTED EMPLOYEES FY 1613 2024 COMPENSATION PLAN FOR SALT LAKE CITY CORPORATION Table of Contents EFFECTIVEDATE.......................................................................................................................................1 EMPLOYEES COVERED BY THIS PLAN................................................................................................1 AUTHORITY OF THE MAYOR.................................................................................................................1 APPROPRIATION OF FUNDS....................................................................................................................1 MODIFICATION,SUSPENSION,OR REVOCATION OF PROVISIONS...........................................1 SECTION I:DEFINITIONS.........................................................................................................................2 SUBSECTION I-DEFINITION OF TERMS.............................................................................................2 SECTION H:EMPLOYEE WAGES,SALARIES&BENEFITS............................................................2 SUBSECTION I-COMPENSATION PROGRAM&SALARY SCHEDULES.......................................2 A. Determination...................................................................................................................................2 B. Salary Schedules...............................................................................................................................3 C. Other Compensation.........................................................................................................................3 SUBSECTION II-EMPLOYEE COMPENSATION FOR FISCAL YEAR 2023.....................................3 SUBSECTION III-EMPLOYEE INSURANCE........................................................................................4 SUBSECTION IV-WORKERS'COMPENSATION................................................................................4 SUBSECTION V-SOCIAL SECURITY EXCEPTION FOR POLICE&FIRE.......................................4 SUBSECTION VI-RETIREMENT............................................................................................................4 SECTION III:WORK HOURS,OVERTIME&OTHER PAY ALLOWANCES.................................5 SUBSECTION I—WORK HOURS.............................................................................................................5 SUBSECTION II-OVERTIME COMPENSATION...................................................................................5 SUBSECTION III-LONGEVITY PAY.....................................................................................................6 SUBSECTION IV-WAGE DIFFERENTIALS&ADDITIONAL PAY...................................................6 SUBSECTION V-EDUCATION AND TRAINING PAY........................................................................9 SUBSECTION VI—OTHER PAY ALLOWANCES..................................................................................9 SUBSECTION VII-SEVERANCE BENEFIT.........................................................................................11 SECTION IV:HOLIDAY,VACATION&LEAVE ACCRUAL............................................................13 SUBSECTION I—HOLIDAYS.................................................................................................................13 SUBSECTION II-VACATION LEAVE..................................................................................................15 SUBSECTION III-SICK AND OTHER RELATED LEAVE OR PERSONAL LEAVE.......................17 A. Plan «A"............................................................................................................................................17 1.Sick Leave..........................................................................................................................................17 2.Hospitalization Leave.........................................................................................................................19 3.Dependent Leave................................................................................................................................20 4.Career Incentive Leave,Plan«A............................................................................................................21 5. Retirement Benefit,Plan«A...................................................................................................................21 B. Plan«B„..................................................................................................................................................21 SUBSECTION IV-PARENTAL LEAVE................................................................................................25 SUBSECTION V-BEREAVEMENT LEAVE.........................................................................................26 SUBSECTION VI-MILITARY LEAVE..................................................................................................26 SUBSECTION VII-JURY LEAVE&COURT APPEARANCES..........................................................27 SUBSECTION VIII-INJURY LEAVE(SWORN POLICE AND FIRE EMPLOYEES ONLY)............28 SUBSECTION IX-ADDITIONAL LEAVES OF ABSENCE.................................................................29 SUBSECTION X-EMERGENCY LEAVE..............................................................................................29 APPENDIX B—APPOINTED EMPLOYEES BY DEPARTMENT.......................................................32 APPENDIX C—ELECTED OFFICIALS SALARY SCHEDULE..........................................................35 APPENDIX D-UTAH STATE RETIREMENT CONTRIBUTIONS FY 2021-2022.............................36 DISCLAIMER City employment is subject to City ordinances, policies, practices and procedures as well as state law, federal law, and constitutional limitations on the City as a governmental entity. The policies, procedures, and practices of the City and its departments and workgroups do not limit, affect, or alter any legal or constitutional rights the City or its employees may have. The City's policies, procedures, and practices do not create any contractual rights, either express or implied, or any other obligation or liability on the City. The City also expressly reserves the right to amend or change its policies, procedures, and practices at any time, with or without notice, and to amend or change its ordinances, with the notice required by law. FY 2023 2024 COMPENSATION PLAN FOR NON-REPRESENTED EMPLOYEES of SALT LAKE CITY CORPORATION EFFECTIVE DATE The provisions of this plan shall be effective commencing T,me 2 ,2022June 25,2023,unless otherwise noted. EMPLOYEES COVERED BY THIS PLAN This plan applies to all full-time city employees.This plan does not apply to employees classified as:seasonal,hourly,temporary,part-time or those covered by a memorandum of understanding. AUTHORITY OF THE MAYOR Employees covered by this compensation plan may be appointed,classified,and advanced under rules and regulations promulgated by the mayor within budget limitations established by the city council. Furthermore,the mayor may authorize leave not specified in this compensation plan to provide for operational flexibility,so long as the additional leave does not exceed the equivalent of eight hours of leave per employee,per year.However,with the exception of a benefit created or expanded pursuant to Section IV,Subsection X("Emergency Leave"),the mayor may not otherwise create a new benefit or expand an existing benefit for employees covered by this compensation plan if doing so will result in a direct,measurable cost. A direct,measurable cost includes a circumstance where the total cost of the new benefit or expansion of an existing benefit exceeds appropriated funds.Further,city council input and approval is required if the creation of a new benefit has policy implications or is already addressed in this compensation plan. APPROPRIATION OF FUNDS All provisions in this compensation plan are subject to the appropriation of funds by the city council. MODIFICATION,SUSPENSION,OR REVOCATION OF PROVISIONS If a local emergency is declared,any provision in this compensation plan may be temporarily modified,suspended,or revoked for the duration(or any portion thereof)of the period of local emergency,if so authorized by the mayor and/or city council. 1 SECTION I:DEFINITIONS SUBSECTION I-DEFINITION OF TERMS As used in this compensation plan: 1. "Appointed employees,"with the exception of justice court judges who are covered under this plan,means employees who are"at-will"employees serving at the pleasure of the mayor(or the city council if they are employees of the Office of the City Council). 2. "Adult Designee"means any individual with whom an employee has a long- term,committed relationship of mutual caring and support. The adult designee must have resided in the same household with the eligible employee for at least the past 12 consecutive months and must have common financial obligations with the employee. The adult designee and the employee must be jointly responsible for each other's welfare. 3. "Exempt"refers to any employee who is not eligible to receive compensation for overtime pursuant to the Fair Labor Standards Act of 1938. 4. "FLSA"means the Fair Labor Standards Act of 1938. 5. "Full-time employee"means employees whose positions regularly require more than 30 hours per week on a full-time schedule. 6. "Non-Exempt"refers to an employee who is entitled to receive overtime compensation pursuant to the FLSA. SECTION II:EMPLOYEE WAGES,SALARIES&BENEFITS SUBSECTION I-COMPENSATION PROGRAM&SALARY SCHEDULES The city's compensation system and program,in conjunction with this plan,is intended to attract,motivate and retain qualified personnel necessary to effectively meet public service demands. A. Determination 1. The mayor shall develop policies and guidelines for the administration of the pay plans. 2. To the degree that funds permit,employees shall be paid compensation that: a. Is commensurate with the skills and abilities required of the position; b. Achieves equal pay for equal work; 2 C. Attains comparability and is competitive with the compensation paid by other public and/or private employers with whom the city compares and/or competes for personnel recruitment and retention. 3. To the extent possible,market surveys shall be used to assess and evaluate the city's competitiveness with a cross section of organizations with whom the city competes for personnel recruitment and retention.This may include one or more of the following: a. Compensation surveys,including actual pay and other cash allowances paid to employees. b. Benefits surveys,including paid leave,group insurance plans, retirement,and other employer-provided and voluntary benefits. C. Regular review of the city's compensation plans and pay structures to ensure salary ranges and regular pay practices provide for job growth and encourage employee productivity. B. Salary Schedules 1. All Employees covered under this plan(except for those designated as "Elected Officials")shall be paid base wages or salaries according to the General Employee Pay Plan attached as Appendix"A."Wages and salaries shall not be less than the established range minimum or higher than the range maximum,unless otherwise approved by the mayor or mayor's designee. 2. Appointed Employees:The specific pay level assignments for Appointed Employees are shown in Appendix`B." 3. Elected Officials:Elected officials shall be paid annual compensation according to schedule attached as Appendix"C." C. Other Compensation The mayor or the city council may distribute appropriated monies to city employees as discretionary retention incentives or retirement contributions,or special lump sum supplemental payments.Retention incentives or special lump sum payments are subject to the mayor's or city council's approval. SUBSECTION II-EMPLOYEE COMPENSATION FOR FISCAL YEAR 202-32024 For employees covered under this plan,the city will increase each employee's base pay by fear and-one-hafffive percent.Salaries for elected officials will,also,be increased by four and-one - halffive percent. The city's living wage for regular,full-time employees is set and shall be no less than$15.11 per hour. 3 SUBSECTION III-EMPLOYEE INSURANCE The city will make available group medical,health and flex savings plans,dental,life,accidental death&dismemberment,long-tern disability insurance,voluntary benefits and an employee assistance program(EAP)to all eligible employees and their eligible spouse,adult designee, dependents and dependents of adult designee pursuant to city policy. A. Employer-Paid Contributions.Effective July 1,20222023,the city's contribution toward the total premium for group medical will be 95%for the high-deductible Summit Star Plan.For employees enrolled in the high-deductible Summit Star Plan,the city will also contribute a one-time total of$750 into a qualified health savings account (HSA)or a Health Reimbursement Account(HRA)for those enrolled for single coverage and$1,500 for those enrolled for double or family coverage per plan year. Health savings account or Health Reimbursement Account(HRA)contributions will be pro-rated for any employee hired after July 1,20222023. B. 501(c)(9)Post-Employment Health Reimbursement Account.The city will contribute$24.30 per bi-weekly pay period into each employee's Post Employment Health Reimbursement Account. For any year in which there are 27 pay periods,no such contribution will be made in the 27th pay period. SUBSECTION IV-WORKERS'COMPENSATION The city will provide workers'compensation coverage to employees as required by applicable law. SUBSECTION V-SOCIAL SECURITY EXCEPTION FOR POLICE&FIRE All sworn employees in the Police and Fire departments covered under this plan are exempt from the provisions of the federal Social Security System unless determined otherwise by the city or required by applicable law. SUBSECTION VI-RETIREMENT A. Retirement Programs. The city hereby adopts the Utah State Retirement System for providing retirement benefits to employees covered by the plan. The city may permit or require the participation of employees in its retirement program(s)under terms and conditions established by the mayor and consistent with applicable law. Such programs may include: 1. The Utah State Public Employees(Contributory and Non-Contributory); Public Safety Retirement Systems;or,the Utah Firefighters Retirement System;or, 2. Deferred compensation programs. B. The 2022 20232023-2024 fiscal year retirement contribution rates for employees, including elected officials,are shown in Appendix"D." 4 SECTION III:WORK HOURS,OVERTIME&OTHER PAY ALLOWANCES SUBSECTION I—WORK HOURS A. The city's standard work week begins Sunday at 12:00am and ends the following Saturday at 11:59pm.Alternatives to the standard work week may be authorized and adopted for specific work groups,such as: I. The standard work schedule for combat Fire Battalion Chiefs,which includes two consecutive 24-hour shifts immediately followed by 96 hours off. SUBSECTION II-OVERTIME COMPENSATION A. Overtime Compensation.The city will pay non-exempt employees overtime compensation as required by the FLSA.The city will pay overtime hours at 1 '/2 times the employee's regular hourly rate or,at the employee's request and with their department director's approval,provide compensatory time off at a rate of 1'/z hours for each overtime hour in lieu of overtime compensation. I. Employees may accrue compensatory time up to a maximum amount as determined by their department director. 2. The city may elect at any time to pay an employee for any or all accrued compensatory hours. 3. The city will include only actual hours worked and holiday leave hours when calculating overtime. 4. When used,personal leave and compensatory time will not be included in the calculation of overtime. 5. The city will pay out all accrued compensatory hours whenever an employee's status or position changes from FLSA non-exempt to exempt. B. Labor Costs—Declared Emergency—Overtime Compensation for FLSA Exempt Employees. The city may pay exempt employees overtime pay for any hours worked over forty(40)hours in a workweek at a rate equivalent to their regular base hourly rate of pay during periods of emergency.The city shall only make such payment when all of the following conditions occur: 1. The mayor or the city council has issued a"Proclamation of Local Emergency" or the city responds to an extraordinary emergency;and, 2. Exempt employees are required to work over forty(40)hours for one or more workweek(s)during the emergency period:and, 3. The mayor and/or the city council approve the use of available funds to cover the overtime payments. 5 The city shall distribute any overtime payments consistently with a pre-defined standard that treats all exempt employees equitably. Hours worked under a declared or extraordinary emergency must be paid hours and cannot be accrued as compensatory time. SUBSECTION III-LONGEVITY PAY A. Eligibility. With the exception of elected officials,the city will pay a monthly longevity benefit to full-time employees based on the most recent date an employee began full-time employment as follows: 1. Employees who have completed six(6)consecutive years of employment with the city will receive$50; 2. Employees who have completed ten(10)consecutive years of employment with the city will receive$75; 3. Employees who have completed sixteen(16)full years of employment with the city will receive$100;and, 4. Employees who have completed twenty(20)full years of employment with the city will receive$125. B. Pension Base Pay. Longevity pay will be included in base pay for purposes of pension contributions. C. Longevity While on an Unpaid Leave of Absence.Employees do not earn or receive longevity payments while on an unpaid leave of absence.When an employee returns from an approved unpaid leave of absence,longevity payments will resume. SUBSECTION IV-WAGE DIFFERENTIALS&ADDITIONAL PAY Eligible employees receive certain wage differentials as follows: A. Call Back and Call Out Pay.Non-exempt employees will be paid Call Back or Call Out pay based upon department director approval and the following guidelines: 1. Call Back Pay:Non-swom,non-exempt employees who have been released from normally scheduled work and standby periods,and who are directed by an appropriate department head or designated representative to return to work prior to their next scheduled normal duty shift,will be paid for a minimum of three(3) hours straight-time pay and,in addition,will be guaranteed a minimum four(4) hours work at straight-time pay. 2.Call Out Pay for Police Sergeants.Sergeants who have been released from their scheduled work shifts and have been directed by an appropriate division head or designated representative to perform work without at least 24 hours advance notice or scheduling,shall be compensated as follows: 6 a. Sergeants who are directed to report to work shall receive a minimum of four(4)hours compensation at one and one-half times their hourly wage rate,or one and one-half times their hourly wage rate for actual hours worked,whichever is greater. b. Sergeants who are assigned to day shift,and who are directed to perform work within eight(8)hours prior to the beginning of their regularly scheduled shift shall receive a minimum of four(4)hours compensation at one and one-half times their hourly wage rate,or one and one-half times their hourly wage rate for actual hours worked,whichever is greater. c. Sergeants who are assigned to afternoon or graveyard shifts,and who are directed to perform work within eight(8)hours following the end of their regularly scheduled shift shall receive a minimum of four(4)hours compensation at one and one-half times their hourly wage rate,or one and one-half times their hourly wage rate for actual hours worked,whichever is greater. B. Standby Pay:Non-exempt employees are eligible to receive Standby pay based upon the following guidelines. 1. Standby for Non-Sworn Employees:Non-exempt,non-sworn employees who have been released from normally scheduled work but have not been released from standby status will be paid either two(2)hours of straight time pay for each 24 hour period of limited standby status;or two(2)hours straight time pay for each 12- hour period of standby status if they are Department of Airports or Public Utilities Department employees. a. First Call to Work.An eligible employee who is directed to return to his or her normal work site during an assigned Standby period by a department head or designated representative without advanced notice or scheduling will be paid a guaranteed minimum of four(4)hours,which may include any combination of hours worked and/or non-worked straight-time pay. b. Additional Calls to Work.An eligible employee will be paid an additional guaranteed minimum of two(2)hours,which may include any combination of hours worked and/or non-worked straight-time pay,for each additional occasion he or she is called to work during the same twenty-four (24)or twelve(12)hour standby period. c. Exclusion for Snow Fighters.Any employee on standby as a member of the Snow Fighter Corps shall not receive standby/on-call pay or shift differential when on standby or called back to fight snow. 2. Standby for Police Sergeants: Police Sergeants directed by their division commander or designee to keep themselves available for city service during otherwise off-duty hours shall be compensated two( 30 minutes of straight time for each 12-hour period of standby status.This compensation shall be in addition to any callout pay or pay for time worked the employee may receive during the standby period. 7 C. Extra-Duty Shifts for Police Sergeants."Extra-duty shifts"are defined as scheduled or unscheduled hours worked other than the sergeant's normally scheduled work shifts. "Extra-duty shifts"do not include extension or carry over of the sergeant's normally scheduled work shift. 1. Any sergeant required by the city to work extra-duty shifts shall receive a minimum of three(3)hours compensation at one and one-half times their regular base hourly rate,or time worked paid at one and one-half times their regular hourly base wage rate,whichever is greater. D. Shift Allowance,not including Police Sergeants&Lieutenants.Only non-exempt employees who perform afternoon/swing or evening shift work are eligible to receive a shift allowance. 1. The city will include all shift allowance when computing overtime. An employee who receives Snow Fighter Corps differential pay is not eligible to also receive shift allowance. 2. Day Shift:No allowance will be paid for work hours which are part of a regular day shift. 3. Eligible Hours:For each non-day shift hour worked between the hours of 6:00 p.m.and 6:00 a.m.,the city will pay an eligible non-exempt employee a differential of$1.00 per hour. E. Shift Differential for Police Sergeants&Lieutenants:The city will pay Police sergeants&lieutenants shift differentials according to the shift actually worked.Actual shift differential rates are determined as follows: 1. Dam:No differential pay for hours worked during day shift,which begins at 0500 hours until 1159 hours. 2. Swing Shift:A differential of 2.5%in addition to the regular day rate shall be paid for swing shift,which begins at 1200 hours until 1759 hours. 3. Graveyard Shift:A differential of 5.0%in addition to the regular day rate shall be paid for graveyard shift,which begins at 1800 hours until 0459 hours. F. K-9 Squad Allowance:Police sergeants assigned to the K-9 squad will be compensated as follows: 1. Police sergeants shall be allowed ten(10)hours per month to care for the police service dog.Such hours shall be counted as part of the Police sergeant's regular work shift(s). 2. Police sergeants shall be provided ten(10)hours per month while off duty, at the rate of one-and-one-half(1 ''/z)times their wage rate,to care for the police service dog.No more than ten(10)hours per month shall be spent off duty to care for the police service dog unless authorized by the Police Chief or designee. 8 G. Acting/Working out of Classification. A department head may elect to grant additional compensation to an employee for work performed on a temporary basis, whether in an acting capacity or otherwise,beyond the employee's regular job classification for any period lasting 20 or more working days.Unless approved by the mayor or mayor's designee,acting pay shall be limited to no more than 90 calendar days from the start date and paid separately from regular earnings on each employee's wage statement.Compensation adjustments may be retroactive to the start date of the temporary job assignment.Exceptions may be approved by the mayor or mayor's designee. 1. Acting pay shall be excluded when calculating any leave payouts,including vacation,holiday,and personal leave. H. Snowfi htg er Pay. The city will pay employees designated by the department head, or designee,as members of the Snow Fighter Corps a pay differential equal to�2w per pay period for the snowfighter season not to exceed$2,000 during each fiscal year for Commented[SD1]:This pay allowance will be adjusted to work related to snow removal.This pay shall be separate from regular earnings on each match any new rate negotiated by AFSCME for FY24-FY26. employee's wage statement. SUBSECTION V-EDUCATION AND TRAINING PAY A. Education Incentives. The mayor may adopt programs to promote employee education and training,provided that all compensation incentives are authorized within appropriate budget limitations established by the city council. 1. Police Sergeants,Lieutenants,and Captains are eligible for a$500 per year job- related training allowance. 2. Fire Battalion/Division Chiefs are eligible for incentive pay following completion of degree requirements at a fully accredited college or university and submission of evidence of a diploma*&u,,fla n,.., .. The city will pay monthly allowances according to the educational degree held,as follows: Doctorate..............$100.00 Masters.................$75.00 SUBSECTION VI—OTHER PAY ALLOWANCES A. Meal Allowance. When approved by management,employees may receive meal allowances in the amount of$40 00-when an employee works two or more hours consecutive to their normally scheduled shift. Employees may also be eligible to receive S 10.00 for each additional four-hour consecutive period of work which is in addition to the normally scheduled work shift. Commented[SD2]:This pay allowance will be adjusted to J match any new rate negotiated by AFSCME for FY24-FY26. 1. Fire and police department employees shall be provided with adequate food and drink to maintain safety and performance during emergencies or extraordinary circumstances. 9 B. Business Expenses. City policy shall govern the authorization of employee advancement or reimbursement for actual expenses reasonably incurred while performing city business. Advance payment or reimbursement for expenses shall be approved only when the amounts are documented and within the budget limitations established by the city council. C. Automobiles 1. The mayor may authorize,subject to the conditions provided in city policy,an employee to utilize a city vehicle on a take-home basis and may require an employee to reimburse the city for a portion of the take-home vehicle cost as provided in city ordinance. 2. Employees who are authorized to use privately-owned automobiles for official city business will be reimbursed for the operation expenses at the rate specified in city policy. 3. The city will provide a car allowance to department directors,the mayor's chief of staff,the mayor's chief administrative officer,up to three additional employees in the mayor's office,and the city council Executive Director at a rate not to exceed $400 per month.A car allowance may be paid to specific appointed employees at a rate not to exceed$400 per month as recommended by the mayor and approved by the city council. D. Uniform Allowance. The city will provide employees who are required to wear uniforms in the performance of their duties a monthly uniform allowance as follows: 1. Non-sworn Police and Fire Department employees $65.00 2. Watershed Management Division employees $65.00 3. Fire:Battalion Chiefs will be previdedprovided with uniforms and other job- related safety equipment,as needed. Employees may select uniforms and related equipment from an approved list.The total allowance provided shall be$600 per year,or the amount received by firefighter employees,whichever is greater. Appointed employees shall be provided uniforms or uniform allowances to the extent stated in Fire department policy. a. Dangerous or contaminated safety equipment shall be cleaned, repaired,or replaced by the Fire department. 4. Police: Police sergeants,lieutenants,and captains in uniform assignments, as determined by their bureau commander,will be enrolled in the department's quartermaster system. a. The quartermaster system will operate as follows: i. Necessary uniform and equipment items,including patrol uniforms, detective uniforms,duty gear,footwear,cold-weather gear,headwear, 10 etc.will be provided to Police sergeants,lieutenants,and captains by the department's quartermaster pursuant to department policy. ii. A full inventory of items that the quartermaster will provide to Police sergeants,lieutenants and captains within the quartermaster system and the manner in which they will be distributed will be stated in department policy. iii. Police sergeants,lieutenants and captains in the quartermaster system will be paid the sum of One Hundred Dollars($100)each fiscal year for the purpose of independently purchasing any incidental uniform item or equipment not provided by the quartermaster system.Payment will be made each year on the first day of the pay-period that includes August 15. b. The city will provide for the cleaning of uniforms as described in Police department policy. c. Police sergeants,lieutenants,and captains in plainclothes assignments, as determined by their bureau commander,are provided a clothing and cleaning allowance totaling$39.00 per pay period. Sergeants,lieutenants, and captains who are transferred back to a uniform assignment will return to the quartermaster system upon transfer. d. Uniforms or uniform allowances for appointed Police employees will be provided to the extent stated in Police department policy. E. Allowances for Certified Golf Teaching Professionals. The mayor may,within budgeted appropriations and as business needs indicate,authorize golf lesson revenue sharing between the city and employees recognized as Certified Golf Teaching Professionals as defined in the Golf Division's Golf Lesson Revenue Policy. Payment to an employee for lesson revenue generated shall be reduced by: 1)a ten(10%)percent administrative fee to be retained by the Golf division,and 2)the employee's payroll tax withholding requirements in accordance with applicable law. F. Other Allowances. The mayor or the city council may,within budgeted appropriations,authorize the payment of other allowances in extraordinary circumstances(as determined by the mayor or the city council). SUBSECTION VII-SEVERANCE BENEFIT Subject to availability of funds,any current appointed employee who is not retained,not terminated for cause and who is separated from city employment involuntarily shall receive severance benefits based upon their respective appointment date. A. Severance benefits shall be calculated using the employee's salary rate in effect on the employee's date of termination.Receipt of severance benefits is contingent upon execution of a release of all claims approved by the city attorney's office. 11 1. Employees appointed on or after January 1, 1989 and before January 1,2000 shall receive a severance benefit equal to one months'base salary for each continuous year of city employment in an appointed status before January 1,2000. Severance shall be calculated on a pro-rata basis for a total benefit of up to a maximum of six months. 2. Current department heads,along with the mayor's chief of staff and the executive director of the city council office,appointed on or after January 1,2000 shall receive a severance benefit equal to two month's base salary after one full year of continuous city employment in an appointed status;four months'base salary after two full years of continuous city employment in an appointed status;or,six months'base salary after three full years or more of continuous city employment in an appointed status. 3. Current appointed employees who are not department heads,and who were appointed on or after January 1,2000 shall receive a severance benefit equal to one week's base salary for each year of continuous city employment in an appointed status,calculated on a pro-rata basis,for a total benefit of up to a maximum of six weeks. B. Leave Payout:Appointed employees with leave hour account balances under Plan A or Plan B shall,in addition to the severance benefit provided,receive a severance benefit equal to the"retirement benefit"value provided under the leave plan of which they are a participant(either Plan A or Plan B),if separation is involuntary and not for cause. C. Not Eligible for Benefit. An appointed employee is ineligible to be paid severance benefits under the following circumstances: 1. An employee who,at the time of termination of employment,has been convicted,indicted,charged or is under active criminal investigation concerning a public offense involving a felony or moral turpitude. This provision shall not restrict the award of full severance benefits should such employee subsequently be found not guilty of such charge or if the charges are otherwise dismissed. 2. An employee who has been terminated or asked for a resignation by the mayor or department director under bona fide charges of nonfeasance,misfeasance or malfeasance in office. 3. An employee who fails to execute a Release of All Claims approved by the city attorney's office,where required as stipulated above. 4. An employee who is hired into another position in the city prior to their separation date. In the event an employee is hired into another position in the city after their separation date and prior to the expiration of the period of time for which the severance benefit was provided,the employee is required to reimburse the City(on a pro-rata basis)for that portion of the severance benefit covering the period of time 12 between the date of rehire and the expiration of the period of time for which the severance benefit was provided. SECTION IV:HOLIDAY,VACATION&LEAVE ACCRUAL Benefits-eligible employees shall receive pay for holidays,vacation and other leave as provided in this section. Employees do not cam or receive holiday and vacation benefits while on unpaid leave of absence. However,employees on an unpaid military leave of absence may be entitled to the restoration of such leave benefits,as required by applicable law. SUBSECTION I—HOLIDAYS A. The following days are recognized and observed as holidays for covered employees. Eligible employees will receive pay for non-worked holidays equal to their regular rate of pay times the total number of hours which make a regularly scheduled shift.Except as otherwise noted in this subsection,an employee may not bank a worked holiday. 1. New Year's Day,the first day of January. 2. Martin Luther King,Jr.Day(Human Rights Day),the third Monday of January. 3. President's Day,the third Monday in February. 4. Memorial Day,the last Monday of May. 5. Juneteenth National Freedom Day,June 19 a. If June 19 is on a Tuesday,Wednesday,Thursday,or Friday,the holiday will be observed on the immediately preceding Monday.If June 19 is on a Saturday or Sunday,the holiday will be observed on the immediately following Monday. 6. Independence Day,July 4. 7. Pioneer Day,July 24. 8. Labor Day,the first Monday in September. 9- Indigenous People's Day,the second Monday of October(only for eligible employees assigned to the Justice Court) 4-09. Veteran's Day,November 11. 4410. Thanksgiving Day,the fourth Thursday in November. 4211. The Friday after Thanksgiving Day(excluding employees assigned to tho Justice Court) 13 4-312. Christmas Day,December 25. 4413. One personal holiday per calendar year,taken upon request of an employee and as approved by a supervisor. B. When any holiday listed above falls on a Sunday,the following business day is considered a holiday. When any holiday listed above falls on a Saturday,the preceding business day is considered a holiday. In addition to the above,any day may be designated as a holiday by proclamation of the mayor or the city council. C. All holiday hours,including personal holidays,must be used in no less than regular full day or shift increments. 1. A Fire battalion/division chief may be allowed to use a holiday in less than a full shift increment only when converting from a"support"to"operations"work schedule results in the creation of a half-shift. D. No employee will receive more than the equivalent of one workday or a regular scheduled shift as holiday pay for a single holiday.Employees must either work or be in an authorized paid leave status a working day before and a working day after the holiday to qualify for holiday pay. 1. An employee who is off work and in a paid status covered by short-term disability or parental leave receives regular pay as a benefit and,therefore,is not entitled to bank a holiday while off work. R. Holiday r xoe tiara . Exeept for employees assigned to the r„stiee Court,., el:..:hle employee may observe the Friday af4er Thanksgiving Day up to 50 days prior to tonly to employees assigned to the Justice he Court,actual with prior management appruval.For Goltimhus Day,WhiGh is liMitRd an employee may observe the holiday to 50.ays f 11..,.ing the actual hol:day.. FE.Police Sergeant,Lieutenant,&Captain Holiday Hours Worked:When a day designated as a holiday falls on a scheduled workday,a Police sergeant,lieutenant,or captain may elect to take the day off work,subject to the approval of their supervisor,or receive their regular wages for such days worked and designate an alternate day off work to celebrate the holiday.For a Police sergeant whose assignment requires staffing on either the graveyard shift prior to,or the day and afternoon shift on Thanksgiving Day or Christmas Day,all hours worked will be compensated at a rate of one-and-one- half(1 '/2)times the employee's regular base wage rate. CF. Police Sergeant,Lieutenant,&Captain Accrued Holiday Leave Payout: Police sergeants,lieutenants,and captains who retire or separate from city employment for any reason shall be compensated for any holiday time accrued and unused during the preceding 12 months.Employees will not be compensated for any unused holiday time accrued before the 12 months preceding the employee's retirement or separation. 1. Any Police sergeant,lieutenant,or captain who is transferred or promoted to a higher-level position within the department,including Deputy Chief,Assistant 14 Chief,or Police Chief,or to a position in another city department will be paid out at their current base pay rate for any holiday time accrued and unused during the preceding 12 months. SUBSECTION II-VACATION LEAVE The city will pay eligible employees their regular salaries during vacation periods earned and taken in accordance with the following provisions.Except as provided for expressly in either city policy or this plan,vacation leave hours are ineligible to be cashed out or used to exceed the total number of hours for which an employee is regularly compensated during a work week or a pay period. Vacation hours may be used on the first day of the pay period following the period in which the vacation hours are accrued. A. Full-Time employees and appointed employees(except for those noted in paragraphs B and C of this subsection)accrue vacation leave based upon years of city service as follows: Years of Hours of Vacation Accrued City Service Per Bi-Weekly Pay Period 0 to end of year 3 3.73 4 to end of year 6 4.42 7 to end of year 9 4.81 10 to end of year 12 5.54 13 to end of year 15 6.15 16 to end of year 19 6.77 20 or more 7.69 B. Department directors,the mayor's chief of staff,the mayor's chief administrative officer,up to two additional senior positions in the mayor's office as specified by the mayor,the executive director of the city council,and justice court judges will accrue 7.69 hours each bi-weekly pay period. 15 C. Fire battalion chiefs in the Operations division of the Fire department will accrue vacation leave according to the following schedule: Years of Accrued Hours of Vacation City Service Per Pay Period 0 to end of year 3 5.54 4 to end of year 6 6.46 7 to end of year 9 7.38 10 to end of year 12 8.31 13 to end of year 14 9.23 15 to end of year 19 10.15 20 or more 11.54 D. For any plan year in which there are 27 pay periods,no vacation leave hours will be awarded in the 27t'pay period. E. Years of city service are based on the most recent date the person became a full- time salaried employee. F. Full-time employees re-hired by the city are eligible to receive prior service credit for previous full-time city employment and time worked with other public jurisdictions without a break in service.Prior service credit is applicable for vacation accrual,personal leave accrual,short-term disability benefits,layoff,and awarding of employee service awards and service certificates only.Prior service credit does not apply to longevity pay. G. Full-time and appointed employees(except those listed in Paragraph B of this subsection)may accumulate vacations,according to the length of their full-time years of city Service,up to the following maximum limits: Up to and including 9 years Up to 30 days/15 shifts/240 hours After 9 years Up to 35 days/17.5 shifts/280 hours After 14 years Up to 40 days/20 shifts/320 hours For purposes of this subsection,"days"means"8-hour"days and"shifts"means "24-hour"combat shifts. H. Department directors and those included in Paragraph B of this subsection may accumulate up to 320 hours of vacation without regard to their years of employment with the city. 16 I. Any vacation accrued beyond the allowable maximums,including any Plan A sick leave hours converted to vacation,will be deemed forfeited unless used before the end of the pay period in which an employee's designated longevity date occurs. However, in the case of an employee's return from an unpaid military leave of absence,leave hours may be restored according to requirements under applicable law. J. Vacation Payout at Termination:An employee separating from employment may not exhaust more than 80 hours of any combination of accrued vacation,personal leave,or banked (holiday or vacation)leave prior to their last day of employment.Employees shall be paid at their base hourly rate for any unused accrued vacation leave time following termination of employment,including retirement. K. Vacation Allowance: As a recruiting incentive,the mayor or the city council may provide a one-time allowance of up to 120 hours of vacation leave. SUBSECTION III-SICK AND OTHER RELATED LEAVE OR PERSONAL LEAVE Benefits in this section are for the purpose of income replacement for employees during absence from work due to illness,accident,or personal reasons.Some of these absences may qualify under the Family and Medical Leave Act of 1993(FMLA). Although the city requires use of accrued paid leave prior to taking unpaid FMLA leave,employees will be allowed to reserve up to 80 hours of non-lapsing leave as a contingency for future use by submitting a written request to Human Resources.Employees are not eligible to earn or receive leave benefits while on an unpaid leave of absence. However,employees on an unpaid military leave of absence may be entitled to the restoration of such leave benefits,as provided by applicable law. Employees hired on or after November 16,1997 receive personal leave benefits under Plan B. All other employees receive personal leave benefits pursuant to the plan they participated in as of November 15, 1998.Employees hired before November 16, 1997 shall receive personal leave benefits under Plan B if they elected to do so during any city-established election period occurring in 1998 or later. A. Plan "A" 1.Sick Leave a. Sick leave is provided for full-time employees under Plan"A"as insurance against loss of income when an employee is unable to perform assigned duties because of illness or injury. The mayor may establish rules governing the interfacing of sick leave and workers'compensation benefits and avoiding,to the extent allowable by law,duplicative payments. b. Each full-time employee accrues sick leave at a rate of 4.62 hours per pay period. For any plan year in which there are 27 pay periods,no sick leave hours will be awarded in the 27th pay period. Authorized and unused sick leave may be accumulated from year to year,subject to the limitations of this plan. 17 1. Sick Leave Accrual for Fire Battalion Chiefs—Each covered employee shall be entitled to 15 days of sick leave each calendar year, except for members of the Operations division who shall be entitled to 7.5 shifts of sick leave each calendar year.The City shall credit a covered employee's sick leave account in a lump sum(either 15 days or7.5 shifts)during the first month of each calendar year.Authorized and unused sick leave may be accumulated from year to year subject to the limitations of this plan. C. Under this Plan"A,"Full-Time employees who have accumulated 240 hours of sick leave may choose to convert up to 64 hours of the sick leave earned and unused during any given year to vacation. Any sick leave used during the calendar year reduces the allowable conversion by an equal amount. 1. Sick Leave Conversion for Fire Battalion Chiefs— Fire Battalion Chiefs who have accumulated 15 shifts(for Operations employees),or 240 hours(for non-Operations employees)may choose to convert a portion of the year sick leave grant from any given year to vacation,as follows Number of Sick Leave Shifts Number of Sick Leave Shifts Used During Previous Calendar Available for Conversion Year Operations Only) (Operations Only) No shifts used 5 shifts One shift used 4 shifts Two shifts used 3 shifts Three shifts used 2 shifts Four shifts used 1 shift Five or more shifts used No shifts Number of Sick Leave Shifts Number of Sick Leave Shifts Used During Previous Calendar Available for Conversion Year(Support Only) (Support Only No days used 9 days One day used 8 days Two days used 7 days Three days used 6 days Four days used 5 days Five or more days used 0 days d. Conversion at the maximum allowable hours will be made unless the employee elects otherwise. Any election by an employee for no conversion, or to convert less than the maximum allowable sick leave hours to vacation time,must be made by notifying the employee's department timekeeper or the city payroll administrator,in writing,not later than the second pay period of the new calendar year(or the November vacation draw for Fire Battalion Chiefs). Otherwise,the opportunity to waive conversion or elect conversion other than the maximum allowable amount will be deemed waived for that 18 calendar year. In no event may sick leave days be converted from other than the current year's sick leave allocation. e. Any sick leave hours,properly converted to vacation benefits as above described,must be taken before any other vacation hours to which the employee is entitled;however,in no event is an employee,upon the employee's separation from employment,entitled to any pay or compensation for any sick leave converted to vacation. An employee forfeits any sick leave converted to vacation remaining unused at the date of separation from employment. f. Sick Leave Benefits Upon Layoff. Employees who are subject to layoff because of lack of work or lack of funds will be paid at 100%of their hourly base wage rate as of the date of termination for each accumulated unused sick leave hour. 2.Hospitalization Leave a. Hospitalization leave is provided for full-time employees under Plan "A,"in addition to sick leave authorized hereunder,as insurance against loss of income when an employee is unable to perform assigned duties because of scheduled surgical procedures,urgent medical treatment,or hospital inpatient admission. b. Employees are entitled to 30 days of hospitalization leave each calendar year.Hospitalization leave does not accumulate from year to year. Employees may not convert hospitalization leave to vacation or any other leave,nor may they convert hospitalization leave to any additional benefit at time of retirement. C. Employees who are unable to perform their duties during a shift due to preparations(such as fasting,rest,or ingestion of medicine),for a scheduled surgical procedure,may report the absence from the affected shift as hospitalization leave,with the prior approval of their division head or supervisor. d. An employee who must receive urgent medical treatment at a hospital,emergency room,or acute care facility,and who is regularly scheduled for work or unable to perform their duties during a shift(or work day)due to urgent medical treatment,may report the absence from the affected shift as hospitalization leave.Similarly,an employee who is absent from work while on approved leave is also allowed to claim hospitalization leave. 1. An employee who wishes to claim hospitalization leave is responsible to report the receipt of urgent medical treatment to the employee's division head or supervisor as soon as practical. 19 2. For purposes of use of hospitalization leave,urgent medical treatment includes at-home care directed by a physician immediately after the urgent medical treatment and within the affected shift. e. Employees who, because they are admitted as an inpatient to a hospital for medical treatment,are unable to perform their duties,may report the absence from duty while in the hospital as hospitalization leave. f. Medical treatment consisting exclusively or primarily of post-injury rehabilitation or therapy treatment,whether conducted in a hospital or other medical facility,shall not be counted as hospitalization leave. g. An employee requesting hospitalization leave under this section may be required to provide verification of treatment or care from a competent medical practitioner. 3.Dependent Leave a. Under Plan"A,"dependent leave may be requested by a full-time employee for the following reasons: 1. Becoming a parent through birth or adoption of a child. 2. Placement of a foster child in the employee's home. 3. Due to the care of the employee's child,spouse,spouse's child,adult designee,adult designee's unmarried child under age 26,or parent with a serious health condition. b. Under Plan"A,"dependent leave may also be requested by a full- time employee to care for an employee's child,spouse,spouse's child,adult designee,an adult designee's unmarried child under age 26,or a parent who is ill or injured but who does not have a serious health condition. C. The following provisions apply to the use of dependent leave by a full-time employee: 1. Dependent leave may be granted with pay on a straight time basis. 2. If an employee has available unused sick leave,sick leave may be used as dependent leave. 3. An employee is required to give notice of the need to take dependent leave,including the expected duration of leave,to his or her supervisor as soon as possible. 4. Upon request of a supervisor,an employee will be required to provide a copy of a birth certificate or evidence of child placement for adoption,or a letter from the attending physician in the event of 20 hospitalization,injury,or illness of a child,spouse,spouse's child,adult designee,adult designee's child,or parent within five calendar days following a return from leave. 5. An employee's sick leave shall be reduced by the number of hours taken by an employee as dependent leave. 4.Career Incentive Leave,Plan"A" Full-Time employees,who have been in continuous full-time employment with the city for more than 20 years,and who have accumulated to their credit 1500 or more sick leave hours,may make a one-time election to convert up to 160 hours of sick leave into 80 hours of paid Career Incentive Leave. Career Incentive Leave must be taken prior to retirement. Sick leave hours converted to Career Incentive Leave will not be eligible for a cash payout upon termination or retirement even though the employee has unused Career Incentive Leave hours available. This leave can be used for any reason. Requests for Career Incentive Leave must be submitted in writing to the appropriate department director and be approved subject to the department's business needs(e.g.,work schedules and workloads). 5. Retirement Benefit,Plan"A" a. Employees who meet the eligibility requirements of the Utah State Retirement System and who retire from the city will be paid at their base hourly rate for 50%of their accumulated sick leave hours balance based on the schedule below: Retirement Month 50% sick leave will be: January 1 st—June 30th Contributed to 501(c)9 Health Reimbursement Account Plan July 1 st—December 31 st Cash to retiree B. Plan`B" 1. The benefit Plan Year of Plan"B"begins in eaeh ealendef yeaf on the first d of the pay period 4iat inel.des 1.T,..,,.....,ber 15.Under Plan"B,"paid personal leave is provided for employees as insurance against loss of income when an employee needs to be absent from work because of illness or injury,to care for a dependent,or for any other emergency or personal reason.Each eligible employee will receive personal leave on November 1'of each calendar year. P e r s o n a l l e a v e hours are ineligible to be used to exceed the total number of work hours for which an employee is regularly compensated during a work week or a pay period. Where the leave is not related to the employee's own illness or disability—or an event that qualifies under the FMLA—a personal leave request is subject to supervisory approval based on the operational requirements of the city and any policies regarding the use of such leave adopted by the department in which the employee works.Accrued personal leave hours may be used on the same day 21 the hours are receiveano i io .,o ,,fs y be used on two F-st day of the p period following the period in I.A.,hiell the I;Allrs;Are eamed. 22 2. Each full-time employee under Plan`B"is awarded personal leave hours based on the following schedule: Months of Consecutive Hours of City Service Personal Leave Less than 6 40 Less than 24 60 24 or more 80 Employees hired during the plan year are provided paid personal leave on a pro- rated basis. 3. Not later than October"�*15th of each calendar year,employees covered by Plan`B"may elect,by notifying their department timekeeper or the city payroll administrator in writing,to: a. Convert any unused personal leave hours available at the end ofh F . y period oFT.r,..,,....t,ems of October 315t to a lump sum payment equal to the following:For each converted hour,the employee will be paid 50 percent of the employee's regular hourly base wage rate(not including acting pay)in effect on the date of conversion. In no event will total pay hereunder exceed 40 hours of pay(80 hours at 50%);or b. Carryover to the next calendar year up to 80 unused personal leave hours;or C. Convert a portion of unused personal leave hours,to a lump sum payment as provided in subparagraph(3)(a),above,and carry over a portion as provided in subparagraph(3)(b),above. 4. Maximum Accrual. A maximum of 80 hours of personal leave may be carried over to the next plan year. Any personal leave hours unused at the end of the plan year in excess of 80 will be converted to a lump sum payment as provided in subparagraph 3(a)above. 5. Termination Benefits.An employee separating from employment may not exhaust more than 80 hours of any combination of accrued vacation,personal leave,or banked (holiday or vacation)leave prior to their last day of employment.At termination of employment for any reason,accumulated unused personal leave hours,minus any adjustment necessary after calculating the"prorated amount,"shall be paid to the employee at 50 percent of the regular hourly base wage rate(not including acting pay)on the date of termination for each unused hour.For purposes of this paragraph,"prorated amount"shall mean the amount of personal leave credited at the beginning of the plan year,multiplied by the ratio of the number of pay periods worked in the plan year(rounded to the end of the pay period which includes the separation date)to 26 pay periods. If the employee,at the time of separation,has 23 used personal leave in excess of the prorated amount,the value of the excess amount shall be reimbursed to the city and may be deducted from the employee's paycheck. 6. Conditions on Use of Personal Leave include: a. Minimum use of personal leave,with supervisory approval,must be in no less than quarter-hour increments. b. Except in unforeseen circumstances,such as emergencies or the employee's inability to work due to illness or accident or an unforeseen FMLA-qualifying event,an employee must provide their supervisor with prior notice to allow time for the supervisor to make arrangements necessary to cover the employee's work. C. For leave due to unforeseen circumstances,the employee must give their supervisor as much prior notice as possible. d. Except as provided for expressly in either city policy or this plan, personal leave hours are ineligible to be cashed out or used to exceed the total number of hours for which an employee is regularly compensated during a work week or a pay period. 7. Career Enhancement Leave,Plan`B": A full-time employee covered under this Plan`B"is eligible,after 15 years of full-time service with the city,to be selected to receive up to two weeks of career enhancement leave. This one-time leave benefit could be used for formal training,informal course of study,job-related travel,internship,mentoring or other activity that could be of benefit to the city and the employee's career development. Selected employees will receive their full regular salary during the leave. Request for this leave must be submitted in writing to the appropriate department head,stating the purpose of the request and how the leave is intended to benefit the city. The request must be approved by the department head and by the Human Resources director(who will review the request to ensure compliance with these guidelines). 8. Retirement/Layoff(RL)Benefit,Plan`B" a. Full-Time employees currently covered under Plan`B"who were hired before November 16,1997,and who elected to be covered under Plan "B,"shall have a retirement/layoff(RL)account equal to sixty percent of their accumulated unused sick leave hours available on November 16, 1997,minus any hours withdrawn from that account since it was established. b. Full-Time employees who were hired before November 16,1997 and who elected in 1998 to be covered under Plan`B,"shall have a retirement/layoff(RL)account equal to fifty percent of their accumulated unused sick leave hours available on November 14, 1998,minus any hours withdrawn after the account is established. C. Full-Time employees who were hired before November 16, 1997 and 24 who elected in 2007 or later during any period designated by the city to be covered under Plan`B,"shall have a retirement/layoff(RL)account equal to forty percent of their accumulated unused sick leave hours available on the date that Plan B participation began,minus any hours withdrawn after the account is established. d. Payment of the RL Account. 1. All hours in an employee's RL account shall be payable upon retirement or as a result of layoff.In the case of layoff, 100%of R/L hours shall be paid to the employee according to the employee's base hourly rate of pay on date of layoff. Any employee who quits,resigns,is separated,or is terminated for cause is not eligible to receive payment for RL account hours. 2. In cases of retirement,an eligible employee shall be paid at their base hourly rate for 100%of their RL account balance based on the schedule below: Retirement Month 100% RL hours will be: January I't—June 30t' Contributed to 501(c)9 Health Retirement Account Plan July 1't—December 31 s` Cash to retiree e. Hours may be withdrawn from the RL account to cover an employee's absence from work due to illness or injury,need to care for a dependent,any emergency or to supplement Workers'Compensation benefits after all pPersonal 1Leave hours are exhausted. RL account hours, when added to the employee's workers'compensation benefit,may not exceed the employee's regular net salary. 9. Short-Term Disability Insurance, Plan`B":Protection against loss of income when an employee is absent from work due to short-term disability shall be provided to full-time employees covered under Plan`B"through short-term disability insurance(SDI). There shall be no cost to the employee for SDI. SDI shall be administered in accordance with the terms determined by the city. SUBSECTION IV-PARENTAL LEAVE A. Full-time employees who become parents through birth,adoption,or foster care may take up to six consecutive weeks of paid parental leave to care for and bond with the child.An employee may be allowed to take parental leave up to one year from the date of a child's birth or,in the case of adoption or foster care,the date a child is placed in the employee's home.Parental leave may be taken during a new employee's probationary period.The probationary period will be extended by an amount of time equivalent to the parental leave taken. B. Parental leave will run concurrently(during the same period of time)with FMLA and SDI(if applicable).Parental leave is limited to six weeks per twelve-month period. 25 For employees approved for short-term disability,parental leave will make up the difference between 100%pay and 66 2/3%pay(if applicable)for up to six weeks. SUBSECTION V-BEREAVEMENT LEAVE A. An employee who suffers the loss of an immediate family member including a(n): current spouse,domestic partner,or adult designee;child,mother,father,brother,sister; current father-in-law,mother-in-law,son-in-law,daughter-in-law,brother-in-law, sister-in-law;grandparent;current step-grandfather,step-grandmother;grandchild,or current step grandchild,stepchild,stepmother,stepfather,stepbrother or stepsister, grandfather-in-law,grandmother-in-law;or,domestic partner's or adult designee's relative as if the domestic partner or adult designee were the employee's spouse is eligible to be released from work for bereavement,including attendance at a funeral, memorial service,or related event(s). B. In the event of death of an immediate family member,the city will provide an employee with up to five working days of paid leave for bereavement,including attendance at a funeral,memorial service,or related event(s).The employee will be permitted one additional day of bereavement leave if the employee attends a funeral, memorial service or equivalent event that is held more than 150 miles from Salt Lake City and the day following the memorial service or equivalent event is a regular working shift. C. In the event of death of a first-line extended relative of an employee,or of an employee's spouse,domestic partner,or adult designee's relative as if the adult designee were the employee's spouse not covered in paragraph A above(such as an uncle,aunt or cousin),the city will provide an employee with up to one work shift for bereavement,including attendance at a funeral,memorial service,or related event(s). The employee will be permitted one additional day of bereavement leave if the employee attends a funeral,memorial service or equivalent event that is held more than 150 miles from Salt Lake City and the day following the memorial service or equivalent event is a regular working shift. D. In the event of death of a friend,an employee may be allowed to use vacation or personal leave for time off to attend the funeral or memorial service,as approved by an immediate supervisor. E. In the event of death of any covered family member while an employee is on vacation leave,an employee's absence may be extended and authorized as bereavement leave. F. In the event of a miscarriage or stillbirth,the employee,employee's spouse or partner,or employee to be an adoptive parent,the city will provide an employee with up to three working days of paid leave for bereavement. SUBSECTION VI-MILITARY LEAVE A. Leave of absence for employees who enter uniformed service. An employee who enters the uniformed services of the United States,including the United States Army, 26 United States Navy,United States Marine Corps,United States Air Force, commissioned Corps of the National Oceanic and Atmospheric Administration,United States Coast Guard,or the commissioned corps of the Public Health Service,is entitled to be absent from his or her duties and service from the city,without pay,as required by applicable 1 law. Leave will be granted in accordance with the Uniformed Services Employment and Reemployment Rights Act(USERRA). B. Leave while on duty with the armed forces or Utah National Guard. An employee who is or who becomes a member of the reserves of the federal armed forces,including the United States Army,United States Navy,United States Marine Corps,United States Air Force,and the United States Coast Guard,or any unit of the Utah National Guard,is allowed military leave for up to 15 working days per calendar year for time spent on active or reserve duty. Military leave may be in addition to vacation leave and need not be consecutive days of service.To be covered,an employee must provide documentation demonstrating a duty requirement. SUBSECTION VII-JURY LEAVE&COURT APPEARANCES A. Jury Leave:An employee will be released from duty with full pay when,in obedience to a subpoena or direction by proper authority,the employee is required to either serve on a jury or appear as a witness for the United States,the state of Utah,or other political subdivision. 1. Employees are entitled to retain statutory fees paid for service in a federal court, state court,or city/county justice court. 2. On any day that an employee is required to report for service and is thereafter excused from such service during his or her regular working hours from the city,he or she must forthwith return to and carry on his or her regular city employment. Employees who fail to return to work after being excused from service for the day are subject to discipline. B. Court Appearances. A Police sergeant is eligible to receive compensation as a witness subpoenaed by the city,the State of Utah,or the United States for a court or administrative proceeding appearance as follows: 1. Appearances in court or administrative proceeding made while on-duty will be compensated as normal hours worked. 2. In the event an appearance extends beyond the end of an employee's regularly scheduled shift,time will be counted as normal work time for the purpose of computing an employee's overtime compensation. 3. Employees are entitled to retain statutory witness fees paid for service in a federal court,state court,or city/county justice court. 4. Appearances made while off-duty will be compensated as follows: (a) The city will pay employees for two hours of preparation time plus actual time spent in court or in an administrative hearing at one and one-half 27 times their regular hourly rate.Lunch periods granted are not considered compensable time.Compensation for additional preparation time for any subsequent appearance during the same day is allowed only when there is at least two hours between the employee's release time from a prior court or administrative proceeding and the start of the other. (b) If the time spent in court or administrative proceeding extends into the beginning of the employee's regularly scheduled work shift,time spent in court or in administrative proceeding will be deemed ended at the time such shift is scheduled to begin. 5. An employee is required to provide a copy of the subpoena,including the beginning time and time released from the court or administrative hearing,with initials of the prosecuting or another court representative within seven working days following the appearance. 6. Any employee failing to appear in compliance with the terms of a formal notice or subpoena may be subject to disciplinary action. SUBSECTION VIII-INJURY LEAVE(SWORN POLICE AND FIRE EMPLOYEES ONLY) The city has established rules governing the administration of an injury leave program for sworn public safety personnel under the following qualifications and restrictions: A. The disability must have resulted from an injury arising out of the discharge of official duties or while exercising some form of necessary job-related activity as determined by the city; B. The employee must be unable to return to work due to the injury,as verified by a medical provider acceptable to the city; C. The leave benefit may not exceed the value of the employee's net salary during the period of absence due to the injury,less all amounts paid or credited to the employee as workers'compensation,Social Security,long-term disability or retirement benefits,or any form of governmental relief whatsoever; D. The value of benefits provided to employees under this injury leave program may not exceed the total of$5,000 per employee per injury,unless approved in writing by the employee's department head after receiving an acceptable treatment plan and consulting with the city's risk manager; E. The city's risk manager is principally responsible for the review of injury leave claims,except that appeals from the decision of the city's risk manager may be reviewed by the Human Resources director,who may make recommendations to the mayor for final decisions; F. If an employee is eligible for workers'compensation as provided by law and is not receiving injury leave pursuant to this provision,an employee may elect to use either accumulated sick leave or hours from the RL account,if applicable,and authorized 28 vacation time to supplement workers'compensation.The total value of leave hours or hours from an RL account combined with a workers'compensation benefit may not exceed an employee's regular net salary. SUBSECTION IX-ADDITIONAL LEAVES OF ABSENCE Additional leaves of absence may be requested in writing and granted as identified in policy to an employee at the discretion of a department director. SUBSECTION X-EMERGENCY LEAVE The city may provide additional paid leave to employees if. i)the mayor has declared a local emergency;and ii)the mayor and/or city council authorize and approve the use of available funds for such purposes during the period of local emergency. Emergency leave may also be provided as a form of income replacement for part-time (hourly)and/or seasonal employees whose work hours are either reduced or discontinued temporarily,so long as there is an expectation they will return to work after the emergency period is ended. 29 APPENDIX A-SALT LAKE CITY CORPORATION GENERAL EMPLOYEE PAY PLAN(GEPP) Effective June 26, 7l17T�"June 25.2023 GRADE GRADE MINIMUM CITY MARKET MAXIMUM SEAX/HRLY $11.87 $38:2-3- SEAX/HRLY $12.46 $70.00 10 $42.60 $3-" $20-31 10 $13.23 $17.28 $21.33 11 $13-2 $17-:2-8 $24-35 11 $13.87 $18.15 $22.42 12 $13-99 $48:29 $22:71 12 $14.57 $19.21 $23.85 13 $44-59 $19:06 $23-54 13 $15.31 $20.02 $24.72 14 $43 $1394 $24.58 14 $16.07 $20.94 $25.81 15 $16% $24-.10 $26.14 15 $16.86 $22.16 $27.45 16 %6.86 $22 33 $27:81 16 $17.70 $23.45 $29.20 17 $} } $23:24 $287 17 $18.60 $24.41 $30.21 18 $18-:60 $2.40 $39.SB 18 $19.53 $25.94 $32.34 19 $19�2 $2- $32 06 19 $20.50 $27.08 $33.66 20 $20.51 $26-89 $39-24 20 $21.54 $28.24 $34.93 21 $29.69 $28:22 $35:75 21 $21.72 $29.63 $37.54 22 $2175 $29-:66 $37.57- 22 $22.84 $31.15 $39.45 23 $2-2.83 $31:15 $r 9 23 $23.97 $32.71 $41.44 24 $23.9-7 $32 69 $4-1- } 24 $25.17 $34.33 $43.48 25 $25:16 $3432 $43-4 25 $26.42 $36.03 $45.64 26 -2 . $36 45:66 26 $27.75 $37.85 $47.94 27 $27-7-3 $37 86 $4798 27 $29.12 $39.75 $50.38 28 $,2. $39:77 $5& 28 $30.57 $41.76 $52.94 29 $3039 $44-.76 $5-293 29 $32.12 $43.85 $55.58 30 $r� $43:8S $5558 30 $33.72 $46.04 $58.36 31 $33:72 $46--G5 $58.37 31 $35.41 $48.35 $61.29 32 $3548 $48-34 $61.2-7 32 $37.17 $50.75 $64.33 33 $37:18 -5S 7 $64.35 33 $39.04 $53.31 $67.57 34 $39.04 $53-31 $67.57- 34 $40.99 $55.97 $70.95 35 $40.98 $35.96 $r 0 35 $43.03 $58.77 $74.50 36 $43.03 $58-74 $74.50 36 $45.18 $61.71 $78.23 37 $4-1 $64-70 $7821 37 $47.45 $64.79 $82.12 38 $47:45 $64:73 $82-:12 38 $49.82 $68.03 $86.23 39 $44483 $104 65 39 $52.32 $109.88 40 $52.31 40 $54.93 $115.35 41 $54.93 $178.21: 41 $57.68 $187.12 30 Annual Rates Annual Rates GRADE MINIMUM CI KET MAXIMUM GRADE MI UM CITY MARKET M SEAX/HRLY $24,689 60 $7 ,�°^g& SEAX/HRLY $25,916.80 $145,600.00 10 $-' , $3 10 $27,518.40 $35,942.40 $44,366.40 11 r—' ,,�' $,? , 06 11 $28,849.60 $37,741.60 $46,633.60 12 $28,876:40 $38 043 2S $4T,43&W 12 $30,305.60 $39,956.80 $49,608.00 13 $3 3��.�8 -39,644.80 $48463-29 13 $31,844.80 $41,631.20 $51,417.60 14 $3'�00 $41,475-2G $_ , 14 $33,425.60 $43,555.20 $53,684.80 15 $-3, $43;58&00 $-S 15 $35,068.80 $46,082.40 $57,096.00 16 $35,968:$0 $46,,446 40 $—�, 16 $36,816.00 $48,776.00 $60,736.00 17 $3g,836 89 $48 339 2S $5 17 $38,688.00 $50,762.40 $62,836.80 18 $3 $64,064:00 18 $40,622.40 $53,944.80 $67,267.20 19 $40,601:68 `��'6^4'T28 $66,684:50 19 $42,640.00 $56,326.40 $70,012.80 20 $42,�0 $", $a9 ro 20 $44,803.20 $58,728.80 $72,654.40 21 $ 03T20 $5 '�;0 $ ^3�^00 21 $45,177.60 $61,630.40 $78,083.20 22 w $ 4To0 22 $47,507.20 $64,781.60 $82,056.00 23 $,7,486:40 $64,g92:OB $8ZG9 23 $49,857.60 $68,026.40 $86,195.20 24 $4"�,� 0 $&7,,95 20 a&J32:80 24 $52,353.60 $71,396.00 $90,438.40 25 $�''�--�2 30 $rl ,3�` ro $J9 ,�'r ro 25 $54,953.60 $74,942.40 $94,931.20 26 $54,9 4.40 $74,903:20 $94;972-90 26 $57,720.00 $78,717.60 $99,715.20 27 $-57 7840 $78 -0SS6 r9 �^^ 27 $60,569.60 $82,680.00 $104,790.40 28 $60 54$$8 $8�;',2�:68 $104$23 69 28 $63,585.60 $86,850.40 $110,115.20 29 $86,860.80 $'z10^ 40 29 $66,809.60 $91,208.00 $115,606.40 30 $6 $1', $1�`�^�40 30 $70,137.60 $95,763.20 $121,388.80 31 $$1 r3'ro0 c7�`,�"oo ��4�^^� 0 31 $73,652.80 $100,568.00 $127,483.20 32 $73,6 2.00 $IGG-547-2G $2q-,441,60 32 $77,313.60 $105,560.00 $133,806.40 33 t", '^.^^ $1 60=w $133,,84 33 $81,203.20 $110,874.40 $140,545.60 34 $1 $110,884:80 $140`=4s60 34 $85,259.20 $116,417.60 $147,576.00 35 $85, 0 71 00 $1 `o 00 35 $89,502.40 $122,231.20 $154,960.00 36 $09 $12z24r 0 $1` 900 36 $93,974.40 $128,346.40 $162,718.40 37 $93��.�^ 37 $98,696.00 $134,752.80 $170,809.60 38 $9&1 96.00 $13 - 42-4G $17 _4G9 60 38 $103,625.60 $141,492.00 $179,358.40 39 $183,-646.40 $21-',-,6-'-2:00 39 $108,825.60 $228,550.40 40 $100,;04:00 40 $114,254.40 $239,928.00 41 c"n4�`^.^^ $328,676.8G 41 $119,974.40 $389,209.60 31 APPENDIX B—APPOINTED EMPLOYEES BY DEPARTMENT Effective June 26,2422June 25,2023 911 BUREAU Job Title Grade 911 DISPATCH DIRECTOR 041X 911 COMMUNICATIONS DEPUTY DIRECTOR 032X EXECUTIVE ASSISTANT 026X AIRPORT EXECUTIVE DIRECTOR OF AIRPORTS O41X CHIEF OPERATING OFFICER AIRPORT 040X DIRECTOR AIRPORT ENGINEERING DESIGN&CONSTRUCTION 039X MANAGEMENT DIRECTOR AIRPORT MAINTENANCE 039X DIRECTOR FINANCE/ACCOUNTING AIRPORT 039X DIRECTOR OF AIRPORT ADMINISTRATION/COMMERCIAL SERVICES 039X DIRECTOR OF AIRPORT INFORMATION TECHNOLOGY 039X DIRECTOR OF AIRPORT PLANNING&CAPITAL PROJECTS 039X DIRECTOR OF OPERATIONS-AIRPORT 039X DIRECTOR OF OPERATIONAL READINESS&TRANSITION 039X DIRECTOR COMMUNICATIONS&MARKETING 038X EXECUTIVE ASSISTANT 026X CITY ATTORNEY CITY ATTORNEY 041X DEPUTY CITY ATTORNEY 040X CITY RECORDER 031X035X CITY COUNCIL COUNCIL MEMBER-ELECT N/A* EXECUTIVE DIRECTOR CITY COUNCIL OFFICE 041X COUNCIL LEGAL DIRECTOR 039X DEPUTY DIRECTOR-CITY COUNCIL 039X ASSOCIATE DEPUTY DIRECTOR COUNCIL 037X LEGISLATIVE&POLICY MANAGER 037X SENIOR ADVISOR CITY COUNCIL 037X SENIOR PUBLIC POLICY ANALYST 033X COMMUNICATIONS DIRECTOR CITY COUNCIL 031X PUBLIC ENGAGEMENT&COMMUNICATIONS SPECIALIST III 031X COMMUNITY FACILITATOR 031X OPERATIONS MANAGER&MENTOR-CITY COUNCIL 031X PUBLIC POLICY ANALYST 031X POLICY ANALYST/PUBLIC ENGAGEMENT 028X PUBLIC ENGAGEMENT&COMMUNICATIONS SPECIALIST II 028X CONSTITUENT LIAISON/POLICY ANALYST 027X CONSTITUENT LIAISON 026X PUBLIC ENGAGEMENT&COMMUNICATIONS SPECIALIST I 026X ASSISTANT TO THE COUNCIL EXECUTIVE DIRECTOR 025X COUNCIL ADMINISTRATIVE ASSISTANT/AGENDA 024X COUNCIL ADMINISTRATIVE ASSISTANT 021X COMMUNITY&NEIGHBORHOODS DIRECTOR OF COMMUNITY&NEIGHBORHOODS O41X DEPUTY DIRECTOR-COMMUNITY&NEIGHBORHOODS 037X DEPUTY DIRECTOR-COMMUNITY SERVICES 037X DIRECTOR OF TRANSPORTATION ENGINEER 037X PLANNING DIRECTOR 037X 32 BUILDING OFFICIAL 035X DIRECTOR OF HOUSING&NEIGHBORHOOD DEVELOPMENT 035X DIRECTOR OF TRANSPORTATION PLANNER 035X YOUTH&FAMILY DIVISION DIRECTOR 035X EXECUTIVE ASSISTANT 026X ECONOMIC DEVELOPMENT DIRECTOR OF ECONOMIC DEVELOPMENT 041X DEPUTY DIRECTOR ECONOMIC DEVELOPMENT 037X ARTS DIVISION DIRECTOR 032X033X BUSINESS DEVELOPMENT DIVISION DIRECTOR 032-X033X FINANCE CHIEF FINANCIAL OFFICER 041X CITY TREASURER 039X DEPUTY CHIEF FINANCIAL OFFICER 039X CHIEF PROCUREMENT OFFICER 036X FIRE FIRE CHIEF 041X DEPUTY FIRE CHIEF 037X ASSISTANT FIRE CHIEF 035X EXECUTIVE ASSISTANT 026X HUMAN RESOURCES CHIEF HUMAN RESOURCES OFFICER 041X DEPUTY CHIEF HUMAN RESOURCES OFFICER 037X CIVILIAN REVIEW BOARD INVESTIGATOR 035X TRANSITION CHIEF OF STAFF 041X* TRANSITION COMMUNICATIONS DIRECTOR 039X* TRANSITION EXECUTIVE ASSISTANT 024X026X* INFORMATION MGT SERVICES CHIEF INFORMATION OFFICER 041X CHIEF INNOVATIONS OFFICER 039X DEPUTY CHIEF INFORMATION OFFICER 039X JUSTICE COURTS JUSTICE COURT JUDGE 037-X038X CITY_ _COURT RTSJUSTICE COURT ADMINISTRATOR 036X037X MAYOR CHIEF OF STAFF 041X CHIEF ADMINISTRATIVE OFFICER 041X COMMUNICATIONS DIRECTOR 039X DEPUTY CHIEF ADMINISTRATIVE OFFICER 039X DEPUTY CHIEF OF STAFF 039X SENIOR ADVISOR 039X COMMUNICATIONS DEPUTY DIRECTOR 030X POLICY ADVISOR 029X REP COMMISSION POLICY ADVISOR 029X COMMUNITY LIAISON 026X EXECUTIVE ASSISTANT 026X OFFICE MANAGER-MAYOR'S OFFICE 024X COMMUNITY OUTREACH-EQUITY&SPECIAL PROJECTS 024X COORDINATOR COMMUNICATION AND CONTENT MANAGER-MAYOR'S OFFICE 021X ADMINISTRATIVE ASSISTANT 019X CONSUMER PROTECTION ANALYST 016X 33 POLICE CHIEF OF POLICE 041X ASSISTANT CHIEF OF POLICE 039X DEPUTY CHIEF POLICE 037X ADMINISTRATIVE DIRECTOR-COMMUNICATIONS 037X ADMINISTRATIVE DIRECTOR-INTERNAL AFFAIRS 037X EXECUTIVE ASSISTANT 026X PUBLIC LANDS PUBLIC LANDS DIRECTOR 041X DEPUTY DIRECTOR,PUBLIC LANDS 037X GOLF DIVISION DIRECTOR 035X PARKS DIVISION DIRECTOR 035X URBAN FORESTRY DIVISION DIRECTOR 035X PUBLIC SERVICES DIRECTOR OF PUBLIC SERVICES 041X CITY ENGINEER 039X DEPUTY DIRECTOR OF OPERATIONS 038X FACILITIES DIVISION DIRECTOR 035X FLEET DIVISION DIRECTOR 035X STREETS DIVISION DIRECTOR 035X COMPLIANCE DIVISION DIRECTOR 035X EXECUTIVE ASSISTANT 026X PUBLIC UTILITIES DIRECTOR OF PUBLIC UTILITIES 041X DEPUTY DIRECTOR OF PUBLIC UTILITIES 039X FINANCE ADMINISTRATOR PUBLIC UTILITIES 039X CHIEF ENGINEER-PUBLIC UTILITIES 037X WATER QUALITY&TREATMENT ADMINSTRATOR 037X EXECUTIVE ASSISTANT 026X REDEVELOPMENT AGENCY DIRECTOR REDEVELOPMENT AGENCY 041X DEPUTY DIRECTOR,REDEVELOPMENT AGENCY 037X SUSTAINABILITY SUSTAINABILITY DIRECTOR 041X SUSTAINABILITY DEPUTY DIRECTOR 037X WASTE&RECYCLING DIVISION DIRECTOR 035X Except for a change in job title or reassignment to a lower pay level,no appointed position on this pay plan may be added,removed or modified without approval of the City Council. *Compensation for transitional positions,including city council member-elect,is set as provided under Chapter 2.03.030 of the Salt Lake City Code.Benefits for transitional employees are equivalent to those provided to full-time employees.Except for leave time,benefits for city council members-elect are also equivalent to those provided to full-time employees. 34 APPENDIX C—ELECTED OFFICIALS SALARY SCHEDULE Annual Salaries Effective June'26,242-22June 25,2023 Mayor $ 60,064168,067 Council Members $40, 1-642,017 Except for leave time,benefits for the mayor and city council members are equivalent to those provided to full-time employees. 35 APPENDIX D-UTAH STATE RETIREMENT CONTRIBUTIONS FY 2022 20232023-2024 Tier 1 Defined Benefit System System Employee Employer Contribution Total Contribution Public Employees Contributory System 6.0% 13.96% 19.96% Public Employees Noncontributory System 0 17.97% 17.97% Public Safety Noncontributory System 0 46.71% 46.71% Firefighters Retirement System 0 22.95% 22.95% Tier 1 Post Retired Post Retired Employment Post Retired Employment Before System After 6/30/10-NO 401(k) 7/1/2010 Amortization of UAAL* Optional 401(k) Public Employees Noncontributory System 641 6_11% 11.86% Public Safety Noncontributory System 24.20% 22.51% Firefighters Retirement System 0% n/a Tier 2 Defined Benefit Hybrid System Employee Employer 401(k) Total Contribution Contribution Public Employees Noncontributory System 0% 16.01% 0.18% 16.19% Public Safety Noncontributory System 2 59%(city paid) 38.28% 6.00% 46.87% (for entry and two year pay steps only) Public Safety Noncontributory System 2 59%(city paid) 38.28% 0% 40.87% (for pay steps year four or more) Firefighters Retirement System 2.59%(city paid) 14.08% 0% 16.67% Tier 2 Defined Contribution Only Employee Employer 401(k) Total Contribution Contribution Public Employees Noncontributory System 0% 6.19% 10.00% 16.19% Public Safety Noncontributory System 0% 24 28% 22.27% 46.55% (for entry and two year pay steps only) Public Safety Noncontributory System 0% (for pay steps year four or more) 24.28% 14.00% 38.28% Firefighters Retirement System 0% 0.08% 16.2714.00% 16.3514.08% 36 Executive Non- Legislative Position Employer Contribution Department Heads,Mayor, Normal contribution into Utah Retirement Mayor's Chief of Staff,Chief System(URS)with 3%into 401(k) Administrative Officer,Up to Two —OR— Public Employees Noncontributory System Additional Senior Executives in the If Tier 1 and exempt from system or Tier II and Mayor's Office,Executive Director exempt from vesting,401k contribution equal to for City Council the applicable URS system contribution plus 3% Public Safety Noncontributory System Department Head Same as above Firefighters Retirement System Department Head Same as above Council Members Elected with prior service in the Utah Retirement System (Tier 1 Defined Benefit) System Employee Employer Contribution Total Contribution Public Employees Noncontributory System 0 17.97% 17.97% If exempt... 0 10%base salary to 401(k) 10% Council Members Elected After July 1,2011 with no prior service in the Utah Retirement System(may exempt from vesting) Tier 2 Defined Contribution Only Employer 401K Total 6.19% 10% 16.19% Tier 2 Defined Benefit Hybrid System Employer 401K Total 16.01% 0.18% 16.19% 37 Item G11-G22 MOTION SHEET CITY COUNCIL of SALT LAKE CITY tinyurl.com/SLCFY24 TO: City Council Members FROM: Ben Luedtke Budget&Policy Analyst DATE: May 16, 2023 RE: MOTION SHEET—Ordinance Salt Lake City and Library Fund budgets for FY 2023-24• MOTION: I move that the Council close the public hearings for items G 12-G 23 and refer to the public hearings on June 6,2023 Staff note: The Council may close a public hearing and refer an item to another public hearing which allows an individual to provide comment on the proposed annual budget twice. This allows individuals to respond to new information and proposals as the Council's annual budget deliberations continue. CITY COUNCIL OF SALT LAKE CITY 451 SOUTH STATE STREET,ROOM 304451 SOUTH STATE STREET,ROOM 304 SLCCOUNCIL.COMM P.O.BOX 145476,SALT LAKE CITY,UTAH 84114-5476 TEL 801-535-7600 FAX 801-535-7651 Item G11-G22 MOTION SHEET CITY COUNCIL of SALT LAKE CITY tinyurl.com/SLCFY24 TO: City Council Members FROM: Ben Luedtke Budget&Policy Analyst DATE: May 16, 2023 RE: MOTION SHEET—Ordinance Salt Lake City and Library Fund budgets for FY 2023-24• MOTION: I move that the Council close the public hearings for items G 12-G 23 and refer to the public hearings on June 6,2023 Staff note: The Council may close a public hearing and refer an item to another public hearing which allows an individual to provide comment on the proposed annual budget twice. This allows individuals to respond to new information and proposals as the Council's annual budget deliberations continue. CITY COUNCIL OF SALT LAKE CITY 451 SOUTH STATE STREET,ROOM 304451 SOUTH STATE STREET,ROOM 304 SLCCOUNCIL.COMM P.O.BOX 145476,SALT LAKE CITY,UTAH 84114-5476 TEL 801-535-7600 FAX 801-535-7651 SALT LAKE CITY ORDINANCE No. of 2023 (Appropriating necessary funds to implement, for fiscal year 2024, the provisions of the Memorandum of Understanding between Salt Lake City Corporation and the International Association of Firefighters Local 81, representing eligible employees) An ordinance appropriating necessary funds to implement, for fiscal year 2024, the provisions of the Memorandum of Understanding dated effective July 1, 2021 between Salt Lake City Corporation and the International Association of Firefighters Local 81, representing eligible employees. PREAMBLE The City Council, in Salt Lake City Ordinance No. 42 of 2021, approved a Memorandum of Understanding between Salt Lake City Corporation and the International Association of Firefighters Local 81, as the certified bargaining representative for eligible employees. The Memorandum of Understanding is a three-year agreement. The Memorandum of Understanding is subject to appropriation of funds by the City Council. The City Council, therefore, wishes to appropriate funds to implement the provisions of the Memorandum of Understanding, as negotiated by the City and the International Association of Firefighters Local 81, for fiscal year 2024. Be it ordained by the City Council of Salt Lake City, Utah: SECTION 1. PURPOSE. The purpose of this ordinance is to appropriate necessary funds to implement, for fiscal year 2024, the provisions of the Memorandum of Understanding approved by the City Council in Salt Lake City Ordinance No. 42 of 2021 between Salt Lake City Corporation and the International Association of Firefighters Local 81. SECTION 2. APPROPRIATION. The City Council hereby appropriates necessary funds to implement, for fiscal year 2024, the provisions of the Memorandum of Understanding between Salt Lake City Corporation and the International Association of Firefighters Local 81, as approved by the City Council in Salt Lake City Ordinance No. 42 of 2021. SECTION 3. AUTHORIZATION. The Mayor of Salt Lake City, Utah is hereby authorized to act in accordance with the terms and conditions of the Memorandum of Understanding between the City and the International Association of Firefighters Local 81. SECTION 4. EFFECTIVE DATE. This ordinance shall be deemed effective on July 2023. Passed by the City Council of Salt Lake City, Utah, this day of June, 2023. CHAIRPERSON ATTEST: CITY RECORDER Transmitted to the Mayor on Mayor's Action: Approved. Vetoed. MAYOR ATTEST: CITY RECORDER Salt Lake City Attorney's Office Approved as to Form Date: (SEAL) By: Jo*w-fka4,v Paf-q�� Jonathan Pappasideris Bill No. of 2023. Published: 2 Salt Lake City Firefighter Fiscal Year 2023-2024 Amended Base Wage Schedule Effective July 1,2023 Non-Sworn - Fire Logistics Coordinator Years of completed Annual Equivalent Hourly Pay Rate service Entry $45,739 $21.99 2 $48,422 $23.28 4 1 $51,106 1 $24.57 6 $56,638 1 $27.23 Non-Sworn - Fire Prevention Specialist Years of completed Annual Equivalent Hourly Pay Rate service Entry $44,907 $21.59 1 $48,402 $23.27 2 $51,834 $24.92 4 $55,307 $26.59 6 $58,677 $28.21 7 $72,592 $34.90 9 $74,402 1 $35.77 Firefighter- EMT Years of Estimated Annual completed Equivalent Operations Support service Entry $47,258 $16.23 $22.72 1 $50,918 $17.49 $24.48 2 $54,538 $18.73 $26.22 4 $58,157 $19.97 $27.96 6 $61,818 $21.23 $29.72 7 $76,398 $26.24 $36.73 9 $78,291 $26.89 $37.64 Firefighter-Specialist Years of Estimated Annual completed Equivalent Operations Support service Entry $50,565 $17.36 $24.31 1 $54,475 $18.71 $26.19 2 $58,386 $20.05 $28.07 4 $62,213 $21.36 $29.91 6 $66,144 $22.71 $31.80 7 $81,723 $28.06 $39.29 9 $83,762 $28.76 $40.27 Salt Lake City Firefighter Fiscal Year 2023-2024 Amended Base Wage Schedule Effective July 1,2023 Firefighter- Paramedic Years of Estimated Annual completed Operations Support servi Equivalent ce Entry $54,579 $18.74 $26.24 1 $58,802 $20.19 $28.27 2 $62,982 $21.63 $30.28 4 $67,184 $23.07 $32.30 6 $71,344 $24.50 $34.30 7 $88,234 $30.30 $42.42 9 $90,438 $31.06 $43.48 Firefighter-Captain Years of Estimated Annual completed Equivalent Operations Support service Entry $90,667 $31.14 $43.59 6 months $102,502 $35.20 $49.28 Salt Lake City Firefighter Fiscal Year 2022-2023 Base Wage Schedule Effective July 1, 2022 Non-Sworn - Fire Logistics Coordinator Years of completed Annual Equivalent Hourly Pay Rate service Entry $43,SSS $20.94 2 $4&,444 -�2� 4 $4&,f� -�2� 6 $&�, 1 -�2� Non-Sworn - Fire Prevention Specialist Years of completed Annual Equivalent Hourly Pay Rate service Entry $42,765 -�2� 1 4&IQ93 -�2� 2 -�2� 4 6 7 _�6 9 $r7��, Firefighter- EMT Years of Estimated Annual completed Equivalent Operations Support service Entry $45,011 $4- 1 4&,48-5 $4- 2 $4- 4 $4 6 7 $,�L 9 $2� Firefighter-Specialist Years of Estimated Annual completed Equivalent Operations Support service Entry $48,152- $rl 1 $4- 2 4 6 7 9 Salt Lake City Firefighter Fiscal Year 2022-2023 Base Wage Schedule Effective July 1, 2022 Firefighter- Paramedic Years of Estimated Annual completed Operations Support servi Equivalent ce Entry CC�9 1 2 c � 8 25 84 4 6 t6 c' c 7 c o � B-�F4 A 49 9 $44� Firefighter- Captain Years of Estimated Annual completed Equivalent Operations Support service Entry COGS t" 6 months -�9 c Salt Lake City Firefighter Fiscal Year 2023-2024 Amended Base Wage Schedule Effective July 1, 2023 Non-Sworn - Fire Logistics Coordinator Years of completed Annual Equivalent Hourly Pay Rate service Entry $45,739 $21.99 2 48 422 23.28 4 51 106 24.57 6 56,638 $27.23 Non-Sworn - Fire Prevention Specialist Years of completed Annual Equivalent Hourly Pay Rate service Entry 44 907 21.59 1 48 402 23.27 2 51 834 24.92 4 55 307 26.59 6 58 677 28.21 7 $72,592 34.90 9 $74,402 35.77 Firefighter- EMT Years of Estimated Annual completed Equivalent Operations Support service Entry 47 258 16.23 22.72 1 50 918 17.49 24.48 2 54 538 18.73 26.22 4 58 157 19.97 27.96 6 61 818 21.23 29.72 7 76 398 26.24 36.73 9 78 291 26.89 37.64 Firefighter-Specialist Years of Estimated Annual completed Equivalent Operations Support service Entry 50 565 17.36 24.31 1 54 475 18.71 26.19 2 58 386 20.05 528.07 4 62 213 21.36 29.91 6 5kkJ44 22.71 31.80 7 81 723 28.06 39.29 9 5aa762 28.76 40.27 Salt Lake City Firefighter Fiscal Year 2023-2024 Amended Base Wage Schedule Effective July 1, 2023 Firefighter- Paramedic Years of Estimated Annual completed Equivalent Operations Support service Entry 54 579 18.74 26.24 1 58 802 20.19 28.27 2 62 982 21.63 30.28 4 67 184 23.07 32.30 6 71 344 24.50 34.30 7 88 234 30.30 42.42 9 90 438 31.06 43.48 Firefighter-Captain Years of Estimated Annual completed Equivalent Operations Support service Entry 90 667 31.14 43.59 6 months 102 502 35.20 49.28 Item G11-G22 MOTION SHEET CITY COUNCIL of SALT LAKE CITY tinyurl.com/SLCFY24 TO: City Council Members FROM: Ben Luedtke Budget&Policy Analyst DATE: May 16, 2023 RE: MOTION SHEET—Ordinance Salt Lake City and Library Fund budgets for FY 2023-24• MOTION: I move that the Council close the public hearings for items G 12-G 23 and refer to the public hearings on June 6,2023 Staff note: The Council may close a public hearing and refer an item to another public hearing which allows an individual to provide comment on the proposed annual budget twice. This allows individuals to respond to new information and proposals as the Council's annual budget deliberations continue. CITY COUNCIL OF SALT LAKE CITY 451 SOUTH STATE STREET,ROOM 304451 SOUTH STATE STREET,ROOM 304 SLCCOUNCIL.COMM P.O.BOX 145476,SALT LAKE CITY,UTAH 84114-5476 TEL 801-535-7600 FAX 801-535-7651 SALT LAKE CITY ORDINANCE No. of 2023 (Appropriating necessary funds to implement, for fiscal year 2024, the provisions of the Memorandum of Understanding between Salt Lake City Corporation and the Salt Lake Police Association, representing eligible employees) An ordinance appropriating necessary funds to implement, for fiscal year 2024, the provisions of the Memorandum of Understanding dated effective July 1, 2021 between Salt Lake City Corporation and the Salt Lake Police Association, representing eligible employees. PREAMBLE The City Council, in Salt Lake City Ordinance No. 44 of 2021, approved a Memorandum of Understanding between Salt Lake City Corporation and the Salt Lake Police Association, as the certified bargaining representative for eligible employees. The Memorandum of Understanding is a three-year agreement. The Memorandum of Understanding is subject to appropriation of funds by the City Council. The City Council, therefore, wishes to appropriate funds to implement the provisions of the Memorandum of Understanding, as negotiated by the City and the Salt Lake Police Association, for fiscal year 2024. Be it ordained by the City Council of Salt Lake City, Utah: SECTION 1. PURPOSE. The purpose of this ordinance is to appropriate necessary funds to implement, for fiscal year 2024, the provisions of the Memorandum of Understanding approved by the City Council in Salt Lake City Ordinance No. 44 of 2021 between Salt Lake City Corporation and the Salt Lake Police Association. SECTION 2. APPROPRIATION. The City Council hereby appropriates necessary funds to implement, for fiscal year 2024, the provisions of the Memorandum of Understanding between Salt Lake City Corporation and the Salt Lake Police Association, as approved by the City Council in Salt Lake City Ordinance No. 44 of 2021. SECTION 3. AUTHORIZATION. The Mayor of Salt Lake City, Utah is hereby authorized to act in accordance with the terms and conditions of the Memorandum of Understanding between the City and the Salt Lake Police Association. SECTION 4. EFFECTIVE DATE. This ordinance shall be deemed effective on July , 2023. Passed by the City Council of Salt Lake City, Utah, this day of June, 2023. CHAIRPERSON ATTEST: CITY RECORDER Transmitted to the Mayor on Mayor's Action: Approved. Vetoed. MAYOR ATTEST: CITY RECORDER Salt Lake City Attorney's Office Approved as to Form Date: (SEAL) By.JaK.a.f a,w Pafa I. iti Jonathan Pappasideris Bill No. of 2023. Published: 2 SLC Police Officer FY2023-24 Base Wage Schedule Effective June 25,2023 Years of completed service Base Pay Rate Entry $29.26 2 $31.20 4 $33.14 6 $37.70 8 $40.22 12 $45.27 SLC Police Officer FY2022-23 Base Wage Schedule Effective januaFy 8, 2023 Years of completed service Base Pay Rate Entry � 2 4 c' 6 8 c' 12 $4344 SLC Police Officer FY2023-24 Base Wage Schedule Effective June 25, 2023 Years of completed service Base Pay Rate Entry 29.26 2 31.20 4 33.14 6 37.70 8 40.22 12 45.27 Item G11-G22 MOTION SHEET CITY COUNCIL of SALT LAKE CITY tinyurl.com/SLCFY24 TO: City Council Members FROM: Ben Luedtke Budget&Policy Analyst DATE: May 16, 2023 RE: MOTION SHEET—Ordinance Salt Lake City and Library Fund budgets for FY 2023-24• MOTION: I move that the Council close the public hearings for items G 12-G 23 and refer to the public hearings on June 6,2023 Staff note: The Council may close a public hearing and refer an item to another public hearing which allows an individual to provide comment on the proposed annual budget twice. This allows individuals to respond to new information and proposals as the Council's annual budget deliberations continue. CITY COUNCIL OF SALT LAKE CITY 451 SOUTH STATE STREET,ROOM 304451 SOUTH STATE STREET,ROOM 304 SLCCOUNCIL.COMM P.O.BOX 145476,SALT LAKE CITY,UTAH 84114-5476 TEL 801-535-7600 FAX 801-535-7651 SALT LAKE CITY ORDINANCE No. of 2023 (Accessible Parking Space Violation) An ordinance amending sections 12.56.120, 12.56.130, 12.56.550 and 12.56.570 of the Salt Lake City Code to adjust penalties for accessible parking space violations to better correspond with similar penalties described in the State of Utah Uniform Fine Schedule. WHEREAS, Salt Lake City code sections 12.56.120 and 12.56.130 prohibit vehicles from parking in accessible parking spaces unless that vehicles displays the license plate or placard needed to park in accessible parking spaces; and WHEREAS, Salt Lake City Code Section 12.56.550 currently imposes a$150 penalty for parking in an accessible parking space contrary to the requirements of Salt Lake City Code section 12.56.130; and WHEREAS, Utah Code section 41-1a-414 also prohibits the unauthorized use of accessible parking spaces and declares that the unauthorized use of such parking spaces is a Class C misdemeanor; and WHEREAS, the current State of Utah Uniform Fine Schedules indicates that a fine of$340 is an appropriate penalty for an accessible parking space violation under Utah Code 41-1a-414; NOW, THEREFORE, be it ordained by the City Council of Salt Lake Ci .tom SECTION 1. That section 12.56.120 of the Salt Lake City Code is hereby amended to read as follows: 12.56.120: PARKING FOR PERSONS WITH A DISABILITY; PUBLIC PROPERTY: A. Parking For Persons With A Disability At Meters And In Restricted Areas: 1 1. A person with a disability whose motor vehicle has affixed thereto, as provided by law, the license plate designated for a person with a disability or a transferable motor vehicle identification windshield placard issued by the state of Utah, shall be entitled to park without charge at any parking meter and in time limited parking zones, notwithstanding any other state or municipal parking restriction. 2. It is unlawful for such person with a disability to park for longer than two (2) hours at all meters and time limited zones. B. Designated Parking For Persons With A Disability: The city transportation engineer is hereby authorized, at his/her discretion to reserve by appropriate signing, various public areas or property for parking for persons with a disability. It is unlawful for any person with a disability to park longer than the time shown on the sign designating the area as "parking for persons with a disability". C. Restricted Areas Not Authorized For Special Parking For Persons With A Disability: Nothing herein shall be construed to permit parking by any individual, contrary to or as an exception to the limited purpose of the following designated areas: 1. Any area where official signs or traffic markings absolutely prohibit stopping, standing or parking; 2. Areas reserved for emergency use. "Emergency use", as used herein, means and shall include, but not be limited to, those areas designated by red curb marking, also known as "red zones" designated as ambulance zones; fire hydrant zones as defined in subsection 12.56.440A5 of this chapter, or its successor; fire lanes, as designated in title 18, chapter 18.44 of this code, or its successor, whether on public or private property; or any other designated area of the city posted as restricted for emergency vehicles or emergency use; 3. On a sidewalk area•, 4. In front or within five feet(5') of a driveway; 5. Within ten feet(10') of a driveway, on Mondays through Saturdays (except holidays)between seven o'clock(7:00)A.M. and six o'clock(6:00) P.M., when a mailbox is located within five feet(5') of such driveway; 6. Within an intersection; 7. Within five feet(5') of a fire hydrant, as measured in both directions along the street or highway curb line, from a line extending from the center of the hydrant to the curb line at its nearest point; 8. On a crosswalk; 2 9. Within twenty feet(20') of a crosswalk at an intersection; 10. Within thirty feet(30')upon the approach to any flashing beacon or traffic control device located at the side of a roadway; 11. Between a safety zone and the adjacent curb, or within thirty feet(30') of points on the curb immediately opposite the ends of a safety zone, unless authorized signs or markings indicate a different length; 12. Within fifty feet(50') of the nearest rail of a railroad crossing; 13. Within twenty feet(20') of the driveway entrance to any fire station, and on the side of a street opposite the entrance when properly signposted; 14. Alongside or opposite any street excavation or obstruction when stopping, standing or parking would obstruct or be hazardous to traffic; 15. Upon any bridge or other elevated structure upon a street, or within a street tunnel or underpass; 16. At any place in any public park,playground or grounds of any public building other than on the roads or parking lots provided for public parking in accordance with provisions of any officially installed signs; 17. On any footpath in any park or playground; 18. Within a fire lane as designated and marked in accordance with the provisions of title 18, chapter 18.44 of this code, or its successor, whether on public or private property; 19. On any median or island, or on any "dividing section", as defined in section 12.44.110 of this title, or its successor; 20. Within fifteen feet(15) of the nearest rail of any light rail track or other railroad track whether on public or private property; 21. Taxi and bus stands or stops; 22. In an area reserved for vehicles that display the appropriate residential parking permit; 23. In an area which is reserved for vehicles with a freight permit; or 24. In an area that requires the driver to remain with the vehicle at all times. 3 SECTION 2. That section 12.56.130 of the Salt Lake City Code is hereby amended to read as follows: 12.56.130: PARKING FOR PERSONS WITH DISABILITIES: A. A vehicle shall not park in any parking spot designated for the parking of persons with disabilities unless the vehicle bears a license plate for persons with disabilities or a transferable motor vehicle identification windshield placard displayed as required in sections 41-1a-414 and 41-1a-420 of the Utah code or their successor sections. This restriction shall apply to and be enforceable upon all property where parking is open to the general public, whether parking is provided to the general public for free or for a fee. B. It is unlawful for any person using a vehicle with a license plate designated for persons with a disability, or a transferable motor vehicle identification windshield placard, to occupy parking spaces designated for person with a disability unless the vehicle is being used to transport a person with a disability. C. Any law enforcement agency authorized to enforce parking laws and regulations in Salt Lake City may appoint volunteers to act as its agents to issue parking citations for violations of this section or any other city law or regulation which prescribes a penalty for illegal parking at any parking spot properly designated for the exclusive use of persons with disabilities. A parking citation issued by a volunteer properly appointed under this section has the same force and effect as a citation issued for the same offense by a peace officer or parking enforcement officer authorized to enforce parking laws and regulations in Salt Lake City. D. A volunteer appointed under this section must be at least eighteen(18) years of age. The law enforcement agency appointing a volunteer under authority of this section may establish any other qualification or criteria for the appointment of such volunteer. E. A volunteer appointed under this section may not issue a parking citation until the volunteer has received training regarding the proper issuance of parking citations from the appointing law enforcement agency. SECTION 3. That section 12.56.550 of the Salt Lake City Code is hereby amended to read as follows: 12.56.550: UNAUTHORIZED USE OF STREETS, PARKING LOTS AND OTHER AREAS; PENALTIES: A. Violation: 1. Any person engaging in the unauthorized use of streets, parking lots or other areas as provided under this chapter, within the City, shall be liable for a civil penalty. Any penalty assessed in subsection B of this section may be in addition to such other penalties as may be provided in this title. 4 2. "Unauthorized use of streets" means a violation of any restriction or prohibition contained in this chapter or its successor. B. Civil Penalties: Civil penalties shall be imposed as follows: Section Of This Chapter Penalty 12.56.040 $ 45.00 12.56.050 38.00 12.56.080 45.00 12.56.100 38.00 12.56.120 56.00 12.56.130 340.00 12.56.150 38.00 12.56.150D 75.00 12.56.180 38.00 12.56.190 23.00 12.56.205F 75.00 12.56.210 I 38.00 12.56.235 38.00 12.56.240 45.00 12.56.250 38.00 12.56.290 38.00 12.56.300 45.00 12.56.302 23.00 12.56.303 23.00 12.56.304 23.00 12.56.310 45.00 12.56.330 45.00 12.56.350 38.00 12.56.360 45.00 12.56.380 I 45.00 12.56.390 38.00 12.56.400 38.00 12.56.410 38.00 12.56.420 45.00 12.56.430 38.00 5 ]2.56.440A]] 56.00 12.56.440A2] 56.00 ]2.56.440A3] 56.00 12.56.440A41 56.00 12.56.440A51 56.00 12.56.440A61 56.00 ]2.56.440A7] I 56.00 ]2.56.440A8] 56.00 ]2.56.440A9] 56.00 12.56.440A101 56.00 12.56.440A111 56.00 12.56.440A121 I 56.00 12.56.440A 131 56.00 12.56.440A 141 56.00 12.56.440A151 56.00 12.56.440A161 56.00 12.56.440A171 56.00 12.56.440A181 56.00 12.56.440A191 225.00 12.56.450 23.00 12.56.460 45.00 ]2.56.465 123.00 12.56.470 45.00 12.56.480 45.00 12.56.490 I 45.00 ]2.56.500 45.00 12.56.515 38.00 ]2.56.520 38.00 12.56.525 38.00 Note: 1. A violation of subsection 12.56.440B of this chapter that occurs in a particular location is subject to the same civil penalty that would be imposed for a violation of subsection 12.56.440A of this chapter in that same location. 6 C. Late Fee: A twenty five percent(25%) late fee will be added to any penalty that remains unpaid thirty(30) days after the date of receipt of notice. D. Receipt Of Notice: As used in this section, "receipt of notice" means either: 1. The affixing of a notice of violation to the vehicle alleged to have been employed in such violation; or 2. By delivery of such notice of violation to the owner or driver thereof. SECTION 4. That section 12.56.570 of the Salt Lake City Code is hereby amended to read as follows: 12.56.570: UNAUTHORIZED USE OF STREETS; APPEAL PROCEDURES: A. The Mayor shall appoint such Hearing Officers as he or she deems appropriate to consider matters relating to the unauthorized use of streets. B. Any person having received notice of such unauthorized use, or the owner of any vehicle employed in such use, may appear before a Hearing Officer and present and contest such alleged unauthorized use. C. The burden to prove any defense shall be upon the person raising such defense. D. The Hearing Officer may find that no unauthorized use occurred and dismiss the ticket. E. If the Hearing Officer finds that an unauthorized use occurred but one or more of the defenses set forth in this section is applicable, the Hearing Officer may dismiss the notice of unauthorized use and release the owner or driver from liability thereunder. Such defenses are: 1. At the time of the receipt of the notice,possession of the subject vehicle had been acquired in violation of the criminal laws of the State; 2. If the notice of unauthorized use alleges a violation of any ordinance pertaining to a parking meter, such meter was mechanically malfunctioning to the extent that its reliability is questionable; 3. Compliance with the subject ordinances would have presented an imminent and irreparable injury to persons or property; 4. Parking notices for overtime parking at a meter or in a time restricted zone received by a City employee or guest while on official Salt Lake City business will be dismissed upon written request from the applicable Department Director or designee on official letterhead or by electronic mail. The request must be made within ten(10) days of receipt of the notice and must include a brief description of the reason for the request, and be submitted to: Salt Lake City Corporation, Traffic Manager, 333 South 200 East, P.O. Box 145499, Salt Lake City, UT 84114-5499. Parking violations other than overtime parking and meter violations will not be dismissed in this manner; 7 5. Unlimited time parking by employees of other governmental entities on official business will be allowed at City meters and time restricted locations. In order to qualify, the vehicle must display a placard or sticker issued by Salt Lake City Parking Enforcement or the vehicle's license plate must be registered with Salt Lake City Parking Enforcement for enrollment in any license plate recognition system used to regulate parking enforcement. Requests for placards must include a brief description of the reason for the request and be submitted to: Salt Lake City Parking Enforcement, P.O. Box 145552, Salt Lake City, UT 84114-5552. Requests for dismissals of other parking violations will be considered and should be submitted to: Salt Lake City Corporation, Traffic Manager, 333 South 200 East, P.O. Box 145499, Salt Lake City, UT 84114-5499; 6. If the Hearing Officer finds that the owner of the vehicle is deceased but was living when the ticket was issued; 7. If the Hearing Officer finds that the vehicle was sold with the original license plates on, and the ticket was received prior to the sale,provided the sale is reported to the DMV and the bill of sale is provided within twenty(20) days of receipt of the parking notice. F. If the Hearing Officer finds that an unauthorized use occurred but one or more of the defenses set forth in this section is applicable, the Hearing Officer may reduce the penalty associated therewith,but in no event shall such penalty be reduced below the sum of ten dollars ($10.00). Such defenses are: 1. At the time of receipt of the notice,possession of the subject vehicle had been acquired by another party pursuant to a written lease agreement or similar written agreement; 2. The subject vehicle was mechanically incapable of being moved from such location; provided, however, such defense shall not apply to any vehicle which remains at such location in excess of six (6)hours; 3. Any markings, signs or other indicia of parking use regulation were not clearly visible or comprehensible; 4. At the time of the notice of violation a responsible person receiving such notice of violation had, but failed to properly display, a special disability group license plate or placard that was valid and relevant to the notice of violation. 5. At the time of the notice of violation a residential parking permit was valid but not properly displayed; 6. Such other mitigating circumstances as the Hearing Officer may find, with the written approval of the court's Traffic Manager, which must include the basis for the decision. A report on such decisions is to be provided to the Mayor and City Council on a quarterly basis. 8 G. If the Hearing Officer finds that an unauthorized use occurred and no applicable defense exists, the Hearing Officer may, in the interest of justice and on behalf of the City, enter into an agreement for the timely or periodic payment of the applicable penalty. H. If the penalty imposed pursuant to this chapter remains unsatisfied after forty (40) days from the receipt of notice, or ten(10) days from such date as may have been agreed to by the Hearing Officer, the City may use such lawful means as are available to collect such penalty, including costs and attorney fees SECTION 5. That this ordinance shall become effective immediately upon publication. Passed by the City Council of Salt Lake City, Utah this day of 2023. CHAIRPERSON ATTEST: CITY RECORDER Transmitted to Mayor on Mayor's Action: Approved. Vetoed. MAYOR CITY RECORDER APPROVED AS TO FORM (SEAL) Date' Jays e w Oldro yd By. Bill No. of 2023. Jaysen oldroyd,Senior City Attorney Published: 9 SALT LAKE CITY ORDINANCE No. of 2023 (Accessible Parking Space Violation) An ordinance amending sections 12.56.120, 12.56.130, 12.56.550 and 12.56.570 of the Salt Lake City Code to adjust penalties for accessible parking space violations to better correspond with similar penalties described in the State of Utah Uniform Fine Schedule. WHEREAS, Salt Lake City code sections 12.56.120 and 12.56.130 prohibit vehicles from parking in accessible parking spaces unless that vehicles displays the license plate or placard needed to park in accessible parking spaces; and WHEREAS, Salt Lake City Code Section 12.56.550 currently imposes a$150 penalty for parking in an accessible parking space contrary to the requirements of Salt Lake City Code section 12.56.130; and WHEREAS, Utah Code section 41-la-414 also prohibits the unauthorized use of accessible parking spaces and declares that the unauthorized use of such parking spaces is a Class C misdemeanor; and WHEREAS, the current State of Utah Uniform Fine Schedules indicates that a fine of$340 is an appropriate penalty for an accessible parking space violation under Utah Code 41-1 a-414; NOW, THEREFORE,be it ordained by the City Council of Salt Lake City, Utah: SECTION 1. That section 12.56.120 of the Salt Lake City Code is hereby amended to read as follows: 12.56.120: PARKING FOR PERSONS WITH A DISABILITY; PUBLIC PROPERTY: A. Parking For Persons With A Disability At Meters And In Restricted Areas: 1 1. A person with a disability whose motor vehicleau4emebil has affixed thereto, as provided by law, the license plate designated for a person with a disability or a transferable motor vehicle identification windshield placard issued by the state of Utah, shall be entitled to park without charge at any parking meter and in time limited parking zones, notwithstanding any other state or municipal parking restriction. 2. It is unlawful for such person with a disability to park for longer than two (2) hours at all meters and time limited zones. B. Designated Parking For Persons With A Disability: The city transportation engineer is hereby authorized, at his/her discretion to reserve by appropriate signing, various public areas or property for parking for persons with a disability. It is unlawful for: aAny person with a disability to park longer than the time shown on the sign designating the area as "parking for persons with a disability". 2. Any vehicle to be parked in an area designated as par-king for per-sons with disability, unless such vehicle has displayed upon it the par-king plate designated per-sons with a disability of tr-ansfefable identifleation windshield plaear-d issued by the G. Unlawful Use Of hieeiise Plate For-Per-sons With A Disability: it is unlawful for-an pefson using a vehiele with a lieense plate designated for per-sons with a disabili" disability to use pafking designated for pefsons with a disability. DC. Restricted Areas Not Authorized For Special Parking For Persons With A Disability: Nothing herein shall be construed to permit parking by any individual, contrary to or as an exception to the limited purpose of the following designated areas: 1. Any area where official signs or traffic markings absolutely prohibit stopping, standing or parking; 2. Areas reserved for emergency use. "Emergency use", as used herein, means and shall include, but not be limited to, those areas designated by red curb marking, also known as "red zones" designated as ambulance zones; fire hydrant zones as defined in subsection 12.56.440A5 of this chapter, or its successor; fire lanes, as designated in title 18, chapter 18.44 of this code, or its successor, whether on public or private property; or any other designated area of the city posted as restricted for emergency vehicles or emergency use; 3. On a sidewalk area; 4. In front or within five feet(5') of a driveway; 2 5. Within ten feet(10') of a driveway, on Mondays through Saturdays (except holidays)between seven o'clock(7:00)A.M. and six o'clock(6:00) P.M., when a mailbox is located within five feet(5') of such driveway; 6. Within an intersection; 7. Within five feet(5') of a fire hydrant, as measured in both directions along the street or highway curb line, from a line extending from the center of the hydrant to the curb line at its nearest point; 8. On a crosswalk; 9. Within twenty feet(20') of a crosswalk at an intersection; 10. Within thirty feet(30')upon the approach to any flashing beacon or traffic control device located at the side of a roadway; 11. Between a safety zone and the adjacent curb, or within thirty feet(30') of points on the curb immediately opposite the ends of a safety zone, unless authorized signs or markings indicate a different length; 12. Within fifty feet(50') of the nearest rail of a railroad crossing; 13. Within twenty feet(20') of the driveway entrance to any fire station, and on the side of a street opposite the entrance when properly signposted; 14. Alongside or opposite any street excavation or obstruction when stopping, standing or parking would obstruct or be hazardous to traffic; 15. Upon any bridge or other elevated structure upon a street, or within a street tunnel or underpass; 16. At any place in any public park,playground or grounds of any public building other than on the roads or parking lots provided for public parking in accordance with provisions of any officially installed signs; 17. On any footpath in any park or playground; 18. Within a fire lane as designated and marked in accordance with the provisions of title 18, chapter 18.44 of this code, or its successor, whether on public or private property; 19. On any median or island, or on any "dividing section", as defined in section 12.44.110 of this title, or its successor; 3 20. Within fifteen feet(15') of the nearest rail of any light rail track or other railroad track whether on public or private property; 21. Taxi and bus stands or stops; 22. In an area reserved for vehicles that display the appropriate residential parking permit; 23. In an area which is reserved for vehicles with a freight permit; or 24. In an area that requires the driver to remain with the vehicle at all times. SECTION 2. That section 12.56.130 of the Salt Lake City Code is hereby amended to read as follows: 12.56.130: PARKING FOR PERSONS WITH DISABILITIES: A. A vehicle shall not park in any parking spot designated for the parking of persons with disabilities unless the vehicle bears a license plate for persons with disabilities or a transferable motor vehicle identification windshield placard displayed as required in sections 41-1a-414 and 41-1a-420 of the Utah code or its-their successor sections. This restriction shall apply to and be enforceable upon all property where parking is open to the general public, whether parking is provided to the general public for free or for a fee. B. It is unlawful for any_person using a vehicle with a license plate designated for persons with a disability, or a transferable motor vehicle identification windshield placard, to occupyparking spaces designated for person with a disability unless the vehicle is being used to transport a person with a disability. BC. Any law enforcement agency authorized to enforce parking laws and regulations in Salt Lake City may appoint volunteers to act as its agents to issue parking citations for violations of this section or any other city law or regulation which prescribes a penalty for illegal parking at any parking spot properly designated for the exclusive use of persons with disabilities. A parking citation issued by a volunteer properly appointed under this section has the same force and effect as a citation issued for the same offense by a peace officer or parking enforcement officer authorized to enforce parking laws and regulations in Salt Lake City. CD. A volunteer appointed under this section must beat least eighteen (18)years of age. The law enforcement agency appointing a volunteer under authority of this section may establish any other qualification or criteria for the appointment of such volunteer. DE. A volunteer appointed under this section may not issue a parking citation until the volunteer has received training regarding the proper issuance of parking citations from the appointing law enforcement agency. 4 SECTION 3. That section 12.56.550 of the Salt Lake City Code is hereby amended to read as follows: 12.56.550: UNAUTHORIZED USE OF STREETS, PARKING LOTS AND OTHER AREAS; PENALTIES: A. Violation: 1. Any person engaging in the unauthorized use of streets, parking lots or other areas as provided under this chapter, within the City, shall be liable for a civil penalty. Any penalty assessed in subsection B of this section may be in addition to such other penalties as may be provided in this title. 2. "Unauthorized use of streets" means a violation of any restriction or prohibition contained in this chapter or its successor. B. Civil Penalties: Civil penalties shall be imposed as follows: Section Of This Chapter II Penalty 12.56.040 $ 45.00 12.56.050 38.00 12.56.080 45.00 12.56.100 38.00 12.56.120 150.0056.00 12.56.130 3404-50.00 12.56.150 38.00 12.56.150D 75.00 12.56.180 38.00 12.56.190 23.00 12.56.205F 75.00 12.56.210 38.00 12.56.235 II 38.00 12.56.240 45.00 12.56.250 38.00 12.56.290 38.00 12.56.300 45.00 12.56.302 II 23.00 5 12.56.303 23.00 12.56.304 23.00 12.56.310 45.00 12.56.330 45.00 12.56.350 38.00 12.56.360 45.00 ]2.56.380 II 45.00 ]2.56.390 38.00 ]2.56.400 38.00 12.56.410 38.00 12.56.420 45.00 12.56.430 38.00 ]2.56.440A] ] 56.00 12.56.440A21 56.00 12.56.440A31 56.00 12.56.440A41 56.00 12.56.440A51 56.00 12.56.440A61 56.00 12.56.440A71 56.00 12.56.440A81 56.00 12.56.440A91 56.00 12.56.440A 101 56.00 12.56.440A 111 56.00 12.56.440A121 56.00 12.56.440A131 II 56.00 12.56.440A 141 56.00 12.56.440A151 56.00 12.56.440A 161 56.00 12.56.440A171 56.00 12.56.440A181 56.00 12.56.440A191 225.00 12.56.450 23.00 ]2.56.460 45.00 12.56.465 123.00 6 12.56.470 45.00 12.56.480 45.00 12.56.490 45.00 12.56.500 45.00 12.56.515 38.00 12.56.520 38.00 12.56.525 II 38.00 Note: 1. A violation of subsection 12.56.440B of this chapter that occurs in a particular location is subject to the same civil penalty that would be imposed for a violation of subsection 12.56.440A of this chapter in that same location. C. Late Fee: A twenty five percent(25%) late fee will be added to any penalty that remains unpaid thirty (30) days after the date of receipt of notice. D. Receipt Of Notice: As used in this section, "receipt of notice" means either: 1. The affixing of a notice of violation to the vehicle alleged to have been employed in such violation; or 2. By delivery of such notice of violation to the owner or driver thereof. SECTION 4. That section 12.56.570 of the Salt Lake City Code is hereby amended to read as follows: 12.56.570: UNAUTHORIZED USE OF STREETS; APPEAL PROCEDURES: A. The Mayor shall appoint such Hearing Officers as he or she deems appropriate to consider matters relating to the unauthorized use of streets. B. Any person having received notice of such unauthorized use, or the owner of any vehicle employed in such use, may appear before a Hearing Officer and present and contest such alleged unauthorized use. C. The burden to prove any defense shall be upon the person raising such defense. D. The Hearing Officer may find that no unauthorized use occurred and dismiss the ticket. E. If the Hearing Officer finds that an unauthorized use occurred but one or more of the defenses set forth in this section is applicable, the Hearing Officer may dismiss the notice of unauthorized use and release the owner or driver from liability thereunder. Such defenses are: 1. At the time of the receipt of the notice,possession of the subject vehicle had been acquired in violation of the criminal laws of the State; 7 2. If the notice of unauthorized use alleges a violation of any ordinance pertaining to a parking meter, such meter was mechanically malfunctioning to the extent that its reliability is questionable; 3. Compliance with the subject ordinances would have presented an imminent and irreparable injury to persons or property; 4. Parking notices for overtime parking at a meter or in a time restricted zone received by a City employee or guest while on official Salt Lake City business will be dismissed upon written request from the applicable Department Director or designee on official letterhead or by electronic mail. The request must be made within ten(10) days of receipt of the notice and must include a brief description of the reason for the request, and be submitted to: Salt Lake City Corporation, Traffic Manager, 333 South 200 East, P.O. Box 145499, Salt Lake City, UT 84114-5499. Parking violations other than overtime parking and meter violations will not be dismissed in this manner; 5. Unlimited time parking by employees of other governmental entities on official business will be allowed at City meters and time restricted locations. In order to qualify, the vehicle must display a placard or sticker issued by Salt Lake City Parking Enforcement or the vehicle's license plate must be registered with Salt Lake City Parking Enforcement for enrollment in any license plate recognition system used to regulate parking enforcement. Requests for placards must include a brief description of the reason for the request and be submitted to: Salt Lake City Parking Enforcement, P.O. Box 145552, Salt Lake City, UT 84114-5552. Requests for dismissals of other parking violations will be considered and should be submitted to: Salt Lake City Corporation, Traffic Manager, 333 South 200 East, P.O. Box 145499, Salt Lake City, UT 84114-5499; 6. If the Hearing Officer finds that the owner of the vehicle is deceased but was living when the ticket was issued; 7. If the Hearing Officer finds that the vehicle was sold with the original license plates on, and the ticket was received prior to the sale,provided the sale is reported to the DMV and the bill of sale is provided within twenty(20) days of receipt of the parking notice. F. If the Hearing Officer finds that an unauthorized use occurred but one or more of the defenses set forth in this section is applicable, the Hearing Officer may reduce the penalty associated therewith,but in no event shall such penalty be reduced below the sum of ten dollars ($10.00). Such defenses are: 1. At the time of receipt of the notice,possession of the subject vehicle had been acquired by another party pursuant to a written lease agreement or similar written agreement; 8 2. The subject vehicle was mechanically incapable of being moved from such location; provided, however, such defense shall not apply to any vehicle which remains at such location in excess of six (6)hours; 3. Any markings, signs or other indicia of parking use regulation were not clearly visible or comprehensible; 4. At the time of the notice of violation a responsible person receiving such notice of violation had, but failed to properly display, a special disability group license plate or placard that was valid and relevant to the notice of violation. , a Hear-in of foFth i Utah!`ode se do n i !a i anti of its successof eeti,n• 5. At the time of the notice of violation a residential parking permit was valid but not properly displayed; 6. Such other mitigating circumstances as the Hearing Officer may find, with the written approval of the court's Traffic Manager, which must include the basis for the decision. A report on such decisions is to be provided to the Mayor and City Council on a quarterly basis. G. If the Hearing Officer finds that an unauthorized use occurred and no applicable defense exists, the Hearing Officer may, in the interest of justice and on behalf of the City, enter into an agreement for the timely or periodic payment of the applicable penalty. H. If the penalty imposed pursuant to this chapter remains unsatisfied after forty (40) days from the receipt of notice, or ten(10) days from such date as may have been agreed to by the Hearing Officer, the City may use such lawful means as are available to collect such penalty, including costs and attorney fees SECTION 5. That this ordinance shall become effective immediately upon publication. Passed by the City Council of Salt Lake City, Utah this day of 2023. CHAIRPERSON ATTEST: CITY RECORDER 9 Transmitted to Mayor on Mayor's Action: Approved. Vetoed. MAYOR CITY RECORDER (SEAL) APPROVED AS TO FORM Bill No. of 2023. Date: Published: By: Jaysen Oldroyd,Senior City Attorney 10 Item G11-G22 MOTION SHEET CITY COUNCIL of SALT LAKE CITY tinyurl.com/SLCFY24 TO: City Council Members FROM: Ben Luedtke Budget&Policy Analyst DATE: May 16, 2023 RE: MOTION SHEET—Ordinance Salt Lake City and Library Fund budgets for FY 2023-24• MOTION: I move that the Council close the public hearings for items G 12-G 23 and refer to the public hearings on June 6,2023 Staff note: The Council may close a public hearing and refer an item to another public hearing which allows an individual to provide comment on the proposed annual budget twice. This allows individuals to respond to new information and proposals as the Council's annual budget deliberations continue. CITY COUNCIL OF SALT LAKE CITY 451 SOUTH STATE STREET,ROOM 304451 SOUTH STATE STREET,ROOM 304 SLCCOUNCIL.COMM P.O.BOX 145476,SALT LAKE CITY,UTAH 84114-5476 TEL 801-535-7600 FAX 801-535-7651 SALT LAKE CITY ORDINANCE No. of 2023 (Clarifying status of members appointed to Salt Lake City Boards and Commissions) An ordinance amending sections 2.07.040, 2.35.030, 2.07.040, 2.35.030, 2.72.030, 2.96.020, 10.07.070 and 17.12.040 of the Salt Lake City Code to clarify the status of members appointed to Salt Lake City boards and commissions. WHEREAS, Salt Lake City Corporation("City") has expressed an interest in providing compensation for individuals appointed to City boards and commissions; and WHEREAS, City has various ordinances that limit the circumstances in which a City employee can serve on a City board or commission; and WHEREAS, the City Council of Salt Lake City wishes to clarify that individuals who receive compensation for their service on City boards and commissions are not disqualified from serving on such boards and commissions due to their receipt of such compensation. NOW, THEREFORE, be it ordained by the City Council of Salt Lake City, Utah: SECTION 1. That section 2.07.040 of the Salt Lake City Code is hereby amended to read as follows: 2.07.040: APPOINTMENT; ADVICE AND CONSENT: A. Appointments of city board members shall be made by the mayor with the advice and consent of the city council unless otherwise provided by this code or other law regarding a particular city board. B. City boards should represent a cross section of the city. To ensure that a cross section is represented, the city council should apply the following criteria in considering appointments to city boards: 1. Individuals should serve on only one board at a time, unless explicitly permitted in this code or other law. 2. City boards should have representatives from all geographic areas of the city. 1 3. Individuals who have not been involved in city government should be encouraged to participate through appointment to city boards. 4. Equal opportunity principles should be recognized in appointments. 5. Appointees should be city residents unless an exception in this code or other law applicable to a particular city board provides otherwise. C. 1. Employees of Salt Lake City Corporation, whether merit or appointed, shall not be eligible for membership on a city board unless an exception in this code or other law applicable to a particular board allows such appointments. 2. For purposes of this section, an individual will not be considered a city employee simply because they receive compensation from the city for serving on a city board or commission; and the fact that an individual receives such compensation will not disqualify them from serving on city boards and commissions. D. Spouses and family members of city employees may be considered for appointment to a city board when the board is not advisory to the employee's department or job responsibilities. SECTION 2. That section 2.35.030 of the Salt Lake City Code is hereby amended to read as follows: 2.35.030: APPOINTMENT OF MEMBERS; QUALIFICATIONS: A. The committee shall be comprised of seven(7)members appointed as follows: 1. Three (3)members appointed by the city council; 2. Three (3)members appointed by the mayor; and 3. One member appointed by the other six (6) appointed members. B. Committee members appointed under subsection A2 or A3 of this section shall not be subject to the advice and consent of the city council. Any vacancy on the committee shall be filled for the unexpired term of the vacated member in the same manner as the vacated member was appointed. C. In appointing the members to the committee, the mayor and the city council shall give consideration to achieving representation from a broad cross section of persons with compensation and/or benefits expertise. No member of the committee shall be deemed an employee of the city. D. For purposes of this section, a committee member will not be considered a city employee simply because they receive compensation from the city for serving on the 2 committee; and the fact that a committee member receives such compensation will not disqualify them from serving on city boards and commissions. SECTION 3. That section 2.72.030 of the Salt Lake City Code is hereby amended to read as follows: 2.72.030: BOARD APPOINTMENTS; TERM OF OFFICE; BOARD ADVISOR: A. Creation: The board is hereby created. B. Appointments By Mayor: The mayor, with the advice and consent of the council, shall appoint twenty-one (21) civilians as members of the board. Included in this number shall be three (3) from each council district. The mayor shall make such appointments with a goal of providing geographical, professional, neighborhood, racial, gender and ethnic diversity to the board so that balanced community representation is achieved. Officers or employees of the city shall not be appointed to the board. C. Term Of Office: All members of the board shall serve for a three (3)year term, provided that the terms of the initial appointees shall be staggered so that not more than seven(7)terms shall expire in any one year. Each member's term of office shall expire on the first Monday in September. A member shall not serve more than two (2) consecutive full terms. D. Board Advisor: The mayor shall appoint, as board advisor, a person with prior police experience, who is not at the time employed by the police department or any other law enforcement agency, to provide input and advice to the board. The board advisor shall have the same term of office as members of the board and shall not serve for more than two (2) consecutive terms. The board advisor is not a member of the board and does not have a vote on the board. E. For purposes of this section, if a board member receives compensation by the city for serving on the board, that board member will not be considered a city employee simply because they receive that compensation from the city. SECTION 4. That section 2.96.020 of the Salt Lake City Code is hereby amended to read as follows: 2.96.020: APPOINTMENTS; TERM OF OFFICE: A. All appointments of board members shall be made by the mayor, with the advice and consent of the city council. 3 B. All board members shall be appointed for a four(4)year term, with no automatic renewal of their term. No board member may serve for more than two (2) consecutive terms. C. No more than three (3) of the city's six(6)board appointees may be city employees. If any city employees are appointed, one of them shall be chosen from the city council staff as a representative of the city council. The other board members must be chosen so to obtain a broad geographical representation of the community. No more than two (2)board members may be from the same city council district. D. For purposes of this section, if a board member receives compensation by the city for serving on the board, that board member will not be considered a city employee simply because they receive that compensation from the city. SECTION 5. That section 10.07.070 of the Salt Lake City Code is hereby amended to read as follows: 10.07.070: ELIGIBILITY FOR MEMBERSHIP: A. Each member of the commission shall either live, work, or own real property in Salt Lake City; own a business in Salt Lake City; or be employed by or otherwise serve as a representative of an organization or government agency serving the accessibility or disability community of Salt Lake City. Notwithstanding section 2.07.040.C, up to one member of the board shall be a city employee. B. For purposes of this section, an individual will not be considered a city employee simply because they receive compensation from the city for serving on the accessibility and disability commission. SECTION 6. That section 17.12.040 of the Salt Lake City Code is hereby amended to read as follows: 17.12.040: BOARD OF TRUSTEES; QUALIFICATIONS: A. The Salt Lake City appointed members of the board of trustees of the metropolitan water district shall be registered voters, property taxpayers and residents of Salt Lake City. No person shall be eligible for Salt Lake City appointment to the board of trustees who is an officer or employee of the city. A Salt Lake City appointed trustee shall forfeit his or her position as trustee if at any time after appointment such trustee becomes an officer or employee of the city. The appointment of trustees shall be made without regard to partisan political affiliations and shall be made from citizens of the highest integrity, attainment, competence and standing in the community of Salt Lake City. B. For purposes of this section, if a trustee receives compensation by the city for serving on the board of trustees, then that trustee will not be considered a city employee simply because they receive that compensation from the city 4 SECTION 7. That this ordinance shall become effective immediately upon publication. Passed by the City Council of Salt Lake City, Utah this day of 2023. CHAIRPERSON ATTEST: CITY RECORDER Transmitted to Mayor on Mayor's Action: Approved. Vetoed. MAYOR CITY RECORDER (SEAL) APPROVED AS TO FORM Bill No. of 2023. Date; Published: By. Jaysew Oldroyd Jaysen Oldroyd,Senior City Attorney 5 SALT LAKE CITY ORDINANCE No. of 2023 (Clarifying status of members appointed to Salt Lake City Boards and Commissions) An ordinance amending sections 2.07.040, 2.35.030, 2.07.040, 2.35.030, 2.72.030, 2.96.020, 10.07.070 and 17.12.040 of the Salt Lake City Code to clarify the status of members appointed to Salt Lake City boards and commissions. WHEREAS, Salt Lake City Corporation("City") has expressed an interest in providing compensation for individuals appointed to City boards and commissions; and WHEREAS, City has various ordinances that limit the circumstances in which a City employee can serve on a City board or commission; and WHEREAS, the City Council of Salt Lake City wishes to clarify that individuals who receive compensation for their service on City boards and commissions are not disqualified from serving on such boards and commissions due to their receipt of such compensation. NOW, THEREFORE,be it ordained by the City Council of Salt Lake City, Utah: SECTION 1. That section 2.07.040 of the Salt Lake City Code is hereby amended to read as follows: 2.07.040: APPOINTMENT; ADVICE AND CONSENT: A. Appointments of city board members shall be made by the mayor with the advice and consent of the city council unless otherwise provided by this code or other law regarding a particular city board. B. City boards should represent a cross section of the city. To ensure that a cross section is represented, the city council should apply the following criteria in considering appointments to city boards: 1. Individuals should serve on only one board at a time,unless explicitly permitted 1 in this code or other law. 2. City boards should have representatives from all geographic areas of the city. 3. Individuals who have not been involved in city government should be encouraged to participate through appointment to city boards. 4. Equal opportunity principles should be recognized in appointments. 5. Appointees should be city residents unless an exception in this code or other law applicable to a particular city board provides otherwise. C. 1. Employees of Salt Lake City Corporation, whether merit or appointed, shall not be eligible for membership on a city board unless an exception in this code or other law applicable to a particular board allows such appointments. 2. For purposes of this section, an individual will not be considered a city employee simply because they receive compensation from the city for serving on a city board or commission; and the fact that an individual receives such compensation will not disqualify them from serving on city boards and commissions. D. Spouses and family members of city employees may be considered for appointment to a city board when the board is not advisory to the employee's department or job responsibilities. SECTION 2. That section 2.35.030 of the Salt Lake City Code is hereby amended to read as follows: 2.35.030: APPOINTMENT OF MEMBERS; QUALIFICATIONS: A. The committee shall be comprised of seven(7) members appointed as follows: 1. Three (3)members appointed by the city council; 2. Three (3)members appointed by the mayor; and 3. One member appointed by the other six (6) appointed members. B. Committee members appointed under subsection A2 or A3 of this section shall not be subject to the advice and consent of the city council. Any vacancy on the committee shall be filled for the unexpired term of the vacated member in the same manner as the vacated member was appointed. C. In appointing the members to the committee, the mayor and the city council shall give consideration to achieving representation from a broad cross section of persons with 2 compensation and/or benefits expertise. No member of the committee shall be deemed an employee of the city. D. For purposes of this section, a committee member will not be considered a city employee simply because they receive compensation from the city for serving on the committee; and the fact that a committee member receives such compensation will not disqualify them from serving on city boards and commissions. SECTION 3. That section 2.72.030 of the Salt Lake City Code is hereby amended to read as follows: 2.72.030: BOARD APPOINTMENTS; TERM OF OFFICE; BOARD ADVISOR: A. Creation: The board is hereby created. B. Appointments By Mayor: The mayor, with the advice and consent of the council, shall appoint twenty-one (21) civilians as members of the board. Included in this number shall be three (3) from each council district. The mayor shall make such appointments with a goal of providing geographical, professional, neighborhood, racial, gender and ethnic diversity to the board so that balanced community representation is achieved. Officers or employees of the city shall not be appointed to the board. C. Term Of Office: All members of the board shall serve for a three (3)year term, provided that the terms of the initial appointees shall be staggered so that not more than seven(7)terms shall expire in any one year. Each member's term of office shall expire on the first Monday in September. A member shall not serve more than two (2) consecutive full terms. D. Board Advisor: The mayor shall appoint, as board advisor, a person with prior police experience, who is not at the time employed by the police department or any other law enforcement agency, to provide input and advice to the board. The board advisor shall have the same term of office as members of the board and shall not serve for more than two (2) consecutive terms. The board advisor is not a member of the board and does not have a vote on the board. E. For purposes of this section, if a board member receives compensation by the city for serving on the board, that board member will not be considered a city employee simply because they receive that compensation from the city. SECTION 4. That section 2.96.020 of the Salt Lake City Code is hereby amended to read as follows: 2.96.020: APPOINTMENTS; TERM OF OFFICE: A. All appointments of board members shall be made by the mayor, with the advice and consent of the city council. 3 B. All board members shall be appointed for a four(4)year term, with no automatic renewal of their term. No board member may serve for more than two (2) consecutive terms. C. No more than three (3) of the city's six(6)board appointees may be city employees. If any city employees are appointed, one of them shall be chosen from the city council staff as a representative of the city council. The other board members must be chosen so to obtain a broad geographical representation of the community. No more than two (2)board members may be from the same city council district. D. For purposes of this section, if a board member receives compensation by the city for serving on the board, that board member will not be considered a city employee simply because they receive that compensation from the city. SECTION 5. That section 10.07.070 of the Salt Lake City Code is hereby amended to read as follows: 10.07.070: ELIGIBILITY FOR MEMBERSHIP: A. Each member of the commission shall either live, work, or own real property in Salt Lake City; own a business in Salt Lake City; or be employed by or otherwise serve as a representative of an organization or government agency serving the accessibility or disability community of Salt Lake City. Notwithstanding section 2.07.040.C,up to one member of the board shall be a city employee. B. For purposes of this section, an individual will not be considered a city employee simply because they receive compensation from the city for serving on the accessibility and disability commission. SECTION 6. That section 17.12.040 of the Salt Lake City Code is hereby amended to read as follows: 17.12.040: BOARD OF TRUSTEES; QUALIFICATIONS: A. The Salt Lake City appointed members of the board of trustees of the metropolitan water district shall be registered voters, property taxpayers and residents of Salt Lake City. No person shall be eligible for Salt Lake City appointment to the board of trustees who is an officer or employee of the city. A Salt Lake City appointed trustee shall forfeit his or her position as trustee if at any time after appointment such trustee becomes an officer or employee of the city. The appointment of trustees shall be made without regard to partisan political affiliations and shall be made from citizens of the highest integrity, attainment, competence and standing in the community of Salt Lake City. B. For purposes of this section, if a trustee receives compensation by the city for serving on the board of trustees, then that trustee will not be considered a city employee simply because they receive that compensation from the city 4 SECTION 7. That this ordinance shall become effective immediately upon publication. Passed by the City Council of Salt Lake City, Utah this day of 2023. CHAIRPERSON ATTEST: CITY RECORDER Transmitted to Mayor on Mayor's Action: Approved. Vetoed. MAYOR CITY RECORDER (SEAL) APPROVED AS TO FORM Bill No. of 2023. Date: Published: By: Jaysen Oldroyd,Senior City Attorney 5 Item G11-G22 MOTION SHEET CITY COUNCIL of SALT LAKE CITY tinyurl.com/SLCFY24 TO: City Council Members FROM: Ben Luedtke Budget&Policy Analyst DATE: May 16, 2023 RE: MOTION SHEET—Ordinance Salt Lake City and Library Fund budgets for FY 2023-24• MOTION: I move that the Council close the public hearings for items G 12-G 23 and refer to the public hearings on June 6,2023 Staff note: The Council may close a public hearing and refer an item to another public hearing which allows an individual to provide comment on the proposed annual budget twice. This allows individuals to respond to new information and proposals as the Council's annual budget deliberations continue. CITY COUNCIL OF SALT LAKE CITY 451 SOUTH STATE STREET,ROOM 304451 SOUTH STATE STREET,ROOM 304 SLCCOUNCIL.COMM P.O.BOX 145476,SALT LAKE CITY,UTAH 84114-5476 TEL 801-535-7600 FAX 801-535-7651 SALT LAKE CITY ORDINANCE No. of 2023 (Past Due Account Receivable Fees) An ordinance amending section 3.16.040 of the Salt Lake City Code and incorporating references to the Salt Lake City Consolidated Fee Schedule. WHEREAS, on May 17, 2011 the City Council adopted Ordinances 2011-23, 2011-24 and 2011-25 to authorize and create the Salt Lake City Consolidated Fee Schedule; and WHEREAS, the Salt Lake City Consolidated Fee Schedule has since been amended from time to time; and WHEREAS, the City Council of Salt Lake City desires to consolidate information related to Salt Lake City("City") fees to facilitate the public's ability to locate pertinent and current information regarding those fees. NOW, THEREFORE, be it ordained by the City Council of Salt Lake Ci .tom SECTION 1. That section 3.16.040 of the Salt Lake City Code is hereby amended to read as follows: 3.16.040: PAST DUE ACCOUNTS RECEIVABLE FEE: A. If payment for any debt owed to the city that goes into the city's general fund is not received within thirty(30) days of the date such payment is due, then a past due accounts receivable fee in the amount set forth on the Salt Lake City consolidated fee schedule will be assessed to the party responsible for paying the debt. B. In addition, for each subsequent calendar month in which a payment is late, compound interest equal to five percent(5%)per month shall accrue on the total amount owed to the city. B. The past due accounts receivable fee and the interest provisions set forth in subsections A and B of this section shall not apply in any instance where such fees and interest provisions: 1. Conflict with federal, state or local law; or 1 2. Conflict with a binding contract between the city and the entity or individual required to make payments to the city SECTION 2. That this ordinance shall become effective immediately upon publication. Passed by the City Council of Salt Lake City, Utah this day of 2023. CHAIRPERSON ATTEST: CITY RECORDER Transmitted to Mayor on Mayor's Action: Approved. Vetoed. MAYOR CITY RECORDER (SEAL) APPROVED AS TO FORM Bill No. of 2023. bate: Published: By. Jaysew Oldro-yd' Jaysen Oldroyd,Senior City Attorney 2 SALT LAKE CITY ORDINANCE No. of 2023 (Past Due Account Receivable Fees) An ordinance amending section 3.16.040 of the Salt Lake City Code and incorporating references to the Salt Lake City Consolidated Fee Schedule. WHEREAS, on May 17, 2011 the City Council adopted Ordinances 2011-23, 2011-24 and 201 1-25 to authorize and create the Salt Lake City Consolidated Fee Schedule; and WHEREAS, the Salt Lake City Consolidated Fee Schedule has since been amended from time to time; and WHEREAS, the City Council of Salt Lake City desires to consolidate information related to Salt Lake City ("City") fees to facilitate the public's ability to locate pertinent and current information regarding those fees. NOW, THEREFORE,be it ordained by the City Council of Salt Lake City, Utah: SECTION 1. That section 3.16.040 of the Salt Lake City Code is hereby amended to read as follows: 3.16.040: PAST DUE ACCOUNTS RECEIVABLE FEE: A. If payment for any indebtedness owed to the city that goes into the city's general fund is not received within thirty(30) days of the date such payment is due, then a past due accounts receivable fee in the amount set forth on the Salt Lake City consolidated fee schedule will be assessed to the pqM responsible for paving the debt. penalty f f4ate Payment shall be iffipesed thR4 is eqttal to ten per-eent 0 B. In addition, for each subsequent calendar month in which a payment is late, compound interest equal to fivetwo percent(52%)per month shall accrue on the total amount owed to the city. 1 B. The past due accounts receivable fee and the interest provisions set forth in subsections A and B of this section shall not apply in any instance where such fees wand interest provisions: 1. Conflict with federal, state or local law; or 2. Conflict with a binding contract between the city and the entity or individual required to make payments to the city SECTION 2. That this ordinance shall become effective immediately upon publication. Passed by the City Council of Salt Lake City, Utah this day of 2023. CHAIRPERSON ATTEST: CITY RECORDER Transmitted to Mayor on Mayor's Action: Approved. Vetoed. MAYOR CITY RECORDER (SEAL) APPROVED AS TO FORM Bill No. of 2023. Date: Published: By: Jaysen Oldroyd,Senior City Attorney 2 Item G11-G22 MOTION SHEET CITY COUNCIL of SALT LAKE CITY tinyurl.com/SLCFY24 TO: City Council Members FROM: Ben Luedtke Budget&Policy Analyst DATE: May 16, 2023 RE: MOTION SHEET—Ordinance Salt Lake City and Library Fund budgets for FY 2023-24• MOTION: I move that the Council close the public hearings for items G 12-G 23 and refer to the public hearings on June 6,2023 Staff note: The Council may close a public hearing and refer an item to another public hearing which allows an individual to provide comment on the proposed annual budget twice. This allows individuals to respond to new information and proposals as the Council's annual budget deliberations continue. CITY COUNCIL OF SALT LAKE CITY 451 SOUTH STATE STREET,ROOM 304451 SOUTH STATE STREET,ROOM 304 SLCCOUNCIL.COMM P.O.BOX 145476,SALT LAKE CITY,UTAH 84114-5476 TEL 801-535-7600 FAX 801-535-7651 SALT LAKE CITY ORDINANCE No. of 2023 (Amending 14.12.130) An ordinance amending section 3.16.040 of the Salt Lake City Code and incorporating references to the Salt Lake City Consolidated Fee Schedule. WHEREAS, on May 17, 2011 the City Council adopted Ordinances 2011-23, 2011-24 and 2011-25 to authorize and create the Salt Lake City Consolidated Fee Schedule; and WHEREAS, the Salt Lake City Consolidated Fee Schedule includes fess related to the removal of parking meters as addressed in Salt Lake City Code section 14.12.130; and WHEREAS, the City Council of Salt Lake City desires to streamline the fees charged to the public pursuant to Salt Lake City code section 14.12.130 in order to provide faster and more responsive service to the public. NOW, THEREFORE, be it ordained by the City Council of Salt Lake City, Utah: SECTION 1. That section 14.12.130 of the Salt Lake City Code is hereby amended to read as follows: 14.12.130: REMOVAL OF PARKING METERS: A. Permission to remove a parking meter or meters from the street may be granted by the transportation engineer or the engineer's designee upon application being made therefor in writing showing a substantial need to temporarily close off metered parking spaces to the public use for a stated duration of time, together with payment in advance to the city treasurer of the fee, shown on the Salt Lake City consolidated fee schedule, per meter so removed per day, or part thereof. However, no fee shall be charged to any organization using such meter space under the direction of the city in connection with a city sponsored special event. The petitioner shall be responsible for, and install, meter post replacements according to city specifications, as set forth by the transportation engineer. 1 B. When restricted parking areas are requested to be reserved for exclusive use by the petitioner and it is necessary to temporarily remove existing parking meters in order to relocate such restricted parking, the foregoing meter removal provisions shall apply. SECTION 2. That this ordinance shall become effective immediately upon publication. Passed by the City Council of Salt Lake City, Utah this day of 2023. CHAIRPERSON ATTEST: CITY RECORDER Transmitted to Mayor on Mayor's Action: Approved. Vetoed. MAYOR CITY RECORDER (SEAL) APPROVED AS TO FORM Bill No. of 2023. Date: Published: By: Ja �.yse o -o-yo, Jaysen Oldroyd,Senior City Attorney 2 SALT LAKE CITY ORDINANCE No. of 2023 (Amending 14.12.130) An ordinance amending section 3.16.040 of the Salt Lake City Code and incorporating references to the Salt Lake City Consolidated Fee Schedule. WHEREAS, on May 17, 2011 the City Council adopted Ordinances 2011-23, 2011-24 and 2011-25 to authorize and create the Salt Lake City Consolidated Fee Schedule; and WHEREAS, the Salt Lake City Consolidated Fee Schedule includes fess related to the removal of parking meters as addressed in Salt Lake City Code section 14.12.130; and WHEREAS, the City Council of Salt Lake City desires to streamline the fees charged to the public pursuant to Salt Lake City code section 14.12.130 in order to provide faster and more responsive service to the public. NOW, THEREFORE,be it ordained by the City Council of Salt Lake City, Utah: SECTION 1. That section 14.12.130 of the Salt Lake City Code is hereby amended to read as follows: 14.12.130: REMOVAL OF PARKING METERS: A. Permission to remove a parking meter or meters from the street may be granted by the transportation engineer or the engineer's designee upon application being made therefor in writing showing a substantial need to temporarily close off metered parking spaces to the public use for a stated duration of time, together with payment in advance to the city treasurer of the fee, shown on the Salt Lake City consolidated fee schedule, per meter so removed per day, or part thereof. However, no fee shall be charged to.: x-ation, fof up to a total of thirty (30) days in wiy ealendaf yeaf, that pfovi 1 of the inteffial r-eventie eede, of its sueeesser-, or-2) any organization using such meter space under the direction of the city in connection with a city sponsored special event. The petitioner shall be responsible for, and install, meter post replacements according to city specifications, as set forth by the transportation engineer. B. When restricted parking areas are requested to be reserved for exclusive use by the petitioner and it is necessary to temporarily remove existing parking meters in order to relocate such restricted parking, the foregoing meter removal provisions shall apply. SECTION 2. That this ordinance shall become effective immediately upon publication. Passed by the City Council of Salt Lake City, Utah this day of 2023. CHAIRPERSON ATTEST: CITY RECORDER Transmitted to Mayor on Mayor's Action: Approved. Vetoed. MAYOR CITY RECORDER (SEAL) APPROVED AS TO FORM Bill No. of 2023. Date: Published: By: Jaysen Oldroyd,Senior City Attorney 2 (Insert Agenda Item # Here) MOTION SHEET Z CITY COUNCIL of SALT LAKE CITY tinyurl.com/SLCFY2g ik x Fr' MAN TO: City Council Members FROM: Ben Luedtke and Sylvia Richards Budget Analysts DATE: May 16, 2023 RE: Budget Amendment Number Sian FY2023 MOTION i—PARTIALLY ADOPT ITEMS I move that the Council adopt an ordinance amending the Fiscal Year 2023 final budget of Salt Lake City including the employment staffing document only for items as shown on the motion sheet. Items Being Adopted Staff note: Council Members do not need to read the individual items being approved below; they are listed for reference.Items A-2,A-3,and E-3 are all related to the$533,418 of additional one-time funding forAdvantage Services'Mobile Clean Team. A-2:Additional One-time Funding for Advantage Services'Mobile Clean Team($300,000 from Rescope of CAN Personnel Vacancy Savings) A-3: Repurpose Operation Rio Grande Funds for New Homeless Services($73,418 from Recaptured Operations Rio Grande Funds) A-9:Natural Gas Cost Increase($635,000 from General Fund Balance of which$135,000 to the Fleet Fund) A-11: Environmental Assessment Additional Funding($50,00o from General Fund Balance) A-14:Additional ARPA Revenue Replacement($4 Million from General Fund Balance to the RDA's Westside Community Initiative for 9-Line Project Area Property Acquisition) Note the other proposed funds for this item will be considered by the Council at a future date. E-3: State Homeless Shelter Cities Mitigation Grant FY2023 Revision($11o,000 Rescope of Existing Grant Funds and$50,000 Reappropriation for Advantages Services from a Prior Award) Items NOT Being Adopted Staff note: The budget amendment is still open and remaining items will be considered at a future date. CITY COUNCIL OF SALT LAKE CITY 451 SOUTH STATE STREET,ROOM 304 SLCCOUNCIL.COM P.O.BOX 145476,SALT LAKE CITY,UTAH 84114-5476 TEL 801-535-7600 FAX 801-535-7651 A-1:Additional Funding for the Cultural Core($291,000 from Salt Lake City's Cultural Core Surplus Fund) A-4: Liberty Park Seven Canyons Fountain Rescope Change($823,548 from CIP) A-5: Open Space Property Acquisition(City Parks)AND A-6: Open Space Property Acquisition(Trails) A-6: Open Space Property Acquisition(Trails)($300,000 from Impact Fees) A-7: Recapture One-time Emergency Solutions Grant CARES Act Funds($209,552 Rescope from $200,000 of City Administration and$9,552 from VOA's Homeless Outreach Program) A-8: Steiner Aquatics Center Roof Replacement($1.38 million from General Fund Balance) A-1o: Ranked Choice Voting Awareness Materials($35,000 from General Fund Balance) A-12: Impact Fee Plan Consultant Contract Amendment($27,000 Total; $9,000 Each from Fire,Parks, and Police Impact Fees) A-13: Flood Mitigation($1 Million Total; $736,275 from General Fund Balance and Recapturing $263,725 of Unused NBA Allstar Game Activation Funding) A-14:Additional ARPA Revenue Replacement($14,603,o8o from ARPA) Note the$4 million to the RDA's Westside Community Initiative is in the list of adopted items above A-15:ARPA Funding to Perpetual Housing Fund D-2: Fire Department—Other Reimbursements($17,118 from General Fund) D-3: Transfer Parks Impact Fees to Surplus Land Fund—Land Purchase near RAC($395,442 from Parks Impact Fees) D-4: Fire Impact Fee—Fee payment for Excess Capacity($2.2 million of Fire Impact Fees of which$1.7 million to the CIP Fund and$500,000 to the General Fund) D-5: Fire Training Center($499,533 from General Fund to CIP Fund) D-6: Fisher Mansion Carriage House Impact Fee Reimbursement($loo,000 from Parks Impact Fees to CIP Cost Overrun Account) D-7: Recapture of Police Precinct Funds to Surplus($129,688 from CIP Fund to Surplus Land Fund) D-8: Police Impact Fee—Unclaimed Refunds($237,6o6 from Impact Fees to Police Impact Fees) D-9: Rapid Intervention Team Trailer RV/XP($25,000 from General Fund to Fleet Fund) D-1o: Difference Between$4.3 Million Grant Adopted in Budget Amendment No.5 and the Actual $4.22 Million) ($78,56o from Misc.Grants) E-1: School-Age Quality 22 Grant(FY22-25) ($78o,000 from Misc.Grants(Funding and Award Title Correction) E-2: School-Age Quality Summer Expansion FY22-23($373,338 from Misc.Grants)(Correction) G-1: U.S.Department of Homeland Security,FEMA—Assistance to Firefighters Grant Program ($115,472 from Misc.Grants) MOTION 2—NOT ADOPT I move that the Council close the public hearing and proceed to the next agenda item. ERIN MENDENHALL MARY BETH THOMPSON Mayor Chief Financial Officer 7 . J DEPARTh=<wFINANCE CITY COUNCIL TRANSMITTAL Lis tr (Apr7,202313:47MDT) Date Received: 04/07/2023 Lisa Shaffer, Chief Administrative Officer Date sent to Council: 04/07/2023 TO: Salt Lake City Council DATE: April 7, 2023 Darin Mano, Chair FROM: Mary Beth Thompson, Chief Financial Officer SUBJECT: Budget Amendment#6 SPONSOR: NA STAFF CONTACT: John Vuyk, Budget Director(801) 535-6394 or Mary Beth Thompson(801) 535-6403 DOCUMENT TYPE: Budget Amendment Ordinance RECOMMENDATION: The Administration recommends that, subsequent to a public hearing, the City Council adopt the following amendments to the FY2022-23 adopted budget. BUDGETIMPACT: REVENUE EXPENSE GENERAL FUND $ 19,120,198.00 $ 11,719,731.39 CIP FUND 5,459,533.39 3,859,533.39 CIP:IMPACT FEE FUND 0.00 2,577,466.61 FLEET FUND 160,000.00 160.000.00 MISCELLANEOUS GRANTS FUND 1,268,810.72 15,268,810.72 STORM WATER FUND 2,000,000.00 2,000,000.00 OTHER SPECIAL REVENUE FUND 50,000.00 50,000.00 TOTAL $ 28,058,542.11 $ 50,160,062.11 DEPARTMENT OF FINANCE POLICY AND BUDGET DIVISION 451 SOUTH STATE STREET,ROOM 238 PO BOX 145467,SALT LAKE CITY,UTAH 84114-5455 TEL 801-535-6394 BACKGROUND/DISCUSSION: Revenue for FY 2022-23 Budget Adjustments The following chart shows a current projection of General Fund Revenue for fiscal year 2023. Amended Variance FY22-FY23 Annual FY22-23 Amended Favorable Revenue Budget Budget Revised Forecast (Unfavorable) Property Taxes 125,012,927 125,012,927 125,012,927 - Sale and Use Taxes 105,050,018 105,050,018 110,811,754 5,761,736 Franchise Taxes 11,657,128 11,657,128 12,020,987 363,859 Payment in Lieu of Taxes 1,638,222 1,638,222 1,638,222 - Total Taxes 243,358,295 243,358,295 249,483,890 6,125,595 Licenses and Permits 40,736,114 40,736,114 39,033,583 (1,702,531) Intergovernmental Revenue 4,644,622 4,644,622 4,892,377 247,755 Interest Income 2,071,154 2,071,154 7,500,000 5,428,846 Fines 3,765,174 3,765,174 3,459,141 (306,033) Parking Meter Collections 2,635,475 2,635,475 2,635,475 - Charges,Fees,and Rentals 4,432,794 4,432,794 4,879,854 447,060 Miscellaneous Revenue 3,438,710 3,438,710 3,959,921 521,211 Interfund Reimbursement 24,431,717 24,431,717 24,234,739 (196,978) Transfers 28,821,993 34,910,408 34,848,950 (61,458 Total W/O Special Tax 358,336,048 364,424,463 374,927,930 10,503,467 Additional Sales Tax(1/2%) 44,364,490 44,364,490 51,035,000 6,670,510 Total General Fund 402,700,538 408,788,953 425,962,930 17,173,977 The current projections for fiscal year 2023 projections continue to be positive. Sales tax is currently projected to exceed budget by $5.7 million while the sales tax associated with Funding Our Future is projected to exceed budget by $6.8 million. Building permits have slowed and are currently showing a decrease, those losses are slightly offset by small gains in airport parking tax and innkeepers tax, but still show a loss compared to the budget of$1.7 million. Due to the rise in interest rates, interest income shows a large positive variance to budget of$5.4 million. Charges and services and miscellaneous revenue are both trending above budget. In total, current revenue projections are above amended budget by $17.1 million. L6 & 7= Alejandrof.7c ez(Apr 7,202313:40 MDT) Fund balance has been updated to include proposed changes for BA#6. Beginning Fund Balance :1 1 •.1 i Budgeted Change in Fund Balance 1 1 .1: 1 • • • 1 Prior Year Encumbrances 1 •1 •1• 1 ' 1 Estimated Beginning Fund Balance • • 1 1 1 : • :• •1 Beginning Fund Balance Percent Year End CAFR Adjustments Revenue Changes Expense Changes(Prepaids,Receivable,Etc.) • 1 • 1 I I I Fund Balance w/CAFR Changes ' • 1: 1 Final Fund Balance Percent 19.4391b Budget Amendment Use of Fund Balance BA#1 Revenue Adjustment BA#1 Expense Adjustment 1 1 1 1 1 1 BA#2 Revenue Adjustment '1 490,84 BA#2 Expense Adjustment (986,298) BA#3 Revenue Adjustment . off III . off 1 1 1 BA#3 Expense Adjustment off oil 1 1 1 1 1 1 . off BA#4 Revenue Adjustment 1,508,044 .1 1 •• .1 1 BA#4 Expense Adjustment BA#5 Revenue Adjustment 400,000 400,000 BA#5 Expense Adjustment 4 1 1 1 1 1 1 1 1 1 1) (5,940 • 1 BA#6 Revenue Adjustment i i I BA#6 Expense Adjustment ' BA#7 Revenue Adjustment •' •' BA#7 Expense Adjustment H off 1 : (12,043,298) Change in Revenue Change in Expense 1 1 .1: i "' 14,235,507 i Fund Balance Budgeted Increase Adjusted Fund Balance 1 Adjusted Fund Balance Percent Proposed/Adopted Revenue •• 1 1 1 1"1. AL Based on those projections adjusted fund balance is projected to be at 23.00%. The Administration is requesting a budget amendment totaling $28,058,542.11 of revenue and expense of$50,160,062.11. The amendment proposes changes in seven funds, with no increases in FTEs. The amendment also includes the use of$7,400,466.61 from the General Fund fund balance. The proposal includes twenty-nine initiatives for Council review. A summary spreadsheet outlining proposed budget changes is attached. The Administration requests this document be modified based on the decisions of the Council. The budget opening is separated in eight different categories: A. New Budget Items B. Grants for Existing Staff Resources C. Grants for New Staff Resources D. Housekeeping Items E. Grants Requiring No New Staff Resources F. Donations G. Council Consent Agenda Grant Awards 1. Council Added Items PUBLIC PROCESS: Public Hearing SALT LAKE CITY ORDINANCE No. of 2023 (Sixth amendment to the Final Budget of Salt Lake City, including the employment staffing document, for Fiscal Year 2022-2023) An Ordinance Amending Salt Lake City Ordinance No. 32 of 2022 which adopted the Final Budget of Salt Lake City, Utah, for the Fiscal Year Beginning July 1, 2022, and Ending June 30, 2023. In June of 2022, the Salt Lake City Council adopted the final budget of Salt Lake City, Utah, including the employment staffing document, effective for the fiscal year beginning July 1, 2022, and ending June 30, 2023, in accordance with the requirements of Section 10-6-118 of the Utah Code. The City's Budget Director, acting as the City's Budget Officer,prepared and filed with the City Recorder proposed amendments to said duly adopted budget, including the amendments to the employment staffing document necessary to effectuate any staffing changes specifically stated herein, copies of which are attached hereto, for consideration by the City Council and inspection by the public. All conditions precedent to amend said budget, including the employment staffing document as provided above, have been accomplished. Be it ordained by the City Council of Salt Lake City, Utah: SECTION 1. Purpose. The purpose of this Ordinance is to amend the final budget of Salt Lake City, including the employment staffing document, as approved, ratified and finalized by Salt Lake City Ordinance No. 32 of 2022. SECTION 2. Adoption of Amendments. The budget amendments, including any amendments to the employment staffing document necessary to effectuate the staffing changes specifically stated herein, attached hereto and made a part of this Ordinance shall be, and the same hereby are adopted and incorporated into the budget of Salt Lake City, Utah, including any amendments to the employment staffing document described above, for the fiscal year beginning July 1, 2022 and ending June 30, 2023, in accordance with the requirements of Section 10-6-128 of the Utah Code. SECTION 3. Filing of copies of the Budget Amendments. The said Budget Officer is authorized and directed to certify and file a copy of said budget amendments, including any amendments to the employment staffing document, in the office of said Budget Officer and in the office of the City Recorder which amendments shall be available for public inspection. SECTION 4. Effective Date. This Ordinance shall take effect upon adoption. Passed by the City Council of Salt Lake City, Utah, this day of 12023. CHAIRPERSON ATTEST: CITY RECORDER Transmitted to the Mayor on Mayor's Action: Approved Vetoed MAYOR ATTEST: CITY RECORDER Salt Lake City Attorney's Office Ap roved As To Form (SEAL) Jaysen Oldroyd Bill No. of 2023. Published: 2 FY 2023 Budget Amendment*6 Administration Proposed Council Approved ExpenditureExpenditure Ongoing or One- Initiative Section A. New Items i Cultural Core Contract Amendments GF - (291,000.00) One-time - 1 Cultural Core Contract Amendments GF - 291,000.00 One-time - 2 Homelessness Advantage Services GF - (300,000.00) Ongoing - 2 Homelessness Advantage Services GF - 300,000.00 One-time - Repurpose Operation Rio Grande Funds for 3 New Homeless Services(Advantage GF - - One-time Services) 4 Liberty Park Seven Canyons Fountain CIP - (695,580.00) One-time Scope Change 4 Liberty Park Seven Canyons Fountain CIP (127,968.00) One-time Scope Change 4 Liberty Park Seven Canyons Fountain CIP 823,548.0o One-time Scope Change 5 Open Space Property Acquisition(City Impact Fees - 450,000.00 One-time Parks) 6 Open Space Property Acquisition(Trails) Impact Fees - 300,000.00 One-time 7 Recaptured HUD ESG-CV Funds Misc Grants - (200,000.00) One-time 7 Recaptured HUD ESG-CV Funds Misc Grants - (9,552.00) One-time 7 Recaptured HUD ESG-CV Funds Misc Grants - 209,552.00 One-time 8 Steiner Roof-County Contractual GF - 1,380,000.0o One-time Obligation and City Portion 8 Steiner Roof-County Contractual CIP 1,380,000.00 1,380,000.0o One-time Obligation and City Portion 8 Steiner Roof-County Contractual CIP 1,380,000.00 1,380,000.0o One-time Obligation and City Portion 9 Natural Gas Cost Increase GF - 500,000.00 One-time 9 Natural Gas Cost Increase GF - 135,000.00 One-time 9 Natural Gas Cost Increase Fleet 135,000.00 135,000.00 One-time io Ranked Choice Voting Awareness Materials GF - 35,000.00 Ongoing 11 Environmental Assessment Fund GF - 50,000.00 One-time 11 Environmental Assessment Fund Other Special Rev 50,000.00 50,000.00 One-time 12 IFFP Consultant Contract Amendment Impact Fees - 27,000.00 One-time 13 Flood Mitigation GF 236,275.00 One-time 13 Flood Mitigation(Recaptured All Star GF - 263,725.00 One-time Game Funding) 14 Additional ARPA Revenue Replacement Misc Grants - 18,603,o80.00 One-time 14 Additional ARPA Revenue Replacement GF 18,603,o80.00 8,603,080.0o One-time 14 Additional ARPA Revenue Replacement Storm Water 2,000,000.00 2,000,000.00 One-time 14 Additional ARPA Revenue Replacement CIP 500,000.00 500,000.00 One-time 15 ARPA Funding to Perpetual Housing Fund Misc Grants - 10,000,000.00 One-time Section B:Grants for Existing Staff Resources Section C: Grants for New Staff Resources - 1 FY 2023 Budget Amendment#6 Section D: Housekeeping 1 Withdrawn Prior to Transmittal 2 Fire-Other Reimbursements GF 17418.00 17,u8.00 One-time 3 Transfer Parks Impact Fees to Surplus Land Impact Fees - (395,442.00) One-time -Land Purchase Near RAC 3 Transfer Parks Impact Fees to Surplus Land Impact Fees - 395,442•00 One-time -Land Purchase Near RAC 3 Transfer Parks Impact Fees to Surplus Land CIP (500,000.00) - One-time -Land Purchase Near RAC 3 Transfer Parks Impact Fees to Surplus Land CIP 500,000.00 One-time -Land Purchase Near RAC 4 Fire Impact Fee-Payment for Excess GF 500,000.00 One-time Capacity 4 Fire Impact Fee-Payment for Excess Impact Fees (2,200,000.00) One-time Capacity 4 Fire Impact Fee-Payment for Excess Impact Fees 2,200,000.00 2,200,000.00 One-time Capacity 4 Fire Impact Fee-Payment for Excess CIP 1,700,000.00 - One-time Capacity 5 Fire Training Center GF - 499,533.39 One-time 5 Fire Training Center CIP 499,533.39 499,533.39 One-time 5 Fire Training Center Impact Fees (499,533.39) (499,533.39) One-time 5 Fire Training Center Impact Fees 499,533.39 One-time 6 Fisher Mansion-Impact Fee Impact Fees (100,000.00) - One-time Reimbursement of Cost Overrun 6 Fisher Mansion-Impact Fee Impact Fees 100,000.00 100,000.00 One-time Reimbursement of Cost Overrun 6 Fisher Mansion-Impact Fee CIP - 100,000.00 One-time Reimbursement of Cost Overrun 7 Recapture of Police Precinct Funds to CIP (1,299,688.00) - One-time Surplus Land 7 Recapture of Police Precinct Funds to CIP 1,299,688.0o One-time Surplus Land 8 Police Impact Fee-Unclaimed Refunds Impact Fees (237,606.45) One-time 8 Police Impact Fee-Unclaimed Refunds Impact Fees 237,606.45 One-time 9 Rapid Intervention Team Trailer RV/XP- GF (25,000.00) One-time GF to Fleet 9 Rapid Intervention Team Trailer RV/XP- GF - 25,000.00 One-time GF to Fleet 9 Rapid Intervention Team Trailer RV/XP- Fleet 25,000.00 25,000.00 One-time - GF to Fleet io Diff between$4.3 grant adopted in BA 5 Misc Grants (78,560.00) One-time - ectlon rants equlring o ew Staff Resources 1 School-age Quality 22 Grant(FY 22-25) Misc Grants 780,000.00 780,000.0o One-time - 2 School-Age Quality Summer Expansion 22- Misc Grants 373,338.00 373,338.0o One-time 3 Homeless Shelter Cities Mitigation Grant Misc Grants (50,000.00) (50,000.00) One-time FY23-Budget Revision 3 Homeless Shelter Cities Mitigation Grant Misc Grants 50,000.00 50,000.00 One-time FY23-Budget Revision 2 FY 2023 Budget Amendment#6 Section G: Council Consent A enda--Grant Awards Consent d: U S Department of Homeland Security, 1 FEMA-Assistance to Firefighters Grant Misc Grants 115,472.72 115,472.72 One-time - Program Section I: Total of Budget Amendment Items 28,058,542.11 5o,16o,o62.n - Administration Proposed Council Approved Expenditurei Ongoing or One- Initiative Total by Fund Class,Budget Amendment#6: General Fund GF 19,120,198.00 11,719,731.39 CIP Fund CIP 5,459,533.39 3,859,533.39 CIP:Impact Fee Funds Impact Fees 2,577,466.61 - Fleet Fund Fleet 16o,000.00 16o,000.00 - Miscellaneous Grant Fund Misc Grants 1,268,810.72 29,793,330.72 - Storm Water Fund Storm Water 2,000,000.00 2,000,000.00 - Other Special Revenue Other Special Rev 50,000.00 50,000.00 - Total of Budget Amendment Items 28,058,542.11 5o,16o,o62.11 - 3 FY 2023 Budget Amendment#6 Current Year Budget Summary,provided for information only FY2022-23Bud et Includin Bud etAmendments FY 2022-23 BA#i Total BA#2 Total BA#3 Total BA#4 Total BA#5 Total Total Revenue Adopted General Fund(FC io) 425,537,408 100,000 6,000,000 194,600 431,832,008 Curb and Gutter(FC 20) 3,000 3,000 DEA Task Force Fund(FC 41) i,762,560 1,762,560 Misc Special Service Districts(FC 46) 1,700,000 1,700,000 Street Lighting Enterprise(FC 48) 4,302,222 4,302,222 Water Fund(FC 51) 108,196,368 36,680,000 260,687 145,137,055 Sewer Fund(FC 52) 196,630,907 196,630,907 Storm Water Fund(FC 53) 13,476,733 13,476,733 Airport Fund(FC 54,55,56) 302,268,600 302,268,600 Refuse Fund(FC 57) 21,458,105 21,458,105 Golf Fund(FC 59) 11,560,676 25,700 11,586,376 E-911 Fund(FC 60) 3,925,000 3,925,000 Fleet Fund(FC 61) 28,826,992 120,000 1,119,900 30,066,892 IMS Fund(FC 65) 30,523,167 2,627,420 3,099,185 3692499772 County Quarter Cent Sales Tax for Transportation(FC 69) 9,600,000 9,600,000 CDBG Operating Fund(FC 71) 4,670,517 49670,517 Miscellaneous Grants(FC 72) 34,158,918 2,749,584 2,517,995 8,103,151 2,131,170 49,66o,8i8 Other Special Revenue(FC 73) 300,000 3009000 Donation Fund(FC 77) 2,920,250 20,000 44,668 1,000,000 3,984,918 Housing Loans&Trust(FC 78) 16,217,000 1692179000 Debt Service Fund(FC 81) 32,037,989 (2,951,727) 334,958 29421,220 CIP Fund(FC 83,84&86) 35,460,387 6,603,019 5,267,217 91,967,958 15,149,607 154,448,188 Governmental Immunity(FC 85) 3,964,523 2,000,000 500,000 6,4647523 Risk Fund(FC 87) 54,679,000 54,679,000 Total of Budget Amendment Items 1,344,180,322 11,592,603 51,009,880 101,347,689 24714,920 19529,8459414 4 FY 2023 Budget Amendment#6 Current Year Budget Summary,provided for information only FY 2022-23 BudgLet,Includin Bud etAmendments Adopted Budget BA#6 Total BA#7 TotalTotal through BA#5 General Fund(FC io) 431,832,008 19,120,198 450,952,206 Curb and Gutter(FC 20) 3,000 3,000 DEA Task Force Fund(FC 41) i,762,560 1,762,560 Misc Special Service Districts(FC 46) 1,700,000 1,700,000 Street Lighting Enterprise(FC 48) 4,302,222 4,302,222 Water Fund(FC 51) 145,137,055 145437�055 Sewer Fund(FC 52) 196,630,907 196,630,907 Storm Water Fund(FC 53) 13,476,733 2,O00,000 15,476,733 Airport Fund(FC 54,55,56) 302,268,600 302,268,600 Refuse Fund(FC 57) 21,458,105 21,458,105 Golf Fund(FC 59) 11,586,376 11,586,376 E-9n Fund(FC 60) 3,925,000 31925�000 Fleet Fund(FC 61) 30,066,892 16o,000 30,226,892 IMS Fund(FC 65) 36,249,772 36,249,772 County Quarter Cent Sales Tax for Transportation(FC 69) 9,600,000 9,600,000 CDBG Operating Fund(FC 71) 4,670,517 4,670,517 Miscellaneous Grants(FC 72) 49,660,818 1,268,811 50,9299629 Other Special Revenue(FC 73) 300,000 50,000 3509000 Donation Fund(FC 77) 3,984,918 3,984,918 Housing Loans&Trust(FC 78) 16,217,000 1692179000 Debt Service Fund(FC 81) 29,421,220 2994219220 CIP Fund(FC 83,84&86) 154,448,188 5,459,533 15999079721 Governmental Immunity(FC 85) 6,464,523 69464,523 Risk Fund(FC 87) 54,679,000 54,6799000 Total of Budget Amendment Items 1,529,845,414 28,058,542 1 557,903,956 5 FY 2023 Budget Amendment#6 Current Year Budget Summary,provided for information only F'Y2022-2 Bud et Includin Bud etAmendments Total Expense BA#i Total BA#2 Total BA#3 Total BA#4 Total BA#5 Total Total Expense General Fund(FC 10) 425,537,408 847,540 6,538,000 7,584,328 5,940,349 446,447,625 Curb and Gutter(FC 20) 3,000 3,000 DEA Task Force Fund(FC 40 1,762,560 1,762,560 Misc Special Service Districts(FC 46) 1,700,000 1,7009000 Street Lighting Enterprise(FC 48) 5,757,825 5,757,825 Water Fund(FC 51) 132,752,815 36,680,000 260,687 16g,693,502 Sewer Fund(FC 52) 255,914,580 255,914,580 Storm Water Fund(FC 53) 18,699,722 18,699,722 Airport Fund(FC 54,55,56) 384,681,671 688,818,000 1,073,499,671 Refuse Fund(FC 57) 24,952,672 3,035,700 27,988,372 Golf Fund(FC 59) 14,726,016 46,800 14,772,816 E-9n Fund(FC 60) 3,800,385 3,8009385 Fleet Fund(FC 61) 30,426,032 4,011,360 10,678,500 45,115,892 IMS Fund(FC 65) 30,523,167 2,782,449 3,099,185 36,404,801 County Quarter Cent Sales Tax for 9,458,748 9,458,748 Transportation(FC 69) CDBG Operating Fund(FC 71) 4,958,433 4,958,433 Miscellaneous Grants(FC 72) 26,614,153 2,749,584 2,517,995 8,481,711 2,131,170 42,494,613 Other Special Revenue(FC 73) 300,000 300,000 Donation Fund(FC 77) 287,250 20,000 44,668 1,000,000 1,351,918 Housing Loans&Trust(FC 78) 25,779,253 100,000 25,879,253 Debt Service Fund(FC 81) 33,658,558 (2,951,727) 334,958 31,041,789 CIP Fund(FC 83,84&86) 35,460,387 11,713,917 12,267,217 96,317,958 15,149,607 170,909,086 Governmental Immunity(FC 85) 3,169,767 2,000,000 500,000 5,669,767 Risk Fund(FC 87) 54,679,000 54,6799000 Total of Budget Amendment Items 1,525,603,402 21,442,401 688,8i8,000 61,5839580 123,200,706 27,655,269 2,44893039358 6 FY 2023 Budget Amendment#6 Current Year Budget Summary,provided for information only F'Y2022-2 Bud et Includin Bud etAmendments ExpenseTotal through BA#5 General Fund(FC 10) 446,447,625 11,719,731 458,167,356 Curb and Gutter(FC 20) 3,000 3,000 DEA Task Force Fund(FC 40 1,762,560 1,762,560 Misc Special Service Districts(FC 46) 1,700,000 1,700,000 Street Lighting Enterprise(FC 48) 5,757,825 5,757,825 Water Fund(FC 51) 16g,6939502 16g,693,502 Sewer Fund(FC 52) 2559914,580 255,914,5$0 Storm Water Fund(FC 53) 189699,722 2,000,000 20,699,722 Airport Fund(FC 54,55,56) 1,073,499,671 19073,499,671 Refuse Fund(FC 57) 27,9889372 27,988,372 Golf Fund(FC 59) 14,772,816 14,772,816 E-9n Fund(FC 60) 3,800,385 3,8009385 Fleet Fund(FC 61) 45,1159892 160,000 45,275,892 IMS Fund(FC 65) 3694049801 36,4049801 County Quarter Cent Sales Tax for Transportation(FC 69) 9,458,748 9,458,748 CDBG Operating Fund(FC 7 0 4,958,433 4,958,433 Miscellaneous Grants(FC 72) 429494,613 29,793,331 72,287,944 Other Special Revenue(FC 73) 300,000 50,000 350,000 Donation Fund(FC 77) 1,351,918 1,351,918 Housing Loans&Trust(FC 78) 25,879,253 25,879,253 Debt Service Fund(FC 8t) 31,041,789 31,041,789 CIP Fund(FC 83,84&86) 170,9og,o86 6,437,000 177,346,086 Governmental Immunity(FC 85) 59669,767 59669,767 Risk Fund(FC 87) 54,6799000 54,6799000 Total of Budget Amendment Items 2,44893039358 50 t6o 062 - - 2,498,463,420 Budget Manager Analyst,City Council Contingent Appropriation 7 Salt Lake City FY2o22-23 Budget Amendment *6 Initiative Number/Name Fund Amount ection A:New Ite A-i: Cultural Core Contract Amendments GF ($291,000.00) GF $291,000.00 Department:Economic Development Prepared By:Felicia Baca For questions please include Felicia Baca,Lorena Riffo-Jensen,Mary Beth Thompson The Salt Lake City Arts Council(City)and Salt Lake County Arts&Culture(County)are each seeking$50,000 in additional appropriations annually from respective Councils beginning in the contract year in FY24(July 2023)for additional funding for the Cultural Core Action Plan Implementation contract.Funding would be moved from a Cultural Core surplus fund and would be used to maintain existing service levels due to inflation in the six years since the Action Plan Implementation contract was first awarded with no increases since that time. $25oK from each entity is contributed annually to total $5oK appropriation annually with the contract holder until the fund balance is expended. This funding increase has been approved by the Salt Lake County Councils 2023 Adopted Budget.See attachments. A-2: Homelessness Advantage Services GF ($300,000.00) GF $300,000.00 Department:CAN Prepared By: Tony Milner For questions please include Tony Milner,Brent Beck, Blake Thomas Over three fiscal years,the services provided to the City by Advantage Services expanded from a sole focus on the Rio Grande neighborhood to support cleaning needs across the entire city.This expansion of services escalated in FY2i, with a one-time award of$76o,000 to implement a mobile clean team.That team still functions today,providing on- demand clean up of abandoned camp material,voluntary trash removal services from active encampments,and biowaste removal.Services were increased once more with the implementation of the Rapid Intervention framework, with Advantage Services'mobile clean team offering cleaning support for Encampment Impact Mitigations(EIM)and Rapid Intervention site rehabilitations. With the implementation of the mobile clean team,the City has been able to respond to SLC Mobile concerns regarding homelessness that have nearly doubled or tripled each year.Responses are significantly more efficient than in years past,shaving 151 days off the average time it takes to close a case.With the implementation of the Rapid Intervention framework,the City has reduced the average number of days to case closure from 5o days,in July 2022,to four days in March 2023. Advantage Services base budget has remained the same,despite this increase in services provided.The services were expanded with one-time funding over a three-year period.To maintain the level of service provided in the last two fiscal years,this year's budget will fall short.An additional$300,000 is needed for the remainder of the fiscal year,in addition to a rescope of the State Mitigation Grant$16o,000 and Operation Rio Grande$73,418.The request is to use $300,000 of CAN department vacancy savings. A-3: Repurpose Operation Rio Grande Funds for GF $0.00 New Homeless Services(Advantage Services) Department:CAN Prepared By: Tony Milner For questions please include Tony Milner,Brent Beck,Blake Thomas This budget amendment is to include a provider previously not listed in the scope of work and budget through a contract amendment with the County.See attached County contract and unsigned contract amendment. Current Contract: $177,847:The Road Home,FY23 Winter Overflow Operations. I Salt Lake City FY2o22-23 Budget Amendment *6 Initiative Number/Name Fund Amount Contract Amendment: $104,429:The Road Home,FY23 Winter Overflow Operations,and$73,418:Advantage Services, Overflow Cleaning Costs(a total of$$177,847). The Road Home communicated to the city that they would not be able to fully expend their awarded.Advantage Services would be able to expend the funds,if awarded. A-4: Liberty Park Seven Canyons Fountain Scope CIP ($695,580.00) Change CIP ($127,968.00) CIP $823,548.00 Department:Public Lands Prepared By:Kristin Riker, Gregg Evans For question please include Kristin Riker,Gregg Evans Public Lands is requesting a budget amendment to change the scope of work(but not request additional funding)for the Seven Canyons Fountain project at Liberty Park. The remaining funds available in the existing CIP General Funds are$823,548.These are CIP funds designated for use within Liberty Park,and were meant to be used to restore and reopen the Seven Canyons fountain with the existing water feature. Public Lands intends to permanently adapt the fountain into a dry art piece.The funding was originally allocated to make improvements to the fountain required by the Salt Lake County Health Department in order to re-open the fountain as an interactive water feature.After an initial feasibility study,the City determined that re-opening the fountain as a water feature was infeasible due to significant capital costs and projected water use.Therefore,two alternate options were explored: adapting the art into a dry feature,or decommissioning the work altogether and replacing it with something else. A community survey completed in 2021 found that 71%of the 1,643 respondents support the permanent conversion of the fountain into a dry feature,when given the choice between a dry feature and decommissioning the piece entirely. The responses indicated that conserving water,preserving art,and staying within the existing budget were key factors to consider in determining the future of the Seven Canyons Fountain.The Public Lands Department and the Engineering Division also conducted a feasibility study assessing various options for adding water back to the fountain at a lower rate in order to meet the City's and the community's goals of conserving water and taxpayer dollars.It was determined that none of the options that included water were feasible and that(based on community priorities and information from the feasibility study)converting the fountain into a dry feature is the only viable option. Conversion of this community treasure into a dry feature will increase engagement on the site,pay tribute to the original artists'intentions, and create an opportunity to educate community members and youth as to the unique ecology,hydrology,and geology of the Salt Lake Valley's eastern seven canyons. Remaining project tasks may include,but are not limited to: -Conceptual design with artistic input,in cooperation with the Salt Lake City Arts Council -Design of detailed and construction documents -Permitting and soft costs,including contingency -Construction 2 Salt Lake City FY2o22-23 Budget Amendment *6 Initiative Number/Name Fund Amount A-5: Open Space Property Acquisition(City Parks) Impact Fees $450,000.00 Department:Public Lands Prepared By:Kristin Riker, Gregg Evans For question please include Kristin Riker,Gregg Evans Public Lands is requesting a budget amendment in the amount of$450,000 utilizing Parks Impact Fees to acquire an available parcel of property.This funding request includes all fees associated with acquisition.Any remaining funding from the acquisition would be utilized for immediate remediation needs and addressing potential safety concerns. This property was identified by administration and organizational partners as a key property during the development of an existing property.City acquisition,conversion,and activation of this property for public use is anticipated to largely resolve these issues and enhance the utility,openness,and beauty of the area. Securing this property and beginning remediation on this property would offer an immediate improvement to water and soil quality in this area. Future use of the site would be dependent on planning and community engagement,which would be accomplished and funded in a future phase.Uses may include amenities,programming,and education opportunities that support and serve nearby community institutions,schools,and neighborhoods. By improving neighborhood aesthetics,the project can facilitate surrounding improvements and neighborhood investments that improve quality of life. A-6: Open Space Property Acquisition(Trails) Impact Fees $300,000.00 Department:Public Lands Prepared By:Tyler Murdock, Gregg Evans For question please include Kristin Riker,Gregg Evans,Tyler Murdock Public Lands is requesting a budget amendment for$300,000 utilizing Parks Impact Fees to provide a 24%matching contribution to$1,250,000 committed from the State of Utah Department of Outdoor Recreation and in partnership with Utah Open Lands.The combined funding would be used to acquire several acres of open space property located in Salt Lake City. Following acquisition of the property,SLC Public Lands will seek to develop concept designs for construction of a trailhead. This funding request includes all fees associated with acquisition as well concept design for the proposed trailhead.Utah Open Land will also be conducting a fundraising campaign to cover a portion of the acquisition.Any remaining funding would be utilized for immediate trailhead design and construction needs and addressing potential safety concerns. Future use of a Trailhead at this location,would be dependent on planning and community engagement to identify existing concerns and develop a plan that would mitigate and improve trail access for all users.Future uses for a portion of this property would include trailhead amenities including,parking,fencing,possibly restroom and other trailhead amenities. 3 Salt Lake City FY2o22-23 Budget Amendment *6 Initiative Number/Name Fund Amount A-7: Recaptured HUD ESG-CV Funds Misc Grants ($200,000.00) Misc Grants ($9,552.00) Misc Grants $209,552.00 Department:CAN Prepared By: Tony Milner For questions please include Tony Milner,Brent Beck,Blake Thomas This budget amendment is seeking to reallocate unspent HUD ESG-CV funds to a provider and activity,previously approved by Council,for eligible ESG-CV services(see attached Council Motion Sheet and Exhibit A). This budget amendment would shift funds: FROM: ESG-CV City Admin(Exhibit A,page 7,item 8) $20o,000,and ESG-CV Volunteers of America's Homeless Outreach Program(Exhibit A,page 6,item 4) $9,552.37, TO: ESG-CV Utah Community Action's Homeless Prevention program(Exhibit A,page 5,item 1), $209,552.37• Volunteers of America communicated to the City that they are unable to spend the remainder of their award. Conversely,Utah Community Action requested a need for additional funds.This request has been reviewed by staff and the attached Adjustment Justification outlines the agency's need and capacity to receive and utilize additional funding. Housing Stability has forecasted the set-aside Admin funds will not be spent down before the HUD deadline,and these are available to be reallocated. Shifting this amount of funding would not require a Substantial Amendment,as outlined in the City's HUD 2020-2024 Consolidated Plan and Citizen Participation Plan.Additionally,these ESG-CV funds cannot be reallocated to traditional ESG funding or activities,and Utah Community Action has demonstrated their ability to spend ESG-CV funds while adhering to HUD ESG-CV governing regulations. A-8: Steiner Roof-County Contractual Obligation GF $1,380,000.00 and City Portion CIP $1,380,000.00 CIP $1,38o,000.00 Department:Public Services Prepared By:Dawn Valente For questions please include Dawn Valente,JP Goates,George Chamoro The Steiner Aquatics Center was installed in 20oo and is failing to the point that replacement is now necessary based on a study completed by The Garland Co.and Logan DeWitt. PROJECT TOTAL $2,76o,000 County portion 50% $1,38o,000 City portion 50% $1,38o,000 The current agreement with Salt Lake County Parks and Recreation states that both parties will share the cost of capital repairs and replacements of the building systems at 50%for each party.This request will also allow for acceptance of the County's portion of this cost. 4 Salt Lake City FY2022-23 Budget Amendment *6 Initiative Number/Name Fund Amount A-9: Natural Gas Cost Increase GF $500,000.00 GF $135,000.00 Fleet $135,000.00 Department:Public Services Prepared By:Dawn Valente For questions please include Dawn Valente, JP Goates, George Chamoro The wholesale natural gas costs for City Facilities are on state contract with BP. In January we received the invoice for December services and saw an increase of double our average costs. Then in February we received our invoice for January services which saw a dramatic increase from an average of$7 per decatherm at the beginning of the fiscal year to$49. These increases are due to several factors in supply and the wholesale gas rates,which typically have saved the City a great deal of money. The extremely large increases appear to have subsided,however rates have not fallen back down to the lower historical rates that were seen previously,and are still double our average costs. This request is for one-time funding for the current fiscal year for this unforeseen rate increase in supply chain. The funding for next fiscal year has been included in our FY24 budget insights. A-1o: Ranked Choice Voting Awareness Materials GF $35,000.00 Department:Attorney's Office Prepared By: Olivia Hoge For questions please include Cindy Lou Trishman, Olivia Hoge It has been confirmed there will be no state funding available for awareness of Ranked Choice Voting this election.Any awareness materials must be funded by the City.For fiscal year 22-23,the Recorder's office is requesting$35,000 to cover awareness materials and an additional$4o,000 in the FY 23-24 proposal provided the expenses will the incurred between July and October. Awareness for this fiscal year shall include brochures,large QR posters,stickers,vinyl banners for tabling,candy for tabling,translation services,scripts for PSA,graphic design subscription for the creation of awareness materials,radio ads,billboards,and more. A-11: Environmental Assessment Fund GF $50,000.00 Other Special $50,000.00 Rev Department: Sustainability Prepared By:Angie Brohamer For questions please include Debbie Lyons,Angie Brohamer $1oo,000 was allocated in FY23 to pay for environmental assessments and remediation planning in order to facilitate smooth property transactions and address immediate and unexpected environmental contamination concerns.To date, most of the funding has been used to facilitate development of the old Redwood Road dump site,working under the State DEQ Voluntary Cleanup Program. $50,000 is requested to ensure environmental assessment and planning of this site can continue without delay,in addition to having funds available to address other needs related to unexpected environmental issues and other city sites,such as the Fleet block and city right-of-way dedications.This funding amount is expected to meet the funding needs through FY23. With this budget change,a straw poll is requested from the Council. 5 Salt Lake City FY2o22-23 Budget Amendment #6 Initiative Number/Name Fund Amount A-12: IFFP Consultant Contract Amendment Impact Fees $27,000.00 Department:Finance Prepared By:Mike Atkinson,Jordan Smith For question please include Mary Beth Thompson,Mike Atkinson,Jordan Smith The Finance Department is requesting$9,000 from Parks&Public Land Impact Fees, $9,000 from Fire Impact Fees, and$9,000 from Police Impact Fees to fund an amendment to the Impact Fee Facilities Plan(IFFP)consultant contract.The department will work with the consultants to complete updates to the IFFPs and Impact Fee Analysis. A-13: Flood Mitigation GF $236,275.00 GF $263,725.00 Department:Fire Prepared By:Clint Rasmussen For questions please include Mary Beth Thompson,Clint Rasmussen, Chief Boden Salt Lake City Administration and Emergency Management requests funds to be used for sandbagging,diversion walls, Joint Hazard Analysis Teams,and will also be used in the event there is wide scale flooding and a response is needed. The$263,725 is funding remaining from the NBA Allstar Game activation funding that is being proposed to be redirected toward flood mitigation purposes. A-14:Additional ARPA Revenue Replacement Misc Grants $18,603,o80.00 GF $8,603,o80.00 Storm Water $2,000,000.00 CIP $500,000.00 Department:Finance Prepared By:John Vuyk For questions please include Mary Beth Thompson,Danny Walz,John Vuyk The Administration is proposing to accept an additional$18,603,o8o million in ARPA funding for revenue replacement for fiscal year 2023.These funds will then be transferred to the RDA for the purchase of property($4,000,000),drop to Fund Balance to be used in Fiscal Year 2024($10,000,000), be used for Rapid Intervention equipment($103,o8o),the community grants distributed through CAN($2,000,000),move funding to CIP for Odyssey house($5oo,000),and transfer$2,000,000 to Public Utilities to be used as a match with state funding. A-15:ARPA Funding to Perpetual Misc Grants $10,000,000.00 Department: Finance Prepared By: Rachel Otto For questions please include Mary Beth Thompson,Rachel Otto Mayor Mendenhall is requesting that the City Council approve a$io million budget amendment to be distributed to a non-profit development organization named the Perpetual Housing Fund of Utah, LLC (PHF)for affordable housing development and wealth building opportunities for PHF project residents. Additionally,the Administration is seeking feedback on the pre-funding conditions the Administration is proposing to PHF for this allocation. For additional information on this proposal see Attachment #1 Section B: Grants for Existing Staff Resources "Rewwition C: Grants for New Staff Resources 6 Salt Lake City FY2o22-23 Budget Amendment *6 Initiative Number/Name Fund Amount Section D: Housekeepin D-i: State Mitigation Grant to Advantage Services Misc Grants ($i6o,000.00) Misc Grants $16o,000.00 Department:CAN Prepared By: Tony Milner For questions please include Tony Milner,Brent Beck,Blake Thomas Housing Stability has identified$16o,000.00 that is projected to go unspent in this fiscal year's Homeless Shelter Cities Mitigation award from the State.Rather than return the funds,Housing Stability has asked the State to amend this award to include Advantage Services as a subcontractor,in order to fill any remaining gaps in funding for needed cleaning services throughout the City. The State is working on a budget change request to SLC's Homeless Shelter Cities Mitigation award for$16o,000.00 to be directed to Advantage Services.SLCPD has identified$50,000,VOA has identified$5o,000,and Housing Stability has identified$6o,000 from each of their awards that would otherwise be returned to the State. D-2: Fire-Other Reimbursements GF $17,118.00 Department:Fire Prepared By: Clint Rasmussen For questions please include Clint Rasmussen,Chief Karl Lieb The Fire Department has provided several services in which it expects to receive a reimbursement including:training backfill costs incurred on behalf of Utah Search and Rescue(USAR),and Fire Investigation overtime incurred on behalf of the Bureau of Alcohol,Tobacco,Firearms,and Explosives(ATF). Utah Search and Rescue(USAR)Training/Backfill $8,820.33 Camp Williams Exercises,K9 Training,Tech Search Specialist Bureau of Alcohol,Tobacco,Firearms,and Explosives(ATF) $8,297.39 Sugarhouse Fire Investigation/Overtime Total Reimbursement $17,117.72 D-3:Transfer Parks Impact Fees to Surplus Land- Impact Fees ($395,442.00) Land Purchase Near RAC Impact Fees $395,442.00 Department:Public Lands Prepared By:Kristin Riker, Gregg Evans For questions please include Kristin Riker, Gregg Evans,Mike Atkinson Public Lands is requesting a budget amendment to reimburse the Surplus Land Fund using Parks Impact Fees for a previous year property acquisition. In 2019,the Council approved$500,000 of Surplus Land Funds to be used to fund the purchase of two parcels near the Regional Athletic Complex(Rose Park Lane)references BA3 FY19 A-1. The actual cost of the acquisition came in at$395,441.70.Public Lands is requesting a budget amendment to transfer$395,442 from Parks Impact Fees to a new impact fee cost center to reimburse the actual cost of the land and to recapture the original$5oo,000 appropriation back to the Surplus Land account. D-4: Fire Impact Fee-Payment for Excess Capacity Impact Fees $2,200,000.00 Department:Finance Prepared By:Mike Atkinson,Jordan Smith For question please include Mike Atkinson,Jordan Smith,Mary Beth Thompson The FY2o17 IFFP includes $4,746,899 for existing facilities buy-in(Excess Capacity).The General Fund has not received any funds for excess capacity.Fire Impact Fees has a current unallocated balance of approximately $2,20o,000.Finance is requesting to distribute$500,000 to the General Fund and$1,700,000 to CIP from Fire Impact Fees for excess capacity. 7 Salt Lake City FY2o22-23 Budget Amendment *6 Initiative Number/Name Fund Amount D-5: Fire Training Center GF $499,533.39 CIP $499,533.39 Impact Fees ($499,533.39) Department:Finance Prepared By:Mike Atkinson,Jordan Smith For question please include Mike Atkinson,Jordan Smith,Mary Beth Thompson The Fire Training Center(FTC)is comprised of two CIP projects,the Logistics Center/Large Equipment Garage and the Renovation of the old Fire Station#14.Both of these projects were referred to as the Fire Training Center. $499,533.39 was appropriated for the renovation of the old Fire Station#14(100%Impact Fee Eligible)and placed in Cost Center 84-17015 with the title Fire Training Center.These funds were inadvertently expended on the construction of the Fire Training Center Logistics Center(Ineligible for Impact Fees)instead.The Capital Asset Planning team is requesting to move$499,533.39 from non-departmental to a new CIP cost center to reimburse Fire Impact Fees for the FTC Logistics Center. D-6: Fisher Mansion- Impact Fee Reimbursement of Impact Fees $100,000.00 Cost Overrun CIP $100,000.00 Department:Finance Prepared By:Mike Atkinson,Jordan Smith For question please include Mike Atkinson,Jordan Smith,Mary Beth Thompson An Administrative Budget Adjustment was approved in March 2023 for$100,000 of cost overrun for the Fisher Mansion Carriage House Improvement Project.The Fisher Mansion Carriage House Improvement Project is t00% impact fee eligible and the Capital Asset Planning team is requesting$100,00o from Parks Impact Fees to reimburse the cost overrun cost center. D-7: Recapture of Police Precinct Funds to Surplus CIP ($1,299,688.00) Land CIP $1,299,688.00 Department:Finance Prepared By:Mike Atkinson,Jordan Smith For question please include Mike Atkinson,Jordan Smith,Mary Beth Thompson After four years of inactivity due to the inability to procure a suitable piece of land at the right price,the Finance Department is requesting the recapture of these funds to the Surplus Land cost center. D-8: Police Impact Fee-Unclaimed Refunds Impact Fees ($237,6o6.45) Impact Fees $237,6o6.45 Department:Finance Prepared By:Mike Atkinson,Jordan Smith For question please include Mike Atkinson,Jordan Smith,Mary Beth Thompson The Capital Asset Planning Team is requesting to move $237,606.45 in unclaimed impact fee refunds back to the Police Impact Fees.This request is being made to comply with Section 603 -Refunds,of Utah Code 11-36a-Impact Fees Act. As outlined in the code,the City shall expend any unclaimed refund on capital facilities identified in the current capital facilities plan for the type of public facility for which the impact fee was collected. 8 Salt Lake City FY2o22-23 Budget Amendment *6 Initiative Number/Name Fund Amount D-9: Rapid Intervention Team Trailer RV/XP— GF to GF ($25,000.00) Fleet GF $25,000.00 Fleet $25,000.00 Department:Public Services Prepared By:Dawn Valente For questions please include Dawn Valente,Jorge Chamorro As part of the adoption of FY23 Budget Amendment 5-Initiative Ai-Rapid Intervention Team Trailer,funds were budgeted to Facilities in the General Fund. However,the transfer from General Fund to Fleet Fund was not included in the budget adoption.This amendment is to correct that. By purchasing the trailer through the Fleet fund it will become part of their inventory allowing Fleet better track maintenance needs. Request is$25,000 from General Fund to Fleet Fund for the purchase of the trailer for the Rapid Intervention Team. D-io: Difference Between$4.3 Million Grant Misc Grants ($78,560.00) Adopted in BA*5 and the Actual$4.22 Million Amount Department:Finance Prepared By:Mary Beth Thompson For question please include Mary Beth Thompson In Budget Amendment*5, $4,300,000 in Miscellaneous Grants funding was adopted to be used toward bonuses for Police POST training,recruitment and retention. Although the$4,300,000 million amount was adopted,the actual available amount is$4,221,440. In order to be accurate in ARPA reporting it is necessary to reduce the budgeted expenditure amount by$78,560. Section E: Grants Requiring No New Staff Resources E-i: School-age Quality 22 Grant(FY 22-25) Misc Grants $780,000.00 Department:Finance Prepared By:Ann Garcia For questions please contact Ann Garcia,Mary Beth Thompson `FUNDING and AWARD TITLE CORRECTION' City Council approved this item on Consent Agenda*i,June 14,2022 for one year of funding at$390,000. It was approved with an incorrect award title.It was listed as School Age Program Summer Expansion Grant 2022-2023. This correction will correct the title of the award and add the additional awarded 2 years for a 3-year award grant period.The award was actually$390,00o a year for 3 years of funding totaling$1,170,000.This Agenda item is to budget for the addition of$780,00o for additional 2 years of funding that was not included in the first Consent Agenda No new FTEs. The Division of Youth and Family Services received$390,00o each year for three years to provide YouthCity afterschool programming at Fairmont Park,Liberty Park,Central City,Ottinger Hall,Sorenson Unity Center,and Sorenson Multi- Cultural Center. No match is required by the funding agency.The Division is providing a voluntary cash match of the Division's General Fund 2022-2025 budget for salaries and fringe benefits for 100%full time equivalent(FTE)of seven site staff and one Associate Director for program delivery,50%FTE of the Division Director for administrative oversight,and 50%FTE of one Office Facilitator for general support. A public hearing will be held for the grant application on May 17,2022. BA # 6 Housekeeping Item 9 Salt Lake City FY2o22-23 Budget Amendment *6 Initiative Number/Name Fund Amount Approved by Council 6114122 Funding Grant Award Year 1 Year 2 Year 3 $1,170,000.00 $390,000.00 $390,000.00 $390,000.00 $780,000.00 E-School-Age Quality Summer Expansion 22-23 Misc Grants $373,338 Department: Finance Prepared By:Ann Garcia For questions please contact Ann Garcia,Mary Beth Thompson ***FUNDING CORRECTION*** City Council approved this item on Consent Agenda#i,June 14,2022 for one year of funding for each of the six sites at $62,223/each site for 1 summer period only.The sites are: Fairmont Park,Liberty Park,Central City,Ottinger Hall, Sorenson Multi-Cultural Center,and Unity Center.The award was actually for a total of$746,767 Each site was approved a budget of$62,223 totaling$373,338 for summer 2022.We failed to include the funding for the summer of 2023. This budget agenda item is to add the addtitional summer year amount.We originally budgeted for$62,223 for each of the 6 sites.This is to correct the budget and increase the budget for each of the 6 sites by$62,223 for each of the 6 sites. (see chart below) After this correction,each of the 6 sites will have a budget of$124,446,totaling the grant award of $746,767• A public hearing for this application was on 05/17/2022. BA# 6 Housekeeping Item Approved by Council 6114122 Funding Grant Award Year 1 - Summer Year 2 - Summer Cost Center divided by 6 sites 2022 2023 $746,767.00 $373,338.00 $373,338.00 Divided by 6 sites: Divided by 6 sites: 72-12215 Fairmont Park $62,223.00 $62,223.00 72-12216 Liberty Park $62,223.00 $62,223.00 72-12217 Central City $62,223.00 $62,223.00 72-12218 Ottinger Hall $62,223.00 $62,223.00 72-12219 Sorenson Unity Center $62,223.00 $62,223.00 Sorenson Multi-Cultural 72-12220 Center $62,223.00 $62,223.00 $373,338.00 10 Salt Lake City FY2o22-23 Budget Amendment *6 Initiative Number/Name Fund Amount E-3: Homeless Shelter Cities Mitigation Grant FY23 - Misc Grants ($50,000.00) Budget Revision Misc Grants $50,000.00 Department:CAN Prepared By:Tony Milner,Ann Garcia For questions please include Tony Milner,Ann Garcia,Brent Beck Housing Stability has identified$160,000.0o that is projected to go unspent in this fiscal year's Homeless Shelter Cities Mitigation award from the State.Rather than return the funds,Housing Stability has asked the State to amend this award to include Advantage Services as a subcontractor,in order to fill any remaining gaps in funding for needed cleaning services throughout the City. The State is working on a budget change request to SLC's Homeless Shelter Cities Mitigation award for$160,000.0o to be redirected to Advantage Services under the CAN cost center within the Professional Services category.SLCPD has identified$50,000 which will be moved from Police to CAN to be used toward the Advantage Services contract. VOA has identified$50,000,and Housing Stability has identified$60,00o from each of their awards that would otherwise be returned to the State. These amounts will be repurposed toward the Advantage Services contract but will not need to be moved to a different cost center,staying with the CAN cost center. The Budget revision will reflect the following adjustments to each of the cost centers: CC*72-12304: CAN/Housing Stability: (+ $50,000) (repurpose$60,00o from Salaries to Prof.Svcs.) (repurpose$50,000 from VOA SubAward to Prof.Svcs.) (Advantaged Services will be added under the Professional Services category with a$160,00o budget)This would include the$60,00o from Salaries; $50,000 from the VOA SubAward and$50,000 from SLC PD CC. CC*72-22302: SLC Police Dept.: (-$50,000-redirect to CAN CC*72-12304 under the Professional Services category for Advantaged Services.) Section F: Donations Section G: Consent A enda Consent Agenda*7 G-i: US Department of Homeland Security,FEMA- Misc. Grants $115,472.72OO Assistance to Firefighters Grant Program Department:Fire Department Prepared By: Brittany Blair/Ann Garcia The Fire Department applied for and received a US Department of Homeland Security,FEMA grant in the amount of $115,472.72. This grant will be used to purchase equipment and personal protective equipment which is used by firefighters to protect the health and safety of the public and firefighting personnel against fire and fire-related hazards. Equipment includes: 116 ea.(NFPA 1977)Compliant-Wildland Goggles,Helmets,Pants,Web Gear/Backpacks/Canteens,and Shelters. The grant requires a match of$11,547.28 which is budgeted for within the Fire Departments general fund budget. A Public Hearing was held on 4-5-22 for the grant application on this award. Section I: Council Added Items 11 Salt Lake City FY2o22-23 Budget Amendment *6 Initiative Number/Name Fund Amount Attachments Attachment*i ARPA Funding to Perpetual Housing Fund When the City first received notice of the significant Rescue Plan Funds that it would receive,the Administration set out to identify the principles by which it would propose this money be allocated. In addition to taking care of the City's most urgent needs(revenue replacement,public safety, and emergency shelter),the Administration's goal is to allocate a large portion of Rescue Plan Funds in a way that leverages private investment and creates lasting,generational changes for families in Salt Lake City. This proposal provides funding for an affordable housing development with a unique tenant wealth building program. The City's funds are anticipated to be used as transformational seed funds for development costs, including the cost for PHF to acquire existing structures to construct affordable units. With the help of other partners and the leveraging of City funds, PHF's ultimate organizational goal is to provide approximately 1500 safe,stable, and affordable homes in Salt Lake City that benefit individuals and families by helping them build income. Over the next 20 years, PHF anticipates that this investment will translate into $50 million in the hands of lower-and middle-income City residents. About the Perpetual Housing Fund of Utah PHF is a Utah non-profit affordable housing developer whose mission is to reimagine existing housing programs to share profits with PHF project residents. PHF exists to help remove financial barriers that keep a rapidly expanding portion of population from building wealth where they live. Unlike other non-profit affordable housing development entities that use profits to build more affordable units, PHF will share their profits with residents in a variety of ways, as detailed in the next section. PHF plans to develop projects in Salt Lake City that provide rent and income restricted affordable units. PHF anticipates breaking ground on two affordable housing projects in Salt Lake City in 2024 that will serve those at 25-120%AMI. From there,they plan to develop over 2,000 affordable units over the next decade. PHF's first two projects will be located in Salt Lake City,with a priority to aquire additional land in the City for subsequent projects. 12 Salt Lake City FY2o22-23 Budget Amendment *6 Initiative Number/Name Fund Amount Through this investment from the City, PHF will be able to develop wealth-building affordable housing units at the 515 east 100 south location, and ensure that future PHF projects are not driven by maximizing return to financial investors but rather remain committed to sharing wealth with PHF project residents. How the profit-sharing model works PHF projects are anticipated to be financed with traditional affordable housing resources, and may include Low Income Housing Tax Credits(LIHTCs). Under PHF's model, PHF will share with PHF project residents the majority of profits generated from annual cash flow,long-term equity generation, and future refinance and sale proceeds. The amount of cash flow and profit(which will translate into payouts to the tenants)will largely depend on annual rent increases and the paydown of the project's mortgage. Over the past several years, area median incomes(AMIs)have been increasing much faster than is projected when development projects are underwritten and financed.With LIHTC-funded projects, rental rates are tied to AMIs and, as such,rents have been increasing faster than projected.Traditional developers and their investors have been receiving the financial benefits of these rapidly escalating rents that increase annual cash flow of the project. Instead of reaping these benefits for the developer and investors, PHF would share these financial benefits with PHF project residents. PHF will establish a nonprofit tenant entity that,while not having a fee ownership interest in the development, will have a permament interest in the development and the contractural obligation to ensure PHF project residents will receive profits from the project. The ownership and profits-interest structure will vary slightly, depending on if the project utilizes LIHTCs and has a tax credit investor in the ownership structure during the first years after a PHF project is placed into service.The ownership structure and profits-interest will generally be as follows: OWNERSHIP % PROFIT LIHTC INVESTOR 99.99% io% PHF&FUND INVESTORS 0.01% 15% RESIDENTS/TENANT NPO 0.00% 75% NON LIHTC PROJECTS& LIHTC PROJECTS:YEAR 16 + 13 Salt Lake City FY2o22-23 Budget Amendment *6 Initiative Number/Name Fund Amount OWNERSHIP% PROFIT PHF&FUND INVESTORS 99.99% 25.00% RESIDENTS/TENANT NPO 0.00% 75.00% The profits-interest not otherwise allocated to the PHF project residents will offset costs associated with developing and managing the units. PHF project residents will not have ownership or shares in the real estate itself. Rather,there will be an agreement between the tenant nonprofit entity and the PHF project residents to distribute proceeds in the following ways. • Annual rent rebate—A portion of the project's annual cash flow(profit after collecting all rent and other income,paying all operating expenses,paying debt service, and setting aside cash reserves for future repairs)that would typically be received by the developer will be allocated to current PHF project residents as a rent rebate via cash payment to be distributed on an annual basis. • Profit payout—When there is an event that generates profit, or further cashflow(refinance, exit of the limited partner, etc.), all the cumulative residents over time will receive a payment that represents a proportionate share of the available profit.The proportion of the profit a household receives will depend on the length of time they lived in a PHF unit.With projects that involve LIHTCs,the profit generating event will often happen 15 years after the project is placed into service because that's when the tax credits end and the LIHTC investor exits the ownership structure. • Profit advance— PHF will set aside a portion of its initial developer fee for the project to fund a o%, zero payment revolving fund to help PHF project residents access a portion of their anticipated profits early in the event of an emergency or major life event(medical, educational, entrepreneurial, etc.). These funds are replenished from the PHF project resident's share of profit whenever a profit payout would naturally happen. • Profit tradeup— PHF will be co-developing hundreds of units with the Rocky Mountain Homes Fund (RMHF), an entity that provides a missing-middle home ownership option for households making 6o- 12o%AMI (and occasionally less). Subject to availability, PHF tenants will be able to transfer their accruals from a PHF project for a 1:1 reduction in purchase price on a RMHF home. INITIAL PROJECT 515 East ioo South • Adaptive reuse of an existing office building and new construction of an additional building,to occur in phases. • This property will have multiple social-equity based future uses and is slated to be acquired in May 2023.The floors on which affordable units will be constructed will be condominiumized and separated and then sold to PHF prior to ARPA City funds being utilized on the project. o Phase 1:Adaptive reuse. 14 Salt Lake City FY2o22-23 Budget Amendment *6 Initiative Number/Name Fund Amount ■ Estimated to begin construction in Q4 2023 or Q12024 and be completed by the end of 2024. • —38 units with a mix of studios, 1 Bedrooms, 3-Bedrooms, and 4-Bedrooms on floors 9- 11 of the existing office tower. ■ All 38 residential units will be affordable to incomes at 25%-50%of AMI. ■ Curently slated to also include profit-sharing coworking/office model similar to PHF in other floors. o Phase 2: New building. • Estimated to begin construction Q2 2024 and be completed in 2026. • ~4o new units (depending on final construction estimates/cost constraints)with a mix of 5% Studios, 25% 3-Bedroom, and 70% 2-Bedroom • ~48 units will be PHF(25-50%AMI) Affordable daycare on bottom floor, available to building users of all incomes. CONDITIONS FOR FUNDING If the Council approves the proposed funding allocation,the Administration(acting through the RDA) and PHF will execute a funding agreement with the following conditions to ensure that Rescue Plan Funds are deployed in accordance with federal regulations and in a manner that brings the greatest public benefit for City residents and prospective residents. The Administration requests the Council's feedback on the following conditions and any other conditions the Council would like to see in this agreement: 1. PHF will deploy 100%of the City's Rescue Plan Funds on eligible projects in Salt Lake City and in compliance with ARPA requirements before June 30, 2024. More specifically,the funds will be spent by PHF on the purchase of the condominiumized affordable units and construction costs for the project at 515 east 10o south. 2. The Rescue Plan Funds will be distributed concurrently with PHF closing on the acquisition of the affordable units. 3. At the same time that the Rescue Plan Funds are distributed, PHF will record a restrictive covenant requiring PHF to maintain affordable housing at the 515 east too south project at 25-50%AMI, construct and maintain a mix of unit sizes, and wealth building(as detailed above)for a period of not less than 30 years.The restrictive covenant will also require PHF to provide a quarterly report to the RDA. 4. The funding agreement will require PHF to commit to developing future projects in Salt Lake City and ensure those projects contain units affordable to those at 65%AMI and below. 5. PHF will implement an equitable process for tenant selection and, as permitted by law,potentially prioritize certain applicants if the City desires. 6. As permitted by ARPA,the RDA, as a transformational seed funder,will be treated like an equity investor and receive between a 2%and 6%return on its capital contribution,paid annually every year. 7. RDA to approve all legal agreements as recommended by the City Attorney. 8. Prior to distributing the funds, PHF will have received all required City approvals for the project to move forward. 9. Prior to distributing the funds, PHF will demonstrate sufficient construction financing for the project to move forward. 15 Salt Lake City FY2o22-23 Budget Amendment *6 Initiative Number/Name Fund Amount 1o. Prior to distributing the funds, PHF will demonstrate compliance with the RDA's sustainability policy, which requires the project demonstrate that the units be designed to achieve an energy star score of go or higher and participate in the City's Elivate Buildings Program.The units must also be designed to operate without on-site fossil fuel combustion. 11. Adequate security and remedies should PHF default on their obligations under the funding or restrictive use agreement. 16 Impact Fees - Summary Confidential Data pulled 03/24/2023 Unallocated Budget Amounts:by Major Area Area Cost Center UnAllocated Now. Cash Impact fee-Police 8484001 $ 1,061,156 A Impact fee-Fire 8484002 $ 1,725,882 B Impact fee-Parks 8484003 $ 15,534,954 c Impact fee-Streets 8484005 $ 5,248,024 D $ 23,570,017 E=A+B+C+D Expiring Amounts:by Major Area,by Month QuarterCalendar Fiscal Total Month 202207(Ju12022) 2023Q1 $ - $ - $ - $ - $ - 202208(Aug2022) 2023Q1 $ - $ - $ - $ - $ - 202209(Sep2022) 2023Q1 $ - $ - $ - $ - $ - 202210(oct2022) 2023Q2 $ - $ - $ - $ - $ - M 202211(Nov2022) 2023Q2 $ - $ - $ - $ - $ - O 202212(Dec2022) 2023Q2 $ $ $ $ $ 202301(Jan2023) 2023Q3 $ _ $ _ $ _ $ _ $ _ 202302(Feb2023) 2023Q3 $ $ $ $ $ Current Month 202303(Mlar2023) 2023Q3 $ - $ - $ - $ - $ - 202304(Apr2023) 2023Q4 $ - $ - $ - $ - $ - 202305(Mlay2023) 2023Q4 $ - $ - $ - $ - $ - 202306(Jun2023) 2023Q4 $ - $ - $ - $ - $ - 202307(Ju12023) 2024Q1 $ - $ - $ - $ - $ - 202308(Aug2023) 2024Q1 $ - $ - $ - $ - $ - 202309(Sep2023) 2024Q1 $ - $ - $ - $ - $ - 202310(Oct2023) 2024Q2 $ - $ - $ - $ - $ - V- 202311(Nov2023) 2024Q2 $ - $ - $ - $ - $ - O 202312(Dec2023) 2024Q2 $ $ $ $ $ 202401(Jan2024) 2024Q3 $ - $ - $ - $ - $ - 202402(Feb2024) 2024Q3 $ $ $ $ $ 202403(Mlar2024) 2024Q3 $ - $ - $ - $ - $ - 202404(Apr2024) 2024Q4 $ - $ - $ - $ - $ - 202405(Mlay2024) 2024Q4 $ - $ - $ - $ - $ - 202406(Jun2024) 2024Q4 $ - $ - $ - $ - $ - 202407(Ju12024) 2025Q1 $ - $ - $ - $ - $ - 202408(Aug2024) 2025Q1 $ - $ - $ - $ - $ - 202409(Sep2024) 2025Q1 $ - $ - $ - $ - $ - 202410(oct2024) 2025Q2 $ - $ - $ - $ - $ - In 202411(Nov2024) 2025Q2 $ $ $ $ $ O 202412(Dec2024) 2025Q2 $ $ $ $ $ 202501(Jan2025) 2025Q3 $ _ $ _ $ _ $ _ $ _ 202502(Feb2025) 2025Q3 $ $ $ $ $ 202503(Mar2025) 2025Q3 $ - $ - $ - $ - $ - 202504(Apr2025) 2025Q4 $ - $ - $ - $ - $ - 202505(May2025) 2025Q4 $ - $ - $ - $ - $ - 202506(Jun2025) 2025Q4 $ - $ - $ - $ - $ - Total,Currently Expiring through June 2024 $ 0 $ - $ - $ - $ 0 Impact Fees Confidential Data pulled 03/24/2023 AAA BBB CCC DDD=AAA-BBB-CCC UnAllocated Allocation Allocation Allocation Budget Police Budget Amended Encumbrances YTD Expenditures Remaining Amount ADDrouriation Sum of Police Allocation Sum of Police Allocation Sum of Police Allocation Descri lion Cost Center Budget Amended Encumbrances Sum of Police Allocation YID Expenditures Remaining ADDrooriation Public Safe Buildin Re Icmn 8405005 $ 14,068 $ 14,068 $ $ 0 1,061,156 Eastside Preci nt 8419201 $ 21,639 $ - $ - $ 21,639 Police Im act Fee Refunds 8421102 237,606 $ $ 237,606.45 Grand Total 273,314 14,068 259,246 8984001 A Allocation Allocation Allocation Budget Amended Encumbrances YTD Expenditures Remaining Fire Appropriation Sum of Fire Allocation Sum of Fire Allocation Sum of Fire Allocation Description Cost Center eudoet Amended Encumbrances Sum of Fire Allocation YTD Expenditures Remaining ADDrouriation $1 725 882 Fi re'sConsultant'sContract 8419202 $ 3.079 $ 3,021 $ - 58.00 / , Grand Total 3,079 3,021 - 58.00 8484002 B Allocation Allocation Allocation Budget Amended Encumbrances YTD Expenditures Remaining Parks Appropriation Sum of Parks Allocation Sum of Parks Allocation Sum of Parks Allocation Descri lion Cost Center Budoet Amended Encumbrances Sum of Parks Allocation YTD Expenditures Remaining ADDrouriation Water ark Redwelounnent Plan 8421402 $ 16,959 $ 1,705 $ 15,254 $ - JR Boat Ram 8420144 $ 3,337 $ - $ 3,337 $ - FisherCarriage House 8420130 $ 261,187 $ - $ 261,187 $ - Park'sConsultant'sCordrart 8419204 $ 2,638 $ 2,596 $ - $ 42 Cwide DW Lease Imp 8418002 $ 23,262 $ 23,000 $ - $ 262 Rosewood Park 8417013 $ 1,056 $ - $ - $ 1,056 Jordan R 3 Creeks Confluence 8417018 $ 1,570 $ - $ - $ 1,570 Jordan RTrail Land A mu alto 8417017 $ 2,946 $ - $ - $ 2,946 9line rk 8416005 $ 16,495 $ 855 $ 11,007 $ 4,633 Im erialParkShadeAcct' 8419103 $ 6,398 $ - $ - $ 6,398 Rih Prk Camm Garden 8420138 $ 12,431 $ 4,328 $ - $ 8,103 Redwood Meadows Park Dev 8417014 $ 9,350 $ - $ - $ 9,350 Trailhead Prop Acuutsition 8421403 $ 275,000 $ - $ 253,170 $ 21,830 Fisher House Exploration Ch' 8421401 $ 455030 $ $ 199,029 $ 23,006 sion3reeks 8420406 $ 56,109 $ - $ 1,302 $ 54,808 mAe uPiak BcPhase II 8417011 1,042.694 $ 583,842 $ 381,893 $ 76,959 F$0.15,534,95 13Ck -flu- 8420424 $ 254,159 $ 133,125 $ 8,351 $ 112,683id a to dunn 8420430 $ 156,565 $ 12,273 $ 26,565 $ 117,728 UTGm Ph2 Foothill Trails 8420420 $ 122,281 $ - $ 775 $ 121,507 43 C 91.ine Orchard 8420136 $ 156,827 $ 7,983 $ 6,232 $ 142,612 Three Creeks West Bank NewPark 8422403 $ 150,736 $ - $ - $ 150,736 Historic Renovation AIIenParx 8422410 $ 420,000 $ 216,397 $ 43,979 $ 159,624 Rose Park Nei hborhood Center 8423403 $ 160,819 $ - $ - $ 160,819 RAC Pla round With Shad:Sails 8422415 $ 179,323 $ - $ 117 $ 179,206 Brid eto Backman 8418005 $ 266,306 $ 10,285 $ 4,262 $ 251,758 900 S River Park Soccer Field 8423406 $ 287,848 $ - $ - $ 287,848 Li Min NE Baseball Field 8423409 $ 300,000 $ - $ - $ 300,000 SLC Foothills Land A uisition 8422413 $ 319,139 $ - $ - $ 319,139 Part 's Trail Deli n&Constr 8417012 $ 327,678 $ - $ - $ 327,678 Jordan Prk Event Grounds 8420134 $ 428,074 $ 9,343 $ 19,114 $ 399,617 Wasatch Hollow Impumnsments, 8420142 $ 446825 $ 21,823 $ 11,177 $ 413,824 Jordan Park Pedestrian Pathway8422414 $ 510:000 $ 15,813 $ 28,549 $ 465,638 Gatewa Traan le Property Park 8423408 $ 499,563 $ - $ - $ 499,563 RAC P. round Phase II 8423405 $ 521,564 $ - $ - $ 521,564 Greenl 200 E Dssi n 8422408 $ 608,490 $ 68,606 $ 7,508 $ 532,3765 Mem.Tree Grave Desi n&Infra 8423407 $ 867,962 $ - $ 1,016 $ 866,946 SLCFoothillsTrailheadDevel mnt 8422412 $ 1,304,682 $ 71,182 $ 17,200 $ 1,216,300 GlendaleWtr rk MstrPln&Rehab 8422406 $ 3,177,849 $ 1,007,176 $ 392,984 $ 1,777,688 Pioneer Park 8419150 $ 3,149,123 $ 60,589 $ 64,710 $ 3,023,825 Glendale Regional Park Phase 1 8423450 4,350,000 $ 4,350,000 Grand Total 2 85 274 3 916 2.458,717 $ 16,909,641 Allocation Allocation Allocation Budget Amended Encumbrances YTD Expenditures Remaining Streets Appropriation Sum of Street Allocation Sum of Street Allocation Sum of Street Allocation Descri lion Cost Center Budoet Amended Encumbrances Sum of Street Allocation YTD Expenditures Remaining ADDrouriation 900 S Si nal Improvements IF 8422615 $ 70,000 $ - $ 70,000 5 - 500 700 S Sheet Reccnstrudio 8412001 $ 15,026 $ 11,703 $ 3,323 $ - 9 Line Central Ninth 8418011 $ 63,955 $ - $ 63,955 $ - Local Link Construction IF .22606 $ 50,000 $ - $ 50,000 $ - Trans Im rovemeMs 8419007 $ 13,473 $ 13,473 $ - $ - CwridorTransformationsIF 8422608 $ 25,398 $ 25,398 $ - $ - Tcans Master Plan 8419006 $ 13,000 $ 13,000 $ - $ - Gladiola Sheet 8406001 $ 16,109 $ 12,925 $ 940 $ 2,244 $ 5,248,024 Urban Trails FY22IF 8422619 $ 6,500 $ - $ - $ 6,500 Transportalm Safety Im rvmt IF 8422620 $ 44,400 $ - $ 37,016 $ 7,384 Street'sConsuHant'sContact 8419203 $ 29,817 $ 17,442 $ - $ 12,374 Corn late Sheet Enhancements 8420120 $ 35,392 $ - $ 16,693 $ 18,699 500 to 700 S 8418016 $ 22,744 $ - $ - $ 22,744 8484005 D 900 South 91.ine RR Cross IF 8422604 $ 28,000 $ - $ - $ 28,000 Trans Saf Im rovements 8420110 $ 58,780 $ 17,300 $ 8,324 $ 33,156 17005 Corridor Transfrmhm IF 8422622 $ 35,300 $ - $ - $ 35,300 200STransitCm ItShtSu IIF 1422602 $ 37,422 $ - $ - $ 37,422 300 N Cam late Street Recens I .23606 $ 40,000 $ - $ - $ 40,000 131 S Bi de B ass edestr 8416004 $ 42,833 $ - $ - $ 42,833 400 South Viaduct Trail IF 8422611 $ 90,000 $ - $ - $ 90,000 Nei hborhood B a s IF 8422614 $ 104,500 $ - $ - $ 104,500 Transit Ca-Fr Trans Routes 1423608 $ 110,000 $ - $ - $ 110,000 Trans riationsa Im rov IF 8421500 $ 281,586 $ 125,893 $ 34,989 $ 120,704 Indiana Ave 900 S Rehab Design 1412002 $ 124:51 $ - $ - $ 124:593 Bikewa Urban Trails .1.003 $ 181,846 $ - $ - $ 181,846 200 S Recon Trans Corridor IF 8423602 $ 252,000 $ - $ - $ 252,000 Street Improve Reconshvc 20 8420125 $ 780,182 $ 11,688 $ 385,185 $ 383,309 IF Complete Street Enhancement 8421502 $ 625,000 $ - $ - $ 625,000 Traffic Si nal U cades 141900' $ 450 $ - $ - $ 450 Traffic Si nalU cades .21501 $ .36,736 $ 55,846 $ 43,283 $ 737,607 700 South Phase 7 IF 8423305 $ 1:120000 $ - $ - $ 1,120,000 1300 East Reconstruction 8423625 $ 3111:331 $ 995,636 $ 144,072 $ 1,971,627 Grand Total $ 8,267,668 $ 1,301,595 $ 857,780 $ 6,108,293 Total $ 30,396,335 $ 3,802,601 $ 3,316,497 $ 23,277,237 $23,570,017 E=A+B+C+D TRUE TRUE TRUE TRUE Item H3 •••• ' "'z MOTION SHEET _ CITY COUNCIL of SALT LAKE CITY ivy ii� •_'t°'.-• ii � I�'� iip TO: City Council Members FROM: Sam Owen,Policy Analyst DATE: June 6,2023 RE: Bond Parameters Resolution: Issuance of Airport Revenue Bonds, Series 2023 for Financing the Construction of the New SLC International Airport MOTION i I move the Council adopt the bond parameters resolution,and recognize the date is set for a public hearing on the bond issuance for June 6, 2023. MOTION 2 I move the Council not adopt the resolution. CITY COUNCIL OF SALT LAKE CITY 451 SOUTH STATE STREET,ROOM 304 SLCCOUNCIL.COM P.O.BOX 145476,SALT LAKE CITY,UTAH 84114-5476 TEL 801-535-7600 FAX 801-535-7651 ERIN MENDENHALL OFFICE OF THE MAYOR Mayorv� L9 srn= =Arj CITY COUNCIL TRANSMITTAL CIS (Apr21,202312:55 MDT) Date Received: April 21,2023 Lisa Shaffer, Chief Administrative Officer Date Sent to Council: April_, 2023 04/21/2023 TO: Salt Lake City Council DATE: April_, 2023 Darin Mano, Chair Bill Wya t(Apr 21,2023 0:28 MDT) FROM: Bill Wyatt, Salt Lake City Department of Airports,Executive Director SUBJECT: Issuance of Airport Revenue Bonds, Series 2023 for Financing the Construction of the New SLC International Airport STAFF CONTACTS: Bill Wyatt,Executive Director, 801-575-2408 Brian Butler,Airport Chief Financial Officer, 801-575-2923 DOCUMENT TYPE: Resolution RECOMMENDATION: (1) That the City Council adopt a resolution (the "Bond Resolution") on May 16,2023, authorizing the issuance and sale of up to $600 million principal amount of Salt Lake City,Airport Revenue Bonds,Series 2023 (the "2023 Bonds"), and giving authority to certain officers to approve the final terms and provisions of and confirm the issuance of the 2023 Bonds, from time to time,within certain parameters set forth in the attached Bond Resolution; (2) Set a public hearing date for June 6, 2023,and (3) Hold a public hearing on June 6,2023. This timeline (the adoption of the Bond Resolution on May 16, 2023, the subsequent publication of the notice of public hearing and bonds to be issued, and a public hearing on June 6,2023) accommodates the required 30-day contest period to close the transaction on or about July 31, 2023. BUDGET IMPACT: This financing will have no impact on the City's General Fund budget as no General Fund revenues are pledged toward the repayment of the 2023 Bonds. Further,neither the full faith and credit nor the taxing power of the City, the State or any political subdivision or state agency is pledged to the payment of the principal of,premium if any, and interest on the 2023 Bonds. Instead, 100% of the debt service on the 2023 Bonds will be paid from the various types of revenues generated at Salt Lake City International Airport (the "Airport). Such revenues include the landing fees, terminal rentals, and other fees paid by the airlines serving the Airport, as well as various revenues generated from sources other than the airlines. Such non-airline revenues are derived from sources such as parking, rental cars, food and beverage concessions,news and gift concessions, P.O. BOX 145474 451 SOUTH STATE STREET, ROOM 306 WWW.SLCMAYOR.COM SALT LAKE CITY, UT 841 14-5474 TEL 801-535-7704 ERIN MENDENHALL OFFICE OF THE MAYOR Mayorv� L9 srn= =Arj cargo revenues and various types of rental income. The passenger facility charge ("PFC") revenues that the Airport receives from the $4.50 charge imposed on passengers boarding planes at the Airport will also be applied toward the payment of project costs and debt service. BACKGROUND/DISCUSSION: In 2014, the City entered into a new 10-year Airline Use Agreement ("AUA") with the airlines serving the Airport. In the AUA, the airlines authorized the City to undertake the full Terminal Redevelopment Program (the "TRP") planned for the Airport. The TRP is a comprehensive and integrated series of projects that will result in the replacement of substantially all of the Airport's landside and terminal complex facilities. The TRP has a current estimated cost of$2.83 billion. On April 30,2015, the airlines that are signatories to the AUA voted unanimously to approve construction of the North Concourse Project (the "NCP"). The NCP was undertaken in lieu of renovating the Airport's existing Concourses B, C and D. The NCP originally included an additional concourse with approximately 31 gates and capacity for future expansion, and a connecting tunnel to the main terminal complex. The NCP has a current estimated cost of $2.30 billion. Phase I of the TRP opened on September 15,2020 and Phase I of the NCP opened on October 27, 2020 which collectively are now referred to as the New SLC. Due to the global pandemic of Covid- 19, the City,in consultation with the airlines, decided to accelerate demolition of the existing facilities and advance the schedule for Concourse A east.All of the legacy facilities of the old airport have been demolished and construction has already commenced on the Concourse A east as well as the central tunnel. Construction on the central node on concourse B as well as eight additional gates began in Q1 2022. In anticipation of the acceleration of the TRP phases, the City offered an extension of the AUA through June 30, 2034,which was executed by Delta Air Lines and United Airlines. When it became apparent that acceleration of Phase IV of the TRP would present substantial savings to the City by monoloplizing on an already mobilized construction force and present day construction costs, the City offered the airlines an amendment, or in the case of Delta Air Lines and United, a second amendment, to the AUA to finance Phase IV development. The new AUA Amendment updates and modernizes various provisions to the AUA,including key business terms to bolster the Department's ability to fund the New SLC and maintain financial stability. Proceeds of the 2023 Bonds will be used to for the purposes of(a) financing additional capital improvements to the Airport (the "Series 2023 Projects"); (b) funding capitalized interest on all or a portion of the 2023 Bonds; (c) funding any necessary reserves in connection with the 2023 Bonds; (d) paying the costs incurred in connection with the issuance and sale of the 2023 Bonds (including, but not limited to, the purchase of one or more municipal bond insurance policies). and (e) reimburse for capital costs incurred up to sixty (60) days prior to adoption of the resolution. The Airport currently projects that the $5.13 billion of costs described above will be funded from the following sources: P.O. BOX 145474 451 SOUTH STATE STREET, ROOM 306 WWW.SLCMAYOR.COM SALT LAKE CITY, UT 841 14-5474 TEL 801-535-7704 ERIN MENDENHALL OFFICE OF THE MAYOR Mayorv� L9 srn= =Arj Amounts in Estimated Sources of Funding (millions) Proceeds of 2017 Bonds $926 Proceeds of 2018 Bonds 799 Proceeds of 2021 Bonds 975 Proceeds of 2023 Bonds 400 Proceeds of Future Bonds 753 Pay-as-you-go Passenger Facility Charges ("PFCs") 333 Customer Facility Charges ("CFCs") 199 Federal Grants (AIP and TSA) 180 Airport Internally-Generated Funds 570 Total $5,135 Assuming interest rates remain at their present levels at the time the bonds are sold, the City's financial advisor and underwriters estimate that the 2023 Bonds will be sold at a true interest cost of approximately 5.0%per annum. The current plan calls for the 2023 Bonds to be sold on or about July 17,2023. The Designated Officers defined in the attached Bond Resolution are authorized to approve the interest rate(s) and other terms and provisions relating to the 2023 Bonds by executing the Certificate of Determination, the form of which is also attached. The Certificate of Determination will need to be signed in-person by the Mayor and Council Chair or their respective designees on the afternoon of the date of pricing and sale of the 2023 Bonds, which is currently scheduled for July 31,2023. Included in section 11 of the Bond Resolution is a Declaration of Official Intent (Reimbursement of Expenditures) that allows the Airport to seek reimbursement with proceeds of the 2023 Bonds for expenditures related to both the TRP and NCP. This will allow the Airport to have more flexibility when reimbursing construction costs when there is a gap in debt financing of construction costs. Draft copies of the Bond Resolution, the Certificate of Determination, the Form of the Fourth Supplemental Trust Indenture, the Form of the Preliminary Official Statement (including the Report of the Airport Consultant), the Form of Bond Purchase Agreement, the Form of Continuing Disclosure Agreement,Notice of Public Hearing, and Notice of Bonds to Be Issued are included for P.O. BOX 145474 451 SOUTH STATE STREET, ROOM 306 WWW.SLCMAYOR.COM SALT LAKE CITY, UT 841 14-5474 TEL 801-535-7704 ERIN MENDENHALL OFFICE OF THE MAYOR Mayorv� L9 srn= =Arj your review. Please keep in mind that these are preliminary drafts and are subject to change and completion. Attachments: Bond Resolution Exhibit A: Certificate of Determination Exhibit B: Form of Fourth Supplemental Trust Indenture Exhibit C: Preliminary Official Statement (including the Report of the Airport Consultant) Exhibit D: Form of Bond Purchase Agreement Exhibit E: Form of Continuing Disclosure Agreement Exhibit F: Notice of Public Hearing Exhibit G: Notice of Bonds to Be Issued P.O. BOX 145474 451 SOUTH STATE STREET, ROOM 306 WWW.SLCMAYOR.COM SALT LAKE CITY, UT 841 14-5474 TEL 801-535-7704 RESOLUTION NO. OF 2023 A RESOLUTION AUTHORIZING THE ISSUANCE AND SALE OF NOT TO EXCEED $600,000,000 AGGREGATE PRINCIPAL AMOUNT OF ONE OR MORE SERIES OF AIRPORT REVENUE BONDS (THE "SERIES 2023 BONDS") FOR THE PURPOSE OF FINANCING CERTAIN CAPITAL IMPROVEMENTS TO THE SALT LAKE CITY INTERNATIONAL AIRPORT; GIVING AUTHORITY TO CERTAIN OFFICIALS AND OFFICERS TO APPROVE THE FINAL TERMS AND PROVISIONS OF THE SERIES 2023 BONDS WITHIN THE PARAMETERS SET FORTH HEREIN; AUTHORIZING AND APPROVING THE EXECUTION AND DELIVERY OF A FOURTH SUPPLEMENTAL TRUST INDENTURE,A BOND PURCHASE AGREEMENT AND A CONTINUING DISCLOSURE AGREEMENT; AUTHORIZING AND APPROVING PRELIMINARY AND FINAL OFFICIAL STATEMENTS AND THE DISTRIBUTION THEREOF; PROVIDING FOR THE PUBLICATION OF A NOTICE OF PUBLIC HEARING AND A NOTICE OF BONDS TO BE ISSUED; PROVIDING FOR THE RUNNING OF A CONTEST PERIOD; AUTHORIZING THE TAKING OF ALL OTHER ACTIONS NECESSARY FOR THE CONSUMMATION OF THE TRANSACTIONS CONTEMPLATED BY THIS RESOLUTION; AND RELATED MATTERS. WITNESSETH : WHEREAS, Salt Lake City, Utah(the "City"), is a duly organized and existing city of the first class, operating under the general laws of the State of Utah(the "State"); and WHEREAS, on February 23, 2017, pursuant to authority contained in the Local Government Bonding Act, Title 11, Chapter 14, Utah Code Annotated 1953, as amended (the "Act'), and other applicable provisions of law, and the Master Trust Indenture, dated as of February 1, 2017 (the "Master Indenture"), by and between the City and Wilmington Trust, National Association, as trustee(the"Trustee"), and the First Supplemental Trust Indenture, dated as of February 1, 2017, by and between the City and the Trustee, the City issued its Airport Revenue Bonds, Series 2017A (AMT) and Series 2017B (Non-AMT) (collectively, the "Series 2017 Bonds") in the aggregate principal amount of$1,000,000,000; and WHEREAS,the Series 2017 Bonds were issued to(a)finance certain capital improvements to the Salt Lake City International Airport; (b) fund capitalized interest on the Series 2017 Bonds; (c)make a deposit to the Common Debt Service Reserve Fund(as defined in the Master Indenture); and (d)pay the costs incurred in connection with the issuance and sale of the Series 2017 Bonds; and WHEREAS, on October 31, 2018, pursuant to authority contained in the Act, and other applicable provisions of law, and the Master Indenture and the Second Supplemental Trust Indenture, dated as of October 1, 2018, by and between the City and the Trustee, the City issued its Airport Revenue Bonds, Series 2018A (AMT) and Series 2018B (Non-AMT) (collectively,the "Series 2018 Bonds") in the aggregate principal amount of$850,550,000; and 4854-1788-4237 WHEREAS,the Series 2018 Bonds were issued to(a)finance certain capital improvements to the Salt Lake City International Airport; (b) fund capitalized interest on the Series 2017 Bonds and the Series 2018 Bonds; (c) make a deposit to the Common Debt Service Reserve Fund; and (d)pay the costs incurred in connection with the issuance and sale of the Series 2018 Bonds; and WHEREAS, on March 1, 2021, pursuant to authority contained in the Act, and other applicable provisions of law, the Master Subordinate Trust Indenture, dated as of March 1, 2021 (the "Master Subordinate Indenture"), by and between the City and Zions Bancorporation, National Association, as trustee (the "Subordinate Trustee"), the First Supplemental Subordinate Trust Indenture, dated as of March 1, 2021 (the "First Supplemental Subordinate Indenture," and together with the Master Subordinate Indenture, the "Subordinate Indenture"), by and between the City and the Subordinate Trustee, and the Revolving Credit Agreement, dated as of March 1, 2021 (the "Subordinate Credit Agreement"), by and between the City and JPMorgan Chase Bank, National Association (the "Subordinate Bank"), the City established a short-term borrowing program that provides for the issuance and/or incurrence, from time to time, of subordinate airport revenue short-term revolving obligations (the "Subordinate Revolving Obligations"), which may be outstanding at any one time in an aggregate principal amount not exceeding $150,000,000; and WHEREAS, the Subordinate Revolving Obligations are issued and/or incurred, from time to time, to finance capital improvements to the Salt Lake City International Airport, to pay costs of issuance related to the Subordinate Revolving Obligations and to finance such other purposes permitted under the Act, the Subordinate Indenture and the Subordinate Credit Agreement; and WHEREAS, on August 5, 2021, pursuant to authority contained in the Act, and other applicable provisions of law, and the Master Indenture and the Third Supplemental Trust Indenture, dated as of August 1,2021,by and between the City and the Trustee,the City issued its Airport Revenue Bonds, Series 2021A (AMT) and Series 2021B (Non-AMT) (collectively, the "Series 2021 Bonds") in the aggregate principal amount of$904,570,000; and WHEREAS,the Series 2021 Bonds were issued to(a)finance certain capital improvements to the Salt Lake City International Airport; (b)repay Subordinate Revolving Obligations; (c) fund capitalized interest on the Series 2021 Bonds; (d) make a deposit to the Common Debt Service Reserve Fund; and (e)pay the costs incurred in connection with the issuance and sale of the Series 2021 Bonds; and WHEREAS, the City considers it necessary and desirable and for the benefit of the City and its residents to issue additional Airport Revenue Bonds pursuant to the Master Indenture, in one or more series as hereinafter provided, for the purposes of (a) financing additional capital improvements to the Salt Lake City International Airport(the"Series 2023 Projects"); (b)funding capitalized interest on all or a portion of such additional Airport Revenue Bonds; (c) funding any necessary reserves in connection with such additional Airport Revenue Bonds; and(d)paying the costs incurred in connection with the issuance and sale of such additional Airport Revenue Bonds (including,but not limited to,the purchase of one or more municipal bond insurance policies); and WHEREAS, pursuant to authority contained in the Act and other applicable provisions of law, the Master Indenture and a Fourth Supplemental Trust Indenture(the "Fourth Supplemental 2 4854-1788-4237 Indenture," and together with the Master Indenture, the "Indenture"), to be executed and delivered by and between the City and the Trustee,a form of which is attached hereto as Exhibit B, and for the purposes set forth above, the City has determined to (a) issue its additional Airport Revenue Bonds, in one or more series, in an aggregate principal amount not to exceed $600,000,000 (collectively, the "Series 2023 Bonds") (subject to the further limitations outlined herein); and(b) cause the proceeds of the sale of the Series 2023 Bonds to be applied in accordance with the Indenture; and WHEREAS, the City is authorized by the Act and the Master Indenture to execute and deliver the Fourth Supplemental Indenture,and to issue the Series 2023 Bonds to finance the Series 2023 Projects, to fund capitalized interest on the Series 2023 Bonds, to make a deposit to the Common Debt Service Reserve Fund and/or one or more Series Debt Service Reserve Funds (as defined in the Master Indenture), and to pay all related costs authorized by law(including, but not limited to, one or more municipal bond insurance policies); and WHEREAS, Sections 11-14-316 and 11-14-318 of the Act provide that, before issuing bonds,an issuing entity(a)may provide public notice of its intent to issue such bonds,and(b)must hold a public hearing to receive input from the public with respect to(i)the issuance of such bonds, and (ii) the potential economic impact that the improvement, facility or property for which the bonds pay all or part of the cost will have on the private sector; and WHEREAS, a portion of the Series 2023 Bonds will be issued as "exempt facility bonds" as defined under Section 142(a) of the Internal Revenue Code of 1986, as amended (the "Code"), and therefore are subject to the public approval and public hearing requirements set forth in Section 147(f) of the Code; and WHEREAS, in compliance with Section 11-14-316 of the Act, the City desires to provide for the publication of a Notice of Bonds to be Issued(the"Notice of Bonds to be Issued") and the running of a 30-day contest period,and to cause the publication of the Notice of Bonds to be Issued at this time with respect to the issuance of the Series 2023 Bonds; and WHEREAS, in compliance with Section 11-14-318 of the Act and Section 147(f) of the Code, the City desires to call a public hearing and to publish a notice of such hearing with respect to the issuance of the Series 2023 Bonds, and the capital improvements to the Salt Lake City International Airport to be financed with the proceeds of the Series 2023 Bonds, and to provide for the publication of a Notice of Public Hearing (the "Notice of Public Hearing") at this time with respect to the issuance of the Series 2023 Bonds and the capital improvements to the Salt Lake City International Airport to be financed with the proceeds of the Series 2023 Bonds; and WHEREAS, in the opinion of the City Council of Salt Lake City, Utah (the "City Council'), it is in the best interests of the City and its residents that (a) the Designated Officers (defined below)be authorized to approve the final terms and provisions relating to the Series 2023 Bonds and to execute the Certificate of Determination (defined below) containing such terms and provisions and to accept the offer of BofA Securities, Inc., on behalf of itself and J.P. Morgan Securities LLC, Barclays Capital Inc., Goldman Sachs & Co. LLC, Samuel A. Ramirez & Co., Inc., Siebert Williams Shank & Co., LLC, and Wells Fargo Bank, National Association (collectively, the "Underwriters"), for the purchase of the Series 2023 Bonds; and (b) the 3 4854-1788-4237 Designated Officers, and such other officials and officers of the City named herein, be authorized to execute and deliver the Fourth Supplemental Indenture, the Final Official Statement (defined below), the Bond Purchase Agreement (defined below), the Continuing Disclosure Agreement (defined below) and such other necessary documents with respect to the issuance of the Series 2023 Bonds, all as provided herein; and WHEREAS, the City desires that this Resolution serve as an official action of the City Council in order to comply with Treasury Regulation Section 1.150-2 and any other regulations of the U.S.Department of the Treasury relating to the qualification for reimbursement of expenditures incurred by the City prior to the date of issue of the Series 2023 Bonds; NOW, THEREFORE, BE IT RESOLVED by the City Council of Salt Lake City,Utah, as follows: Section 1. Issuance of the Series 2023 Bonds. (a) For the purposes set forth above,there is hereby authorized and directed the execution, issuance, sale and delivery of the Series 2023 Bonds in one or more series(with such adjustments to the series designation as are necessary or desirable) in the aggregate principal amount not to exceed $$600,000,000. The Series 2023 Bonds shall be dated as of their date of initial delivery, issued in authorized denominations, and payable all as provided in the Indenture. The Series 2023 Bonds shall be subject to redemption prior to maturity as provided in the Indenture and the Certificate of Determination. (b) The form of the Series 2023 Bonds set forth in the form of the Fourth Supplemental Indenture, subject to appropriate insertions and revisions in order to comply with the provisions of the Indenture, is hereby approved. The Mayor of the City or the Mayor's designee (the "Mayor") and the City Recorder of the City (the "City Recorder") or any Deputy City Recorder are hereby authorized and directed to execute and seal the Series 2023 Bonds and to deliver the Series 2023 Bonds to the Trustee for authentication. Any such execution of the Series 2023 Bonds by the Mayor and the City Recorder or any Deputy City Recorder may be made by manual or facsimile signature. Any facsimile signature of the Mayor and/or the City Recorder or any Deputy City Recorder shall have the same force and effect as if the Mayor and/or City Recorder or any Deputy City Recorder had manually signed each of such Series 2023 Bonds. Section 2. Pledge to Secure the Series 2023 Bonds. The Series 2023 Bonds will be limited obligations of the City, payable solely from and secured by a pledge of Net Revenues (as defined in the Master Indenture)derived by the City from the operations of the Airport System(as defined in the Master Indenture) and certain funds and accounts established pursuant to the Indenture, on parity with the Series 2017 Bonds, the Series 2018 Bonds, the Series 2021 Bonds and any additional Bonds (as defined in the Master Indenture) issued in the future. None of the properties of the Airport System will be subject to any mortgage or other lien for the benefit of the owners of the Series 2023 Bonds, and neither the full faith and credit nor the taxing power of the City, the State of Utah (the "State") or any political subdivision or agency of the State will be pledged to the payment of the principal of,premium, if any, or interest on the Series 2023 Bonds. 4 4854-1788-4237 Section 3. Series 2023 Bond Details; Delegation of Authority. (a) The Series 2023 Bonds shall mature on the dates and in the principal amounts, and shall bear interest(calculated on the basis of a year of 360 days consisting of twelve 30-day months) at the rates per annum and be payable on the dates, all as to be provided in a Certificate of Determination,a form of which is attached hereto as Exhibit A, to be delivered pursuant to this Section 3,which shall set forth certain terms and provisions of the Series 2023 Bonds (the"Certificate of Determination"). (b) For the purposes of this Resolution and the Series 2023 Bonds, there is hereby delegated to(i)the Mayor or,in the event of the absence or incapacity of the Mayor, the Mayor's Chief of Staff, or in the event of the absence or incapacity of both the Mayor and the Mayor's Chief of Staff, either the Executive Director for the Department of Airports of the City or his designee (the "Airport Executive Director") or the Director of Finance for the Department of Airports of the City (also referred to as the Chief Financial Officer for the Department of Airports of the City) or his designee (the "Airport Director of Finance"); and (ii) the Chair of the City Council or, in the event of the absence or incapacity of the Chair of the City Council, the Vice Chair of the City Council, or in the event of the absence or incapacity of both the Chair and the Vice Chair of the City Council, the most senior member of the City Council then available (collectively, the "Designated Officers"), subject to the parameters set forth in this Resolution, the power to determine the following with respect to the Series 2023 Bonds,and any one of the Designated Officers from each of(i)and(ii)above are together hereby authorized to make such determinations: (i) the principal amount of each series of the Series 2023 Bonds necessary to accomplish the purposes of the Series 2023 Bonds set forth in the recitals hereto; provided that the aggregate principal amount of the Series 2023 Bonds shall not exceed $$600,000,000; provided further, that, if so determined by the Designated Officers in the Certificate of Determination, the Series 2023 Bonds may be issued as one or more series, with the appropriate adjustment to the series designation, and the combined principal amount of all series of the Series 2023 Bonds may not exceed the maximum aggregate principal amount set forth in this Section 3(b)(i) (all series of the Series 2023 Bonds are subject to all of the determinations set forth in this Section 3(b)); (ii) the maturity date and principal amount of each maturity of each series of the Series 2023 Bonds to be issued; provided, however, that the Series 2023 Bonds shall mature over a period of not to exceed forty(40) years from their date of initial delivery; (iii) the interest rate or rates to be borne by the Series 2023 Bonds, the dates on which interest shall be paid and the date on which payment of such interest shall commence, provided, however, that the interest rate or rates to be borne by any Series 2023 Bond shall not exceed six percent(6.00%)per annum; (iv) the sale of the Series 2023 Bonds and the purchase price to be paid by the Underwriters; provided, however, that the discount from par of the Series 5 4854-1788-4237 2023 Bonds in the aggregate shall not exceed two percent(2.00%) (expressed as a percentage of the principal amount); (v) the Series 2023 Bonds, if any, to be retired from mandatory sinking fund redemption payments and the dates and the amounts thereof; (vi) the time and redemption price, if any, at which the Series 2023 Bonds may be called for redemption prior to their maturity at the option of the City; and (vii) any other provisions deemed advisable by the Designated Officers not materially in conflict with the provisions of this Resolution. Following the sale of the Series 2023 Bonds, the Designated Officers shall obtain such information as they deem necessary to make such determinations as provided above and shall make such determinations as provided above and shall execute the Certificate of Determination containing such terms and provisions of each series of the Series 2023 Bonds, which execution shall be conclusive evidence of the action or determination of the Designated Officers as to the matters stated therein. Section 4. Approval and Execution of the Fourth Supplemental Indenture. The Fourth Supplemental Indenture, in substantially the form attached hereto as Exhibit B, is hereby authorized and approved, and the Mayor is hereby authorized, empowered and directed to execute and deliver the Fourth Supplemental Indenture on behalf of the City, and the City Recorder or any Deputy City Recorder is hereby authorized, empowered and directed to affix to the Fourth Supplemental Indenture the seal of the City and to attest such seal and countersign such Fourth Supplemental Indenture, with such changes to the Fourth Supplemental Indenture from the form attached hereto as are approved by the Mayor, her execution thereof to constitute conclusive evidence of such approval. The Master Indenture and the Fourth Supplemental Indenture, shall constitute a "system of registration" for all purposes of the Registered Public Obligations Act of Utah. Section 5. Preliminary Official Statement Deemed Final. The Preliminary Official Statement (including the Report of the Airport Consultant provided by Landrum & Brown, Incorporated appended to the Preliminary Official Statement as Appendix B thereto)with respect to the Series 2023 Bonds, in substantially the form presented at this meeting and in the form attached hereto as Exhibit C (collectively, the "Preliminary Official Statement"), including the use and distribution thereof, is hereby authorized and approved, with such changes, omissions, insertions,revisions and supplements as shall be necessary to complete the same and as the Mayor, the Airport Executive Director or the Airport Director of Finance shall deem advisable. The Mayor, the Airport Executive Director and the Airport Director of Finance are, and each of them is, hereby authorized to do or perform all such acts and to execute all such certificates, documents and other instruments as may be necessary or advisable to deem final the Preliminary Official Statement within the meaning and for purposes of paragraph (b)(1) of Rule 15c2-12 of the Securities and Exchange Commission, as amended ("Rule 15c2-12"), subject to completion thereof with the information established at the time of the sale of the Series 2023 Bonds. The Underwriters are hereby authorized to distribute (via printed format and/or electronic means) the 6 4854-1788-4237 Preliminary Official Statement in connection with the sale of the Series 2023 Bonds to the public. In connection with the distribution of the Preliminary Official Statement, the Underwriters are hereby further authorized to distribute(via printed format and/or through electronic means)copies of the most recent annual comprehensive financial report of the Department of Airports of the City and such other financial statements of the City or the Department of Airports of the City as the Airport Executive Director or the Airport Director of Finance shall deem necessary or desirable. Section 6. Final Official Statement. The final Official Statement with respect to the Series 2023 Bonds, in substantially the form of the Preliminary Official Statement (including the Report of the Airport Consultant provided by Landrum & Brown, Incorporated appended to the Preliminary Official Statement as Appendix B thereto) presented at this meeting and in the form attached hereto as Exhibit C (collectively, the "Final Official Statement"), including the use and distribution thereof, is hereby authorized with such changes, omissions, insertions, revisions and supplements as the Mayor, the Airport Executive Director and the Airport Director of Finance shall deem advisable in order for such Final Official Statement to be deemed a "final official statement" within the meaning of and for purposes of Rule 15c2-12, including the completion thereof with the information established at the time of the sale of the Series 2023 Bonds set forth in the Certificate of Determination. The Mayor and the Airport Executive Director shall sign and deliver the Final Official Statement, and any supplements thereto, for distribution (via printed format and/or electronic means) to prospective purchasers of the Series 2023 Bonds and other interested persons. The approval of any such changes, omissions, insertions, revisions and supplements shall be conclusively established by the Mayor's and the Airport Executive Director's execution of such Final Official Statement. The Underwriters are hereby authorized to distribute (via printed format and/or electronic means) the Final Official Statement in connection with the sale of the Series 2023 Bonds to the public. In connection with the distribution of the Final Official Statement, the Underwriters are hereby further authorized to distribute (via printed format and/or through electronic means) copies of the most recent annual comprehensive financial report of the Department of Airports of the City and such other financial statements of the City or the Department of Airports of the City as the Airport Executive Director or the Airport Director of Finance shall deem necessary or desirable. Section 7. Sale of the Series 2023 Bonds; Bond Purchase Agreement. The Series 2023 Bonds authorized to be issued herein are hereby authorized to be sold and delivered to the Underwriters, upon the terms and conditions set forth in the Bond Purchase Agreement. The Mayor and the Airport Executive Director (or the Airport Director of Finance) are hereby authorized, empowered and directed to execute and deliver the Bond Purchase Agreement on behalf of the City in substantially the form attached hereto as Exhibit D,with such changes therein from the form attached hereto as are approved by the Mayor and the Airport Executive Director (or the Airport Director of Finance), their execution thereof to constitute conclusive evidence of such approval (the "Bond Purchase Agreement"). The City Recorder or any Deputy City Recorder is hereby authorized, empowered and directed to affix to the Bond Purchase Agreement the seal of the City and to attest such seal and countersign the Bond Purchase Agreement. Section 8. Other Certificates and Documents Required to Evidence Compliance with Federal Tax and Securities Laws. Each of the Mayor, the City Recorder or any Deputy City Recorder, the Airport Executive Director and the Airport Director of Finance, acting singularly, is hereby authorized and directed to execute (a) such certificates and documents, including one or 7 4854-1788-4237 more tax compliance certificates, as are required to evidence compliance with the Code relating to the tax-exempt status of interest on the Series 2023 Bonds; and (b) a Continuing Disclosure Agreement, in substantially the form attached hereto as Exhibit E (the "Continuing Disclosure Agreement"), and such other certificates and documents as shall be necessary to comply with the requirements of Rule 15c2-12 and other applicable federal securities laws. Section 9. Other Actions With Respect to the Series 2023 Bonds. The officers and employees of the City shall take all action necessary or reasonably required to carry out,give effect to, and consummate the transactions contemplated hereby and shall take all action necessary or desirable in conformity with the Act and the Indenture to carry out the issuance of the Series 2023 Bonds, including, without limitation, the execution and delivery of any closing and other documents required to be delivered in connection with the sale and delivery of the Series 2023 Bonds. If(a)the Mayor; (b) the City Recorder; (c) the Airport Executive Director; or (d) the Airport Director of Finance shall be unavailable or unable to execute or attest and countersign, respectively, the Series 2023 Bonds or the other documents that they are hereby authorized to execute, attest and countersign, the same may be executed, or attested and countersigned, respectively, (i) by the Mayor's Chief of Staff; (ii) by any Deputy City Recorder; (iii) by any designee of the Airport Executive Director; or (iv) by any designee of the Airport Director of Finance. Without limiting the generality of the foregoing, the officers and employees of the City are authorized and directed to take such action as shall be necessary and appropriate to issue the Series 2023 Bonds. Section 10. Notice of Public Hearing and Notice of Bonds to be Issued; Contest Period. (a) Notice ofPublic Hearing. In accordance with Section 11-14-318 of the Act and Section 147(f)of the Code,as applicable,the City shall hold a public hearing on June 6, 2023, or such other date as selected by the City Council, to receive input from the public with respect to (i) the issuance of the Series 2023 Bonds in an aggregate principal amount not to exceed $$600,000,000; and (ii) the potential economic impact that the Series 2023 Projects will have on the private sector, from time to time. The hearing date shall not be less than 14 days after the Notice of Public Hearing is published and posted, such publication to be(A)made on(1)the Utah Public Notice Website created under Utah Code Section 63A-16-601, and(2)the Salt Lake City Public Notice Webpage, and(B)posted in a public location within the City and County Building, Plaza 349, and the Main Library, likely to be seen by residents of Salt Lake City, as required under Utah Code Section 63G- 28-102. The City directs its officers and staff to cause the Notice of Public Hearing, in substantially the form attached hereto as Exhibit F, to be (i) published at the time and on (1) the Utah Public Notice Website created under Utah Code Section 63A-16-601, and (2)the Salt Lake City Public Notice Webpage, and (ii) posted at the time and in a public location within the City and County Building, Plaza 349, and the Main Library, likely to be seen by residents of Salt Lake City, as required under Utah Code Section 63G-28-102. After the public hearing, the Mayor is hereby authorized to approve the issuance of the Series 2023 Bonds in accordance with Section 147(f) of the Code. (b) Notice of Bonds to be Issued- Contest Period. In accordance with Section 11-14-316 of the Act, the City directs its officers and staff to cause the Notice of 8 4854-1788-4237 Bonds to be Issued with respect to the Series 2023 Bonds,in substantially the form attached hereto as Exhibit G, to be (i) published on (A) the Utah Public Notice Website created under Utah Code Section 63A-16-601, (B)the Salt Lake City Public Notice Webpage, and (C) the Utah Legal Notices website (www.utahlegals.com) created under Utah Code Section 45-1-101, and(ii)posted in a public location within the City and County Building, Plaza 349,and the Main Library,likely to be seen by residents of Salt Lake City,as required under Utah Code Section 63G-28-102. The City Recorder shall cause a copy of this Resolution (together with all exhibits hereto) to be kept on file electronically and at 451 South State Street, Room 415, Salt Lake City, Utah, for public examination during the regular business hours of the City until at least thirty (30) days from and after the date of publication of the Notice of Bonds to be Issued. Section 11. Declaration of Official Intent(Reimbursement of Expenditures). The City Council hereby declares the official intent of the City to reimburse the City with proceeds of the Series 2023 Bonds for expenditures with respect to the "Terminal Redevelopment Program" and the "North Concourse Program" at Salt Lake International Airport, made on and after a date that is no more than 60 days prior to the adoption of this Resolution. For purposes of this Section 11, the "Terminal Redevelopment Program" and the "North Concourse Program" at Salt Lake International consist of the following components, among others: Concourse A-East, Concourse B-East, hardstand facilities, baggage handling systems, the Central Tunnel, airfield projects, "remain-overnight" airfield pavement, apron paving, the hydrant fueling system, and taxiway paving. Each of said expenditures was and will be either (a) of a type properly chargeable to a capital account under general federal income tax principles (determined in each case as of the date of the expenditure), (b)a cost of issuance with respect to the Series 2023 Bonds, (c) a nonrecurring item that is not customarily payable from current revenues, or(d) a grant to pay a party that is not related to or an agent of the City so long as such grant does not impose any obligation or condition (directly or indirectly) to repay any amount to or for the benefit of the City. The maximum principal amount of the Series 2023 Bonds to be issued to finance the certain portions of the "Terminal Redevelopment Program"and the"North Concourse Program at Salt Lake International is approximately $600 million(inclusive of financing costs). The City will make a reimbursement allocation, which is a written allocation by the City that evidences the City's use of proceeds of the Series 2023 Bonds to reimburse an expenditure, no later than 18 months after the later of the date on which the expenditure is paid or the applicable component of the "Terminal Redevelopment Program" or the"North Concourse Program" at Salt Lake International is placed in service or abandoned, but in no event more than three years after the date on which the expenditure is paid. Section 12. Prior Acts Ratified,Approved and Confirmed. All acts of the officers and employees of the City heretofore or hereafter undertaken in connection with the issuance of the Series 2023 Bonds are hereby ratified, approved and confirmed. Section 13. Resolution Irrepealable. Following the execution and delivery of the Fourth Supplemental Indenture, this Resolution shall be and remain irrepealable until all of the Series 2023 Bonds and the interest thereon shall have been fully paid, cancelled, and discharged. 9 4854-1788-4237 Section 14. Severability. If any section,paragraph,clause,or provision of this Resolution shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceability of such section, paragraph, clause, or provision shall not affect any of the remaining provisions of this Resolution. Section 15. Effective Date. This Resolution shall be effective immediately upon its approval and adoption. [Remainder of page intentionally left blank; signature page follows] 10 4854-1788-4237 ADOPTED AND APPROVED by the City Council of Salt Lake City, Utah, this 16th day of May, 2023. SALT LAKE CITY,UTAH By Chair, Salt Lake City Council ATTEST: By City Recorder [SEAL] APPROVED: By Mayor APPROVED AS TO FORM: B M,e�aw lie-Pa,rr,�.r�s� y Megan DePaulis Senior City Attorney S-1 4854-1788-4237 EXHIBIT A CERTIFICATE OF DETERMINATION PURSUANT TO RESOLUTION NO. [ ] OF 2023 PROVIDING FOR THE ISSUANCE OF AIRPORT REVENUE BONDS Dated: [ ], 2023 1. Authority; Definitions. Pursuant to Resolution No. of 2023, adopted by the City Council (the "City Council") of Salt Lake City, Utah (the "City") on May 16, 2023 (the "Resolution"), the City Council has authorized the issuance of the City's Airport Revenue Bonds, Series 2023A (AMT) (the "Series 2023A Bonds") and Airport Revenue Bonds, Series 2023B (Non-AMT) (the "Series 2023B Bonds," and together with the Series 2023A Bonds, the "Series 2023 Bonds")under and pursuant to the Master Trust Indenture, dated as of February 1, 2017 (the "Master Indenture"), by and between the City and Wilmington Trust, National Association, as trustee (the "Trustee"), and a Fourth Supplemental Trust Indenture, to be dated as of[ ] 1, 2023 (the "Fourth Supplemental Indenture," and together with the Master Indenture, the "Indenture"), to be executed and delivered by and between the City and the Trustee. This certificate is executed pursuant to and in accordance with the delegation of authority contained in the Resolution, as authorized by law. All terms used herein and not otherwise defined herein shall have the meanings specified in the Resolution or the Indenture. 2. Acceptance of Offer. The offer of BofA Securities, Inc., J.P. Morgan Securities LLC, Barclays Capital Inc., Goldman Sachs & Co. LLC, Samuel A. Ramirez & Co., Inc., Siebert Williams Shank & Co., LLC, and Wells Fargo Bank, National Association (collectively, the "Underwriters" ) for the purchase of the Series 2023 Bonds, which is set out in full in the Bond Purchase Agreement, dated [ ], 2023 (the "Bond Purchase Agreement"),between the City and BofA Securities, Inc., on behalf of itself and the other Underwriters, is hereby accepted, it being hereby found, determined and declared that such offer is in the best interests of the City. The Series 2023 Bonds shall be issued by the City for the purposes set forth in the Indenture. The sale of the Series 2023A Bonds to the Underwriters at the price of $[ ] (representing the par amount of the Series 2023A Bonds $[ ], plus an original issue premium of $[ ], less an original issue discount of $[ ], and less an Underwriters' discount of$[ ]) is hereby confirmed. The Series 2023A Bonds shall be delivered to the Underwriters and the proceeds of sale thereof applied as provided in the Indenture, the Bond Purchase Agreement and paragraph 5 hereof. The sale of the Series 2023B Bonds to the Underwriters at the price of $[ ] (representing the par amount of the Series 2023B Bonds $[ ], plus an original issue premium of $[ ], less an original issue discount of $[ ], and less an Underwriters' discount of$[ ]) is hereby confirmed. The Series 2023B Bonds shall be delivered to the Underwriters and the proceeds of sale thereof applied as provided in the Indenture, the Bond Purchase Agreement and paragraph 5 hereof. 4854-1788-4237 3. Maturity Dates, Principal Amounts and Interest Rates of Series 2023 Bonds. The Series 2023A Bonds shall be issued in the aggregate principal amount of$[ ]. The Series 2023A Bonds shall mature on July 1 of the years and in the principal amounts, and shall bear interest payable semiannually on January 1 and July 1, commencing on January 1, 20[_], at the rates per annum, as follows: Maturity Date Principal Interest (July 1) Amount Rate $ The Series 2023B Bonds shall be issued in the aggregate principal amount of$[�. The Series 2023B Bonds shall mature on July 1 of the years and in the principal amounts, and shall bear interest payable semiannually on January 1 and July 1, commencing on January 1, 20[_], at the rates per annum, as follows: Maturity Date Principal Interest (July 1) Amount Rate $ A-2 4854-1788-4237 4. Redemption of Series 2023 Bonds. Optional Redemption of the Series 2023 Bonds. (a) The Series 2023A Bonds maturing on or before July 1, 20[_] are not subject to optional redemption prior to maturity. The Series 2023A Bonds maturing on or after July 1,20[_] are redeemable at the option of the City on or after[ ] 1,20[_], in whole or in part at any time, from any moneys that may be provided for such purpose, at a redemption price equal to [ ]% of the principal amount of the Series 2023A Bonds to be redeemed plus accrued interest to the date fixed for redemption, without premium. (b) The Series 2023B Bonds maturing on or before July 1, 20[_] are not subject to optional redemption prior to maturity. The Series 2023B Bonds maturing on or after July 1,20[_] are redeemable at the option of the City on or after[ ] 1,20[_], in whole or in part at any time, from any moneys that may be provided for such purpose and at a redemption price equal to [ ]% of the principal amount of such Series 2023B Bonds to be redeemed plus accrued interest to the date fixed for redemption, without premium. Mandatory Sinking Fund Redemption of the Series 2023 Term Bonds. (a) The Series 2023A Bonds maturing on July 1, 20[_] are subject to mandatory sinking fund redemption in part, by lot, at a redemption price equal to 100% of the principal amount thereof,plus accrued interest thereon to the date fixed for redemption, without premium, on July 1 of the following years and in the following principal amounts: July 1 of the Year Principal Amount 'Final Maturity Date (b) The Series 2023B Bonds maturing on July 1, 20[ ] are subject to mandatory sinking fund redemption in part,by lot, at a redemption price equal to 100% of the principal amount thereof,plus accrued interest thereon to the date fixed for redemption, without premium, on July 1 of the following years and in the following principal amounts: A-3 4854-1788-4237 July 1 Principal Amount of the Year `Final Maturity Date 5. Use of Proceeds of Series 2023 Bonds. (a) The proceeds of the sale of the Series 2023A Bonds, being the amount of $[ ] (which sum represents the par amount of the Series 2023A Bonds of $[ ] plus an original issue premium of $[ ], less an original issue discount of$[ ], and less an Underwriters' discount of$[ ]), shall be deposited and used as follows: (i) $[ ],representing Capitalized Interest, shall be deposited into the Interest Account of the Series 2023A Debt Service Fund (held by the Trustee)to be used to pay the interest due and payable on the Series 2023A Bonds on the following dates and in the following amounts: Interest Payment Amount to be Used to Date Pay Interest All remaining amounts on deposit in Interest Account shall be deposited into the Common Debt Service Reserve Fund(held by the Trustee); (iii) $[ ] shall be deposited into the Series 2023A Costs of Issuance Account (held by the City) to be used to pay the Costs of Issuance of the Series 2023A Bonds; and (iv) $[ ] shall be deposited into the Series 2023A Construction Fund (held by the City)to be used to pay the Costs of the Series 2023A Project. A-4 4854-1788-4237 (b) The proceeds of the sale of the Series 2023B Bonds, being the amount of $[ ] (which sum represents the par amount of the Series 2023B Bonds of $[ ] plus an original issue premium of $[ ], less an original issue discount of$[ ], and less an Underwriters' discount of$[ ]), shall be deposited and used as follows: (i) $[ ],representing Capitalized Interest, shall be deposited into the Interest Account of the Series 2023B Debt Service Fund (held by the Trustee)to be used to pay the interest due and payable on the Series 2023B Bonds on the following dates and in the following amounts: Interest Payment Amount to be Used to Date Pay Interest All remaining amounts on deposit in Interest Account shall be deposited into the Common Debt Service Reserve Fund(held by the Trustee); (iii) $[ ] shall be deposited into the Series 2023B Costs of Issuance Account (held by the City) to be used to pay the Costs of Issuance of the Series 2023B Bonds; and (iv) $[ ] shall be deposited into the Series 2023B Construction Fund (held by the City)to be used to pay the Costs of the Series 2023B Project. (Remainder of page intentionally left blank; signature page follows) A-5 4854-1788-4237 IN WITNESS WHEREOF,we have hereunto set our hand on the day of ,2023. By Mayor By Chair, Salt Lake City Council Approved as to form: By Senior City Attorney A-6 4854-1788-4237 EXHIBIT B [ATTACH FORM OF FOURTH SUPPLEMENTAL TRUST INDENTURE] 4854-1788-4237 DRAFT FOURTH SUPPLEMENTAL TRUST INDENTURE by and between SALT LAKE CITY, UTAH, a municipal corporation and political subdivision of the State of Utah and WILMINGTON TRUST,NATIONAL ASSOCIATION as Trustee Relating to $[PARA] $[PARB] Salt Lake City, Utah Salt Lake City, Utah Airport Revenue Bonds Airport Revenue Bonds Series 2023A Series 2023B (AMT) (Non-AMT) Dated as of[•] 1, 2023 4855-0634-7339.3 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS; INTERPRETATIONS Section1.01. Definitions........................................................................................................2 Section 1.02. Article and Section References........................................................................4 ARTICLE II THE SERIES 2023 BONDS Section 2.01. Designation of the Series 2023 Bonds; Principal Amount..............................4 Section 2.02. Series 2023 Bonds Under the Master Indenture; Security; Parity...................4 Section 2.03. General Terms of the Series 2023 Bonds ........................................................4 Section 2.04. Exchange of Series 2023 Bonds ......................................................................6 ARTICLE III REDEMPTION OF THE SERIES 2023 BONDS Section 3.01. Notices to Holders............................................................................................6 Section 3.02. Redemption Dates............................................................................................7 Section 3.03. Optional Redemption of the Series 2023 Bonds..............................................7 Section 3.04. Mandatory Sinking Fund Redemption of the Series 2023 Term Bonds.......... 8 Section 3.05. Payment of Series 2023 Bonds Called for Redemption ................................ 10 Section 3.06. Selection of Series 2023 Bonds for Redemption; Series 2023 Bonds Redeemedin Part........................................................................................... 10 Section 3.07. Effect of Redemption Call............................................................................. 10 ARTICLE IV ESTABLISHMENT OF FUNDS AND APPLICATION THEREOF Section 4.01. Establishment of Funds and Accounts........................................................... 10 Section 4.02. Application of Series 2023A Bond Proceeds................................................. 11 Section 4.03. Application of Series 2023B Bond Proceeds................................................. 12 Section 4.04. Series 2023A Debt Service Fund................................................................... 13 Section 4.05. Series 2023A Construction Fund................................................................... 14 Section 4.06. Series 2023B Debt Service Fund................................................................... 14 Section 4.07. Series 2023B Construction Fund................................................................... 16 Section 4.08. Series 2023 Costs of Issuance Fund............................................................... 16 Section 4.09. Common Debt Service Reserve Fund............................................................ 17 Section 4.10. Sources of Payment of the Series 2023 Bonds .............................................. 17 Section 4.11. Perfection of Security Interest ....................................................................... 17 ARTICLE V TAX COVENANTS Section 5.01. Series 2023 Rebate Fund............................................................................... 18 Section 5.02. Preservation of Tax Exemption ..................................................................... 18 4855-0634-7339.3 ARTICLE VI MISCELLANEOUS Section 6.01. Parties in Interest............................................................................................ 19 Section 6.02. Continuing Disclosure ................................................................................... 19 Section 6.03. Severability.................................................................................................... 19 Section 6.04. No Personal Liability of City Members and Officials; Limited Liability of City to Bondholders.................................................................... 19 Section 6.05. Execution of Instruments; Proof of Ownership............................................. 19 Section 6.06. System of Registration...................................................................................20 Section 6.07. Plan of Financing...........................................................................................20 Section 6.08. Governing Law..............................................................................................20 Section6.09. Notices ...........................................................................................................20 Section6.10. Holidays.........................................................................................................21 Section 6.11. Counterparts...................................................................................................21 Section 6.12. Representation Regarding Ethical Standards for City Officers and Employees and Former City Officers and Employees...................................21 EXHIBIT A FORM OF SERIES 2023 BOND EXHIBIT B DEBT SERVICE SCHEDULES EXHIBIT C-1 SERIES 2023A PROJECTS EXHIBIT C-2 SERIES 2023B PROJECTS ii 4855-0634-7339.3 FOURTH SUPPLEMENTAL TRUST INDENTURE THIS FOURTH SUPPLEMENTAL TRUST INDENTURE (this "Fourth Supplemental Indenture"), dated as of[•] 1, 2023, is entered into by and between SALT LAKE CITY,UTAH(the"City"), a municipal corporation and political subdivision of the State of Utah, and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America, as trustee (the "Trustee"), and supplements that Master Trust Indenture, dated as of February 1, 2017 (as amended, restated, supplemented or otherwise modified from time to time in accordance with the terms thereof, the "Master Indenture"), by and between the City and the Trustee. WHEREAS, the Master Indenture provides in Section 2.09 thereof for the issuance of Bonds and in Section 10.02 thereof for the execution and delivery of Supplemental Indentures setting forth the terms of such Bonds; and WHEREAS the City now, for the purpose of providing money to finance certain capital improvements to Salt Lake City International Airport, by execution and delivery of this Fourth Supplemental Indenture and in compliance with the provisions of the Master Indenture (a) sets forth the terms of its (i) $[PARA] Airport Revenue Bonds, Series 2023A (AMT) (the "Series 2023A Bonds") and (ii) its $[PARB] Airport Revenue Bonds, Series 2023B (Non-AMT) (the "Series 2023B Bonds" and, together with the Series 2023A Bonds, the "Series 2023 Bonds"), (b)provides for the deposit and use of the proceeds of the Series 2023 Bonds, and(c)makes other provisions relating to the Series 2023 Bonds. GRANTING CLAUSE In order to secure the payment of the Series 2023 Bonds, the City hereby pledges, assigns and grants to the Trustee with respect to the Series 2023 Bonds all of the liens,rights, interests and privileges set forth in the Granting Clauses of, and elsewhere in, the Master Indenture. To secure further the payment of the Series 2023 Bonds, the City in furtherance of the Master Indenture hereby pledges and grants to the Trustee a lien on and security interest in and assigns to the Trustee all right, title and interest of the City, except as otherwise provided herein, in and to (a) the Common Debt Service Reserve Fund (as defined in the Master Indenture) and all moneys and securities held from time to time therein and,with respect to any Debt Service Reserve Fund Surety Policy (as defined in the Master Indenture) provided at any time in satisfaction of all or a portion of the Reserve Requirement(as defined in the Master Indenture)with respect to the Common Debt Service Reserve Fund, all rights,title and interest in such instruments and the proceeds thereof, (b) the Series 2023A Construction Fund (as hereinafter defined) and all moneys and securities held from time to time therein, (c)the Series 2023B Construction Fund(as hereinafter defined) and all moneys and securities held from time to time therein, (d) the Series 2023A Debt Service Fund (as hereinafter defined) and all moneys and securities held from time to time therein, including any Capitalized Interest, (e) the Series 2023B Debt Service Fund (as hereinafter defined) and all moneys and securities held from time to time therein,including any Capitalized Interest,and(f)the Series 2023 Costs of Issuance Fund (as hereinafter defined) and all moneys and securities held from time to time therein. 4855-0634-7339.3 ARTICLE I DEFINITIONS; INTERPRETATIONS Section 1.01. Definitions. The following definitions shall apply to terms used in this Fourth Supplemental Indenture unless the context clearly requires otherwise. Capitalized terms not otherwise defined in this Section 1.01 or elsewhere in this Fourth Supplemental Indenture shall have the same meanings as set forth in the Master Indenture. "Authorized Denominations" means $5,000 principal amount and integral multiples thereof. "Continuing Disclosure Agreement" means the agreement of the City, dated the date of issuance of the Series 2023 Bonds, pursuant to which the City shall agree to undertake for the benefit of the Holders and the beneficial owners of the Series 2023 Bonds certain ongoing disclosure requirements. "Costs of Issuance" means all costs and expenses incurred by the City in connection with the issuance of the Series 2023 Bonds, including,but not limited to,costs and expenses of printing and copying documents, the preliminary and final official statements and the Series 2023 Bonds, underwriters' compensation, and the fees, costs and expenses of rating agencies, the Trustee, counsel, accountants, financial advisors, feasibility consultants and other consultants. "Fourth Supplemental Indenture" means this Fourth Supplemental Trust Indenture, dated as of[•] 1, 2023, by and between the City and the Trustee and which, among other things, sets forth the terms of the Series 2023 Bonds. "Interest Payment Date"means each July 1 and January 1,commencing [January] 1,2024, the dates upon which interest on the Series 2023 Bonds becomes due and payable. "Master Indenture" means the Master Trust Indenture, dated as of February 1, 2017, by and between the City and the Trustee, as the same may be amended, supplemented or otherwise modified from time to time in accordance with the terms thereof. "Paying Agent" means, for purposes of this Fourth Supplemental Indenture and the Series 2023 Bonds, the Trustee, or any other institution appointed by the City. "Record Date" means for a January 1 Interest Payment Date the preceding December 15 and for a July I Interest Payment Date the preceding June 15. "Registrar"means for purposes of this Fourth Supplemental Indenture and the Series 2023 Bonds, the Trustee, or any other institution appointed by the City. "Series 2023A Bonds"means $[PARA] aggregate principal amount of Bonds issued under the Master Indenture and this Fourth Supplemental Indenture and designated as "Salt Lake City, Utah, Airport Revenue Bonds, Series 2023A(AMT)." 2 4855-0634-7339.3 "Series 2023A Construction Fund' means the Construction Fund of such designation established pursuant to Section 4.01(d) hereof and into which money is to be deposited to pay Costs of the Series 2023A Projects. "Series 2023A Costs of Issuance Account" means the Account of such designation established in the Series 2023 Costs of Issuance Fund pursuant to Section 4.01(c) hereof and into which money is to be deposited to pay Costs of Issuance of the Series 2023A Bonds. "Series 2023A Debt Service Fund' means the Debt Service Fund of such designation established pursuant to Section 4.01(a)hereof and into which money is to be deposited to pay debt service on the Series 2023A Bonds. "Series 2023A Projects" means, collectively, any or all of those capital projects listed in Exhibit C-1 attached hereto which are to be financed with the proceeds of the Series 2023A Bonds deposited into the Series 2023A Construction Fund. "Series 2023A Term Bonds" means, collectively, the Series 2023A Bonds maturing on July 1, 20[•] and the Series 2023A Bonds maturity on July 1, 20[9]. "Series 2023E Bonds"means $[PARB] aggregate principal amount of Bonds issued under the Master Indenture and this Fourth Supplemental Indenture and designated as "Salt Lake City, Utah, Airport Revenue Bonds, Series 2023B (Non-AMT)." "Series 2023E Construction Fund' means the Construction Fund of such designation established pursuant to Section 4.01(e) hereof and into which money is to be deposited to pay Costs of the Series 2023B Projects. "Series 2023E Costs of Issuance Account" means the Account of such designation established in the Series 2023 Costs of Issuance Fund pursuant to Section 4.01(c) hereof and into which money is to be deposited to pay Costs of Issuance of the Series 2023B Bonds. "Series 2023B Debt Service Fund' means the Debt Service Fund of such designation established pursuant to Section 4.01(b)hereof and into which money is to be deposited to pay debt service on the Series 2023B Bonds. "Series 2023E Projects" means, collectively, any or all of those capital projects listed in Exhibit C-2 attached hereto which are to be financed with the proceeds of the Series 2023B Bonds deposited into the Series 2023B Construction Fund. "Series 2023B Term Bonds" means, collectively, the Series 2023B Bonds maturing on July 1, 20[•] and the Series 2023B Bonds maturity on July 1, 20[9]. "Series 2023 Bonds" means, collectively, the Series 2023A Bonds and the Series 2023B Bonds. "Series 2023 Costs of Issuance Fund' means the Fund of such designation established pursuant to Section 4.01(c)hereof and into which money is to be deposited to pay Costs of Issuance of the Series 2023 Bonds. 3 4855-0634-7339.3 "Series 2023 Rebate Fund" means the Fund of such designation that may be established from time to time pursuant to Section 5.01 hereof and the provisions of the Tax Certificate. "Series 2023 Term Bonds" means, collectively, the Series 2023A Term Bonds and the Series 2023B Term Bonds. "Tax Certificate"means the Tax Compliance Certificate, dated the date of issuance of the Series 2023 Bonds, as amended from time to time, entered into by the City and executed with respect to the Series 2023 Bonds. Section 1.02. Article and Section References. Except as otherwise indicated,references to Articles and Sections are to Articles and Sections of this Fourth Supplemental Indenture. ARTICLE II THE SERIES 2023 BONDS Section 2.01. Designation of the Series 2023 Bonds; Principal Amount. The Bonds authorized to be issued under the Master Indenture and this Fourth Supplemental Indenture shall be designated as (a) "Salt Lake City,Utah,Airport Revenue Bonds, Series 2023A(AMT)",which shall be issued in the original principal amount of$[PARA], and(b)"Salt Lake City,Utah,Airport Revenue Bonds, Series 2023B(Non-AMT)",which shall be issued in the original principal amount of$[PARB]. Section 2.02. Series 2023 Bonds Under the Master Indenture; Security; Parity. The Series 2023 Bonds are issued under and subject to the terms of the Master Indenture, shall be Bonds as defined pursuant to the Master Indenture, and are secured by and payable, on parity with all Outstanding Bonds, from Net Revenues and other security provided in the Granting Clauses of the Master Indenture and this Fourth Supplemental Indenture and in accordance with the terms of the Master Indenture and this Fourth Supplemental Indenture. In order to secure the payment of the Series 2023 Bonds, the City hereby pledges, assigns and grants to the Trustee with respect to the Series 2023 Bonds all of the liens, rights, interests and privileges set forth in the Granting Clauses of, and elsewhere in, the Master Indenture and this Fourth Supplemental Indenture. Section 2.03. General Terms of the Series 2023 Bonds. The Series 2023 Bonds shall, upon initial issuance, be dated [•], 2023. Each Series 2023 Bond shall bear interest from the Interest Payment Date next preceding the date of authentication thereof unless such date of authentication is an Interest Payment Date, in which event such Series 2023 Bond shall bear interest from such date of authentication, or unless such date of authentication is after a Record Date and before the next succeeding Interest Payment Date, in which event such Series 2023 Bond shall bear interest from such succeeding Interest Payment Date, or unless such date of authentication is on or before [December 15, 2023], in which, event such Series 2023 Bond shall bear interest from [•], 2024. If interest on the Series 2023 Bonds shall be in default, Series 2023 Bonds issued in exchange for Series 2023 Bonds surrendered for transfer or exchange shall bear interest from the Interest Payment Date to which interest has been paid in full on the Series 2023 Bonds surrendered. 4 4855-0634-7339.3 The Series 2023 Bonds shall be initially issued as Book-Entry Bonds as provided in Section 2.06 of the Master Indenture. The Series 2023 Bonds shall be issued in Authorized Denominations. Interest on the Series 2023 Bonds shall be paid on each Interest Payment Date. Interest on the Series 2023 Bonds shall be calculated on the basis of a year of 360 days and twelve 30-day months. The Series 2023A Bonds shall be issued in the original principal amount of$[PARA] and shall mature on the dates and in the principal amounts and bear interest at the interest rates as set forth in the following schedule: Maturity Date Principal Interest (July 1) Amount Rate The Series 2023B Bonds shall be issued in the original principal amount of$[PARB] and shall mature on the dates and in the principal amounts and bear interest at the interest rates as set forth in the following schedule: Maturity Date Principal Interest (July ) Amount Rate Payment of the principal of the Series 2023 Bonds shall be made upon surrender of the Series 2023 Bonds to the Trustee or its agent;provided that with respect to the Series 2023 Bonds which are Book-Entry Bonds, the payment of the principal shall be made as provided in Section 2.06 of the Master Indenture and the Representation Letter. Payment of interest on the 5 4855-0634-7339.3 Series 2023 Bonds which are not Book-Entry Bonds shall be paid by check or draft of the Trustee mailed on the Interest Payment Date by first-class mail to the person who is the Holder thereof on the Record Date, and such payment shall be mailed to such Holder at his address as it appears on the registration books of the Registrar. The payment of interest on Book-Entry Bonds shall be made as provided in Section 2.06 of the Master Indenture and the Representation Letter. With respect to all Series 2023 Bonds, interest due and payable on any Interest Payment Date shall be paid to the person who is the Holder as of the Record Date. The Series 2023 Bonds shall be substantially in the form of Exhibit A attached hereto. If the principal of a Series 2023 Bond becomes due and payable, but shall not have been paid as a result of a default hereunder, and no provision is made for its payment, then such Series 2023 Bond shall bear interest at the same rate after such default as on the day before the default occurred. Section 2.04. Exchange of Series 2023 Bonds. Series 2023 Bonds which are delivered to the Registrar for exchange may be exchanged for an equal total principal amount of Series 2023 Bonds of the same Series, interest rate and maturity date. The Registrar will not, however, be required to transfer or exchange (a) any such Series 2023 Bond during the period established by the Registrar for selection of Series 2023 Bonds for redemption or(b) any Series 2023 Bond which has been selected for redemption. ARTICLE III REDEMPTION OF THE SERIES 2023 BONDS Section 3.01. Notices to Holders. If the City wishes that any Series 2023 Bonds be redeemed pursuant to any optional redemption provision in this Fourth Supplemental Indenture, the City will notify the Trustee of the applicable provision, the redemption date, the applicable Series, the maturity date, the interest rate, the CUSIP number and the principal amount of the applicable Series 2023 Bonds to be redeemed and other necessary particulars. The City will give notice to the Trustee at least thirty-five (35) days before the redemption date, provided that the Trustee may, at its option, waive such notice or accept notice at a later date. The Trustee shall give notice of redemption, in the name of the City,to Holders affected by such redemption at least thirty (30) days but not more than sixty (60) days before each redemption date, send such notice of redemption by first-class mail (or with respect to Series 2023 Bonds held by DTC, either via electronic means or by an express delivery service for delivery on the next following Business Day) to each Holder of a Series 2023 Bond to be redeemed; each such notice shall be sent to the Holder's registered address. Each notice of redemption shall specify the date of issue,the applicable Series,the maturity date, the interest rate and the CUSIP number of the applicable Series 2023 Bonds to be redeemed, if less than all Series 2023 Bonds of a Series, maturity date and interest rate are called for redemption,the numbers assigned to such Series 2023 Bonds to be redeemed,the principal amount to be redeemed,the date fixed for redemption,the redemption price,the place or places of payment, the Trustee's name, that payment will be made upon presentation and surrender of the applicable Series 2023 Bonds to be redeemed, that interest, if any, accrued to the date fixed for redemption 6 4855-0634-7339.3 and not paid will be paid as specified in said notice, and that on and after said date interest thereon will cease to accrue. The City may provide that, if at the time of mailing of notice of an optional redemption there shall not have been deposited with the Trustee moneys and/or securities sufficient to redeem all the applicable Series 2023 Bonds called for redemption, such notice may state that it is conditional,that is, subject to the deposit of the redemption moneys with the Trustee not later than one (1)Business Day prior to the scheduled redemption date, and such notice shall be of no effect unless such moneys are so deposited. In the event sufficient moneys and/or securities are not on deposit one(1)Business Day prior to the scheduled redemption date,then the redemption shall be canceled and on such cancellation date notice shall be mailed (or otherwise provided) to the Holders of such Series 2023 Bonds to be redeemed in the manner provided in this Section. Failure to give any required notice of redemption as to any particular Series 2023 Bonds will not affect the validity of the call for redemption of any Series 2023 Bonds in respect of which no failure occurs. Any notice sent as provided herein will be conclusively presumed to have been given whether or not actually received by the addressee. When notice of redemption is given, Series 2023 Bonds called for redemption become due and payable on the date fixed for redemption at the applicable redemption price. In the event that funds are deposited with the Trustee sufficient for redemption, interest on the Series 2023 Bonds to be redeemed will cease to accrue on and after the date fixed for redemption. If any Series 2023 Bonds at the time of redemption, are Book-Entry Bonds, then, at the time of the mailing required by the first paragraph of this Section, such redemption notice shall be given by (i)registered or certified mail, postage prepaid; (ii)telephonically confirmed facsimile transmission; or(iii) overnight delivery service, to: The Depository Trust Company 55 Water Street, 50th Floor New York, NY 10041-0099 Attention: Call Notification Facsimile: (212) 855-7232 Failure to give the notice described in the immediately preceding paragraph or any defect therein shall not in any manner affect the redemption of any Series 2023 Bonds. Section 3.02. Redemption Dates. The date fixed for redemption for Series 2023 Bonds to be optionally redeemed in accordance with Section 3.03 hereof will be a date designated by the City in the notice delivered pursuant to Section 3.01 hereof. The date fixed for mandatory sinking fund redemptions of the Series 2023 Term Bonds will be as set forth in Section 3.04 hereof. Section 3.03. Optional Redemption of the Series 2023 Bonds. (a) The Series 2023A Bonds maturing on or before July 1,20[9] are not subject to optional redemption prior to maturity. The Series 2023A Bonds maturing on or after July 1, 20[•] are redeemable at the option of the City on or after [July] 1, 20[•], in whole or in part at any time, from any moneys that may be provided for such purpose, at a 7 4855-0634-7339.3 redemption price equal to 100% of the principal amount of the Series 2023A Bonds to be redeemed plus accrued interest to the date fixed for redemption, without premium. (b) The Series 2023B Bonds maturing on or before July 1,20[•] are not subject to optional redemption prior to maturity. The Series 2023B Bonds maturing on or after July 1, 20[•] are redeemable at the option of the City on or after [July] 1, 20[•], in whole or in part at any time, from any moneys that may be provided for such purpose, at a redemption price equal to 100% of the principal amount of the Series 2023B Bonds to be redeemed plus accrued interest to the date fixed for redemption, without premium. Section 3.04. Mandatory Sinking Fund Redemption of the Series 2023 Term Bonds. (a) The Series 2023A Bonds maturing on July 1,20[•] are subject to mandatory sinking fund redemption in part,by lot,at a redemption price equal to 100%of the principal amount thereof, plus accrued interest thereon to the date fixed for redemption, without premium, on July 1 of the following years and in the following principal amounts: July 1 of the Year Principal Amount *Final Maturity Date (b) The Series 2023A Bonds maturing on July 1,20[•] are subject to mandatory sinking fund redemption in part,by lot,at a redemption price equal to 100%of the principal amount thereof, plus accrued interest thereon to the date fixed for redemption, without premium, on July 1 of the following years and in the following principal amounts: July 1 of the Year Principal Amount 'Final Maturity Date (d) The Series 2023B Bonds maturing on July 1,20[•] are subject to mandatory sinking fund redemption in part,by lot,at a redemption price equal to 100%of the principal 8 4855-0634-7339.3 amount thereof, plus accrued interest thereon to the date fixed for redemption, without premium, on July 1 of the following years and in the following principal amounts: July 1 of the Year Principal Amount *Final Maturity Date (e) The Series 2023B Bonds maturing on July 1,20[•] are subject to mandatory sinking fund redemption in part,by lot,at a redemption price equal to 100%of the principal amount thereof, plus accrued interest thereon to the date fixed for redemption, without premium, on July 1 of the following years and in the following principal amounts: July 1 of the Year Principal Amount *Final Maturity Date (f) Except as otherwise provided in Section 2.06 of the Master Indenture, on or before the forty-fifth (45th) day prior to any mandatory sinking fund redemption date, the Trustee shall proceed to select for redemption (by lot in such manner as the Trustee may determine), from each applicable Series 2023 Term Bonds, an aggregate principal amount of such applicable Series 2023 Term Bonds equal to the amount for such year as set forth in the appropriate table above and shall call such Series 2023 Term Bonds or portions thereof(in Authorized Denominations) for redemption and give notice of such call. (g) At the option of the City,to be exercised by delivery of a written certificate to the Trustee on or before the sixtieth (60th) day next preceding any mandatory sinking fund redemption date, it may (i) deliver to the Trustee for cancellation Series 2023 Term Bonds or portions thereof(in Authorized Denominations)purchased in the open market or otherwise acquired by the City or(ii) specify a principal amount of such Series 2023 Term Bonds or portions thereof(in Authorized Denominations) which prior to said date have been optionally redeemed and previously cancelled by the Trustee at the request of the City and not theretofore applied as a credit against any mandatory sinking fund redemption requirement. Each such Series 2023 Term Bond or portion thereof so purchased, acquired or optionally redeemed and delivered to the Trustee for cancellation shall be credited by 9 4855-0634-7339.3 the Trustee at 100% of the principal amount thereof against the obligation of the City to pay the principal of such Series 2023 Term Bond on such mandatory sinking fund redemption date. In the event the City redeems any of the Series 2023 Term Bonds pursuant to Section 3.03 hereof or purchases or acquires any of the Series 2023 Term Bonds as described in this paragraph(g),the City will provide the Trustee with revised mandatory sinking fund schedules, if applicable. Section 3.05. Payment of Series 2023 Bonds Called for Redemption. Upon surrender to the Trustee or the Trustee's agent, the Series 2023 Bonds called for redemption shall be paid at the redemption price stated in the notice, plus, when applicable, interest accrued to the date fixed for redemption. Section 3.06. Selection of Series 2023 Bonds for Redemption; Series 2023 Bonds Redeemed in Part. The Series 2023 Bonds are subject to redemption in such order of maturity date within each applicable Series (except mandatory sinking fund payments on the Series 2023 Term Bonds) as the City may direct and by lot, selected in such manner as the Trustee (or DTC, as long as DTC is the securities depository for the Series 2023 Bonds) shall deem appropriate, within a maturity date and interest rate. Upon surrender of a Series 2023 Bond to be redeemed in part only, the Trustee will authenticate for the Holder a new Series 2023 Bond of the same Series, maturity date and interest rate equal in principal amount to the unredeemed portion of the Series 2023 Bond surrendered. Section 3.07. Effect of Redemption Call. On the date so designated for redemption, notice having been given in the manner and under the conditions provided herein and sufficient moneys for payment of the redemption price being held in trust by the Trustee to pay the redemption price, interest on such Series 2023 Bonds shall cease to accrue from and after such redemption date, such Series 2023 Bonds shall cease to be entitled to any lien, benefit or security under the Master Indenture and this Fourth Supplemental Indenture and the Holders of such Series 2023 Bonds shall have no rights in respect thereof except to receive payment of the redemption price. Series 2023 Bonds which have been duly called for redemption under the provisions of this Article III and for the payment of the redemption price of which moneys shall be held in trust for the Holders of the Series 2023 Bonds to be redeemed, all as provided in this Fourth Supplemental Indenture, shall not be deemed to be Outstanding under the provisions of the Master Indenture and this Fourth Supplemental Indenture. ARTICLE IV ESTABLISHMENT OF FUNDS AND APPLICATION THEREOF Section 4.01. Establishment of Funds and Accounts. The following funds and accounts are hereby established: (a) Salt Lake City, Utah, Airport Revenue Bonds, Series 2023A Debt Service Fund(the"Series 2023A Debt Service Fund") and therein an Interest Account, a Principal Account and a Redemption Account, to be held by the Trustee; 10 4855-0634-7339.3 (b) Salt Lake City, Utah, Airport Revenue Bonds, Series 2023B Debt Service Fund(the"Series 2023B Debt Service Fund") and therein an Interest Account, a Principal Account and a Redemption Account, to be held by the Trustee; (c) Salt Lake City,Utah,Airport Revenue Bonds, Series 2023 Costs of Issuance Fund(the"Series 2023 Costs oflssuance Fund")and therein(i)the Salt Lake City, Utah, Airport Revenue Bonds, Series 2023A Costs of Issuance Account(the"Series 2023A Costs of Issuance Account"), and (ii) the Salt Lake City, Utah, Airport Revenue Bonds, Series 2023B Costs of Issuance Account (the "Series 2023B Costs of Issuance Account'), to be held by the City; (d) Salt Lake City, Utah, Airport Revenue Bonds, Series 2023A Construction Fund(the "Series 2023A Construction Fund"), to be held by the City; and (e) Salt Lake City, Utah, Airport Revenue Bonds, Series 2023B Construction Fund(the "Series 2023B Construction Fund"), to be held by the City. Section 4.02. Application of Series 2023A Bond Proceeds. The proceeds of the sale of the Series 2023A Bonds,in the amount of$[•]] (which sum represents the par amount of the Series 2023A Bonds of$[PARA].00, plus an original issue premium in the amount of$[•] and less an underwriters' discount in the amount of$[•]), received by the Trustee ($[•] was received by the Trustee)and the City($[•]was received by the City)shall be deposited by the Trustee and the City as follows: (a) $[•] of the amount received by the Trustee,representing Capitalized Interest on the Series 2023A Bonds, shall be deposited by the Trustee into the Interest Account of the Series 2023A Debt Service Fund to be used to pay the interest due and payable on the Series 2023A Bonds on the following dates and in the following amounts: Interest Payment Amount to be Used to Date Pay Interest (b) $[•] of the amount received by the Trustee shall be deposited by the Trustee into the Common Debt Service Reserve Fund; 11 4855-0634-7339.3 (c) $[•] of the amount received by the City shall be deposited by the City into the Series 2023A Costs of Issuance Account to be used to pay the Costs of Issuance of the Series 2023A Bonds; and (d) $[•] of the amount received by the City shall be deposited by the City into the Series 2023A Construction Fund to be used to pay the Costs of the Series 2023A Projects. Section 4.03. Application of Series 2023B Bond Proceeds. The proceeds of the sale of the Series 2023B Bonds, in the amount of$[•] (which sum represents the par amount of the Series 2023B Bonds of$[PARB].00, plus an original issue premium in the amount of$[•], and less an underwriters' discount in the amount of$[•]), received by the Trustee ($[•] was received by the Trustee)and the City($[•]was received by the City)shall be deposited by the Trustee and the City as follows: (a) $[•] of the amount received by the Trustee,representing Capitalized Interest on the Series 2023B Bonds, shall be deposited by the Trustee into the Interest Account of the Series 2023B Debt Service Fund to be used to pay the interest due and payable on the Series 2023B Bonds on the following dates and in the following amounts: Interest Payment Amount to be Used to Date Pay Interest (b) $[•] of the amount received by the Trustee shall be deposited by the Trustee into the Common Debt Service Reserve Fund; (c) $[•] of the amount received by the City shall be deposited by the City into the Series 2023B Costs of Issuance Account to be used to pay the Costs of Issuance of the Series 2023B Bonds; and (d) $[•] of the amount received by the City shall be deposited by the City into the Series 2023B Construction Fund to be used to pay the Costs of the Series 2023B Projects. 12 4855-0634-7339.3 Section 4.04. Series 2023A Debt Service Fund. The Trustee shall make deposits into the Series 2023A Debt Service Fund as follows: (a) Interest Account. The Trustee shall deposit into the Interest Account the amount as provided in Section 4.02(a)hereof and shall, thereafter, deposit into the Interest Account the amounts received from the City, as provided in the Master Indenture, to be used to pay interest on the Series 2023A Bonds. The Trustee shall also deposit into the Interest Account any other amounts deposited with the Trustee for deposit in the Interest Account or transferred from other Funds and Accounts for deposit therein. All amounts held at any time in the Interest Account shall be held on a priority basis for the ratable security and payment of interest due on the Series 2023A Bonds in accordance with their terms. Earnings on amounts representing Capitalized Interest on deposit in the Interest Account shall be retained in the Interest Account until the Series 2023A Projects are completed. On [•], 20[•], any amounts representing Capitalized Interest, and any earnings thereon, remaining on deposit in the Interest Account shall be transferred to the Series 2023A Construction Fund. Earnings on all other amounts in the Interest Account (other than earnings on amounts representing Capitalized Interest) shall be withdrawn and paid to the City on the Business Day following an Interest Payment Date for deposit into the Revenue Account unless an Event of Default exists under the Master Indenture, in which event the earnings shall be retained in the Interest Account. (b) Principal Account. The Trustee shall deposit into the Principal Account the amounts received from the City, as provided in the Master Indenture,to be used to pay the principal of the Series 2023A Bonds whether at maturity or by mandatory sinking fund redemption as provided in Section 3.04 hereof. The Trustee shall also deposit into the Principal Account any other amounts deposited with the Trustee for deposit into the Principal Account or transferred from other Funds and Accounts for deposit therein. On or about each July 15, earnings on amounts in the Principal Account shall be withdrawn by the Trustee and paid to the City for deposit into the Revenue Account unless an Event of Default exists under the Master Indenture, in which event the earnings shall be retained in the Principal Account. (c) Redemption Account. The Trustee shall deposit into the Redemption Account amounts received from the City as provided in the Master Indenture to be used to pay the redemption price of Series 2023A Bonds being redeemed as provided in Section 3.03 hereof. The Trustee shall also deposit into the Redemption Account any other amounts deposited with the Trustee for deposit into the Redemption Account or transferred from other Funds and Accounts for deposit therein. Earnings on the Redemption Account shall be withdrawn and paid to the City on the Business Day following a redemption date for deposit into the Revenue Account unless an Event of Default exists under the Master Indenture, in which event the earnings shall be retained in the Redemption Account. 13 4855-0634-7339.3 The Series 2023A Debt Service Fund shall be invested and reinvested by the Trustee as directed by an Authorized City Representative in Permitted Investments. Section 4.05. Series 2023A Construction Fund. (a) There shall be deposited into the Series 2023A Construction Fund the amounts as provided in Section 4.02(d) hereof, any amounts transferred from the Interest Account of the Series 2023A Debt Service Fund representing Capitalized Interest and earnings thereon as described in Section 4.04(a) hereof, and any earnings from the Series 2023A Costs of Issuance Account as described in Section 4.08(d)hereof. (b) The City shall apply amounts on deposit in the Series 2023A Construction Fund to pay the Costs of the Series 2023A Projects and will expend amounts on deposit in the Series 2023A Construction Fund only in accordance with and subject to the limitations set forth in the Tax Certificate. Amounts on deposit in the Series 2023A Construction Fund shall not be used to pay Costs of Issuance. The City shall maintain records of all expenditures made from the Series 2023A Construction Fund, which records shall include (i)the name of each entity to which payment was made, (ii) the applicable amount paid to such entity, and(iii)the applicable Series 2023A Projects for which such payment relates. (c) Moneys held in the Series 2023A Construction Fund shall be invested and reinvested in Permitted Investments as directed by an Authorized City Representative. Earnings on the Series 2023A Construction Fund shall be retained in the Series 2023A Construction Fund. (d) The completion of the Series 2023A Projects shall be evidenced by the filing with the Trustee of a certificate of an Authorized City Representative stating either (i)the date of completion of the Series 2023A Projects and the amount, if any, required in the opinion of such Authorized City Representative for the payment of any remaining part of the Costs of the Series 2023A Projects or (ii) that all amounts in the Series 2023A Construction Fund have been disbursed or expenses in respect thereof have been incurred. Any amount remaining in the Series 2023A Construction Fund following the delivery of such certificate, except for amounts required for the payment of any remaining part of the Costs of the Series 2023A Projects, or upon the determination of the City not to proceed with all or a portion of the Series 2023A Projects, may, at the determination of the City,be applied to any other lawful purpose. As a condition to the disbursement of funds for a purpose other than the financing of the Series 2023A Projects, an opinion of Bond Counsel shall be delivered to the City and the Trustee that the purpose for which such funds are to be used is a lawful purpose for which such proceeds may be used under the Act and that such use shall not result in the inclusion of interest on any Series 2023A Bonds in gross income of the recipient thereof for federal income tax purposes. Section 4.06. Series 2023B Debt Service Fund. The Trustee shall make deposits into the Series 2023B Debt Service Fund as follows: (a) Interest Account. The Trustee shall deposit into the Interest Account the amount as provided in Section 4.03(a)hereof and shall, thereafter, deposit into the Interest 14 4855-0634-7339.3 Account the amounts received from the City, as provided in the Master Indenture, to be used to pay interest on the Series 2023B Bonds. The Trustee shall also deposit into the Interest Account any other amounts deposited with the Trustee for deposit in the Interest Account or transferred from other Funds and Accounts for deposit therein. All amounts held at any time in the Interest Account shall be held on a priority basis for the ratable security and payment of interest due on the Series 2023B Bonds in accordance with their terms. Earnings on amounts representing Capitalized Interest on deposit in the Interest Account shall be retained in the Interest Account until the Series 2023B Projects are completed. On [•], [•], any amounts representing Capitalized Interest, and any earnings thereon, remaining on deposit in the Interest Account shall be transferred to the Series 2023B Construction Fund. Earnings on all other amounts in the Interest Account (other than earnings on amounts representing Capitalized Interest) shall be withdrawn and paid to the City on the Business Day following an Interest Payment Date for deposit into the Revenue Account unless an Event of Default exists under the Master Indenture, in which event the earnings shall be retained in the Interest Account. (b) Principal Account. The Trustee shall deposit into the Principal Account the amounts received from the City, as provided in the Master Indenture,to be used to pay the principal of the Series 2023B Bonds whether at maturity or by mandatory sinking fund redemption as provided in Section 3.04 hereof. The Trustee shall also deposit into the Principal Account any other amounts deposited with the Trustee for deposit into the Principal Account or transferred from other Funds and Accounts for deposit therein. On or about each July 15, earnings on amounts in the Principal Account shall be withdrawn by the Trustee and paid to the City for deposit into the Revenue Account unless an Event of Default exists under the Master Indenture, in which event the earnings shall be retained in the Principal Account. (c) Redemption Account. The Trustee shall deposit into the Redemption Account amounts received from the City as provided in the Master Indenture to be used to pay the redemption price of Series 2023B Bonds being redeemed as provided in Section 3.03 hereof. The Trustee shall also deposit into the Redemption Account any other amounts deposited with the Trustee for deposit into the Redemption Account or transferred from other Funds and Accounts for deposit therein. Earnings on the Redemption Account shall be withdrawn and paid to the City on the Business Day following a redemption date for deposit into the Revenue Account unless an Event of Default exists under the Master Indenture, in which event the earnings shall be retained in the Redemption Account. The Series 2023B Debt Service Fund shall be invested and reinvested by the Trustee directed by an Authorized City Representative in Permitted Investments. 15 4855-0634-7339.3 Section 4.07. Series 2023B Construction Fund. (a) There shall be deposited into the Series 2023B Construction Fund the amounts as provided in Section 4.03(d) hereof, any amounts transferred from the Interest Account of the Series 2023B Debt Service Fund representing Capitalized Interest and earnings thereon as described in Section 4.06(a) hereof, and any earnings from the Series 2023B Costs of Issuance Account as described in Section 4.08(e)hereof. (b) The City shall apply amounts on deposit in the Series 2023B Construction Fund to pay the Costs of the Series 2023B Projects and will expend amounts on deposit in the Series 2023B Construction Fund only in accordance with and subject to the limitations set forth in the Tax Certificate. Amounts on deposit in the Series 2023B Construction Fund shall not be used to pay Costs of Issuance. The City shall maintain records of all expenditures made from the Series 2023B Construction Fund, which records shall include (i)the name of each entity to which payment was made, (ii) the applicable amount paid to such entity, and(iii)the applicable Series 2023B Projects for which such payment relates. (c) Moneys held in the Series 2023B Construction Fund shall be invested and reinvested in Permitted Investments as directed by an Authorized City Representative. Earnings on the Series 2023B Construction Fund shall be retained in the Series 2023B Construction Fund. (d) The completion of the Series 2023B Projects shall be evidenced by the filing with the Trustee of a certificate of an Authorized City Representative stating either(i) the date of completion of the Series 2023B Projects and the amount, if any, required in the opinion of such Authorized City Representative for the payment of any remaining part of the Costs of the Series 2023B Projects or (ii) that all amounts in the Series 2023B Construction Fund have been disbursed or expenses in respect thereof have been incurred. Any amount remaining in the Series 2023B Construction Fund following the delivery of such certificate, except for amounts required for the payment of any remaining part of the Costs of the Series 2023B Projects, or upon the determination of the City not to proceed with all or a portion of the Series 2023B Projects, may, at the determination of the City,be applied to any other lawful purpose. As a condition to the disbursement of funds for a purpose other than the financing of the Series 2023B Projects, an opinion of Bond Counsel shall be delivered to the City and the Trustee that the purpose for which such funds are to be used is a lawful purpose for which such proceeds may be used under the Act and that such use shall not result in the inclusion of interest on any Series 2023B Bonds in gross income of the recipient thereof for federal income tax purposes. Section 4.08. Series 2023 Costs of Issuance Fund. (a) There shall be deposited into the respective Accounts within the Series 2023 Costs of Issuance Fund the amounts as provided in Sections 4.02(c) and 4.03(c hereof. (b) The City shall apply amounts on deposit in the Series 2023 Costs of Issuance Fund to pay Costs of Issuance of the Series 2023 Bonds and will expend amounts on deposit in the Series 2023 Costs of Issuance Fund only in accordance with and subject 16 4855-0634-7339.3 to the limitations set forth in the Tax Certificate. The City shall maintain records of all expenditures made from the Series 2023 Costs of Issuance Fund, which records shall include (i)the name of each entity to which payment was made, (ii)the applicable amount paid to such entity, (iii)the Account in the Series 2023 Costs of Issuance Fund from which such payment was made, and (iv) a description of the Costs of Issuance represented by such payment. (c) Moneys held in the Series 2023 Costs of Issuance Fund shall be invested and reinvested in Permitted Investments as directed by an Authorized City Representative. (d) Earnings on the Series 2023A Costs of Issuance Account shall be deposited into the Series 2023A Construction Fund. Any amounts remaining in the Series 2023A Costs of Issuance Account on [•], 2024 shall be transferred to the Series 2023A Construction Fund and the Series 2023A Costs of Issuance Account shall be closed. (e) Earnings on the Series 2023B Costs of Issuance Account shall be deposited into the Series 2023B Construction Fund. Any amounts remaining in the Series 2023B Costs of Issuance Account on [•], 2024 shall be transferred to the Series 2023B Construction Fund and the Series 2023B Costs of Issuance Account shall be closed. Section 4.09. Common Debt Service Reserve Fund. The City hereby elects to have the Series 2023 Bonds participate in the Common Debt Service Reserve Fund established pursuant to the Master Indenture. As provided in Sections 4.02(b) and 4.03(b) hereto, at the time of the sale of the Series 2023 Bonds, a portion of the proceeds of the Series 2023 Bonds shall be deposited into the Common Debt Service Reserve Fund so that such amount on deposit in the Common Debt Service Reserve Fund will be equal to the Reserve Requirement for the Common Debt Service Reserve Fund. At the time of issuance of the Series 2023 Bonds,the Reserve Requirement for the Common Debt Service Reserve Fund shall be $[•]. Section 4.10. Sources of Payment of the Series 2023 Bonds. The Series 2023 Bonds shall be secured by and payable, on parity with all Outstanding Bonds, from the Net Revenues and other security provided in the Granting Clauses of the Master Indenture and this Fourth Supplemental Indenture and in accordance with the terms of the Master Indenture and this Fourth Supplemental Indenture. The City may, but is not obligated to, provide for the payment of the principal of and interest on the Series 2023 Bonds from any other source or from any other funds of the Department. Section 4.11. Perfection of Security Interest. (a) The Master Indenture and this Fourth Supplemental Indenture create a valid and binding pledge and assignment of and security interest in all of the Net Revenues pledged under the Master Indenture and this Fourth Supplemental Indenture in favor of the Trustee as security for payment of the Series 2023 Bonds, enforceable by the Trustee in accordance with the terms thereof. (b) Under the laws of the State, such pledge and assignment and security interest is automatically perfected by Section 11-14-501, Utah Code Annotated 1953, as 17 4855-0634-7339.3 amended, and is and shall have priority as against all parties having claims of any kind in tort, contract, or otherwise hereafter imposed on the Net Revenues. ARTICLE V TAX COVENANTS Section 5.01. Series 2023 Rebate Fund. The City hereby agrees that it will execute the Tax Certificate and will, pursuant to the provisions of the Tax Certificate, cause the Series 2023 Rebate Fund to be established at such times, if any, as provided for in the Tax Certificate, which fund will be funded if so required under the Tax Certificate and amounts in such Series 2023 Rebate Fund shall be held and disbursed in accordance with the Tax Certificate. Section 5.02. Preservation of Tax Exemption. (a) The City shall comply with the covenants and agreements set forth in the Tax Certificate. (b) The City shall not use or permit the use of any proceeds of Series 2023 Bonds or any other funds of the City held by the Trustee under the Master Indenture and this Fourth Supplemental Indenture, directly or indirectly, to acquire any securities or obligations, and shall not use or permit the use of any amounts received by the City or the Trustee with respect to the Series 2023 Bonds in any manner, and shall not take or permit to be taken any other action or actions, which would cause any Series 2023 Bond to be "federally guaranteed"within the meaning of Section 149(b) of the Code or an "arbitrage bond" within the meaning of Section 148 of the Code and applicable regulations promulgated from time to time thereunder and under Section 103(c)of the Code. The City shall observe and not violate the requirements of Section 148 of the Code and any such applicable regulations. In the event the City is of the opinion that it is necessary to restrict or limit the yield on the investment of money held by the Trustee, or to use such money in certain manners, in order to avoid the Series 2023 Bonds being considered "arbitrage bonds" within the meaning of Section 148 of the Code and the regulations thereunder as such may be applicable to the Series 2023 Bonds at such time, the City shall issue to the Trustee a certificate to such effect together with appropriate instructions, in which event the Trustee shall take such action as it is directed to take to use such money in accordance with such certificate and instructions, irrespective of whether the Trustee shares such opinion. (c) The City shall at all times do and perform all acts and things permitted by law and this Fourth Supplemental Indenture which are necessary or desirable in order to assure that interest paid on the Series 2023 Bonds will not be included in gross income for federal income tax purposes and shall take no action that would result in such interest being included in gross income for federal income tax purposes (other than interest paid to holders of the Series 2023A Bonds that are a"substantial user"of the facilities financed or refinanced with the Series 2023A Bonds or a "related person" within the meaning of Section 147(a)of the Code)and shall take no action that would result in such interest being included in gross income for federal income tax purposes (other than interest paid to 18 4855-0634-7339.3 holders of the Series 2023A Bonds that are a"substantial user"of the facilities financed or refinanced with the Series 2023A Bonds or a "related person" within the meaning of Section 147(a) of the Code). ARTICLE VI MISCELLANEOUS Section 6.01. Parties in Interest. Except as otherwise specifically provided herein, nothing in this Fourth Supplemental Indenture expressed or implied is intended or shall be construed to confer upon any person, firm or corporation other than the City, the Trustee, the Paying Agent and the Holders of the Series 2023 Bonds any right, remedy or claim under or by reason of this Fourth Supplemental Indenture or any covenant, condition or stipulation hereof, and all covenants, stipulations, promises and agreements in this Fourth Supplemental Indenture contained by and on behalf of the City shall be for the sole and exclusive benefit of the City, the Trustee and the Holders of the Series 2023 Bonds. Section 6.02. Continuing Disclosure. The City hereby covenants and agrees that it will comply with and carry out all of the provisions of the Continuing Disclosure Agreement. Notwithstanding any other provision of this Fourth Supplemental Indenture, failure of the City to comply with its obligations set forth in the Continuing Disclosure Agreement shall not constitute an Event of Default(as specified in Article VIII of the Master Indenture); provided,however, that any participating underwriter for the Series 2023 Bonds or any Holder or beneficial owner of the Series 2023 Bonds may take such actions as may be necessary and appropriate to compel performance by the City of its obligations under this Section,including seeking mandate or specific performance by court order. Section 6.03. Severability. In case any one or more of the provisions of this Fourth Supplemental Indenture, or of any Series 2023 Bonds issued hereunder shall, for any reason, be held to be illegal or invalid, such illegality or invalidity shall not affect any other provisions of this Fourth Supplemental Indenture or of the Series 2023 Bonds, and this Fourth Supplemental Indenture and any Series 2023 Bonds issued hereunder shall be construed and enforced as if such illegal or invalid provisions had not been contained herein or therein. Section 6.04. No Personal Liability of Mayor, City Council Members or City Officials; Limited Liability of City to Bondholders. No covenant or agreement contained in the Series 2023 Bonds or in this Fourth Supplemental Indenture shall be deemed to be the covenant or agreement of any present or future Mayor,Council member, official, officer, agent or employee of the City, the Department of Airports or the Airport System, in their individual capacity, and neither the members of the Council, the officers and employees of the City, nor any person executing the Series 2023 Bonds shall be liable personally on the Series 2023 Bonds or be subject to any personal liability or accountability by reason of the issuance thereof. Section 6.05. Execution of Instruments; Proof of Ownership. Any request, direction, consent or other instrument in writing required or permitted by this Fourth Supplemental Indenture to be signed or executed by the Holders of the Series 2023 Bonds or on their behalf by an attorney-in-fact may be in any number of concurrent instruments of similar tenor and may be 19 4855-0634-7339.3 signed or executed by such Holders in person or by an agent or attorney-in-fact appointed by an instrument in writing or as provided in the Series 2023 Bonds. Proof of the execution of any such instrument and of the ownership of Series 2023 Bonds shall be sufficient for any purpose of this Fourth Supplemental Indenture and shall be conclusive in favor of the Trustee with regard to any action taken by it under such instrument if made in the following manner: (a) The fact and date of the execution by any person of any such instrument may be proved by the certificate of any officer in any jurisdiction who,by the laws thereof, has power to take acknowledgments within such jurisdiction, to the effect that the person signing such instrument acknowledged before him the execution thereof, or by an affidavit of a witness to such execution. (b) The ownership of Series 2023 Bonds shall be proved by the registration books kept under the provisions of Section 2.04 of the Master Indenture. Nothing contained in this Section 6.05 shall be construed as limiting the Trustee to such proof. The Trustee may accept any other evidence of matters herein stated which it may deem sufficient. Any request, consent of, or assignment by any Holder of the Series 2023 Bonds shall bind every future Holder of the same Series 2023 Bonds or any Series 2023 Bonds issued in lieu thereof in respect of anything done by the Trustee or the City in pursuance of such request or consent. Section 6.06. System of Registration. The Master Indenture and this Fourth Supplemental Indenture shall constitute a system of registration within the meaning and for all purposes of the Registered Public Obligations Act, Chapter 7 of Title 15, Utah Code Annotated 1953, as amended. Section 6.07. Plan of Financing. The Master Indenture and this Fourth Supplemental Indenture shall constitute a plan of financing within the meaning and for all purposes of the Act. Section 6.08. Governing Law. The laws of the State shall govern the construction and enforcement of this Fourth Supplemental Indenture and of all of the Series 2023 Bonds issued hereunder. Section 6.09. Notices. Except as otherwise provided in this Fourth Supplemental Indenture, all notices, certificates, requests, requisitions or other communications by the City, the Trustee,the Paying Agent or the Registrar pursuant to this Fourth Supplemental Indenture shall be in writing and shall be sufficiently given and shall be deemed given when mailed by registered mail, postage prepaid, addressed as follows: if to the City, to the Salt Lake City Department of Airports, Attention: Chief Financial Officer, by delivery or by mail, P.O. Box 145550, Salt Lake City, Utah, 84114-5550, with a copy to the City Attorney at the same address; if to the Trustee, the Paying Agent and the Registrar to Wilmington Trust, National Association 650 Town Center Drive, Suite 600, Costa Mesa, California 92626, Attention: Corporate Trust Department. Any of the foregoing may, by notice given hereunder to each of the others, designate any further or different addresses to which subsequent notices, certificates, requests or other communications shall be sent hereunder. 20 4855-0634-7339.3 Section 6.10. 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 Fourth Supplemental Indenture, shall not be a Business Day, such payment may, unless otherwise provided in this Fourth Supplemental Indenture, 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 nominal date provided in this Indenture;provided that no interest shall accrue between the scheduled date of payment and the actual date of payment. Section 6.11. Counterparts. This Fourth Supplemental Indenture may be signed in several counterparts. Each will be an original, but all of them together constitute the same instrument. Pursuant to the Uniform Electronic Transactions Act, Title 46, Chapter 4 of the Utah Code Annotated 1953, as amended, the City and the Trustee hereby agree and consent to the use of electronic signatures and electronic records in connection with the Series 2023 Bonds; provided, however,that such consent and agreement only permits the use of,but does not require, electronic signatures or electronic records, including on documents delivered in counterparts. Section 6.12. Representation Regarding Ethical Standards for City Officers and Employees and Former City Officers and Employees. The Trustee represents that it has not: (a)provided an illegal gift or payoff to a City officer or employee or former City officer or employee, or his or her relative or business entity; (b) retained any person to solicit or secure the Trustee's appointment under this Fourth Supplemental Indenture upon an agreement or understanding for a commission, percentage, brokerage or contingent fee, other than bona fide employees or bona fide commercial selling agencies for the purpose of securing business; (c)knowingly breached any of the ethical standards set forth in the City's conflict of interest ordinance, Chapter 2.44 of the City Code; or (d) knowingly influenced, and hereby promises that it will not knowingly influence, a City officer or employee or former City officer or employee to breach any of the ethical standards set forth in the City's conflict of interest ordinance, Chapter 2.44 of the City Code. [Remainder of page intentionally left blank; signature page follows] 21 4855-0634-7339.3 IN WITNESS WHEREOF, the parties hereto have caused this Fourth Supplemental Trust Indenture to be duly executed, all as of the date first above written. SALT LAKE CITY, UTAH By Mayor Attest: By City Recorder [SEAL] Approved as to form: By Senior City Attorney WILMINGTON TRUST,NATIONAL ASSOCIATION, as Trustee By Authorized Representative [Signature page to Fourth Supplemental Trust Indenture] S-1 4855-0634-7339.3 EXHIBIT A FORM OF SERIES 2023 BOND UNLESS THIS BOND IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AS DEFINED IN THE HEREINAFTER DEFINED INDENTURE) TO THE TRUSTEE (AS HEREINAFTER DEFINED) FOR REGISTRATION OF, TRANSFER, EXCHANGE, OR PAYMENT,AND ANY SERIES 2023[A/B] BOND ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN. REGISTERED REGISTERED No. R- Principal Amount: $ UNITED STATES OF AMERICA STATE OF UTAH SALT LAKE CITY,UTAH AIRPORT REVENUE BOND SERIES 2023[A/B] [(AMT)/(Non-AMT)] Interest Rate Maturity Date Original Dated Date CUSIP % July 1, 20_ [•], 2023 795576 Registered Owner: Principal Amount: KNOW ALL MEN BY THESE PRESENTS that Salt Lake City,Utah(the "City"), a duly organized and existing municipal corporation and political subdivision of the State of Utah (the "State"), acknowledges itself indebted and for value received hereby promises to pay, in the manner and from the source hereinafter provided, to the Registered Owner identified above, or registered assigns, on the Maturity Date identified above, unless this Bond shall have been called for redemption and payment of the redemption price shall have been duly made or provided for, upon presentation and surrender hereof, the principal amount identified above, and to pay, in the manner and from the source hereinafter provided, to the Registered Owner hereof interest on the balance of said principal amount from time to time remaining unpaid from the Interest Payment Date next preceding the date of registration and authentication of this Bond, unless this Bond is registered and authenticated as of an Interest Payment Date, in which event this Bond shall bear interest from such Interest Payment Date, or unless this Bond is registered and authenticated prior 4855-0634-7339.3 to the first Interest Payment Date, in which event this Bond shall bear interest from the Original Dated Date specified above, or unless, as shown by the records of the hereinafter referred to Trustee,interest on the hereinafter referred to Series 2023[A/B] Bonds shall be in default,in which event this Bond shall bear interest from the date to which interest has been paid in full, at the rate per annum specified above (calculated on the basis of a year of 360 days comprised of twelve 30- day months), payable in each year on January 1 and July 1, beginning [January] 1, 2024, until payment in full of such principal amount,except as the provisions hereinafter set forth with respect to redemption prior to maturity may become applicable hereto. This Bond, as to principal and redemption price when due, will be payable at the principal corporate trust operations office of Wilmington Trust, National Association, as paying agent of the City, or its successor as such paying agent,in any coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts;provided,however,that payment of the interest hereon shall be made to the Registered Owner hereof and shall be paid by check or draft mailed to the person who is the Registered Owner as of the applicable Record Date at his address as it appears on the registration books of the Trustee or at such other address as is furnished in writing by such registered owner to the Trustee prior to the Record Date. Notwithstanding the previous sentence, if this Bond is a Book-Entry Bond, as defined in the hereinafter defined Master Indenture, principal, redemption price and interest will be paid as provided in Section 2.06 of the Master Indenture. The Record Date for a January 1 payment is the preceding December 15, and the Record Date for a July 1 payment is the preceding June 15. All capitalized terms not defined herein shall have the meanings set forth in the hereinafter defined Indenture. THIS BOND IS A LIMITED OBLIGATION OF THE CITY, PAYABLE SOLELY FROM AND SECURED BY A PLEDGE OF NET REVENUES DERIVED BY THE CITY FROM THE OPERATIONS OF THE AIRPORT SYSTEM AND CERTAIN FUNDS AND ACCOUNTS. NONE OF THE PROPERTIES OF THE AIRPORT SYSTEM ARE SUBJECT TO ANY MORTGAGE OR OTHER LIEN FOR THE BENEFIT OF THE OWNERS OF THE BONDS, AND NEITHER THE FULL FAITH AND CREDIT NOR THE TAXING POWER OF THE CITY,THE STATE OR ANY POLITICAL SUBDIVISION OR AGENCY OF THE STATE IS PLEDGED TO THE PAYMENT OF THE PRINCIPAL OF, PREMIUM, IF ANY, OR INTEREST ON THE BONDS. This Bond and the issue of Bonds of which it is a part are issued in conformity with and after full compliance with the Constitution of the State of Utah and pursuant to the provisions of the Local Government Bonding Act,Title 11, Chapter 14,Utah Code Annotated 1953,as amended (the"Act"), and all other laws applicable thereto. This Bond is a limited obligation of the City and is one of the Airport Revenue Bonds of the City (the "Bonds") issued under and by virtue of the Act and under and pursuant to a Master Trust Indenture, dated as of February 1, 2017 (the "Master Indenture"), by and between the City and Wilmington Trust, National Association, as trustee (said trustee and any successor thereto under the Master Indenture being herein referred to as the "Trustee"), and as supplemented by a Fourth Supplemental Trust Indenture, dated as of [•] 1, 2023 (the "Fourth Supplemental Indenture,"and together with the Master Indenture,the"Indenture"),by and between the City and the Trustee, for the purpose of financing or refinancing costs of certain capital improvements to the Salt Lake City International Airport, funding a debt service reserve fund and paying all expenses incident thereto and to the issuance of the Series 2023[A/B] Bonds described below. A-2 4855-0634-7339.3 As provided in the Master Indenture, Bonds may be issued from time to time in one or more series in various principal amounts, may mature at different times, may bear interest at different rates, and may otherwise vary as provided in the Master Indenture, and the aggregate principal amount of Bonds which may be issued is not limited. All Bonds issued and to be issued under the Master Indenture are and will be equally and ratably secured by the pledge and covenants made therein, except as otherwise expressly provided or permitted in or pursuant to the Master Indenture. This Bond is one of a Series of Bonds designated as "Airport Revenue Bonds, Series 2023[A/B] [(AMT)/(Non-AMT)]" (the "Series 2023[A/B] Bonds"), issued in the aggregate principal amount of$[[PARA]/[PARB]],dated as of the Original Dated Date identified above, and duly issued under and by virtue of the Act and under and pursuant to the Indenture. Copies of the Indenture are on file at the office of the City Recorder in Salt Lake City,Utah, and at the principal corporate trust office of the Trustee, in Costa Mesa, California, and reference to the Indenture and the Act is made for a description of the pledge and covenants securing the Series 2023[A/B]Bonds, the nature, manner and extent of enforcement of such pledge and covenants, the terms and conditions upon which the Series 2023[A/B] Bonds are issued and additional Bonds may be issued thereunder, and a statement of the rights, duties, immunities and obligations of the City and of the Trustee. Such pledge and other obligations of the City under the Indenture may be discharged at or prior to the maturity or redemption of the Series 2023[A/B]Bonds upon the making of provision for the payment thereof on the terms and conditions set forth in the Indenture. Simultaneously with the issuance of the Series 2023[A/B] Bonds, the City is issuing $[[PARA]/[PARB]] of its Airport Revenue Bonds, Series 2023[A/B] [(AMT)/(Non-AMT)] (the "Series 2023[A/B] Bonds") under the Indenture. Additionally, the City has previously issued (a) $826,210,000 aggregate principal amount of its Airport Revenue Bonds, Series 2017A(AMT) (the"Series 2017A Bonds"), (b) $173,790,000 aggregate principal amount of its Airport Revenue Bonds, Series 2017B (Non-AMT)(the"Series 2017B Bonds,"and together with the Series 2017A Bonds, the "Series 2017 Bonds"), (c) $753,855,000 aggregate principal amount of its Airport Revenue Bonds, Series 2018A (AMT) (the "Series 2018A Bonds"), (d) $96,695,000 aggregate principal amount of its Airport Revenue Bonds, Series 2018B (Non-AMT) (the "Series 2018B Bonds," and together with the Series 2018A Bonds, the "Series 2018 Bonds"), (e) $776,925,000 aggregate principal amount of its Airport Revenue Bonds, Series 2021A (AMT) (the "Series 2021A Bonds"), and (f) $127,645,000 aggregate principal amount of its Airport Revenue Bonds, Series 2021B (Non-AMT)(the"Series 2021B Bonds,"and together with the Series 2021A Bonds, the "Series 2021 Bonds"), under the Master Indenture. The Series 2023 Bonds, the Series 2017 Bonds, the Series 2018 Bonds and the Series 2021 Bonds are equally and ratably secured under the Master Indenture. The Master Indenture also provides for the incurrence of additional debt, including the issuance of additional bonds, to be secured under the Master Indenture equally and ratably with the Series 2023[A/B] Bonds,the Series 2023[A/B] Bonds,the Series 2017 Bonds,the Series 2018 Bonds and the Series 2021 Bonds. The Series 2023[A/B] Bonds maturing on or before July 1,20[•] are not subject to optional redemption prior to maturity. The Series 2023[A/B] Bonds maturing on or after July 1, 20[•] are redeemable at the option of the City on or after July 1, 20[•], in whole or in part at any time, from any moneys that may be provided for such purpose and at a redemption price equal to 100%of the A-3 4855-0634-7339.3 principal amount of the Series 2023[A/B] Bonds to be redeemed plus accrued interest to the date fixed for redemption, without premium. [The Series 2023A Bonds with a stated Maturity Date of July 1, 20[9] will be subject to mandatory sinking fund redemption on July 1, 20[•] and each July 1, thereafter, to and including July 1, 20[•] in accordance with the terms of a mandatory sinking fund redemption schedule set forth in the Fourth Supplemental Indenture.] [The Series 2023A Bonds with a stated Maturity Date of July 1, 20[•] will be subject to mandatory sinking fund redemption on July 1, 20[•] and each July 1, thereafter, to and including July 1, 20[•] in accordance with the terms of a mandatory sinking fund redemption schedule set forth in the Fourth Supplemental Indenture.] [The Series 2023B Bonds with a stated Maturity Date of July 1, 20[•] will be subject to mandatory sinking fund redemption on July 1, 20[•] and each July 1, thereafter, to and including July 1, 20[•] in accordance with the terms of a mandatory sinking fund redemption schedule set forth in the Fourth Supplemental Indenture.] [The Series 2023B Bonds with a stated Maturity Date of July 1, 20[•] will be subject to mandatory sinking fund redemption on July 1, 20[•] and each July 1, thereafter, to and including July 1, 20[•] in accordance with the terms of a mandatory sinking fund redemption schedule set forth in the Fourth Supplemental Indenture.] The Series 2023[A/B] Bonds are available in Authorized Denominations of $5,000 of original principal amount and integral multiples thereof. A holder may transfer or exchange Series 2023[A/B] Bonds in accordance with the Indenture. The Trustee may require a holder, among other things,to furnish appropriate endorsements and transfer documents and to pay any taxes and fees required by law or permitted by the Master Indenture. The Registered Owner of this Bond shall be treated as the owner of it for all purposes. If money for the payment of principal or interest remains unclaimed for two years, the Trustee will pay the money to or for the account of the City. After that, holders entitled to the money must look only to the City and not to the Trustee for payment. If the City at any time deposits with the Trustee money or Government Obligations as described in the Master Indenture sufficient to pay at maturity principal of and interest on the Outstanding Series 2023[A/B] Bonds, and if the City also pays all other sums then payable by the City under the Master Indenture, the Master Indenture will be discharged. After discharge, Bondholders must look only to the deposited money and securities for payment. If the City at any time deposits with the Trustee money or Government Obligations as described in the Master Indenture sufficient to pay at maturity, principal of and interest on all or any portion of the Outstanding Series 2023[A/B] Bonds, such Series 2023[A/B] Bonds, with respect to which the deposit was made, shall no longer be deemed to be Outstanding and shall no longer be secured by the Master Indenture except to the extent of the funds set aside therefor. A-4 4855-0634-7339.3 The Master Indenture,the Fourth Supplemental Indenture and the Series 2023[A/B] Bonds may be amended or supplemented, and any past default or compliance with any provision may be waived, as provided in the Master Indenture. Any consent given by the owner of this Bond shall bind any subsequent owner of this Bond or any Bond delivered in substitution for this Bond. The Master Indenture provides that the occurrences of certain events constitute Events of Default. If an Event of Default occurs and is continuing, the Trustee may exercise the remedies set forth in the Master Indenture and the Fourth Supplemental Indenture. Under no circumstances does an Event of Default grant any right to accelerate payment of this Bond. An Event of Default and its consequences may be waived as provided in the Master Indenture and the Fourth Supplemental Indenture. Bondholders may not enforce the Indenture or this Bond except as provided in the Master Indenture and the Fourth Supplemental Indenture. The Trustee may refuse to enforce the Indenture or this Bond unless it receives indemnity satisfactory to it. Subject to certain limitations, holders of a majority of the principal amount of the Series 2023[A/B] Bonds (determined in accordance with the terms of the Master Indenture and the Fourth Supplemental Indenture)may direct the Trustee in its exercise of any trust or power. No member, director, officer or employee of the City shall have any personal liability for any obligations of the City under this Bond, the Master Indenture or the Fourth Supplemental Indenture or for any claim based on such obligations or their creation or be subject to any personal liability or accountability by reason of the issuance thereof. Each Bondholder, by accepting this Bond, waives and releases all such liability. The waiver and release are part of the consideration for the issuance of this Bond. It is hereby certified and recited that all conditions, acts and things required by the Constitution or statutes of the State of Utah or by the Act or the Indenture to exist,to have happened or to have been performed precedent to or in the issuance of this Bond exist, have happened and have been performed and that the issue of Bonds, together with all other indebtedness of the City, is within every debt and other limit prescribed by said Constitution and statutes. This Bond shall not be valid until the Certificate of Authentication hereon shall have been signed by the Trustee. A-5 4855-0634-7339.3 IN WITNESS WHEREOF, SALT LAKE CITY,UTAH,has caused this Bond to be signed in its name and on its behalf by the signature of its Mayor, and its corporate seal to be impressed or imprinted hereon, and attested and countersigned by the signature of its City Recorder, all as of the Original Dated Date specified above. SALT LAKE CITY, UTAH By Mayor Attest and Countersign: By City Recorder [SEAL] A-6 4855-0634-7339.3 CERTIFICATE OF AUTHENTICATION This Bond is one of the Bonds described in the within mentioned Indenture and is one of the Airport Revenue Bonds, Series 2023[A/B][(AMT/Non-AMT)], of Salt Lake City, Utah. Date of registration and authentication: WILMINGTON TRUST,NATIONAL ASSOCIATION, as Trustee By Authorized Representative A-7 4855-0634-7339.3 FORM OF ASSIGNMENT I or we assign and transfer to Insert social security or other identifying number of assignee (Print or type name, address and zip code of assignee)this Bond and irrevocably appoint agent to transfer this Bond on the books of the City. The agent may substitute another to act for him. Dated: Signed (Sign exactly as name appears on the face of this Bond) Signature guaranteed: (NOTE: Signature must be guaranteed by an Eligible Guarantor Institution.) A-8 4855-0634-7339.3 EXHIBIT B DEBT SERVICE SCHEDULES $[PARA] Salt Lake City, Utah Airport Revenue Bonds Series 2023A (AMT) Date Principal Interest Total 4855-0634-7339.3 $[PARB] Salt Lake City, Utah Airport Revenue Bonds Series 2023B (Non-AMT) Date Principal Interest Total B-2 4855-0634-7339.3 EXHIBIT C-1 SERIES 2023A PROJECTS 4855-0634-7339.3 EXHIBIT C-2 SERIES 2023B PROJECTS 4855-0634-7339.3 EXHIBIT C [ATTACH FORM OF PRELIMINARY OFFICIAL STATEMENT] 4854-1788-4237 KKR Draft 4/21/2023 � o ° PRELIMINARY OFFICIAL STATEMENT DATED JULY 2023 o 3 NEW ISSUE-BOOK-ENTRY ONLY Ratings:See"RATINGS"herein. In the opinion of Kutak Rock LLP,Bond Counsel to the City,under existing laws,regulations,rulings and judicial decisions and b assuming the accuracy of certain representations and continuing compliance with certain covenants, interest on the Series 2023 Bonds is v excluded from gross income for federal income tax purposes,except for interest on any Series 2023A Bond for arty period during which such o Series 2023A Bond is held by a "substantial user"of the facilities financed by the Series 2023A Bonds, or a "related person"within the meaning of Section 147(a)of the Internal Revenue Code of 1986,as amended. Bond Counsel is further of the opinion that(a)interest on the Series 2023A Bonds is a spec f c preference item for purposes of the federal alternative minimum tax imposed on individuals,and(b)interest on the Series 2023B Bonds is not a specific preference item for purposes of the federal alternative minimum tax on individuals.For tax years w ° beginning after December 31,2022, interest on the Series 2023 Bonds may affect the federal alternative minimum tax imposed on certain corporations. Bond Counsel is further of the opinion that,under the existing laws of the State of Utah,as presently enacted and construed, o interest on the Series 2023 Bonds is exempt from State of Utah individual income taxes. See"TAX MATTERS"herein. o $XXX,XXX,000* o SALT LAKE CITY,UTAH a $XXX,XXX,000*Airport Revenue Bonds, Series 2023A(AMT) $XX,XXX,000*Airport Revenue Bonds, Series 2023B(Non-AMT) U ❑ � O b SALT LAKE CITY INTERNATIONAL AIRPORT ' Dated:Date of Delivery Due:July 1,as shown on the inside cover page hereof o � o.z Salt Lake City,Utah(the"City")is issuing its Airport Revenue Bonds,Series 2023A(AMT)(the"Series 2023A Bonds")and its Airport Revenue Bonds,Series 2023B(Non-AMT)(the"Series 2023B Bonds"and,with the Series 2023A Bonds,the"Series 2023 Bonds")to finance oportions of the New SLC,as described herein,and related costs of the City's Department of Airports(the"Department")at Salt Lake City International Airport(the`Airport"). The Series 2023 Bonds will be issued pursuant to a Master Trust Indenture(the"Master Indenture") y and a Fourth Supplemental Trust Indenture(the"Fourth Supplemental Indenture,"and,with the Master Indenture,the"Indenture"),each by w and between the City and Wilmington Trust,National Association,as trustee(the"Trustee"). The Series 2023 Bonds are limited obligations b ° of the City payable solely from and secured by a pledge of(a)Net Revenues,(b)certain funds and accounts held by the Trustee under the o y Indenture,and(c)other amounts payable under the Indenture,all as defined herein. The Series 2023 Bonds will be secured by a pledge of a ' Net Revenues on parity with the City's Airport Revenue Bonds Series 2017A,Series 2017B,Series 2018A,Series 2018B,Series 2021A and 2021B(collectively,the"Existing Bonds"),which are outstanding as of July 2,2023,in the aggregate principal amount of$2,706,245,000. roA None of the properties of the Airport System,as defined herein,are subject to any mortgage or other lien for the benefit of the owners of the y Series 2023 Bonds,and neither the full faith and credit nor the taxing power of the City,the State of Utah(the"State")or any political subdivision or agency of the State is pledged to the payment of the principal of or interest on the Series 2023 Bonds. oThe Series 2023 Bonds will be issued as fully registered bonds and,when issued,will be registered in the name of Cede&Co.,as registered owner and nominee for The Depository Trust Company,New York,New York DTC Purchasers will acquire beneficial ownership interests in the Series 2023 Bonds in denominations of$5,000 or integral multiples thereof and will not receive physical delivery of bond certificates. So long as Cede&Co.is the registered owner of the Series 2023 Bonds,principal of,premium if any,and interest on w the Series 2023 Bonds will be payable by the Trustee to Cede&Co.,as nominee for DTC. See"APPENDIX E—Book-Entry Only System" 0 � herein. The Series 2023 Bonds will bear interest from their date of original delivery,payable each January 1 and July 1,commencing on January ° s 1,2024. The Series 2023 Bonds are subject to optional and mandatory sinking fund redemption prior to maturity as described herein. �o o� See the inside cover page hereof for maturities,principal amounts,interest rates,yields and prices of the Series 2023 Bonds. o This cover page contains information for quick reference only. It is not a summary of this issue. Investors must read this entire ticial 8 y Statement to obtain information essential to the making of an informed investment decision. o „ The Series 2023 Bonds are offered when,as and if issued by the City and received by the Underwriters,subject to the receipt of an co unqualified approving opinion as to validity of Kutak Rock LLP,Denver,Colorado,Bond Counsel to the City,and certain other conditions. Certain legal matters will be passed upon for the City by the City Attorney,Katherine N.Lewis,and Disclosure Counsel to the City,Kaplan Kirsch&Rockwell LLP,Boston,Massachusetts,and for the Underwriters by their counsel,Gilmore&Bell,P.C.,Salt Lake City,Utah. PFM Financial Advisors LLC,San Francisco,California,serves as Municipal Advisor to the City. Delivery of the Series 2023 Bonds to DTC or its custodial agent is expected in New York,New York on or about August 2023. BofA Securities J.P. Morgan 65 �w b ° Barclays Goldman Sachs&Co. Ramirez&Co., Siebert Williams Shank Wells Fargo LLC Inc. &Co.,LLC Securities a July _,2023 aa '� L N Preliminary,subject to change ? V p+ t KKR Draft 4/21/2023 SALT LAKE CITY,UTAH $XXX,XXX,000- Airport Revenue Bonds,Series 2023A(AMT) Duc Principal Interest (July 1) Amount Rate Yield Price CUSIPt 795576 795576 795576 795576 795576 795576 795576 795576 795576 795576 795576 795576 795576 795576 795576 $ %Tenn Bonds due July 1,20_;Yield %;Price CUSIPt 795576_ $ %Term Bonds due July 1,20 ;Yield %;Price CUSIPt 795576 $XX,XXX,000* Airport Revenue Bonds,Series 2023B(Non-AMT) Due Principal Interest (July D Amount Rate Yield Price CUSIPt 795576 795576 795576 795576 795576 795576 795576 795576 795576 795576 795576 795576 795576 $ %Tenn Bonds due July 1,20_;Yield %;Price CUSIPt 795576_ $ %Term Bonds due July 1,20;Yield %;Price CUSIPt 795576_ j Copyright,American Bankers Association.CUSIP data herein are provided by CUSIP Global Services,managed on behalf of the American Bankers Association by FactSet Research Systems.The CUSIP numbers listed above are being provided solely for the convenience of Bondholders only at the time of issuance of the Series 2023 Bonds and neither the City nor the Underwriters make any representation with respect to such numbers or undertake any responsibility for their accuracy now or at any time in the future. Preliminary,subject to change 11 KKR Draft 4/21/2023 [This page intentionally left blank.] iii KKR Draft 4/21/2023 SALT LAKE CITY,UTAH CITY COUNCIL DarinMano...............................................................................................................................................Council Chair Victoria Petro-Eschler......................................................................................................................Council Vice Chair DanDugan............................................................................................................................................Council Member AmyFowler..........................................................................................................................................Council Member AlejandroPuy.......................................................................................................................................Council Member Ana Valdemoros...................................................................................................................................Council Member ChrisWharton......................................................................................................................................Council Member CITY ADMINISTRATION ErinJ.Mendenhall................................................................................................................................................Mayor RachelOtto................................................................................................................................................Chief of Staff KatherineLewis.........................................................................................................................................City Attorney CindyLou Trishman.................................................................................................................................City Recorder MarinaScott.............................................................................................................................................City Treasurer AIRPORT ADVISORY BOARD TheresaFoxley.......................................................................................................................................................Chair JohnBradshaw................................................................................................................................................Vice Chair JessBird.............................................................................................................................................................Member RogerBoyer.......................................................................................................................................................Member ArlynBradshaw.................................................................................................................................................Member DirkBurton........................................................................................................................................................Member TyeHoffman.....................................................................................................................................................Member HoangNguyen...................................................................................................................................................Member VictoriaPetro-Eschler.......................................................................................................................................Member StevePrice.........................................................................................................................................................Member DEPARTMENT OF AIRPORTS BillWyatt..........................................................................................................................................Executive Director Treber Anderson..........................................................................................................................Director of Operations Shane Andreasen........................................................................Director of Administration and Commercial Services Brian Butler................................................................................................................................Chief Financial Officer Edwin M. Cherry...................................................................................................Director of Information Technology Eddie R. Clayson......................................................................................................................Director of Maintenance Brady Fredrickson...........................................................................................Director of Planning and Environmental Medardo Gomez............................................................Director of Operational Readiness,Activation,and Transition Peter L.Higgins.........................................................................................................................Chief Operating Officer Melyssa Trnayskis..............................................................Director of Airport Design and Construction Management Nancy Vohner............................................................................................Director of Communication and Marketing BOND COUNSEL DISCLOSURE COUNSEL Kutak Rock LLP Kaplan Kirsch&Rockwell LLP Denver,Colorado Boston,Massachusetts MUNICIPAL ADVISOR INDEPENDENT AUDITORS PFM Financial Advisors LLC Eide Bailly LLP San Francisco,California Salt Lake City,Utah AIRPORT CONSULTANT TRUSTEE Landrum&Brown,Inc., Wilmington Trust,National Association Cincinnati,Ohio Los Angeles,California in association with Airmac LLC iv KKR Draft 4/21/2023 The information contained in this Official Statement has been furnished by the City,DTC and other sources that are believed to be reliable. No dealer,broker,salesperson or any other person has been authorized by the City or the Underwriters to give any information or to make any representations other than those contained in this Official Statement in connection with the offering contained herein,and,if given or made,such information or representations must not be relied upon as having been authorized by the City or the Underwriters. This Official Statement does not constitute an offer to sell or solicitation of an offer to buy,nor shall there be any sale of the Series 2023 Bonds by any person in any jurisdiction in which it is unlawful for such person to make such offer,solicitation or sale. The information and expressions of opinion herein are subject to change without notice, and neither delivery of this Official Statement nor any sale made thereafter shall under any circumstances create any implication that there has been no change in the affairs of the City or in any other information contained herein,since the date of this Official Statement. The Underwriters have provided the following sentence for inclusion in this Official Statement. The Underwriters have reviewed the information in this Official Statement in accordance with, and as part of, their responsibilities to investors under the federal securities laws as applied to the facts and circumstances of this transaction,but the Underwriters do not guarantee the accuracy or completeness of such information. The Series 2023 Bonds have not been registered under the Securities Act of 1933, as amended, in reliance upon exemptions contained in such act. Any registration or qualification of the Series 2023 Bonds in accordance with applicable provisions of the securities laws of the states in which the Series 2023 Bonds have been registered or qualified and the exemption from registration or qualification in other states cannot be regarded as a recommendation thereof. THE SERIES 2023 BONDS HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION, NOR HAS THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS OFFICIAL STATEMENT. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. This Official Statement contains"forward-looking statements"within the meaning of the federal securities laws in the sections hereof entitled "THE NEW SLC," "THE AIRPORT," "REPORT OF THE AIRPORT CONSULTANT" and APPENDIX B. These forward-looking statements include, among others, statements concerning expectations, beliefs, opinions, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. The forward-looking statements in this Official Statement are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in or implied by such statements. This Official Statement contains projections and estimates that are based on current expectations and assumptions. In light of the important factors that may materially affect the financial condition of the Department and the aviation industry generally and other economic and financial matters, the inclusion in this Official Statement of such projections and estimates should not be regarded as a representation by the City or the Underwriters that such projections and estimates will occur. Such projections and estimates are not intended as representations of fact or guarantees of results. The City and the Department each maintain a website and social media accounts. However,the information presented on those websites and social media accounts is not a part of this Official Statement and should not be relied upon in making an investment decision with respect to the Series 2023 Bonds. v KKR Draft 4/21/2023 TABLE OF CONTENTS INTRODUCTION.......................................................................................................................................................1 General ..........................................................................................................................................................I SaltLake City..................................................................................................................................................1 Salt Lake City Department of Airports...........................................................................................................1 Salt Lake City International Airport................................................................................................................1 TheNew SLC..................................................................................................................................................2 Planof Finance................................................................................................................................................2 TheSeries 2023 Bonds....................................................................................................................................2 Securityfor the Bonds.....................................................................................................................................3 Forward-Looking Statements..........................................................................................................................3 AdditionalInformation....................................................................................................................................3 THESERIES 2023 BONDS........................................................................................................................................4 GeneralProvisions..........................................................................................................................................5 Redemption of the Series 2023 Bonds............................................................................................................5 Book-Entry Only System................................................................................................................................8 ESTIMATED SOURCES AND USES OF FUNDS..................................................................................................4 DEBTSERVICE SCHEDULE...................................................................................................................................9 THENEW SLC.........................................................................................................................................................10 Summaryof the New SLC............................................................................................................................10 Elementsof the New SLC.............................................................................................................................16 Project Management of the New SLC...........................................................................................................19 OtherCapital Projects...................................................................................................................................21 Funding Sources for the New SLC................................................................................................................22 SECURITY FOR THE SERIES 2023 BONDS.......................................................................................................24 Pledgeof Net Revenues................................................................................................................................24 Flowof Funds................................................................................................................................................25 RateCovenant...............................................................................................................................................29 Common Debt Service Reserve Fund...........................................................................................................30 AdditionalBonds...........................................................................................................................................31 Useof PFCs to Pay Debt Service..................................................................................................................33 PermittedInvestments...................................................................................................................................33 Events of Default and Remedies;No Acceleration.......................................................................................33 Subordinate Obligations(Subordinate Revolving Obligations)....................................................................33 OtherCovenants of the City..........................................................................................................................34 THEAIRPORT.........................................................................................................................................................34 Overview.......................................................................................................................................................34 The Airport's Air Service Area.....................................................................................................................35 TheCity ........................................................................................................................................................37 AirportManagement.....................................................................................................................................38 COVID-19 Outbreak.....................................................................................................................................44 Impact of COVID-19 on the Airport.............................................................................................................44 Department's Response to COVID-19..........................................................................................................45 AirportFacilities...........................................................................................................................................41 Aviation Activity at the Airport....................................................................................................................44 AirlineUse Agreement..................................................................................................................................53 Airport Financial Operations.........................................................................................................................56 Liquidity........................................................................................................................................................65 Personnel Considerations..............................................................................................................................66 Retirement and Other Post-Employment Benefits........................................................................................66 RiskManagement..........................................................................................................................................67 DebtManagement Policy..............................................................................................................................67 vi KKR Draft 4/21/2023 InvestmentPolicy..........................................................................................................................................68 ENVIRONMENTAL,SOCIAL AND GOVERNANCE FACTORS....................................................................69 Environmental and Sustainability Factors.....................................................................................................69 SocialFactors................................................................................................................................................71 GovernanceFactors.......................................................................................................................................71 REPORT OF THE AIRPORT CONSULTANT.....................................................................................................72 General ........................................................................................................................................................72 Projection of Debt Service Coverage and Cost Per Enplanement.................................................................72 INVESTMENT CONSIDERATIONS.....................................................................................................................74 Delta's Presence at the Airport......................................................................................................................74 ProjectCosts and Schedule...........................................................................................................................74 FinancialAssumptions..................................................................................................................................75 Seismic Risk and Other Force Majeure Events.............................................................................................75 General Economic Considerations................................................................................................................76 Financial and Operational Condition of the Airline Industry........................................................................77 AirlineConsolidation....................................................................................................................................77 Effect of Bankruptcy of Air Carriers and Other Tenants...............................................................................78 Costof Aviation Fuel....................................................................................................................................79 Structural Changes in the Travel Market and Travel Substitutes..................................................................79 Technological Innovations in Ground Transportation...................................................................................79 Aviation Security and Safety Concerns.........................................................................................................80 Information Concerning the Airlines.............................................................................................................80 FAA Reauthorization and Federal Funding...................................................................................................80 Federal Law Affecting Rates and Charges....................................................................................................81 PFC Revenues and Other Sources of Funding..............................................................................................81 Cybersecurity................................................................................................................................................82 Environmental Regulations...........................................................................................................................82 Potential Limitation of Tax Exemption of Interest on Series 2023 Bonds....................................................83 LegislativeDevelopments.............................................................................................................................83 Limitation of Remedies;No Acceleration.....................................................................................................84 Forward-Looking Statements........................................................................................................................84 TAXMATTERS........................................................................................................................................................84 General ........................................................................................................................................................85 Tax Treatment of Original Issue Premium....................................................................................................85 Tax Treatment of Original Issue Discount....................................................................................................85 BackupWithholding.....................................................................................................................................86 Changes in Federal and State Tax Law.........................................................................................................86 RATINGS...................................................................................................................................................................87 FORWARD-LOOKING STATEMENTS...............................................................................................................87 NODEFAULTED BONDS.......................................................................................................................................87 LEGALMATTERS..................................................................................................................................................87 Litigation.......................................................................................................................................................87 Approval of Legal Proceedings.....................................................................................................................88 vii KKR Draft 4/21/2023 INDEPENDENTAUDITORS..................................................................................................................................88 UNDERWRITING....................................................................................................................................................88 MUNICIPALADVISOR..........................................................................................................................................89 CONTINUINGDISCLOSURE................................................................................................................................89 MISCELLANEOUS..................................................................................................................................................90 APPENDIX A COMPREHENSIVE ANNUAL FINANCIAL REPORT..........................................................A-1 APPENDIX B REPORT OF THE AIRPORT CONSULTANT..........................................................................B-1 APPENDIX C FORM OF MASTER INDENTURE...........................................................................................C-1 APPENDIX D FORM OF AIRLINE USE AGREEMENT................................................................................D-1 APPENDIX E BOOK-ENTRY ONLY SYSTEM.................................................................................................E-1 APPENDIX F FORM OF CONTINUING DISCLOSURE AGREEMENT......................................................F-1 APPENDIX G FORM OF OPINION OF BOND COUNSEL.............................................................................F-1 viii OFFICIAL STATEMENT of SALT LAKE CITY,UTAH Relating to its $XXX,XXX,000*Airport Revenue Bonds,Series 2023A(AMT) $XX,XXX,000*Airport Revenue Bonds,Series 2023B(Non-AMT) INTRODUCTION General This Official Statement of Salt Lake City, Utah (the "City") sets forth certain information concerning the City,its Department of Airports(the"Department"),the Salt Lake City International Airport(the"Airport")and the City's $XXX,XXX,000* Airport Revenue Bonds, Series 2023A (AMT) (the "Series 2023A Bonds") and $XX,XXX,000*Airport Revenue Bonds, Series 2023B(Non-AMT)(the"Series 2023E Bonds"and,with the Series 2023A Bonds,the"Series 2023 Bonds"). Salt Lake City The City,a municipal corporation and political subdivision of the State of Utah(the"State"),has a Council- Mayor form of government. The City Council consists of seven members,who are elected by voters within seven geographic districts of approximately equal population. The Mayor is elected at large by the voters of the City and is charged with the executive and administrative duties of the government. The Mayor appoints and the City Council approves the appointment of the Executive Director of the Department. See"THE AIRPORT—The City"herein. The Airport is owned by the City. In addition to the Airport,the City owns South Valley Regional Airport ("South Valley"or"U42")and Tooele Valley Airport("Tooele"or"TVY")(collectively with the Airport,the"Airport System"),which are all operated and managed by the Department. The Mayor of the City and the City Council oversee the Department's affairs. An eleven-member advisory board (the "Airport Advisory Board") of citizen volunteers advises the Mayor. Salt Lake City Department of Airports The day-to-day operations of the Airport System are managed by the Executive Director of the Department, who reports directly to the Mayor. The Executive Director leads the management staff of the Department and the Department's Chief Operating Officer and nine Division Directors oversee each of the primary operating and administrative divisions of the Department and report to the Executive Director. Salt Lake City International Airport The Airport is located on approximately 9,400 acres about five miles west of the City's downtown. The airfield at the Airport contains four runways,three of which are used for airline traffic and the fourth of which is used for general aviation traffic. A new terminal facility and associated landside facilities were placed into service at the Airport on September 15,2020,replacing the prior terminal complex in its entirety. The new terminal facility consists of three levels and includes a federal inspection services area, passenger circulation areas, a centralized security screening checkpoint, a ticketing area for departing passengers, and administrative offices for the Department and other tenants at the Airport. The Airport's newly constructed facilities also include a new five-level parking structure for short-term parking along with surface parking for longer-term parking and employees,a new two level roadway system, and a new central utility plant. The Airport is classified by the Federal Aviation Administration("FAA")as a Large Hub facility based upon its share of nationwide enplaned passengers. The FAA classifies Large Hub airports as those serving at least 1%of annual U.S.passenger enplanements. See"THE AIRPORT—Airport Management" and"—Airport Facilities"herein. The Airport is also a principal hub for Delta Air Lines,Inc.("Delta"). In the fiscal *Preliminary,subject to change I KKR Draft 4/21/2023 year ended June 30,2022("FY2022"),Delta and its affiliates carried approximately 73.4%of the passengers enplaned at the Airport. See"THE AIRPORT—Aviation Activity at the Airport." The New SLC The"New SLC",formerly known as the Airport Redevelopment Program,is a comprehensive and integrated series of projects that has resulted in the replacement of substantially all of the Airport's landside and terminal complex facilities and the demolition of the previous facilities. The New SLC consists of the Terminal Redevelopment Program ("TRP")and the North Concourse Program("NCP"). The TRP is a$2.86 billion capital improvement program that consists of the following project elements: (1)the South Economy parking lot,(2)the Rental Car Quick Turn Around and three Rental Car Remote Service Site facilities, (3)the Central Utility Plant,(4)a new Terminal Facility,(5)the Gateway Center, (6) Concourse A West, including 25 gates, (7) the Parking Garage, (8) a new terminal roadway system to serve the new landside facilities, (9)Concourse A East, including 22 gates,and(10)related infrastructure improvements,including apron reconfiguration,information technology,utilities and landscaping. By September 15, 2020 the major elements of the TRP,including the new Terminal Facility,Concourse A West, Central Utility Plant, Parking Garage, Gateway Center,roadways, and much of the airfield paving were placed in service. The NCP is a separate,but programmatically integrated,$2.27 billion set of projects consisting of a concourse("Concourse B")now planned to contain a total of 47 domestic contact gates and four hardstand positions, and will be constructed in four phases. Concourse B is located parallel to Concourse A and is currently connected to it by a mid-concourse passenger tunnel. Phase 1 of the NCP, Concourse B West, was placed in service on October 27, 2020, on schedule,with 21 gates. A substantial portion of the New SLC has been completed as of July 1, 2023, including substantially all elements of the TRP except for the final 17 gates in Concourse A East,which are expected to open on October 31, 2023. The NCP is being undertaken in phases, with 21 gates in Concourse B West already in service. The only element of the original New SLC that is not expected to be completed in 2023 is the Central Tunnel connecting the main Terminal and Concourse A with Concourse B,and that element is expected to be placed in service in the fall of 2024 along with five additional gates. Thereafter, the remaining 21 gates in Concourse B East are expected to be placed in service in phases beginning in the fall of 2025 and concluding with the opening of the final gate in November 2027. All elements of the New SLC have been bid, although not all of the elements of Phase 4 of the NCP are yet subject to construction contracts. Based upon the bids received, the Department expects that the New SLC will be completed on time and within the budget for the New SLC described herein. See"THE NEW SLC"herein. Plan of Finance The Series 2023 Bonds are being issued to(1)finance a portion of the cost of the design and construction of the New SLC,(2)make a deposit to the Common Reserve Fund(as defined herein), (3)fund a portion of the interest accruing on the Series 2023 Bonds,and(4)pay the costs of issuance of the Series 2023 Bonds. As described under "THE NEW SLC"and"APPENDIX B—REPORT OF THE AIRPORT CONSULTANT—CIP Plan of Finance,"the City has funded to date and expects to continue to fund the design and construction of the New SLC from a variety of sources, including Department funds,proceeds of airport revenue bonds, drawings on a revolving credit agreement (as described below),passenger facility charges("PFCs"),customer facility charges("CFCs")and federal grants. In addition to the Series 2023 Bonds, the City previously issued its Airport Revenue Bonds, Series 2017A(AMT)(the "Series 2017A Bonds"),Airport Revenue Bonds, Series 2017B(Non-AMT)(the"Series 2017E Bonds"and,with the 2017A Bonds,the"Series 2017 Bonds"),Airport Revenue Bonds, Series 2018A(AMT)(the"Series 2018A Bonds") and Airport Revenue Bonds, Series 2018B (Non-AMT)(the"Series 2018E Bonds"and,with the 2018A Bonds,the "Series 2018 Bonds"),Airport Revenue Bonds,Series 2021 A(AMT)(the"Series 2021A Bonds")and Airport Revenue Bonds, Series 2021B (Non-AMT) (the"Series 2021B Bonds"and,with the 2021A Bonds,the"Series 2021 Bonds" and,with the Series 2017 Bonds and the Series 2018 Bonds,the"Existing Bonds"). As of July 2,2023,the Existing Bonds were outstanding in the aggregate principal amount of$2,706,245,000. Following the issuance of the Series 2023 Bonds,the City currently expects that it will issue additional airport revenue bonds under the Master Indenture (as defined below)to fund a total of approximately$800 million of construction costs of elements of the New SLC. Given the complexity and timing of the New SLC, the final plan of finance remains subject to change. See"THE NEW SLC"and"APPENDIX B—REPORT OF THE AIRPORT CONSULTANT—CIP Plan of Finance." The Series 2023 Bonds 2 KKR Draft 4/21/2023 The Series 2023 Bonds are being issued pursuant to the Master Trust Indenture dated as of February 1,2017 (the "Master Indenture") by and between the City and Wilmington Trust, National Association, as trustee (the "Trustee"), the Fourth Supplemental Trust Indenture to be dated as of August 1, 2023 (the "Fourth Supplemental Indenture"and,collectively with the Master Indenture, and all supplements thereto,the"Indenture")by and between the City and the Trustee,and the Act,as defined in the Master Indenture. The Series 2023 Bonds have been approved by a resolution of the City Council adopted on June_, 2023. The Series 2023 Bonds are subject to optional and mandatory sinking fund redemption prior to maturity as provided herein. See"THE SERIES 2023 BONDS"herein. Security for the Bonds The Series 2023 Bonds,the Existing Bonds and any additional Bonds issued pursuant to the Master Indenture (collectively,the"Bonds")will be limited obligations of the City payable solely from and secured by a pledge of(1) Net Revenues,(2)certain funds and accounts held by the Trustee under the Indenture,and(3)other amounts payable under the Indenture. None of the properties of the Airport System are subject to any mortgage or other lien for the benefit of the owners of the Series 2023 Bonds or any other Bonds,and neither the full faith and credit nor the taxing power of the City,the State or any political subdivision or agency of the State is pledged to the payment of the principal of,premium,if any,and interest on the Series 2023 Bonds or any other Bonds. See"SECURITY FOR THE SERIES 2023 BONDS." Subordinate Obligations Pursuant to the Master Subordinate Trust Indenture, dated as of March 1, 2021 (the "Master Subordinate Indenture"),by and between the City and Zions Bancorporation,National Association, as trustee (the"Subordinate Trustee"), the First Supplemental Subordinate Trust Indenture, dated as of March 1, 2021, as amended (the "First Supplemental Subordinate Indenture,"and with the Master Subordinate Indenture,the"Subordinate Indenture"),by and between the City and the Subordinate Trustee,and the Credit Agreement,dated as of March 1,2021,as amended (the "Subordinate Revolving Obligations Credit Agreement"), by and between the City and JPMorgan Chase Bank, National Association(the"Subordinate Revolving Obligations Bank"),which expires on March 1, 2024, the City is authorized to issue and have outstanding,from time to time,up to$150,000,000 in aggregate principal amount of its Salt Lake City,Utah Subordinate Airport Revenue Short-Term Revolving Obligations(collectively,the"Subordinate Revolving Obligations"). As of July 1, 2023, the City had no Subordinate Revolving Obligations outstanding. All Subordinate Revolving Obligations issued by the City are purchased by the Subordinate Revolving Obligations Bank in accordance with the terms of the Subordinate Revolving Obligations Credit Agreement. The Subordinate Revolving Obligations provide the City with flexibility to borrow on a short-term basis to supplement Department surplus funds and Bond proceeds. Thus, the City may issue additional Subordinate Revolving Obligations, from time to time, to finance,on an interim basis, construction costs of elements of the New SLC. See"SECURITY FOR THE SERIES 2023 BONDS—Subordinate Obligations(Subordinate Revolving Obligations)." Forward-Looking Statements This Official Statement contains projections and estimates that are based on current expectations. In light of the important factors that may materially affect the financial condition of the Department and the aviation industry generally and other economic and financial matters,the inclusion in this Official Statement of such projections and estimates should not be regarded as a representation by the City that such projections and estimates will occur. Such projections and estimates are not intended as representations of fact or guarantees of results. The Department disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statement contained herein to reflect any change in the Department's expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based. Additional Information This Official Statement includes a description of the City, the Department and the Department's facilities and certain financial and operational factors relating to the Department, and a description of the Series 2023 Bonds and the security therefor. Except where noted,all information presented in this Official Statement has been provided by the City. The following appendices are included as part of this Official Statement: APPENDIX A —ANNUAL COMPREHENSIVE FINANCIAL REPORT OF THE DEPARTMENT FOR THE FISCAL YEAR ENDED JUNE 309 2022; APPENDIX B — REPORT OF THE AIRPORT CONSULTANT dated July_, 2023; APPENDIX C— FORM OF MASTER INDENTURE;APPENDIX D—FORM OF AIRLINE USE AGREEMENT;APPENDIX E— 3 KKR Draft 4/21/2023 BOOK-ENTRY ONLY SYSTEM;APPENDIX F—FORM OF CONTINUING DISCLOSURE AGREEMENT;and APPENDIX G—FORM OF OPINION OF BOND COUNSEL. APPENDIX B has been prepared by Landrum& Brown,Inc. ("Landrum"or the"Airport Consultant"),Airport Consultant to the City. APPENDICES C and G have been prepared by Kutak Rock LLP,Bond Counsel to the City. APPENDIX F has been prepared by Kaplan Kirsch& Rockwell LLP,Disclosure Counsel to the City. The information included in APPENDIX E has been obtained from The Depository Trust Company("DTC ). Certain defined terms that are capitalized but not defined herein are defined in the Master Indenture. See "APPENDIX C—FORM OF MASTER INDENTURE -ARTICLE I—DEFINITIONS; INTERPRETATION." All references in this Official Statement to the Master Indenture, the Fourth Supplemental Indenture, the Series 2023 Bonds, the Continuing Disclosure Agreement, the Airline Use Agreement and all other agreements, statutes and instruments are qualified by reference to the complete document. Copies of the Fourth Supplemental Indenture are available for examination at the offices of the Department and the Trustee. The Department's principal office is located at 3920 West Terminal Drive, Salt Lake City,Utah 84122. The Department's telephone number is(801)575-2400. Copies of certain documents,including the Department's Annual Comprehensive Financial Report("ACFR")for FY 2022,are available electronically on the Department's website at: http://www.slcaiiport.com/about-the-airport/fmancial-information. However,no information on the Department's or the City's website is part of or incorporated into this Official Statement, except to the extent such information is expressly disclosed herein. The Department's ACFR for fiscal year 2021 ("FY 2021")has been awarded the Certificate of Achievement for Excellence in Financial Reporting by the Government Finance Officers Association("GFOA")and the Department has submitted the ACFR for FY 2022 to the GFOA. The Department's ACFR has been awarded the Certificate of Achievement for Excellence in Financial Reporting by the GFOA for more than ten consecutive years. ESTIMATED SOURCES AND USES OF FUNDS The estimated sources and uses of funds in connection with the issuance of the Series 2023 Bonds are summarized below(rounded to the nearest dollar):* Series 2023A Series 2023B Bonds Bonds Total Sources of Funds Principal amount Plus/minus Original Issue Premium/Discount Total Sources of Funds Uses of Funds Deposit to Construction Fund [Repay Revolving Line of Credit] Capitalized Interest' Deposit to Common Reserve Fund Costs of Issuance Total Uses of Funds *Amounts may not add due to rounding. 'Includes a portion of the interest accruing on the Series 2023 Bonds through DATE. See also footnote 2 to the schedule under the heading"DEBT SERVICE SCHEDULE"herein. 2 Includes underwriters' discount, trustee fees, legal fees, municipal advisor and consultant fees, rating agency fees, printing expenses and other miscellaneous fees and expenses. 4 KKR Draft 4/21/2023 THE SERIES 2023 BONDS General Provisions The Series 2023 Bonds will bear interest at the rates and mature on the dates set forth on the inside front cover page of this Official Statement. Interest will be calculated on the basis of a 360-day year consisting of twelve 30-day months. The Series 2023 Bonds will be dated their initial date of delivery,and will bear interest from that date payable semi-annually on January 1 and July 1 of each year,commencing January 1,2024(each an"Interest Payment Date"). Interest due and payable on the Series 2023 Bonds on any Interest Payment Date will be paid to the person who is the registered owner as of the Record Date (DTC, so long as the book-entry system with DTC is in effect). Each Series 2023 Bond will bear interest from the Interest Payment Date next preceding the date of authentication thereof unless such date of authentication is an Interest Payment Date,in which event such Series 2023 Bond will bear interest from such date of authentication,or unless such date of authentication is after a Record Date and before the next succeeding Interest Payment Date,in which event such Series 2023 Bond will bear interest from such succeeding Interest Payment Date,or unless such date of authentication is on or before December 15,2023,in which event such Series 2023 Bond will bear interest from its date of delivery. If interest on the Series 2023 Bonds is in default,Series 2023 Bonds issued in exchange for Series 2023 Bonds surrendered for transfer or exchange will bear interest from the last Interest Payment Date to which interest has been paid in full on the Series 2023 Bonds surrendered. The Series 2023 Bonds will be issued in denominations of$5,000 and integral multiples thereof. The Series 2023 Bonds will be issued in fully registered form and will be registered in the name of Cede & Co., as registered owner and nominee of DTC. DTC will act as securities depository for the Series 2023 Bonds. Individual purchases may be made in book-entry form only. Purchasers will not receive certificates representing their interest in the Series 2023 Bonds purchased. So long as Cede&Co.,as nominee of DTC,is the registered owner of the Series 2023 Bonds, references herein to the Bondholders or registered owners means Cede&Co.and does not mean the Beneficial Owners of the Series 2023 Bonds. So long as Cede&Co. is the registered owner of the Series 2023 Bonds,the principal of and interest on the Series 2023 Bonds will be payable by wire transfer by the Trustee to Cede& Co., as nominee for DTC, which is required,in turn,to remit such amounts to the DTC participants for subsequent disbursement to the Beneficial Owners. See"APPENDIX E—BOOK-ENTRY ONLY SYSTEM." Redemption of the Series 2023 Bonds Optional Redemption The Series 2023 Bonds maturing on or before July 1, 20 are not subject to optional redemption prior to maturity. The Series 2023 Bonds maturing on and after July 1,20 are redeemable on or after July 1,20—at the option of the City,in whole or in part at any time, from any moneys that may be provided for such purpose and at a redemption price equal to %of the principal amount of the Series 2023 Bonds to be redeemed plus accrued interest to the date fixed for redemption,without premium. Mandatory Sinking Fund Redemption The Series 2023A Bonds maturing on July 1,20_,are subject to mandatory sinking fund redemption in part, by lot,at a redemption price equal to 100%of the principal amount thereof,plus accrued interest thereon to the date fixed for redemption,without premium,on July 1 of the following years and in the following principal amounts: July 1 of the Year Principal Amount Final Maturity Date 5 KKR Draft 4/21/2023 The Series 2023A Bonds maturing on July 1,20(together with the Series 2023A Bonds maturing on July 1, 20 , the "Series 2023A Term Bonds"), are subject to mandatory sinking fund redemption in part, by lot, at a redemption price equal to 100% of the principal amount thereof, plus accrued interest thereon to the date fixed for redemption,without premium,on July 1 of the following years and in the following principal amounts: July 1 of the Year Principal Amount "Final Maturity Date The Series 2023B Bonds maturing on July 1,20 are subject to mandatory sinking fund redemption in part, by lot,at a redemption price equal to 100%of the principal amount thereof,plus accrued interest thereon to the date fixed for redemption,without premium,on July 1 of the following years and in the following principal amounts: July 1 of the Year Principal Amount Final Maturity Date The Series 2023B Bonds maturing on July 1,20(together with the Series 2023B Bonds maturing on July 1, 20 , the "Series 2023E Term Bonds") are subject to mandatory sinking fund redemption in part, by lot, at a redemption price equal to 100% of the principal amount thereof,plus accrued interest thereon to the date fixed for redemption,without premium,on July 1 of the following years and in the following principal amounts: July 1 of the Year Principal Amount Final Maturity Date At the option of the City,to be exercised by delivery of a written certificate to the Trustee on or before the 60'day next preceding any mandatory sinking fund redemption date for the Series 2023A Term Bonds or the Series 2023B Term Bonds (collectively, the "Series 2023 Term Bonds"), the City may (a) deliver to the Trustee, for cancellation,Series 2023 Term Bonds,as applicable,or portions thereof(in Authorized Denominations)purchased in the open market or otherwise acquired by the City or(b) specify a principal amount of such applicable Series 2023 Term Bonds or portions thereof (in Authorized Denominations), which prior to said date have been optionally redeemed and previously cancelled by the Trustee at the request of the City and not theretofore applied as a credit against any mandatory sinking fund redemption requirement. Each such applicable Series 2023 Term Bond or portion thereof so purchased, acquired or optionally redeemed and delivered to the Trustee for cancellation will be credited by the Trustee,at 100%of the principal amount thereof,against the obligation of the City to pay the principal of such applicable Series 2023 Term Bond on such mandatory sinking fund redemption date. Notices ofRedemption to Bondholders;Conditional Notice of Optional Redemption 6 KKR Draft 4/21/2023 The Trustee will give notice of redemption,in the name of the City,to Bondholders affected by redemption (DTC,so long as the book-entry system with DTC is in effect)at least 30 days but not more than 60 days before each redemption date. The Trustee will send such notice of redemption by first class mail(or with respect to Series 2023 Bonds held by DTC,either via electronic means or by an express delivery service for delivery on the next following Business Day)to each registered owner of a Series 2023 Bond to be redeemed; each such notice will be sent to the owner's registered address. The City will also post,or cause to be posted,such notice of redemption on the Municipal Securities Rulemaking Board's Electronic Municipal Market Access("EMMA")website. Each notice of redemption will specify the date of issue,the applicable Series,the maturity date,the interest rate and the CUSIP number of the applicable Series 2023 Bonds to be redeemed,if less than all Series 2023 Bonds of a Series,maturity date and interest rate are called for redemption,the numbers assigned to the Series 2023 Bonds to be redeemed,the principal amount to be redeemed,the date fixed for redemption,the redemption price,the place or places of payment,the Trustee's name,that payment will be made upon presentation and surrender of the applicable Series 2023 Bonds to be redeemed,that interest,if any,accrued to the date fixed for redemption and not paid will be paid as specified in said notice,and that on and after said date interest thereon will cease to accrue. The City may provide that, if at the time of mailing of notice of an optional redemption there has not been deposited with the Trustee moneys and/or securities sufficient to redeem all the applicable Series 2023 Bonds called for redemption, such notice may state that it is conditional,that is, subject to the deposit of the redemption moneys with the Trustee not later than one Business Day prior to the scheduled redemption date,and such notice will be of no effect unless such moneys are so deposited. In the event sufficient moneys are not on deposit one Business Day prior to the scheduled redemption date,then the redemption will be canceled and on such cancellation date notice will be mailed to the Holders of such Series 2023 Bonds. Failure to give any required notice of redemption as to any particular Series 2023 Bonds will not affect the validity of the call for redemption of any Series 2023 Bonds in respect of which no failure occurs. Any notice sent as provided in the Indenture will be conclusively presumed to have been given whether or not actually received by the addressee. When notice of redemption is given,Series 2023 Bonds called for redemption become due and payable on the date fixed for redemption at the applicable redemption price. In the event that funds are deposited with the Trustee sufficient for redemption,interest on the Series 2023 Bonds to be redeemed will cease to accrue on and after the date fixed for redemption. Effect ofRedemption On the date so designated for redemption,notice having been given in the manner and under the conditions provided in the Indenture and as described above and sufficient moneys for payment of the redemption price being held in trust to pay the redemption price,interest on such applicable Series 2023 Bonds will cease to accrue from and after such redemption date,such Series 2023 Bonds will cease to be entitled to any lien,benefit or security under the Indenture and the owners of such Series 2023 Bonds will have no rights in respect thereof except to receive payment of the redemption price. Series 2023 Bonds which have been duly called for redemption and for the payment of the redemption price of which moneys will be held in trust for the holders of the respective Series 2023 Bonds to be redeemed,all as provided in the Indenture,will not be deemed to be Outstanding under the provisions of the Indenture. Selection of Series 2023 Bonds for Redemption;Series 2023 Bonds Redeemed in Part Redemption of the Series 2023 Bonds will only be in Authorized Denominations. The Series 2023 Bonds are subject to redemption in such order of maturity and interest rate within a Series(except mandatory sinking fund payments on the Series 2023 Term Bonds)as the City may direct and by lot within such maturity and interest rate of such Series selected in such manner as the Trustee(or DTC,as long as DTC is the securities depository for the Series 2023 Bonds)deems appropriate. Except as otherwise provided under the procedures of DTC,on or before the 45th day prior to any mandatory sinking fund redemption date,the Trustee will proceed to select for redemption(by lot in such manner as the Trustee may determine) from the Series 2023 Term Bonds an aggregate principal amount of such Series 2023 Term Bonds equal to the amount for such year as set forth in the applicable table under"Mandatory Sinking Fund Redemption" above and will call such Series 2023 Term Bonds or portions thereof(in Authorized Denominations)for redemption and give notice of such call. 7 KKR Draft 4/21/2023 Book-Entry Only System DTC will act as securities depository for the Series 2023 Bonds. The Series 2023 Bonds will be issued as fully registered securities registered in the name of Cede&Co. (DTC's partnership nominee)or such other name as may be requested by an authorized representative of DTC. One fully registered bond certificate will be issued for each maturity of each Series of the Series 2023 Bonds in the aggregate principal amount of such maturity,and will be deposited with DTC.For more information regarding DTC and its procedures,see"APPENDIX E—BOOK-ENTRY ONLY SYSTEM." [Remainder of page intentionally left blank.] 8 KKR Draft 4/21/2023 DEBT SERVICE SCHEDULE Upon issuance of the Series 2023 Bonds, the Existing Bonds and the Series 2023 Bonds will be the only outstanding Bonds of the City payable from the Net Revenues of the Airport System. Subject to the final pricing of the Series 2023 Bonds,the City currently expects to issue a total of approximately$800 million of additional Bonds to fund additional project costs for the New SLC through FY 2028. The following schedule sets forth the debt service for the Bonds: Series 2023A Bonds Series 2023B Bonds Aggregate Debt Service Aggregate Debt Period on Existing Service on Bonds Ending' Bonds' Principal Interestz Principal Interestz 7/l/2024 7/l/2025 7/l/2026 7/1/2027 7/l/2028 7/1/2029 7/1/2030 7/1/2031 7/1/2032 7/l/2033 7/l/2034 7/1/2035 7/l/2036 7/1/2037 7/1/2038 7/l/2039 7/l/2040 7/1/2041 7/l/2042 7/l/2043 7/l/2044 7/l/2045 7/l/2046 7/l/2047 7/l/2048 7/l/2049 7/l/2050 7/1/2051 Total Pursuant to the provisions of the Master Indenture,the City is required to make monthly deposits to the applicable Debt Service Funds for the Bonds so that sufficient amounts are on deposit in such funds 15 days prior to each applicable principal payment date(July 1)and interest payment date(January 1 and July 1)for the Bonds. See"SECURITY FOR THE SERIES 2023 BONDS"and"APPENDIX C FORM OF MASTER INDENTURE." ' A portion of the interest due on the Series 2023 Bonds through,and including,DATE will be paid with a portion of the proceeds of the Series 2023 Bonds. Interest is capitalized on specific components of the New SLC to the date such component is expected to be placed in service. ' A portion of the interest due on the Series 2021 Bonds through,and including,October 1,2024 will be paid with a portion of the proceeds of the Series 2021 Bonds. 9 KKR Draft 4/21/2023 THE NEW SLC Summary of the New SLC The New SLC is a comprehensive and integrated series of projects that has replaced substantially all of the Airport's landside and terminal complex facilities. Following the recession of 2008-2010, the Department, in consultation with Delta,undertook a comprehensive study of the Airport's facilities to determine the improvements necessary to extend the useful lives of these facilities for an additional 30 years. The cost and utility of making extensive renovations to the then-existing facilities was compared by the Department to the cost of replacing these facilities with new and more efficient ones. The Department and the air carriers operating at the Airport, including Delta,concluded that replacement of the majority of the landside and terminal complex facilities at the Airport would be the better approach. The New SLC is composed of two primary components. The TRP is an estimated $2.86 billion capital improvement program, including soft costs, to build new facilities to replace aged facilities, mitigate seismic risks, accommodate current operations and prepare for future growth. The NCP is an estimated$2.27 billion set of projects that are programmatically integrated with the TRP consisting of Concourse B (formerly known as the North Concourse)consisting of 47 gates parallel to Concourse A(formerly known as the South Concourse)to be constructed in four stages,a tunnel connecting to the new main terminal facility and related apron and fuel hydrant facilities. The first phase of the New SLC is substantially complete and is in service. The Department and the signatory air carriers operating at the Airport(the"Signatory Airlines")negotiated the Airline Use Agreement,as amended as described herein(the"AUA"),that became effective July 1,2014 for a ten year term and that includes approval of the TRP, and provides a process for the Signatory Airlines to approve additional capital projects,including the NCP. On December 14,2022,in accordance with the provisions of the AUA, Delta approved on behalf of all Signatory Airlines an amendment to the AUA that revised the project budget for the New SLC and pursuant to a Second Amendment to the AUA, effective December 14, 2022 (the "Second Amendment"),Delta approved construction of the 16 additional gates at Concourse B for an additional not to exceed amount of$680,713,083 and extended the term of the AUA through June 30,2044. Alaska Airlines and Southwest Airlines have also executed the Second Amendment extending the term of their AUAs to June 30,2044,and American Airlines and United Airlines have executed amendments to their AUAs extending the term thereof to June 30,2034, and in each case approving the final phase of the NCP. [Spirit Airlines has also become a Signatory Airline with an AUA with a term ending June 30, 2034.] See "THE AIRPORT —Airline Use Agreement." As part of the NCP, Concourse B,was originally designed with 31 gates,but allowed for the addition of 16 more gates at a future date,as demand warranted. The demand for additional gates at the Airport by many of the air carriers, including Delta,has caused the Department to undertake construction of the remaining portion of Concourse B as part of the New SLC project. The Signatory Airlines unanimously approved undertaking the NCP in April 2016. The cost increases in the New SLC budget since 2018 are primarily related to changes to the original design requested by Delta and certain other Signatory Airlines,including construction of the full extent of Concourse B of 47 gates,to increased materials costs during the COVID-19 pandemic,and to increased construction costs in the Salt Lake City area. In addition,the Signatory Airlines have elected to have the City finance construction of certain tenant finishes, for which such Signatory Airlines will reimburse the City over the remaining term of the airline's AUA. See "THE AIRPORT— Airline Use Agreement." The current budget for the NCP portion of the New SLC is an estimated$2.27 billion. Phase 4 of the NCP, consisting of 11 gates and related apron and fuel system work as well as four permanent hardstand positions,all located on the eastern portion of Concourse B,has been bid,but is not yet fully under contract pursuant to Component Guaranteed Maximum Price contracts ("CGMPs"). See "—Project Management of the New SLC" below. (A"hardstand"position is not connected to a concourse directly,and is served by buses from Concourse B.) 10 KKR Draft 4/21/2023 Table of Lease Terms Airline Term Percentage ending of June 30 passengers (FY 2022) Delta Air Lines Inc. 2044 73.4% Southwest Airlines 2044 10.4 Alaska Airlines 2044 2.3 American Airlines 2034 5.4 United Airlines 2034 4.7 Spirit Airlines 2034 0.2 Total 96.4% With the opening of most elements of the TRP and the western portion of Concourse B in the fall of 2020, the majority of the original scope of the New SLC was completed and placed in service and with five additional gates opening in May of 2023 and the final 17 gates of Concourse A East expected to open October 31,2023,all elements of the New SLC except the central tunnel will have been placed in service. The remaining work, in addition to the central tunnel,is largely in response to the recovery of passenger traffic since the COVID-19 pandemic and demand by both Delta and the other airlines serving the Airport for additional facilities. Demolition of the former terminals and concourses has been completed. 11 KKR Draft 4/21/2023 Completed Elements of the New SLC Project Element Date Placed in Cost($000s) Service South Economy parking lot October 2014 $14,344 Rental Car Quick Turnaround("QTA")and Remote January 2016 95,457 Service Sites("RSS") Central Utility Plant("CUP") September 2020 59535 Terminal Facility September 2020 787,979 Gateway Center September 2020 126,153 Concourse A West—25 gates September 2020 422,742 Parking Garage September 2020 241,872 Terminal Roadway System September 2020 110,343 Related infrastructure,including aprons,IT,utilities September 2020 and landscaping Concourse B West—21 gates October 2020 398,450 Mid-concourse Tunnel October 2020 21,063 Associated ramp and fuel hydrants Simultaneously with associated gates Concourse A East—partial(5 gates) May 2023 Total Cost of Completed Project Elements $ Source:Authority records In addition to right-sizing the Airport's facilities to accommodate current and future demand,the New SLC meets current requirements for seismic resiliency,solves certain operational problems resulting from the prior facility layout,improves customer service and maintains the Airport's competitive cost structure. A magnitude 5.7 earthquake struck the Salt Lake City area in March 2020. None of the elements of the New SLC sustained any significant damage. The City achieved Leadership in Energy and Environmental Design("LEED")Gold certification for the new terminal facilities, and the City anticipates achieving LEED Gold certification and not less than Silver certification for the entire New SLC,as required by City ordinance. The New SLC Project Management Team recognized at the start of the pandemic that to complete the New SLC safely and on time,measures needed to be quickly put in place to ensure the health of the trade workers onsite. Written COVID-19 plans were published by both construction managers at risk in early March 2020 and processes were immediately put in place to maintain the health of those persons working on the New SLC Project. The measures put in place and reinforced on a daily basis allowed the New SLC project to remain under construction, to receive high marks on three different Salt Lake County Health Department inspections,to peak at 1,950 trade workers and to achieve the scheduled opening for the phase 1 openings of the New SLC. As a result of the COVID-19 pandemic and the related downturn in passengers using the Airport, the Department, in consultation with the Signatory Airlines, modified the phasing schedule for the remainder of the construction of the New SLC. Rather than completing Concourses A and B in several phases while maintaining elements of the previous concourses in service, in the spring of 2020, the Department determined to demolish all of the remaining terminal elements and construct Concourse A East in a single phase. This is expected to result in the completion of Concourse A East in October 2023,more than two years ahead of the original schedule,which called for phased completion of Concourse A East through calendar year(CI)2025. When the New SLC was rephased,the Department was not able to determine whether the additional gates in Concourse B East would be necessary to accommodate future demand and, accordingly,that portion of the NCP was suspended. As air traffic at the Airport began to rebound rapidly during the summer of 2020, and after consultation with the Signatory Airlines, the Department determined that the original NCP program with a total of 31 gates was necessary to accommodate the projected airline demand. Since 2020, even greater demand for gates at the Airport has led the Department, after 12 KKR Draft 4/21/2023 consultation with Delta and the other Signatory Airlines serving the Airport,to undertake the full scope of Concourse B East,with a total of 47 gates. The Department expects to complete construction of the final phase of Concourse B East and,therefore,of all gates in the New SLC,by the end of CY 2027. In order to accommodate operational demands while Concourses A and B East are completed, the Department is utilizing 20 temporary hardstand positions to the north and east of Concourse B,plus an additional four remain overnight(or"RON")positions for aircraft that could be used as hardstand positions. Set forth on the following page is a photograph showing the major completed portions of the New SLC and the areas that remain under construction. [Remainder of page intentionally left blank] 13 �.. THE NEW SALT LAKE CITY INTERNATIONAL AIRPORT /J ter= " ._j 4 - ♦ - ♦.hz � �. k yr• :� rI' �P [ iNORTH CONCOURSE ` I; CONSTRUCTION AREA � fir, : rr: '{ ♦. I:- , r it �_. ) ' •1� tw • • 1 e CENTRALTUNNEL M` 71- — ^(UNDER CONSTRUCTION) - I CONSTRUCTION AREA F is �`�k{ W ►wJ :, PARKING RENTAL CAR QUICK ' TURN AROUND FACILITY(QTA) Kan 113 f • • p '� ,2:~'� � s'�� •��.�• I� 'y•� _: •�� i.�:��• ice:r -'• �•:�•a 'nr..•d" �i� ��.j, —f.s /:r E.i ��'�_ r Y l;k•M 3 ♦i 4:-�i:.�'• `�f. jo .I •c. }. ram: it- tt� J� �f' �t ► 'e t r. =!• :k ti� g^ d d 7 :k�ii:f;`�U � � (/',�L�`. ��:. .1.., pio w .\'` , ..-s:• 1 c �". - .'•..' � v •^ � „ram l - 5 rc� I i I I i 4 � 'pis nef�.�•, ••r'--� � e. r. K't r KKR Draft 4/21/2023 Phasing the NCP will result in new gates coming into service on Concourse B East beginning in the Fall of 2024 and continuing through the final gate coming on-line in November of 2027. As a result of the decision to temporarily use hardstands and demolish the remaining concourses of the old terminal,the Airport is currently gate- constrained. Delta and its regional partners currently operates from 15 of the 20 hardstand positions,while use of the other five hardstand positions is assigned by the Department. As of the date hereof,there are 71 gate positions at the Airport,20 of which are hardstands.By the end of 2023,the remaining 17 gates on Concourse A East are expected to open and the 15 hardstand positions used by Delta will be decommissioned to make way for the final phases of Concourse B East. By October 2024,five gates in Concourse B East are expected to open and be occupied by Delta and the new central connecting tunnel is expected to open. Four more gates of Concourse B East are expected to be placed in service and used by Delta in Fall 2025,while a further five gates of Concourse B East are expected to open in January 2026, 11 more at Concourse B East in January 2027,and the final gate of Concourse B East by November 2027. In addition,the Department will construct four permanent hardstand positions served from the eastern end of Concourse B East. The table below shows the expected dates of completion of the two Concourses of the New SLC. New SLC Gates Location Number of Gates Completion(actual/expected) Concourse A West 25 September 2020 Concourse A East 5 May 2023 Concourse A East 17 October 2023 Concourse B West 21 October 2020 Concourse B East 5 Fall 2024 Concourse B East 4 Fall 2025 Concourse B East 5 January 2026 Concourse B East 11 January 2027 Concourse B East 1 November 2027 Total Gates 94 The gates currently used by the Signatory Airlines other than Delta,seven of which(including two Concourse B gates and five hardstands) are not leased to any airlines but are used on a per operation basis by multiple airlines ("Common Use"), and certain others 64 of which(including 15 hardstands leased to Delta) are preferentially leased, are operating at capacity. A preferential use lease gives the tenant air carrier the right to occupy and use the gate facilities for its scheduled operations but allows the Department to require the carrier leasing such space to accommodate operations by other air carriers when the gate is not in use for the lessee's scheduled operations. Carriers are sharing gates in order to accommodate existing operations and,during peak periods,the Department has used its rights under the preferential use leases with Delta and other carriers to accommodate operations of other airlines. Upon completion of the New SLC, the Airport will have 94 gates connected to its concourses, and four additional hardstand positions served from the eastern end of Concourse B East with aircraft parking positions located immediately south of Concourse A, to accommodate peak periods and new entrant airlines. Of the 94 gates,47 will be in Concourse B and the remaining 47 in Concourse A; all 94 such gates will include jet bridges and be sized to accommodate,at a minimum,Boeing 737 or Airbus A320 aircraft,as well as smaller regional jets. This configuration will provide greater flexibility, efficiency and passenger convenience. In addition, at least six gates will have the capacity to accommodate the largest aircraft in service. The new, larger gates are designed to accommodate more than triple the 11 million annual passengers the facilities replaced by the New SLC were designed to serve. Before construction of the New SLC commenced,the Airport was served by 86 gates,of which only 56 included jet bridges and the concourses were inefficient"finger piers"that had narrow entrance and exit taxiways that created delays for aircraft accessing or departing from the terminal. The new parking facilities provide an increase of approximately 2,000 additional spaces over those existing before completion of this portion of the New SLC. The New SLC is designed to accommodate both projected growth at the Airport as well as provide for future expansion as needed. The following table shows the major elements of the New SLC yet to be completed and the expected costs, whether a CGMP for such project element has been executed, project status, the actual or expected date on which construction of such element has or will commence and the expected date of beneficial occupancy("DBO")for each project element. 15 KKR Draft 4/21/2023 Elements of the New SLC to Be Completed as of July 1, 2023 Actual/ Expected Executed Actual/Expected Expected DBO Cost CGMP as of Project Status Commencement of Project Element $000's t 7/1/23? Construction TRP TRP Baggage Handling System 140,465 Yes In Service(89%), October 2016 September Under Const.(11%) 2020/Oct.2023 Concourse A East 353,382 Yes Under Const. January 2021 Oct.2023 Terminal Apron, Taxilanes and Fuel 289,317 Yes In Service(�_21o) Phased Oct.2023 Hydrant System* Under Const Subtotal remaining TRP (incl. Owner's 100% reserve of$19,194) $ executed NCP Concourse B East Phase 3(14 gates) Q4 2024—Ql 412,272 Yes Under Const. Aril 2022 2026(phases) Concourse B East Phase 4(11 gates) Q1 2027-Q4 2027 NCP Baggage Handling System In Service/Under October 2020/Q4 70,820 Yes procurement June 2018 2024-2027 Central Tunnel 109,456 Yes Under Const. Aril 2022 Q4 2024 Apron* In Svc.(_%)/Under 355,471 Partial Const.(_1o)/ June 2018 Q1 2027 Hydrant Fueling System* Under Const.L_%)/In 43,137 Partial Design(_%) Phased Ql 2027 Temporary hardstands and related costs October 2020 104,742 Yes In Svc. January 2021 BHS Cold Bag Storage 35,862 No Planning Q3 2022 Q4 2023 Subtotal remaining NCP (including % Owner's reserve of$46,758) $ executed TOTAL remaining New SLC $ executed *Portions of the terminal apron and fuel system to be bid and constructed annually;segments expected to be completed to support opening of related concourse facilities. Includes allocable portion of soft costs. Completed Elements of the New SLC The New SLC will result in the replacement of essentially all of the landside and terminal complex facilities at the Airport with new,more efficient,safe and passenger-focused facilities. A brief summary of the major elements of the New SLC that have been completed and placed in service is set forth below: Terminal The new Terminal facility was placed into service on September 15, 2020. The new Terminal facility is contiguous to Concourse A, connected to the new parking garage via the new Gateway Center, and includes approximately 912,000 square feet("sf')of space on three levels. Level 1 of the Terminal contains a federal inspection services area("FIS"),international baggage claim and recheck area,ticket counters for remote passenger airline check- in, baggage drop services and security checkpoint screening, tenant administrative offices, a centralized security checkpoint for dedicated employee access,and ground transportation counters,and serves commercial curbs and other ground transportation functions. Level 2 provides passenger circulation areas and connects landside and airside components of the facility. Public areas prior to the security checkpoint provide for baggage claim and airline baggage service offices, an expansive meeter-greeter area, food and beverage retail concessions, and a centralized security screening checkpoint. Areas beyond security screening include the terminal plaza area,which consists of 79,000 sf of concessions,seating and circulation space and transitions to the airside concourses. Level 3 contains the ticketing area for departing passengers,administrative offices for the Department and other tenants at the Airport,and a portion 16 KKR Draft 4/21/2023 of the Delta Sky Club. Departing passengers being dropped off at the Airport arrive on the Level 3 curb. The Airport is served by the TRAX light rail system,owned and operated by the Utah Transit Authority("UTA"),which connects the Airport with downtown Salt Lake City. The Terminal was designed to accommodate relocation of the terminus of the TRAX light rail station at the first level of the Terminal. The TRAX extension was financed and built by UTA and became operational on October 26,2021. Gateway Center The Gateway Center,which also opened on September 15,2020,is an elevated building adjacent to the north side of the Parking Garage that consists of approximately 126,000 sf of building space that connects the Parking Garage to the new Terminal facility. The Gateway Center houses a variety of functions,including both ticket counters and kiosks for remote passenger airline check-in and baggage drop services,rental car counters and check-in facilities, and rental car support offices. The Gateway Center provides a high level of customer service by seamlessly connecting passengers using the new parking garage(including those renting or returning rental cars)with the departures level of the Airport without a level change. Departing passengers are also able to obtain boarding passes at kiosks and check baggage in the Gateway Center adjacent to the garage, and arriving passengers are able to proceed directly to their automobiles or complete their rental car transaction and proceed directly to their rental car. The Gateway Center is connected to the Terminal via two pedestrian bridges and connected to the parking garage via two vestibules. Based on data collected by the Department,the Gateway Center was designed to serve most of the Airport's origination and destination("O&D")passengers. Concourse A West The initial portion of Concourse A to be constructed was Concourse A West,which provides a total of 25 gates,six of which can accommodate international arrivals,and was placed into service on September 15,2020. This facility houses approximately 459,000 sf of building space on three levels. Level 1 (ground level)contains non-public areas that accommodate airline operations offices and support areas,outbound and transfer baggage facilities,storage facilities and mechanical-electrical-plumbing ("MEP") facilities. Level 2 consists of holdrooms and the primary passenger circulation level and serves enplaning and deplaning passengers. Passenger amenities on Level 2 include moving sidewalks and a wide variety of food,beverage and retail concessions. International gates connect to a sterile corridor that routes international passengers to the FIS facilities in Level 1 of the Terminal. Level 3 contains communications rooms and other non-public space. See"-Elements of the New SLC Under Construction—Concourse A East"below. Concourse B West Concourse B West,consisting of 21 gates,opened for service in October 2020. It consists of approximately 361,000 sf of building space on two main levels,plus a third level for non-public support areas similar to Concourse A, apron site work and paving, and hydrant fueling. Level 1 of Concourse B West contains non-public areas substantially similar to Concourse A,although during use of the hardstands,a portion of Level 1 has been converted to be used as temporary holdrooms,while Level 2 serves enplaning and deplaning passengers,and includes holdrooms and passenger amenities similar to Concourse A. The existing west mid-concourse tunnel was extended from Concourse A West to Concourse B West and provides pedestrian access to Concourse B. Concourse A East Five gates in Concourse A East opened for services in May 2023. The remaining 17 gates are expected to open in October 2023. See"-Elements of the New SLC Under Construction—Concourse A East"below. Rental CarFaciGties The rental car service facilities were placed in service in March 2016. These facilities consist of a QTA facility for fueling and washing cars and three facilities for performing light vehicle maintenance. The QTA is a two- level building of approximately 468,000 sf with 14 wash and service bays on the first floor and vehicle storage and parking on the second floor. The RSS facility consists of three single-story service buildings containing a total of approximately 34,000 sf of building space located south of the QTA. These buildings provide back-of-house maintenance areas for the rental car providers and contain office, support and storage space. The QTA and RSS are currently in use by the rental car companies operating at the Airport. 17 KKR Draft 4/21/2023 Parking Garage and South Economy Parking Lot The new parking structure was placed into service on September 15,2020. The new parking garage is a five- level concrete structure with a footprint of approximately 365,000 sf and a total gross square footage of approximately 1.42 million sf. Levels 2 through 5 of the Parking Garage provide 3,469 public parking spaces,doubling the number of structured parking spaces previously located at the Airport. The first floor is dedicated to rental car operations and contains approximately 1,200 ready/return parking spaces. Upper floors are served via two helical ramps. In addition to the new Parking Garage,the Airport also has a substantial amount of surface parking available for Airport patrons, including a new surface parking area located east of the new parking structure ("Lot E")within walking distance of the Terminal. Lot E includes 384 parking spaces. The South Economy Parking Lot opened in July 2014 and consists of approximately 2,900 additional parking spaces replacing the economy parking that was displaced by the construction of the new rental car facilities. The South Economy Parking Lot is integrated with the remainder of the Economy Parking Lot. The Department now has a total of 14,401 commercial parking spaces(excluding employee,Park and Wait, and rental car spaces) located on the Airport, an increase of over 2,500 spaces compared to 2014. This increase is primarily because of the increased number of spaces in the new parking structure. The Department has retained its variety of parking products,ranging from premium,reserved spaces closest to the new Terminal to economy spaces in remote lots and including a variety of intermediate options,including covered and structured parking and hourly or daily rates. Central Utility Plant The Central Utility Plant, a 52,000 sf building, houses all main boilers and chillers as well as electrical systems to service the terminal complex, consisting of the new Terminal, Gateway Center, Concourses A and B, Parking Garage, roadways and rental car facilities, and other applicable Airport systems connected to this facility, including pumping systems, electrical equipment, distribution equipment and emergency generators. The CUP is a stand-alone building located west of the QTA Facility. The CUP was turned over to the Department on May 1,2020 for testing and is in service and provides heating,cooling and electrical service to the Airport. Terminal Roadway System This project element of the New SLC includes all roadways,bridges and signage to service the new terminal complex and support areas. The departing passenger roadway is an elevated bridge system with vehicle access to the Level 3 Terminal curb-front. Other elements of this component include the arriving passenger roadways which access the Terminal at Level 1, commercial vehicle roads, rental car user and service roads, and access to and from the parking facilities. The new permanent roadways became operational in September 2020. Supporting Elements The New SLC includes substantial supporting elements,such as apron site-work and paving,demolition and landscaping, and extensive information technology infrastructure. The apron site-work includes all airfield site demolition, utility relocation and apron paving required to enable the redevelopment of the terminal complex, including Concourses A and B. Included in this project element are hydrant fueling and utilities including power, water and sewer. Also included is landside landscaping work such as entry and exit landscaping and planting of undeveloped areas. In addition,as described above,the Department has constructed 20 hardstand positions and four remain overnight positions adjacent to Concourse B to accommodate aircraft until demolition work begins in preparation for the final phases of the construction of Concourse B East,at which point five hardstand and four remain overnight positions will remain accessible from Concourse B. Following the opening of the new Terminal and other elements of the TRP in September 2020, the Department demolished the original terminal buildings and concourses,the original parking garage, connectors and pedestrian bridges. This demolition work was originally phased to occur over a period from 2021 through 2024. However,as a result of the program rephasing that occurred in 2020,demolition has been completed. Information technology("IT')components are an integral element of the New SLC and have been and will be incorporated throughout the facilities and project site. Elements in this scope of work include IT infrastructure,IT 18 KKR Draft 4/21/2023 systems including building systems, parking revenue control and related vehicle control systems, and operating systems. Other associated systems being added or updated as part of the New SLC include baggage information display systems("BIDS"), flight information display systems("FIDY'), gate information display systems("GIDS"), lobby information display systems and ramp information display systems. Elements of the New SLC Under Construction Concourse A East Concourse A East is the remaining portion of Concourse A and is under construction following completion of demolition of the remaining original terminal facilities. Concourse A East currently is planned to be fully completed in October 2023. This facility will also have three levels and is expected to comprise approximately 371,000 sf of space. Level 1 of Concourse A East will contain non-public areas similar to Concourse A West. Level 2 of the facility will serve enplaning and deplaning passengers, and will include passenger amenities similar to Concourse A West. Concourse A East is expected to accommodate 22 domestic aircraft gate positions. Level 3 contains a portion of the 29,000 sf Delta Sky Club and will also contain non-public areas similar to Concourse A West. Concourse B East Concourse B East is planned to consist of approximately 336,000 sf of building space on two main levels, plus a third level for club space and non-public support areas similar to Concourse A, apron site work and paving, hydrant fueling,plus a new central passenger tunnel connecting Concourse B to Concourse A. Level 1 of Concourse B East will contain non-public areas substantially similar to Concourse A,although a portion of Level 1 will be used as holdrooms for the four permanent hardstands to be constructed,while Level 2 will serve enplaning and deplaning passengers,and will include holdrooms and passenger amenities similar to Concourse A. Level 3 is planned to include another Delta Sky Club of approximately sf,an approximately 7,800 sf of United club(its first club at the Airport)and a club developed as a concession for use by all passengers. Concourse B East is planned to add an additional 26 aircraft gate positions,in three stages,and will complete the currently planned construction with a total of 47 gates. Concourse B East is being constructed in phases: Under current projections,five Concourse B East gates are expected to be operational in the fourth quarter of calendar year ("C)") 2024, with four more becoming operational by the end of CY 2025, a further five becoming operational in January 2026, 11 gates becoming operational in January 2027,and one final gate becoming operational in November of 2027. Once Concourse B is completed,all airlines operating at the Airport are expected to operate from Concourse B, including use of some gates by Delta, and Delta is expected to occupy all of Concourse A. At completion of the New SLC,all air carriers at the Airport are expected to operate from substantially similar,new and efficient terminal facilities. Central Passenger Tunnel A central passenger tunnel connecting Concourse B to Concourse A,including moving sidewalks, is under construction and is anticipated to open in fall of 2024. Supporting Elements The supporting elements associated with Concourses A and B East will also be constructed in concert with the two eastern portions of the Concourses. These include apron site-work and paving, demolition, and extensive information technology infrastructure. The apron site-work includes all airfield site demolition,utility relocation and apron paving required to enable the development of Concourses A and B East. Included in this project element are hydrant fueling and utilities including power, water and sewer and an additional four permanent hardstands, served from level 1 of Concourse B East. Project Management of the New SLC Controls The Department has established a multi-layered project management team for the New SLC. R.W. Block Consulting,Inc., subsequently acquired by Anser Advisory("Anser")prepared the Plan of Execution that includes a plan for program management and delivery of the New SLC. Under the Plan of Execution,the program management 19 KKR Draft 4/21/2023 team is competitively procured through pre-qualifying a limited number of firms and then undertaking separate procurements by soliciting responses from the pre-qualified firms for each of the key roles identified in the plan. The Plan of Execution also envisions contracting with a flexible team of experts to manage the specific elements of the New SLC so that, for example, when the rental car facilities were completed and the project management roles for that project element were no longer required, the contracts for such services were terminated. The external project management team is overseen and complemented by Department staff. The Department has established two committees consisting of Department Directors to oversee all capital projects at the Airport, including the New SLC. The Financial Oversight Committee ("FOC') is chaired by the Department's Chief Financial Officer and includes the Director of Engineering and Chief Operating Officer as the other members. Before any construction contract for a project at the Airport may proceed, the FOC must authorize the funding for that project, including the source of funds. Before work may commence on any project, the Construction Committee ("CC') must authorize the execution of the construction contract, including each of the CGMP contracts for the New SLC. The CC is chaired by the Director of Engineering and includes the other members of the FOC and the Directors of Maintenance,Planning and Capital Programs, and Administration and Commercial Services. The FOC and CC each meet bi-monthly in scheduled sessions and minutes are taken and published. This formal review process entails a rigorous and comprehensive examination of all capital projects undertaken by the Department and helps identify and address differences between estimated and actual construction costs at an early stage in the approval process. The Program Director for the New SLC, Making Projects Work, Inc., (a company specializing in airport project management) reports directly to the Department's Executive Director and serves as the owner's authorized representative under the CMAR Contracts described below. Anser remains engaged as an independent consultant overseeing financial and program controls and Anser also reports directly to the Executive Director. Ten separate firms,including Making Projects Work,Inc.and Anser,have been prequalified to participate in competitive processes for selection of key project management staff. To date,this process has resulted in selection of an external program management team that peaked at 59 persons from the ten different pre-qualified firms and, as of December 2022, consisted of 46 staff. The program management team is adjusted as elements of the New SLC are completed. The interests of the Signatory Airlines are represented by an Airline Technical Representative ("ATR"), whose rights and responsibilities are set forth in the AUA and who is resident in the City for the duration of the New SLC project. The ATR was formerly a Delta employee and is now employed by the program management team. The ATR must be included in development of contract documents for the New SLC,discussions relating to cost controls and design changes. See"THE AIRPORT—Airline Use Agreement-New SLC"below. The Department entered into Construction Manager at Risk ("CMAR") Contracts with two joint ventures, one with Holder-Big-D Construction,a joint venture("HDJV ), for the TRP and the other with Austin Commercial and Okland Construction Company joint venture ("AOJV") for the initial phase of the NCP, to help manage its risk for cost increases and project delays. As a result of the rephasing of the New SLC and the temporary postponement of the second phase of the NCP, the CMAR Contract with AOJV was terminated for convenience. AOJV's work under its CMAR Contract has been completed and AOJV has de-mobilized. HDJV has added the final phases of the NCP and portions of the central passenger tunnel to its existing CMAR Contract. The CMAR bids separate CGMP Contracts for specified elements of the New SLC.The New SLC has been broken down into CGMP contracts between the Department,on behalf of the City,and the joint venture undertaking that element of the New SLC. Each CGMP is designed and bid separately and is subject to review and approval by the Department prior to execution. There are eleven CGMPs for the TRP and twelve for the NCP. Each CGMP constitutes an amendment to the applicable CMAR Contract that provides that the CMAR will construct the elements of the New SLC described in the scope of the applicable CGMP for a guaranteed maximum price,within the schedule set forth in the CGMP and in accordance with the applicable CMAR Contract. The Department pays only the costs incurred under the CGMP,up to the guaranteed maximum price. Absent scope changes,should the costs exceed the guaranteed maximum price, the CMAR is liable for the excess costs, with no reimbursement from the Department, absent certain specified conditions. This structure provides the Department with a reasonable degree of certainty regarding the cost of the project and limits cost overruns without Department approval. The timing,completion date and guaranteed maximum price for the work elements under each CGMP may only be changed by a CGMP amendment,which requires the approval of the Department. The CMAR Contracts also require the CMAR to provide specified pre-construction and general conditions services during its term. As of July 1,2023, 100%of the TRP and 20 KKR Draft 4/21/2023 of the NCP by project cost is subject to an executed CGMP and over$ billion had been expended on New SLC project costs. Design HOK(formerly Helmuth,Obata&Kassabaum,Inc.)is the lead design firm for the New SLC. HOK leads a team of 14 architect and engineering subconsulting firms that provide all of the planning, engineering and design services for the New SLC. Construction HDJV, comprised of Holder Construction Company and Big-D Construction, was selected through a competitive process to undertake construction services for the TRP pursuant to a CMAR Contract. Subsequently,the final phases of the NCP and portions of the central passenger tunnel were added to HDJV's CMAR Contract. The HDJV CMAR Contract had an initial term of five years commencing October 25,2013, and may be extended at the Department's sole option. The Department has exercised extension options and extended the term of the HDJV CMAR Contract through August 5,2026.In addition,the contract with HDJV can be terminated at various points in the program and a new CMAR selected,at the option of the Department. Before the Department enters into a CGMP,the FOC must approve the guaranteed maximum price and the CC must approve the scope of the work of the CGMP and recommend to the Executive Director that the CGMP be approved and executed. The CMAR Contracts provide for a formal dispute resolution process that must be undertaken in the event of a disagreement between the Department and HDJV before any legal action may be commenced. In the CMAR Contracts,HDJV has acknowledged that it is not entitled to receive any work under the applicable Contract and has waived all claims for anticipated profits and other claims associated with the Department's decision not to proceed with the New SLC,any CGMP or any portion thereof. All subcontracts must be competitively awarded and the subcontracts are held by HDJV, and expressly provide that the Department has no contractual relationship with the subcontractors. HDJV may bid upon and receive up to 20% of the contracts under each CGMP, but only if it submits the lowest bid in a competitively bid process and receives the approval of the Department,and the remaining portions of each CGMP must be undertaken by unrelated parties to HDJV. Each CGMP is for a fixed price under which HDJV bears most risks of cost increases. As of December 31, 2022, each of the executed CGMPs is on or below its fixed amount. [As of July 1, 2023, a CGMP has not been executed for Phase 4 of the NCP,but the Department has received bids for this final element of the New SLC and is in the process of negotiating the final CGMPs for these project elements with HDJV.] However,the CMAR Contracts provide for time extensions under certain limited circumstances. These include changes requested by the Department after the CGMP is executed,unknown conditions that were not foreseeable at the time the CGMP was executed,delays caused by the Department,weather conditions outside of the ten-year mean,or force majeure events and remediation of hazardous materials. Delays because of labor disputes may not result in an extension of time. If a Joint Venture suffers a delay because of one of these permissible events,the CMAR Contract includes a process for determining the period of an extension,which cannot exceed one day for each day of delay and requires the Joint Venture to mitigate delays to the extent possible. In no event are damages permitted beyond the extension of time,such as loss of profits; indirect, incidental, consequential or special damages; or acceleration costs not approved by the Department, permitted. Other Capital Projects Other capital projects currently anticipated by the Department to be undertaken or completed during the period that the various elements of the New SLC will be under construction consist primarily of on-going capital improvements to existing landside and airside facilities. Cost estimates for the other projected capital projects,as well as an allowance for yet unidentified projects for maintaining the Airport in a state of good repair, during the period from FY 2023 through FY 2030 total approximately$385 million. These projects primarily are expected to maintain the Airport's airside and landside infrastructure in good repair over the period of construction of the New SLC, as well as provide for improvements to the facilities at the Auxiliary Airports. Projects expected to be undertaken during FY 2024 and 2025 include partial reconstruction of the Airport's taxiways E and F, design and construction of the South Employee parking lot, an overlay of the TVY runway, and planning for taxiway tunnel and roadway realignment, among numerous other projects. [UPDATE] The Department may defer or elect not to undertake a portion of the capital projects included in other capital projects during the projection period, depending on circumstances such as aviation demand levels and availability of project funding. 21 KKR Draft 4/21/2023 Funding Sources for the New SLC Overview The New SLC has been and is being funded from a variety of sources,including Department funds,proceeds of the Existing Bonds, the Series 2023 Bonds, and additional Bonds to be issued in the future, passenger facility charges("PFCs"),customer facility charges("CFCs"),and grant funds from the FAA Airport Improvement Program ("AIP"), the Transportation Security Administration ("TSA") Other Transaction Agreement ("OTA"), and the Infrastructure Investment and Jobs Act(also known as the"Bipartisan Infrastructure Bill,"or"BIL"). In addition to the Existing Bonds, and the Series 2023 Bonds, the City expects to issue additional Bonds to fund a total of approximately $800 million of project costs for the New SLC. The Department may issue Subordinate Revolving Obligations, from time to time, to finance costs of the New SLC on an interim basis and then repay the Subordinate Revolving Obligations from various sources of funds, including proceeds of additional Bonds and other available funds. The Department has applied PFCs to pay-as-you-go projects in prior years, but is now applying most PFCs collected to pay debt service on outstanding Bonds and expects to use PFCs to pay debt service on portions of the Series 2023 Bonds and additional Bonds to be issued in the future. CFCs being collected are applied to reimburse the Department for the costs, including imputed interest, of eligible facilities serving the rental car companies that are now in service and that were funded with Department funds. The table below describes the various projected sources of funds that are expected to be used to fund the New SLC as well as the other capital projects ("Other CIP"). This mix of funding sources is expected to maintain the Airport's cost per enplaned passenger at a rate comparable to other Delta hub airports. These amounts reflect the sums of funds actually expended and anticipated future expenditures. In the AUA,the City has agreed not to recover the portions of the New SLC funded with Department funds,and none of the project costs funded with AIP or BIL grants, PFCs or CFCs are included in the airline rate base or recovered through airline rates and charges. EXPECTED SOURCES OF FUNDS FOR THE NEW SLC AND OTHER CAPITAL PROJECTS (Dollars in 000s) TSA OTA/ Series Additional Dept. PAYGO PAYGO AIP/BIL Prior 2023 Bonds Funds PFCs CFCs Grants Bonds*t Bonds Total** TRP $275,214 $332,838 $199,036 $62,747 $1,831,533 $2,830,055 NCP $295,952 0 0 $117,386 $867,663 $2,304,919 Total New $463,227 $332,838 $199,036 $180,133 $2,699,196 $5,134,974 SLC** Other CIP $322,221 0 0 $ 0 $385,173 TOTAL:* $893,437 $332,838 $199,060 $180,133 $2,699,196 $5,520,147 *Includes interest earnings. **Totals may not add due to rounding. tIncludes all Series 2017,2018 and 2021 Bond proceeds available for construction. Construction proceeds have been fully expended,other than approximately$20 million of 2021B Bonds proceeds. Department Funds The Airport derives revenues from a wide variety of non-aeronautical sources, including parking,rental car fees,concessions fees and ground transportation fees. Beginning in 1997,the City began reserving excess non-airline revenues in anticipation of undertaking the New SLC and other capital projects, and as of March 31,2023, the City maintained a balance of approximately$_million in the Surplus Fund available for future development of the Airport System. The Department has been expending such retained amounts since commencing the New SLC program in 2014. Beginning in FY 2022,the Department determined to use additional money on deposit in the Surplus Fund for New SLC project costs rather than retain such funding as reserves. The Department regularly applies its internally generated funds for project costs and the Department expects to continue reimbursing itself from CFCs and AIP,BIL 22 KKR Draft 4/21/2023 and OTA grant funds during the construction of the New SLC. See"APPENDIX B-REPORT OF THE AIRPORT CONSULTANT—CIP Plan of Finance." Airport Revenue Bonds The City expects to fund approximately$400 million of the costs of the New SLC from proceeds of the Series 2023 Bonds and an additional $800 million of proceeds of Bonds to be issued in the future. Portions of the debt service payable on the Bonds are expected to be paid with PFCs. See"APPENDIX B-REPORT OF THE AIRPORT CONSULTANT—CIP Plan of Finance." Subordinate Revolving Obligations The City may issue,from time to time, Subordinate Revolving Obligations to provide interim financing for certain costs of the New SLC program. [No Subordinate Revolving Obligations are outstanding as of July 1,2023.] The Subordinate Revolving Obligations provide the Department with rapid access to capital,greater funding certainty and additional financial flexibility. See "SECURITY FOR THE SERIES 2023 BONDS — Subordinate Revolving Obligations." PFCs As of March 31,2023,the City has received approval from the FAA to impose and use$2.65 billion of PFCs for projects at the Airport including the TRP,and the City expects to fund approximately$332.8 million of the costs of the TRP with PAYGO PFCs,out of a total of$1.38 billion of PFCs approved for the TRP. In addition,to the extent authorized by the FAA, the City has applied and expects to continue to apply in the future additional PFCs to pay principal of and interest on a portion of the Bonds,including a portion of the Series 2023 Bonds. The City is authorized to collect a PFC of$4.50 from eligible passengers enplaning at the Airport,of which$0.11 is retained by the collecting air carriers as a handling fee. Federal law restricts the use of PFCs to certain kinds of projects and,accordingly,based on current FAA approvals,PFCs may only be used for certain elements of the TRP,including portions of Concourse A, and airside project elements. As of the date hereof,the City has not sought and does not expect to seek approval from the FAA to apply PFCs to the costs of the NCP. See"INVESTMENT CONSIDERATIONS—PFC Revenues and Other Funding Sources." Due to the resurgence in passenger air travel following the height of the COVID-19 pandemic,the Department received approximately$49.70 million in PFC revenue during FY 2022,nearly double the $25.38 million in PFC revenue that the Department received in FY 2021. PFCs are excluded from the Net Revenues securing the Bonds pledged under the Master Indenture,but the City may,by execution of a Supplemental Indenture or a certificate of designation, pledge or otherwise commit PFCs to secure payment of specified Bonds. See "SECURITY FOR THE SERIES 2023 BONDS —Use of PFCs to Pay Debt Service." See also, "INVESTMENT CONSIDERATIONS—PFC Revenues and Other Funding Sources." As of March 31, 2023, the Department had collected approximately $ million and expended approximately$ million of its total approved PFC collections on approved projects,including$332.8 million of pay-as-you-go PFCs for elements of the TRP. The Department expects to expend the majority of PFCs currently on hand plus a portion of PFCs collected in future years for payment of principal of and interest on Bonds issued to fund PFC-eligible TRP elements. See "APPENDIX B —REPORT OF THE AIRPORT CONSULTANT —CIP Plan of Finance." CFCs The City requires rental car companies to collect a CFC of$5 per transaction day, limited to 12 days per contract,from persons renting automobiles at the Airport. The City expects to apply a total of approximately$199.1 million of CFCs to pay certain costs of the TRP, either directly or to reimburse the City for eligible costs previously funded with Department funds. As of March 31, 2023, approximately$199.1 million of CFCs have been expended for CFC eligible projects,although the Department expects to reimburse itself in the future for a portion of such costs as additional CFCs are collected. Although federal law does not restrict the use of CFCs, a City ordinance limits the use of CFCs only to financing capital improvements at the Airport that support rental car services,including a pro rata share of joint use infrastructure such as roadways,the portions of the Parking Garage needed for ready/return facilities, funding debt service associated with rental car facilities or funding the City's costs for such other rental car related purposes as the City may determine. CFCs are excluded from Net Revenues and the Department does not expect to issue any CFC revenue bonds. The City also currently does not expect to apply proceeds of the Bonds to finance 23 KKR Draft 4/21/2023 rental car facilities or,accordingly,to pay debt service on Bonds with CFCs. The Department expects to apply CFCs to the costs of the portion of the recently completed Parking Facility that will serve rental car companies,and elements of the roadway system serving the rental car facilities. See "APPENDIX B - REPORT OF THE AIRPORT CONSULTANT—CIP Plan of Finance." AIP,BIL,and TSA Grants The Department expects to apply$209.8 million of AIP grant funds to fund eligible costs of the New SLC. In addition, the TSA provides certain grant funds through OTAs for in-line baggage screening systems, and the Department anticipates receiving$15.2 million from the TSA for that element of the TRP. The grant funding available to airports under the BIL falls into two categories: The BIL provided for two different kinds of capital grants over the five year term of the program,from federal fiscal year("FFY")2022,ending September 30,2022,through FFY 2026. The first are Airport Infrastructure Grant ("AIG") funds, which are allocated similar to AIP funds on the basis of enplaned passengers and operational metrics, and Airport Terminal Program ("ATP") funds, which are subject to annual competitive allocation. The Department expects to receive approximately $25.2 million in BIL AIG grant funds annually over the five year period,which it expects to apply to portions of the New SLC and to other capital improvements at the Airport. The Department also expects to submit applications for ATP program funding,and has received a total of$29 million to date,which is being applied to construction of Concourse B East. See"APPENDIX B - REPORT OF THE AIRPORT CONSULTANT—CIP Plan of Finance." The Department has not and does not expect to apply proceeds of CARES Act,CRRSA or ARPA grants for costs of the New SLC. See"THE AIRPORT —COVID-19 Outbreak—Department's Response to COVID-19". The City receives grants annually from the FAA pursuant to the AIP and also receives OTA funding from the TSA from time to time. The AIP grants generally fall into two categories:(i)entitlement grants,which are awarded based upon the number of passengers enplaned at the Airport as well as entitlement grants based on air cargo throughout at the Airport, and(ii)discretionary grants,which are awarded at the discretion of the FAA based upon specified criteria, including a cost-benefit analysis. Similar to many federal grant-in-aid programs, AIP grants are reimbursement grants. Accordingly,the Department must expend its own cash to fund an authorized project and then submit invoices to the FAA for reimbursement of such costs pursuant to the terms of the grant. Thus,while grants may be awarded in one fiscal year,grant funds may be received over a period of several subsequent fiscal years. For a description of the AIP program, see "INVESTMENT CONSIDERATIONS —FAA Reauthorization and Federal Funding." The Department will continue its practice of fully utilizing the AIP entitlement grants that are awarded to it to maintain and improve the Airport System, and of aggressively seeking FAA discretionary grants for AIP-eligible projects. Based on communications with the FAA, the Department currently expects $150,000 in annual AIP entitlement grants for each of the Auxiliary Airports. For fiscal years 2019-2022,the Department was awarded$228.3 million in FAA AIP grants for projects including conducting an airport master plan study, and runway,taxiway and apron pavement rehabilitation work. The Department received $52.0 million in AIP grant funds in FY 2022. However,there can be no assurance that additional grants from the FAA or TSA will be available in the future. See "INVESTMENT CONSIDERATIONS—FAA Reauthorization and Federal Funding." SECURITY FOR THE SERIES 2023 BONDS Pledge of Net Revenues The Series 2023 Bonds are limited obligations of the City payable solely from and secured by a pledge of Net Revenues,certain funds and accounts held by the Trustee under the Indenture,and other amounts payable under the Indenture. The Series 2023 Bonds will be secured by a pledge of Net Revenues on parity with the Existing Bonds, and any additional Bonds issued in the future. "Net Revenues" are defined in the Master Indenture to mean, for any given period, the Revenues for such period,less the Operation and Maintenance Expenses of the Airport System for such period. "Revenues" are defined in the Master Indenture to include, among other things, except to the extent specifically excluded therefrom, all income,receipts, earnings and revenues received by the City from the operation and ownership of the Airport System for a given period, as determined in accordance with generally accepted accounting principles,as modified from time to time,including,but not limited to,(1)rates,tolls,fees,rentals,charges 24 KKR Draft 4/21/2023 and other payments made to or owed to the City for the use or availability of the Airport System,(2)amounts received or owed from the sale or provision of supplies,materials, goods and services provided by or made available by the City, including rental or business interruption insurance proceeds, received by, held by, accrued to or entitled to be received by the City or any successor thereto from the possession,management,charge, superintendence and control of the Airport System and its related facilities or activities and undertakings related thereto or from any other facilities wherever located with respect to which the City receives payments which are attributable to the Airport System or activities or undertakings related thereto and (3) Other Pledged Revenues. See "APPENDIX C — FORM OF MASTER INDENTURE—ARTICLE I—DEFINITIONS;INTERPRETATION"for a more complete definition of Revenues. CFCs and Capitalized Interest, among other things, are specifically excluded from Revenues unless otherwise designated as Other Pledged Revenues pursuant to a certificate of the City or in a Supplemental Indenture. PFCs also are specifically excluded from Revenues,but may be applied to pay principal of and interest on Bonds as described below. The City has not designated or pledged pursuant to a certificate or a Supplemental Indenture any PFCs to the payment of Bonds. However, see"—Use of PFCs to Pay Debt Service"below for a discussion of the City's past use of and future expectation to use PFCs to pay a portion of the debt service on the Outstanding Bonds and the Series 2023 Bonds. Additionally,a portion of the interest on the Series 2021 Bonds is payable from Capitalized Interest through October 1, 2024, and a portion of the interest on the Series 2023 Bonds will be payable from Capitalized Interest through DATE. "Operation and Maintenance Expenses of the Airport System"or"O&MExpenses"are defined in the Master Indenture to mean, for any given period, the total operation and maintenance expenses of the Airport System as determined in accordance with generally accepted accounting principles as in effect from time to time;including any costs of Credit Facilities and Liquidity Facilities; but excluding depreciation expense and any operation and maintenance expenses of the Airport System payable from moneys other than Revenues,including,but not limited to, any non-cash items that are required to be treated as operation and maintenance expenses of the Airport System in accordance with generally accepted accounting principles. The Department operates the Airport and the Auxiliary Airports as the Airport System. The Master Indenture includes the operation and maintenance costs and revenues of the Auxiliary Airports within the definitions of "Operation and Maintenance Expenses of the Airport System"and"Revenues." None of the properties of the Airport System are subject to any mortgage or other lien for the benefit of the owners of the Bonds,and neither the full faith and credit nor the taxing power of the City,the State or any political subdivision or agency of the State is pledged to the payment of the principal of or interest on the Bonds. Flow of Funds The City has created and holds and maintains a special fund designated as the Revenue Fund into which all Revenues and other moneys and funds not included in Revenues are deposited. Pursuant to the Master Indenture and the Master Subordinate Indenture, the City has agreed to continue to hold and maintain the Revenue Fund. Additionally, pursuant to the Master Indenture and the Master Subordinate Indenture, the City has covenanted and agreed to establish, hold and maintain the Revenue Account within the Revenue Fund. As long as there are any Outstanding Bonds or Outstanding Subordinate Obligations,all Revenues will be deposited in the Revenue Account and will be set aside for the payment of the following amounts or deposited or transferred to the following funds, accounts and subaccounts in the following order of priority: First.to the Operation and Maintenance Subaccount. On or prior to the third Business Day of each month, the City shall deposit Revenues to the Operation and Maintenance Subaccount in an amount equal to one-twelfth of the estimated Operation and Maintenance Expenses of the Airport System for the then current Fiscal Year as set forth in the budget of the City for such Fiscal Year as finally approved by the City. In the event that the balance in the Operation and Maintenance Subaccount at any time is insufficient to make any required payments therefrom due and payable between the third Business Day of the then current month and the second Business Day of the immediately succeeding month, additional Revenues at least sufficient to make such payments shall immediately be deposited in the Operation and Maintenance Subaccount from the Revenue Account. Second:to the Debt Service Funds. Except as otherwise provided in a Supplemental Indenture, on or prior to the third Business Day of each month, a sufficient amount of Revenues shall be transferred by the City,without priority and on an equal basis,except as to timing of payment,to the Trustee for deposit to the Debt Service Funds in the amounts, at the times and in the manner provided in the 25 KKR Draft 4/21/2023 Master Indenture to provide for the payment of principal and interest to become due on the Outstanding Bonds. In addition to the deposit of Revenues to the Debt Service Funds,the City shall transfer any applicable Pledged Passenger Facility Charges and/or Passenger Facility Charges Available for Debt Service to the Trustee for deposit to the applicable Debt Service Fund in accordance with the provisions of the applicable Supplemental Indenture and/or a certificate of the City as provided in the Master Indenture. Except as otherwise provided in a Supplemental Indenture, the amount of Revenues, Pledged Passenger Facility Charges, if any, and Passenger Facility Charges Available for Debt Service deposited each month shall equal one sixth of the full amount required to pay the interest on the Outstanding Bonds next coming due and one twelfth of the principal amount and/or sinking fund installment of the Outstanding Bonds next coming due. Third:to the Common Debt Service Reserve Fund and Series Debt Service Reserve Funds. On or prior to the third Business Day of each month, a sufficient amount of Revenues shall be transferred by the City,without priority and on an equal basis,to the Trustee for deposit to the Common Debt Service Reserve Fund at the times and in the amounts provided in the Master Indenture, and to any Series Debt Service Reserve Fund at the times and in the amounts set forth in the Supplemental Indenture pursuant to which such Series Debt Service Reserve Fund is created. See"—Common Debt Service Reserve Fund"below. Fourth: to the Subordinate Obligation Debt Service Funds. Except as otherwise provided in a Supplemental Subordinate Indenture, on or prior to the third Business Day of each month, a sufficient amount of Revenues shall be transferred by the City, without priority and on an equal basis, except as to timing of payment, to the Subordinate Trustee for deposit to the Subordinate Obligation Debt Service Funds in the amounts,at the times and in the manner provided in the Master Subordinate Indenture to provide for the payment of principal and interest to become due on the outstanding Subordinate Obligations. In addition to the deposit of Revenues to the Subordinate Obligation Debt Service Funds, the City shall transfer any applicable Pledged Passenger Facility Charges and/or Passenger Facility Charges Available for Debt Service to the Subordinate Trustee for deposit to the applicable Subordinate Obligation Debt Service Fund in accordance with the provisions of the applicable Supplemental Subordinate Indenture and/or a certificate of the City as provided in the Master Subordinate Indenture. Except as otherwise provided in a Supplemental Subordinate Indenture, the amount of Revenues, Pledged Passenger Facility Charges, if any, and Passenger Facility Charges Available for Debt Service deposited each month shall equal one sixth of the full amount required to pay the interest on the outstanding Subordinate Obligations next coming due and one twelfth of the principal amount and/or sinking fund installment of the outstanding Subordinate Obligations next coming due. Fifth:to the Subordinate Obligation Debt Service Reserve Funds. On or prior to the third Business Day of each month,a sufficient amount of Revenues shall be transferred by the City,without priority and on an equal basis,to the Subordinate Trustee for deposit to any debt service reserve fund established by or for the benefit of the City in connection with any Subordinate Obligations,provided,however, no Revenues shall be transferred by the City to the Subordinate Obligation Trustee for deposit to any debt service reserve fund established by or for the benefit of the City in connection with any Subordinate Obligations if amounts(including any Debt Service Reserve Fund Surety Policy)in the Common Debt Service Reserve Fund are not sufficient to meet the Reserve Requirement or amounts (including any Debt Service Reserve Fund Surety Policy)in any Series Debt Service Reserve Fund are not sufficient to meet the applicable Reserve Requirement for such Series Debt Service Reserve Fund. No Subordinate Obligation Debt Service Reserve Fund has been, or is expected to be, established for the Subordinate Revolving Obligations. Sixth: to the Operation and Maintenance Reserve Subaccount. On or prior to the third Business Day of each month, sufficient Revenues shall be deposited to the Operation and Maintenance Reserve Subaccount to fund any deficiency in the Operation and Maintenance Reserve Subaccount in accordance with the Master Indenture and the Master Subordinate Indenture. Seventh: to the Renewal and Replacement Subaccount. On or prior to the third Business Day of each month,sufficient Revenues shall be deposited to the Renewal and Replacement Subaccount to fund 26 KKR Draft 4/21/2023 any deficiency in the Renewal and Replacement Subaccount in accordance with the Master Indenture and the Master Subordinate Indenture. Eighth: to the Rolling Coverage Account. On or prior to the third Business Day of each month, at the discretion of the City, Revenues may be deposited to the Rolling Coverage Account in an amount determined by the City to fund the Rolling Coverage Account in accordance with the Master Indenture and the Master Subordinate Indenture. Ninth:to the Surplus Fund. At the discretion of the City, all or a portion of the remaining Revenues may be deposited to the Surplus Fund to be used for any lawful Airport System purpose. Pursuant to the Master Indenture and the Master Subordinate Indenture,the City has created,within the Revenue Fund, separate funds, accounts or subaccounts for the deposit of CFCs and PFCs that have not been designated as Revenues. See"--Use of PFCs to Pay Debt Service"below for a discussion of the City's expectation to use PFCs to pay a portion of the debt service on Bonds,including the Series 2023 Bonds. The following chart provides a graphic presentation of the flow of funds under the Master Indenture and the Master Subordinate Indenture upon the receipt of Revenues. Flow of Funds Pursuant to Master Indenture REVENUES' 1 REVENUE ACCOUNT OPERATION AND MAINTENANCE SUBACCOUNT* Passenger Facility Charges Available for Debt Service DEBT SERVICE FUNDS** and Pledged Passenger Facility Charges COMMON DEBT SERVICE RESERVE FUND AND SERIES DEBT SERVICE RESERVE FUNDS** SUBORDINATE OBLIGATION DEBT SERVICE FUND(S)*** SUBORDINATE OBLIGATION DEBT SERVICE RESERVE FUNDS*** OPERATION AND MAINTENANCE RESERVE SUBACCOUNT 1 RENEWAL AND REPLACEMENT SUBACCOUNT 1 ROLLING COVERAGE ACCOUNT j KKR Draft 4/21/2023 SURPLUS FUND Any Lawful Purpose of the Department *Maintained within the Revenue Account of the Department. (1)Revenues do not include PFC or CFC revenues. **Held and maintained by the Trustee. ***Held and maintained by the Subordinate Trustee. 28 KKR Draft 4/21/2023 Rate Covenant The City has covenanted in the Master Indenture that, while any of the Bonds (including the Series 2023 Bonds) remain Outstanding, it will establish, fix, prescribe and collect rates, tolls, fees, rentals and charges in connection with the Airport System and for services rendered in connection therewith,so that: (a) Revenues in each Fiscal Year will be at least equal to the following amounts: (i) Operation and Maintenance Expenses of the Airport System due and payable during such Fiscal Year; (ii) the Annual Debt Service on any Outstanding Bonds required to be funded by the City in such Fiscal Year as required by the Master Indenture or any Supplemental Indenture with respect to the Outstanding Bonds; (iii) the required deposits to the Common Debt Service Reserve Fund or any Series Debt Service Reserve Fund which may be established by a Supplemental Indenture; (iv) the reimbursement owed to any Credit Provider or Liquidity Provider as required by a Supplemental Indenture; (v) the interest on and principal of any indebtedness of the City issued on behalf of the Department required to be funded during such Fiscal Year,other than for Outstanding Bonds,but including Subordinate Obligations;and (vi) funding of any debt service reserve funds created with respect to any indebtedness of the City issued on behalf of the Department, other than Outstanding Bonds, but including Subordinate Obligations. (b) During each Fiscal Year the Net Revenues, together with any Transfer, will be equal to at least 125%of Annual Debt Service on the Outstanding Bonds for such Fiscal Year. For purposes of this paragraph(b),the amount of any Transfer taken into account cannot exceed 25%of Annual Debt Service on the Outstanding Bonds in such Fiscal Year. "Transfer"is defined in the Master Indenture to mean(a)the amount on deposit,if any,on the last Business Day of the applicable Fiscal Year in the Rolling Coverage Account plus(b)any amounts withdrawn from the Rolling Coverage Account during such Fiscal Year to pay Operation and Maintenance Expenses of the Airport System, to make any required payments or deposits to pay or secure the payment of principal of and/or interest on the Bonds and Subordinate Obligations,if any,or to pay the cost of any additions,improvements,repairs,renewals or replacements to the Airport System, less(c)any amounts deposited in the Rolling Coverage Account from Revenues during such Fiscal Year. For purposes of paragraphs(a)and(b)above,Annual Debt Service on the Outstanding Bonds will be reduced by the amount of principal and/or interest paid with Capitalized Interest, Passenger Facility Charges Available for Debt Service and/or Pledged Passenger Facility Charges. See"APPENDIX C—FORM OF MASTER INDENTURE —ARTICLE IV - REVENUES; FUNDS AND ACCOUNTS—Section 4.15 - Passenger Facility Charges Available for Debt Service." The Department was granted a total of$183.9 million of federal relief grants(excluding concession relief of $13.75 million)under the three programs adopted by Congress providing financial relief to airports during the COVID- 19 pandemic. See "THE AIRPORT — COVID-19 Outbreak—Department's Response to COVID-19." The table below shows the application of these federal relief funds by the Department by Fiscal Year. The Department expects to have expended all such relief funds by December 2023. The Department has applied and expects to continue to apply these relief funds to reimburse itself for O&M Expenses. Although these grant funds are not Revenues under the Master Indenture,by applying them to fund O&M Expenses,the Department is better able to meet the requirements of paragraph(a) and(b) above of the Rate Covenant, since the grant funds applied reduce the amount of Revenues required to pay O&M Expenses,thus increasing Net Revenues. 29 KKR Draft 4/21/2023 Federal COVID-19 Relief Grants(in$millions) Total FY2020 FY 2021 FY 2022 FY 2023 FY 2024t CARES Act $82.5 $3.9 $66 $12.6 -- -- CRRSA* 20.6 -- -- 20.6 -- -- ARPA** 80.8 -- -- 6.8 $37 $37 Total $183.9 $3.9 $66.0 $40.0 $37.0 $37.0 Source:Department *Concession relief of$2.75 million not included **Concession relief of$11.0 million not included 'Budgeted The AUA also provides for extraordinary coverage protection if the Department expects to fail to meet the rate covenant under the Master Indenture. Under the AUA, if in any Fiscal Year the amount of Revenues less Operating Expenses is projected to be less than the sum of the principal of,premium, if any, and interest due in that Fiscal Year on the Bonds and Subordinate Obligations then Outstanding,plus 25%of such Debt Service on Bonds and the amount required under the agreement providing for the issuance of such Subordinate Obligations, then the Signatory Airlines will make extraordinary coverage protection payments in addition to landing fees and terminal rents. See"THE AIRPORT—Airline Use Agreement—Rates and Charges"below. If Revenues and Net Revenues, together with any Transfer, in any Fiscal Year are less than the amounts specified in paragraphs (a) and (b) above, the City is required to retain and direct a Consultant to make recommendations as to the revision of the City's business operations and its schedule of rates,tolls,fees,rentals and charges for the use of the Airport System and for services rendered by the City in connection with the Airport System, and after receiving such recommendations or giving reasonable opportunity for such recommendations to be made, the City will take all lawful measures to revise the schedule of rates,tolls,fees,rentals and charges as may be necessary to produce Revenues and Net Revenues,together with any Transfer in the amounts specified in paragraphs(a)and(b) above in the next succeeding Fiscal Year. In the event that Revenues or Net Revenues for any Fiscal Year are less than the amounts specified in paragraphs (a) or(b) above,but the City has,prior to or during the next succeeding Fiscal Year,promptly taken all lawful measures to revise the schedule of rates,tolls,fees,rentals and charges as required by the provisions set forth in the prior paragraph,such deficiency in Revenues or Net Revenues will not constitute an Event of Default under the Master Indenture. Nevertheless,if after taking the measures required by the provisions set forth in the prior paragraph to revise the schedule of rates,tolls,fees,rentals and charges,Revenues or Net Revenues in the next succeeding Fiscal Year(as evidenced by the audited financial statements of the City for such Fiscal Year) are less than the amounts specified in paragraphs(a) and(b) above, such deficiency in Revenues or Net Revenues will constitute an Event of Default under the Master Indenture. See"THE AIRPORT—The Airline Use Agreement" for a discussion regarding certain limits on the ability of the City to raise fees to be charged to the Signatory Airlines. Common Debt Service Reserve Fund Pursuant to the Master Indenture, the City established the Common Debt Service Reserve Fund (the "Common Reserve Fund")with the Trustee to secure any Bonds the City elects to participate in the Common Reserve Fund. At the time of issuance of the Outstanding Bonds,the City elected to have each series of the Outstanding Bonds participate in the Common Debt Service Reserve Fund and,at the time of issuance of the Series 2023 Bonds,the City will elect to have the Series 2023 Bonds participate in the Common Reserve Fund. The Outstanding Bonds,the Series 2023 Bonds and any additional Bonds the City elects to have participate in the Common Reserve Fund are collectively referred to in this Official Statement as the"Common Reserve Fund Participating Bonds." Moneys held in the Common Reserve Fund will be used for the purpose of paying principal of and interest on the Common Reserve Fund Participating Bonds on a parity basis. If,on any Payment Date for the Common Reserve Fund Participating Bonds, the amounts in the Debt Service Funds for such Bonds are insufficient to pay in full the amount then due on such Bonds, moneys held in the Common Reserve Fund will be used for the payment of the principal of and/or interest thereon. If amounts in the Common Reserve Fund consist of both cash and one or more Debt Service Reserve Fund Surety Policies,the Trustee will make any required payments of amounts in the Common Reserve Fund first from any cash on deposit in the Common Reserve Fund prior to making a draw upon any such 30 KKR Draft 4/21/2023 Debt Service Reserve Fund Surety Policy. Moneys held in the Common Reserve Fund also may be used to make any deposit required to be made to the Rebate Fund created for the Common Reserve Fund Participating Bonds at the written direction of the City if the City does not have other funds available from which such deposit can be made. The Common Reserve Fund is required to be funded at all times in an amount equal to the Reserve Requirement. The"Reserve Requirement'is equal to the lesser of(a)Maximum Aggregate Annual Debt Service for all Outstanding Common Reserve Fund Participating Bonds, (b)ten percent of the original principal amount of the Outstanding Common Reserve Fund Participating Bonds, less the amount of original issue discount with respect to such Common Reserve Fund Participating Bonds if such original issue discount exceeded 2% on such Common Reserve Fund Participating Bonds at the time of their original sale, and(c) 125%of the average Aggregate Annual Debt Service for the Outstanding Common Reserve Fund Participating Bonds. At the time of issuance of any additional Bonds which the City elects to have participate in the Common Reserve Fund,the Reserve Requirement is required to be met at the time of such issuance. The City may fund all or a portion of the Reserve Requirement with a Debt Service Reserve Fund Surety Policy. See "APPENDIX C — FORM OF THE MASTER INDENTURE - ARTICLE IV—REVENUES; FUNDS AND ACCOUNTS—Section 4.06 Common Debt Service Reserve Fund and Series Debt Service Reserve Funds." As of March 31,2023,$ million was on deposit in the Common Reserve Fund. At the time of issuance of the Series 2023 Bonds, a portion of the proceeds of the Series 2023 Bonds in the amount of$ will be deposited to the Common Reserve Fund to meet the Reserve Requirement, which will be$ and will be fully funded upon such deposit. Funds in the Common Reserve Fund are invested in Permitted Investments. See"—Permitted Investments"below. Additional Bonds The Master Indenture provides the City with flexibility as to establishing the nature and terms of any additional Bonds hereafter issued with a lien and charge on Net Revenues on parity with the Outstanding Bonds and the Series 2023 Bonds. For example,the Master Indenture provides for the issuance of Variable Rate Indebtedness, Capital Appreciation Bonds and Balloon Indebtedness on a parity with the Series 2023 Bonds. See"APPENDIX C— FORM OF MASTER INDENTURE—ARTICLE II - FORM, EXECUTION, DELIVERY AND REGISTRATION OF BONDS—Section 2.11 —Additional Bonds Test." Additional Bonds may be issued under the Master Indenture on a parity with the Series 2023 Bonds and the Existing Bonds,provided,among other things,that there is delivered to the Trustee either: (a) a certificate, dated as of a date between the date of pricing of the Bonds being issued and the date of delivery of such Bonds (both dates inclusive), prepared by an Authorized City Representative showing that the Net Revenues for the last audited Fiscal Year or for any 12 consecutive months out of the most recent 18 consecutive months immediately preceding the date of issuance of the proposed Series of Bonds,together with any Transfer for the most recently ended Fiscal Year,were at least equal to 125% of Maximum Aggregate Annual Debt Service, which excludes Capitalized Interest, with respect to all Outstanding Bonds and the proposed Series of Bonds, calculated as if the proposed Series of Bonds were then Outstanding;or (b) a certificate, dated as of a date between the date of pricing of the Bonds being issued and the date of delivery of such Bonds(both dates inclusive),prepared by a Consultant,with national recognition as experts in the area of air traffic and airport financial analysis,showing that: (i) the Net Revenues for the last audited Fiscal Year or for any 12 consecutive months out of the most recent 18 consecutive months immediately preceding the date of issuance of the proposed Series of Bonds,together with any Transfer for the most recently ended Fiscal Year,were at least equal to 125% of the sum of the Annual Debt Service due and payable with respect to all Outstanding Bonds for such applicable period;and (ii) for the period from and including the first full Fiscal Year following the issuance of such proposed Series of Bonds during which no interest on such Series of Bonds is expected to be paid from the proceeds thereof through and including the later of: (A)the fifth full Fiscal Year following the issuance of such Series of Bonds,or(B)the third full Fiscal Year during which no interest on such Series of Bonds is expected to be paid from the proceeds thereof, the estimated Net Revenues,together with any estimated Transfer,for each such Fiscal Year,will be at least equal to 125%of the Aggregate Annual Debt Service for each such Fiscal Year with respect 31 KKR Draft 4/21/2023 to all Outstanding Bonds and calculated as if (y) the proposed Series of Bonds were then Outstanding, and (z) any future Series of Bonds which the City estimates will be required to complete payment of the estimated costs of construction of such portion of the Specified Project and any other uncompleted portion of the Specified Project from which the Consultant projects additional Revenues will be generated were then Outstanding. For purposes of paragraphs(a)and(b)above,the amount of any Transfer taken into account cannot exceed 25%of the Aggregate Annual Debt Service on the Outstanding Bonds,the proposed Series of Bonds and any future Series of Bonds required to complete the Specified Project as described above. The components of Aggregate Annual Debt Service are to be calculated as provided in the Master Indenture. See"APPENDIX C—FORM OF MASTER INDENTURE—ARTICLE II-FORM, EXECUTION,DELIVERY AND REGISTRATION OF BONDS—Section 2.11—Additional Bonds Test." For purposes of subparagraph(b)(ii)above,in estimating Net Revenues,the Consultant may take into account (1)Revenues from Specified Projects or other Airport Facilities reasonably expected to become available during the period for which the estimates are provided, (2) any increase in fees, rates, charges, rentals or other sources of Revenues which have been approved by the City and will be in effect during the period for which the estimates are provided, and(3) any other increases in Revenues which the Consultant believes to be a reasonable assumption for such period. With respect to Operation and Maintenance Expenses of the Airport System, the Consultant will use such assumptions as the Consultant believes to be reasonable, taking into account: (x) historical Operation and Maintenance Expenses of the Airport System, (y)Operation and Maintenance Expenses of the Airport System associated with the Specified Projects and any other new Airport Facilities, and (z) such other factors, including inflation and changing operations or policies of the City,as the Consultant believes to be appropriate. The Consultant will include in the certificate or in a separate accompanying report the calculations and assumptions made in determining the estimated Net Revenues and will also set forth the calculations of Aggregate Annual Debt Service, which calculations may be based upon information provided by another Consultant. For purposes of preparing the certificate or certificates described above, the Consultant or the Authorized City Representative may reasonably rely upon fmancial information provided by the City. At the time of issuance of the Series 2023 Bonds,the Airport Consultant will deliver a certificate as described in paragraph(b)above to the Trustee. Neither of the certificates described in paragraphs(a)or(b)above will be required if- (i) the Bonds being issued are for the purpose of refunding then Outstanding Bonds and there is delivered to the Trustee,instead,a certificate of an Authorized City Representative or Consultant showing that Maximum Aggregate Annual Debt Service after the issuance of such Refunding Bonds will not exceed the Maximum Aggregate Annual Debt Service prior to the issuance of such Refunding Bonds;or (ii) the Bonds being issued constitute Notes and there is delivered to the Trustee, instead, a certificate prepared by an Authorized City Representative or a Consultant showing that the principal amount of the proposed Notes being issued,together with the principal amount of any Notes then Outstanding,does not exceed 10%of the Net Revenues for any 12 consecutive months out of the most recent 24 months immediately preceding the issuance of the proposed Notes; or (iii) the Bonds being issued are Completion Bonds and the following written certificates are delivered to the Trustee(A)a Consultant's certificate stating that the nature and purpose of such Project has not materially changed and(B) a certificate of an Authorized City Representative to the effect that (1) all of the proceeds (including investment earnings on amounts in the Construction Fund established for the Project)of the original Bonds issued to finance such Project have been or will be used to pay Costs of the Project and(2)the then estimated Costs of the Project exceed the sum of the Costs of the Project already paid plus moneys available in the Construction Fund established for the Project (including unspent proceeds of Bonds previously issued for such purpose). "Completion Bonds" are defined in the Master Indenture as Bonds issued to pay costs of completing a Project for which Bonds have previously been issued and the principal amount of such Bonds being issued for completion purposes does not exceed an amount equal to 15%of the principal amount of the Bonds originally issued for the Project. The Series 2023 Bonds and any additional Bonds to be issued to finance additional costs of the New SLC will not be deemed 32 KKR Draft 4/21/2023 to constitute Completion Bonds under the Master Indenture. See "APPENDIX C—FORM OF MASTER INDENTURE—ARTICLE I—DEFINITIONS;INTERPRETATION." The City expects to issue additional Bonds in the future to finance the development of the Airport System. See"THE AIRPORT REDEVELOPMENT PROGRAM—Funding Sources." Use of PFCs to Pay Debt Service Pursuant to the Master Indenture,PFC revenues are excluded from the definition of Revenues and,therefore, are not pledged to the payment of debt service on the Bonds, except for Pledged Passenger Facility Charges,which are subject to the pledge of the Master Indenture but do not constitute Revenues. However, PFC revenues may still be applied to pay debt service on Bonds that financed PFC-eligible projects in two separate ways. The City may designate specified PFC revenues as Passenger Facility Charges Available for Debt Service. Passenger Facility Charges Available for Debt Service are transferred to the Trustee and deposited directly into a City designated Debt Service Fund to be used to pay debt service on a specific Series of Bonds. The City may also pledge specified PFC revenue to secure designated Bonds as Pledged Passenger Facility Charges. Pledged Passenger Facility Charges are also transferred to the Trustee and deposited directly into a City designated Debt Service Fund to be used to pay debt service on a specific Series of Bonds. The City has not elected,and the City has no current plans to elect,to designate PFCs as Pledged Passenger Facility Charges. The City expects,however,to the extent approved by the FAA,to use PFCs as Passenger Facility Charges Available for Debt Service to pay a portion of the debt service on the Series 2023 Bonds,as well as the Outstanding Bonds,that financed PFC-eligible projects. Debt service paid with PFCs,whether designated as Passenger Facility Charges Available for Debt Service and/or Pledged Passenger Facility Charges, is not included in the calculation of the rate covenant set forth in the Master Indenture, and debt service on additional Bonds expected to be paid from PFCs is not included in the additional bonds test set forth in the Master Indenture. For additional information regarding PFCs and the City's expected use of PFC revenues, see "APPENDIX B — REPORT OF THE AIRPORT CONSULTANT." Permitted Investments Moneys and funds held by the City will be invested in Permitted Investments, subject to any restrictions set forth in the Master Indenture and subject to restrictions imposed upon the City by the State Money Management Act. Moneys and funds held by the Trustee under the Master Indenture,including moneys in the respective Debt Service Funds,and the accounts therein,and the Common Reserve Fund,may be invested as directed by the City in Permitted Investments, subject to the restrictions set forth in the Master Indenture and subject to restrictions imposed upon the City by the State Money Management Act. See"THE AIRPORT—Financial Considerations - Investment Policy" herein. Events of Default and Remedies;No Acceleration Events of Default under the Master Indenture and related remedies are described in"APPENDIX C—FORM OF THE MASTER INDENTURE—ARTICLE VIII—DEFAULTS AND REMEDIES." The occurrence of an Event of Default does not grant any right to accelerate payment of the Bonds, including the Series 2023 Bonds and the Existing Bonds,to either the Trustee or the Holders of the Bonds. The Trustee is authorized to take certain actions upon the occurrence of an Event of Default, including proceedings to enforce the obligations of the City under the Master Indenture. If there is an Event of Default, payments, if any, on the Bonds will be made after payments of Operation and Maintenance Expense of the Airport System. Since Net Revenues are Revenues net of all amounts needed to pay Operation and Maintenance Expense of the Airport System, and the City is not subject to involuntary bankruptcy proceedings,the City may be able to continue indefinitely collecting Revenues and applying them to the operation of the Airport System even if an Event of Default has occurred and no payments are being made on the Bonds. Subordinate Obligations(Subordinate Revolving Obligations) The Master Subordinate Indenture provides for the issuance and/or incurrence, from time to time, of debt obligations of the City secured by and payable from a pledge of Subordinate Revenues(as defined below),including, without limitation, bonds, notes, bond anticipation notes, commercial paper, revolving lines of credit, obligations incurred pursuant to an interest rate swap agreement, obligations incurred through lease or installment purchase agreements or certificates of participation,and certain other obligations(collectively,"Subordinate Obligations"). 33 KKR Draft 4/21/2023 "Subordinate Revenues" mean all Revenues remaining after the City has provided for the payment of Operation and Maintenance Expenses of the Airport System, the payment of debt service on the Bonds and any amounts necessary to replenish the Common Debt Service Reserve Fund (or any other debt service reserve fund established to secure one or more series of Bonds). Pursuant to the Master Subordinate Indenture, the First Supplemental Subordinate Indenture and the Subordinate Revolving Obligations Credit Agreement,the City is authorized to issue and have outstanding,from time to time,up to$150,000,000 in aggregate principal amount of Subordinate Revolving Obligations. When Subordinate Revolving Obligations are issued, all of the Subordinate Revolving Obligations issued by the City are purchased by the Subordinate Revolving Obligations Bank(JPMorgan Chase Bank,National Association)in accordance with the terms of the Subordinate Revolving Obligations Credit Agreement. Except as otherwise provided in the Subordinate Revolving Obligations Credit Agreement,the principal of all Subordinate Revolving Obligations outstanding pursuant the Master Subordinate Indenture, the First Supplemental Subordinate Indenture and the Subordinate Revolving Obligations Credit Agreement are due and payable on March 1, 2024. However, subject to the terms of the Subordinate Revolving Obligations Credit Agreement, on March 1, 2024, the City can convert any outstanding Subordinate Revolving Obligations to a term loan that will be payable in six equal semi-annual installments following March 1,2024. As of the date of this Official Statement,there are no outstanding Subordinate Obligations. Upon the occurrence of an event of default under the Subordinate Revolving Obligations Credit Agreement, the Subordinate Revolving Obligations Bank may terminate its obligation to make revolving loans,bring a legal action to take any action that may appear necessary to collect amounts due to the Subordinate Revolving Obligations Bank and exercise any and all remedies the Subordinate Revolving Obligations Bank may have under the Subordinate Revolving Obligations Credit Agreement and the Subordinate Indenture. The Subordinate Revolving Obligations Bank is not permitted to accelerate amounts due under the Subordinate Revolving Obligations Credit Agreement or the Subordinate Indenture. Reference is made to the Subordinate Indenture and the Subordinate Revolving Obligations Credit Agreement for the complete terms of such documents. Copies of the Master Subordinate Indenture, the First Supplemental Subordinate Indenture and a redacted copy of the Subordinate Revolving Obligations Credit Agreement are posted on EMMA. Other Covenants of the City Pursuant to the Master Indenture,the City has agreed to other covenants for the benefit of the holders of the Bonds,including the Series 2023 Bonds,in addition to those described above. For example,the City has covenanted not to issue any bonds or other obligations with a lien on or security interest in the Net Revenues which is superior to the Bonds,not to enter into any contracts or take any actions that are inconsistent with the Master Indenture, and to operate and maintain the Airport System in good working order. The City also has retained the right under the Master Indenture to issue obligations secured by a pledge of Net Revenues which is subordinate to the lien securing the Bonds, and to issue special facilities obligations that are not secured by a pledge of Net Revenues but that are secured only by revenues derived from a specified Special Facility. See "APPENDIX C — FORM OF THE MASTER INDENTURE—ARTICLE V—COVENANTS OF THE CITY." THE AIRPORT Overview The Airport serves as the principal airport for the Salt Lake City metropolitan region, the State and portions of Colorado,Idaho,Nevada,and Wyoming. See"APPENDIX B—REPORT OF THE AIRPORT CONSULTANT— Role of the Airport." Based on final data from the FAA,approximately 10.80 million enplaned passengers boarded aircraft at the Airport in CY 2021,ranking it 20r'in the United States. This was an increase of approximately 80.5% as compared to FAA data for CY 2020. The number of enplaned passengers rose in CY 2021 largely as a result of the national recovery from the COVID-19 pandemic and resulting growth in demand for air travel. All the major network airlines and four low-cost carriers("LCCs")operate at the Airport. The Airport is also a primary hub airport for Delta. Delta and its regional partners carried 73.4%of the enplaned passengers at the Airport in FY 2022. The Airport served a total of over 25.5 million passengers in FY 2022. The Airport operates efficiently 34 KKR Draft 4/21/2023 and is frequently ranked first among similarly sized U.S.airports for on-time arrivals and departures by OAG Aviation Worldwide Limited. The Airport also has significant cargo operations. Approximately 227,355 U.S.tons of freight and mail were loaded and unloaded on and off aircraft at the Airport in FY 2022. Based on data from Airports Council International- North America("ACMA"),the Airport was ranked the 32°d busiest cargo airport in the U.S.for CY 2021 with 205,472 metric tons of cargo. Also, in CY 2021,ACI-NA data shows that the Airport had over 342,000 aircraft movements or operations,ranking the Airport 14'in the U.S.and 16'in the world for aircraft movements. The Airport's Air Service Area The Airport is the primary commercial air service facility serving the Salt Lake City metropolitan area and the surrounding region. The Airport has essentially no competition from other airports within the region, with no other large commercial service airports being located within 400 highway miles of the Airport. The geographical region that serves as an airport's primary air service catchment area generally is referred to as its primary Air Service Area.The Airport's primary Air Service Area is defined as the Salt Lake City-Provo-Orem Combined Statistical Area ("CSA"),which includes 10 counties in Utah. The Salt Lake City-Provo-Orem CSA is the 22'most populous CSA in the U.S.,with approximately 2.7 million people, or approximately 82.2%of the population in the entire State. In many cases,an Air Service Area can extend beyond the primary area,depending on the location of other population centers and availability of other commercial service airports; however, it is generally the economic strength of the primary Air Service Area that provides the principal demand for supporting origin and destination("O&D")air travel, which refers to persons who begin or end their air travel at the Airport. In the case of the Airport, its secondary air service area generally consists of the remainder of the State and portions of Colorado,Idaho,Nevada and Wyoming. The chart below shows the Airport's Air Service Area and its location in the State. [Remainder of page intentionally left blank.] 35 KKR Draft 4/21/2023 DRIVINGAPPROXIMATE MILEAGE -FROM -.- Boise (BOI).......................................340 mi Las Vegas(LAS)..........................435 mi 300 DRIVING MILES Reno(RNO).......................................520 mi DEN (ESTIMATED) Denver (DEN).................................530 mi Albuquerque(ABQ).................605 mi Phoenix(PHX)................................670 mi Air Service Area B /-j� I D A H O Secondary Air Service Area WY MING SMALL HUB AIRPORT © MEDIUM HUB AIRPORT — 7( LARGE HUB AIRPORT ©DEN RNO NEVA A UTAH COLORADO S ®ABQ A R I Z O N A NEW MEXICO ©PHX TCH Because the Airport is isolated from competing airport facilities, it has limited, if any, competition for air service. Las Vegas McCarran International Airport(LAS)is the closest comparable airport,which is approximately 435 driving miles from the Airport. Denver International Airport (DIA) is the next closest at approximately 530 driving miles from the Airport. Boise Airport(BOI) in Idaho is about 340 driving miles from the Airport;however, it is a smaller facility and is classified as a Medium Hub by the FAA. There are no other comparable facilities to the Airport within the State in terms of air service. The next largest commercial service airport in Utah is St. George Regional Airport (SGU), which is much smaller than the Airport. SGU had 153,200 enplaned passengers for CY 2021,and was ranked as the 191"largest airport in the U.S.by enplaned passengers according to data from the FAA. The Airport's Air Service Area recently has experienced population growth considerably above the national average, and its labor force is also growing, while Utah's unemployment rate of 2.2%was more than a point below the national rate of 3.5%as of December 2022. Utah has experienced net in-migration in 13 of the past 32 years and in the past two years,in-migration has driven population growth. The region's diverse economy includes banking and finance,the largest component of the gross regional product("GRP");transportation and distribution,as the City is a point of convergence for east-west rail lines and both east-west and north-south interstate highways; manufacturing and mining; and a growing technology sector. The Church of Jesus Christ of Latter-Day Saints is headquartered in 36 KKR Draft 4/21/2023 the City and is responsible for a significant amount of passenger air traffic through the Airport associated with both business activities of the Church as well as missionary trips. [more to come] The area is also a regional healthcare and education hub,with three research hospitals and the only academic medical center in the Intermountain West,and all three of the State's major universities are within 70 miles of the Airport. Lastly, the area is a significant tourist destination, and a significant number of sports and outdoor products companies such as Black Diamond, Gregory Mountain Products,Huish, and Petzl have large operations in the region. Salt Lake City will host national Outdoor Retailer trade shows in June 2023(Outdoor Retailer Summer)and November 2023 (Outdoor Retailer Winter). Many well-known,world-class ski resorts are located within an hour's drive of the Airport and these resorts are increasingly becoming year-round destinations for golfing, hiking, mountain biking and other outdoor activities. Five national parks are located in Utah, along with numerous National Recreation Areas, and the Airport is centrally located to provide access to other western U.S. National Parks. This diverse economy supports a strong O&D market, complemented by Delta's connecting activity at the Airport. For additional information regarding the Airport's Air Service Area and demographics, see"APPENDIX B—REPORT OF THE AIRPORT CONSULTANT—Role of the Airport and Economic Base for Air Traffic." The City The Airport is owned by the City, a municipal corporation and political subdivision of the State. The City owns three airports:the Airport,South Valley and Tooele,all of which are operated and managed by the Department. The Mayor of the City and the City Council oversee the Department's affairs. An eleven-member Airport Advisory Board of citizen volunteers advises the Mayor. The City has a Council-Mayor form of government. The City Council consists of seven members,who are elected by voters within seven geographic districts of approximately equal population. The Mayor is elected at large by the voters of the City and is charged with the executive and administrative duties of the government. The seven-member,part-time City Council is charged with the responsibility of performing the legislative functions of the City. The City Council performs three primary functions: It passes laws for the City, including approving issuance of debt; adopts the City budget, including, as a part thereof, the budget of the Department; and conducts management and operational audits of City departments. Term information concerning the Mayor and the members of the City Council is set forth below: Years in Expiration of Office District Person Service Current Term Mayor -- Erin J.Mendenhall 3 January 2025 Council Chair #5 Darin Mano 3 January 2026 Council Vice Chair #1 Victoria Petro-Eschler 1 January 2026 Council Member #2 Alejandro Puy 1 January 2026 Council Member #3 Chris Wharton 5 January 2026 Council Member #4 Ana Valdemoros 5 January 2024 Council Member #6 Dan Dugan 3 January 2024 Council Member #7 Amy Fowler 5 January 2026 In February 1976,the City created the Airport Advisory Board to provide advice with respect to broad matters of policy affecting the operation of the Airport System. All actions taken by the Airport Advisory Board constitute recommendations to the Mayor. The Mayor has the power to review,ratify,modify,or veto any action submitted by the Airport Advisory Board. The members of the Airport Advisory Board are Theresa Foxley,Chair,John Bradshaw, Vice Chair, Jess Bird, Roger Boyer, Arlyn Bradshaw, Dirk Burton, Tye Hoffinan, Hoang Nguyen, Victoria Petro- Eschler,as City Council Member from District 1,and Steve Price. 37 KKR Draft 4/21/2023 Airport Management The day-to-day operations of the Airport System are managed by the Executive Director of the Department, who reports directly to and is appointed by the Mayor. The Department's nine Division Directors oversee each of the primary operating and administrative divisions of the Department,and include the director of Operational Readiness, Activation,and Transition that is intended to oversee the acceptance and start-up of the facilities comprising the New SLC and is expected to be phased out at the conclusion of the New SLC project, and all Directors report to the Executive Director. The executive team of the Department is a full-time staff of professional and technical personnel located at the Airport. In addition to the Executive Director,the executive team of the Department is comprised of the Chief Operating Officer,to whom the Director of Operations reports, along with Airport police and firefighting, and the following nine Directors: (1)Administration and Commercial Services,(2)Airport Design and Construction Management, (3) Finance, (4) Operational Readiness, Activation, and Transition, (5) Maintenance, (6) Director of Airport Operations, (7) Planning and Environmental, (8) Information Technology, and (9) Communications and Marketing. Brief biographies of the members of the Department's management team are set forth below. Bill Wyatt,Executive Director Bill Wyatt began serving as the Executive Director of the Department in November 2017. Prior to joining the Department,Mr.Wyatt served for 16 years as the Executive Director for the Port of Portland,Oregon,where he oversaw Portland International Airport,four marine terminals,two general aviation airports,industrial parks and other real estate properties. Prior to serving as the Port of Portland's Executive Director, he served as Chief of Staff to then-Governor John A.Kitzhaber for seven years,preceded by six years as President of the Oregon Business Council and five years as Executive Director of the Association for Portland Progress which was, at the time, Portland's downtown development association. Mr.Wyatt served as an Oregon state representative from 1974 through 1977. Mr.Wyatt studied political science at Willamette University and the University of Oregon,where he served as Student Body President. Treber Andersen,Director of Airport Operations Treber Andersen has worked for the Department since 2004. Prior to his appointment as Director of Airport Operations in 2021,Mr.Andersen was the Assistant Operations Director for terminal and landside programs including the oversight of parking,passenger shuttle,ground transportation,gate management,and hardstand activities. Mr.Andersen has also held positions in communications and airfield operations with the Department,where he participated in emergency response coordination, snow removal activities, FAR 139 compliance, and security functions. Before joining the Department, he worked for fixed base operator Million Air servicing private jet and piston aircraft. Mr.Andersen is a graduate of Brigham Young University,where he earned a Bachelor of Science in Business Administration and a Master of Public Administration. He is a Certified Member of the American Association of Airport Executives("AAAE")and serves on the Academic Relations Committee. Shane Andreasen,Director of Administration and Commercial Services Shane Andreasen serves as the Director of Administration and Commercial Services for the Department. He leads the team responsible for business and policy development and implementation, airline and concession lease negotiations,real property transactions,procurement,airport and tenant insurance and risk management,and facility and property management. Mr. Andreasen also oversees the commercial and property assets of the Airport and the two reliever airports also owned by the Department. Mr.Andreasen has over 19 years of experience in all aspects of airport properties,development and leasing. Prior to rejoining the Department in early 2020, Mr. Andreasen spent nine years working for the Port of Portland where he most recently served as the Acting Director of the Portland International Airport Business & Properties. Prior to that assignment,he led the redevelopment of the concessions program and negotiated a twenty- year rental car agreement. 38 KKR Draft 4/21/2023 Mr.Andreasen recently received his Certified Member accreditation from the AAAE,and is active in ACI- NA. He graduated from Westminster College in Salt Lake City, Utah with a Bachelor's Degree in Business Management. Brian Butler, Chief Financial Officer Brian Butler has worked for the Department since 2015. He has over 16 years of experience in both the financial and accounting industries. As the Department's Chief Financial Officer, Mr. Butler directs a staff of accountants that oversee and manage the operating and capital budgets, accounting, financial reporting, financial audits,purchasing,payroll,asset control,debt issuance,management of outstanding debt,and airline rate analysis and rate calculation. He is a member of the American Institute of Certified Public Accountants,the Utah Association of Certified Public Accountants,ACI-NA,and AAAE,and is a licensed Certified Public Accountant("CPA"). He is a graduate of Brigham Young University with a Bachelor's Degree in Corporate Finance, Utah Valley University with a Bachelor's Degree in Accounting,and the University of Utah with a Master's Degree in Accounting. Edwin Cherry,Director of Information Technology Edwin Cherry currently serves as the Director of Information Technology for the Department,where he is responsible for overseeing the provision of information and communication services throughout the Airport campus. Mr. Cherry has spent the last 30 years in the aviation industry serving in numerous roles ranging from consulting,project management and product development to his current role in airport IT management. He has led teams in the development of IT solutions at numerous domestic and international airports with an emphasis on the integration of the disparate special systems that are widely used by passengers,airports and airlines. Mr. Cherry is active in ACI-NA and AAAE. He graduated from the University of South Florida with a Bachelor of Science degree in Engineering. Eddie Clayson,Director of Maintenance Eddie Clayson began working for the Department in 1993. He was appointed as the Director of Maintenance in 2016. Prior to his appointment,Mr.Clayson worked in building controls and as the facilities superintendent for the Department. Before joining the Department,Mr.Clayson worked as an electronics engineer for Lockheed Engineering& Sciences,where he was responsible for control systems on buildings,test chambers and equipment. Mr.Clayson is involved with AAAE and the International Facilities Management Association("IFMA"). He earned his Accredited Airport Executive("AAE")from AAAE in 2013. Through IFMA,Mr. Clayson has earned his Certified Facility Manager and Sustainability Facility Professional credentials. He has been active in the IFMA Airport Facilities Council and is the past president of the Council. Mr. Clayson graduated from Brigham Young University with a Bachelor of Science degree in Electronic Engineering and Technology. Brady Fredrickson,AICP,ASLA, CM,Director of Planning and Environmental Brady Fredrickson has 22 years of experience working in the planning and capital programming field. He started his carrier with the SE Group in New Hampshire as a resort planner,designing and developing plans for ski resort base area and mountainside facilities. Mr. Fredrickson has worked for the Department since 2000. Over the last 22 years, he has worked on a variety of planning and development projects including the 2021 master plan update,planning and design of terminal and concourse facilities, general aviation development plans, light rail service to the Airport, aircraft parking plans, and a variety of airport planning studies. As the Director of Planning and Environmental, he oversees the planning and capital programming for Salt Lake City International Airport, South Valley Airport and Tooele Valley Airport. 39 KKR Draft 4/21/2023 Mr.Fredrickson is a graduate of Utah State University. He is a member of the American Institute of Certified Planners, AAAE, and the American Society of Landscape Architects. He is a licensed professional Landscape Architect. Medardo Gomez,Director of Operational Readiness,Activation,and Transition Medardo Gomez began working in the Airport Maintenance and Engineering division in 1993 as a Superintendent of Facilities and has also worked as Airport Maintenance Operations Superintendent, and as an Assistant Director of Maintenance. Prior to his airport experience he worked in the maintenance of educational facilities industry. He is a member of ACI and AAAE and has been an Accredited Member since 2012.He is currently a National Board of Examiner for AAAE. Mr. Gomez is a frequent contributor in professional organizations conferences and currently sits in several Airport Cooperative Research Program("ACRP")research projects. He has been an adjunct professor of Aviation Management since 2008. Mr. Gomez is a graduate of Brigham Young University and holds a BS in Facilities Management, and a Masters Degree in Public Administration. Peter L.Higgins, Chief Operating Officer Mr.Higgins has worked for the Department for more than 20 years, serving previously as both the Director of Airport Operations and Director of Airport Maintenance. He has experience in aviation management and large- scale development programs. In addition, Mr. Higgins has served as a senior level construction equipment fleet executive. Before joining the Department,Mr.Higgins worked for Granite Construction Company and for Gibbons and Reed. Mr.Higgins currently serves as a member of the ACI World Safety&Technical Standing Committee and has served as the Chair of the ACI Operations, Planning, Safety, Infrastructure and Development(OPSID) Committee. Mr. Higgins is also a past president of the Northwest Chapter of AAAE. He is an accredited member of the Association of Construction Equipment Managers and is also an Accredited Airport Executive by the AAAE. Mr. Higgins is a graduate of the University of Utah where he earned a Bachelor of Science Degree in Civil Engineering. He is a graduate of the Executive Development Program-Professional Equipment Manager Certification from Virginia Polytechnic Institute as well as the Executive and Supervisory Training Program. Melyssa Trnayskis,Director of Airport Design and Construction Management Melyssa Trnayskis joined the Department in 2022 from T-O Engineers, where she served as an Aviation Project Manager. Prior to that, Ms. Trnayskis worked for the Calgary Airport Authority as Director of Engineering and as Project Manager for Airfield Development. She has also worked in various engineering and planning roles for CH2M Hill and Isbill Associates. In her position at the Department, Ms. Trnayskis is responsible for the successful implementation of the capital improvement programs for all three of the Department's airports. Ms. Trnayskis is a graduate of the University of Central Florida, where she earned a Bachelor of Science Degree in Civil Engineering. She also holds a Bachelor of Science Degree in Aviation Business Administration from Embry-Riddle Aeronautical University and a Master of Science Degree in Civil Engineering from the University of California. Nancy Volmer,Director of Communication and Marketing Nancy Volmer began working for the Department in 2015.As the director of communication and marketing, Ms.Volmer oversees media relations,community outreach and publications. Ms. Volmer has worked for over 35 years in the communications and marketing field. Before joining the Department, she worked in communications and marketing for organizations, including the Utah State Courts, Salt 40 KKR Draft 4/21/2023 Lake Organizing Committee for the 2002 Olympic Winter Games, the Salt Lake Area Chamber and the Park City Chamber/Bureau. Ms. Volmer is a member of AAAE, ACI-NA and the Public Relations Society of America. She is also accredited by the International Association of Business Communicators. Ms. Volmer is a graduate of the University of Utah where she earned Bachelor of Science degrees in Land Resource Management and in Journalism and Mass Communication.In addition,she earned a Master of Professional Communication degree from Westminster College and has a certification in Integrated Marketing Communication from the University of Utah. Airport Facilities Overview The Airport is located on approximately 9,400 acres about five miles west of the City's downtown. The airfield at the Airport contains four runways,three of which are used for airline traffic and the fourth of which is used for general aviation. The new terminal complex currently consists of three levels and provides 71 aircraft parking positions at Concourses A and B, including 20 hardstand positions. The new terminal complex and Concourse A West were placed into service in September 2020,with Concourse B West opening in October 2020. The Airport also contains a new five level parking garage structure for short-term parking,along with surface parking for longer-term parking and employees. The Airport is classified by the FAA as a Large Hub facility based upon its share of nationwide enplaned passengers. The FAA classifies Large Hub airports as those serving at least 1.0%of annual U.S. passenger enplanements. The Airport commenced operations in 1911 with primarily acrobatic flights. The City purchased 100 acres surrounding the original landing strip in 1920 and named the airport Woodward Field. The first commercial passenger flight took place in 1926,with two passengers sitting atop mail bags.In 1943,the Airport became a training base and replacement depot for the U.S.Army Air Force. Following World War II,the Airport was transferred back to the City and in 1950, the three runways were upgraded. The first terminal was dedicated in 1961 and Terminal Two was completed in 1978. The third air carrier runway was added in 1995, an International Arrivals Building was added in 1996,and a new FAA air traffic control tower and terminal radar approach control facility were opened in 1999. With the opening of the new Terminal, Concourse A West, Concourse B West and related facilities in the fall of 2020, Phase I of the New SLC has replaced the landside facilities of the Airport has been placed in service and the old facilities have been demolished. Upon completion of the New SLC,there will be 94 contact gates with jet bridges. Essentially all of the Airport's landside facilities have been replaced with new facilities. See"THE NEW SLC". Airfield The existing airfield consists of three air carrier runways and a general aviation runway. The air carrier runways are, generally, in a parallel north/south alignment(Runways 16L-34R, 16R-34L, and 17-35). The general aviation runway is oriented in a northwest/southeast direction(Runway 14-32). Runway 16L-34R is 12,003 feet in length,Runway 16R-34L is 12,000 feet in length,Runway 17-35 is 9,596 feet in length,and Runway 14-32 is 4,892 feet in length. All runways are 150 feet wide. The air carrier runways are equipped with high intensity runway lighting systems,centerline lighting and touchdown zone lights. Precision instrument landing systems("ILS")are located on all ends of the air carrier runways for approaches during instrument flight rules ("IFR") conditions. The general aviation runway(14-32)is not equipped with an ILS. Terminal Facilities The passenger terminal complex now consists of a single terminal facility,which is contiguous to Concourse A and connected to the new parking garage via the new Gateway Center, and includes approximately 912,000 sf of space on three levels. Level 1 of the Terminal contains FIS area,international baggage claim and recheck area,ticket counters for remote passenger airline check-in, baggage drop services and security checkpoint screening, tenant administrative offices, a centralized security checkpoint for dedicated employee access, and ground transportation counters, and serves commercial curbs and other ground transportation functions. Level 2 provides passenger circulation areas and connects landside and airside components of the facility. Public areas prior to the security checkpoint provide for baggage claim and airline baggage service offices,an expansive meeter-greeter area,food and 41 KKR Draft 4/21/2023 beverage retail concessions,and a centralized security screening checkpoint. Areas beyond security screening include the main terminal plaza area consisting of 79,000 sf of concessions,seating and circulation space,and transition to the airside concourses. Level 3 contains the ticketing area for departing passengers, administrative offices for the Department and other tenants at the Airport,and a 29,000 sf Delta Sky Club. Departing passengers being dropped off at the Airport arrive on the Level 3 curb. The Airport is served by the TRAX light rail system owned and operated by the UTA,which connects the Airport with downtown Salt Lake City. The terminus of the TRAX light rail station at the Airport has been relocated to the first level of the Terminal. The TRAX extension was financed and built by the UTA. See"THE NEW SLC." New concession contracts commenced with the opening of the first phase of the New SLC in the fall of 2020, and all former contracts terminated at that time with the full demolition of the legacy facilities. New contracts constitute 59 locations in the initial("Phase F)opening of the New SLC. In October of 2021,the Department issued a second request for proposals("RFP")for Phase II concessions,to coincide with Concourse A East gates opening in the fall/winter of 2023; the Department announced an initial slate of Phase II concessionaires, including local and national restaurants and retailers,in May of 2022. Then, in October of 2022,the Department issued a third RFP for concessions in Concourse B East,which is expected to open in late 2024. A fourth RFP for concessions in Phase IV and a separate RFP for a third-party lounge are expected in late 2024. Continuing with practices in Phase I, the Department intends to award locations in packages of varying albeit smaller sizes to existing and new concessionaire partners with successful proposals. Airport ground transportation services generally include taxis, limousines, shuttle buses and transportation network companies("TNCs"),such as Uber Technologies,Inc.("Uber')and Lyft,Inc.("Lyft"). The terminal roadway provides vehicular access to the Terminal at ground level. Parking Facilities Public parking facilities currently located at the Airport consist of the new five level, short-term parking garage near the terminal complex and long-term economy surface parking lots. As part of the TRP,the economy lots have also been reconfigured. See "THE NEW SLC—Parking Garage and South Economy Parking Lot." In total, these facilities comprise about 152 acres, including the five levels of the garage, and have 14,401 public parking spaces. The short-term parking garage has 3,469 public parking spaces on levels 2 through 5 and is located adjacent to the passenger terminal. The first floor is dedicated to rental car operations. Current pricing for the short-term parking garage is $35 per day or $55 per day for the Premium Reserved Parking service. In addition to the new Parking Garage,the Airport also has a substantial amount of surface parking available for Airport patrons,including a new surface parking area("Lot E")located east of the new parking structure within walking distance of the Terminal that includes 384 parking spaces currently priced at$21 per day. The Department expects to increase the rate at the economy lots on July 1,2023 to$12 per day. To help reduce vehicle traffic congestion in the terminal area, the Department maintains a 120-space Park and Wait lot and adjacent Touch n'Go service plaza located west of Terminal Drive,just south of the Terminal,where motorists meeting arriving passengers may wait without charge until passengers are ready to be picked up. The Park and Wait lot has large electronic signs displaying flight arrival information. Once a flight has arrived and sufficient time has elapsed for passengers to claim their luggage,the sign indicates"ready for pick up."The Department expects to expand the Park and Wait lot in FY 2023 by 95 additional spaces. To reduce congestion at the curb,however,the Department encourages drivers to wait until passengers are at the curb,confirming with their driver via cell phone. Rental Car FaciGties Rental car operations for passengers at the Airport currently are located in the Gateway Center and on the ground floor of the new parking garage adjacent to the terminal building and include approximately 1,200 ready/return parking spaces. Nine rental car brands are currently located at the Airport:Alamo,Avis,Budget,Dollar,Enterprise, Hertz,National,Payless and Thrifty. Hertz,Dollar and Thrifty assumed their agreements with the City for operations at the Airport prior to emerging from bankruptcy protection on June 30,2021. In addition,six brands are located off- Airport and their customers must use shuttle bus services, and the Department has entered into an agreement with Turo,Inc.to operate at the Airport. The rental car service facilities were placed in service in March 2016. These facilities consist of a QTA facility for fueling and washing cars and three facilities for performing light vehicle maintenance. The QTA is a two- 42 KKR Draft 4/21/2023 level building of approximately 468,000 sf with 14 wash and service bays on the first floor and vehicle storage and parking on the second floor. The RSS facilities consist of three single-story service buildings containing a total of approximately 34,000 sf of building space located south of the QTA. These buildings provide back-of-house maintenance areas for the rental car providers and contain office, support and storage space. The QTA and RSS are currently in use by the rental car companies operating at the Airport. See"THE NEW SLC—Rental Car Facilities." Air Cargo and Aircraft Maintenance Facilities The Airport has over 1 million sf of leased cargo space. Both UPS and DHL have stand-alone cargo facilities and FedEx constructed a 69,660 sf cargo facility. Delta and its regional partner, SkyWest,each maintain an aircraft maintenance hangar at the Airport at which both routine and heavy maintenance are performed, and Delta has maintained a reservation center at the Airport for over 25 years that employs over 620 persons. Industrial Activity and Other Nonaeronautical Activities In December 2017,the Department opened an 8,400 sf Touch n'Go Convenience Store at the site of the Park and Wait lot. This facility offers a gas station and convenience store,as well as a coffee house,a Burger King®and a fast-casual restaurant. The facility also includes flight information display monitors, allowing persons waiting to pick up arriving passengers to track flight arrivals,and a drive-through window. The Department maintains an industrial park on the east side of the Airport for aviation-related businesses. Boeing Corporation("Boeing")has a 100,000 sf fabrication and assembly facility at the Airport located on 16 acres of land that currently employs approximately 575 persons where tail sections of its 787-9"Dreamliner" aircraft are assembled. Boeing has manufacturing facilities in the Salt Lake City area that manufacture many of the components of this assembly and has also purchased an 850,000 sf building approximately 20 miles from the Airport at which parts for the 787 are manufactured. Boeing holds an option until June 30, 2027 on an additional 136 acres of land adjacent to its assembly facility on the west side of the Airport. On ,2023,Delta leased approximately eight acres of land from the Department for the construction of a Flight Operations Training Center,which will initially house four flight simulators and training,administrative,and office space. Construction commenced_2023,with completion AirportAccess The Airport has access from Interstate Highway 80 and is approximately 5 miles, or 10 minutes, from downtown Salt Lake City by car. The Airport is served by the TRAX light rail system owned and operated by the UTA,which connects the Airport with downtown Salt Lake City. The Terminal accommodates the terminus of the TRAX light rail station at the Airport to the first level of the Terminal. The TRAX extension was financed and built by the UTA. UTA also provides limited bus service to Tooele and paratransit services. In addition, the Airport is served by taxis,private shuttles and TNCs. The Airport is served by several TNCs,including both Uber and Lyft. The Department has set aside dedicated curb space at the Airport for TNC pick-ups, but TNC drivers are required to wait for customers off-Airport. TNC operations at the Airport have grown substantially since FY 2016, when TNC operations were first permitted at the Airport and 209,800 transactions were reported,to FY 2022,when 1.30 million transactions were reported. Airport revenues from TNC operations at the Airport have also increased: In FY 2022,the Airport realized$3.89 million in such revenue,compared to$0.25 million in FY 2016 and greater than the pre-pandemic FY 2019 Airport revenues of $3.63 million derived from TNCs. The City is served by a network of interstate highways, with I-15 providing north-south access and I-80 providing east-west access. Several recreational areas,such as Park City,are within one hour's driving time from the Airport and all three of the State's major universities are within 70 miles of the Airport. Ancillary Facilities Ancillary facilities support the aviation-related activities at the Airport. These ancillary facilities include the 82 acre Utah Air National Guard site,the on-Airport fuel facility,general aviation facilities,including two fixed base operators("FBOs"),corporate hangars,FAA,the Department,maintenance facilities,and commercial facilities. 43 KKR Draft 4/21/2023 Auxiliary Airports The Department also operates two general aviation ("GA") airports owned by the City: South Valley and Tooele(referred to collectively as the"Auxiliary Airports"). South Valley is approximately 880 acres in size and is primarily a GA airport,with a 5,860 foot runway,over 200 based aircraft and approximately 67,500 annual operations. Tooele provides GA and flight training services and is slightly smaller,with approximately 600 acres and a 6,100 foot runway, 16 based aircraft and approximately 38,000 annual operations. These airports support the GA and flight training needs of the region and complement the commercial airport services provided at the Airport. COVID-19 Outbreak Certain of the historical information regarding developments in finances and operations of the Department contained under the heading"THE AIRPORT"includes the period encompassing the COVID-19 pandemic and should be considered in light of the negative and adverse impacts of COVID-19.The data for FY 2020 contains information that pre-dates the outbreak of COVID-19 in the United States and the data for FY 2021 and FY 2022 shows the impacts of the pandemic on air travel through the Airport. The effects of the COVID-19 pandemic on passenger traffic,airline operations and related effects on revenues began to be experienced at the Airport in March of 2020. The outbreak of COVID-19, a respiratory disease caused by a new strain of coronavirus, had significant adverse health and financial impacts throughout the world and the State of Utah and caused significant disruptions to domestic and international air travel, including both passenger and cargo operations. Many states and local governments in the United States, including the State, initially issued "stay at home" or "shelter in place" orders, which severely restricted movement and limited businesses and activities to essential functions. Additionally, a number of nations actually or effectively closed their borders by restricting entry and exit to only essential travel and/or requiring travelers to self-isolate for 14 days,further depressing demand for passenger air travel,although those restrictions have largely been lifted. Beginning in March of 2020,Airports in the United States,including the Airport,were significantly affected by the reductions in passenger volumes and flights,as well as by the broader economic shutdown resulting from the COVID-19 outbreak. The outbreak adversely affected domestic and international travel and travel-related industries. Airlines, including those operating at the Airport,reported unprecedented reductions in passenger volumes, causing the cancellation of numerous flights and a dramatic reduction in network capacity,including suspension of service on certain routes,including some to and from the Airport. The COVID-19 pandemic appears now to be endemic and its impact on air travel appears to be receding significantly. There can be no assurance, however, that a new strain of COVID-19 or another pandemic will not adversely affect air travel in the future. See"INVESTMENT CONSIDERATIONS—Public Health Concerns." The information included in this Official Statement includes audited data for FY 2020, which reflects approximately four months of impact from the COVID-19 pandemic, as well as audited data for FY 2021 and FY 2022 showing the impacts of the COVID-19 pandemic and the subsequent recovery of air traffic, passengers and Revenues. Impact of COVID-19 on the Airport The outbreak of COVID-19 and related restrictions had an adverse effect on the airlines serving the Airport, the retail concessionaires at the Airport and Airport Revenues as discussed herein. Historical patterns of passenger and cargo traffic at the Airport were drastically disrupted by the emergence of the COVID-19 pandemic in early 2020 and the Airport witnessed a sharp contraction in activity beginning in March 2020. During the first eight months of FY 2020 (the City's fiscal year ends June 30), prior to the COVID-19 outbreak,the Airport continued to experience strong business activity. Commencing with the COVID-19 outbreak, however,the Airport saw steep declines in many financial and operating metrics,although many of these same metrics began improving in late spring 2020. April 2020 represented the low point in terms of enplaned passengers,which totaled 87,557 or 8.1% of April 2019 enplanements. Scheduled seat capacity was reduced starting in April 2020, although actual passenger traffic was reduced starting mid-March 2020,and by March 2021 had recovered to 62.4% of those recorded in March 2019. Domestic service at the Airport rebounded more quickly than, and did not dip as 44 KKR Draft 4/21/2023 substantially as, at other U.S. airports during the same period. See APPENDIX B—REPORT OF THE AIRPORT CONSULTANT. The declines in passenger traffic also reduced demand for commercial parking as well as the goods and services provided by Airport concessionaires, including but not limited to restaurants, retail and rental car services, and ground transportation services, such as those provided by taxis and transportation network companies such as Uber and Lyft. PFCs collected, including investment income, during this period were also adversely affected by the reduction in passengers using the Airport due to the COVID-19 pandemic. The reduction in PFC collections will not result in less PFCs being collected,because the Department's authority to collect PFCs is not determined by time but by the approved amount. However,the reduction in the collections of PFCs during this period caused the Department to review its annual capital budget,including debt service projected to be paid from PFC revenues,to align the use of PFCs in FY 2020 and 2021 with projected collections. Department's Response to COVID-19 The Department responded to the effects of COVID-19 by cutting operating costs,providing financial relief to tenants,and providing financial assistance to both airline and concessions tenants for the build out of new space in the Terminal and Concourses A and B. In addition,the Department was awarded a total of$183.9 million in federal grant funds under the Coronavirus Aid,Relief,and Economic Security Act(the"CARES Act")of March 27,2020,the Coronavirus Response and Relief Supplemental Appropriations Act ("CRRSA") signed into law on December 27, 2020,and$91,670,30,of which slightly more than$11 million is restricted for concessions relief,of additional federal grant funds under the American Rescue Plan Act("ARPA")signed into law on March 11,2021. As discussed under "SECURITY FOR THE SERIES 2023 BONDS —Rare Covenant" above, the Department has used and expects to continue to use the CARES Act, CRRSA and ARPA funds to pay O&M Expenses which helps reduce costs for the air carriers and concessionaires operating at the Airport. Aviation Activity at the Airport The Airport predominantly serves domestic traffic,which comprised approximately 96.7%of the Airport's enplaned passenger traffic in FY 2022; international traffic is a relatively small component at approximately 3.3%. Prior to the COVID-19 pandemic, international traffic was a growing segment of the air service at the Airport. According to OAG Aviation Worldwide Limited ("OAG"), as of June 30, 2019, airlines served 98 non-stop destinations and averaged 370 daily departures from the Airport. Due to the COVID-19 pandemic,airlines operating at the Airport reduced service and, in June 2020, the Airport provided 143 average daily departures to 67 non-stop destinations. By the end of FY 2022,the Airport's passenger air service had almost fully recovered to pre-pandemic levels: In June 2023,the Airport had 399 average scheduled daily departures to 95 non-stop destinations.Prior to the COVID-19 pandemic,the Airport had service to three Canadian cities and five locations in Mexico. The Airport also had European service to Amsterdam Schiphol Airport(AMS),Paris Charles De Gaulle Airport(CDG), and London Heathrow Airport(LHR).Since the COVID-19 pandemic,the Airport's international service has grown,with services to all international destinations served prior to the pandemic having returned and,with the introduction of Lufthansa subsidiary Eurowings Discover, addition of new service to Frankfurt(FRA). Historical Enplaned Passengers Enplaned passengers at an airport correlate positively to several important sources of non-airline revenue, including in-terminal concessions,parking and rental car fees, as well as PFCs and CFCs. Based on data from the FAA,approximately 10.80 million enplaned passengers boarded aircraft at the Airport in CY 2021,ranking the Airport 20'in the U.S. for enplaned passengers. This was an increase of approximately 80.5%as compared to FAA data for CY 2020,due to the recovery from the COVID-19 pandemic. According to data maintained by the Department and the United States Department of Transportation ("USDOT"),in FY 2022,the Airport had an estimated_million domestic O&D enplaned passengers(_%)and an estimated_million connecting passengers(_%). The following table sets forth historical enplanement information for the Airport for the fiscal years ending June 30,2013 through June 30,2022. Prior to the outbreak of the COVID-19 pandemic,the Airport had experienced 45 KKR Draft 4/21/2023 six consecutive fiscal years of enplanement growth through FY 2019. The table categorizes enplanement information into O&D enplanements and connecting enplanements: SALT LAKE CITY INTERNATIONAL AIRPORT O&D AND CONNECTING ENPLANED PASSENGERS O&D %Change Connecting %Change Total %Change Enplaned From Enplaned From Enplaned From Fiscal Year Passengers Prior FY Passengers Prior FY Passengers Prior FY 2013 5,206,208 1.1 4,837,861 (2.8) 10,044,069 (0.8) 2014 5,239,044 0.6 5,055,650 4.5 10,294,694 2.5 2015 5,711,087 9.0 5,122,921 1.3 10,833,708 5.2 2016 6,145,817 7.6 5,147,194 0.5 11,293,011 4.2 2017 6,643,195 8.1 5,207,025 1.2 11,850,220 4.9 2018 7,201,438 8.4 5,218,734 0.2 12,420,172 4.8 2019 7,543,142 4.7 5,546,991 6.3 13,090,133 5.4 2020 5,817,629 (22.3) 4,278,103 (23.7) 10,095,732 (22.9) 2021 4,353,659 (25.7) 3,356,694 (20.7) 7,710,353 (23.6) 2022 12,802,218 66.0 Sources: Total Enplanements:Department Records;USDOT(via Diio)for O&D passengers. Connecting passengers were derived by subtracting USDOT-reported O&D passengers from Department-reported total enplanements. Airlines report the number of enplaned passengers at an airport to the USDOT but are not required to differentiate between O&D and connecting passengers. Based on other reported data, the USDOT estimates the number of O&D versus connecting passengers,and this estimate is generally accepted within the industry. The number of enplaned passengers generally followed previous annual increases until March 2020,when the effects of the COVID-19 pandemic began to be experienced at the Airport. Since April 2020,enplaned passengers at the Airport have strongly recovered,with the airport experiencing enplanements in FY 2022 almost on par with FY 2019, the Airport's best-ever year for enplanements. The table below shows monthly enplaned passengers for FY 2019 through FY 2023(to date). Salt Lake City International Airport Monthly Enplaned Passengers Fiscal Years 2019-2023 Month FY 2019 FY 2020 FY 2021 FY 2022 FY 2023 %Change FY 2023 compared to FY 2019 July 1,196,325 1,239,067 438,268 1,235,161 1,178,528 (1.4) August 1,201,689 1,220,698 507,906 1,134,159 1,145,192 (4.7) September 1,050,274 1,098,626 491,647 1,025,583 1,102,153 4.9 October 1,077,840 1,177,796 548,370 1,090,841 1,104,699 2.5 November 1,000,320 996,598 494,175 1,003,296 1,009,249 0.9 December 1,000,259 1,098,032 540,171 1,005,886 1,021,513 2.1 January 1,005,577 1,078,161 531,994 924,882 1,061,267 5.5 February 954,196 1,037,793 520,106 918,036 981,561 2.9 March 1,206,454 612,882 752,949 1,137,469 April 1,075,360 87,557 755,761 1,061,384 May 1,131,368 161,192 1,000,370 1,129,468 June 1,190,471 287,330 1,118,636 1,136,053 Total 13,090,133 10,095,732 7,710,353 12,802,218 Source:Department records 46 KKR Draft 4/21/2023 During the ten year period from FY 2013 to FY 2022,the number of passengers enplaned at the Airport grew to a peak of approximately 13.1 million in FY 2019 and then declined to approximately 7.7 million enplaned passengers in FY 2021 as a result of the COVID-19 pandemic before almost entirely recovering to 12.8 million enplaned passengers in FY 2022. FY 2023 enplaned passenger numbers are expected by the Department to exceed those in FY 2019, the year prior to the COVID-19 pandemic. Enplaned passengers at the Airport showed steady growth from FY 2013 through FY 2019. When the COVID-19 pandemic began to affect passenger traffic in March of 2020,enplaned passengers at the Airport decreased substantially,but less than many other U.S.airports. As shown on the table above,monthly enplaned passengers in each month since September 2022 have recovered to levels above those in FY 2019. See APPENDIX B—REPORT OF THE AIRPORT CONSULTANT. The Airport operates as both a major O&D market and as a major connecting hub for Delta. Delta's enplaned passengers combined with those of its regional partners comprised 73.4%of enplaned passengers at the Airport in FY 2022. Historically,O&D passenger traffic at the Airport has ranged between 49%and 60%of total passengers. For a more complete discussion of the changes in enplanements at the Airport and factors affecting these changes,see"APPENDIX B—REPORT OF THE AIRPORT CONSULTANT—Air Service and Air Traffic Analysis." During the ten year period from FY 2013 through FY 2022,the two segments of enplanements at the Airport experienced growth, albeit at differing rates. O&D enplanements grew from an estimated 5.2 million enplaned passengers in FY 2013 to an estimate of 7.5 million enplanements in FY 2019. O&D enplanements fell in FY 2020 and FY 2021,primarily as a result of the COVID-19 pandemic,before climbing to—million enplanements in FY 2022. O&D enplanements have grown steadily at a CAGR of %from FY 2013 through FY 2022,reflecting the strength of the Air Service Area's economy and demand for travel to and from the City and the region. Similarly, during the same ten year period,connecting enplaned passengers declined in the FY 2020 and FY 2021,reflecting the effects of the COVID-19 pandemic,but have grown at a CAGR of %over the ten year period from FY 2013 -FY 2022. Airlines Serving the Airport All the major network airlines and four LCCs,including two ultra-low cost carriers("ULCC"),operate at the Airport. The Airport also has cargo operations by ten all-cargo carriers in addition to cargo carried by the passenger airlines. While service by international airlines was suspended during the COVID-19 pandemic,those international carriers have all restored international service. 47 KKR Draft 4/21/2023 AIRLINES OPERATING IN DECEMBER 2022 AT SALT LAKE CITY INTERNATIONAL AIRPORT Signatory Airlines [Non-signatory and] Affiliate Airlines* Alaska Airlines(AK) Envoy Air(AA) American Airlines(AA) Horizon Air(AK) Delta Air Lines(Delta) Mesa Airlines(AA,UAL)** Frontier Airlines SkyWest Airlines(AK,AA,Delta,UAL) JetBlue Airways Southwest Airlines [Spirit Airlines] United Airlines(UAL) All Cargo Airlines Foreign Flag Airlines* Air Transport International,Inc. Aeromexico(Delta) Alpine Aviation Air Canada Ameriflight,LLC Eurowings Discover Amerijet International KLM Royal Dutch Airlines(Delta) Corporate Air Empire Airlines FedEx Northern Air Cargo Southern Air]' United Parcel Service *Affiliated Signatory Airlines shown in parentheses. **American Airlines ended its affiliation with Mesa in April 2023 tOperates DHL Express service Delta is the dominant carrier at the Airport and, with its affiliates, generated approximately 73.4% of enplanements in FY 2022. Southwest Airlines("Southwest")is the number two carrier at the Airport,with an enplaned passenger market share of approximately 10.4%in FY 2022. American had an enplaned passenger market share of approximately 5.4%in FY 2022. Alaska started service in FY 2013 and grew substantially until growth flattened in FY 2017, after which Alaska's enplanements decreased in each year through FY 2021,before recovering to nearly FY 2019 levels in FY 2022. Delta has maintained the largest market share at the Airport, with both a strong O&D and hubbing presence,but as the local O&D market has grown and Delta has adjusted its hubbing operations at the Airport,the shares of Delta's competitors have grown and the O&D share of Delta's passengers has also grown. The table below lists the airlines serving the Airport in FY 2018-2022 and their respective market share of enplaned passengers in FY 2018 through FY 2022. 48 KKR Draft 4/21/2023 SALT LAKE CITY INTERNATIONAL AIRPORT AIRLINE MARKET SHARE OF ENPLANED PASSENGERS (000's) Fiscal Year ended June 30 Market Share Market FY Share Airline FY 2018 FY 2019 FY 2020 FY 2021 FY 2022 2018 FY 2022 Delta Air Lines 6,431 6,896 5,587 4,172 7,364 51.8 57.5% Delta Connection 2,298 2,563 1,778 1,420 2,039 18.5 15.9 Subtotal Delta* 8,729 9,459 7,365 5,592 9,403 70.3 73.4% Southwest Airlines 1,310 1,300 982 758 1,327 10.5 10.4 American Airlines 775 740 555 520 688 6.2 5.4 United Air Lines 608 663 475 350 596 4.9 4.7 Alaska Air 379 333 253 182 295 3.1 2.3 JetBlue Airways 363 358 274 113 249 2.9 1.9 Frontier 243 263 191 194 217 2.0 1.7 Other 13 2 1 10 27 0.1 0.2 Total 12.420 13.090 10.096 7,719 12.802 *Includes Delta Connection Amounts may not add due to rounding. Source:Department Records Delta and its predecessors have served Salt Lake City since 1926. Western Airlines ("Western") began service on April 17, 1926,flying mail from Los Angeles to Salt Lake City. In 1982,Western established a hub at the Airport. hi 1987,Delta acquired Western and Delta has maintained a hub at the Airport ever since. According to Delta, the Airport provides an efficient western hub for Delta that connects passengers from connecting markets in the western U.S. with Delta's network, as well as connects passengers from Los Angeles International Airport (LAX) and Seattle-Tacoma International Airport (SEA), where Delta also has substantial operations,to Delta's eastern hubs and focus cities,including Hartsfield-Jackson Atlanta International Airport(ATL), Boston-Logan International Airport (BOS) and LaGuardia Airport (LGA). Although a substantial percentage of Delta's passengers flying through the Airport are connecting passengers, based upon USDOT data for FY 2022, approximately %of Delta's passengers at the Airport were O&D passengers, consistent with the strength of the Salt Lake City region's air service market. For more information regarding Delta's operations at the Airport, see "APPENDIX B—REPORT OF THE AIRPORT CONSULTANT." Passenger Markets For June 2023, scheduled non-stop service from the Airport was offered to 83 domestic and 12 international destinations. Eurowings,a low-cost subsidiary of the German-based Lufthansa Group,began service to Frankfurt in May 2022. Set forth below is a map depicting the non-stop destinations served from the Airport. [Remainder of page intentionally left blank.] 49 KKR Draft 4/21/2023 NON-STOP DESTINATIONS SERVED FROM SALT LAKE CITY INTERNATIONAL AIRPORT [to be updated] 50 KKR Draft 4/21/2023 The following table shows the percentage of O&D passengers traveling on U.S. air carriers between the Airport and other airports for the 12 months ended December 31, 2022, the most recent period for which data is available,as reported by USDOT. Passengers traveling on foreign flag airlines are not included. SALT LAKE CITY INTERNATIONAL AIRPORT TOP O&D PASSENGER DESTINATIONS %of O&D FY 2022 Airport Enplaned Enplaned O&D Destination City Code(s) Passengers Passengers Los Angeles Area LAX,LGB, % SNA,BUR,ONT San Francisco Bay Area SFO,OAK, SJC New York/Newark JFK,EWR Denver DEN Phoenix PHX San Diego SAN Seattle SEA Las Vegas LAS Central Florida MCO,TPA Dallas/Fort Worth DFW,DAL Washington/Baltimore BWL,DCA,LAD Chicago ORD,MDW Atlanta ATL Hawaii HNL,OGG Portland PDX Boston BOS Houston IAH,HOU Austin AUS Sacramento SAC Minneapolis/St.Paul MSP Detroit DTW Philadelphia PHL Boise BOI Spokane GEG Anchorage ANC 0 0 Top 20 Total % 0 Remaining 0 0 Total: 100.0% 0 Source: USDOT The future level of aviation activity and enplaned passenger traffic at the Airport will depend upon factors such as regional,national and international economic conditions, the regional,national and international recovery of air travel from COVID-19,Delta maintaining its operating hub at the Airport,potential health or security threats,and the financial condition of individual airlines and their continued service at the Airport. See "INVESTMENT CONSIDERATIONS"below. 51 KKR Draft 4/21/2023 Aircraft Opr era tions and Landed Weights Total aircraft operations at the Airport increased from 332,018 in FY 2018 to 341,064 in FY 2019. As a result of the COVID-19 pandemic,total aircraft operations decreased to 303,042 in FY 2020. However,in FY 2022, total aircraft operations rose to 338,507,almost entirely recovering to FY 2019 levels. Landed weights increased from 14,908,945 thousand pounds of landed weight in FY 2018 to 15,989,165 thousand pounds in FY 2022, reflecting increased operations at the Airport,as well as a shift away from smaller regional jet aircraft. This latter trend is also shown by the shift in passengers from Delta's regional carriers ("Delta Connection") to Delta's mainline service. Total Delta enplanements (including its Delta Connection carriers) between FY 2018 and FY 2022 increased from 8.72 million passengers in FY 2018 to 9.37 million in FY 2022,while the number of enplaned passengers on Delta's mainline aircraft alone rose from approximately 6.4 million in FY 2018 to 7.4 million in FY 2022. The following tables show historical data on aircraft operations(landings and takeoffs)for FY 2018 through FY 2022,and landed weights for the same periods. The approximate distribution of operations in FY 2022 was 72.6% air carriers,20.5%general aviation,6.0%cargo,and 0.9%military. SALT LAKE CITY INTERNATIONAL AIRPORT HISTORICAL AIRCRAFT OPERATIONS (total landings and takeoffs) Fiscal Year Ended June 30 2018 2019 2020 2021 2022 Passenger Aircraft 250,904 253,578 216,320 219,808 245,840 Cargo 20,382 20,618 20,604 20,672 20,296 General Aviation 53,695 61,117 63,326 68,469 69,370 Military 7,037 5,751 2,792 3,190 3,001 Total Operations 332.018 341.064 303,042 312.139 338.507 Annual Change 2.7% 2.7% (11.1%) 3.0% 8.4% Source:Department Records SALT LAKE CITY INTERNATIONAL AIRPORT HISTORICAL LANDED WEIGHTS (amounts in thousands of pounds) Fiscal Year Ended June 30 2018 2019 2020 2021 2022 Airlines 13,737,381 14,263,691 12,315,209 12,631,435 14,668,929 Cargo 1,171,564 1,201,369 1,246,304 1,356,217 1,320,235 Total 14.908.945 15.465.060 13.561.514 13.987.652 15.989.164 Annual Change 3.5% 3.7% (12.3%) 3.1% 14.3% Source:Department Records Air Cargo The Airport is also a regional center for processing air cargo. Approximately 227,355 U.S. tons of freight and mail were loaded and unloaded on and off aircraft at the Airport in FY 2022. As of June 30,2023, the Airport 52 KKR Draft 4/21/2023 was served by ten all-cargo and small package and express carriers. All-cargo carriers carry only cargo and these companies include FedEx and UPS. For FY 2022,the companies with the largest share of enplaned and deplaned cargo at the Airport,based on cargo tonnage,were FedEx with 46.0%;UPS with 42.7%;Delta with %;Alpine Aviation with 1.3%;Ameriflight with 1.1%; and Southwest with 0.8%. Together, these six carriers accounted for over 95% of total cargo and mail handled at the Airport in FY 2022. The following table shows historical data on air cargo and mail shipped through the Airport for FY 2018 through FY 2022. SALT LAKE CITY INTERNATIONAL AIRPORT HISTORICAL AIR CARGO AND MAIL (amounts in U.S.tons) Fiscal Year ended June 30 2018 2019 2020 2021 2022 Cargo 190,143 203,950 199,985 212,260 202,246 Mail 20,712 20,293 21,400 27,865 25,109 Total 210,855 224.243 221.385 240,125 227,335 Annual Change 5.1% 6.3% (1.3%) 8.5% (5.3%) Source:Department Records Airline Use Agreement General The City has entered into an AUA with each of the following carriers: Alaska,American, Delta, Frontier, JetBlue Airways,Southwest and United(each a"Signatory Airline"). Each AUA terminates on June 30,2024,unless earlier terminated or extended. In May 2018 and September 2021, respectively, Delta and United extended their respective AUAs through June 30,2034. Then, effective December 14,2022,Delta agreed to a second amendment to the AUA(the"SecondAmendment")that extended its term through June 30,2044,and authorized further extensions through 2054. hi addition to Delta,Alaska and Southwest have also entered into the Second Amendment extending the term through June 30, 2044 and American and United have entered into the Second Amendment extending the term through June 30, 2034. [In addition, Spirit Airlines has become a Signatory Airline as of May 2023.] Accordingly, Signatory Airlines that carried 96.3% of the enplaned passengers at the Airport have entered into an extension of the AUA through at least June 30,2034. As of July 1,2024,Capital Investments(as defined in the AUA) will require the approval of Signatory Airlines equating to at least 15%of enplanements for the prior 12 months. The AUA may only be terminated by a Signatory Airline for an extraordinary event, such as closure or imposition of material and substantial restrictions on operation of the Airport for more than 90 days. The AUA also allows a Signatory Airline to designate one or more airlines meeting certain criteria as Affiliates.All of the passenger air carriers operating at the Airport are Signatory Airlines or their Affiliates. The AUA with each Signatory Airline is in substantially the same form and provides for the lease of specified airline premises on an exclusive or preferential basis,depending upon the type of space, as well as use of certain common and joint use facilities. Gates and ticket counters are leased on a preferential basis,pursuant to which the Department may allow another airline to operate in such space in periods during which the Signatory Airline does not have a scheduled operation using such facilities. Offices and passenger clubs/lounges are leased on an exclusive use basis,and baggage and certain other areas are joint or common use facilities. hi addition, the Department currently has not leased and has reserved two gates and five aircraft hardstand positions as common use facilities. The AUA also provides for reallocation of space by the Department,either on its own initiative,in which case moving costs will be paid by the Department,or at the Signatory Airline's request,in which case all costs are paid by the requesting Signatory Airline. The AUA grants the Signatory Airlines the right to operate at the Airport. The form of the AUA(including the First and Second Amendments)is set forth in APPENDIX D hereof. 53 KKR Draft 4/21/2023 Rates&Charges The AUA establishes the manner in which the Department will establish and collect rates and charges for use of the Airport by Signatory Airlines. Pursuant to the AUA, the Department has established seven direct Cost and Revenue Centers, including the Airfield and the Terminals and two indirect Cost Centers for general and administrative("G&A")and roadway expenses. Landing fees for use of the airfield are calculated on a residual basis: All budgeted costs allocable to the airfield, including operating expenses,debt service, amortization of capital costs funded with Revenues other than the TRP and amounts necessary to replenish reserves allocable to the Airfield Cost and Revenue Center, less Revenues allocable to the airfield other than landing fees, are divided by estimated landed weights and recovered on the basis of actual landed weights of aircraft operated at the Airport. Landing fees are charged monthly in arrears based upon actual landed weights for the preceding month. The rental rate for terminal space is calculated on a commercial compensatory basis by dividing all budgeted costs properly allocable to the Terminal Cost and Revenue Center,less Revenues from airlines that are not Signatory Airlines, by the Rentable Airline Space within the Terminals to determine the rental rate. The rental rates are then adjusted based upon whether the leased space has heating, ventilation and air conditioning, known as conditioned space,or is unconditioned space. Effective July 1,2024 and for each Fiscal Year thereafter,the AUA as amended by the Second Amendment provides that a fixed 82%of the Net Terminal Requirement will be recovered through terminal rental rates,regardless of the amount of space rented by the airlines. Baggage claim facilities are joint use facilities and charged by allocating 20%of the revenue requirement for such facilities among all Signatory Airlines and 80% by the percentage of passengers of each such carrier. For common use gate facilities,the Department establishes a per turn rate by determining the highest cost per operation for all carriers, equal to the total of leased gate space multiplied by the conditioned rate per square foot and then dividing that amount by 365,and then dividing that daily rate by the lowest number of scheduled operations at any leased gate to determine the per turn fee. Rates for common use ticket counters and bag make-up areas are similarly calculated to derive a daily rate for use of such space. Other fees that are charged for use of the Airport's aeronautical facilities include fees for international passengers to cover costs associated with the screening of international passengers; charges for over-night aircraft parking; storage of ground service equipment; storage areas and ticketing kiosks; and fees for employee badging and parking. The Department has the right to recalculate rates and charges if budgeted costs, landed weights or rented terminal space are likely to vary by more than 10%from the actual costs or estimates, or if recalculation is required by the Master Indenture. Within 120 days after the close of each fiscal year, the Department calculates the actual costs and expenses and the amounts collected in landing fees,terminal rents and other charges for the prior fiscal year and, if the amount collected exceeded or was less than the actual revenue requirements,the difference or shortfall is included in the rates for the second fiscal year following the fiscal year of such operations. See"—Airport Financial Operations—Management's Discussion and Analysis—Terminal Rents"below. The Department shares a portion of certain in-terminal concession revenues and rental car concession revenues(excluding CFCs)with the Signatory Airlines in the amount of$1 per enplaned passenger for up to 10 million enplaned passengers and additional amounts if enplaned passengers exceed 10 million;provided, however, that the total revenue sharing amount in any fiscal year cannot exceed the least of(i)30%of Net Remaining Revenue;(ii)the total amount of Annual Adjusted Gross Revenues for Selected Concessions;and(iii)the Calculated Revenue Sharing Amount. hi FY 2022 such revenue sharing totaled$13.6 million,up substantially from$7.7 million in FY 2021,as demand for passenger air travel recovered as the COVID-19 pandemic abated. The Second Amendment provides for an increase in revenue sharing commencing July 1,2024 of$1.40 per enplaned passenger up to 14 million Enplaned Passengers and if the number of Enplaned Passengers in any Fiscal Year exceeds 14 million, additional revenue sharing not to exceed the lesser of(i)40%of Net Remaining Revenues,(ii)the total amount of Annual Adjusted Gross Revenues for Selected Concessions,and(iii)the Calculated Revenue Sharing Amount. The AUA also provides for extraordinary coverage protection if the Department expects to fail to meet the rate covenant under the Master Indenture. See "SECURITY FOR THE SERIES 2023 BONDS —Rate Covenant." Under the AUA, if in any Fiscal Year the amount of Revenues less Operating Expenses is projected to be less than the sum of the principal of, premium, if any, and interest due in that fiscal year on the Bonds and Subordinated Obligations, if any, then Outstanding,plus 25%of such Debt Service on Bonds and the amount required under the agreement providing for the issuance of such Subordinated Obligations, then the Signatory Airlines will make extraordinary coverage protection payments in addition to landing fees and terminal rents. Such payments shall be allocated among the Signatory Airlines in a fair and not unjustly discriminatory manner to the landing fee or terminal rentals or both in the reasonable discretion of the Executive Director. 54 KKR Draft 4/21/2023 See"APPENDIX D—FORM OF AIRLINE USE AGREEMENT—Rates and Charges." The New SLC and Other Construction Projects Each Signatory Airline, by execution of the AUA, has approved the TRP. The NCP was approved unanimously by the Signatory Airlines in April 2016 in accordance with the provisions of the AUA for approval of additional capital projects in the Terminal and Airfield Cost and Revenue Centers. Certain other capital investments at the Airport are subject to approval by at least one of the Signatory Airlines, following consultation between the Department and the Signatory Airlines, before the Department may undertake such improvements; provided, that certain capital projects, such as those mandated by the FAA, USDOT or TSA, projects to repair casualty damage, projects at Cost and Revenue Centers other than the Airfield or Terminal,reasonable repairs,emergency expenditures, projects funded with PFCs, CFCs or grants, or projects undertaken for and funded by a Signatory Airline may be undertaken without Signatory Airline approval. The AUA requires that the Signatory Airlines appoint an Airline Technical Representative to represent them in matters pertaining to the TRP. The Airline Technical Representative must participate in design review, attend meetings of the Airport's Financial Oversight and Construction Committees,and may inspect and review construction and make recommendations to the Department regarding matters related to the New SLC. The Department must consult with the Airline Technical Representative in the development of contract documents and construction schedules,and in the event of certain cost increases.The cost of the TRP originally approved in the AUA was$1.782 billion. This total cost may be increased with the approval of 55%of the Signatory Airlines or Signatory Airlines that collectively accounted for at least 55%of the terminal rents in the preceding Fiscal Year. Project costs may also be increased without Signatory Airline approval to reflect additional costs because of causes beyond the City's control following review by the Airline Technical Representative or for elements of the TRP undertaken to satisfy the request of a Signatory Airline as long as such Airline pays such additional costs. On March 16, 2021, Delta, acting on behalf of the Signatory Airlines pursuant to the AUA, agreed to an increase in the overall cost of the New SLC to an estimated construction cost, of$4.45 billion. Delta, and all other signatories to the Second Amendment, subsequently agreed to a further increase in the cost of the New SLC by approximately $680.7 million for the costs of the final phase of Concourse B (the NCP) through approval of the Second Amendment to the AUA effective December 14,2022. The full cost of the New SLC,including soft costs,is estimated to be$5.13 billion. The current estimate of$2.27 billion for the NCP is based upon the final estimated costs for the Concourse B portion of the project and related projects and recent experience with construction costs in the Salt Lake City area. The increase in the cost of the NCP over its originally estimated budget reflects expansion of the Concourse B to 47 gates, tenant scope additions, including hardstand expansion, passenger and baggage system enhancements, and an accelerated schedule cutting one to two years from the construction schedule, as well as cost escalations due to materials pricing impacted by the COVID-19 pandemic and a robust construction environment in the Salt Lake City area. In the event of cost increases where the actual bid for a contract exceeds the estimate by more than 10%,or total costs of a project contract, including change orders, exceed the total estimated cost of that element of the TRP by 10%,then the City must meet with the Airline Technical Representative prior to the award of any further contracts and seek agreement on a method of revising the TRP or accepting such increased costs. If the Department and the Airline Technical Representative cannot agree,then a majority of a committee composed of the Program Director,the Department's Chief Financial Officer and the Airline Technical Representative shall make recommendations to the Executive Director regarding revising such contract to bring costs within the allowable limits. Change orders that would increase the amount of any contract by the greater of$250,000 or more than 10%of the original contract, or would extend the time to complete a contract by more than 25%, must also be submitted to the Airline Technical Representative for review and comment before execution by the Department. See "APPENDIX D — FORM OF AIRLINE USE AGREEMENT—Capital Investments—Special Provisions for the Project." 55 KKR Draft 4/21/2023 Airport Financial Operations The Department is an enterprise fund of the City and receives no City funding.All Revenues generated by the Airport System are deposited in the Revenue Fund and applied in accordance with the Master Indenture. No City general tax revenues are used for any Airport purpose. Management's Discussion ofHistorical Operating Results The Department prepares its financial statements on an accrual basis in accordance with generally accepted accounting principles as set forth by the Government Accounting Standards Board("GASB"). Revenues and expenses are recorded when earned and incurred,not when received or paid,except for PFCs,which are recorded when received. The Department's financial statements for the Fiscal Year ended June 30, 2022, audited by Eide Bailly LLP, are attached to this Official Statement as APPENDIX A. See also"INDEPENDENT AUDITORS"herein. The Department receives Revenues from a variety of sources,including from airlines for both landing fees and terminal rents,parking facilities,rental car operators, in-terminal concessions, ground transportation fees,other airline fees and miscellaneous revenues. The Department has pursued a strategy of maintaining a low cost per enplanement("CPE") through maximizing non-airline revenues and sharing certain concessions revenues with the Signatory Airlines,continually seeking ways to improve concessions and associated revenues generated at the Airport and controlling operating expenses. Prior to the outbreak of the COVID-19 pandemic in 2020,non-airline Revenues had increased for four consecutive fiscal years and represented approximately 64.5%of all Revenues received by the Department in FY 2019, or a total of$111.9 million, compared to $89.5 million, or 63.5%of total Revenues in FY 2018. In FY 2022, non-airline Revenues represented approximately 52.4% of all Revenues received by the Department, or a total of$139.5 million, and airline Revenues, net of revenue sharing, were approximately$123.3 million,more than double the airline Revenues,net of revenue sharing,of$61.6 million in FY 2019. In addition,the Department accumulated PFC and CFC revenues as well as excess Net Revenues from prior Fiscal Years in anticipation of TRP funding needs,although with the commencement of construction of elements of the TRP in FY 2015,the amount of cash generated from Airport operations available for future construction has diminished. As of June 30, 2022, the Department held $378 million in restricted funds available for future construction, including proceeds of the Series 2021 Bonds and Department Revenues, compared to $216 million at the end of FY 2021 and $265 million at the end of FY 2020. The Department collected approximately $48.8 million in PFCs in FY 2022, including interest earnings,compared to$29.2 million in FY 2021,and$14.0 million in CFCs in FY 2022 compared to$9.0 million in FY 2021. See"THE NEW SLC—Funding Sources for the New SLC—PFCs"and"—CFCs". PFC and CFC collections are used to fund eligible capital projects at the Airport. PFC and CFC collections are directly related to passenger traffic at the Airport, with PFCs being collected only from eligible enplaned passengers,while CFCs are paid by the portion of deplaned O&D passengers renting cars at the Airport. The Department manages its costs in order to maintain a low CPE. In FY 2023,the budgeted CPE is$8.16, slightly higher than its $8.11 level in FY 2022. In light of the substantial construction and development associated with the New SLC, the Department has budgeted a CPE of$9.94 for FY 2024, reflecting the costs associated with operating and maintaining the additional space that is being brought on line at the Airport,although management also anticipates that the new structures and energy-efficient design of the New SLC will reduce certain costs on a per square foot basis,such as energy and routine capital maintenance,compared to the cost of operating and maintaining the Airport's former aging and inefficient facilities. See "REPORT OF THE AIRPORT CONSULTANT" and "APPENDIX B — REPORT OF THE AIRPORT CONSULTANT — Airline Revenues" regarding the Airport Consultant's projection of CPE at the Airport at completion of the New SLC. The FAA has approved Department applications to impose and use a$4.50 PFC, as authorized by federal legislation, and collect a total of$2.158 billion of PFCs through approximately April 1, 2037. The revenues from PFCs are dedicated to certain FAA-authorized capital projects and are excluded from the Revenues pledged under the Master Indenture that secure the Bonds,except as expressly provided therein. However,PFCs may be applied to pay debt service on the Bonds under certain circumstances. See"SECURITY FOR THE SERIES 2023 BONDS—Use of PFCs to Pay Debt Service." The Department also requires CFCs to be paid by rental car customers at the Airport. The current CFC of$5 per day,with a limit of 12 transaction days, is collected by the rental car companies and paid to the Department and held in a separate account for certain capital projects. CFC revenues are also excluded from Revenues pledged under the Master Indenture securing the Bonds. See "SECURITY FOR THE SERIES 2023 BONDS—Pledge of Net Revenues"herein. 56 KKR Draft 4/21/2023 The table below presents the Department's Operating Revenues, Operating Expenses, Non-Operating Revenues and Expenses and Net Position for Fiscal Years 2018 through 2022 and three quarters ended March 31, 2023 compared to March 31,2022. [Remainder of page intentionally left blank.] 57 KKR Draft 4/21/2023 SALT LAKE CITY DEPARTMENT OF AIRPORTS TOTAL ANNUAL REVENUES AND EXPENSES FY 2018 FY 2019 FY 2020 FY 2021 FY 2022 FY 2022 FY 2023 through through March 31 March 31 Operating Revenues Airfield $37,850,416 $40,799,238 $40,689,749 $40,792,381 $51,530,131 $50,681,866 Terminals 56,371,640 60,286,589 58,015,237 84,092,806 111,698,594 88,604,971 Landside 68,304,466 72,852,990, 58,885,211 51,311,766 90,523,390 67,475,873 Auxiliary Airports 1,782,152 2,031,742 2,138,371 2,106,100 2,492,699 1,751,742 General Aviation 2,526,808 2,392,266 2,568,559 3,381,032 3,260,293 2,428,691 Support Areas 7,662,008 6,437,741 5,957,045 6,319,366 5,161,656 3,772,239 Other 2,9 55,551 2,7 99,183 3,1 99,004 4,2 00,360 3,5 55,926 7,2 88,712 Operating Revenues 177,413,041 187,539,749 171,423,176 192,394,249 272,510,077 221,924,094 Less: Airline Revenue (13,007,3081 (14,076,885) (10,096,880) (7,710,155) (13,566,127) (10,138,263) Sharing Total Operating Revenues $164,405,733 $173,462,864 $161,326,296 $184,684,094 $258,943,950 211,785,831 Operating Expenses Airfield $31,484,601 $31,305,225 $32,866,248 $31,303,986 $39,396,566 33,785,699 Terminals 41,079,201 40,435,158 47,183,508 65,663,460 73,755,975 49,345,952 Landside 12,522,236 10,081,900 11,223,893 12,704,070 15,075,369 10,347,307 Auxiliary Airports 3,253,108 4,241,437 4,534,580 4,386,332 4,292,035 2,947,531 General Aviation 995,461 877,645 892,387 747,824 39,952 701,770 Support Areas 1,235,761 1,661,436 1,600,159 1,644,206 1,562,360 1,280,609 Roads and Grounds 6,876,733 7,670,463 8,516,862 5,108,025 4,599,614 3,763,756 Other 2,5 99,250 2,1 11,008 3,085,500 2,1 88,334 1,8 77,243 1,8 44,463 Total Operating Expenses 99,976,351 98,434,272 109,903,136 123,676,237 140,619,114 103,997,087 Before Depreciation Net Federal Grants(ex.AIP) 3,908,282 Operating Income Before 64,429,382 75,028,592 55,331,442 61,007,857 118,324,836 107,788,744 Depreciation Depreciation 63,826,718 63,549,763 57,604,443 100,890,159 144,018,609 147,652,216 Operating Income/(Loss) 602,664 11,478,829 (2,273,001) (39,882,302) (25,693,773) (39,863,472) Non-Operating Revenues (Expenses) Passenger Facility Charges 47,739,461 49,720,539 40,607,278 29,227,051 48,759,002 35,453,747 Customer Facility Charges 15,740,068 16,012,445 12,477,986 9,015,981 14,024,129 10,991,959 Net Bond interest expense (34,674,629) (72,222,513) (85,497,741) (86,108,427) (116,831,638) (115,059,952) Bond issuance costs - (3,129,538) - (506,009) (3,010,366) (4,150,366) Interest Income 21,782,631 36,964,373 19,360,991 3,944,378 11,740,156 3,159,280 Contribution of capital assets - - - (9,028,611) (647,664) 239,104 Other revenue(expenses),net (2.501,999) 9.4 55.217 1.5 77.746 (15,942,595) (6,546,909) 3.9 11.995 Net Non-Operating Revenue 48,085,532 36,750,523 (11,523,740) (69,398,232) (52,513,290) (65,414,233) (Expenses) Capital Contributions 18,142,126 14,284,968 31,124,710 94,930,936 71,745,501 44,947,224 Net Position hicrease in Net Position 66,830,322 62,514,320 13,419,687 (14,349,598) (6,461,562) (60,330,481) Net Position, Beginning of 1,287,810,074 1,354,640,396 1,417,154,716 1,430,574,403 1,416,224,805 1,416,222,404 Period Net Position,End of Period $1,354,640,396 $1,417,154,716 $1,430,574,403 $1A16,224,805 $1A09,763,243 1355,89L923 Source:Salt Lake City Department of Airport Audited Financial Statements(FY)and internal records 58 KKR Draft 4/21/2023 Airline Revenues The Department received approximately$123.3 million,or 30.9%of its total Revenues,in FY 2022 from the airlines operating at the Airport, net of revenue sharing, compared to$101.4 million,or 33.4%of total Revenues,in FY 2021 and$61.6 million, or 35.5%of total Revenues in FY 2019. The Department credited approximately$13.6 million and $7.7 million of revenue sharing back to the Signatory Airlines in FY 2022 and FY 2021, respectively, resulting in an average CPE of$8.11 in FY 2022, down from $11.24 in FY 2021. Through March 2023, the Department received approximately$ million,or %of its total Revenues,from airlines operating at the Airport, net of revenue sharing, compared to $111.3 million, or 52.6% of total Revenues through March 2022, and $59.9 million, or 40.7% of total Revenues, through March 2019. The Department receives Revenues from the Signatory Airlines and other aviation users of the Airport's facilities based on their use or lease of the Airport's aeronautical facilities. The primary sources of such revenues are landing fees,which are charged by 1,000 pounds of landed weight, and terminal rents, which are charged on a per square foot basis or, for common or joint use facilities, on a per passenger, per use or daily basis. Other aeronautical fees are derived from aircraft remain overnight parking fees, support building rentals,fuel farm charges and fees for use of the passenger loading bridges. Landing fees and terminal rental rates are set annually by the Department pursuant to the terms of the AUA. See"-Airline Use Agreement" above. The tables below provide a summary of the sources of the Department's Revenues as well as a break-out of the sources of airline revenues by carrier. SALT LAKE CITY DEPARTMENT OF AIRPORTS SUMMARY OF OPERATING REVENUES (in thousands) Fiscal Year ended June 30 2018 2019 2020 2021 2022 FY 2022 FY 2023 through through March March Landing Fees $32,742 $35,434 $35,638 $35,996 $45,158 $46,272 Airline Terminal Space Rentals 31,028 33,432 34,645 66,680 83,480 68,125 Other Airline Revenues 6,799 6,769 7,031 7,015 8,182 7,063 Total Airline Revenues 70,569 75,635 77,314 109,691 136,820 121,460 Car Rental 29,181 29,856 25,372 24,317 35,378 28,534 Auto Parking Facilities 35,323 36,297 27,974 23,491 48,813 34,339 Other Terminal Rentals 39,041 42,046 37,634 31,608 48,015 35,220 Other Revenues 4,441 3,704 3,129 2,387 3,485 2,373 Credit:Revenue Sharing (13,007) 1( 4,077) 1( 0,097) 7( ,710) 1( 3,566) 1( 0,138) Total Operating Revenues 165 548 173 461 161326 184 684 258 945 211,788 Source:Department Records [Remainder of Page Intentionally Left Blank] 59 KKR Draft 4/21/2023 SALT LAKE CITY DEPARTMENT OF AIRPORTS SOURCES OF AIRLINE REVENUES (in thousands) Fiscal Year ended June 30 FY 2021 FY 2022 Airline Landing %of %of Landing %of %of (includes affiliates) Fees Total Rents Total Fees Total Rents Total Alaska $ 687 1.9% $ 1,814 2.9% $ 960 2.1% $ 2,333 3.0% American 1,507 4.2 3,916 6.3 2,037 4.5 4,832 6.2 Delta 24,625 68.4 42,745 68.4 29,909 66.2 54,593 70.0 Frontier 513 1.4 1,659 2.7 622 1.4 2,114 2.7 JetBlue 406 1.1 1,669 2.7 750 1.7 2,347 3.0 Southwest 2,388 6.6 7,187 11.5 4,053 9.0 7,181 9.2 United 1,155 3.2 3,475 5.6 1,867 4.1 4,578 5.9 Other(1) 4,715 13.1 - 0.0 4,960 11.0 - 0.0 TOTALS: 35 996 100.0% 62 465 100.0% $45,158 100.0% 77 978 100.0% Source:Department Records (1) Includes charter,cargo and commuter. Landing Fees. Landing fees at the Airport increased from$36.00 million in FY 2021 to$45.16 million in FY 2022. During this period the landing fee per thousand pounds of landed weight decreased from$2.54 to $2.47. The landing fee for FY 2023 is$2.82 and the landing fee for FY 2024 is budgeted to be $3.43. Under the AUA,any variance between the landing fees collected and the direct and indirect costs of operating the Airfield Cost and Revenue Center during a fiscal year is calculated after the fiscal year ends,and the adjustment is either added to,in the case of a shortfall,or credited to, in the case of a surplus,the landing fee for the second succeeding fiscal year,although the Department retains the ability to revise the landing fee if the amount to be collected in any fiscal year is substantially less than the expected costs. Landed weights at the Airport increased from 13,987,652 thousand pounds in FY 2021 to 15,989,164 thousand pounds in FY 2022 due to an increase in passenger aircraft operations resulting primarily from the national recovery from the COVID-19 pandemic. Through March 2023,landed weights at the Airport increased to thousand pounds from thousand pounds through March 2022, compared to 10,649,608 thousand pounds through March 2019,prior to the pandemic. Terminal Rents. Each fiscal year, the Department establishes terminal building rental rates and fees on a commercial compensatory basis as required by the terms of the AUA. The annual calculation allows the Department to recover its budgeted direct and indirect capital and operating costs for such leased terminal space, but the Department bears the risk of not recovering the cost of any unleased terminal space. As of June 30,2023,substantially all available airline space at the Airport was either leased, or in use on a common or joint use basis. Similar to the method described above for adjusting landing fees on an annual basis,terminal rates and fees are also adjusted based on actual costs incurred and rents received. The Department calculates the variance from the budget estimates after the fiscal year ends,and the adjustment is either added to the second succeeding year's terminal rental rate(in the case of a shortfall)or credited against such rental rate(in the case of a surplus). The Department does not recover the costs allocable to unrented space through its terminal rentals. The Department can also make adjustments during the year to the rates charged to the Signatory Airlines for terminal rentals. The Department currently leases 64 of the 71 currently operational gate positions to various Signatory Airlines serving the Airport. The remaining gates are held for use on common use basis and airlines using such gates are charged a per turn or daily fee. Current demand at the Airport has outstripped the number of gates available,and the Department routinely requires Signatory Airlines to allow other airlines to operate from preferentially leased space during hours when the Signatory Airline has no scheduled operation at the gate or to share common use gates. In addition to the 51 gates, there are 15 hardstand positions from which Delta operates, as well as five additional hardstand positions that are operated by the Department on a common use basis. Passengers boarding at hardstand positions use temporary holdrooms located in Concourse B and are bused to the aircraft. Upon completion of Concourse A later in calendar year 2023,the 15 hardstands used for Delta's operations are expected to removed from service, although the Department expects to maintain five hardstand positions to the north of Concourse B for the 60 KKR Draft 4/21/2023 remainder of the NCP and construct an additional four hardstand positions served from the east of Concourse B East to accommodate the strong demand for operational space. Terminal rental revenue from the airlines in FY 2022 was $83.5 million,an increase of$16.8 million from the$66.7 million received in FY 2021,which in turn was an increase of$32.0 million compared to the $34.6 million in terminal revenues received from the airlines in FY 2020. The terminal rental rate for class 1 conditioned space was $167.59 per square foot in FY 2022 compared to $139.60 per square foot in FY 2021. The increased rental rate for FY 2022 reflects the costs associated with elements of the New SLC being placed in service and debt service becoming payable following the capitalized interest period. Through March 2023, terminal revenues received from the airlines operating at the Airport increased to $ million from $68.1 million through March 2022 and$25.1 million through March 2019. The rate for FY 2023 is$171.07 per square foot,and the budgeted terminal rental for FY 2024 is$184.03. Under the AUA,the Department is permitted to recover its budgeted costs of operating and maintaining the terminal space as adjusted to account for actual costs,plus certain approved capital costs. The approved capital costs include the capital costs of the New SLC, provided that the Department may not recover capital costs of the New SLC paid with accumulated capital(Department funds),PFCs or AIP grants,and if costs increase beyond certain limits,the Department and the Signatory Airlines must undertake a process to resolve the overruns. See"-Airline Use Agreement" above and"APPENDIX D-FORM OF THE AIRLINE USE AGREEMENT"for a more complete discussion of the provisions of the AUA. Other Airline Fees. As described above, the Department receives fees from the airlines operating at the Airport from several other sources, including rental of support buildings,which generated$4.3 million in FY 2022; passenger loading bridge fees, which generated $1.6 million in FY 2022; use of the fuel farm, which generates approximately$1.8 million per year under an agreement effective January 1,2021; and RON fees,which generated approximately$400,000 in FY 2022. Non Airline Revenues The Department seeks to maximize non-airline Revenues and shares a portion of certain Selected Concession Revenues,as defined in the AUA,consisting of rents received from rental car concessions, excluding CFCs, and in- terminal concession revenues,with the Signatory Airlines in order to maintain a low CPE and to promote expansion of service by carriers. The primary sources of the Department's non-airline Revenue are parking fees(which are not shared with the Signatory Airlines), rental car fees and in-terminal concessions. Approximately $148.6 million, or 37.3%of total Revenues,were generated from non-airline sources in FY 2022,compared to$90.4 million,or 29.6% of total Revenues in FY 2021 and$111.9 million,or 64.5%of total Revenues in FY 2019.Non-airline revenues for the nine-month period ending March 31,2023 were$ million compared to $100.5 million and$82.7 million for the same nine-month period for fiscal years 2022 and 2019,respectively.The percentage of airline Revenues to non- airline Revenues is shifting in part due to the increased cost of the new Terminal and concourse facilities being rented by the airlines,compared to lesser increases in non-aeronautical revenues per passenger,but a significant increase in passengers. Parking Revenues. Airport parking revenues more than doubled between FY 2021 and FY 2022,from$23.5 million to $48.8 million, reflecting the return of O&D passenger traffic at the Airport. This also represents a substantial increase over parking revenues in FY 2019,which were$36.3 million. This increase was primarily because of recovery of air-travel demand as the COVID-19 pandemic abated;there were no parking rate increases during this period. Parking revenues are generated according to the parking rates established by the Department. In FY 2020, the Department increased the daily rate for parking in the garage from$32 to$35 and implemented a fee of$55 per day for Premium Reserved Parking. The Department anticipates increasing the fee for economy parking from$10 per day to$12 per day on July 1,2023. The Department does not share parking revenues with the Signatory Airlines as an offset to either landing fees or terminal rents;rather,the Department retains the business risk and the return of this Cost and Revenue Center. Parking revenues for the nine-month period ending March 31, 2023 were $_million compared to $34.3 million and $32.3 million for the same nine-month period for fiscal years 2022 and 2019, respectively. Rental Cars and Peer-to-Peer Car Sharing. Fees and rentals from the car rental companies increased from $24.3 million in FY 2021 to$35.4 million in FY 2022,primarily because of recovering travel demand as the COVID- 19 pandemic abated. This is also a significant increase over the$29.9 million in FY 2019 fees and rentals from rental car companies. Fees and rentals from car rental companies for the nine-month period ending March 31,2023 were $ million compared to$28.5 million and$22.9 million for the same nine-month period for fiscal years 2022 and 2019,respectively. The agreements with the rental car companies for use of the new RSS and QTA facilities are for a ten year term commencing on March 1, 2016. These agreements provide for a payment of an effective 11.1% 61 KKR Draft 4/21/2023 commission on rental car revenues,plus fair market rent on a per square foot basis for all facilities occupied by the rental car companies,plus CFCs. The rental car facilities are operated and maintained by a third party engaged by the rental car companies. CFCs, which are not Revenues pledged to payment of the Series 2023 Bonds, generated an additional$14.0 million in FY 2022 and$9.0 million in FY 2021,compared to$16 million in FY 2019, and will be applied to fund certain capital construction related to rental car company operations at the Airport. Off-airport rental car companies operate under month-to-month agreements and pay to the Department fees equating to 10%of revenues for access to the Airport. The City and Turo Inc. ("Turo")entered into a Peer-to-Peer Vehicle Sharing Operating Agreement effective September 23,2021 that gives Turo the right to operate at the Airport. For the privilege of operating at the Airport, Turo has agreed to pay the Department ten percent of its gross revenues,which resulted in revenue received by the Department for Turo's first full year of operations,CY 2022,of$1.2 million. The Department will continue to monitor Turo and its potential financial impacts on the rental car companies doing business at the Airport. TNCs and Ground Transportation. As of July 1,2020,the Department began collecting a charge of$2.50 for each passenger vehicle with 1-9 seats operated by a TNC operator at the Airport that picks up or drops off a passenger,with a flat fee of$10 per operation for vehicles with 10 or more seats. The fees prior to that ranged from $1.13 to $2.46 per pick up or drop off. Since FY 2016,when TNCs were first permitted to operate at the Airport, TNC revenues to the Airport have grown from approximately$247,100 to$3.9 million in FY 2022. [Although ground transportation revenues from other services at some airports that have a substantial TNC presence have declined,the Airport's total ground transportation revenues,excluding TNC revenues,increased slightly from$ million in FY 2021 to $ million in FY 2022.] Although without TNC trips, other ground transportation trips have declined from approximately 793,000 in FY 2018 to 614,000 in FY 2022, representing a 12.7% decline in such non-TNC ground trips during that period. However,total ground transportation revenues,including TNCs,increased from$ million in FY 2021 to$ million in FY 2022,compared to$72.4 million in FY 2019. Ground transportation revenue excluding TNCs for the nine-month period ending March 31,2023 was $ million compared to $ million and $51.8 million for the same nine-month period for fiscal years 2022 and 2019,respectively.Total ground transportation revenue for the nine-month period ending March 31, 2023 was $ million compared to $ million and $54.5 million for the same nine-month period for fiscal years 2022 and 2019,respectively. As shown above,although TNC operations have increased substantially since FY 2016,both parking and rental car revenues have continued to grow. There can be no assurance,however,that TNC operations will not have an adverse impact on parking fees,rental car revenues and other ground transportation revenues in the future. Terminal Concessions. Revenue from concessions increased from $12.68 million in FY 2021 to $22.76 million in FY 2022, exceeding the$20.5 million in FY 2019, primarily because of an increase in passengers due to the abatement of the COVID-19 pandemic, the majority of the in-terminal concessions locations being open, and greater concessions opportunities in the new Terminal and concourses. Concessions revenues for the nine-month period ending March 31, 2023 were $ million compared to $ million and $15.5 million for the same nine- month period for fiscal years 2022 and 2019,respectively. Since opening phase 1 of the New SLC,sales per enplaned passenger has continued to climb from$7.62 per enplaned passenger for the month of September 2020 to$12.04 for the month of January 2023. Among other factors, the Department attributes the growth to increased concessions square footage, the right mix of concessions concepts, and a street pricing policy which went into effect with the opening of the New SLC. Sales Per Enplaned Passenger $14.00 $12.04 $12.00 $9.01 $10.00 $8.00 $6.00 $4.00 $2.00 � 62 KKR Draft 4/21/2023 Source:Department records based upon monthly concessionaire reports. Other Revenue Sources. The Department also derives Revenues from other sources, including cargo and other building rentals,hangar rents for both air carrier maintenance facilities and for general aviation facilities at the Auxiliary Airports, FBO rents and fees and other buildings leased by the Department, such as the Touch n' Go Convenience Store and the Boeing assembly facility. Revenues from these sources totaled$5.4 million in FY 2022, compared to $5.2 million in FY 2021. The increase is primarily a result of the resurgence of travel following the abatement of the COVID-19 pandemic. Other revenues for the nine-month period ending March 31,2023 were$ million compared to $2.4 million and $5.0 million for the same nine-month period for fiscal years 2022 and 2019, respectively. In addition to Revenues,the Department received federal relief grants under the federal CARES Act,CRRSA and ARPA (which are not Revenues under the Trust Indenture) totaling 183.7 million which are being applied to reduce O&M Expenses. See"SECURITY FOR THE SERIES 2023 BONDS-Rate Covenant." Finally,the federal government awarded the Department $125.8 million in BIL AIG grant funding; the Department drew down $25.2 million from such BIL funds in FY 2022 and intends to draw the same amount in each of FY 2023 and FY 2024 and apply such BIL grants to the cost of the NCP and other capital costs at the Airport. Operating Expenses The Department's operating expenses fall into six primary categories and include salaries and benefits, materials and supplies, services, which include utilities, intergovernmental charges, and other operating expenses. Operating expenses are allocated to each of the Revenue and Cost Centers and the indirect G&A and roadways Cost Centers. Amounts allocable to the two aeronautical cost centers are recovered through landing fees and terminal rentals,while the Department seeks to generate revenues in excess of the costs allocable to the other non-aeronautical Revenue and Cost Centers from allocable rents, fees and charges. Costs allocable to the G&A and roadways Cost Centers are allocated to and recovered from each of the seven direct Revenue and Cost Centers based upon the proportion of the G&A and roadways services properly allocable to such Revenue and Cost Centers. The Department's management of operating expenses is an important aspect of maintaining the CPE at the Airport within the Department's desired range. As a result, the Department's operating expenses (excluding capital outlays) have increased at a compounded annual growth rate("CAGR")of 1.24%from FY 2019,before the COVID-19 pandemic, through FY 2022 from a total of$106.9 million in FY 2019 to$107.3 million in FY 2022. This reflects the budget cuts implemented by the Department in response to the COVID-19 pandemic as well as the recovery of passengers and air service and the need to increase staffing to accommodate such increases. The Department has budgeted$161.6 million for operating expenses in FY 2024,and forecasts that the actual amount of net operating expenses for FY 2024 will be$124.6 million,after application of$37 million of ARPA grant funds,reflecting the return of normal passenger traffic and the opening of elements of the New SLC in calendar years 2023 and 2024. SALT LAKE CITY DEPARTMENT OF AIRPORTS SUMMARY OF OPERATING EXPENSES (in thousands) Fiscal Year ended June 30 2018 2019 2020 2021 2022 FY 2022 FY 2023 through through March 31 March 31 Personnel Services $50,076 $40,258 $48,584 $46,782 $47,805 $41,643 Charges/Services/Fees 23,996 26,300 25,118 40,762 51,723 32,202 Operational Maintenance Supplies 11,343 12,610 12,381 11,041 13,673 12,828 Utilities 6,166 5,721 5,697 6,664 7,176 5,021 Fire Services 5,130 5,364 5,587 5,262 5,890 4,380 Police Services -- 3,891* 8,332 8,717 9,173 6,412 Salt Lake City Administration 3,265 4,288 4,204 4,448 5,180 1,511 Total Operating Expenses 99 976 98 433 109 903 �12 $14 14 Source:Department Records * Starting on January 1,2019,the Airport Police combined with the Salt Lake City Police,and all wages,benefits,and operating expenses are broken out separately. 63 KKR Draft 4/21/2023 The Department's largest expense in FY 2022 is comprised of a combination of charges,services,and fees, which were cumulatively$51.7 million in FY 2022,a 26.9%increase from the$40.76 million in FY 2021,and which comprised approximately 36.8%of the total operating expenses for FY 2022. These services include costs associated with outsourcing parking lot operations, shuttle bus services, janitorial services and professional and consulting services. Since FY 2018,the cost of such services has increased from$23.9 million to$51.7 million in FY 2022. The increase in expenses for services was driven by expenses related to expanded hardstand operations and the management of a new IT system that did not exist in FY 2021,as well as janitorial and maintenance expenses. The Department's personnel services were its second-largest expense,comprising$47.8 million in FY 2022, a 2.2%increase over the$46.8 million spent on personnel services in FY 2021,and were 34.0%of the Department's FY 2022 expenses overall. The Department pays salaries and wages of its employees directly and reimburses the City for its share of fringe benefits,including insurance and pension benefits allocable to the Department's staff. Operational maintenance supplies constituted approximately 9.7%of the Department's operating expenses and were $13.7 million in FY 2022, compared to $11.0 million in FY 2021. Intergovernmental charges comprised approximately 19.5%of the total operating expenses for FY 2022,and were$27.4 million,compared to$25.1 million in FY 2021. These charges consist primarily of reimbursements to the City for the costs associated with the City's provision of aircraft rescue and firefighting services at the Airport,which accounted for$5.9 million of such costs in FY 2022,compared to$5.3 million in FY 2021,as well as reimbursement for other centralized services,such as legal, accounts payable,purchasing,human resources and contract management services. Starting on January 1,2019,the Airport Police combined with the Salt Lake City Police, and the Department now reimburses the City for the actual direct and indirect costs of the salaries,benefits and related expenses of the police officers assigned to the Airport, which accounted for$9.2 million in FY 2022,compared to$8.7 million in the FY 2021. 64 KKR Draft 4/21/2023 Liquidity The table below shows the Airport's liquidity position for the past five fiscal years. The table below does not include any unused and available draws on the Subordinate Revolving Obligation Credit Agreement, which is available for any lawful use at the Airport. The table below also does not reflect application of the remaining ARPA grant funds($74 million), which the Department expects to apply in FY 2023 and FY 2024 to pay a portion of the Airport's O&M expenses. Beginning in FY 2021,the Department determined to apply a portion of the amounts on deposit in the Surplus Fund to the payment of costs of the New SLC. Hence, the days cash on hand reflects this discretionary use of the Surplus Fund. The table includes proceeds held in both the PFC and CFC Accounts. The Department expects to expend the majority of PFCs collected towards payment of principal of and interest on Bonds issued to fund PFC-eligible elements of the TRP,and the Department expects to apply CFCs to reimburse itself for a portion of the costs of the recently completed Parking Facility that will serve rental car companies,and elements of the roadway system serving the rental car facilities. SALT LAKE CITY DEPARTMENT OF AIRPORTS AIRPORT LIQUIDITY POSITION AND DAYS CASH ON HAND Fiscal Year ended June 30 ($in millions) Fund Balances FY 2018 FY 2019 FY 2020 FY 2021 FY 2022 Unrestricted cash Surplus Fund $242 $460 $397 $125 $170 Revenue Fund 14 2 3 15 15 Total Unrestricted Cash $256 $462 $400 $140 $185 Restricted Funds O&M Reserve* 23 25 28 32 36 CFC Account 1 2 3 0 1 PFC Account 10 10 13 3 4 Common Reserve Fund" 202 314 220 206 388 Total Restricted Funds $236 $352 $264 $241 $429 Total Unrestricted Cash and Restricted Funds $492 $813 $664 $381 $614 Funds Available for Operations A $279 $487 $428 $172 $221 O&M Expenses[B]] $100 $98 $110 $124 $141 Days Cash on Hand= [A] /([B]/365) 1,018 1,814 1,420 506 572 Source:Department Records Includes$5 million in the Renewal&Replacement Fund per the AUA. Also includes capitalized interest rSurplus Fund,Revenue Fund,O&M Reserve Fund and Renewal&Replacement Fund. ttExcluding depreciation 65 KKR Draft 4/21/2023 Personnel Considerations As of June 30, 2022, the Department had 520 full-time-equivalent ("FTE") employees. Approximately 81.9% of the Department's employees are employed in the Maintenance (262) and Operations (164) Departments. This is an increase of 22 FTEs compared to FY 2021 and 2020, and reflects the need to increase staffing to operate and maintain the new facilities that are being brought on-line as elements of the New SLC are completed. Of the new hires in FY 2022, 16 were for Maintenance and nine were for Operations,while Engineering decreased by two FTEs and Finance and Accounting lost one FTE position. Prior to July 1, 2019,the Airport's police officers were direct employees of the Department. However,the City and the Department agreed to transfer the Department's police officers to the City's Police Department,effective as of January 1,2019. The Department retains a small staff of dedicated Airport police officers,but the Airport police officers have direct supervision and back-up from the remainder of the City's police force and are direct employees of the City. The Department reimburses the City for the actual direct and indirect costs of the salaries,benefits and related expenses of the police officers assigned to the Airport. According to the Department, the transfer of the Airport's police officers to the City's Police Department has not resulted in a material difference between the costs budgeted by the Department for police services and the actual costs charged by the City. The Department reimburses the City for the actual direct and indirect cost of providing Aircraft Rescue and Fire Fighting, Police and certain other services. On March 22, 2011, the City Council passed the City's Collective Bargaining and Employee Representation Joint Resolution (the "Joint Resolution"). Among other provisions, the Joint Resolution recognizes eligible City employees' collective bargaining rights, sets forth procedures for labor negotiations between the City and certain labor unions, requires City and union representatives to act in good faith when negotiating labor matters,and requires unions covered by the Joint Resolution to take affirmative action to end employee strikes and work stoppages. Pursuant to the Joint Resolution, the City and Local 1004 of the American Federation of State, County and Municipal Employees, AFL-CIO ("AFSCME"), entered into a Memorandum of Understanding(the"MOU")that was renegotiated in June 2020 and will expire in June 2023,replacing the prior MOU with AFSCME that was in effect through June 27,2020. The MOU establishes the wages,benefits and employment conditions of eligible employees identified by the City, including 252 unionized City employees at the Airport as of March 30, 2021. In addition to other eligible City employees, the MOU covers all Public Safety and certain maintenance employees,Airport Operations Coordinators and eligible employees in the Police and Fire Department, including those who serve at the Airport. Pursuant to the MOU, AFSCME has agreed not to engage or encourage employees to engage in any strike,work stoppage or other collective concerted withholding of services. No eligible employee under the MOU will receive any benefits or wages while he or she is engaged in a strike,work stoppage or other interruption of work. The Department considers its relations with its employees and the union representatives of the City's public safety employees that are members of AFSCME Local 1004 to be good. Certain users of the Department's facilities that generate a substantial portion of the Department's Revenues, such as the air carriers, are dependent upon successful management of their own labor relations for continuation of their operations. These matters are beyond the control of the Department,and significant labor disputes in these areas could have an adverse effect on the Department's Revenues. Retirement and Other Post-Employment Benefits Employee Workforce and Retirement System. The Department participates in the Utah Retirement Systems, which provide three cost-sharing multiple-employer public employee retirement systems and one multiple employer agent system,each of which are defined benefit retirement plans covering public employees of the State and employees of participating local governmental entities(the "URS"). The URS are administered under the direction of the Utah State Retirement Board (the "URS Board") whose members are appointed by the Governor of Utah. Each year, as approved by the State Legislature, the URS Board sets rates, enacts rules and implements policies related to the pensions and benefits the Department's retirees receive.Starting in FY 2014-15,GASB Statement Number 68 requires URS to pass on pension and retirement liability to the public entities it serves, including the Department. Working with the Department's independent auditors and State specialists, this net pension asset has been recorded on the Department's financial statements for the fiscal year ending June 30, 2022 in the amount of$12.7 million and a net pension liability of$0. The reasons for the favorable status of the Department's pension funding include favorable investment returns for the URS over the pasts several years and the transition of the Department's employees,through 66 KKR Draft 4/21/2023 new hiring and retirement of older employees, to the Tier 2 systems. The Department contributed$3.29 million in FY 2022 and $3.71 million in FY 2021 to the URS with respect to the pension and retirement liabilities of its employees. In FY 2021,the Department reported a net pension asset of$440,000 and a net pension liability of$1.2 million,compared to a net pension asset of$0 and a net pension liability of$8.4 million in FY 2020. Based upon the actuarial assumptions used,the pension plan's fiduciary net position was projected in the latest valuation,on January 1, 2021, to be available to make all projected future benefits payments of active and inactive employees. See "APPENDIX A — SALT LAKE CITY DEPARTMENT OF AIRPORTS ANNUAL COMPREHENSIVE FINANCIAL REPORT OF THE DEPARTMENT FOR THE FISCAL YEAR ENDED JUNE 30, 2022—Notes to Financial Statements—6—Pension Plans." Other Postemployment Benefits. As a result of a City-wide undertaking, commencing January 1, 2016,all postemployment benefits other than pensions for City employees,including those employed by the Department,were terminated.No contributions have been made since January 31,2016 and none are expected to be made going forward. Risk Management The Department carries a general liability policy with a maximum limit of$500,000,000 covering bodily injury, property damage, excess auto liability and hangarkeeper's liability. The policy includes sublimity of$50 million for each occurrence for personal and advertising injury, and $50 million for commercial automobiles. The Airport also carries war liability/TRIA coverage of$150,000,000. The Airport facilities are covered by a multi-risk property insurance policy with a maximum limit of$1,000,000,000 and $100,000 deductible per occurrence. Earth movement carries a sub-limits of$100,000,000 with a 1%deductible per location subject to a minimum of$100,000 and a maximum of$5,000,000 deductible. Flood carries a sublimit of$150,000,000 subject to a$100,000 minimum and$5,000,000 maximum deductible for all locations in any one occurrence.Named Storm carries a$1,000,000,000 limit and a 5%deductible,subject to a minimum$250,000 deductible per occurrence.Business Interruption is covered at $200,000,000, subject to a minimum$100,000 deductible. Cyber Coverages including standard perils is covered up to $5,000,000, with a $100,000 deductible. The Department carries commercial automobile liability coverage (scheduled vehicles)of$1,000,000 per occurrence with no deductible. Contractors,including the CMAR,are required to carry builders'risk insurance covering all facilities under construction during the full period of construction. As elements of the New SLC are completed, the Department expects to continue evaluating its coverage limits and increase them as appropriate to account for the increased value of the new construction. Pursuant to Amendment No. 1 to the HDJV CMAR Contract,HDJV has provided,is administrating and has implemented a Contractor Controlled Insurance Program("CCIP")that covers on-site exposures for HDJV and,with limited exceptions, all subcontractors performing work on the TRP and NCP. Demolition and environmental remediation contracts;off-site labor or fabrication;architects,engineers and consultants;contracts under$20,000;and work, labor, transportation and other activities outside the boundaries of the TRP and NCP site are excluded from participation in the CLIP. The coverage provided under the CCIP includes on-site Worker's Compensation, on-site Employer's Liability, on-site general liability and on-site excess liability insurance with combined limits equal to $25,000,000. Under its CMAR Contract, HDJV also is required to carry additional insurance coverage, including builder's risk and professional liability coverage. The City is included as an additional insured on all such policies of insurance except Worker's Compensation. HDJV's policies of insurance are primary and any other insurance carried by the City are excess and not contributing. The City Treasurer is covered under a $10,000,000 public official's bond. The City also has: (1) public employee dishonesty insurance (an employee "blanket policy") with a $1,000,000 limit for theft and a $20,000 deductible. The City is self-insured for losses above the limits and below the deductibles. Further, the City is self- insured for unemployment. The Risk Management Fund, an internal service fund,has been established to pay these claims along with health insurance premiums and certain administrative expenses. Debt Management Policy The City maintains a Debt Management Policy("Debt Policy")that is applicable to the Bonds issued by the City for the benefit of the Department. The Series 2023 Bonds comply with the requirements of the Debt Policy. The Debt Policy covers the types of debt that the City may issue; the legal, policy and financial limits that govern the issuance of debt and use of the proceeds of such debt; debt structuring practices; debt issuance practices; and debt 67 KKR Draft 4/21/2023 administration and management practices, including tax law requirements, arbitrage regulations and disclosure practices. Futures,options other than options to enter into swaps,calls or puts are not legal investments under the Money Management Act.Interest rate exchange or swap contracts,cash flow exchange or swap contracts,any derivatives of these contracts,including forward swaps and options to enter into swaps,and interest rate floors,caps and collars may only be entered into if it is first determined that such contract (a) is designed to reduce the amount or duration of payment,rate,spread or similar risk or(b)is reasonably anticipated to result in a lower borrowing cost.Such contracts are to be utilized for the control or management of debt or the cost of servicing debt and not for speculation. It is the City's current practice not to enter into such derivative contracts, but no assurance can be given that the City or Department will not enter into such contracts in the future. Investment Policy It is the policy of the City to invest public funds, of which the Department's funds are a part, in accordance with the principles of sound treasury management and in compliance with State and local laws,regulations and other policies governing the investment of public funds, specifically, according to the terms and conditions of the State Money Management Act of 1974 and Rules of the State Money Management Council as currently amended (collectively,the "Money ManagementAct'),and the City's own written investment policy.The following investment objectives,in order of priority,are required to be met when investing public funds:(1)legality,(2)safety of principal, (3)need for liquidity,(4)maximum yield on investments consistent with the first three objectives and(5)maturity of investments,so that the maturity date does not exceed the anticipated date of the expenditure of funds or as required by the Money Management Act. Bond and Note proceeds and all funds pledged or otherwise dedicated to the payment of principal of and interest on those Bonds and Notes will be invested in accordance with the applicable terms of the borrowing instruments, the Master Indenture and Subordinate Master Indenture in the case of the Department, or if silent or less restrictive, then in accordance with Section 571-7-11 of the Money Management Act. See also "SECURITY FOR THE SERIES 2023 BONDS—Permitted Investments"and"APPENDIX C—FORM OF MASTER INDENTURE — Article I — Definitions; Interpretation; and — Article VI — Investment of Moneys; Permitted Investments,"relating to investment of Series 2023 Bond proceeds and amounts held in the funds and accounts under the Indenture. The City may use investment advisers to conduct investment transactions on its behalf as permitted by the Money Management Act and local ordinance or policy. Investment advisers must be certified by the Director of the Utah State Division of Securities of the Department of Commerce. Only qualified depositories as certified by Utah's Commissioner of Financial Institutions are eligible to receive and hold deposits of public funds. The State Money Management Council issues a quarterly list of certified investment advisers,certified dealers and qualified depositories authorized by State statute to conduct transactions with public treasurers. Transactions involving authorized deposits or investments of public funds may be conducted only through issuers of securities authorized by Section 51-7-11(3) of the Utah Code,qualified depositories included in the current State list,and certified dealers included in the current State list. The City Treasurer must take delivery of all investments purchased, including those purchased through a certified investment adviser.This may be accomplished by the City Treasurer taking physical delivery of the security or delivering the security to a bank or trust company designated by the City Treasurer for safekeeping. The City Treasurer may use a qualified depository bank for safekeeping securities or maintain an account with a money center bank for the purpose of settling investment transactions and safekeeping and collecting those investments. In FY 2011 the Department began investing certain of its funds in U.S. Treasury and Agency notes,rather than in the Utah State Public Treasurer's Investment Fund ("PTIF"), in order to increase return on restricted and reserved funds.As of June 30,2022,the Department held approximately$145.9 million in U.S.Treasury and Agency notes combined. City policy provides that not more than 25%of total City funds or 25%of the qualified depository's allotment, whichever is less, can be invested in any one qualified depository. Not more than 20% of total City funds may be invested in any one certified out-of-state depository institution.However,there is no limitation placed on the amount invested with the PTIF and other money market mutual funds, provided that the overall standards of investments achieve the City's policy objectives. As of June 30, 2022,the Department had deposits with qualified depositaries totaling$5.4 million,of which$500,000 was covered by federal depositary insurance,and the remaining$4.9 million was uninsured and uncollateralized. 68 KKR Draft 4/21/2023 The City's entire portfolio, including the invested funds of the Department, is currently in compliance with all of the provisions of the Money Management Act. The PTIF is a local government investment fund,established in 1981,and managed by the State Treasurer. As of June 30,2022,Department funds on deposit in the PTIF totaled approximately$772.1 million,which represents a substantial portion of the Department's funds. All investments in the PTIF must comply with the Money Management Act and rules of the State Money Management Council. The PTIF invests primarily in money market securities. Securities in the PTIF include certificates of deposit, commercial paper, short-term corporate notes, obligations of the U.S.Treasury and securities of certain agencies of the federal government. By policy,the maximum weighted average adjusted life of the portfolio is not to exceed 90 days and the maximum final maturity of any security purchased by the PTIF is limited to five years. Safekeeping and audit controls for all investments owned by the PTIF must comply with the Money Management Act. The PTIF is not rated,and the average maturities of those investments is not known. All securities purchased are delivered versus payment to the custody of the State Treasurer or the State Treasurer's safekeeping bank, assuring a perfected interest in the securities. Securities owned by the PTIF are completely segregated from securities owned by the State.The State has no claim on assets owned by the PTIF except for any investment of State moneys in the PTIF.Deposits are not insured or otherwise guaranteed by the State. Investment activity of the State Treasurer in the management of the PTIF is reviewed monthly by the State Money Management Council and is audited by the State Auditor. The information in this section concerning the current status of the PTIF has been obtained from sources the Department believes to be reliable,but the Department and the City take no responsibility for the accuracy thereof. See "APPENDIX A—ANNUAL COMPREHENSIVE FINANCIAL REPORT OF THE DEPARTMENT FOR THE FISCAL YEAR ENDED JUNE 30,2022—Notes to the Financial Statements—Note 2—Deposits and Investments." ENVIRONMENTAL,SOCIAL AND GOVERNANCE FACTORS Environmental and Sustainability Factors The Department is attentive to environmental considerations affecting the Great Salt Lake(the"Lake")basin, including the impacts of climate change on Salt Lake City and the surrounding region. Like much of the Western United States,Utah has experienced long-term drought, contributing to a decline in the Lake's water volume and to air-quality challenges in the Salt Lake City region. The Department has responded to these environmental challenges and others through a longstanding, demonstrated commitment to strengthening the Airport's sustainability and reducing the environmental impacts of the Airport's facilities and operations for the benefit of the greater Salt Lake City community. Sustainability is a core value of the Department. As a reflection of that value, the Department has taken many steps to enhance the sustainability of its operations and facilities, and the Department maintains sustainability metrics on its website. In 2021 the Department achieved LEED Gold certification for then-constructed facilities of the TRP and Concourse B West. The Department anticipates achieving LEED Gold certification for the entire New SLC, in compliance with City ordinance. To achieve LEED certification, facilities must meet both environmental criteria, including energy-efficiency and water-use standards, and social-equity criteria, including those concerning compliance with the Americans with Disabilities Act. The New SLC replaces older,energy-inefficient buildings with new,highly efficient buildings that are expected to reduce energy consumption per square foot substantially. As part of its focus on sustainability, the Department is committed to reducing air pollution resulting from its operations,including emissions of greenhouse gases and other pollutants. The Department has invested significant sums in reducing emissions at the Airport through the use of alternative fuels and electrified ground service equipment ("GSE") and other vehicles, such as airport buses fueled by compressed natural gas or electricity. The New SLC includes 536 charging stations that will enable the airlines operating at the Airport to fully electrify their GSE and 164 publicly accessible vehicle-charging stations in the Airport's parking facilities. The Department has developed a five- year Green Fleet Action Plan to transition Airport fleet vehicles to alternative fuels;as of June 30,2023,all GSE must be converted to electric power. While most of the Airport's carbon footprint is attributable to emissions outside the 69 KKR Draft 4/21/2023 control of the Department,the design of the New SLC has helped reduce certain aircraft emissions by 35,000 metric tons annually, including by more efficiently providing centrally conditioned air to parked aircraft and by reducing taxiing times through the linear layout of the New SLC concourses. Additionally, through the implementation of a software analytics program, the Department has identified opportunities to save over 1,800 hours of electric heater run time per month. Reflecting the Department's environmental commitment,the Department has participated since 2017 in Airports Council International's ("ACT') Airport Carbon Accreditation program, the sole institutionally endorsed carbon-management certification standard for airports. The Airport has advanced to that program's Level 3,which requires the Department to engage stakeholders in its carbon-reduction efforts. For over two decades, the Western United States has experienced drought conditions. These conditions, together with agricultural,commercial,and residential demand for water from the Lake's watershed,have contributed to a substantial decline in the Lake's volume and water level. The drought has also contributed to other environmental challenges in the Salt Lake City region, including diminished air quality in the Lake basin and the risk of wildfires, especially in the Wasatch Mountains. Climate change may also contribute to storms that have caused flooding in Salt Lake City. See "INVESTMENT CONSIDERATIONS — Seismic Risk and Other Force Majeure Events." The Department has taken a multifaceted approach to conserve water across its facilities and operations. In 2021, the Department collaborated with the Salt Lake City Department of Public Utilities("Public Utilities")to develop a Water Resource Plan to promote water conservation efforts. By installing native landscaping, drought-tolerant plants, and advanced metering systems at the Airport,the Department has saved,on average,73 million gallons of water per year. Furthermore, over the past two years, the Department has responded to severe drought conditions by implementing water-use limits and drought restoration programs that have saved an additional 10 million gallons of water annually. Meanwhile,the restrooms in the New SLC all feature touchless,low-flow faucets and toilets,reducing wasted water and increasing hygiene. These high-efficiency water fixtures use an average of 40% less water than the Airport's previous restroom water fixtures. Additionally, as part of the New SLC, the Department constructed a Quick Turnaround car wash that uses approximately 80%less potable water than the Airport's prior rental-car wash facility. The Department's water conservation efforts complement those that the State of Utah,other departments of the City, and the Salt Lake City community have undertaken to mitigate the effects of drought,conserve water, and protect the Lake. Over the 2022 and 2023 legislative sessions, the Utah State Legislature cumulatively allocated nearly$1 billion for numerous water conservation efforts,including$200 million in 2023 alone to provide matching grants for irrigation-efficiency projects. The state also established the position of the Great Salt Lake Commissioner to administer a water trust to fund conservation and restoration of the Lake and its ecosystem. In 2022,Public Utilities, which serves as the City's water utility, announced that it had exceeded its water-conservation goal over the 2022 irrigation season, as consumption of Public Utilities water declined by approximately 15%, or 2.9 billion gallons, compared to the prior three-year average. Additionally, Public Utilities announced that daily water consumption in 2022 peaked at approximately 140 million gallons,in July 2022,which constituted approximately a one-third decline from the year 2000's daily peak of over 210 million gallons consumed by Public Utilities customers. The New SLC has been designed to meet current requirements for seismic resiliency up to a magnitude 7.4 earthquake. Segments of the Wasatch Fault, which is an active fault located primarily on the western edge of the Wasatch Mountains,underlie Salt Lake City. A magnitude 5.7 earthquake struck Salt Lake City in March 2020. None of the elements of the New SLC sustained any significant damage. See "THE NEW SLC— Summary of the New SLC." In addition,the New SLC is designed to prepare for natural and climate risks through maintaining a network of on-site generators to ensure a secure and resilient power supply. These generators have the capacity to power virtually all of the Airport's mission-critical facilities and equipment. Another means to enhance sustainability is to divert waste from landfills and other facilities. Approximately 90%of the construction waste from the New SLC was diverted from landfills. The Airport's location requires the ability to operate in all weather conditions. In 2022 the Department doubled its rate of waste diversion from 7% in 2021 to 14% in 2022. The Airport has its own deicing fluid reclamation facility that, during the 2021-22 icing season, processed approximately 3.4 million gallons of water/glycol mixture and recovered approximately 122,000 gallons of pure polypropylene glycol. The Department has also established a 465-acre wetlands mitigation site outside of the Airport to compensate for natural wetlands that were impacted by Airport development. The Department has an active wildlife management program led by a wildlife biologist. In recognition of the Department's environmental responsibility and focus on sustainable design,in 2022, Utah Business magazine named the Department as a recipient of its Green Business Award. 70 KKR Draft 4/21/2023 Social Factors The Department is focused on benefitting all of the communities that live and work in the Salt Lake City area. The Department's diversity,equity and inclusion program seeks to ensure that the Department's workforce,and that of its airline and concessionaire partners,reflects the diversity of the Salt Lake City community. Currently,over 15,200 persons are employed at the Airport by the Department and its tenants,29%of whom are women. This diverse workforce includes individuals who are native to 145 countries. Additionally, since 2020, the Department has increased the share of its employees who are persons of color by approximately 20%and doubled the share of women holding senior management positions. The Department carefully reviews job descriptions prior to posting to remove any unintended biases,provides training to managers to ensure equitable recruitment practices and conducts recruiting efforts targeted at non-majority populations. The Department also participates in the City's"Diversity&Inclusion" and"Respect Perspective"training programs to improve diversity and inclusion in the workplace. The Department reaches out to its community in a variety of ways, including by providing education to prospective participants on how to take part in the Department's Disadvantaged Business Enterprise ("DBE")and Airport Concessionaire DBE programs; through participation in regular visits to elementary schools to teach students about airport operations, wildlife mitigation and jobs at the Airport; by investing in the arts, reflecting the culture and landscape of Utah; by holding airport honor flights for veterans; and through other initiatives, such as hosting a food bank for federal transportation security officers when federal government employees were furloughed. The Department's Airport Safety, Engagement, and Training Programs manager serves as the Department's ambassador to the Government Alliance on Race and Equity program,which the City recently joined. The Department is a leader in health and safety. At the start of the COVID-19 pandemic, the Department instituted a series of actions designed to protect its workers, including the trades people working on the New SLC. The result was a dramatic reduction in illness and injury well below industry averages, as well as opening the first phase of the New SLC on time. The Department has instituted a safety management system ("SMS") program to reduce risk and support a safe working environment in the air operations area and the Department has developed a ramp safety enforcement program to reinforce airfield and ramp safety rules and provide for retraining and sanctions for badge holders who fail to comply. The Department hosts five blood drives annually as well as flu vaccination clinics,skin cancer screenings,biometric screening clinics,and two annual mammography events. Similarly,the Department works to ensure that it maintains good relations with all of its workers through a group of wellness programs, which the Department's health and wellness committee meets quarterly to plan and oversee. The Department also provides education and training opportunities to allow its employees to grow and advance;in 2022,the Department provided an average 22 hours of training to each employee. Governance Factors The Department's mission is to develop and manage a system of airports that provides quality transportation facilities and services to optimize convenience,safety and efficiency for aviation customers. The Department's vision is to achieve excellence and unprecedented customer service in making Salt Lake City among the most convenient and efficient air transportation centers in the world. The Mayor appoints and the City Council approves the appointment of the Executive Director of the Department. See "THE AIRPORT — The City." An Advisory Board reports to the Mayor and makes recommendations regarding the operation and management of the Airport System. The Department is an enterprise fund and a self-sustaining organization requiring no funding from property taxes,general funds of local governments or special district taxes. The Department's budgets are prepared by Department staff and submitted to and approved by the Mayor and City Council. The Department is committed to demonstrating good governance by providing transparency to its stakeholders and incorporating a focus on sustainable practices into its decision-making. The Department's second Environmental,Social,and Governance Report(the"Second ESG Report")in underway and scheduled for completion in 2023; upon completion, the Second ESG Report will be published publicly online. The Second ESG Report will provide substantial detail and extensive discussion regarding the Department's environmental,social,and governance efforts. The Second ESG Report follows the Department's first Environmental,Social,and Governance Report,which the Department published in 2021. 71 KKR Draft 4/21/2023 The Department and the Airport have repeatedly been recognized for leadership and operational quality. In 2021, ACI named the Airport one of the two best airports in North America for Airport Service Quality ("ASQ") among airports with 25 to 40 million annual passengers. The Airport also received a passenger ranking of 4.02 out of 5 in ACI's ASQ survey. In 2022, ACI-NA named the Airport a winner of an Airport Concessions Award. For 2022,Cirium awarded the Airport its On-Time Performance Award,recognizing the Airport as the top global airport in North America for on-time performance. The Department is committed to continuing to improve its sustainability and reducing impacts of Airport operations,to being a strong and beneficial partner to the Salt Lake City region's community and to transparent and responsive governance. REPORT OF THE AIRPORT CONSULTANT General The Department has retained the firm of Landrum & Brown, Inc., as recognized experts in their field, to prepare a report on traffic,revenues,expenses,the New SLC and financial analyses in connection with the issuance of the Series 2023 Bonds. The Airport Consultant has prepared a Report of the Airport Consultant dated July—,2023 (the "Report of the Airport Consultant" or the"Report") in connection with the issuance of the Series 2023 Bonds. The Airport Consultant has consented to the Report of the Airport Consultant being included in this Official Statement as APPENDIX B. This Report should be read in its entirety for an explanation of the assumptions and methodology used therein. The Report of the Airport Consultant is divided into five sections plus a cover letter summarizing the Airport Consultant's conclusions. Section 1 provides an overview of the role of the Airport and the economic base for air traffic at the Airport. Section 2 reviews air service at the Airport and provides air traffic projections of air service activity at the Airport for the period from FY 2023 through FY 2030,a period of three(3)full fiscal years following the end of the projected period a portion of interest on the Series 2023 Bonds will be capitalized (the "projection period"). Section 3 reviews the existing Airport facilities and the capital program, generally consisting of the New SLC, as well as the on-going capital projects through FY 2030. Section 4 of the Report reviews the Department's financial framework and provides a financial analysis, concluding with projections of net revenues and debt service coverage through FY 2030, calculated in accordance with the Master Indenture. In preparation of the projections in its Report, the Airport Consultant has made certain assumptions with respect to conditions that may occur and the course of action management expects to take during the projection period. The Airport Consultant has relied upon Department staff for representations about its plans and expectations and for disclosure of significant information that might affect the realization of projected results. Department staff have reviewed these assumptions and concur that they provide a reasonable basis for the purpose of the projections. While the Department and the Airport Consultant believe these assumptions to be reasonable for the purpose of the projections,they are dependent upon future events, and actual conditions may differ from those assumed in the analysis. To the extent actual future factors differ from those assumed by the Airport Consultant or provided to the Airport Consultant by others,the actual results could vary materially from these projections. The Airport Consultant has no responsibility to update its Report for events and circumstances occurring after the date of its Report. The projections are based on assumptions that may not be realized and actual results may differ materially from the projections. See"INVESTMENT CONSIDERATIONS—Financial Assumptions"herein. Projection of Debt Service Coverage and Cost Per Enplanement The following table reflects the projection of Net Revenues and the calculation of debt service coverage on the Bonds,including the Series 2023 Bonds and the estimated$800 million of New SLC project costs expected to be funded with proceeds of additional Bonds expected to be issued in the future.The Airport Consultant's projection is based on actual unaudited net revenues for the first three quarters of FY 2023,and projected Net Revenues from FY 2024 through FY 2030,as set forth in Section 4 of the Report of the Airport Consultant. Such projection reflects the impact on revenues and expenses associated with the Series 2023 Bonds, the Existing Bonds, as well as additional Bonds expected to be issued during the projection period and the operating costs of the elements of the New SLC as they are placed into service. The projection does not reflect the impact on Department finances of projects other than the New SLC and the other capital projects discussed in the Report. Any additional future capital projects may be financed by future issuance of additional Bonds. The Report of the Airport Consultant also includes a projection 72 KKR Draft 4/21/2023 based upon a slower recovery scenario. The full Report of the Airport Consultant should be read in its entirety for an explanation of the assumptions and methodology used in both the projections that is being relied upon for the additional debt test as well as the slower recovery scenario. The projected cost per enplaned passenger is estimated to be$8.16 in FY 2023,and then stabilize at between $ and $ though the projection period as passenger traffic is projected to recover, capitalized interest is expended,all of the facilities of the New SLC are expected to be placed in service and all debt service on the Bonds is included in the rate base. PROJECTION OF DEBT SERVICE COVERAGE* (Fiscal Year ending June 30) ($in thousands) Estimate Budget 2023 2024 2025 2026 2027 2028 2029 2030 Revenues $265,962 $296,862 $378,577 $395,855 $403,036 $411,785 Operating Expenses and Capital Outlays 172,367 177,262 176,894 183,970 191,328 198,982 Less: Federal COVE-) Relief Funds applied to O&M (36,935) 3( 6,935) 0 0 0 0 Net Revenues $130,530 $153,325 $201,683 $211,886 $211,708 $212,804 Plus: Rolling Coverage Account 19,736 25,211 39,766 42,640 44,262 44,755 Net Revenues&Rolling Coverage Account $150,266 $178,537 $241,449 $254,526 $255,970 $257,559 Total Debt Service(Net of Capitalized Interest) 125,118 149,040 208,542 221,061 228,501 231,130 PFCs applied to Debt Service 4( 6.175) 4( 8,196) 4( 9.479) 5( 0.500) 5( 1.452) 5( 2,112) Debt Service (net of PFCs) $78,943 $100,845 $159,063 $170,561 $177,049 $179,019 Debt Service Coverage 1.90 1.77 1.52 1.49 1.45 1.44 Source:Airport Consultant *Amounts may not add due to rounding The Report of the Airport Consultant and the projection of Net Revenues and debt service coverage included therein incorporates assumptions of the debt service on the Series 2023 Bonds and additional Bonds expected to be issued during the projection period based upon information provided by PFM Financial Advisors LLC ("PFM'), municipal advisor to the Department,in July,2023. PFM's calculations are based upon the assumptions set forth in the Report of the Airport Consultant. Both PFM and the Airport Consultant have used what they believe are conservative assumptions to estimate the projected annual debt service on the additional Bonds to be issued to fund the New SLC; however,there can be no assurance that the assumed rates will be achieved or that interest rates will not exceed those used in the assumptions. The Report assumes a bond yield of %for the Series 2023 Bonds and % for the additional Bonds to be issued. Several other projections included in the Report of the Airport Consultant, such as projected airline payments per enplaned passenger, rely on the estimated debt service amounts and investors should take into consideration these assumptions when considering the Report of the Airport Consultant. 73 KKR Draft 4/21/2023 The Report of the Airport Consultant should be read in its entirety for an understanding of the Report and its underlying assumptions. As noted in the Report of the Airport Consultant,any projection is subject to uncertainties. Inevitably, some of the assumptions used to develop the Report will not be realized and unanticipated events and circumstances may occur. The actual financial results achieved will vary from those in the Report of the Airport Consultant and the variations may be material. The Report of the Airport Consultant is not expected to be updated with final pricing information for the Series 2023 Bonds. See"INVESTMENT CONSIDERATIONS—FINANCIAL ASSUMPTIONS"and"APPENDIX B-REPORT OF THE AIRPORT CONSULTANT." INVESTMENT CONSIDERATIONS This section contains a general overview of certain risk factors which should be considered, in addition to the other matters set forth in this Official Statement, in evaluating an investment in the Series 2023 Bonds. The order in which this information is presented does not necessarily reflect the relative importance of various risks. The Series 2023 Bonds may not be suitable for all investors. Potential investors in the Series 2023 Bonds are advised to consider the following factors, among others, and to review this entire Official Statement to obtain information essential to making of an informed investment decision. The following summary does not purport to be a comprehensive or exhaustive discussion of risks or other considerations which may be relevant to investing in the Series 2023 Bonds. There can be no assurance that other considerations not discussed herein will not be or become material to investors. The risks below present a summary of additional risks to the Airport's Revenues that prospective purchasers of the Series 2023 Bonds should give careful consideration to prior to purchasing the Series 2023 Bonds. Delta's Presence at the Airport Delta is the dominant air carrier operating at the Airport and maintains a large connecting hub at the Airport. Approximately 73.4%of the passengers enplaned at the Airport in FY 2022 and 24.9%,of the Department's operating revenue (after airline revenue sharing) was received from rentals and services provided to Delta and the Delta Connection carriers for FY 2022. As a result of the Airport's geographic location,facilities and capabilities,Delta's execution of an extension of the AUA through FY 2044, Delta's investment in the Airport, including the New SLC, and the expected construction of a new flight operations simulator facility,the Department expects that the Airport will remain a system hub for Delta;however,no assurance can be given to that effect or with regard to Delta's future level of activity at the Airport,regardless of Delta's financial condition. If, for whatever reason,Delta discontinues or reduces its hubbing operations at the Airport,its current level of activity at the Airport may not be replaced by other carriers.It is possible that if Delta or another airline were to cease service or significantly reduce service at the Airport, Revenues, PFC collections and costs for other airlines serving the Airport could be adversely affected. Such a change in Delta's or another airline's activity at the Airport could result in differences to the projections presented in the Report of the Airport Consultant.See"THE AIRPORT-Aviation Activity at the Airport Airlines Providing Service at the Airport" above. Project Costs and Schedule The estimated costs of, and the projected schedule for, the New SLC and other capital projects depend on various sources of funding, and are subject to a number of uncertainties. The ability of the Department to complete these projects within the current budgets and on the current schedules may be adversely affected by various factors including: (1)estimating errors, (2)design and engineering errors, (3)cost increases because of demand for and scarcity of labor and materials, (4) contractors' difficulty in predicting costs over a lengthy construction period, (5) the need to estimate costs of unbid project elements, (6) changes to the scope of the projects, (7)delays in contract awards, (8)material and/or labor shortages, (9)delays because of airline operational needs, (10)unforeseen site conditions,(11)adverse weather conditions,(12)contractor defaults,(13)labor disputes,(14)unanticipated levels of inflation, (15)litigation and (16)environmental issues. See "THE NEW SLC - Summary of the New SLC". No assurance can be given that the costs of the projects will not exceed the current budget for these projects or that the completion will not be delayed beyond the currently projected completion dates. Any schedule delays or cost increases could result in the need to issue additional Bonds or Subordinate Obligations,which would require additional approval for certain increased costs.The issuance of additional Bonds or Subordinate Obligations may result in increased costs per enplaned passenger to the airlines. No assurance can be given that the City would receive the required Signatory Airline approvals,or that,absent such approvals,an alternative source of funding would be available. At present,the Department is unable to estimate the costs associated with each of the risks identified above and the total impact of 74 KKR Draft 4/21/2023 these risks if such events were to occur. In addition,the Department may ultimately decide not to proceed with certain capital projects or may proceed with them on a different schedule,resulting in different results than those included in the projections shown in"APPENDIX B-REPORT OF THE AIRPORT CONSULTANT." Financial Assumptions The City's plan of financing for the New SLC is based on a number of financial assumptions, including assumptions relating to: (1) the estimated costs and timing of construction of the New SLC and the ability of the Department to complete construction of the New SLC within budget; (2)the projected levels of aviation activity at the Airport; and(3)timing of,and assumptions with respect to the issuance of and interest rates borne by,additional Bonds,including access to the capital markets. Although the Department believes each of these assumptions is based on reasonable judgments,one or more of these assumptions may prove incorrect. The impact of a significant variation of any of the assumptions described above could have a material adverse effect on the plan of financing for the New SLC. The City's plan of financing is based upon certain assumptions with respect to growth in aviation at the Airport. The factors affecting such levels of activity are largely beyond the Department's control. Origination and destination traffic,which accounts for approximately_% of passenger activity at the Airport,will be affected to a significant degree by the speed of the recovery from the COVID-19 pandemic,the economic vitality of the City and the region. The level of hubbing activity by Delta or any other airline that may choose to hub in the City's air trade area will reflect corporate decisions made by such airlines. These decisions will be based,in part,upon each airline's financial capacity and strategic markets, availability of aircraft, cost of aviation fuel and a number of other factors beyond the control of the City. Seismic Risk and Other Force Majeure Events The New SLC is designed, in part, to upgrade the seismic stability of the facilities at the Airport. Nevertheless,the Airport could potentially sustain extensive damage to its facilities in a major earthquake from ground motion and possible liquefaction of underlying soils. Damage could include pavement displacement, which could necessitate the closing of one or more runways for extended periods of time,distortion of pavement grades,breaks in utilities, loss of water supply, damage to drainage and sewage lines, and displacement or collapse of buildings. A major earthquake in the Salt Lake City region may cause significant temporary and possibly long-term harm to the economy of the Salt Lake City area,which in turn could have a negative effect on passenger traffic and Revenues,and such effect could be material. Segments of the Wasatch Fault,which is an active fault located primarily on the western edge of the Wasatch Mountains,underlie Salt Lake City. An earthquake on the Salt Lake City segment of the Wasatch Fault could severely damage the Airport facilities and adversely affect the Department's ability to generate Revenues. As noted above, in March of 2020, the Salt Lake City area suffered a magnitude 5.7 earthquake. Although many buildings in the region were damaged by the earthquake,none of the new facilities of the New SLC suffered damage from the earthquake requiring repair. The Salt Lake City region is susceptible to climate and environmental risks related to drought conditions and water supplies,risks that may materially and adversely affect the Airport's operations and the Department's ability to generate Revenues. For more than two decades, much of the Western United States, including the Salt Lake City region,has experienced drought. For most of 2021,the U.S.Drought Monitor classified virtually all of Salt Lake City as being in an"exceptional drought."Those drought conditions have since significantly abated. Over the 2022-23 snowfall season,Utah broke its snowpack record,helping to alleviate the region's and the state's drought. However, the Utah Department of Natural Resources("DNR")projects that multiple years of above-average perception will be necessary to reverse the impacts of drought in Utah. One consequence of Utah's drought has been further reduction in the size of the Great Salt Lake, which has lost an estimated 73% of its water volume and 60%of its surface area since 1850. This reduction in the Lake's size has the potential to reduce snowfall in and around the City due to a reduction in lake effect,an outcome that could further strain the City's water resources,given that Utah receives most of its drinking water from snowpack. The Lake's decreased surface area also increases the risk of dust dispersal over the Salt Lake City region;winds have carried dust potentially adverse to human health from the exposed lakebed into the region's atmosphere. The Salt Lake City region is susceptible to other climate and environmental risks that could materially and adversely impact the Department's operations and Revenue generation. The Great Salt Lake basin faces significant smog. Utah's annual energy-related carbon dioxide emissions increased significantly in the half-century between 75 KKR Draft 4/21/2023 1970 and 2020, during which period the state's population grew by more than 200%. However,between 2000 and 2020,those annual emissions levels declined by greater than 12%,from 65.4 million metric tons to 57.4 million metric tons,even as Utah's population grew by more than 40%. The region is also susceptible to flooding,including due to severe storms. On the Airport, the northern end of Runway 16R, the Airport's westernmost runway, lies within a floodplain. Additionally,the DNR classifies much of the Wasatch Range,part of which lies immediately east of the City,as being at very high risk of wildfire,as it does certain areas around the Airport. Other events of force majeure, such as extreme weather events and other natural occurrences such as fires and explosions,spills of hazardous substances, strikes and lockouts, sabotage, terrorist attacks or wars,blockades or riots could also adversely affect the Department's ability to generate Revenues. There is no assurance that such events will not occur while the Series 2023 Bonds are Outstanding. Although the Department has attempted to mitigate the risk of loss from many of these occurrences by purchasing commercial property and casualty insurance,no assurance can be given that such insurance will be available or in sufficient amounts at a reasonable cost or available at all or that insurers will pay claims in a timely manner,or at all. Public Health Concerns As demonstrated by the COVID-19 pandemic, wide-spread public health events can have a sudden and material and adverse effect on air travel demand. Although both passenger traffic and commercial airline operations at the Airport have nearly recovered to pre-2019 levels, future outbreaks of disease or pandemics could lead to a decrease in passenger traffic which in turn could lead to a decrease in passenger traffic at the Airport and a corresponding decline in Airport Revenues.There can be no assurance that such an outbreak will not occur while the Series 2023 Bonds are outstanding or that the recovery from any such outbreak will be similar to,take longer than or be shorter than the recovery that the Airport has experienced since March of 2020. Airport management cannot predict,among other things: (i)the duration or extent of another outbreak of COVID-19 or another pandemic;(ii)the scope or duration of restrictions or warnings related to air travel, gatherings or any other activities, and the duration or extent to which airlines will reduce services at the Airport,or whether airlines will cease operations at the Airport or shut down in response to such restrictions or warnings; (iii) what effect any other outbreak or pandemic-related restrictions or warnings may have on air travel and the resulting impact on Airport revenues and expenses;(iv)whether and to what extent another outbreak or pandemic may disrupt the local, State, national or global economies, manufacturing or supply chain, or whether any such disruption may adversely impact Airport-related construction, the cost, sources of funds, schedule or implementation of the Airport's capital program, or other Airport operations; (v)the extent to which another outbreak or pandemic,or the resultant disruption to any local,State,national or global economies,may result in changes in demand for air travel,or may have an impact on the airlines or concessionaires serving the Airport,or the airline and travel industry,generally,including resulting in the bankruptcy or cessation of operations of airlines or Airport tenants; (vi) whether or to what extent the Department may provide deferrals, forbearances, adjustments or other changes to the Department's arrangements with its tenants and Airport concessionaires; or(vii)the extent to which any of the foregoing will have a material adverse effect on the finances and operations of the Airport. General Economic Considerations Historically,the financial performance of the air transportation industry has correlated with the state of the national and global economy. As a result of the COVID-19 pandemic,the U.S. and world-wide air travel industries sustained unprecedented losses,from which they are beginning to recover. However,the Russian invasion of Ukraine and resulting economic and especially energy embargoes,as well as increased inflation and supply chain disruptions, have further,adversely affected the world's and the national economies. Following significant and dramatic changes that occurred in the financial markets in September 2008,the U.S.economy experienced a recession followed by weak growth. The near-term economic outlook for the national and Utah economies to recover from the effects of the invasion, energy price instability, inflation and supply chain disruptions, as well as the effect of the COVID-19 pandemic, the speed and extent of which will be dependent on a number of factors, many of which are national or international in scope. There can be no assurances that the prolonged weak economic conditions and inflation,the recurrence of the COVID-19 pandemic or another national or global pandemic, or other national and international fiscal concerns will not have an adverse effect on the air transportation industry and/or the Department's Net Revenues. 76 KKR Draft 4/21/2023 Financial and Operational Condition of the Airline Industry The number of passengers using the Airport will depend partly on the profitability of the U.S.airline industry and the associated ability of the industry and individual airlines,particularly Delta,to make the necessary investments to continue providing service. The airline industry historically has been highly cyclical and is characterized by intense competition,high operating and capital costs,and varying demand. Passenger and cargo volumes are highly sensitive to general and localized economic trends,and passenger traffic varies substantially with seasonal travel patterns. After an exceptional period of volatility in the 2000s,U.S.carriers experienced record profitability prior to the COVID-19 pandemic. In the near-term,the airlines serving the Airport appear to have substantially recovered from the effects of the COVID-19 pandemic. However,operational issues resulting from the pandemic,including loss of air crews and a shortage of pilots have hampered this recovery and may constrain growth in air service for some period of time. The profitability of the airline industry may continue to fluctuate dramatically from quarter to quarter and from year to year, even in the absence of catastrophic events such as the COVID-19 pandemic,the terrorist attacks of September 11,2001 and the economic recession of 2008 and 2009. Further,in the summer of 2022 and continuing into the fall and winter, airlines serving the Airport have experienced significant and substantial service disruptions caused by several factors, including technological failures of airline and FAA computer systems, severe weather, and inability to staff operations due to crew shortages. Further,because of the discretionary nature of business and personal travel spending,airline passenger traffic and revenues are heavily influenced by a variety of factors,including: (i)the strength of the U.S.economy and other regional and world economies, (ii) the cost and availability of labor, fuel, aircraft and insurance, (iii) international trade,(iv)currency values,(v)competitive or partnership considerations,including the effects of airline ticket pricing, (vi) traffic and airport capacity constraints, (vii) governmental regulation, including security regulations and taxes imposed on airlines and passengers, and maintenance and environmental requirements, (viii)passenger demand for air travel, including the availability of business travel substitutes such as teleconferencing, videoconferencing and web-casting,(ix)strikes and other union activities,(x)operational disruptions caused by technological failures,severe weather events and crew shortages,and(xi)disruptions caused by airline accidents,criminal incidents,acts of war or terrorism,outbreaks of disease,epidemic or pandemic,and weather and natural disasters. It is reasonable to assume that any significant financial or operational difficulties incurred by Delta, the dominant airline servicing the Airport, could have a material adverse effect on the Airport, although financial or operational difficulties by any of the other Signatory Airlines,whether directly or indirectly,also may have an adverse impact on Revenues or Airport operations, the effect of which may be material. See " — Delta's Presence at the Airport"above. At this time,it is not possible to predict the effect that any financial or operational difficulties incurred by Delta or any other airline serving the Airport could have on the Airport. Industry Workforce Shortages Workforce and labor shortages (including pilots, flight attendants, mechanics and other personnel) are an aviation industry-wide issue,and have resulted in difficulties in certain airlines restoring and maintaining routes and generally providing service. For example,a shortage in pilots has especially affected smaller regional airlines. There are several causes for such shortage. Congress changed duty time rules in 2010 to mitigate pilot fatigue, which required airlines to increase pilot staff. Beginning in 2013,first officers flying for commercial airlines were required to have at least 1,500 hours of flight time,instead of the 250 hours previously required. At the onset of the COVID- 19 pandemic,airlines were faced with a surplus of personnel resulting from the sudden and dramatic decline in traffic. As a result, airlines offered their employees buyouts and early retirement packages and, according to certain media reports, approximately 5,000(or 10%) experienced pilots took early retirement. FAA airman certification statistics show that 28% of the 170,086 people with an airline transport pilot("ATP')certificate are 60 years of age or older and are due to retire over the next five years. In contrast,only 4.4%of people with an ATP certification were under the age of 30. Other factors include fewer new pilots coming out of the military. In particular,regional airlines have been hit the hardest by the pilot shortage. Unable to provide the wages of the larger airlines,the regional airlines have been losing their pilots to the mainline carriers who are attempting to fill their needs. As a result,the regional airlines have had to scale back or in some cases eliminate service,to smaller markets. If the pilot shortage continues to become more widespread in the industry,the passenger airlines may not be able to meet future passenger demand,and would be required to reduce their seat capacity,resulting in material impacts to future traffic in the U.S.and internationally. In addition to the pilot shortage, over the next decade there could be a shortage of qualified mechanics to maintain the airlines'fleet of planes. This potential shortage is a result of an aging pool of mechanics,a large number 77 KKR Draft 4/21/2023 of which are expected to retire in the next decade,and a lack of younger people joining the ranks of the mechanics. A shortage of mechanics could raise the cost of maintenance,require airlines to maintain more spare planes and/or result in increased flight cancellations and delays. General labor staffing shortages have also affected,and may continue to affect,the airline industry. Several major airlines have announced reduced schedules and have cancelled flights as a result of reported labor shortages and staffing challenges.Labor shortages have been attributed to growing travel demand after thousands of workers in the airline industry opted for buyouts,early retirement packages or otherwise terminated their employment during the COVID-19 pandemic. Airline Consolidation In 2005,ten major airlines were flying inside the United States(AirTran,Alaska Airlines,American Airlines, America West, Continental, Delta, Northwest, Southwest, United and US Airways) and accounted for 87.0% of all available seats. Faced with declining profitability because of increased costs of aviation fuel,lower fares brought on by the proliferation of low cost carriers(as described below),reduced growth potential in the domestic markets and declining passenger activity based on security concerns, the airlines pursued consolidation. As a result of these consolidations,today there are five major network airlines flying inside the United States—Alaska,American,Delta, Southwest and United--that account for approximately 80%of domestic capacity(available seats). Additionally,in 2009,Republic Airways Holdings purchased Frontier Airlines and Midwest Airlines operating the combined carrier as Frontier Airlines. Republic Airways sold Frontier Airlines in 2013. In December 2016,Alaska Air Group acquired Virgin America, and a single operating certificate was issued in 2018. Most recently,JetBlue Airways has proposed to combine with Spirit Airlines and create a single low cost carrier with the scale to compete with the five major network carriers. The proposed combination is undergoing anti-trust review by the federal government and there is no assurance that it will be approved. Such consolidation,combined with a focus on driving profitability via capacity discipline and unbundling of services and resulting increased fee income,had increased airline profitability prior to the onset of the COVID-19 pandemic. In addition,American and JetBlue recently entered into an agreement pursuant to which each can code share with the other and each can access the other airline's passenger loyalty program. Further airline consolidation remains possible. Depending on which airlines serving the Airport merge or join alliances, if any, the result may be fewer flights or decreases in gate utilization by one or more airlines. Such decreases could result in reduced Airport revenues,reduced PFC collections and increased costs for the airlines serving the Airport. Effect of Bankruptcy of Air Carriers and Other Tenants Since 2001,several airlines with operations at the Airport have filed for and have subsequently emerged from bankruptcy protection, including United, Continental, Delta, Frontier, Northwest, US Airways and, most recently, American Airlines in 2011. In addition,during the COVID-19 pandemic,both Hertz Rent a Car and Advantage filed for bankruptcy protection. The Hertz Group (including Dollar and Thrifty) emerged from bankruptcy and, at most airports at which it operated, including the Airport, assumed its operating agreements and leases and emerged from bankruptcy protection in 2021. In contrast, Advantage filed for liquidation and its assets, including leases at many airport locations, were sold off. Additional bankruptcies, liquidations or major restructurings of other airlines or important airport tenants could occur. The Department's stream of payments from a debtor could be interrupted to the extent of unpaid fees for pre-petition goods and services,including accrued rent and landing fees. Under the U.S. Bankruptcy Code, a debtor that is a lessee under an unexpired lease with the Department of non-residential real property,such as a lease of Terminal space or a hangar,is required within certain statutory time periods to assume or reject such lease. Rejection of a lease or other agreement or executory contract would give rise to an unsecured claim of the Department for damages,the amount of which in the case of a lease or other agreement is limited by the U.S. Bankruptcy Code. The amount ultimately received in the event of a rejection of a lease or other agreement could be considerably less than the maximum amounts allowed under the U.S. Bankruptcy Code. Additionally, during the pendency of a bankruptcy proceeding, a debtor airline may not, absent a court order, make any payments to the Department on account of goods and services provided prior to the bankruptcy. The Department actively monitors past due balances to minimize any potential losses due to such proceedings, aggressively pursues overdue amounts and bankruptcy claims,and includes an allowance for uncollectible debts in its landing fee and terminal rental rates. Whether or not an airline agreement is assumed or rejected by a debtor airline in a bankruptcy proceeding, it is not possible to predict the subsequent level of utilization of the gates leased under such agreement. 78 KKR Draft 4/21/2023 It is not possible to predict the impact on the Department of any future bankruptcies, liquidations or major restructurings of other airlines or tenants. Cost of Aviation Fuel Airline earnings are significantly affected by changes in the price of aviation fuel. Fuel prices continue to be susceptible to, among other factors, political unrest in various parts of the world (particularly in the oil-producing nations in the Middle East, Russia and North Africa); Organization of Petroleum Exporting Countries' policy; the rapid growth of economies such as China and India and resulting demand for oil-based fuels;the levels of inventory carried by industries;the amounts of reserves maintained by governments;the amount and availability of new sources of energy(e.g.,U.S.fracking operations);disruptions to production and refining facilities;and weather. The Russian invasion of Ukraine led to a substantial increase in oil prices and a concomitant increase in the cost of jet fuel. There has been no prolonged shortage of aviation fuel since the fuel crisis of 1974, but there have been significant price increases for fuel. From 2000 to 2008,the price of aviation fuel more than tripled. Oil prices reached an all-time record high of approximately$145 per barrel in July 2008, and while oil prices have declined from this elevated level,they have fluctuated significantly since then. During the second half of CY 2014,an imbalance between worldwide supply and demand resulted in a significant drop in the price of oil and aviation fuel. As of DATE, according to Bloomberg,the price of Brent crude oil futures was$ per barrel. According to Form 41 (USDOT), the cost of aviation fuel purchased by commercial airlines in DATE averaged $ per gallon. Significant fluctuations and prolonged increases in the cost of aviation fuel have adversely affected air transportation industry profitability,causing airlines to reduce capacity,fleet and personnel;to invest in new,more fuel efficient aircraft and equipment;and to increase airfares and institute fuel,checked baggage,and other extra surcharges,all of which may reduce demand for air travel. Many airlines engage in or have engaged in fuel hedging—purchasing fuel in advance at a fixed price through derivative contracts—to help manage the risk of future increases in fuel costs. However,there can be no assurance that any fuel hedging contract can provide any particular level of protection from volatile fuel prices. Delta has even gone as far as to purchase its own refinery in order to better manage its fuel costs. Structural Changes in the Travel Market and Travel Substitutes Many factors have combined to alter consumer travel patterns. The threat of terrorism against the United States remains high. As a result,the federal government has mandated various security measures that have resulted in security taxes and fees and longer passenger processing and wait times at airports. Both add to the costs of air travel and make air travel less attractive to consumers relative to ground transportation, especially to short-haul destinations. Additionally, consumers have become more price sensitive. Efforts of airlines to stimulate traffic by heavily discounting fares have changed consumer expectations regarding airfares. Consumers have come to expect extraordinarily low fares. In addition,the availability of fully transparent price information on the internet now allows quick and easy comparison shopping,which has changed consumer purchasing habits. Consumers have shifted from purchasing paper tickets from travel agencies or airline ticketing offices to purchasing electronic tickets over the internet. This has made pricing and marketing even more competitive in the U.S. airline industry. Finally, smaller corporate travel budgets,combined with the higher time costs of travel and the impacts of the COVID-19 pandemic, have made business customers more amenable to communications substitutes such as teleconferencing and videoconferencing. Teleconference,video-conference and web-based meetings continue to improve in quality and price and are often considered a satisfactory alternative to face-to-face business meetings. Events such as the COVID-19 pandemic have accelerated this trend and increased the number of individuals who are able to work from home. While the effects cannot be quantified,it is possible that business travel to and from the Airport may be susceptible to such travel substitutes. Technological Innovations in Ground Transportation One significant source of non-airline Revenues is generated from ground transportation activity, including use of on-Airport parking facilities;trip fees paid by taxis,limousines and TNCs;car sharing companies such as Turo, and rental car transactions by Airport passengers. The relative market share of these sources of revenue is shifting. As one example,the popularity of TNCs has increased because of the increasing number of cities where TNCs operate, 79 KKR Draft 4/21/2023 the lack of other technological innovations in ground transportation,convenience of requesting a ride through a mobile application, the ability to pay for this service without providing cash or other payment to the hired driver, and competitive pricing. In FY 2022, TNCs recorded over million Airport pick-ups and drop-offs resulting in approximately $ million in trip fee Revenue for the Department, compared to nearly and 1.4 million pick- ups and drop-offs and approximately $ million and $3.6 million in trip fee Revenue in FY 2021 and 2019, respectively. Although ground transportation revenue in total and excluding TNC trip fees has continued to perform well,there can be no assurance that passengers will not choose to utilize TNCs instead of parking or using rental cars in the future,which could result in a reduction in ground transportation revenues. New technologies (such as autonomous vehicles, connected vehicles, and electronic vertical take-off and landing aircraft (eVTOL)) and innovative business strategies in established markets such as commercial ground transportation and car rental may continue to occur and may result in further changes in Airport passengers'choice of ground and air transportation modes. Examples of disruptive technologies in the ground transportation context include TNCs and peer-to-peer car sharing companies such as Turo which have encroached upon traditional taxi,limo and car rental concessions. The Department entered into an agreement with Turo effective September 2021 and notes that Turo generated over$8 million in reported gross revenue at the Airport in its first year of reported operations. While the Department makes every effort to anticipate demand shifts, there may be times when the Department's expectations differ from actual outcomes. In such event,revenue from one or more ground transportation modes may be lower than expected. The Department cannot predict with certainty what impact these innovations in ground transportation will have over time on revenues from parking,other ground transportation services or rental cars. The Department also cannot predict with certainty whether or to what extent it will collect non-airline Revenues in connection with such new technologies or innovative business strategies. Aviation Security and Safety Concerns Security and safety concerns also affect air travel demand from time to time. Concerns about the safety of airline travel and the effectiveness of security precautions, particularly in the context of potential international hostilities and terrorist attacks,may influence passenger travel behavior and air travel demand. Travel behavior may be affected by anxieties about the safety of flying and by the inconveniences and delays associated with more stringent health or security screening procedures,both of which may give rise to the avoidance of air travel generally and the switching from air to surface travel modes. Information Concerning the Airlines Many of the principal domestic airlines serving the Airport,or their respective parent corporations,are subject to the information reporting requirements of the Securities Exchange Act of 1934, as amended and, in accordance therewith, file reports and other information with the SEC. Likewise, foreign airlines serving the Airport that have American Depository Receipts ("ADRr") registered on a U.S. national exchange are subject to the same reporting requirements. Certain information, including financial information, concerning such domestic airlines, or their respective parent corporations, and such foreign airlines is disclosed in certain reports and statements filed with the SEC. Such reports and statements can be inspected and copied at the public reference facilities maintained by the SEC and on its website. Foreign airlines serving the Airport, or foreign corporations operating airlines serving the Airport, unless such airlines have ADRs registered on a national exchange,are not required to file information with the SEC. Such foreign airlines,or foreign corporations operating airlines, serving the Airport file limited information only with the USDOT. The Department does not undertake any responsibility for or make any representation as to the accuracy or completeness of. (i) any reports and statements filed with the SEC or USDOT or(ii)any material contained on the SEC's website as described in the two preceding paragraphs,including,but not limited to,updated information on the SEC's website or links to other Internet sites accessed through the SEC's website. FAA Reauthorization and Federal Funding On October 5, 2018, the President signed into law a five year reauthorization bill for the FAA—the FAA Reauthorization Act of 2018 which expires on September 30,2023. Debates on a new reauthorization act for the FAA have begun in both the Senate and House of the United States Congress,but there can be no assurance that the FAA's 80 KKR Draft 4/21/2023 authority, including its ability to make Airport Improvement Program and other grants, will be extended before the current reauthorization bill lapses. The 2018 FAA reauthorization retains the federal cap on PFCs at $4.50 and authorizes$3.35 billion per year for AIP through federal fiscal year 2023,which is the same funding level as was in place for the preceding five years. The AIP provides federal capital grants to support airport infrastructure through entitlement grants,which are determined by formulas based on passenger, cargo and general aviation activity levels, and discretionary grants, allocated on the basis of specific set-asides and the national priority ranking system. The Department is unable to predict the level of AIP funding at this time,since authorization is subject to Congressional appropriation. If there is a reduction in the amount of AIP grants awarded to the Department for the Airport,it could: (1)increase by a corresponding amount the capital expenditures that the Department would need to fund from other sources,including operating revenues,and Bond proceeds,(2)extend the timing to complete certain projects, and/or (3)reduce the scope of individual proposed projects or the overall program,or both. See"The NEW SLC-Funding Sources"for more information regarding federal grant funding received by the Department. Federal Law Affecting Rates and Charges Rates and charges for aeronautical use of an airport imposed pursuant to a written agreement between the air carriers operating at an airport and the operator of the airport are generally not subject to federal regulation. The AUA between the City and the Signatory Airlines sets forth a formula for establishing rates and charges for use of the aeronautical facilities at the Airport.Accordingly,the Department believes that the provisions of federal law regarding the determination of such fees are generally inapplicable during the term of the AUA. For rates and charges not determined pursuant to an agreement,Federal aviation law requires,in general,that airport fees be reasonable and that, in order to receive federal grant funding, all airport generated revenues must be expended for the capital or operating costs of the airport, the local airport system, or other local facilities owned or operated by the airport owner that are directly and substantially related to air transportation of passengers or property. Pursuant to the requirements of the Federal Aviation Administration Authorization Act of 1994,the USDOT and FAA have promulgated regulations setting forth an expedited hearing process to be followed in determining the reasonableness of airport rates and charges, and have also promulgated a policy statement(the"Rates and Charges Policy"),which sets forth the standards that the USDOT uses in determining the reasonableness of the fees charged to airlines and other aeronautical users. In 1997, the United States Court of Appeals for the District of Columbia determined that a portion of the Rates and Charges Policy was arbitrary and capricious and vacated portions of the policy and remanded it to the USDOT. In 2008,USDOT amended the Rates and Charges Policy to permit"congested airports,"as defined therein, to charge a two part landing fee that includes a per operation charge intended to help reduce congestion and operating delays. Congested airports are also permitted to include certain other costs in their rate base, including the cost of certain construction work in progress and costs associated with reliever airports,if owned by the same airport operator. The Airport does not currently qualify as a congested airport. The USDOT has not yet proposed any other revisions to the Rates and Charges Policy. If new guidelines are published, the costs that will be permitted to be included in determining an airport's rate base and the extent to which such future guidelines may limit the Department's flexibility in negotiating new airline agreements or in setting rates and charges for use of the Airport's airfield and non-airfield facilities cannot be determined at this time. Any new FAA guidelines or any standards promulgated by a court in connection with a dispute could limit the amounts and allocation of costs payable by airlines serving the Airport. Unless and unttil the USDOT promulgates a new policy regarding rates and charges, the guiding principle for determining whether rates and charges established for use of airport assets is the requirement of federal law that such charges be"reasonable." PFC Revenues and Other Sources of Funding The plan of finance for the New SLC assumes that PFC revenues,federal grants and other sources of funding will be received in certain amounts and at certain times to pay certain project costs and debt service. See"The NEW SLC - Funding Sources." No assurance can be given that these sources of funding actually will be available in the amounts or on the schedule assumed. The amount of PFC revenue collected for the Airport in past years has varied,and in future years will vary, based upon the actual number of passenger enplanements at the Airport. No assurance can be given that any level of enplanements will be realized. As a consequence of the reduction in passengers using the Airport due to the COVID- 19 pandemic,the amount of PFCs collected diminished from FY 2019 levels in FY 2020 and was reduced in FY 2021 81 KKR Draft 4/21/2023 as well. In FY 2022,PFC collections recovered as passenger traffic at the Airport regained momentum. This adverse impact of decreased enplanements could be direct or indirect. For example,PFC shortfalls could result in increases in terminal rentals or landing fees at the Airport, thereby negatively impacting the airlines' desire to operate at the Airport. Furthermore,under the terms of the PFC Act,the FAA may terminate the Department's authority to impose a PFC if the Department's PFC revenues are not being used for approved projects in accordance with the FAA's approval,the PFC Act or the regulations promulgated thereunder,or if the Department otherwise violates the PFC Act or regulations. The FAA may also terminate the Department's authority to impose a PFC for a violation by the Department of the Airport Noise and Capacity Act. The PFC termination provisions contained in the regulations provide both informal and formal procedural safeguards. The FAA's PFC regulations require Collecting Carriers(as defined in the PFC Act)to account for PFC collections separately,and provides that such funds are to be regarded as trust funds held by the Collecting Carriers for the beneficial interest of the public agency imposing the PFC. In early cases in which PFCs were at issue,certain bankruptcy court decisions indicated that PFCs may not be treated as trust funds and that airports are not entitled to any priority over other creditors of the Collecting Carrier as to such funds. hi the more recent cases,however,the bankruptcy court has recognized the airports'interests in PFCs and taken steps to segregate PFCs from airline revenues. Where an air carrier files for bankruptcy protection and liquidates, PFC revenues may not be recoverable if they have been expended by the carrier before such filing. To the extent that any portion of the funding assumed in the plan of finance for capital projects at the Airport is not available as anticipated,the Department may be required to issue an additional Series of Bonds or Subordinate Obligations to pay the costs of such capital projects and to increase airline rates and charges to pay debt service on the Bonds and the Subordinate Obligations and to fund the required coverage thereon. As an alternative to issuing Bonds or Subordinate Obligations,the Department may ultimately decide not to proceed with certain capital projects or may proceed with them on a different schedule,producing different results than those included in the projections shown in the"APPENDIX B-REPORT OF THE AIRPORT CONSULTANT." Cybersecurity The Department,like many other large public and private entities,relies on a large and complex technology environment to conduct its operations,and faces multiple cybersecurity threats including,but not limited to,hacking, phishing,viruses, malware, ransomware and other attacks to its computing and other digital networks and systems (collectively, "Systems Technology"). As a recipient and provider of personal,private, or sensitive information,the Department may be the target of cybersecurity incidents that could result in adverse consequences to the Department's Systems Technology,requiring a response action to mitigate the consequences. Cybersecurity incidents could result from unintentional events, or from deliberate attacks by unauthorized entities or individuals attempting to gain access to the Department's Systems Technology for the purposes of misappropriating assets or information or causing operational disruption and damage. To mitigate the risk of business operations impact and/or damage by cybersecurity incidents or cyber-attacks,the Department invests in multiple forms of cybersecurity and operational safeguards. While Department cybersecurity and operational safeguards are periodically tested, no assurance can be given by the Department that such measures will ensure against other cybersecurity threats and attacks. Cybersecurity breaches could damage the Department's Systems Technology and cause material disruptions to the Department's finances or operations. The costs of remedying any such damage or protecting against future attacks could be substantial. Further,cybersecurity breaches could expose the Department to material litigation and other legal risks, which could cause the Department to incur material costs relating to such legal claims or proceedings. The airlines serving the Airport and other Airport tenants, as well as the FAA and TSA, also face cybersecurity threats that could affect their operations or finances. As evidenced by the recent failure of the FAA's Notice to Air Missions system and the resulting nation-wide ground stop, third party computer systems beyond the control of the Department can also be critical to the air transportation system. Environmental Regulations The EPA and the State Department of Environmental Quality are responsible for regulating air quality and water quality. The City is not aware of any releases of pollutants or contaminants at the Airport, other than those which are subject to ongoing remediation described in Note No. 1 ("Pollution Remediation Obligations") to the audited financial statements in APPENDIX A hereto, and as described in the following sentence. hi addition to on- 82 KKR Draft 4/21/2023 going remediation efforts, the Department is investigating the extent to which per- and polyfluoroalkyl ("PFAS"') substances contained in fire-fighting foam are contained in soil and groundwater located at or adjacent to the Airport's Utah Air National Guard facilities and the Department's now closed fire-fighting training facility and surrounding Airport property. Until this year,the FAA required operators of most commercial U.S.airports,including the Airport, to use aqueous fire-fighting foam ("AFFF') containing PFAS. In January 2023, the FAA announced that airports could begin to convert to PFAS-free fire-fighting foam("F3")provided that such F3 meets certain federal criteria. The Department expects to transition to use of F3 as it becomes widely available,but the current formulation of F3 is not a simple"drop in"solution and existing equipment must be thoroughly remediated of AFFF contamination before F3 can be used, which may require significant time and funds. The EPA has commenced the process for considering PFAS as a hazardous substance under federal law,but currently,no guidance regarding remediation of existing PFAS has been provided. In September 2022,the EPA proposed to designate some PFAS as a hazardous substance pursuant to the Comprehensive Environmental Response, Compensation, and Liability Act("CERCLA"), and in March 2023 the EPA proposed national drinking-water standards for some PFAS contaminants. As of the date of this Official Statement, the EPA has finalized neither proposal. The Department is also continuing to undertake extensive investigation of soil and groundwater at the Airport and is evaluating how to address treating the materials released from AFFF.However,there could be other such releases not known to the City as of the date of this Official Statement. The potential exists for additional federal regulation or remediation that may require capital expenditures or changes in operations at the Airport System. Potential Limitation of Tax Exemption of Interest on Series 2023 Bonds From time to time, the President of the United States, the United States Congress and/or state legislatures have proposed and could propose in the future, legislation that, if enacted, could cause interest on the Series 2023 Bonds to be subject,directly or indirectly,to federal income taxation or to be subject to or exempted from state income taxation, or otherwise prevent Beneficial Owners from realizing the full current benefit of the tax status of such interest. Clarifications of the Internal Revenue Code of 1986,as amended(the"Code"),or court decisions may also cause interest on the Series 2023 Bonds to be subject,directly or indirectly,to federal income taxation or to be subject to or exempted from state income taxation. The introduction or enactment of any such legislative proposals or any clarification of the Code or court decisions may also affect the market price for,or marketability of,the Series 2023 Bonds,or could limit the value of certain deductions and exclusions,including the exclusion for tax-exempt interest. Prospective purchasers of the Series 2023 Bonds should consult their own tax advisors regarding any such pending or proposed federal or state tax legislation, regulations or litigation, as to which Bond Counsel expresses no opinion. Interest on the Series 2023 Bonds may become subject to federal income taxation if certain events occur subsequent to the date of issuance of the Series 2023 Bonds that violate the requirements and limitations prescribed by the Code. Although the City has agreed not to violate the requirements and limitations of the Code,there can be no assurance that these events will not occur. If certain requirements are violated, the interest on the Series 2023 Bonds may be deemed to be taxable retroactive to their date of issuance. The Series 2023 Bonds are not subject to mandatory redemption or to mandatory acceleration in the event of such an occurrence. No premium or additional interest will be paid to the bondholders or former bondholders to compensate the bondholders for any losses they may incur as a result of the interest on the Series 2023 Bonds becoming subject to federal income taxation. See"TAX MATTERS— Changes in Federal and State Tax Law." Risk of Tax Audit The Internal Revenue Service(the"IRS") includes a subdivision that is specifically devoted to tax-exempt bond compliance. If the IRS undertook an examination of the Series 2023 Bonds or other Bonds issued by the City as tax-exempt bonds, it could have a material adverse effect on the marketability or the market value of the Series 2023 Bonds. Counterparty and Liquidity Risk Exposure The Department has entered into a credit facility agreement,and may enter into additional agreements,with various financial institutions. Any adverse rating developments with respect to such credit or liquidity providers or other counterparties could have an adverse effect on the Department,including,without limitation,an increase in debt service-related costs, a termination event or other negative effects under the related agreements. Payments required under these agreements in the event of any termination or a default by any of the financial institutions under its liquidity obligations could have an adverse impact on the finances of the Department. 83 KKR Draft 4/21/2023 Legislative Developments The Department is a department of the City and subject to applicable federal, State and City legislation and regulation, changes to which could have a material effect on the operations or financial position of the Department. The Airport is highly regulated by federal agencies including the FAA,the EPA,DEQ,the TSA,Customs and Border Protection and the Department of Health. In the past,actions by these agencies(in particular the FAA and the TSA) have required the Department to undertake additional capital expenditures and have affected passenger traffic. The Department cannot predict whether any such legislation or regulations will be introduced after the date of this Official Statement or,if introduced,whether such legislation or regulations would be enacted or adopted,or their effect on the operations or financial condition of the Department. Limitation of Remedies; No Acceleration Any remedies available to owners of the Bonds upon the occurrence of an event of default under the Master Indenture are in many respects dependent upon judicial actions which are in turn often subject to discretion and delay and could be both expensive and time-consuming to obtain. If the Department fails to comply with its covenants under the Master Indenture, including its covenant to pay principal of or interest on the Bonds, there can be no assurance that available remedies will be adequate to fully protect the interests of the owners of the Bonds. The ability of the Department to comply with its covenants under the Master Indenture and to generate Net Revenues sufficient to pay principal of and interest on the Bonds may be adversely affected by actions and events outside the control of the Department. Further,the rate covenant included in the Master Indenture provides that if the requirement that Net Revenues together with any Transfer equal at least 125%of aggregate Annual Debt Service with respect to the Bonds is not met, so long as the Department is taking specified steps to meet the rate covenant,an event of default will not be triggered until after the following Fiscal Year. See "SECURITY FOR THE SERIES 2023 BONDS-Rate Covenant." The ability of the Department to increase its rates, fees and charges and to reduce its expenses will be limited by,among other things,existing contracts and federal law. Events of Default under the Indenture and related remedies are described herein under"APPENDIX C - FORM OF MASTER INDENTURE-ARTICLE VIII-DEFAULTS AND REMEDIES." The occurrence of an Event of Default does not grant any right to accelerate payment of the Bonds,including the Series 2023 Bonds. In addition, the Master Subordinate Obligation Indenture does not grant any right to accelerate payment of Subordinate Obligations as a result of an event of default thereunder. Since Net Revenues are Revenues net of all amounts needed to pay Operation and Maintenance Expenses of the Airport System, and the City is not subject to involuntary bankruptcy proceedings,the City may be able to continue indefinitely collecting Revenues and applying them to the operation of the Airport System even if an Event of Default has occurred and no payments are being made on the Bonds,including the Series 2023 Bonds. Forward-Looking Statements This Official Statement contains projections and estimates that are based on current expectations. In light of the important factors that may materially affect the financial condition of the Department and the aviation industry generally and other economic and financial matters,the inclusion in this Official Statement of such projections and estimates should not be regarded as a representation by the City that such projections and estimates will occur. Such projections and estimates are not intended as representations of fact or guarantees of results. As discussed in the Report of the Airport Consultant, the factors affecting aviation activity at the Airport include:the growth of population and of the economy in the Airport Service Area,the recovery from the effects of the COVID-19 pandemic, airline service and route networks, the financial health and viability of the airline industry, national and international economic and political conditions, the availability and price of aviation fuel, levels of air fares,the capacity of the national air traffic control system and capacity at the Airport and elsewhere. The Report of the Airport Consultant should be read in its entirety for an understanding of all of the assumptions used to prepare the projections made therein. Inevitably, some assumptions used to develop the projections will not be realized and unanticipated events and circumstances may occur. Therefore,the actual results achieved during the projection period will vary,and the variations may be material. See"APPENDIX B-REPORT OF THE AIRPORT CONSULTANT." TAX MATTERS 84 KKR Draft 4/21/2023 General In the opinion of Kutak Rock LLP,Bond Counsel to the City, under existing laws,regulations,rulings and judicial decisions,interest on the Series 2023 Bonds is excluded from gross income for federal income tax purposes, except for interest on any Series 2023A Bond for any period during which such Series 2023A Bond is held by a "substantial user" of the facilities financed by the Series 2023A Bonds or a"related person"within the meaning of Section 147(a)of the Code. Bond Counsel is further of the opinion that(a)interest on the Series 2023A Bonds is a specific preference item for purposes of the federal alternative minimum tax imposed on individuals,and(b)interest on the Series 2023B Bonds is not a specific preference item for purposes of the federal alternative minimum tax imposed on individuals. The opinions described above assume the accuracy of certain representations and compliance by the City with covenants designed to satisfy the requirements of the Code, that must be met subsequent to the issuance of the Series 2023 Bonds. Failure to comply with such requirements could cause interest on the Series 2023 Bonds to be included in gross income for federal income tax purposes retroactive to the date of issuance of the Series 2023 Bonds. The City has covenanted to comply with such requirements. Bond Counsel has expressed no opinion regarding other federal tax consequences arising with respect to the Series 2023 Bonds. For tax years beginning after December 31, 2022, interest on the Series 2023 Bonds may affect the federal alternative minimum tax imposed on certain corporations. The accrual or receipt of interest on the Series 2023 Bonds may otherwise affect the federal income tax liability of the owners of the Series 2023 Bonds. The extent of these other tax consequences will depend on such owners' particular tax status and other items of income or deduction. Bond Counsel has expressed no opinion regarding any such consequences. Purchasers of the Series 2023 Bonds,particularly purchasers that are corporations(including S corporations, foreign corporations operating branches in the United States of America, and certain corporations subject to the alternative minimum tax imposed on corporations for tax years beginning after December 31, 2022), property or casualty insurance companies, banks, thrifts or other financial institutions, certain recipients of social security or railroad retirement benefits, taxpayers entitled to claim the earned income credit, taxpayers entitled to claim the refundable credit in Section 36B of the Code for coverage under a qualified health plan or taxpayers who may be deemed to have incurred or continued indebtedness to purchase or carry tax-exempt obligations,should consult their tax advisors as to the tax consequences of purchasing or owning the Series 2023 Bonds. Bond Counsel is further of the opinion that, under the existing laws of the State, as presently enacted and construed,interest on the Series 2023 Bonds is exempt from State individual income taxes. A copy of the proposed form of opinion of Bond Counsel is attached hereto as APPENDIX G. Tax Treatment of Original Issue Premium The Series 2023 Bonds that have an original yield below their respective interest rates,as shown on the inside cover of this Official Statement (collectively,the"Premium Series 2023 Bonds"), are being sold at a premium. An amount equal to the excess of the issue price of a Premium Series 2023 Bond over its stated redemption price at maturity constitutes premium on such Premium Series 2023 Bond. A purchaser of a Premium Series 2023 Bond must amortize any premium over such Premium Series 2023 Bond's term using constant yield principles, based on the purchaser's yield to maturity(or,in the case of Premium Series 2023 Bonds callable prior to their maturity,generally by amortizing the premium to the call date,based on the purchaser's yield to the call date and giving effect to any call premium). As premium is amortized,the amount of the amortization offsets a corresponding amount of interest for the period, and the purchaser's basis in such Premium Series 2023 Bond is reduced by a corresponding amount resulting in an increase in the gain(or decrease in the loss)to be recognized for federal income tax purposes upon a sale or disposition of such Premium Series 2023 Bond prior to its maturity. Even though the purchaser's basis may be reduced,no federal income tax deduction is allowed. Purchasers of the Premium Series 2023 Bonds should consult their tax advisors with respect to the determination and treatment of premium for federal income tax purposes and with respect to the state and local tax consequences of owning a Premium Series 2023 Bond. Tax Treatment of Original Issue Discount The Series 2023 Bonds that have an original yield above their respective interest rates as shown on the inside cover of this Official Statement(collectively, the"Discount Series 2023 Bonds") are being sold at an original issue 85 KKR Draft 4/21/2023 discount. The difference between the initial public offering prices of such Discount Series 2023 Bonds and their stated amounts to be paid at maturity (excluding "qualified stated interest"within the meaning of Section 1.1273-1 of the Regulations)constitutes original issue discount treated in the same manner for federal income tax purposes as interest, as described above. The amount of original issue discount that is treated as having accrued with respect to a Discount Series 2023 Bond is added to the cost basis of the owner of the bond in determining,for federal income tax purposes,gain or loss upon disposition of such Discount Series 2023 Bond(including its sale,redemption or payment at maturity). Amounts received on disposition of such Discount Series 2023 Bond that are attributable to accrued or otherwise recognized original issue discount will be treated as tax-exempt interest, rather than as taxable gain, for federal income tax purposes. Original issue discount is treated as compounding semiannually,at a rate determined by reference to the yield to maturity of each individual Discount Series 2023 Bond,on days that are determined by reference to the maturity date of such Discount Series 2023 Bond. The amount treated as original issue discount on such Discount Series 2023 Bond for a particular semiannual accrual period is equal to(a)the product of(i)the yield to maturity for such Discount Series 2023 Bond(determined by compounding at the close of each accrual period) and(ii)the amount that would have been the tax basis of such Discount Series 2023 Bond at the beginning of the particular accrual period if held by the original purchaser, less (b) the amount of any interest payable for such Discount Series 2023 Bond during the accrual period. The tax basis for purposes of the preceding sentence is determined by adding to the initial public offering price on such Discount Series 2023 Bond the sum of the amounts that have been treated as original issue discount for such purposes during all prior periods. If such Discount Series 2023 Bond is sold between semiannual compounding dates, original issue discount that would have been accrued for that semiannual compounding period for federal income tax purposes is to be apportioned in equal amounts among the days in such compounding period. Owners of Discount Series 2023 Bonds should consult their tax advisors with respect to the determination and treatment of original issue discount accrued as of any date and with respect to the state and local tax consequences of owning a Discount Series 2023 Bond. Subsequent purchasers of Discount Series 2023 Bonds that purchase such bonds for a price that is higher or lower than the"adjusted issue price"of the bonds at the time of purchase should consult their tax advisors as to the effect on the accrual of original issue discount. Backup Withholding An owner of a Series 2023 Bond may be subject to backup withholding at the applicable rate determined by statute with respect to interest paid with respect to the Series 2023 Bonds if such owner fails to provide to any person required to collect such information pursuant to Section 6049 of the Code with such owner's taxpayer identification number, furnishes an incorrect taxpayer identification number, fails to report interest, dividends or other"reportable payments" (as defined in the Code) properly, or, under certain circumstances, fails to provide such persons with a certified statement,under penalty of perjury,that such owner is not subject to backup withholding. Changes in Federal and State Tax Law From time to time,there are legislative proposals in the Congress and in the states that,if enacted,could alter or amend the federal and state tax matters referred to under this heading"TAX MATTERS" or adversely affect the market value of the Series 2023 Bonds. It cannot be predicted whether or in what form any such proposal might be enacted or whether if enacted it would apply to bonds issued prior to enactment. In addition,regulatory actions are from time to time announced or proposed and litigation is threatened or commenced which, if implemented or concluded in a particular manner, could adversely affect the market value of the Series 2023 Bonds. It cannot be predicted whether any such regulatory action will be implemented,how any particular litigation or judicial action will be resolved,or whether the Series 2023 Bonds or the market value thereof would be impacted thereby. Purchasers of the Series 2023 Bonds should consult their tax advisors regarding any pending or proposed legislation, regulatory initiatives or litigation. The opinions expressed by Bond Counsel are based on existing legislation and regulations as interpreted by relevant judicial and regulatory authorities as of the date of issuance and delivery of the Series 2023 Bonds,and Bond Counsel has expressed no opinion as of any date subsequent thereto or with respect to any pending legislation,regulatory initiatives or litigation. 86 KKR Draft 4/21/2023 Prospective purchasers of the Series 2023 Bonds are advised to consult their own tax advisors prior to any purchase of the Series 2023 Bonds as to the impact of the Code upon their acquisition,holding or disposition of the Series 2023 Bonds. RATINGS The Series 2023 Bonds have been assigned ratings of`(outlook: [stable])by Moody's Investors Service, Inc. ("Moody's"), "_"(outlook:[positive])by S&P Global Ratings ("S&P") and" " (outlook: [stable])by Kroll Bond Rating Agency,Inc. ("KBRA"),respectively. Such ratings reflect only the respective views of Moody's, S&P and KBRA and an explanation of the significance of such ratings may be obtained from the rating agency furnishing the same. There is no assurance that such ratings will continue for any given period of time or that they will not be revised or withdrawn entirely by any or all of such rating agencies if,in its or their judgment,circumstances so warrant. Any such downward revision or withdrawal of such ratings may have an adverse effect on the market price of the Series 2023 Bonds. FORWARD-LOOKING STATEMENTS This Official Statement contains"forward-looking statements"within the meaning of the federal securities laws in the sections hereof entitled "THE NEW SLC," "THE AIRPORT," "REPORT OF THE AIRPORT CONSULTANT"and APPENDIX B.If and when included in this Official Statement,the words"expects,""projects," "intends,""anticipates,""estimates"and analogous expressions are intended to identify forward-looking statements as defined in the Securities Act of 1933, as amended, and any such statements inherently are subject to a variety of risks and uncertainties that could cause actual results to differ materially from those projected. Such risks and uncertainties include, among others, general economic and business conditions, changes in political, social and economic conditions,regulatory initiatives and compliance with governmental regulations,litigation and various other events,conditions and circumstances affecting airports and the airline industry,many of which are beyond the control of the Department. These forward-looking statements speak only as of the date of this Official Statement. The Department disclaims any obligation or undertaking to release publicly any updates or revisions to any forward- looking statement contained herein to reflect any change in the Department's expectations with regard thereto or any change in events,conditions or circumstances on which any such statement is based. NO DEFAULTED BONDS The City has never failed to pay principal and interest when due on any of its bonds,notes or other financial obligations. LEGAL MATTERS Litigation The City Attorney reports the following matters involving potential financial liability of the City with respect to the Department: An opinion executed by the City Attorney,dated the date of closing,will be provided stating,among other things,that to the best of her knowledge,after due inquiry,no litigation,with merit,in the State or federal courts has been served on the City or is, to the best of her knowledge, threatened, challenging the creation, organization or existence of the City,or the titles of its officers to their respective offices,or seeking to restrain or enjoin the issuance, sale or delivery of the Series 2023 Bonds, or directly or indirectly contesting or affecting the proceedings or the authority by which the Series 2023 Bonds are issued,the legality of the purposes for which the Series 2023 Bonds are issued,or the validity of the Series 2023 Bonds,or the issuance thereof. Lawsuits are periodically filed against the Department and/or its employees,involving construction claims, workers' compensation and employment claims, claims related to procurement processes and small claims. The majority of these claims are covered by the Department's insurance coverage and self-insured retentions within expected limits. The City has a statutory obligation to defend and indemnify its officers and employees, including those of the Department,in relation to lawsuits arising from acts or failures to act of the officers or employees while in the scope and course of employment. 87 KKR Draft 4/21/2023 The City is involved from time to time in routine litigation matters relating to the Department and its operations. These routine matters include personal injury and property damage claims for which the City's liability is covered in whole or part by insurance or by contractual provisions that obligate third party service providers or concessionaires to indemnify and defend the City from claims that relate to such third party services at the Airport. Other matters include disputes with employees;disputes with contractors,subcontractors,engineers and others arising out of construction and maintenance of the Department's properties; disputes over leases and concessions; and property, theft and damage claims arising from the Department's parking operations. The City has assessed the pending litigation and determined that the likelihood of liability in uninsured claims currently pending is remote. The City does not expect that these matters will require any amounts to be paid that,singly or in the aggregate,will have a material effect on the operations or financial position of the Department. There can be no assurance,however,that a judgment may be rendered and sustained upon appeal that exceeds the amount of the Department's insurance and its self-insured retentions,and such amounts,although unlikely,could be material. Approval of Legal Proceedings Certain legal matters incident to the authorization and issuance of the Series 2023 Bonds are subject to the approval of Kutak Rock LLP,Bond Counsel to the City.Certain legal matters will be passed upon for the City by the City Attorney and by Kaplan Kirsch&Rockwell LLP, the City's Disclosure Counsel. The Underwriters are being represented by their counsel,Gilmore&Bell,P.C.The approving opinion of Bond Counsel will be delivered with the Series 2023 Bonds in substantially the form set forth in APPENDIX G of this Official Statement. INDEPENDENT AUDITORS The basic financial statements of the Department as of and for the year ended June 30, 2022, included in APPENDIX A to this Official Statement, have been audited by Eide Bailly LLP, independent auditors, as stated in their report appearing in APPENDIX A herein. Copies of the City's annual comprehensive financial report may be obtained upon request from the City Treasurer's office,451 South State Street,Room 228,Salt Lake City,Utah 84111. Copies of the Department's annual comprehensive financial report may be obtained upon request from Brian Butler, the Department's Chief Financial Officer,3920 West Terminal Drive,P.O.Box 145550,Salt Lake City,Utah 84122. UNDERWRITING The Series 2023 Bonds are being purchased by BofA Securities,Inc.,("BofA"),J.P.Morgan Securities LLC ("J.P.Morgan"),Barclays Capital Inc.,Goldman Sachs&Co.LLC,Samuel A.Ramirez&Co.,Inc.,Siebert Williams Shank&Co.,LLC and Wells Fargo National Association(collectively,the"Underwriters"),for whom BofA is acting as representative(the"Representative"). The Underwriters have agreed,subject to certain conditions,to purchase all of the Series 2023 Bonds at an aggregate purchase price of$ (equal to the par amount of the Series 2023 Bonds, [plus an original issue premium in the aggregate amount of$ ] [less an underwriting discount of$ )]pursuant to a Bond Purchase Agreement between the City and the Representative, on behalf of the Underwriters(the"Bond Purchase Agreement")and to reoffer the Series 2023 Bonds at public offering prices not higher than or at yields not lower than those set forth on the inside cover page hereof.The Bond Purchase Agreement provides that the Underwriters will purchase all of the Series 2023 Bonds, if any are purchased. The Underwriters reserve the right to join with dealers and other underwriters in offering the Series 2023 Bonds to the public. The obligations of the Underwriters to accept delivery of the Series 2023 Bonds are subject to various conditions of the Bond Purchase Agreement. The Underwriters may offer and sell the Series 2023 Bonds to certain dealers(including depositing the Series 2023 Bonds into investment trusts,which investment trusts may be sponsored by an Underwriter)and others at prices lower than the public offering prices stated on the inside cover page hereof. The initial public offering prices may be changed from time to time by the Underwriters. The Underwriters and their respective affiliates are full service financial institutions engaged in various activities, which may include securities trading, commercial and investment banking, investment management, principal investment, hedging, financing and brokerage activities. Certain of the Underwriters and their respective affiliates have,from time to time,performed,and may in the future perform,various investment banking services for the City,for which they received or will receive customary fees and expenses. 88 KKR Draft 4/21/2023 In the ordinary course of their various business activities,the Underwriters and their respective affiliates may make or hold a broad array of investments and actively trade debt and equity securities(or related derivative securities) and financial instruments(which may include bank loans and/or credit default swaps)for their own account and for the accounts of their customers and may at any time hold long and short positions in such securities and instruments. Such investment and securities activities may involve securities and instruments of the City. The following language has been provided by the Underwriters named herein. The City takes no responsibility as to the accuracy or completeness thereof. BofA, an underwriter of the Series 2023 Bonds, has entered into a distribution agreement with its affiliate Merrill Lynch, Pierce,Fenner& Smith Incorporated("Merrill"). As part of this arrangement, BofA may distribute securities to Merrill,which may in turn distribute such securities to investors through the financial advisor network of Merrill. As part of this arrangement,BofA may compensate Merrill as a dealer for their selling efforts with respect to the Series 2023 Bonds. This paragraph has been provided by J.P. Morgan Securities LLC: J.P. Morgan Securities LLC ("JPMS"), one of the Underwriters of the Series 2023 Bonds, has entered into negotiated dealer agreements (each, a"Dealer Agreement") with each of Charles Schwab & Co., Inc. ("CS&Co.") and LPL Financial LLC ("LPL") for the retail distribution of certain securities offerings at the original issue prices. Pursuant to each Dealer Agreement, each of CS&Co. and LPL may purchase Series 2023 Bonds from JPMS at the original issue price less a negotiated portion of the selling concession applicable to any Series 2023 Bonds that such firm sells. MORE TO COME MUNICIPAL ADVISOR PFM is serving as municipal advisor to the Department for the issuance of the Series 2023 Bonds. PFM is not obligated to undertake, and has not undertaken, either to make an independent verification of or to assume responsibility for,the accuracy,completeness,or fairness of the information contained in this Official Statement. PFM is an independent financial advisory firm and is not engaged in the business of underwriting, trading or distributing securities. PFM is a registered municipal advisor with the Securities and Exchange Commission and the Municipal Securities Rulemaking Board under the Dodd-Frank Act of 2010. CONTINUING DISCLOSURE The City will enter into a Continuing Disclosure Agreement(the "CDA"),in substantially the form attached hereto as APPENDIX F,for the benefit of the beneficial owners of the Series 2023 Bonds to send certain information annually and to provide notice of certain events to the Municipal Securities Rulemaking Board pursuant to the requirements of Section(b)(5)of Rule 15c2-12(the `Rule') adopted by the SEC under the Securities Exchange Act of 1934. In the CDA,the City will agree to use diligent efforts to require certain"obligated persons"(at this time only Delta)to provide certain annual financial information and operating data,unless the City is no longer required to do so under the Rule. The City has not undertaken to provide additional information regarding any person that is not obligated under the AUA,a lease or other agreement having a term of more than one year to pay a portion of the debt service on the Series 2023 Bonds and providing at least twenty percent(20%)of the Revenues of the Department for the prior two(2)fiscal years. Delta has agreed in the AUA to provide the City such information with respect to Delta as the City may reasonably request in order for the City to comply with the requirements of the Rule. A failure by the City to comply with the CDA will not constitute a default under the Indenture and beneficial owners of the Series 2023 Bonds are limited to the remedies described in the CDA. A failure by the City to comply with the CDA must be reported in accordance with the Rule and must be considered by any broker,dealer or municipal securities dealer before recommending the purchase or sale of the Series 2023 Bonds in the secondary market. Consequently,such a failure may adversely affect the transferability and liquidity of the Series 2023 Bonds and their market price. See"FORM OF CONTINUING DISCLOSURE AGREEMENT"attached hereto as APPENDIX F for the information to be provided, the events which will be noticed on an occurrence basis and the other terms of the CDA,including termination,amendment and remedies. The City entered into a CDA with respect to the Series 2017 Bonds in February 2017, and the City entered into additional CDAs with respect to the Series 2018 Bonds and Series 2021 Bonds. Prior to February 2017,the City 89 KKR Draft 4/21/2023 did not have any bonds secured by Net Revenues of the Airport System outstanding.The City has complied fully with its continuing disclosure obligations with respect to its Airport Revenue Bonds for the preceding five years. The City has entered into a number of continuing disclosure undertakings pursuant to the Rule with respect to the bonds it has issued in addition to those issued for the benefit of the Department and has contracted with a number of dissemination agents to file annual information and notices of certain events on behalf of the City. In the previous five years the City provided its annual financial information and audited financial statements to each of the applicable dissemination agents in advance of the deadline specified in the applicable continuing disclosure undertaking. Dissemination agents for certain of the City's bonds filed such information late;however,the information was filed within 10 days of the deadline. Additionally,with respect to certain bonds issued for the benefit of the City's Water System,during the previous five years the City filed the audited financial statements of the Water System,but did not include the audited financial statements of the City. Corrective filings have been made and the City has taken steps to ensure that in the future the City's audited financial statements will be filed for such Water System bonds as required. The City has adopted continuing disclosure policies and procedures to help ensure compliance with its continuing disclosure undertakings. [UPDATE] MISCELLANEOUS All quotations from, and summaries and explanations of the Utah Constitution, statutes,programs, laws of the State, court decisions and the Indenture, which are contained in this Official Statement do not purport to be complete and reference is made to said Constitution, statutes,programs, laws, court decisions and the Indenture for full and complete statements of their provisions. Any statements in this Official Statement involving matters of opinion,whether or not expressly so stated, are intended as such and not as representations of facts. This Official Statement is not to be construed as a contract between the City or the Underwriters and the purchasers or owners of any of the Series 2023 Bonds. The appendices attached hereto are an integral part of this Official Statement and should be read in conjunction with the foregoing material. The delivery of this Official Statement and its distribution and use have been duly authorized by the City. SALT LAKE CITY CORPORATION By: Erin J.Mendenhall,Mayor SALT LAKE CITY DEPARTMENT OF AIRPORTS By: Bill Wyatt,Executive Director 90 KKR Draft 4/21/2023 APPENDIX A ANNUAL COMPREHENSIVE FINANCIAL REPORT A-1 APPENDIX B REPORT OF THE AIRPORT CONSULTANT B-1 INTERNATIONA1 pp • Report of • • Consultant Airport Revenue Bonds, Series 2023 Salt - City InternationalAirport DRAFT 3 - April 20, 2023 PREPARED FOR Salt Lake City Department of Airports PREPARED BY Landrum & Brown, Incorporated 2A*00""LCH 4445 Lake Forest Drive Suite 700 Cincinnati,OH 45242 USA T+1 513 530 5333 F+1 513 530 1278 land rum-brown.corn July XX, 2023 Mr. William W. Wyatt Executive Director Salt Lake City Department of Airports Salt Lake City International Airport 3920 West Terminal Drive Salt Lake City, Utah 84122 Re: Report of the Airport Consultant, Salt Lake City, Utah,Airport Revenue Bonds, Series 2023A(AMT) and Series 2023B (Non-AMT), Salt Lake City International Airport Dear Mr. Wyatt: Landrum & Brown, Incorporated (L&B), in association with Airmac LLC, is pleased to submit this Report of the Airport Consultant (Report) in connection with the proposed issuance by Salt Lake City, Utah, of its Airport Revenue Bonds, Series 2023A(AMT)and Series 2023B (Non-AMT) herein referred to collectively as the Series 2023 Bonds. This independent Report has been prepared for the Salt Lake City Department of Airports (Department)to support its planned issuance of the Series 2023 Bonds and is intended to be included in the Official Statement for the Series 2023 Bonds as Appendix B, Report of the Airport Consultant.All capitalized terms in this Report are used as defined in the Official Statement relating to the Series 2023 Bonds or in the Master Indenture, except as otherwise defined herein. Salt Lake City International Airport(Airport) is owned by Salt Lake City, Utah (City) and operated by the City through the Department. The Mayor of the City, the City Council and an 11-member advisory board (Airport Advisory Board) of citizen volunteers oversee its affairs. The Airport Advisory Board provides advice with respect to broad matters of policy affecting the operation of the Airport System, while the Mayor and City Council oversee the Department's affairs. The Airport comprises approximately 9,400 acres of land in Salt Lake County, Utah. It is located approximately five miles west of the City's downtown. The Airport is generally isolated from other airport competition and is the primary commercial air passenger and cargo service facility for the Salt Lake Valley, the State of Utah, and portions of southwestern Wyoming, southeastern Idaho, northeastern Nevada, and northwestern Colorado. The Department also operates two general aviation airports: South Valley Regional Airport in West Jordan and Tooele Valley Airport in Erda (Auxiliary Airports). These airports serve the general aviation needs of corporate and private aircraft in the region. The Department operates the Airport and the Auxiliary Airports together as an Airport System. The day-to-day operations of the Airport System are managed by the Executive Director, who is appointed by and reports directly to the Mayor. The Executive Director leads the management staff of the Department along with the Department's Division Directors. Nine Directors are responsible for the following nine Divisions: Operations; Maintenance; Finance; Design & Construction Management; Planning and Environmental;Administration and Commercial Services; Communication and Marketing; Information Technology; and Operational Readiness, Activation, and Transition for the New SLC. In addition, the executive team of the Department is comprised of the Chief Operating Officer, to whom the Director of Operations reports, along with Airport police and firefighting. The executive team of the Department is a full-time staff of professional and technical personnel located at the Airport. DevelopmentGlobal Aviation Planning and Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 The New SLC The Department has completely redeveloped the Airport's landside and terminal facilities and has completed the initial phase of its new airside concourses. Fifty-one of the 94 loading-bridge capable gates are complete and in- use, and the new airside concourse development is planned to be complete by late 2027. This redevelopment is comprised of two major capital programs known as the Terminal Redevelopment Program (TRP)and the North Concourse Program (NCP), as further described below. Collectively, these redevelopment programs are referred to as the New SLC (formerly referred to as the Airport Redevelopment Program).An overview of the TRP and the NCP is provided below, and additional details are contained in Chapter 3 of this Report. The Terminal Redevelopment Program The TRP replaced all of the former aged and functionally obsolete terminal complex, including the development of a consolidated terminal facility, an attached linear airside concourse (Concourse A, formerly referred to has the South Concourse), and landside facilities at the Airport. In addition, the TRP addressed changes in the aviation industry and improved inherent operational inefficiencies of the former facilities. Other than the eastern half of Concourse A, the TRP has been completed and was opened in September 2020. The remaining portion of Concourse A is planned to be completed on October 31, 2023. It is currently estimated that the TRP will cost approximately$2.83 billion of which approximately 92% has already been spent as of January 31, 2023. Additional details on the TRP and its primary components are contained in Chapter 3 of this Report. The North Concourse Program The NCP consists of a 47-gate midfield concourse and the development of an underground connecting tunnel from Concourse A. The initial phase of the NCP which consists of 21 of the planned 47 gates on Concourse B (formerly referred to as the North Concourse)was completed and opened in October 2020. In April 2016, the Signatory Airlines unanimously approved the implementation of the NCP. The second phase, which adds an additional 9 aircraft gates, and the third phase, the new central underground tunnel are planned to be completed in the fourth quarter of 2025 and 2024, respectively. The fourth phase, which was approved in late 2022, will add 16 additional gates, five of which are planned to be operational in January 2026, and the remaining 11 aircraft gates are planned to be open in January 2027. When completed, it is currently estimated that the NCP will cost approximately$2.30 billion of which approximately 43% has already been spent as of January 31, 2023. Additional details on the NCP and its primary components are contained in Chapter 3 of this Report. Airline Use Agreement The City entered into a 10-year Airline Use Agreement(AUA)with the Signatory Airlines operating at the Airport effective on July 1, 2014 and expiring on June 30, 2024. In 2021, United Airlines extended its AUA through June 30, 2034, and in 2023, Delta agreed to an additional amendment that modified certain provisions including extending the term of its AUA to June 30, 2044 with options to extend through June 30, 2054 (Second Amendment). In addition to revising the term of the agreement, the Second Amendment updates and modernizes various provisions to the AUA, including key business terms to bolster the Department's ability to fund the New SLC, generate additional cash flow for other capital development, and maintain financial stability as it has agreed to the new fourth phase extension of the NCP. One key change results in the mitigation of terminal vacancy risk to the Department as the Second Amendment fixes the airline share of the terminal requirement at 82% as opposed to the ratio of space leased to the airlines. Revenue sharing with the Signatory Airlines has also been enhanced in the Second Amendment. The Department is currently in discussions with the other Signatory Airlines regarding their execution of the Second Amendment; however, expects Alaska Airlines and Southwest airlines will execute the Second Amendment. Other Signatory Airlines are currently reviewing the Second Amendment and are also ii I Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 expected to sign for a term through June 30, 2034. Additional details on the Second Amendment are contained in Chapter 4 of this Report. The current AUA and Second Amendment establish, among other things, procedures for setting and adjusting rentals, rates, fees and charges to be collected for the use of Airport facilities.As of the date of this Report, the Signatory Airlines at the Airport include Alaska Airlines,American Airlines, Delta, Frontier Airlines, JetBlue Airways, Southwest Airlines, Spirit Airlines and United Airlines. Together, the Signatory Airlines accounted for nearly 100% of enplaned passengers at the Airport in FY 2022. The AUA and Second Amendment govern airline use of certain Airport facilities, including Airfield, Terminal, Terminal Aircraft Aprons, baggage claim, ticket counters and gate areas and permits the Signatory Airlines to lease Exclusive Use Premises, Preferential Use Premises, and Joint Use Premises. Exclusive Use Premises generally include office space, storage areas, airline club lounges, and employee break rooms. Preferential Use Premises are Airport space, including holdroom areas and gates, ticket counters, and certain baggage makeup areas, leased to a Signatory Airline and to which the Signatory Airline has a higher and continuous priority of use over all other air carriers. Joint Use Premises generally include baggage claim areas and baggage makeup equipment and are shared with one or more other airlines. The AUA also contemplated the development of the TRP during the course of its term. Section 10.06 of the AUA specifies special provisions regarding the TRP including memorializing that the Signatory Airlines have approved and support the TRP. The NCP was not contemplated as part of the AUA; however, the Signatory Airlines approved the first three phases of the NCP in April 2016 and the fourth phase in late 2022. The AUA also provides for extraordinary coverage protection that allows the Department to collect additional payments from the Signatory Airlines to satisfy the Rate Covenant set forth in the Master Indenture if the Department expects it will not meet the Rate Covenant in any FY. More information on the AUA and Second Amendment can be found in Chapter 4 of this Report. Existing Bonds and Series 2023 Bonds The Series 2023 Bonds are being issued pursuant to the Master Indenture and Fourth Supplemental Trust Indenture.As of July 2, 2023, the Department had $2.706 billion of debt outstanding consisting of the Series 2017 Bonds, the Series 2018 Bonds, and the Series 2021 Bonds (collectively, the "Existing Bonds"). Prior to the issuance of the Series 2017 Bonds, the Department did not have any Bond debt outstanding. Therefore, the Existing Bonds are all associated with funding for the New SLC. In addition, the Department has entered into a short-term revolving credit facility with JP Morgan Chase Bank, National Association, pursuant to which the City can access up to $150 million (Line of Credit); which constitute a subordinate obligation under the Subordinate Trust Indenture.As of July 1, 2023, the Department had no outstanding balance on the Line of Credit, and all $150 million was available to the Department, if needed. The Department has funded to date and expects to continue to fund the design and construction of the New SLC from a variety of sources, including Department funds, proceeds of airport revenue bonds (including the Existing Bonds, the Series 2023 Bonds, and future bonds), Passenger Facility Charges (PFCs), Customer Facility Charges (CFCs), and federal grants. Airport Revenue Bonds,Series 2023 Salt Lake City International Airportl iii Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Proceeds of the Series 2023 Bonds will be used to (1)fund a portion of the costs of the New SLC, (2)fund capitalized interest, (3)fund a deposit to the Common Debt Service Reserve Fund, and (4) pay the costs of issuance of the Series 2023 Bonds. The Series 2023 Bonds are special limited obligations of the City, secured by a pledge of Net Revenues derived by the Department from the operation of the Airport System. Rate Covenant under Master Indenture The City is obligated under the Master Indenture, to establish, fix, prescribe and collect rates, tolls, fees, rentals and charges in connection with the operation of the Airport System and for services rendered in connection therewith, so that during each Fiscal Year(FY)the Net Revenues, together with any Transfer from the Rolling Coverage Account, will be equal to at least 125% of Annual Debt Service on the Outstanding Bonds for such FY. In addition, the City has covenanted, while any Bonds are Outstanding, to establish, fix, prescribe, and collect rates, tolls, fees, rentals and charges in connection with the operation of the Airport System and for services rendered in connection therewith, so that Revenues in each FY will be at least equal to the following amounts: (i) Operation and Maintenance Expenses of the Airport System due and payable during such FY; (ii)the Annual Debt Service on any Outstanding Bonds required to be funded by the City in such FY as required by the Master Indenture or any Supplemental Indenture with respect to the Outstanding Bonds; (iii)the required deposits to the Common Debt Service Reserve Fund or any Series Debt Service Reserve Fund which may be established by a Supplemental Indenture; (iv)the reimbursement owed to any Credit Provider or Liquidity Provider as required by a Supplemental Indenture; (v)the interest on and principal of any indebtedness of the Department required to be funded during such FY, other than for Outstanding Bonds, but including Subordinate Obligations; and (vi)funding of any debt service reserve funds created with respect to any indebtedness of the Department, other than Outstanding Bonds, but including Subordinate Obligations. Report of the Airport Consultant In our preparation of this independent Report, we evaluated the ability of the Department to generate Revenues from operation of the Airport System sufficient to meet the funding requirements and obligations established by the Master Indenture during the projection period of FY 2023 through FY 2030. The following provides an overview of the primary findings and conclusions contained in the Report. Role of the Airport The Airport serves two distinct roles for passenger air transportation: origin-destination (O&D), for passengers beginning or ending their trip at the Airport, and as Delta's primary connecting hub for the inter-mountain region and the western U.S. Based on preliminary data for calendar year(CY)2021, the Airport was classified by the Federal Aviation Administration (FAA) as a Large Hub facility based upon its share of nationwide enplaned passengers. Based on data from the FAA, approximately 10.8 million enplaned passengers boarded aircraft at the Airport in CY 2021, ranking the Airport 20t' in the U.S. The Airport has a diverse, stable base of air carriers. Four of the U.S. network airlines along with two low-cost carriers (LCCs)and one ultra-low-cost carrier are Signatory Airlines at the Airport. The Airport serves a large and growing O&D market. Per the U.S. Department of Transportation in FY 2022, 59.7% of the Airport's enplaned passengers were O&D. The Airport is also a primary connecting hub airport for Delta. Delta accounted for 73.4% of enplaned passengers at the Airport in FY 2022 consisting of both O&D and connecting passengers (49.2% O&D and 50.8% connecting). iv I Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Economic Base for Air Traffic The Airport is the primary commercial air service facility serving the Salt Lake City metropolitan area and the surrounding region and is located far from other comparable airports. The geographical region that serves as an airport's primary air service catchment area can be referred to as its 'Air Service Area.' For the purposes of this Report, the Airport's Air Service Area is defined as the Salt Lake City-Provo-Orem Combined Statistical Area (CSA), which includes the following 10 counties in Utah: Box Elder, Davis, Juab, Morgan, Salt Lake City, Summit, Tooele, Utah, Wasatch, and Weber. The Salt Lake City-Provo-Orem CSA is the 22"d most populated CSA in the U.S., with approximately 2.75 million people, and comprised over 82% of the population of the State of Utah in CY 2021. The Air Service Area's economic strength is evaluated in Chapter 1 of this Report. The Air Service Area has historically exhibited more favorable trends in population growth, educational attainment, employment, and household income than the U.S., and these trends are projected to continue. The economy in the Air Service Area is also connected to visitors to the region, including both leisure and business travelers. The Air Service Area is in relatively close proximity to many national parks (including the Mighty 5),' state parks, and ski resorts that offer visitors unique and exceptional activities in an open and outdoor natural setting more conducive to restrictions in place during pandemics. Many of these activities were as popular as ever during the COVID-19 pandemic. While, overall, the associated impacts and restrictions resulting from the COVID-19 pandemic have negatively affected the regional economy, tourism, conventions, and events over the past few years, the Air Service Area has fared better than the national economy. It is anticipated that the economy will continue its recovery as the spread of COVID-19 is further controlled, which will further stimulate demand for air travel. More information on the economic base for air transportation is contained in Chapter 1. Air Service and Air Traffic Analysis Prior to the impacts associated with the COVID-19 pandemic, between FY 2012 and FY 2019, total enplaned passengers at the Airport increased from approximately 10.1 million to approximately 13.1 million, an overall compound annual growth rate (CAGR)of approximately 3.7%for this period. The last few months of FY 2020 were significantly impacted by the pandemic and passenger traffic declined precipitously. In March 2020, passengers were down 49.2% as compared to March 2019 and decreased to a low of 91.9%fewer passengers in April 2020 as compared to April 2019. In May 2020 and June 2020, enplaned passenger counts started to recover as they were down 85.8% and 75.9%, respectively from the same months in 2019. For the entire FY 2020, enplaned passenger counts decreased by 22.9% from FY 2019 to 10.1 million enplaned passengers. In FY 2022, there were 12.8 million enplaned passengers at the Airport, which is about 98% of FY 2019 levels. Mighty 5 includes Arches, Bryce Canyon,Canyonlands,Capitol Reef,and Zion. Airport Revenue Bonds,Series 2023 Salt Lake City International Airportl v Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Figure 1 depicts the impacts associated with the COVID-19 pandemic on passenger checkpoint throughput at both the Airport and for the overall U.S based on data from the TSA. This figure presents the recovery trend for passenger checkpoint throughput as a percent of 2019 levels, which tracks closely to O&D passengers.As shown, the impact to the Airport's passenger checkpoint throughput tracked closely with the nationwide trend early in the pandemic, decreasing to an unprecedented trough of around -91.1% of the prior year's levels in April 2020. Starting in May 2020, TSA checkpoint throughput for the Airport and the U.S. started to recover. Recovery of passenger counts for the Airport has consistently been higher than for U.S. airports as a whole. The Airport exceeded monthly 2019 levels for the first time since the beginning of the pandemic in April 2022 when it enplaned 107% of the enplanements compared to April 2019. In January 2023, the Airport had 105.5% of January 2019 TSA checkpoint throughput levels, while TSA's nationwide throughput for January 2023 was at 95.1% of January 2019 throughput. While connecting traffic at the Airport has not yet fully recovered, it is also showing stronger recovery than other hubs. In FY 2023, connecting passengers were approximately 94.8% of FY 2019 levels. Figure 1 Comparison of Airport and U.S. Monthly TSA Checkpoint Throughput (January 2020—January 2023) Salt Lake City International Airport United States 120% WHO declared the COVID-19 outbreak a global pandemic on 100% I March 11, 2020 a C 80% t- 0 c N 0 o 60% CL V N i Ud 40% c 0 20% 0% Jan-20 May-20 Sep-20 Jan-21 May-21 Sep-21 Jan-22 May-22 Sep-22 Jan-23 Sources: Salt Lake City Department of Airports, accessed March 2023.Transportation Security Administration, accessed March 2023. vi I Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 A number of standard industry forecasting techniques were considered in order to project enplaned passengers such as econometric regression modeling, trend analysis, market share, and time series. Landrum & Brown has determined that, with respect to the Airport, econometric regression models were the most appropriate forecasting method to project enplaned passengers at the Airport. Econometric regression modeling quantifies the relationship between enplaned passengers and key socioeconomic variables. This methodology recognizes that the key independent variables will change over time and assumes that their fundamental relationships with the dependent variables will remain. Through the testing of multiple sets of independent variables, two univariate linear models, one for domestic O&D and the other for international enplaned passengers, were selected to project enplaned passengers at the Airport. The domestic O&D model used historical O&D enplaned passenger data from FY 2002 through FY 2019 while the international model used enplaned passenger data from FY 2012 through FY 2019 and the Air Service Area's Gross Regional Product (GRP) per capita. These models exhibit strong regression statistics when compared to models with other combinations of independent variables. Domestic connecting passengers are expected to continue to recover back to FY 2019 levels as a percentage of the total domestic enplaned passengers through FY 2027.After FY 2027, the percentage of enplaned passengers connecting through the Airport was assumed to remain constant. These models and assumptions were used to project enplaned passengers through FY 2030. Based on models and the set of assumptions above, total enplaned passengers are projected to increase at a CAGR of 3.3%for the period of 2022 through 2030. The result is that enplaned passengers are projected to increase from 12.8 million in FY 2022 to 16.6 million in FY 2030. The sensitivity projection used the same models developed under the base case but assumed a 10% reduction in the growth in the economic forecasts and assumed that domestic connecting passengers would only recover to 40% of the total domestic passengers, down from 41.7% assumed in the base case. Based on models and the set of assumptions above, total enplaned passengers are projected to increase at a CAGR of 2.7%for the period of FY 2022 through FY 2030. For additional details on the projections of air traffic, please refer to Chapter 2 herein. Table 1 presents the baseline and sensitivity scenario enplaned passenger projections. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport)vii Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Table 1 Enplaned Passengers Projections Baseline Scenario Sensitivity Scenario Enplaned Enplaned Passengers Passengers Fiscal Year (in thousands) Percent of FY 2019 (in thousands) Percent of FY 2019 FY 2018 Actual 12,420 94.9% 12,420 94.9% FY 2019 Actual 13,090 100.0% 13,090 100.0% FY 2020 Actual 10,096 77.1% 10,096 77.1% FY 2021 Actual 7,710 58.9% 7,710 58.9% FY 2022 Actual 12,802 97.8% 12,802 97.8% FY 2023 Estimate 13,258 101.3% 13,258 101.3% FY 2024 13,762 105.1% 13,632 104.1% FY 2025 14,276 109.1% 14,007 107.0% FY 2026 14,806 113.1% 14,386 109.9% FY 2027 15,351 117.3% 14,769 112.8% FY 2028 15,749 120.3% 15,115 115.5% FY 2029 16,150 123.4% 15,463 118.1% FY 2030 16,555 126.5% 15,813 120.8% Range Average Annual Growth Rate FY 2019-22 -0.7% FY 2022-30 3.3% 2.7% FY 2023-30 3.2% 2.5% Note: These projections are based on current expectations and information and are not intended as a representation of facts or guarantee of results. Sources: Salt Lake City Department of Airports(actual data); L&B(estimated and projected data). Capital Improvement Program The New SLC: The New SLC consists of both the TRP and NCP as described below: ■ The Terminal Redevelopment Program: The TRP has completely replaced and rebuilt the Airport's landside and terminal facilities and is currently replacing its airside concourse facilities over the next few years in conjunction with the NCP. The western portion and initial five gates on the eastern portion of the airside concourse (Concourse A)were opened in September 2020 and May 2023, respectively, and are operational. The remaining portions of Concourse A are expected to open in October 2023. The TRP has been funded, in part, with proceeds of the Existing Bonds, and is also intended to be funded, in part, with proceeds of the Series 2023 Bonds and additional Bonds along with other funding sources to be described later in this Report. The capital and operating costs associated with the TRP have been included in the financial analysis in this Report and are further described in Chapter 4. viii I Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 ■ The North Concourse Program: The NCP is also currently under construction and includes the development of a midfield airside concourse (Concourse B)to the north of the new airside concourse to be developed simultaneously with the TRIP (i.e., Concourse A). The western portion of Concourse B opened in October 2020 and is currently operational.An additional nine gates on the eastern portion of Concourse B are anticipated to be opened during the fourth quarter of 2024 with full operation of Concourse B by the fourth quarter of 2025. The fourth phase is anticipated to open five gates on the eastern portion of Concourse B in January 2026 and 11 gates in January 2027. The NCP has been funded, in part, with proceeds of the Existing Bonds, and is also intended to be funded, in part, with proceeds of the Series 2023 Bonds and additional Bonds along with other funding sources to be described later. The capital and operating costs associated with the NCP have been included in the financial analysis of this Report and are further described in Chapter 4. ■ Other Capital Projects: These projects are in addition to the elements of the New SLC and are the other Airport System capital projects that currently are anticipated by the Department to be undertaken over the projection period, or from FY 2023 through FY 2030. Such projects are referred to in this Report as the `Other Capital Projects.'The estimated capital funding and operating costs, if any, and estimated revenue impacts, if any, associated with the Other Capital Projects have also been included as part of the financial analysis in this Report. The New SLC, including the increased cost for the NCP as described above, is estimated to cost approximately $5.13 billion, including design, engineering, construction, escalation for inflation, and contingency amounts, but excluding financing costs. Sources of funding for the New SLC are presented in Exhibit A of this Report. Approximately$3.61 billion of project costs have already been incurred through January 2023. Proceeds of the Existing Bonds have funded and continue to fund portions of the New SLC and proceeds of the planned Series 2023 Bonds and proceeds of additional Bonds are also planned to fund a portion of the New SLC. Other Capital Projects currently anticipated by the Department to be undertaken and/or completed during the projection period are also shown in Exhibit A. Preliminary cost estimates for the Other Capital Projects total approximately$519 million for the period of FY 2023 through FY 2030. It should be noted that certain capital projects included in Other Capital Projects could potentially be deferred or not otherwise undertaken by the Department during the projection period depending on circumstances such as aviation demand levels, availability of project funding, etc. Financial Analysis L&B evaluated the ability of the Airport System to generate Net Revenues sufficient to meet the funding requirements and obligations established by the Master Indenture during the projection period of FY 2023 through FY 2030. Per our analysis, the Department is projected to produce sufficient Net Revenues, which, will at least equal 125% of debt service on the Existing Bonds, the Series 2023 Bonds, and projected future additional Bonds. The Department is projected to meet its requirements and obligations established by the Master Indenture and maintain airline cost per enplaned passenger(CPE) levels generally in-line with other large hubs in the western U.S. Table 2 below presents projections of debt service coverage ratios and airline CPE. Please refer to Section 4.10 of this Report for financial results related to the slower recovery enplaned passenger projection. Airport Revenue Bonds,Series 2023 Salt Lake City International Airportl ix Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Table 2 Financial Results Summary [TO BE PROVIDED] Baseline Sensitivity Scenario Fiscal Airline Airline CPE Debt Service Airline Airline CPE Debt Service Year CPE (FY23$) Coverage CPE (FY23$) Coverage 2022 (Actual) $7.43 2.45 2023 $7.65 2.14 2024 $11.83 1.86 2025 $18.37 1.85 2026 $19.32 1.71 2027 $19.85 1.68 2028 $20.49 1.66 2029 $20.23 1.67 2030 $19.88 1.68 Notes: These projections are based on current expectations and information and is not intended as a representation of facts or a guarantee of results.An inflation rate of 3%was assumed for the purposes of calculating results in FY 2023 dollars. Source: Prepared by Landrum&Brown, Inc.,April 2023. L&B prepared the aviation activity and financial projections included in this Report along with various underlying assumptions. In preparing our findings and conclusions, L&B has relied upon the accuracy and completeness of certain assumptions, financial data, and other data provided to it by the referenced sources, without independent verification; however, L&B has reviewed the projections and assumptions with the Department and has no reason to believe such assumptions and data are materially incorrect. The techniques and methodologies used in preparing this Report are consistent with industry practices for similar studies in connection with airport revenue bond sales.Although L&B believes that the approach and assumptions used are reasonable and provide an appropriate basis for the financial projections, any projection is subject to uncertainties. Inevitably, some assumptions used to derive the projection contained herein will not be realized, and unforeseeable events may occur. The actual financial results achieved will vary from those projected, and such variations could be material. We have no responsibility to update this Report for events and/or circumstances occurring after the date of this Report. x I Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 L&B is not registered with the U.S. Securities & Exchange Commission as a municipal advisor, is not acting as a municipal advisor, and does not assume any fiduciary duties or provide advisory services as described in Section 15B of the Securities Exchange Act of 1934 or otherwise. L&B does not make recommendations or advice regarding any action to be taken by our clients with respect to any prospective, new, or existing municipal financial products or issuance of municipal securities including with respect to the structure, timing, terms or other similar matters concerning municipal financial products or the issuance of municipal securities. L&B, in association with Airmac LLC, appreciates this opportunity to serve as the Department's Airport Consultant for this proposed financing. Sincerely, Landrum & Brown, Incorporated Airport Revenue Bonds,Series 2023 Salt Lake City International Airportl xi Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Contents Page 1 Role of the Airport and Economic Base for Air Traffic 1 1.1 Role of the Airport 1 1.1.1 National Role 1 1.1.2 Regional Role 3 1.1.3 Role as a Hub for Delta Air Lines 5 1.2 Socioeconomic Base for Air Traffic 7 1.2.1 Population 7 1.2.2 Employment 13 1.2.3 Income 17 1.2.4 Gross Domestic/Regional Product 19 1.2.5 Regional Tourism and Visitors 20 1.2.6 Summary 23 2 Air Service and Air Traffic Analysis 24 2.1 Air Service at the Airport 24 2.1.1 Airlines Operating at the Airport 24 2.1.2 Current Nonstop Service 27 2.1.3 Origin and Destination Markets 27 2.1.4 Airline Revenue Performance at the Airport 31 2.1.5 Delta Air Lines Operations at the Airport 32 2.2 Air Traffic Activity and Trends 42 2.2.1 Enplaned Passengers 42 2.2.2 Aircraft Operations 46 2.2.3 Aircraft Landed Weight 49 2.3 Key Factors Affecting Air Traffic Demand 52 2.3.1 The COVID-19 Pandemic 52 2.3.2 Economic Conditions and Events 52 2.3.3 The U.S. Airline Industry 56 2.3.4 Pilot Shortage 59 2.3.5 Aircraft Shortage 60 2.3.6 Aviation Fuel 60 2.3.7 Aviation Security 62 2.3.8 National Air Traffic Capacity 62 2.4 Air Traffic Activity Projections 62 2.4.1 Projection Assumptions 63 2.4.2 Enplaned Passengers Projection 63 2.4.3 Aircraft Landed Weight Projection 66 2.5 Enplaned Passenger Sensitivity Projection 67 xii I Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 3 Airport Facilities and Capital Improvement Program 68 3.1 Existing Airport Facilities 68 3.1.1 Airport History 69 3.1.2 Airfield Facilities 69 3.1.3 Terminal Facilities 70 3.1.4 Public Parking Facilities 72 3.1.5 Rental Car Facilities 72 3.1.6 Transportation Network Companies 73 3.1.7 Ancillary Facilities 73 3.2 The Auxiliary Airports 74 3.3 Summary of Capital Projects 75 3.4 The New SLC 76 3.4.1 The Terminal Redevelopment Program 76 3.4.2 The North Concourse Program 79 3.4.3 New SLC Aircraft Gate Positions 80 3.4.4 The New SLC Program Management Team 81 3.5 Other Capital Projects 82 3.5.1 Financial Impact for Other Capital Projects 82 3.6 Plan of Finance 83 3.6.1 Federal, State and Other Grants 83 3.6.2 Passenger Facility Charge Revenues 83 3.6.3 Department Funds 84 3.6.4 Existing Bonds, Series 2023 Bonds, and Future Bonds 84 3.6.5 Customer Facility Charges 85 4 Financial Framework and Analysis 86 4.1 Airport Governing Body 86 4.2 Management Structure 86 4.3 Financial Structure 87 4.3.1 Accounting Structure 87 4.3.2 Master Indenture 89 4.3.3 Subordinate Indenture 93 4.3.4 Airline Use Agreement 95 4.3.5 Other Principal Business Agreements 98 4.3.6 CARES Act Grant Assistance 100 4.3.7 Coronavirus Response and Relief Supplemental Appropriation Act 100 4.3.8 American Rescue Plan Act 100 4.4 Debt Service 101 4.5 Operating Expenses 103 4.6 Non-Airline Revenues 105 4.6.1 Auto Parking 106 Airport Revenue Bonds,Series 2023 Salt Lake City International Airport)xiii Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 4.6.2 Car Rental 107 4.6.3 Terminal Concessions 107 4.6.4 Other 107 4.7 Airline Revenues 107 4.7.1 Landing Fees 108 4.7.2 Terminal Rents 108 4.7.3 Revenue Share 108 4.7.4 Signatory Airline Cost per Enplaned Passenger 108 4.8 Application of Airport Revenues 109 4.9 Net Revenues and Debt Service Coverage 109 4.10 Sensitivity Scenario Financial Analysis [TO BE PROVIDED] 110 xiv I Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 List of Tables Page TABLE 1-1 U.S. LARGE HUB AIRPORTS ENPLANED PASSENGER RANKINGS (RANKED BASED ON CY 2021) 2 TABLE 1-2 POPULATION (CY 2012 AND CY 2030) 9 TABLE 1-3 TOP EMPLOYERS IN UTAH (CY 2021) 16 TABLE 1-4 PASSENGER DEMAND FORECAST VARIABLES (CY 2021 -CY 2030) 23 TABLE 2-1 AIRLINES SERVING THE AIRPORT(AS OF MARCH 2O23) 25 TABLE 2-2 HISTORICAL AIRPORT ENPLANED PASSENGER MARKET SHARE (FY 2018- FY 2022) 26 TABLE 2-3 TOP-25 DOMESTIC O&D MARKETS FROM THE AIRPORT (SORTED BASED ON YE SEPTEMBER 2022 O&D ENPLANED PASSENGERS) 30 TABLE 2-4 KEY AIRLINE REVENUE METRICS AT THE AIRPORT(YE MARCH 2O20 VS. YE SEPTEMBER 2022) 32 TABLE 2-5 DELTA's TOP 10 AIRPORTS BASED ON SCHEDULED DEPARTING SEATS (YE MARCH 2O18, YE MARCH 2O20, AND YE MARCH 2O23) 33 TABLE 2-6 DELTA's TOP TEN DOMESTIC O&D MARKETS BASED ON ESTIMATED REVENUE (YE SEPTEMBER 2022) 33 TABLE 2-7 DELTA CONNECTING PASSENGERS BY HUB BY REGION (YE SEPTEMBER 2022) 37 TABLE 2-8 DELTA TOP 25 AIRPORTS WITH PASSENGERS CONNECTING AT WEST COAST HUBS (YE SEPTEMBER 2022) 40 TABLE 2-9 HISTORICAL ENPLANED PASSENGERS (FY 2012- FY 2022 AND FY 2023 YEAR-TO-DATE) 43 TABLE 2-10 HISTORICAL AIRCRAFT OPERATIONS (FY 2012-FY 2022 AND FY 2023 YEAR- TO-DATE) 47 TABLE 2-11 HISTORICAL LANDED WEIGHT IN THOUSAND-POUND UNITS (FY 2012-FY 2022 AND FY 2023 YEAR-TO-DATE) 50 TABLE 2-12 ENPLANED PASSENGER PROJECTION (FY 2018-FY 2030) 65 TABLE 2-13 LANDED WEIGHT PROJECTION (FY 2018-FY 2030) 66 TABLE 2-14 ENPLANED PASSENGER SENSITIVITY PROJECTION (FY 2018- FY 2030) 67 TABLE 3-1 AIRCRAFT GATE USE AT THE AIRPORT(AS OF MAY 2023) 72 TABLE 3-2 TRP PROJECT COSTS BY ELEMENT(THOUSANDS OF DOLLARS) 77 TABLE 3-3 NCP PROJECT COSTS BY ELEMENT (THOUSANDS OF DOLLARS) 80 TABLE 3-4 PLANNED AIRCRAFT PARKING POSITIONS DURING THE NEW SLC CONSTRUCTION 81 TABLE 4-1 SUMMARY OF FEDERAL FUNDING APPLICATION BY FISCAL YEAR(DOLLARS IN MILLIONS) 101 TABLE 4-2 OUTSTANDING BONDS, SERIES 2023 BONDS AND FUTURE BONDS ESTIMATED SOURCES AND USES (DOLLARS IN THOUSANDS) 102 TABLE 4-3 ASSUMPTIONS FOR THE SERIES 2023 BONDS AND FUTURE BONDS (DOLLARS IN MILLIONS) 102 TABLE 4-4 HISTORICAL OPERATING EXPENSES AND CAPITAL OUTLAYS (DOLLARS IN MILLIONS)' 103 TABLE 4-5 HISTORICAL AIRPORT NON-AIRLINE REVENUES (DOLLARS IN MILLIONS)' 105 TABLE 4-6 PUBLIC PARKING RATES AT THE AIRPORT (DAILY MAXIMUM RATES) 106 TABLE 4-7 DEBT SERVICE COVERAGE AND PASSENGER AIRLINE CPE PROJECTIONS 110 Airport Revenue Bonds,Series 2023 Salt Lake City International Airportl xv Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 TABLE 4-8 SENSITIVITY ANALYSIS RESULTS: DEBT SERVICE COVERAGE AND AIRLINE CPE 111 xvi I Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 List of Figures Page FIGURE 1-1 AIR SERVICE AREA AND PROXIMITY TO OTHER AIRPORTS 4 FIGURE 1-2 ENPLANED PASSENGER MARKET SHARE AT THE AIRPORT(FY 2022) 5 FIGURE 1-3 PERCENTAGE OF CONNECTING PASSENGERS FOR DELTA TRAFFIC ONLY AT THE AIRPORT(FY 2011 -FY 2022) 6 FIGURE 1-4 POPULATION GROWTH IN U.S. CSAS WITH POPULATION IN EXCESS OF 1.5 MILLION 8 FIGURE 1-5 HISTORICAL AND FORECAST POPULATION TRENDS (CY 2012-CY 2030) 10 FIGURE 1-6 AGE DISTRIBUTION (CY 2021) 11 FIGURE 1-7 EDUCATIONAL ATTAINMENT(CY 2021) 12 FIGURE 1-8 HISTORICAL AND FORECAST EMPLOYMENT TRENDS (CY 2012-CY 2030) 13 FIGURE 1-9 UNEMPLOYMENT RATES (JANUARY 2008-DECEMBER 2022) 14 FIGURE 1-10 EMPLOYMENT BY INDUSTRY SECTOR (CY 2021) 15 FIGURE 1-11 HISTORICAL AND FORECAST PER CAPITA PERSONAL INCOME TRENDS (CY 2012-CY 2030) 18 FIGURE 1-12 DISTRIBUTION OF HOUSEHOLD INCOME (CY 2021) 19 FIGURE 1-13 HISTORICAL PER CAPITA GROSS DOMESTIC/REGIONAL PRODUCT TRENDS (CY 2012-CY 2030) 20 FIGURE 1-14 PARK VISITORS TO THE MIGHTY 5 (JANUARY 2019- DECEMBER 2022) 21 FIGURE 2-1 NONSTOP DOMESTIC DESTINATIONS AT THE AIRPORT 28 FIGURE 2-2 NONSTOP INTERNATIONAL DESTINATIONS AT THE AIRPORT 29 FIGURE 2-3 DELTA's PERCENT OF O&D ENPLANED PASSENGERS AT INTERIOR CONNECTING HUBS (2018 Q4-2022 Q3) 34 FIGURE 2-4 UNITED STATES REGIONS 35 FIGURE 2-5 TRAFFIC FLOWS THROUGH DELTA CONNECTING HUBS (YE SEPTEMBER 2022) 36 FIGURE 2-6 DELTA'S TOP 25 CONNECTING MARKETS AT THE AIRPORT, LAX, AND SEA (YE SEPTEMBER 2022) 39 FIGURE 2-7 DELTA'S CONNECTING ENPLANED PASSENGERS AT INTERIOR CONNECTING HUBS (FY 2015- FY 2022) 41 FIGURE 2-8 MONTHLY ENPLANED PASSENGERS (MARCH 2O19- FEBRUARY 2023) 45 FIGURE 2-9 COMPARISON OF AIRPORT AND U.S. MONTHLY TSA CHECKPOINT THROUGHPUT(JANUARY 2020-JANUARY 2023) 46 FIGURE 2-10 MONTHLY AIRCRAFT OPERATIONS (MARCH 2O19- FEBRUARY 2023) 48 FIGURE 2-11 MONTHLY LANDED WEIGHT (MARCH 2O19-JANUARY 2023) 51 FIGURE 2-12 UNITED STATES ECONOMIC IMPACT OF THE COVID-19 PANDEMIC 53 FIGURE 2-13 U.S. AVIATION SYSTEM SHOCKS AND RECOVERIES (THROUGH OCTOBER 2022) 54 FIGURE 2-14 CONSUMER PRICE INDEX(JANUARY 2007-JANUARY 2023) 55 FIGURE 2-15 MAJOR U.S. AIRLINE MERGERS OF THE 21ST CENTURY' 58 FIGURE 2-16 JET FUEL PRICES (JANUARY 2002-DECEMBER 2024) 61 FIGURE 2-17 SCHEDULED DEPARTING SEATS AT THE AIRPORT 64 FIGURE 3-1 AIRPORT LAYOUT (AS OF DATE-SEE NOTE-TO BE UPDATED) 68 FIGURE 3-2 SLC TERMINAL COMPLEX 71 FIGURE 3-3 THE NEW SLC 78 Airport Revenue Bonds,Series 2023 Salt Lake City International Airportl xvii Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 FIGURE 4-1 FLOW OF FUNDS 90 xviii I Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 1 Role of the Airport and Economic Base for Air Traffic This chapter introduces the Salt Lake City International Airport(SLC or the Airport) and summarizes the role the Airport serves in accommodating air traffic for the nation, the region, and as a primary connecting hub within Delta Air Lines' (Delta's) network. This chapter also describes the Salt Lake City region's socioeconomic base and its ability to continue to support demand for air transportation. 1 .1 Role of the Airport The Airport is owned and operated by Salt Lake City, Utah (the City), with the support and advice of the Salt Lake City Airport Board (Airport Advisory Board). The Department, a department of the City, is charged with operating the Airport System, as defined herein. The Airport serves as the principal commercial service airport for the Salt Lake City metropolitan region, the State of Utah, and portions of Colorado, Idaho, Nevada, and Wyoming. 1 .1.1 National Role The Airport has consistently been one of the largest 30 commercial passenger airports in the U.S in terms of enplaned passengers. In calendar year(CY) 2019, the Airport had 12.8 million enplaned passengers, 23rd most in the U.S. In CY 2020, enplaned passengers at the Airport decreased by 53.4% to 6.0 million primarily because of the Coronavirus Disease 2019 (COVID-19) pandemic. In CY 2021, enplaned passengers at SLC increased to 10.8 million, approximately 84.1% of CY 2019 Ievels.2 Based on data from the Department for CY 2022, the Airport had approximately 12.9 million enplaned passengers, which is a recovery back to CY 2019 levels. SLC's post-pandemic recovery in passenger traffic has been relatively more favorable than most of the largest airports in the U.S. with the average large hub airport in CY 2021 being approximately 69% of CY 2019 passenger levels. The Airport was the 51h fastest of all large hubs in terms of passenger recovery during this time. [Include CY 2022 data when available]As a result, SLC was able to move up in the rankings to 201" in terms of total enplaned passengers in CY 2021. Based on its level of activity, the Airport is classified by the Federal Aviation Administration (FAA)as one of 30 Large Hub facilities in the U.S.3 Table 1-1 provides the enplaned passenger volume for Large Hub airports4 in the U.S. for CY 2019 and CY 2021. In addition to passenger operations, there is also a significant amount of air cargo processed at the Airport. According to Airports Council International—North America (ACI-NA), 214,472 metric tons of air cargo, including both freight and mail, were loaded and unloaded at the Airport in CY 2020. In CY 2021, 205,472 metric tons of air cargo were loaded and unloaded at SLC which represented a 4.4% decrease from CY 2020. The Airport was ranked as the 31 sc busiest cargo airport in the U.S. in CY 2021. 2 Enplaned passenger values are from the FAA's,Air Carrier Activity Information System(ACAIS)and may not match the Airport's reported values. 3 The FAA classifies Large Hubs as those airports that each account for 1 percent or more of total U.S. passenger enplanements. 4 Large Hub facilities based on CY 2021 enplanements. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 11 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Table 1-1 U.S. Large Hub Airports Enplaned Passenger Rankings (Ranked based on CY 2021) Enplaned Passengers(in 000s) Percent Rank City Airport Hub Size Code CY 2021 CY 2019 Change 1 Atlanta Hartsfield-Jackson Atlanta International Large ATL 36,676 53,506 -31.5% 2 Fort Worth Dallas-Fort Worth International Large DFW 30,005 35,779 -16.1% 3 Denver Denver International Large DEN 28,646 33,593 -14.7% 4 Chicago Chicago O'Hare International Large ORD 26,351 40,871 -35.5% 5 Los Angeles Los Angeles International Large LAX 23,663 42,939 -44.9% 6 Charlotte Charlotte/Douglas International Large CLT 20,901 24,200 -13.6% 7 Orlando Orlando International Large MCO 19,619 24,562 -20.1% 8 Las Vegas Harry Reid International Large LAS 19,160 24,728 -22.5% 9 Phoenix Phoenix Sky Harbor International Large PHX 18,940 22,434 -15.6% 10 Miami Miami International Large MIA 17,500 21,421 -18.3% 11 Seattle Seattle-Tacoma International Large SEA 17,430 25,002 -30.3% 12 Houston George Bush Intercontinental/Houston Large IAH 16,243 21,905 -25.8% 13 New York John F Kennedy International Large JFK 15,273 31,037 -50.8% 14 Newark Newark Liberty International Large EWR 14,514 23,161 -37.3% 15 Fort Lauderdale Fort Lauderdale/Hollywood International Large FLL 13,599 17,951 -24.2% 16 Minneapolis Minneapolis-St Paul International Large MSP 12,211 19,193 -36.4% 17 San Francisco San Francisco International Large SFO 11,725 27,779 -57.8% 18 Detroit Detroit Metro Wayne County Large DTW 11,518 18,143 -36.5% 19 Boston General Edward Lawrence Logan International Large BOS 10,910 20,699 -47.3% 20 Salt Lake City Salt Lake City International Large SLC 10,796 12,841 -16.9% 21 Philadelphia Philadelphia International Large PHL 9,820 16,006 -38.7% 22 Glen Burnie Baltimore/Washington International Large BWI 9,254 13,285 -30.3% 23 Tampa Tampa International Large TPA 8,847 10,979 -19.4% 24 San Diego San Diego International Large SAN 7,836 12,649 -38.0% 25 New York LaGuardia Large LGA 7,827 15,394 -49.2% 26 Chicago Chicago Midway International Large MDW 7,681 10,082 -23.8% 27 Nashville Nashville International Large BNA 7,594 8,936 -15.0% 28 Dulles Washington Dulles International Large IAD 7,228 11,884 -39.2% 29 Arlington Ronald Reagan Washington National Airport Large DCA 6,732 11,595 -41.9% 30 Austin Austin-Bergstrom International Airport Large AUS 6,666 8,507 -21.6% Source: Federal Aviation Administration,Air Carrier Activity Information System (ACAIS), September 2022, accessed March 2023. 2 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 ACI-NA data indicated that the Airport had 276,730 aircraft operations' in CY 2020 (including all-cargo carrier operations), down 19.7%from CY 2019.Aircraft operations at the top 30 airports in the U.S. decreased an average of 30.5% over the same period. In CY 2021, aircraft operations at SLC increased 23.8% compared to an average of 34.3%for the other airports in the top 25. The Airport's moderately low decline and subsequent recovery in aircraft operations during the COVID-19 pandemic has resulted in the Airport increasing its rank from the 23rd busiest airport in the U.S. in CY 2019 to the 141h for CY 2021. 1.1.2 Regional Role The Airport serves as the primary commercial service airport for the Salt Lake City metropolitan area and the surrounding region. Origin and destination (O&D) passengers, or those that begin or end their travel at the Airport, accounted for approximately 59.7% of passenger traffic at the Airport in Fiscal Year(FY)6 2022. The share of O&D passengers at the Airport increased from prior years in FY 2022. For example, for the period of FY 2018 through FY 2021, O&D passengers at the Airport averaged approximately 58% of total traffic.At this time, it is unclear if the share of O&D traffic relative to all passenger traffic will return to historical levels and whether more recent percentages of O&D traffic are temporary as a result of impacts associated with the COVID-19 pandemic or other factors such as reductions in airline capacity due to pilot and staffing shortages, aircraft availability, etc. Delta handles the vast majority of the connecting passengers (88.2% in FY 2022) at the Airport. More information on the Airport's O&D market and Delta's operations at the Airport is presented in Chapter 2. The geographic region that serves as an airport's primary catchment area is referred to as its "Air Service Area". For the purposes of this report, the Airport's Air Service Area is defined as the Salt Lake City-Provo-Orem Combined Statistical Area (CSA), which includes the following ten counties in Utah: Box Elder, Davis, Juab, Morgan, Salt Lake, Summit, Tooele, Utah, Wasatch, and Weber.'The Salt Lake City-Provo-Orem CSA was the 22"d most populous CSA in the nation in CY 2021 with approximately 2.75 million people and accounted for approximately 82.3% of the entire population of Utah. In many cases, an airport's air service area can extend beyond its `primary'Air Service Area depending on the location of other population centers and availability of other commercial service airports. However, it is generally the economic strength of the primary air service area that provides the principal demand for O&D air travel. In the case of the Airport, its secondary air service area generally consists of the remainder of the State and portions of Colorado, Idaho, Nevada, and Wyoming within about 300 driving miles from the Airport. The Air Service Area is largely isolated from competing airport facilities and, hence, the Airport has limited, if any, competition for air service. Las Vegas's Harry Reid International Airport (LAS) (formerly McCarran International Airport) is the closest large hub airport and is over 400 driving miles from the Airport. Denver International Airport (DEN), the next closest large hub, is over 500 driving miles from the Airport. Boise Airport in Idaho is over 300 driving miles from the Airport; however, it is a smaller facility and classified as a medium hub by the FAA.' Figure 1-1 illustrates the Airport's location in relation to its Air Service Area as well as the other commercial airports within the region. 5 An aircraft operation includes the landing,takeoff,or touch-and-go procedure by an aircraft on the runway at an airport. 6 The Airport's Fiscal Year is the 12-month period ending June 30. Executive Office of the President:Office of Management and Budget, Revised Delineations of Metropolitan Statistical Areas,and Combined Statistical Areas,and Guidance on Uses of the Delineations of These Areas, March 6,2020. 8 The FAA classifies Medium Hub airports as those serving at least 0.25%but less than 1.00%of annual U.S.passenger boardings. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 13 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Figure 1-1 Air Service Area and Proximity to Other Airports Boise Air Terminal/Gowen Oregon Field Idaho Wyoming Salt Lake City-Provo-Orem,UT Salt Lake City International Airport Denver Reno Tahoe International International Airport Nevada Utah Airport Colorado California Harry Reid International Airport Albuquerque International New Mexico Sunport Arizona Phoenix Sky Harbor International � Airport U e t 4e Driving CY 2022 FAA Distance from Nonstop Enplaned Airport Downtown Destinations Passengers Airport Code Category Salt Lake City (April 2023) (000S) Salt Lake City International Airport SLC Large 8 miles 90 12,871 Boise Airport BOI Medium 337 miles 23 2,248 Harry Reid International Airport LAS Large 428 miles 148 25,818 Reno-Tahoe International Airport RNO Medium 520 miles 16 2,155 Denver International Airport DEN Large 524 miles 197 34,644 Albuquerque International Sunport ABQ Medium 602 miles 25 2,374 Phoenix Sky Harbor International Airport PHX Large 666 miles 141 22,296 Sources: Salt Lake City Department of Airports(for SLC); Individual Airport Websites, accessed March 2023. Cirium, Diio Mi, Schedule—Dynamic Table, accessed April 2023 4 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 1.1.3 Role as a Hub for Delta Air Lines The Airport has served as a hub for Delta for many decades. Prior to the impacts associated with the global COVID-19 pandemic, Delta's enplaned passengers increased over the years, averaging 2.2% growth per annum from FY 2011 through FY 2019. Delta's enplaned passenger market share, including its regional affiliates, comprised approximately 73.4% of enplaned passengers at the Airport in FY 2022. Figure 1-2 presents the Airport's enplaned passenger market share for FY 2022.As shown, Delta has the largest passenger market share at the Airport. Figure 1-2 Enplaned Passenger Market Share at the Airport(FY 2022) Share of Enplaned Passengers 0.0% 10.0% 20.0% 30.0% 40.0% 50.0% 60.0% 70.0% 80.0% Delta Air Lines Mainline Regional73.4% Southwest Airlines 10.4% American Airlines 5.4% United Airlines 4.7% Alaska Airlines 2.3% JetBlue Airways 1.9% Frontier Airlines 1.7% Spirit Airlines 0.2% Other 0.0% Notes: Regional affiliates, as applicable, have been included with their appropriate network partner.Amounts may not add because of rounding. Source: Salt Lake City Department of Airports, accessed March 2023. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 15 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 While O&D passengers have experienced an overall increasing trend in recent years both as a percentage and in absolute terms, a significant portion of Delta's air traffic at the Airport is connecting passengers, or passengers that have a scheduled stop at the Airport and transfer to another flight. In recent years, prior to the impacts of the COVID-19 pandemic, the percentage of Delta's traffic that is connecting traffic at the Airport, rather than O&D has declined at the Airport. This decrease in connecting passenger percentage over this period, or a corresponding increase in O&D passenger percentage for Delta, can be partly attributed to Delta business decisions and the ongoing economic growth of the Air Service Area as local demand for air travel has generally been increasing. Figure 1-3 presents the percentage of Delta traffic that was connecting passengers at the Airport from FY 2010 and through FY 2022. Delta's operations at the Airport are described in more detail in Section 2.1.5 herein.As described earlier, it is uncertain at this time whether recent trends in O&D and connecting traffic at the Airport are permanent or are temporary. Figure 1-3 Percentage of Connecting Passengers for Delta Traffic Only at the Airport(FY 2011 — FY 2022) 70% N 60% N � 01 E 50% N Q N � a. W a u 40% c -0 0 � N .� 30% O J Cn Q Co _ 20% J � ao +° 10% QU N 0% FY FY FY FY FY FY FY FY FY FY FY FY FY 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 Source: US DOT Reports DB1A; US DOT T100 Report, accessed via Cirium, Diio Mi, accessed March 2023. 6 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 1 .2 Socioeconomic Base for Air Traffic Generally, air travel demand at an airport is largely correlated with the demographic and economic characteristics of the surrounding region. The economic strength of the Air Service Area has a major impact on the aviation activity at the Airport since most of the Airport's passenger demand is O&D. The following sections review current economic trends and conditions in the Air Service Area and present data indicative of its capability to generate demand for air transportation through the next several years. Data for population, age distribution, educational attainment, income, and gross regional product (GRP)for the Air Service Area are discussed below. Parallel data for the U.S. are also shown to provide a basis of comparison to trends in the Air Service Area. Where available, historical data will be presented for the CY 2012 to CY 2022 period, which represents the most recent 10-year trend for historical data.Also, where available, data projections through CY 2030 are included to be consistent with air traffic and financial projections presented later in this Report. 1.2.1 Population A growing population is a significant source of demand for air travel.According to the U.S. Census Bureau, 39 of the 175 CSAs in the U.S. had an estimated population in excess of 1.5 million people in CY 2021, including the Salt Lake City CSA, which is defined as the Air Service Area (ASA)for this Report.'The Salt Lake City CSA has been one of the fastest growing CSAs in the U.S. for more than a decade, but growth has accelerated in recent years. For the five-year period of CY 2017 through CY 2021 (the latest data available), the population in the Salt Lake City CSA has increased at a compound annual growth rate (CAGR)of 1.8%, the second fastest rate of CSAs in excess of 1.5 million people. Figure 1-4 presents the CAGR for the period of CY 2017 through CY 2021 for population in the nation's fastest growing CSAs. The Air Service Area's population ranks 22nd among the nation's largest CSAs. Table 1-2 provides CY 2012 and CY 2021 population data from Woods & Poole Economics, Inc (W&P). Between CY 2012 and CY 2021, the population of the Air Service Area increased by 16.5%from approximately 2.4 million to 2.7 million. Since CY 2012, the Air Service Area's population has increased at a CAGR of 1.7%, the same as Utah overall (1.7%) but significantly higher growth than that of the U.S. as a whole (0.6%). 9 U.S.Census Bureau, Metropolitan and Micropolitan Statistical Areas Population Totals and Components of Change:2020-2021 Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 17 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Figure 1-4 Population Growth in U.S. CSAs with Population in Excess of 1.5 Million Population Growth Compound Annual Growth Rate (CY 2017- 2021) -0.5% 0.0% 0.5% 1.0% 1.5% 2.0% 2.5% Jacksonville 2.0% Salt Lake City 1.8% Nashville 1.8% Orlando 1.8% Raleigh 1.7% Dallas 1.4% Charlotte 1.4% Las Vegas 1.3% Greenville 1.3% San Antonio 1.3% Atlanta 1.1% Houston 1.1% Oklahoma City 1.0% Sacramento 1.0% Indianapolis 1.0% Phoenix 1.0% Seattle 0.9% Denver 0.9% Minneapolis 0.8% Columbus 0.7% Kansas City 0.7% Portland 0.6% Philadelphia 0.6% Cincinnati 0.6% Greensboro 0.6% Virginia Beach 0.6% Boston 0.6% New York 0.6% Louisville 0.6% Washington 0.5% Detroit 0.2% Pittsburgh 0.2% Cleveland 0.1 Miami 0.1 St Louis 0.0% 0.0% Milwaukee 0.0% Chicago -0.2% San Jose -0.3% Los Angeles Sources: U.S. Census Bureau, Metropolitan and Micropolitan Statistical Areas Population Totals and Components of Change:2020-2021,Annual Resident Population Estimates and Estimated Components of Resident Population Change for Metropolitan and Micropolitan Statistical Areas and Their Geographic Components:April 1, 2010 to July 1, 2019, accessed March 2023. 8 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Table 1-2 Population (CY 2012 and CY 2030) Population (In Thousands) CAGR Actual Estimated Projection CY CY Region CY 2012 CY 2021 CY 2030 2012-2021 2021-2030 United States 314,281 331,894 352,070 0.6% 0.7% Utah 2,861 3,338 3,747 1.7% 1.3% Air Service Area 2,357 2,746 3,081 1.7% 1.3% Salt Lake County, UT 1,068 1,186 1,303 1.2% 1.0% Utah County, UT 542 685 800 2.6% 1.7% Davis County, UT 317 367 415 1.7% 1.4% Weber County, UT 236 267 290 1.4% 0.9% Tooele County, UT 60 77 88 2.8% 1.5% Box Elder County, UT 50 60 64 1.9% 0.8% Summit County, UT 38 43 49 1.4% 1.4% Wasatch County, UT 25 36 45 4.1% 2.4% Morgan County, UT 10 13 15 2.9% 1.5% Juab County, UT 10 12 13 1.9% 1.1% Notes: CAGR=Compound annual growth rate. Source: Woods&Poole Economics, Inc., 2022 Complete Economic and Demographic Data Source, June 2022, accessed March 2023. Figure 1-5 depicts the depicts historical and forecasted population indexed to CY 2012 for the Air Service Area and for the U.S. overall. Population growth in the Air Service Area has continually outpaced the nation.According to W&P, population in the Air Service Area is forecast to increase from 2.7 million in CY 2021 (estimated) to 3.1 million in CY 2030, resulting in a CAGR of 1.3%, which is almost double the rate forecast for national population. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 19 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Figure 1-5 Historical and Forecast Population Trends (CY 2012—CY 2030) Air Service Area United States 140 Forecast No. 130 N 120 N Population in the ASA has and is p } projected to grow at a significantly U faster rate than the rest of the nation 11 110 � o Qo x a� 2 100 90 80 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 Source: Woods& Poole Economics, Inc., 2022 Complete Economic and Demographic Data Source, June 2022, accessed March 2023. 1.2.1.1 Components of Population Growth A high birth rate combined with a low mortality rate has historically been the main driver for population growth in the region. In CY 2021, there were more than 37,600 births compared to about 17,300 deaths in the Air Service Area, which as a result, led to an increase in population of more than 20,300 people related to natural growth. The Air Service Area has historically had one of the highest birth rates in the U.S. In CY 2021, the Air Service Area had birth rate of 13.7 per 1,000 residents which was the ninth highest rate of all CSAs in the U.S. and it is the highest rate of any CSA with a population in excess of one million. In CY 2011, the birth rate was 18.6 per 1,000 residents, significantly higher than the rate in CY 2021. However, population growth has remained strong as net migration has increased in recent years. In CY 2011, the Air Service Area only added about 2,300 people as a result of migration but in CY 2021 there was about an additional 17,100 added to the Air Service Area population as a result of migration. Utah has experienced net migration in 13 of the past 32 years and in the past two years, migration has driven population growth. 10 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 1.2.1.2 Age Distribution Demand for air travel varies by age group. It is assumed that people of working ages10 from 25 to 64 account for a higher share of air travel than older or younger people as they often traveled for business purposes and have more disposable income available for leisure trips. Figure 1-6 presents the distribution of age groups among the population for the Air Service Area and the U.S. Overall, the median age of the population for the Air Service Area (31.4 years) is significantly lower than nationally (38.8 years). The Air Service Area's share of population between the working ages of 25 and 64 is currently somewhat lower than that of the U.S. Persons within the Air Service Area between the ages of 25 and 64 accounted for 49.5% of the population as compared to 51.9%for the U.S. While the share of working age population in the Air Service Area is somewhat lower than that of the U.S., it does have a higher proportion of population in the younger working age range, or ages 24 to 46. This provides an opportunity for the Air Service Area to maintain a robust working age population for years to come as the population ages. Figure 1-6 Age Distribution (CY 2021) Air Service Area ■United States 9% 8% 7% c 6% (n T Q Z3 0 p 5% U_ it 0 � Q � U i a_ 3% 2% 1% 0% <5 5-9 10-1415-19 20-24 25-29 30-34 35-39 40-44 45-49 50-54 55-59 60-64 65-69 70-74 75-79 80-84 85+ Young Age Working Age Seniors Note: Commonly,working age is defined as those people aged 15 to 64. However,for the purposes of this Report, a narrower age range of 25 to 64 has been used to reflect the group of people most likely beyond secondary education and more likely to be employed on a full-time basis. Source: US Census Bureau, 2021:ACS 1-Year Estimates Data Profiles, accessed March 2023. 10 Commonly,working age is defined at those people aged 15 to 64. However,for the purposes of this Report,a narrower age range of 25 to 64 has been used to reflect the group of people most likely beyond secondary education and more likely to be employed on a full-time basis. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 111 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 1.2.1.3 Educational Attainment Consumer Expenditure Survey data from the U.S. Bureau of Labor Statistics show that people with a college degree have, historically, generated a higher percentage of expenditures on air travel. Figure 1-7 presents the share of educational attainment for persons aged 25 or older within the Air Service Area and the U.S.According to the U.S. Census Bureau, 47.2% of the population aged 25 or older in the Air Service Area have a college degree or higher. By comparison, only 43.8% of the population aged 25 or older in the U.S. have a college degree or higher. In CY 2021, there were nearly 225,000 persons enrolled in college or graduate school in the Air Service Area which is equivalent to about 11.5% of the population over the age of 18 years old." In comparison, the U.S. had approximately 21.2 million persons enrolled in college or graduate school in CY 2021 which equates to 8.2% of the population over the age of 18 years old. Some of this disparity is due to the younger population in the Air Service Area (those over the age of 25 are less likely to be currently attending college), but is also attributable to a higher share of younger people attending college. In the Air Service Area, approximately 48.9% of the population between 18 and 25 are enrolled in school compared to approximately 48.3%for the U.S. Figure 1-7 Educational Attainment(CY 2021) ■Advanced Degree ■Bachelor's Degree ■Associate Degree Some College, No Degree High School Diploma or Equivalent ■Not a High School Graduate United States *1=0 I 47.2%of Air Service lArea's population has a college degree or higher as compared to 43.8%for the United States Air Service Area P P PION 0% 10% 20% 30% 40% 50% 60% 70% 80% 90% 100% Percent of People 25 Years or Older Source: US Census Bureau, 2021:ACS 1-Year Estimates Data Profiles, accessed March 2023. 11 US Census Bureau,2021:ACS 1-Year Estimates Data Profiles. 12 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 1.2.2 Employment Growth in employment is an important indicator of the overall health of the local economy. Historically, changes in population and employment tend to be closely correlated because people migrate in and out of areas largely depending on their ability to find work. Figure 1-8 presents actual and forecast annual growth rates for employment in the Air Service Area and the U.S. from CY 2012 through CY 2030. From CY 2012 through CY 2019, employment in the Air Service Area increased at a CAGR of 3.1% compared to 1.7%for U.S. as a whole. In CY 2020, employment in the Air Service Area decreased by 1.2% as a direct result of the impacts associated with the COVID-19 pandemic. The decline in employment was not as deep when compared to many other areas of the U.S. In CY 2020, employment in the U.S. decreased by 5.4%. In CY 2021, there was a significant recovery in employment both in the Air Service Area and the U.S. Employment in the Air Service Area increased by 5.0% in CY 2021 which resulted the Air Service Area having more employed persons than it did in CY 2019, while nationwide employment was still recovering in CY 2021. Future growth in employment is forecast to be higher in the U.S. than the Air Service Area over the next few years while the U.S. is forecast to continue to recover from the impacts associated with the COVID-19 pandemic; however, the ASA overall is forecast to have a higher long- term growth rate in employment over the projection period. Figure 1-8 Historical and Forecast Employment Trends (CY 2012—CY 2030) Air Service Area United States 0 ° Forecast No. 6.0% Employment growth in the Air Service Area is forecast to outpace the U.S. as a whole once 4.0% recovery from the o COVID-19 pandemic is c (D complete 2.0% I I p i E > 0.0% W 0 L I (� I } -2.0% I I I -4.0% I I -6.0% 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 Source: Woods&Poole Economics, Inc., 2022 Complete Economic and Demographic Data Source, June 2022, accessed March 2023. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 1 13 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 1.2.2.1 Labor Force & Unemployment Rates Unemployment rates are an indicator of economic health as rates usually decrease as economic activity in the region grows. Figure 1-9 presents the historical unemployment rates for the Air Service Area and the U.S.As shown, from CY 2008 through CY 2019, unemployment rates in the Air Service Area trended similar to the national average but at a consistently more favorable rate. Primarily as a result of the Great Recession (generally late CY 2007 to mid CY 2009)and its lingering impacts, unemployment for the Air Service Area peaked at 8.1% in January 2010 as compared to the national unemployment peak of 10.6% in the same month. Total employment during CY 2019 increased at a faster rate than population since the end of the Great Recession, resulting in significant declines in unemployment rates during that time. However, since the impacts associated with the COVID-19 pandemic occurred in the U.S. starting in March 2020, unemployment rates increased to historic levels as a result of stay-at-home orders and companies hedging for potential losses. In April 2020, the unemployment rate for the Air Service Area reached 9.9% compared to the national rate of 14.4%. Both the national unemployment rate and the unemployment rate in the Air Service Area declined relatively rapidly from these peaks over the next several months with the Air Service Area remaining well below national levels. In December 2022, the unemployment rate for the Air Service Area was 2.0%, which was significantly lower than that of the U.S. at 3.3%. Figure 1-9 Unemployment Rates (January 2008—December 2022) Air Service Area United States 16% Unemployment rates reached historic levels National unemployment as COVID-19 results in 14% rates originally peaked the shutdown of in late 2009, early 2010 businesses on a 12% in the months following national level the recession 10% cQ m E+<0 8% O O 0 _ Q N w 6% d U) O z 4% 2% 0% O c0 O O O O N N M C2 � L2 Ln O O ti O O O O O O N N Cl)O O O O N N N N N N N C C C .. C C C C C C C C C C 7 C 7 C 7 C C6 � (6 � C6 � (6 � N � N � N � N � N � N � (6 � (6 � (0 � (0 � (0 � (0 Sources: U.S. Department of Labor: Bureau of Labor Statistics, Labor Force Statistics from the Current Population Survey, accessed March 2023. 14 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 1.2.2.2 Industry Sectors Figure 1-10 presents employment by industry sector for the Air Service Area and the U.S for CY 2021.As shown, the goods-producing sectors accounted for 13.8% of the jobs in the Air Service Area while nationally they accounted for 12.8%. The service-providing sectors accounted for 86.2% of the jobs in the Air Service Area compared to 87.2% nationally. The share of most of the sectors are similar between the Air Service Area and the U.S. Some notable differences include a higher share of professional and financial services in the Air Service Area, and a lower percentage of the education and health sector and the leisure and hospitality sector in the Air Service Area. Overall, while there are certain differences is the distribution of industry sectors, it can be concluded that the Air Service Area's general industry composition is relatively close to that of the U.S. Figure 1-10 Employment by Industry Sector(CY 2021) 100% Trade, Trade, Transportation, Transportation, 90% and Utilities and Utilities .' 80% Professional Professional Services Services 70% 16.3% N C O Financial Activities Activities i O 60% 10.4% a a o Education a) 50% Education • Health Q.� • Health w 40% Government 30% Leisure and Hospitality Leisure and Hospitality 8.1% 9.4% 20% Other Other 7.1% 7.4% 0% _iw Air Service Area United States Source: Woods& Poole Economics, Inc., 2022 Complete Economic and Demographic Data Source, June 2022, accessed March 2023. 1.2.2.3 Major Employers The top employers in Utah with more than 4,000 employees for CY 2021 are shown in Table 1-3. These employers serve a diverse range of industries including but not limited to health care, education, government, and retail. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 1 15 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Table 1-3 Top Employers in Utah (CY 2021) Average Annual Rank Company Name Industry Employment 1 Intermountain Healthcare Health Care 20,000 + 2 University of Utah Higher Education 20,000 + 3 Wal-Mart Associates Warehouse Clubs/Supercenters 20,000 + 4 State of Utah State Government 20,000 + 5 Brigham Young University Higher Education 15,000-19,999 6 Hill Air Force Base Federal Government 10,000-14,999 7 Davis County School District Public Education 7,000-9,999 8 Smith's Food and Drug Centers Grocery Stores 7,000-9,999 9 Utah State University Higher Education 7,000-9,999 10 Aine School District Public Education 7,000-9,999 11 Granite School District Public Education 7,000-9,999 12 Northrop Grumman Aerospace 7,000-9,999 13 U.S. Department of Treasury Federal Government 7,000-9,999 14 Jordan School District Public Education 5,000-6,999 15 Amazon.com Services Courier/Express Delivery Service 5,000-6,999 16 Utah Valley University Higher Education 5,000-6,999 17 Salt Lake County Local Government 5,000-6,999 18 U.S. Postal Service Federal Government 5,000-6,999 19 The Home Depot Home Centers 5,000-6,999 20 United Parcel Service Courier/Express Delivery Service 4,000-4,999 21 The Canyons School District Public Education 4,000-4,999 22 Weber County School District Public Education 4,000-4,999 23 Delta Air Lines Air Transportation 4,000-4,999 24 ARUP Laboratories Medical Laboratory 4,000-4,999 Source: Utah Department of Workforce Services, Largest Employers by County, accessed March 2023. 16 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 1.2.2.4 Silicon Slopes The area surrounding Lehi, Utah is commonly referred to as Silicon Slopes due to its expanding tech presence. While the regional economy is not dependent on the growing tech community, it is helping to diversify the workforce in the area. The area is located south of the ASA between Salt Lake City and Provo. Most tech businesses have been searching for an optional location to the traditional Silicon Valley location in California. Utah offers lower taxes and a competitive workforce with young and highly educated individuals as compared to Silicon Valley, and is in relative proximity to Silicon Valley with a flight just under two hours. In 2014, eBay opened a 240,000-square-foot campus in Salt Lake City.Adobe chose the region as the site for its new$90 million facility in 2018 and acquired Lehi based software company, Workfront in 2020. In 2021, Micron sold its microchip plant in the region to Texas Instruments. Other major nation-wide companies with a significant presence in Silicon Slopes include Microsoft, Oracle, 1-800 Contacts, Facebook, LexisNexis, and Cisco. There are a number of additional related companies located in this area.Ancestry.com was started by two Brigham Young University graduates in 1996 and is still headquartered in Lehi, Utah. Internet retailer Overstock.com has its headquarters in Midvale, Utah. Vivint, a smart home and home security company, was founded in Provo, Utah in 1999. In December 2022, it was announced that NRG would be acquiring Vivint. Qualtrics, a cloud-based subscription software platform for experience management company, has one of its two headquarters located in Provo, Utah.American Fork is home to Domo. Domo is a cloud-based software company that specializes in business intelligence and data visualization. The expense Management and Business budgeting software, Divvy, is located in Draper, Utah. HireVue, which develops a platform used to automated workflows to allow companies to scale hiring, is headquartered in South Jordan, Utah. 1.2.3 Income Income statistics are broad indicators of the relative earning power and wealth of an area and provide a measure of the relative affluence of a region's residents and, consequently, of their ability to afford air travel. 1.2.3.1 Per Capita Personal Income Per capita personal income (PCPI) corresponds to the income per resident(total income divided by total population). Figure 1-11 provides the historical and forecasted PCPI for the Air Service Area and the U.S. from CY 2012 through CY 2030. In CY 2012, PCPI in the Air Service Area was $43,192, which was lower than the national average of$51,477. From CY 2012 through CY 2021, PCPI in the Air Service Area has increased at a CAGR of 2.9% as compared to a 1.9% CAGR for the U.S. However, the PCPI in the Air Service Area reached an estimated $55,741 in CY 2021 which was $5,222 lower than the national average. It assumed that the Air Service Area's younger population and lower share of working age population as compared to the U.S. contributes to PCPI being lower than the national average. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 117 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Figure 1-11 Historical and Forecast Per Capita Personal Income Trends (CY 2012—CY 2030) Air Service Area United States $80 Forecast No. $70 m $60 Eo 0 U PCPI in the Air Service _ $50 Area is projected to remain obelow the national average C N i O L N $40 a c M •" $30 o V � F- a $20 $10 $0 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 Source: Woods&Poole Economics, Inc., 2022 Complete Economic and Demographic Data Source, June 2022, accessed March 2023. 1.2.3.2 Household Income While PCPI is lower for the Air Service Area than the U.S., household income is greater. To understand the distribution of income within the region, households within the Air Service Area were segmented into three categories: upper-class households, middle-class households, and lower-class households. The Pew Research Center defines the upper-class as adults whose income is more than double the national median. In CY 2022, the national median household income was $69,717, so upper-class would be considered those with a household income over$139,434. For the purposes of this Report, upper-class has been defined as those with a household income of$150,000 or more. The Pew Research Center defines the middle-class as adults whose income falls between two-thirds and double the national median. For the purposes of this Report, middle-class has been defined as those with a household income of at least$50,000 but less than $150,000. Households in the middle and upper-class brackets more likely have individuals whose jobs require travel when compared to lower-class households.Additionally, upper-class households generally have more disposable income and can therefore afford more leisure travel than households in other income brackets. Figure 1-12 presents the percentage of households within each income bracket for the Air Service Area as compared to the U.S. for CY 2021.As shown, 20.3% of households in the Air Service Area were considered upper-class, which is above the national average of 17.7%.Additionally, the Air Service has a larger share of middle-class households (53.1%) compared to the U.S. (45.9%). 18 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Figure 1-12 Distribution of Household Income (CY 2021) ■Upper-Class($150K+) Middle-Class($50K-$149K) ■Lower-Class(<$50K) United States 45.9% (Median =$69,717) Air Service Area 53.1% (Median =$82,797) 0% 10% 20% 30% 40% 50% 60% 70% 80% 90% 100% Percent of Households Source: US Census Bureau, 2021:ACS 1-Year Estimates Data Profiles, accessed March 2023. 1.2.4 Gross Domestic/Regional Product Gross domestic product(GDP) and GRP are measures of the value of all final goods and services produced within a geographic area. These measures are general indicators of the economic health of a geographic area and, consequently, of the area's potential demand for air transportation services. Figure 1-13 presents the historical and forecasted GDP for the U.S. and GRP for the Air Service Area on a per capita basis from CY 2012 through CY 2030. Over the period shown, GRP for the Air Service Area on a per capita basis has been lower than that of the U.S. apart from CY 2020; however, the Air Service Area has trended much closer to the U.S. in recent years. Growth in GRP for the Air Service Area is forecasted to be minimal over the next 2 years, which is forecast to result in a slight gap between it and the U.S. per capita GDP. However, the gap is forecasted to narrow through the forecast period. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 119 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Figure 1-13 Historical Per Capita Gross Domestic/Regional Product Trends (CY 2012—CY 2030) Air Service Area United States $90 Forecast No. U $80 0 a $70 c C The gap between GRP .o U in the Air Service Area y $60 and GDP is forecasted CD N to narrow through the NN $50 forecast O 0 $40 (n O 0 _r_ $30 c M - +' $20 a M U ; y $10 a $0 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 Source: Woods&Poole Economics, Inc., 2022 Complete Economic and Demographic Data Source, June 2022, accessed March 2023. 1.2.5 Regional Tourism and Visitors In CY 2021, travelers directly spent$10.6 billion in Utah supporting approximately 130,600 total jobs.12 Nonresident visitors spent 81.9% of this amount with a majority of those visitors traveling for leisure purposes." Outdoor tourism is a major industry in the Air Service Area and for the surrounding region and the State. In general, outdoor tourism consists of two main seasons: summer and winter. However, it is not uncommon to find outdoor tourists in all months. In the summer season, the main driver for outdoor tourism is the national and State parks. In the winter, it is primarily the numerous ski resorts throughout the region. [Details on business and leisure and O vs. D to come if available] 12 Kern C.Gardner Policy Institute,The State of Utah's Travel and Tourism Industry 2021, February 2023. 13 Kern C.Gardner Policy Institute,The State of Utah's Travel and Tourism Industry 2021, February 2023. 20 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 1.2.5.1 National and State Parks Utah is home to five national parks, nicknamed 'The Mighty 5,14 which combined for 10.7 million recreation visits in CY 2019.All five of the parks provide miles of trails for hiking, backpacking, snowshoeing, cross country skiing, and horseback riding with backdrops of sweeping vistas and some of the highest concentrations of hoodoos (irregular columns of rock)found anywhere in the world. There are also 11 national places, including the Glen Canyon National Recreation Area and the Golden Spike National Monument. The COVID-19 pandemic initially caused the temporary closure of all the national parks in Utah by early April 2020.According to data from the National Park Service, the Mighty 5 had 7.8 million recreation visits in 2020, a decline of 27.4%. The parks began to reopen in May 2020. Figure 1-14 presents the monthly visits to the Mighty 5 from January 2019 through December 2022.As shown, there was a significant drop in visitors beginning in March 2020. However, visitor traffic was relatively robust in the late summer and early fall of 2020 considering much of the tourism in the U.S. was still severely impacted as a result of the pandemic. In CY 2021, visitors to the Mighty 5 exceeded pre- pandemic levels with 11.3 million. Visitors to the Mighty 5 declined in CY 2022 to 10.5 million, slightly below CY 2019 levels. Figure 1-14 Park Visitors to the Mighty 5 (January 2019—December 2022) 2022 2021 2020 2019 2.0 1.6 N i N 1.2 o Y c 0.8 cc — a 0.4 0.0 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Source: National Parks Service, National Reports, accessed March 2023. In addition to the Mighty 5 national parks, Utah has 44 state parks. In CY 2019, state park visits increased 10.6% relative to CY 2018 or from 6.7 million to 7.4 million people. Unlike the national parks, Utah's state parks saw significant growth in visits in CY 2020, receiving over 10 million visits. The growth continued into CY 2021, as Utah state parks reported a record 11.6 million visitors. In CY 2022, visitor counts declined to just under 10 million visits. 14 Mighty 5 includes Arches, Bryce Canyon,Canyonlands,Capitol Reef,and Zion. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 121 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 1.2.5.2 Ski Resorts The ski industry is another major driver of tourism in Utah. For the 2018-19 season which runs from mid- November through to April, there were 5.1 million skier days15 in Utah, the most on record. The 2019-20 season was shut down early because of the COVID-19 pandemic. However, despite the shortened season, Utah's ski resorts still saw their fourth best season on record.16 All 15 of Utah's ski areas were open for the 2020-21 season with safety protocols in place. For the 2020-21 season, ski resorts saw a record-breaking total of more than 5.3 million skier days, up nearly 3.5%from the previous record from the 2018-19 season. This trend continued in the 2021-22 season when there were 5.8 million skier days." Out of state skiers contributed $1.9 billion to Utah's economy in the 2021-22 season. [data for 2022-23 season] 1.2.5.3 Air Travel associated with the Church of Jesus Christ of Latter-day Saints [To be provided at a later date] 1.2.5.4 Other The Air Service Area is home to a rich variety of cultural, educational, and entertainment attractions including: the Utah Museum of Fine Arts; Utah Museum of Contemporary Art; Phillips Gallery; Natural History Museum of Utah; Hogle Zoo; Tracy Aviary; Fort Douglas Military Museum; Red Butte Garden; Wheeler Historic Farm; Living Planet Aquarium; The Leonardo science museum; Clark Planetarium and IMAX Theater; Discovery Gateway Children's Museum; Utah Opera; Utah Symphony; Ballet West; Repertory Dance Theatre; Pioneer Theatre Company, and others. In 2020, 116,800 people attended the annual Sundance Film Festival, held in January in Park City, Utah. Approximately 44,000 of the attendees were visitors from out of State." In 2021 and 2022, the Sundance Film Festival transitioned to a virtual event. The event provided both virtual and in-person experiences in the 2023 iteration of the festival. Other festivals and events in the Air Service Area and around the state include the Utah Shakespeare Festival, Moab Music Festival, Utah Festival Opera, Tuacahn theater series, and the Utah Arts Festival. Major professional sports teams based in the Air Service Area include the National Basketball Association's Utah Jazz, Major League Soccer's Real Salt Lake, and Major League Rugby's Utah Warriors. There are also six minor league professional teams. In February 2023, the 72nd annual NBAAII-Star Weekend was held in Salt Lake City. In 2019, there were approximately 655,000 attendees accounting for more than $330 million in direct spending at meetings/conventions/events in Salt Lake City.19 However, the meeting industry had been one of the hardest hit sectors because of restrictions implemented during the COVID-19 pandemic. Visit Salt Lake, through its "Meet In Utah" program, offered financial incentives to groups that contracted events by December 30, 2020 that were planned to be held in 2021. Through this effort, 40 events were scheduled and generated 30,182 attendees in 2021.21 Overall in 2021, conventions in Salt Lake City had 278,433 people, accounting for 716,710 room nights, generating an estimated $115.2 million in direct spending. [2022 data] 15 A skier day is defined as one person visiting a ski area for all or part of a day or night for skiing or snowboarding. 16 Ski Utah, Utah Skier Numbers Remain Promising Despite an Abrupt End to the 2019-20 Season,accessed online at https://www.skiutah.com/news/authors/pr/utah-skier-numbers-remain 17 Standard-Examiner, Utah ski resorts see record numbers during 2020-2021 winter,despite pandemic,accessed June 2021. 18 Y2 Analytics,2020 Sundance Film Festival: Economic Impact,access online at https://www.sundance.org/pdf/2020%2OSundance%2OFilm%2OFestival%2OEconomic%201 mpact%2OReport.pdf 19 Visit Salt Lake,2019 Annual Report,accessed online at https://www.visitsaltlake.com/members/member-tools/ 20 Visit Salt Lake,2021 Annual Report,accessed online at https://www.visitsaltlake.com/members/member-tools/ 22 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 On October 17, 2022, the Hyatt Regency—Salt Lake City opened. The 26-story, 700-room hotel was the final piece to expansion of the City's meeting and convention area. It is situated next to the convention center to allow for easy access for convention attendees staying at the hotel. The hotel offers 60,000 square feet of indoor meeting space and 7,400 square feet of outdoor event space. In February 2023, the Outdoor Retailer Snow Show returned to Salt Lake City after five years in Denver, Colorado. Visit Salt Lake provides a list of conventions with attendance of 50 persons or more, and major exhibitions and events attracting significant attendance from out of town. From April 2023 through December 2023, there are currently 51 such events and conventions boosting an estimated attendance of nearly 225,000 people. Most notable of these are the USA Volleyball 2023 Salt Lake City Showdown, the 2023 Salt Lake City Marathon, 2023 FitCon, 2023 Boys'Junior Volleyball National Championships, the Young Living 2023 International Grand Convention, and the doTERRA 2023 Annual Convention. 1.2.6 Summary Table 1-4 presents a summary of CY 2021 and CY 2030 economic variables for the Air Service Area and for the U.S. including population, employment, personal income, and gross regional and domestic product. With the exception of per capita GDP/GRP which are forecast to increase at the same rate, growth expectations for these variables are higher in the Air Service Area than in the U.S. Notably, personal income, population, and employment are projected to have stronger growth rates in the Air Service Area, thus indicating the ongoing capacity of the Air Service Area to continue to generate demand for air travel services during the projection period for this Report. Table 14 Passenger Demand Forecast Variables (CY 2021 —CY 2030) Actual Forecast CAGR2 Variable' Region 2021 2030 2021-2030 Population Air Service Area 2,746 3,081 1.3% (In Thousands) United States 331,894 352,070 0.7% Total Employment Air Service Area 1,844 2,219 2.1% (In Thousands) United States 201,624 231,986 1.6% Per Capita Personal Air Service Area $55,741 $64,731 1.7% Income United States $60,963 $70,635 1.6% Air Service Area $67,481 $76,902 1.5% Per Capita GDP/GRP United States $67,849 $77,252 1.5% ' All dollar amounts are in 2021 dollars. 2 CAGR=Compound annual growth rate. Source: Woods& Poole Economics, Inc., Complete Economic and Demographic Data Source, June 2022, accessed March 2023. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 123 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 2 Air Service and Air Traffic Analysis This chapter describes and evaluates the state of air service at the Airport, analyzes historical trends in air traffic, identifies key factors that generally affect demand for air travel, and provides projections of air traffic activity. 2.1 Air Service at the Airport The following sections evaluate current air service capacity and operating performance for the primary passenger airlines serving the Airport. The Airport's overall O&D market is also assessed at the market level, comparing performance with prior years. Because of Delta's significant presence at the Airport, the airline is evaluated in greater detail. The Airport's role as a connecting hub for Delta when compared to other U.S. hubs is examined. To the extent airline market data and related information is available, impacts associated with the COVID-19 pandemic are also identified. 2.1.1 Airlines Operating at the Airport The Airport has historically experienced diverse air service from the primary U.S. airlines.As of March 2023, the Airport had scheduled passenger service by four U.S. network airlines,21 two low-cost carriers (LCCs),22 two ultra- low-cost carriers (ULCCs),23 and four foreign flag airlines.All domestic carriers have maintained service, albeit at lower levels in terms of seats and number of destinations since the onset of the COVID-19 pandemic. Table 2-1 provides a list of the scheduled passenger and all-cargo airlines that served the Airport as of March 2023. To illustrate specific trends in changes to the passenger market share, Table 2-2 provides the enplaned passengers by airline with the associated market share from FY 2018 through FY 2022. In FY 2018, Delta accounted for 70.3% of the total enplaned passengers at the Airport. From FY 2018 through FY 2019, Delta continued to increase its passenger market share at the Airport while the passenger market share of most of the other domestic airlines remained relatively constant through this period.Although Delta's number of enplaned passengers declined in FY 2020 primarily because of the impacts related to the COVID-19 pandemic during the last several months of FY 2020, its passenger market share at the Airport increased. Delta accounted for 72.9% of the total enplaned passengers in FY 2020. In FY 2022, Delta accounted for 73.4% of the enplaned passengers. Delta and Southwest are the only airlines that have provided continuous service and had a higher market share in FY 2022 than in FY 2019. In FY 2022, Spirit Airlines began service at the Airport. For FY-to-date 202324, market share has shifted as a result of the introduction of Spirit Airlines and the resumption of international passenger service from KLM and Aeromexico. Delta's FY-to-date market share is down to 72.0% from 73.4% in FY 2022.A similar trend is shown for nearly all of the airlines that have provided continuous service with the exception of Southwest and JetBlue. FY-to-date, Spirit's market share is at 1.6%, up from 0.2%from FY 2022 when the airline started service at the Airport. KLM and Aeromexico, combined, accounted for 0.5% of the enplaned passengers through January 2023. 21 For the purposes of this Report,Alaska Airlines,American Airlines, Delta Air Lines and United Airlines are considered network airlines. 22 For the purposes of this Report,Southwest Airlines and JetBlue Airways are considered low-cost carriers. 23 For the purposes of this Report, Frontier Airlines and Spirit Airlines are considered ultra-low-cost-carriers. 24 FY-to-date is currently through January 2023. 241 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Table 2-1 Airlines Serving the Airport(as of March 2023) Passenger Airlines U.S. Network Low-Cost Ultra-Low-Cost Regional/Commuter Foreign Flag Passenger Carriers Passenger Carriers Passenger Carriers Passenger Airlines Passenger Airlines (4) (2) (2) (4) (4) Alaska Airlines JetBlue Airlines' Frontier Airlines Horizon Aire Aeromexico American Airlines Southwest Airlines Spirit Airlines' Mesa Airlines3,4 Air Canada Delta Air Lines Envoy Air3 Eurowings Discover United Airlines SkyWest45 KLM Royal Dutch Airlines All-Cargo Airlines (10) Air Transport Amerijet International, Inc. Alpine Aviation Ameriflight, LLC International Corporate Air Southern Air United Parcel Empire Airlines FedEx Northern Air Cargo (operates DHL Service Express service) ' In October 2022, Spirit Airlines shareholders approved a new merger agreement with JetBlue Airways,which would create the fifth largest airline in the U.S.This merger is being challenged by the U.S. Department of Justice. 2 Doing business as Alaska Airlines 3 Doing business as American Eagle 4 Doing business as United Express 5 Doing business as Delta Connection Sources: Cirium, Diio Mi, Schedule—Dynamic Table, accessed March 2023(passenger airlines); Department(all-cargo airlines), access March 2023. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 125 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Table 2-2 Historical Airport Enplaned Passenger Market Share (FY 2018-FY 2022) Enplaned Passengers (In Thousands) Market Share Airline FY 2018 FY 2019 FY 2020 FY 2021 FY 2022 FY 2018 FY 2019 FY 2020 FY 2021 FY 2022 Delta Air Lines 8,729 9,432 7,365 5,592 9,403 70.3% 72.0% 72.9% 72.5% 73.4% Southwest Airlines 1,310 1,300 982 758 1,327 10.5% 9.9% 9.7% 9.8% 10.4% American Airlines 775 740 555 520 688 6.2% 5.7% 5.5% 6.7% 5.4% United Airlines 608 663 475 350 596 4.9% 5.1% 4.7% 4.5% 4.7% Alaska Airlines 379 333 253 182 295 3.1% 2.5% 2.5% 2.4% 2.3% JetBlue Airways' 363 358 274 113 249 2.9% 2.7% 2.7% 1.5% 1.9% Frontier Airlines 243 263 191 194 217 2.0% 2.0% 1.9% 2.5% 1.7% Spirit Airlines' 0 0 0 0 21 0.0% 0.0% 0.0% 0.0% 0.2% Other 13 2 1 0 6 0.1% 0.0% 0.0% 0.0% 0.0% Total 12,420 13,090 10,096 7,710 12,802 100.0% 100.0% 100.0% 100.0% 100.0% Note: Amounts may not add because of rounding. ' In October 2022, Spirit Airlines shareholders approved a merger proposal with JetBlue Airways.This merger is being challenged by the U.S. Department of Justice. Source: Salt Lake City Department of Airports, accessed March 2023. 26 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 2.1.2 Current Nonstop Service The Airport's passenger operations have historically peaked during the summer months. In July 2019, there was nonstop service to 99 markets (88 domestic and 11 international)from the Airport. Nonstop service to many markets was suspended in 2020 and 2021 because of the impacts associated with the COVID-19 pandemic.As of March 2023, there is scheduled service to 95 markets (83 domestic and 12 international)from the Airport.25 Figure 2-1 and Figure 2-2 provide a breakdown of the scheduled domestic and international nonstop markets at the Airport. 2.1.3 Origin and Destination Markets Table 2-3 provides information regarding the Airport's top domestic O&D markets, including the number of daily O&D enplaned passengers for year-end (YE)26 March 2020 and YE September 2022. The table also presents daily departing seats. For example, the Los Angeles Basin market (the largest O&D market served from the Airport) had an average of 3,532 daily O&D enplaned passengers with 4,024 total nonstop departing seats to the market during YE September 2022. The table helps to illustrate how the Airport's air travel demand has changed since the start of the COVID-19 pandemic. Overall, O&D enplaned passengers at the Airport were up 4.4%for YE September 2022 as compared to YE March 2020 levels despite a decline in nonstop scheduled seats.As shown, leisure markets during YE September 2022, such as those in Florida, are up from YE March 2020 levels.Another important distinction for these leisure destinations is that they are served by LCCs and ULCCs. ULCC traffic has been the leading driver of growth in these leisure markets in recent years. The Airport's top O&D international markets are Cancun, Mexico; London, England; and Vancouver, Canada and each have nonstop service. The largest O&D international market currently not served with direct service from the Airport is Rome, Italy. 25 Some service is seasonal and may not operate in any given month. 26 Year-end(YE)refers to the 12-month period ended during the month presented. For example,YE March 2020 refers to the period of April 2019 through March 2020. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 127 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Figure 2-1 Nonstop Domestic Destinations at the Airport • Year-Round Seasonal •SEA --- • E •FCA •.PD •PSC/LWS • •GTF SO •HLN •EUG•RDM •BT•M L BZN •BIL 1�~ WY AC •MFR •BOI•SUN I • SP OS • •J TWF• PIH•ID� *CPR MKE • TW •EKO' ORD •yI►R •SMF�•RNO *S •OMA PH • SFO OAK *DEN • SaIC *FAT •CNY •COS Cl •CVG *CDC � STL SG U•---- •LAS •RDU BUR •BNA LAX4,•ONT OTUL CLT SN,AL•GB•PSP •ABQ •OKC •-ME SAN* •PHX •ATL •TUS DFW%DAL Alaska O �,HNL •AUS IAH ! • J, a�GG •SAT •YdOU • O NC }G ,R TP Hawaii\ S yam. � • I, A FILL Source: Cirium, Diio Mi, Schedule—Dynamic Table, accessed March 2023 28 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Figure 2-2 Nonstop International Destinations at the Airport • Year-Round 1 Seasonal o� 0 ` o �� •YYC S CFRA YVR •CD �cr *SLC e PVAO •GDL. 'Cun MEX to a= a dh• v I Source: Cirium, Diio Mi, Schedule—Dynamic Table, accessed March 2023. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 129 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Table 2-3 Top-25 Domestic O&D Markets from the Airport (sorted based on YE September 2022 O&D Enplaned Passengers) O&D Enplaned Passengers Nonstop Scheduled Departing Per Day Seats Per Day YE YE YE March September Percent YE September Percent Region Airports Served 2020 2022 Change March 2020 2022 Change Los Angeles LAX, LGB, BUR, 2,229 2,352 5.5% 4,038 4,024 -0.4% LGB,ONT San Francisco SFO,OAK, SJC 1,228 1,003 -18.3% 2,810 2,398 -14.7% Bay Phoenix PHX 837 962 15.0% 2,019 1,765 -12.6% New York/ JFK, EWR 933 913 -2.2% 1,563 1,366 -12.6% Newark Denver DEN 915 899 -1.8% 2,468 2,743 11.1% Las Vegas LAS 647 749 15.8% 1,630 1,772 8.7% Orlando MCO 474 717 51.2% 660 1,006 52.4% Dallas/ DFW, DAL 591 693 17.2% 1,638 1,918 17.1% Ft.Worth Seattle SEA 683 641 -6.1% 1,848 1,643 -11.1% San Diego SAN 695 630 -9.3% 1,129 1,023 -9.4% Hawaii HNL,OGG 465 589 26.8% 278 351 26.6% Baltimore/ BWI, DCA, IAD 614 549 -10.6% 774 610 -21.3% Washington Chicago ORD, MDW 488 506 3.6% 1,375 1,287 -6.4% Southeast FILL, MIA 344 475 38.2% 324 545 68.6% Florida Atlanta ATL 447 439 -1.7% 1,801 1,628 -9.6% Houston IAH, HOU 356 418 17.4% 679 798 17.6% Boston BOS 409 412 0.9% 553 544 -1.5% Portland PDX 438 391 -10.7% 1,121 988 -11.9% Austin AUS 286 285 -0.5% 452 573 26.8% Sacramento SMF 262 267 2.0% 696 716 3.0% Minneapolis/ MSP o 0 St. Paul 260 252 -3.1 /0 941 850 -9. /o 6 Detroit DTW 205 216 5.5% 735 782 6.4% Nashville BNA 151 207 37.2% 226 295 30.3% Tampa/ TPA 150 195 30.2% 149 190 28.1% Clearwater Charlotte CLT 144 194 34.4% 322 399 23.9% Top 25 14,250 14,954 4.9% 30,227 30,215 0.0% Others 4,542 4,672 2.9% 9,769 8,998 -7.9% Total 18,792 19,627 4.4% 39,996 39,213 -2.0% Notes: Airports served indicates that the airport was provided with scheduled service during YE September 2022. Source: US DOT Reports DB1A; US DOT T100 Report, accessed via Cirium, Diio Mi, accessed March 2023. 30 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 2.1.4 Airline Revenue Performance at the Airport Airline performance at an airport can be measured primarily by four key airline revenue metrics: revenue per available seat mile, load factor, and yield. Each of these airline metrics are summarized below. ■ Revenue per available seat mile (RASM)— RASM is the unit metric used by airlines, expressed in cents, to measure the amount of revenue received for each available seat mile (ASM).ASMs are measured by airlines for the purpose of determining capacity; one ASM unit equates to one seat flying one mile. For example, an aircraft with 100 seats operating on a route of 1,000 miles would equate to 100,000 ASMs. For the purposes of this analysis, RASM only measures passenger revenue derived from air fares and does not include other revenues received by airlines such as baggage fees. ■ Load factor—Load factor measures how an airline is performing on a specific route or in aggregate in terms of filling its available seat capacity. Load factor is calculated as total revenue passenger miles (RPMs)divided by ASMs. RPMs are the general airline metric for measuring the number of miles traveled by paying passengers. For example, a revenue passenger flying one mile equates to one RPM. • Yield—The last measure is airline yield, represented by revenue per passenger mile (RPM). Yield (or RPM) is like RASM, however, yield measures revenue for each passenger-mile sold (RASM measures revenue for each passenger-mile available to be sold). Yield is the industry measurement for price, while load factor is a volume-related measurement. RASM factors in both and, thus, is considered the key airline revenue metric. In general, the higher the RASM or yield the more profitable an airline is assuming that the number of ASMs remain constant over time. Since an airline's revenue does not necessarily increase proportionately with the distance it flies, both RASM and yield will typically decrease as the overall length of the trip or stage length increases. Therefore, if an airline increases its overall stage length, it should be expected that RASM and yield will decrease. To account for this, RASM and yields have been adjusted based on the airline's average stage length. For the purposes of this Report and to normalize for varying stage lengths, all stage length adjusted (SLA)27 values are expressed in a base of 1,000 miles. Table 2-4 compares key airline revenue metrics for all U.S airlines and the three largest network airlines serving the Airport in YE March 2020 versus YE September 2022. Key airline revenue metrics exhibited some decreases during the COVID-19 pandemic. However, as shown for YE September 2022, key airline revenue metrics for the Airport are better than the national average and better those for the Airport prior to the COVID-19 pandemic. Note that the data presented does not include airline ancillary fees for items such as ticket changes, checked bags, priority seating, etc., as this data is not available by airport. Over the years, U.S. airlines have realized significant revenues from these ancillary fees. 27 Stage length adjustments are a common practice used to normalize comparisons of passenger yields and revenue per available seat mile. Stage length adjustments for 1,000 miles are made using the formula: SLA Value=Value*(observed length of haul/1000)1.e Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 131 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Table 2-4 Key Airline Revenue Metrics at the Airport(YE March 2020 vs.YE September 2022) SLA Passenger RASM Load Factor SLA Yield YE YE YE YE September YE September YE September Airline March 2020 2022 March 2020 2022 March 2020 2022 Delta Air 13.30 14.60 85% 86% 15.70 17.20 Lines Southwest 9.10 9.10 80% 82% 11.50 11.20 Airlines American 11.90 13.70 83% 88% 14.40 15.60 Airlines Airport 12.40 13.60 84% 85% 14.90 16.10 Average National 11.80 11.90 82% 81% 14.60 14.70 Average Notes: Data include regional affiliates, as applicable, and do not include airline ancillary fees such as charges for checked baggage, etc. SLA Value=Value*(observed length of haul/1,000)0.5 Source: Cirium, Diio Mi: US DOT Reports D131A and T100, accessed March 2023. 2.1.5 Delta Air Lines Operations at the Airport Delta, including its regional affiliates, is the dominant airline at the Airport, historically accounting for at least 70% of the Airport's enplaned passengers. The Airport is important in serving O&D traffic and is also one of Delta's primary connecting hubs along with Hartsfield-Jackson Atlanta International Airport(ATL), Minneapolis-St. Paul International Airport (MSP), and Detroit Metropolitan Wayne County Airport(DTW). Table 2-5 provides the scheduled departing seats for Delta's top 10 airports in the U.S by departing seats for YE March 2018, YE March 2020, and YE March 2023.As shown, the Airport had approximately 11.0 million scheduled departing seats during YE March 2020, which ranked it as Delta's fourth largest airport in the U.S. In YE March 2023, the Airport maintained its number four ranking; however, it has moved closer to the top three airports. Delta has almost fully recovered at the Airport in terms of seating capacity from prior to the COVID-19 pandemic. Departing seats at the Airport are scheduled to reach more than 10.7 million in YE March 2023, 2.0% below the YE March 2020 level. Only two airports in Delta's top 10 (Boston and Orlando) are scheduled to have more seats in YE March 2023 than in YE March 2020. [aircraft gauge to be reviewed and included if applicable] 32 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Table 2-5 Delta's Top 10 Airports Based on Scheduled Departing Seats (YE March 2018,YE March 2020, and YE March 2023) Departing Seats Percent Change YE March YE March YE March Rank Airport Code 2018 2020 2023 2018-20 2020-23 1 Atlanta ATL 47,554,353 49,642,305 42,585,034 4.39% -14.22% 2 Minneapolis/St. Paul MSP 15,785,584 16,304,674 13,376,762 3.29% -17.96% 3 Detroit DTW 15,416,603 16,457,242 12,736,515 6.75% -22.61% 4 Salt Lake City SLC 9,704,690 10,951,178 10,729,212 12.84% -2.03% 5 New York-JFK JFK 9,786,275 10,806,085 10,193,809 10.42% -5.67% 6 New York-LGA LGA 7,655,678 8,332,309 7,941,137 8.84% -4.69% 7 Los Angeles LAX 7,863,072 8,326,197 7,478,946 5.89% -10.18% 8 Seattle SEA 6,133,392 7,354,029 6,888,504 19.90% -6.33% 9 Boston BOS 3,829,246 5,189,122 5,881,134 35.51% 13.34% 10 Orlando MCO 3,514,162 3,682,619 3,796,146 4.79% 3.08% Source: Diio Mi, Schedule—Dynamic Table, accessed April 2023. 2.1.5.1 Delta's O&D Passenger Traffic at the Airport The size of the Airport's O&D market is a key consideration in being a hub for Delta.As shown in Table 2-6, Delta achieved almost$2.9 million in estimated revenue per day on a roundtrip basis at the Airport in YE September 2022. The Airport was the 6th largest domestic market in Delta's network based upon both O&D passengers and revenue for YE September 2022, up from 71h in FY 2019. Table 2-6 Delta's Top Ten Domestic O&D Markets Based on Estimated Revenue (YE September 2022) Roundtrip Revenue O&D Passenger Average Per Day Rank Airport Code Per Day One-Way Fare (In Thousands) Yield 1 Atlanta ATL 29,948 $228 $6,841 0.210 2 Minneapolis/ MSP 15,411 $232 $3,574 0.180 St. Paul 3 Detroit DTW 14,865 $246 $3,650 0.200 4 New York-JFK JFK 13,834 $283 $3,911 0.140 5 Los Angeles LAX 12,612 $261 $3,295 0.150 6 Salt Lake City SLC 12,308 $233 $2,864 0.18¢ 7 New York-LGA LGA 11,546 $171 $1,976 0.200 8 Boston BOS 9,943 $233 $2,321 0.160 9 Seattle SEA 8,475 $263 $2,231 0.150 10 Orlando MCO 8,243 $209 $1,725 0.160 Source: Cirium, Diio Mi: US DOT Reports D131A, accessed March 2023. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 133 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Figure 2-3 presents the percentage of O&D enplaned passengers for Delta's traffic at its key"interior" connecting hub airports including ATL, MSP, DTW, and the Airport. Interior hubs are considered to be those hub airports that are geographically located within the interior of the U.S. and not on either the U.S. east or west coasts.As shown, 48.5% of Delta's enplaned passengers at the Airport were O&D passengers in the third quarter of CY 2022.As presented in Figure 2-3, O&D traffic tends to peak as a percentage during the first quarter of the CY and drop off modestly in the second and third quarters. Delta's percentage of O&D traffic has generally trended with its other major connecting hubs at MSP and DTW; however, has been somewhat lower in recent quarters. Delta's share of O&D traffic at the Airport was also well above that for its ATL hub. However, given ATL's role as Delta's largest global connecting hub airport, comparisons to ATL are not as relevant as the other hub comparisons. Per discussions with Delta staff over the years, serving large O&D markets and maintaining a ratio of approximately 40% to 50% of O&D traffic at its primary connecting hubs, except for ATL, is considered to be a sustainable balance for its network. Over the past two decades, other Delta connecting hubs that served much smaller local O&D markets that were unable to sustain a similar share of O&D passenger traffic were either significantly downsized or discontinued as connecting hubs within Delta's network. It is important to note that at the Airport, the share of O&D traffic declined significantly in the second through the fourth quarter of CY 2020 and CY 2021, before recovering during the first quarter of the following year.Although, this trend existed prior to the COVID-19 pandemic, it was not as pronounced. However, in CY 2022, the decline is more indicative of typical seasonality. Figure 2-3 Delta's Percent of O&D Enplaned Passengers at Interior Connecting Hubs (2018 Q4—2022 Q3) SLC MSP DTW ATL 70% 60% �f 50% _ N U) N d40% 0 c� Q 30% 0 � w � 20% O 10% 0% 2018 2019 2019 2019 2019 2020 2020 2020 2020 2021 2021 2021 2021 2022 2022 2022 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Source: Cirium, Diio Mi: US DOT Reports D131A and T100, accessed March 2023. 34 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 2.1.5.1 Delta's Connecting Traffic at the Airport The Airport provides Delta a strategic presence in the western U.S. allowing for connectivity to and from the U.S. Mountain-West and Pacific regions. Figure 2-4 presents the U.S. regions used for our analysis of Delta's connecting traffic. Figure 2-4 United States Regions MIDWEST WEST Pr w NORTHEAST WEST 1`4.11TH CENTttAL NEW PACIFIC NGLAND CA • c: y s SOUTH Source: U.S. Census Bureau, Census Regions and Divisions of the United States. The Airport is a critical connecting hub for those passengers that begin their journey in the West. For YE September 2022, 10.3 million passengers originated in the West and were connected through one of Delta's major hubs. Passengers originating from the West accounted for 25.4% of the passengers connecting at Delta's major hubs, which is the second largest region of origin. Figure 2-5 graphically depicts the traffic flow from the West through each of Delta's connecting hubs to the destination's region. The Airport handled 2.8 million of the 10.3 million passengers (27.3%)of the connecting passengers from origins in the West, second only to ATL. Nearly half(46.9%) of those 2.8 million passengers concluded their journey in the West region. The 1.3 million West-to-West connecting passengers through the Airport is more than half of all West-to-West connections and almost double that of SEA, the second largest airport in terms of handling such connections. The Airport is also second to ATL for all connections from the West to all other regions in the U.S. Table 2-7 provides the detailed number of connecting passengers at each of Delta's connecting hubs. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 135 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Figure 2-5 Traffic Flows Through Delta Connecting Hubs (YE September 2022) ATL South West West MSP Midwest SEA Northez LAX r` DTW t International Source: Cirium, Diio Mi: US DOT Reports DB1A, accessed March 2023. 36 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Table 2-7 Delta Connecting Passengers by Hub by Region (YE September 2022) Enplaned Passengers (In Thousands) Origin Destination Connecting Hub Region Region SLC DTW ATL MSP SEA LAX Total West West 1,306 0 21 11 720 266 2,324 Midwest 403 195 212 772 148 109 1,839 Northeast 145 296 340 259 76 47 1,163 South 804 234 2,234 469 193 237 4,171 International 152 45 243 70 166 127 803 Total 2,810 770 3,050 1,580 1,303 787 10,300 Midwest West 390 201 197 768 147 115 1,818 Midwest 0 167 40 332 0 0 539 Northeast 0 277 102 111 0 0 490 South 1 504 2,071 417 0 0 2,993 International 8 115 437 113 18 16 707 Total 399 1,264 2,847 1,741 165 131 6,547 Northeast West 151 306 326 254 71 49 1,158 Midwest 0 298 106 111 0 0 515 Northeast 0 13 0 0 0 0 13 South 1 233 1,326 10 0 1 1,570 International 2 39 248 19 12 12 330 Total 154 889 2,006 395 83 61 3,587 South West 790 224 2,255 471 188 231 4,159 Midwest 1 509 2,103 433 0 0 3,046 Northeast 1 226 1,330 13 0 0 1,570 South 0 117 6,305 13 0 0 6,435 International 11 123 1,265 65 31 32 1,526 Total 804 1,199 13,258 994 220 263 16,737 International West 148 47 248 68 161 116 788 Midwest 7 113 415 108 19 14 676 Northeast 1 34 250 16 13 11 327 South 11 124 1,219 62 31 25 1,472 International 3 10 145 7 16 16 197 Total 170 327 2,277 262 240 183 3,460 Grand Total 4,336 4,449 23,438 4,971 2,011 1,425 40,631 Note: Totals may not equal due to rounding. Source: Cirium, Diio Mi: US DOT Reports D131A, accessed March 2023. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 137 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Delta's other major airport operations in the western U.S. are on the West Coast at Seattle-Tacoma International Airport(SEA) and Los Angeles International Airport(LAX). Both airports are also considered key Delta gateways to Asia. Other than serving the major U.S. West Coast corridor markets, the geographic locations of SEA and LAX on the U.S. West Coast are considered a disadvantage in operating efficient domestic connecting traffic flows throughout the western region of the U.S. While there is some overlap in Delta's service provided to larger West Coast markets from the Airport, SEA, and LAX, these three airports generally do not compete with one another, as each airport serves distinct markets and regions not served by the others.Additionally, with the Airport's central location within the western U.S., it serves as an efficient connecting point for Delta passengers to or from both SEA and LAX to the eastern U.S. Both LAX and SEA are considered primarily O&D airports for Delta, although their geographic locations also offer the opportunity to provide connections to trans-Pacific, Mexican, and Canadian international markets, and larger markets along the U.S. West Coast. LAX and SEA also serve as a connecting point for traffic to and from the Airport to Alaska and Hawaii, although Honolulu is served nonstop from the Airport, and Maui and Anchorage have been seasonally served nonstop markets from the Airport as well. Figure 2-6 depicts the top 25 markets with passengers connecting through the Airport, SEA, and LAX.As shown, the top airport destinations for passengers that connect through SLC consist of major markets along the West Coast, smaller airports within the U.S. Mountain-West, other Delta connecting hubs, and larger O&D markets in the eastern U.S. In particular, the Airport provides Delta's primary access to several smaller Mountain-West and western markets such as Boise, Reno, Bozeman, Glacier Park, Idaho Falls, and Billings, among others. It is important to note that many of these markets experienced passenger growth during the first few years of the COVID-19 pandemic as they, along with the Airport, offer leisure/outdoor recreation activities and were popular destinations. These are also markets that, for the most part, Delta could not efficiently serve via any of its other hub airports. In general, the only other viable option for efficient connectivity in the U.S. Mountain-West is Denver International Airport(DEN). However, Denver appears to be an unlikely alternative for Delta given that three other airlines (United Airlines, Southwest Airlines, and Frontier Airlines)already operate hubs and/or focus city operations there. To further illustrate this point, Table 2-8 presents the top 25 airports where passengers either began or ended their trips while connecting through these U.S. West Coast hubs on Delta for YE September 2022.As shown, Delta's top 25 connecting markets through the Airport account for about half(52.1%)of Delta's total connecting passengers and the Airport, with most of the markets being located in the Mountain-West or western portion of the U.S. By comparison, the top airport where most passengers either begin or end their trips on Delta while connecting through either SEA or LAX are Anchorage (ANC) and Honolulu (HNL), respectively. The majority of other passenger connections at SEA or LAX are generally to airports that are most proximate to those hubs, relative to the other hubs. For example, 26.6% of passengers connecting at SEA on Delta either begin or end their trip in Anchorage, Portland, Spokane, Fairbanks, or Vancouver. Similarly, for LAX, 23.2% of passengers begin or end their trips in Hawaii, Las Vegas, or San Francisco. Overall, Delta's top 25 connecting markets through SEA or LAX account for more than 56% of Delta's total connecting passengers indicating that the top connecting markets at SEA and LAX are more concentrated as a share of the connecting passengers than the top connecting markets at the Airport, thus indicating that Delta's connecting traffic at the Airport is more diverse than its connecting traffic in SEA and LAX. 38 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Figure 2-6 Delta's Top 25 Connecting Markets at the Airport, LAX, and SEA(YE September 2022) EA � A� a Y. .,o Source: Cirium, Diio Mi: US DOT Reports D131A, accessed March 2023. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 139 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Table 2-8 Delta Top 25 Airports with Passengers Connecting at West Coast Hubs (YE September 2022) Salt Lake City Los Angeles Seattle-Tacoma International Airport International Airport International Airport Airport Share of Airport Share of Airport Share of Code Passengers Code Passengers Code Passengers PDX 3.4% HNL 8.3% ANC 10.1% LAS 3.0% LAS 4.6% PDX 6.6% SEA 2.7% SFO 4.4% GEG 4.3% LAX 2.6% OGG 3.4% FAI 3.3% GEG 2.5% KOA 2.5% YVR 2.3% BOI 2.5% PHX 2.4% BOI 2.2% SMF 2.5% SMF 2.3% EUG 2.0% BZN 2.2% SEA 2.3% LAS 2.0% PHX 2.2% SLC 2.1% PHX 2.0% SAN 2.2% LIH 2.0% HNL 1.9% DEN 2.1% SYD 2.0% PSC 1.9% SFO 2.1% PDX 1.9% SMF 1.9% RNO 2.0% SJC 1.9% SAN 1.8% ATL 1.9% ORD 1.7% RDM 1.8% MCO 1.9% DEN 1.6% LAX 1.7% IDA 1.8% OAK 1.6% SLC 1.7% MSP 1.7% JFK 1.5% SFO 1.7% DFW 1.7% DFW 1.5% JNU 1.6% SJC 1.7% RNO 1.4% MFR 1.4% DTW 1.6% IAH 1.3% BOS 1.4% FCA 1.6% MCO 1.3% MSP 1.4% ONT 1.6% ATL 1.3% KOA 1.4% OAK 1.6% AUS 1.2% DEN 1.4% JAC 1.6% EWR 1.1% OGG 1.3% MCI 1.5% TUS 1.1% MCO 1.2% Other 47.9% Other 43.1% Other 39.7% Total 100.0% Total 100.0% Total 100.0% Source: Cirium, Diio Mi: US DOT Reports D131A, accessed March 2023. 40 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Connecting traffic at the Airport has fared better in recent years than Delta's other interior hubs prior to the COVID-19 pandemic. From FY 2015 through FY 2019, the Airport had a 7.8% growth in connecting passengers. ATL was the only other interior hub with positive growth in connecting passengers at 1.5%. The Airport has also had the fastest recovery from the COVID-19 pandemic in connecting passengers among Delta's interior hubs. In FY 2022 while still not recovered back to FY 2019 levels, connecting passengers were 97.9% of FY 2015 levels, significantly better than ATL's 79.6%, MSP's 64.6%, and DTW's 61.3%. Figure 2-7 provides a depiction of connecting passengers at Delta's interior hubs indexed FY 2015. Figure 2-7 Delta's Connecting Enplaned Passengers at Interior Connecting Hubs (FY 2015— FY 2022) SLC DTW ATL MSP 120 100 a� N N 80 EM a W N c .o W = 60 a� W — 0 40 a� c �j 20 0 FY 2015 FY 2016 FY 2017 FY 2018 FY 2019 FY 2020 FY 2021 FY 2022 Source: Cirium, Diio Mi: US DOT Reports D131A and T100, accessed March 2023. 2.1.5.2 Delta's Financial Information Delta currently has 919 aircraft in its fleet. The airline has orders for 59 130-seat Airbus A220-300, 130 194-seat Airbus A321 neo, 18 281-seat Airbus A330-900, 16 306-seat Airbus A350-900, and 100 182-seat Boeing 737 Max 10.28 Delta Air Lines is expecting to fully retire the Boeing 717-200 aircraft by December 2025. 28 Information gathered from airline's website, Boeing's Orders&Deliveries,and Airbus'Orders and Deliveries,accessed March 2023. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 141 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 In the first quarter of CY 2020, Delta had an operating margin29 of 11.5%, the highest among the network carriers. However, Delta was impacted financially by the impacts associated with the COVID-19 pandemic in the subsequent quarters having the lowest operating margin of any the network carriers. In the first quarter of 2021, the operating margin for Delta was -106.4%, by far the worst margin among network carriers. However, financial recovery has been strong over the past six quarters as Delta achieved an operating margin of 7.4%for the fourth quarter of 2022.31 2.2 Air Traffic Activity and Trends This section analyzes historical trends in air traffic activity at the Airport including enplaned passengers, aircraft operations, and landed weight. It also discusses the primary factors affecting these trends. This section identifies, to the extent data is available, air traffic trends at the Airport that have been impacted by the COVID-19 pandemic. 2.2.1 Enplaned Passengers Passenger activity at an airport drives numerous revenues and financial measures including such items as non- airline revenues (e.g., parking, rental cars, terminal concessions, etc.), Passenger Facility Charge (PFC) revenues, rental car Customer Facility Charge (CFC) revenues, and FAAAirport Improvement Program (AIP) entitlement grant distributions. Enplaned passengers are also the denominator for airline cost per enplaned passenger(CPE). The relationship of the enplaned passengers to the Airport's financial performance is discussed in more detail in Chapter 4 of this Report. Table 2-9 presents the historical enplaned passengers at the Airport categorized by domestic and international for the period of FY 2012 through FY 2023 year-to-date. 2.2.1.1 FY 2012— FY 2019 From FY 2012 through FY 2019, enplaned passenger traffic at the Airport experienced a generally consistent upward trend. Enplaned passengers at the Airport increased from approximately 10.1 million in FY 2012 to approximately 13.1 million in FY 2019, representing a CAGR of 3.7%. Since the Airport predominantly serves domestic traffic, the majority of the increase in passenger levels was domestic. However, international enplaned passengers have increased at a significantly faster rate from FY 2012 to FY 2019 as compared to domestic enplaned passengers (a CAGR of 14.4%versus 3.4%, respectively). Domestic O&D traffic has been the segment most attributable to passenger growth in recent years. From FY 2012 through FY 2019, domestic O&D passengers increased at a CAGR of 5.5% compared to 1.0% in domestic connecting passengers. Nearly 80% of the growth in total passengers from FY 2012 through FY 2019 was domestic O&D passengers. This increase in O&D traffic led to a shift in the overall percentage of O&D passengers at the Airport over that period. In FY 2012, approximately 51% of total passengers at the Airport were O&D but in FY 2019, approximately 58% of total passengers at the Airport were O&D.As shown on Table 2-9, domestic O&D enplaned passengers in FY 2022 exceeded FY 2019 levels. 29 Operating margin is the percentage of revenue a company retains after adjusted for expenses. 30 2022 SEC 10-Q filing for Delta Air Lines accessed November 2022. 42 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Table 2-9 Historical Enplaned Passengers (FY 2012— FY 2022 and FY 2023 Year-to-Date) Fiscal Domestic Domestic Year-Over-Year Year O&D Connecting International Total Growth Rate FY 2012 5,047,049 4,869,600 208,437 10,125,086 FY 2013 5,207,779 4,665,420 169,577 10,042,776 -0.8% FY 2014 5,238,496 4,876,640 179,558 10,294,694 2.5% FY 2015 5,646,557 4,963,342 223,809 10,833,708 5.2% FY 2016 6,003,089 4,984,784 305,138 11,293,011 4.2% FY 2017 6,458,910 4,958,050 433,260 11,850,220 4.9% FY 2018 6,988,693 4,940,863 490,647 12,420,203 4.8% FY2019 7,324,128 5,231,588 534,346 13,090,062 5.4% FY 2020 5,694,554 4,018,891 382,287 10,095,732 -22.9% FY 2021 4,240,934 3,293,039 176,380 7,710,353 -23.6% FY 2022 7,416,912 4,960,059 425,247 12,802,218 66.0% FY 2022 YTD1 8,337,844 FY 2023 YTD1 8,606,307 3.2% Range Average Annual Growth Rate FY 2012-19 5.5% 1.0% 14.4% 3.7% FY 2019-22 0.4% -1.8% -7.3% -0.7% FY 2012-22 3.9% 0.2% 7.4% 2.4% ■Domestic ■International 14 12 L 10 m c N 8 O a � c 6 c — c� a w 4 2 0 FY 2012 FY 2013 FY 2014 FY 2015 FY 2016 FY 2017 FY 2018 FY 2019 FY 2020 FY 2021 FY 2022 FY 2022 and FY 2023 year-to-date(YTD)data is through February 2022 and February 2023 respectively. Source: Salt Lake City Department of Airports,Air Traffic Statistics, accessed March 2023. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 143 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 From FY 2012 through FY 2019, Delta enplaned passengers increased from 7.4 million to 9.4 million, resulting in a CAGR of 3.4%, slightly higher than the airline's increase in seating capacity during that time, which increased at a CAGR of 3.1%. Existing markets accounted for the majority of this increase in seating capacity with LAX, PDX, DEN, and SEA having the most seats added. However, there were some notable new markets added since FY 2012 including Raleigh-Durham International Airport(RDU), Fort Lauderdale-Hollywood International Airport (FLL), and Amsterdam Airport Schiphol (AMS). The remainder of the growth in enplaned passengers was primarily from American, United Airlines (United), and JetBlue Airways (JetBlue) as well as the start of service by Alaska Airlines (Alaska) during this period. 2.2.1.2 COVID-19 Pandemic Impact: FY 2020— FY 2023 (Year-to-Date) Beginning in March 2020, enplaned passengers at the Airport decreased dramatically because of the impacts associated with the COVID-19 pandemic. These impacts included international travel restrictions and stay-at- home orders throughout the U.S. Overall, enplaned passengers decreased by 61.7% in CY 2020 as compared to CY 2019 levels with most, if not all, of the impact occurring after mid-March 2020 when the COVID-19 pandemic generally took hold in the U.S. Figure 2-8 presents the monthly enplaned passengers for the 12 months prior to the pandemic through year-to-date FY 2023.As shown, in March 2020, enplaned passengers decreased by approximately 49.2%from March 2019. The decline continued into April when enplaned passengers were 91.9% lower than April 2019. The recovery in enplaned passengers at the Airport plateaued somewhat in November 2020 through January 2021 with monthly totals being down around 50% as compared to the same months in the prior year. In February 2021, enplaned passengers recovered to be about 48.9% down from February 2020. In April 2021, enplaned passengers were up 763.2%when compared to the low point during the pandemic in April 2020, but were still down 29.7% as compared to April 2019. In May 2021, enplaned passengers exceeded one million for the first time since the beginning of the COVID-19 pandemic and were down 11.6% as compared to May 2019. Since May 2021, enplaned passengers have been hovering at approximately 95% of the pre-pandemic levels with some months faring better than others. From December 2021 through March 2022, enplaned passengers were down as much as 14.2%. Since March 2022, enplaned passengers have been nearing recovery to pre-pandemic levels. To date, there have been three months (November 2021, September 2022, and November 2022)where enplaned passengers exceeded pre-pandemic levels. Most of the direct effects of the COVID-19 pandemic have subsided. However, the ripple effects are still felt through the industry in terms of pilot and staffing shortages, slow aircraft deliveries, and a softening of the economy. Details of these effects are reviewed in Section 2.3. 44 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Figure 2-8 Monthly Enplaned Passengers (March 2019— February 2023) ■Actual Pre-Pandemic Levels ■Actual Above Pre-Pandemic Levels 1.6 WHO declared the COVID-19 outbreak a 1.4 global pandemic on March 11, 2020 1.2 — (n 1L 1.0 _ _ _ _ _ _ _ _ T _ _ _ _ _ _ _ _ _ _ _ _ I ' - - N i a 0.6 - - - - - - - - - - - - - - - - - - - - - c — a0.4 - - - - - - - - - - T - - - - - - - - c w 0.2 0.0 0 0 0 0 O O O O O O O O O O O O O O O O O O N N N N N N N N N N N N M M N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N �1 Q U > U C..Q 1 ' C:5 0)0-U > U E-0 L 1 5 0)0-U > U � L ' C:5 0)0-U > U C..Q 2<2i5 < O Z0�Ii2Q2i- <C0 Zc)—)lL2 2E—) Q(4 Zc)�LL2 2-5 <0 Zo�li Source: Salt Lake City Department of Airports,Air Traffic Statistics, accessed March 2023. Figure 2-9 depicts the impacts associated with the COVID-19 pandemic to passenger checkpoint throughput at both the Airport and for the overall U.S based on data from the TSA. Checkpoint throughput is a good indicator for the recovery of O&D passengers. This figure presents the recovery trend for passenger checkpoint throughput as a percent of 2019 levels.As shown, the impact to the Airport's passenger checkpoint throughput tracked closely with the nationwide trend early in the pandemic, decreasing to an unprecedented trough of around -91.1% of the prior year's levels in April 2020. Starting in May 2020, TSA checkpoint throughput for the Airport and the U.S. started to recover. Recovery for the Airport has consistently been higher than the nation as a whole. The Airport exceeded monthly 2019 levels for the first time since the pandemic in April 2022 when it was 107% of April 2019. In January 2023, the Airport was 105.5% of January 2019 TSA checkpoint throughput levels, while the overall U.S. airport average was at 95.1%. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 145 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Figure 2-9 Comparison of Airport and U.S. Monthly TSA Checkpoint Throughput (January 2020—January 2023) Salt Lake City International Airport United States 120% 1 WHO declared the COVID-19 outbreak a global pandemic on 100% March 11, 2020 3 a 80% HCD 0 *'' N C p o 60% a� .�d v aD d i V 0 40% 2, c 0 20% 0% Jan-20 May-20 Sep-20 Jan-21 May-21 Sep-21 Jan-22 May-22 Sep-22 Jan-23 Sources: Salt Lake City Department of Airports, accessed March 2023.Transportation Security Administration, accessed March 2023. 2.2.2 Aircraft Operations Airlines' decisions on aircraft type and the number of operations to accommodate passenger demand ultimately determine overall aircraft landed weight.Airlines are constantly evaluating how to best serve passenger demand with their available aircraft fleet. In markets that exhibit strong business travel, an airline may decide to operate smaller aircraft on the route several times per day to offer customers more choice and redundancy. In other cases, an airline may choose to offer larger aircraft and less frequency.Airlines also make decisions to change aircraft capacity on particular routes in response to load factors and profitability.Aircraft fleet mix and operations are important considerations for airport operators when planning for the appropriately sized airport facilities and to ensure the airport has sufficient capacity to accommodate operations in the future. Table 2-10 presents the aircraft operations at the Airport from FY 2012 through FY 2023 year-to-date. 46 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Table 2-10 Historical Aircraft Operations (FY 2012- FY 2022 and FY 2023 Year-to-Date) Year-Over- Fiscal General Year Growth Year Passenger All-Cargo Aviation Military Total Rate FY 2012 249,038 16,520 73,389 4,170 343,117 FY 2013 236,790 17,942 74,215 2,044 330,991 -3.5% FY 2014 237,700 18,098 66,620 2,190 324,608 -1.9% FY 2015 237,948 18,484 60,824 2,738 319,994 -1.4% FY 2016 237,294 19,434 50,879 7,978 315,585 -1.4% FY 2017 247,150 20,240 48,843 7,202 323,435 2.5% FY 2018 250,904 20,382 53,695 7,037 332,018 2.7% FY2019 253,666 20,618 61,117 5,751 341,152 2.8% FY 2020 216,320 20,604 63,326 2,792 303,042 -11.1% FY 2021 219,808 20,672 68,469 3,190 312,139 3.0% FY 2022 245,840 20,296 69,370 3,001 338,507 8.4% FY 2022 YTD1 231,026 FY 2023 YTD1 214,056 -7.3% Range Average Annual Growth Rate FY 2012-19 0.3% 3.2% -2.6% 4.7% -0.1% FY 2019-22 -1.0% -0.5% 4.3% -19.5% -0.3% FY 2012-22 -0.1% 2.1% -0.6% -3.2% -0.1% ■Commercial ■Non-Commercial 400 350 N 300 NINE w 250 L � 0 0 200 U � 150 L Q 100 50 0 FY 2012 FY 2013 FY 2014 FY 2015 FY 2016 FY 2017 FY 2018 FY 2019 FY 2020 FY 2021 FY 2022 FY 2022 and FY 2023 year-to-date(YTD)data is through February 2022 and February 2023 respectively. Source: Salt Lake City Department of Airports,Air Traffic Statistics, accessed March 2023. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 147 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 2.2.2.1 FY 2012— FY 2019 Aircraft operations at the Airport declined from FY 2012 through FY 2016 as network carriers shifted from smaller regional jets to narrow-body aircraft. However, from FY 2016 to FY 2019, aircraft operations at the Airport have increased consistently.As shown, total aircraft operations in FY 2019 were slightly lower than such levels in FY 2012; however, air carrier aircraft operations in FY 2019 were about 1.9% higher than such levels in FY 2012. The main category that decreased over this period was general aviation aircraft operations. 2.2.2.2 COVID-19 Pandemic Impact: FY 2020— FY 2023 (Year-to-Date) In response to the significant decrease in enplaned passengers in the U.S. and at the Airport during the ongoing COVID-19 pandemic, the airlines reduced the number of daily flights. Figure 2-10 depicts the monthly aircraft operations for the 12 months prior to the pandemic through year-to-date 2023.As shown, starting in March 2020, aircraft operations decreased by approximately 14.4%from March 2019, compared to a49.2% decrease in enplaned passengers. Normally, aircraft operations would be more directly related to enplaned passengers. However, there was an initial reluctance to remove flights because of the implementation of social distancing practices (i.e., restricting the use of middle seats) and to a smaller degree the continued operations of all-cargo airlines that were impacted to a lesser degree by the pandemic. The decline continued into April 2020 and May 2020 when aircraft operations were 49.7% and 52.2% lower than the same months in the prior year, respectively. Since May 2020, aircraft operations at the Airport have started to recover. The recovery in aircraft operations stalled somewhat from December 2020 through February 2021 but strong growth resumed in March 2021 when operations increased 10.8% when compared to March 2020. In April 2021, aircraft operations were 93.3%greater than in April 2020, which was the low point of the pandemic. From June 2021 through February 2023, aircraft operations have remained at approximately 95.9% of pre-pandemic levels with certain months in CY 2021 increasing over pre-pandemic levels. Figure 2-10 Monthly Aircraft Operations (March 2019— February 2023) ■Actual Pre-Pandemic Levels ■Actual Above Pre-Pandemic Levels 40 WHO declared the COVID-19 outbreak a 35 global pandemic on March 11, 2020 30 I .o 25 I L � I Q cn 20 00 `~ 15 � I L I Q 10 I I I 5 I O 0000002OOa7OON O 10 0 0 0 0 0 0 0 0 0NNN N NN NN NN N N NN NN NM NM W Q-(6 7 :O V O O W N O-(6 7 O V O O (6 (U fl-(6 7 5 O V O a) (0 N M O-Co 7-) D O V O N C6 N 2Qg- <(nOZO-(L2Qg- <0 ZO-LL2<2- <0 Zo_)(L2Qg-) <0 Zo_)lL Source: Salt Lake City Department of Airports,Air Traffic Statistics, accessed March 2023. 48 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 For YE March 2023, scheduled passenger aircraft operations were 9.7% below YE March 2020.Airlines used the downturn in passenger demand during the pandemic to accelerate the retirement of certain aircraft, in particular the older 50-seat small regional jets; older variants of the Boeing 737,Airbus A320, and Airbus A321; and the Boeing 757 aircraft. In YE March 2020, small regional jets accounted for 11.9% of the scheduled departures at the Airport. These flights are now mostly handled by large regional and in some cases narrow-body aircraft. In YE March 2023, small regional jets only accounted for 5.2% of the scheduled departures.A large portion of the older Boeing 737 and Airbus A320 aircraft have been replaced with the larger Boeing 737 Max 8, Boeing 737 Max 9,Airbus 320neo, and Airbus A321 neo aircraft. These changes have resulted in the average aircraft size increasing from 121 seats per scheduled departure in YE March 2020 to 132 in YE March 2023.As a result, seating capacity has almost reached pre-pandemic levels. For YE March 2023, scheduled passenger seating capacity was just 1.3% below YE March 2020. 2.2.3 Aircraft Landed Weight Aircraft landed weight, expressed in 1,000-pound units, is the sum of the maximum gross certificated landing weight as certified by the FAA for passenger and all-cargo aircraft landing at the Airport. Per the Airport Use and Lease Agreement with the Signatory Airlines that operate at the Airport, aircraft landed weight is used as the denominator in the calculation of landing fees that are used to recover the net cost of the airfield. Therefore, landed weight is an important measure for the Department as it provides a method to recover costs associated with the airfield from each airline based on its share of landed weight. Table 2-11 presents the landed weight at the Airport from FY 2012 through FY 2023 year-to-date. 2.2.3.1 FY 2012— FY 2019 Aircraft landed weight at the Airport increased from 12.6 million-pound units in FY 2012 to 15.5 million-pound units in FY 2019, resulting in a CAGR of 3.0%. Both passenger airlines and all-cargo airlines contributed to landed weight growth, increasing at a CAGR of 2.8% and 4.7%, respectively.A significant portion of the all-cargo airlines' landed weight growth can be attributed to increased e-commerce traffic at the Airport during this period. 2.2.3.2 COVID-19 Pandemic Impact: FY 2020— FY 2023 (Year-to-date) Overall, aircraft landed weight decreased by 12.3% in FY 2020 as compared to FY 2019 levels with the primary impacts occurring after mid-March 2020. Passenger airlines accounted for the decrease in landed weight over this period as they were down by 13.7%. However, all-cargo airlines landed weight increased in FY 2020 as compared to FY 2019 by 3.7%, which mitigated the overall decrease in landed weight at the Airport. This trend was generally experienced throughout the U.S. as all-cargo carriers have experienced some growth since the COVID-19 pandemic as the demand for cargo services has remained strong. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 149 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Table 2-11 Historical Landed Weight in thousand-pound units (FY 2012— FY 2022 and FY 2023 year-to-date) Fiscal Passenger Year-Over-Year Year Airlines All-Cargo Total Growth Rate FY 2012 11,731,536 873,214 12,604,750 20.9% FY 2013 11,463,695 942,557 12,406,252 -1.6% FY 2014 11,740,729 938,309 12,679,038 2.2% FY 2015 12,202,986 997,992 13,200,978 4.1% FY 2016 12,511,833 1,069,830 13,581,663 2.9% FY 2017 13,303,497 1,106,147 14,409,644 6.1% FY 2018 13,737,381 1,171,564 14,908,945 3.5% FY 2019 14,263,691 1,201,369 15,465,060 3.7% FY 2020 12,315,209 1,246,304 13,561,513 -12.3% FY 2021 12,631,435 1,356,217 13,987,652 3.1% FY 2022 14,668,929 1,320,235 15,989,164 14.3% FY 2022 YTD1 9,663,543 FY 2023 YTD' 9,168,764 -5.1% Range Average Annual Growth Rate FY 2012-19 2.8% 4.7% 3.0% FY 2019-22 0.9% 3.2% 1.1% FY 2012-22 2.3% 4.2% 2.4% ■Passenger ■All-Cargo 18 16 - 14 - � � 12 2M 0 0 10 0 � = 8 o c =_ J m 6 c 4 2 0 FY 2012 FY 2013 FY 2014 FY 2015 FY 2016 FY 2017 FY 2018 FY 2019 FY 2020 FY 2021 FY 2022 FY 2022 and FY 2023 year-to-date(YTD)data is through January 2022 and January 2023 respectively. Source: Salt Lake City Department of Airports,Air Traffic Statistics. 50 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Figure 2-11 depicts the monthly aircraft landed weight for the 12 months prior to the outbreak through year-to- date FY 2023.As shown, starting in March 2020, aircraft landed weight decreased by approximately 11.7%from March 2019, compared to decreases of 49.2%for enplaned passengers and 14.8% for aircraft operations. The decline continued into May 2020 when aircraft landed weight was 63.2% lower than May 2019. In May 2020, aircraft landed weight at the Airport started to recover. The recovery in aircraft landed weight stalled somewhat in December 2020 through February 2021. In March 2021, landed weight increased 5.4% compared to March 2020 but was still down 7.0%from March 2019. In April 2021, aircraft landed weight was 127.7% greater than in April 2020, which was the low point of the pandemic.Aircraft landed weight in April 2021 was also higher than April 2019 levels by 0.3%.Aircraft landed weight continued to exceed 2019 levels through November 2021. However, since then aircraft landed weight has been consistently under pre-pandemic levels with the exception of September 2022 and November 2022. In January 2023, aircraft landed weight was 3.8% lower than January 2022. Figure 2-11 Monthly Landed Weight (March 2019—January 2023) ■Actual Pre-Pandemic Levels ■Actual Above Pre-Pandemic Levels 1.8 WHO declared the COVID-19 outbreak a 1.6 global pandemic on March 11, 2020 1.4 c 1.2 �A �- - a) a_ 0 1.0 - - w m � o cam 0.8 - - c 0.6 - 0.4 0.2 0.0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 N N N N N N N N N N N N co N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N cm 0.0 > U C-0 L �,C 5 p a-U > U C-0 L �,C 7 0)Q U > U C ca �(6 :3 :3 (1)0 oa) cca) M5 5W o0MWMflM = Day o0M0M< M = Day o0M Source: Salt Lake City Department of Airports,Air Traffic Statistics. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 151 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 2.3 Key Factors Affecting Air Traffic Demand The following section addresses certain key factors that could impact air traffic activity, both nationwide and at the Airport. 2.3.1 The COVID-19 Pandemic While passenger traffic, and to a lesser extent aircraft operations and landed weight, were dramatically and adversely affected by the impacts associated with the COVID-19 pandemic initially, passenger traffic started to recover during the late spring of 2020. However, during the fall of 2020, the recovery seemed to stall before more recovery during the holiday season in 2020. The recovery of air traffic nationwide slowed again during the early winter months in 2021 but had a more rapid recovery over the rest of 2021. Travel over the holiday season in 2021/2022 was strong; however, airline staffing issues caused in part by COVID-19 variants, along with winter weather, caused many flight cancelations and delays. Travel over the holiday season in 2022/2023 was also generally strong; however, weather impacts across the U.S. and operational issues experienced by Southwest Airlines also caused many flight delays and cancelations. On a national level, the ongoing effects of the COVID- 19 pandemic on air travel have diminished when compared to the past two years. It should be noted that recovery has not been uniform across all segments. Strong growth in leisure travel has been the driver of the recovery while business travel still remains below pre-pandemic levels. Delta's domestic corporate sales in the quarter ended December 2022 were 80 percent recovered to 2019 levels.31 Recent corporate survey results indicate that 96 percent of companies expect their travel will stay the same or increase sequentially in the quarter ended March 2023.32 The US Travel Association projects that the volume of business travel by air will recover to around 98% of pre-pandemic levels in 2023 with full recovery by 2024.33 2.3.2 Economic Conditions and Events Historically, the U.S. economy, as measured by GDP, has generally grown at a relatively steady rate, averaging 3.1% per annum between 1960 and 2019. The rate of growth had been remarkably stable reflecting both the size and maturity of the U.S. economy. Individual years have fluctuated from the long-term trend for a variety of reasons including macroeconomic factors, fuel shocks, war, and terrorist attacks. Prior to 2020, there were two official economic recessions in the U.S. in the 21 st century. The first occurred between March 2001 and November 2001 and was compounded by the September 11, 2001 terrorist attacks. The negative impact of these events on the airline industry is well documented. The recession itself was short- lived by historical standards and the economy returned to positive growth quickly, fueled by a gradual but prolonged reduction in interest rates. The Great Recession occurred between December 2007 and June 2009.31 As a result of the Great Recession, the nation's unemployment rate rose from 5.0% in December 2007 to a high of 10.0% in October 2009.31 31 Delta Air Lines, Delta Announces December Quarter and Full Year 2022 Profit. 32 Ibid 33 CAPA Center for Aviation,After slow end to 2022,the business travel outlook is turning more positive for 2023,March 2023. 34 National Bureau of Economic Research, U.S.Business Cycle Expansions and Contractions,September 20,2010. 35 Ibid. 521 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 The outbreak of COVID-19 in early 2020 and the declaration of a pandemic by the WHO on March 11, 2020, coupled with the subsequent resulting travel restrictions led to the disruption of economies around the world, resulting in dramatic increases in unemployment and significant decreases in air traffic.According to the Bureau of Economic Analysis (BEA), real GDP decreased at an annual rate of 31.4% in the second quarter of 2020 after decreasing by 5.0% in the first quarter of 2020. In comparison, the worst decrease in GDP during the Great Recession was 8.4% in the fourth quarter of 2008. There was a significant recovery in GDP in the third quarter of 2020, increasing 33.4%. Growth was followed by increases of 4.3% in the fourth quarter of 2020, 6.3% in the first quarter of 2021, and 6.5% in the second and third quarters of 2021. In the second quarter of 2021, GDP exceeded the level experienced in the fourth quarter of 2019. Figure 2-12 depicts the magnitude of the impact the COVID-19 pandemic had on the United States economy when compared to the Great Recession. Traditionally, two consecutive quarters of contraction is the benchmark used to determine if a country has entered a recession. The National Bureau of Economic Research defines a recession as a significant decline in economic activity that is spread across the economy and lasts more than a few months.36 Economic markers such as unemployment, rising wages, and consumer spending indicate that the economy is stronger than what is indicated by the contraction in GDP. The second estimate for fourth quarter 2022 shows a 2.7% growth in GDP, representing a second consecutive quarter of positive growth. Figure 2-12 United States Economic Impact of the COVID-19 Pandemic 50% 40% L O 30% 20% O d 10% m N L 0 0% O p o y O -10% (n 0) O C: L M 0 U -20% W v -30% L a) IL -40% -50% 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2021 2022 Source: U.S. Bureau of Economic Analysis, National Income and Product Accounts, March 2023. 36 National Bureau of Economic Research,Business Cycle Dating. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 153 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Figure 2-13 shows how enplaned passenger traffic in the U.S. has experienced long-term growth. During periods of economic contractions and exogenous events, there is a notable decline in passenger volumes, and during the subsequent economic expansions and recovery periods, there is significant growth in passenger volumes. Additionally, exogenous shocks such as terrorist attacks have generally had a short but significant impact on passenger volumes.As presented in this figure, the COVID-19 pandemic has been the most disruptive event to impact aviation in history. There is still much uncertainty around when air traffic on a national level will recover to 11pre-COVID-19" levels.Additionally, in the short-term, certain factors such as the ability to add capacity given pilot shortages (discussed below)are impacting airline traffic. Figure 2-13 U.S. Aviation System Shocks and Recoveries (through October 2022) 90 COVID-19 Pandemic 80 L 70 U) C a 60 c c ca �� 50 Gulf War W Iraq War Q 40 Pan Am Flight 103 y >, c WTC Bombin�� 30 9/11 Attack 0 m >,U) 45 20 0 0 PATCO Strike 10 0 1972 1975 1978 1981 1984 1987 1990 1993 1996 1999 2002 2005 2008 2011 2014 2017 2020 Note: Excludes non-revenue enplaned passengers. Source: U.S. Bureau of Transportation Statistics, U.S.Air Carrier Traffic Statistics; National Bureau of Economic Research, U.S. Business Cycle Expansions and Contractions. 54 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Increases in inflation can have a negative impact on passenger traffic if inflation increases at a faster rate than income. The consumer price index(CPI) is a measure of the average change over time in the prices paid by urban consumers for consumer goods and services. Consumer prices began to increase in April 2021 as the country continued to recover from the recession associated with the COVID-19 pandemic, driven in large part by rising fuel and food prices. Global supply chain issues also attributed to increases to the CPI. The average cost of goods and services began to climb at an accelerated rate beginning June 2021 with items like food, fuel, and housing being directly impacted. In June 2022 the CPI increased to 9.1% over June 2021. Since June 2022, the increase in CPI has slowed. In January 2023, the CPI increased to 6.4% over January 2022. Figure 2-14 graphically depicts how CPI in the U.S. has changed since January 2007. Inflation has reached historically high levels that have not been experienced for approximately 40 years. Figure 2-14 Consumer Price Index(January 2007—January 2023) Food and Beverages — Shelter All Items 14% 12% a� o: 10 � U � N 8% - v 0) d 6% L () L N 4% c N -2% -4% Jan-07 Jul-08 Jan-10 Jul-11 Jan-13 Jul-14 Jan-16 Jul-17 Jan-19 Jul-20 Jan-22 Source: United States Bureau of Labor Statistics, Consumer Price Index(CPI)Databases. How inflation is impacting air travel is somewhat difficult to assess at this time.According to a study from Bankrate, 43% of U.S. adults were planning to travel during the holiday season of 2022. However, a majority (79%) indicated changing their plans due to inflation and rising prices. In the study, holiday travelers were planning to use the following tactics in an effort to mitigate costs: traveling for fewer days, engaging in less expensive activities, opting for cheaper accommodations and destinations, taking fewer trips, and traveling shorter distances. Increasing fuel prices and airfares have resulted in 23% of travelers saying they will drive rather than fly. However, 12% are deciding on flying in place of driving.31 Over time, it is anticipated that inflation will return to rates historically experienced over the long term, and that demand for air travel will return to its historical relationship with inflation. 37 Bankrate, Inflation,rising prices causing 79%of holiday travelers to change their plans,October 4,2022. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 155 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 At present, there is much uncertainty around the global economy and the events currently unfolding with the COVID-19 pandemic, the war between Russia and Ukraine, a global recession, oil prices, and inflation. Future waves of COVID-19, a prolonged or expansion of the war beyond Russia and Ukraine, oil prices, other socioeconomic conditions, and their impacts to the global economy could have a further negative impact on national air passenger demand in the future. 2.3.3 The U.S. Airline Industry 2.3.3.1 Airline Profitability In 2008 and 2009, the U.S. airline industry decreased capacity, particularly in short-haul markets with smaller, short range aircraft types. The result was significant improvement in yields, RASM, and subsequent profitability prior to outbreak of the COVID-19 pandemic. In the years prior to the COVID-19 pandemic, the U.S. airline industry was at its most stable, profitable point in history.According to the Bureau of Transportation Statistics (BTS), the 23 U.S. scheduled passenger airlines reported a pre-tax net operating profit of$15.8 billion in CY 2019, which was a 19.7% increase from CY 2018 and marked the eleventh consecutive year of pre-tax operating profits. The scheduled passenger airlines reported an operating profit margin of 7.5% in 2019, which was up from 6.3% in 2018.31 Profitability during this period can also be attributed to airlines unbundling services and increasing the use of ancillary fees such as charges for checked baggage. As a result of the impacts of the COVID-19 pandemic, U.S. airlines incurred record losses in 2020 and into 2021. The U.S. DOT has reported that U.S. scheduled passenger airlines reported four straight quarters of after-tax net losses beginning in the second quarter of 2020. For the four quarters ending first quarter 2021, airlines experienced an aggregate after-tax net losses of$34.0 billion.39 However, U.S. airlines had a $1.0 billion profit in the second quarter of 2021, the first profit since the beginning of the COVID-19 pandemic, followed by a $2.7 billion profit in the third quarter of 2021.41 The International Air Transport Association (IATA)estimates that globally airlines lost$126.4 billion in 2020. In 2021, IATA projects losses to be cut to $47.7 billion as revenues rise to$458 billion.41 To help support U.S. air carriers through the pandemic crisis, in March 2020, the U.S. Congress passed by unanimous vote the Coronavirus Aid, Relief, and Economic Security(CARES)Act. Under Title IV of the CARES Act, Congress approved $500 billion in federal assistance to severely distressed sectors of the economy as part of the larger$2 trillion stimulus package. The approved programs include $61 billion to the airline sector as follows: i) $29 billion in loans and loan guarantees for air carriers, FAA Part 145 aircraft repair stations and ticket agents; ii) $32 billion in payroll protection grants for air carriers and their contractors; and iii) Relief to air carriers from federal excise taxes that apply to transporting passengers and cargo and the purchase of aviation jet fuel. 38 Bureau of Transportation Statistics,2019 Annual and 4th Quarter U.S.Airline Financial Data. 39 Bureau of Transportation Statistics,U.S.Airlines Narrow Net Loss in 1 st Quarter 2021 from 4th Quarter 2020, hffps://www.bts.gov/newsroom/us-airlines-narrow-net-loss-1 st-quarter-2021-4th-quarter-2020. 40 Bureau of Transportation Statistics, U.S.Airlines'Net Profit in 3'd Quarter 2021 Nearly Triples 2nd Quarter, hftps://www.bts.gov/newsroom/us-airlines-net-profit-3rd-quarter-2021-nearly-triples-2nd-quarter. 41 International Air Transport Association, Reduced Losses but Continued Pain in 2021,hftps://www.iata.org/en/pressroom/pr/2021-04-21- 01/ 56 I Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 The $25 billion to passenger air carriers, $4 billion to cargo air carriers, and $3 billion to contractors were allocated for support under the CARES Act funds.42 As a condition of accepting these funds, U.S. airlines were required to (1) refrain from imposing involuntary furloughs on U.S.-based employees or reducing employee pay or benefits through September 30, 2020; (2) maintain certain limitations on executive compensation through March 24, 2022; (3)suspend the payment of dividends or other distributions and cease stock buybacks through September 30, 2021; and (4)continue service as is reasonable and practicable under DOT regulations. Enacted on December 27, 2020, the Consolidated Appropriations Act(including CARES)created the Payroll Support Program Extension (PSP2)which allocated another$15 billion to passenger air carriers and $1 billion to contractors. On December 27, 2020, the Coronavirus Response and Relief Supplemental Appropriations Act (CRRSAA)was signed and provided $2 billion in economic relief to airports. Most recently, the American Rescue Plan Act of 2021 extended assistance to passenger air carriers and contractors that received financial assistance under PSP2 for an additional $14 billion and $1 billion respectively. Jet fuel prices have risen sharply since the start of the Russia-Ukraine war, and upward pressures on fuel prices are expected to continue. Based on U.S. DOT Form 41 data for 2021, fuel costs represented just over 33% of airlines'operating expenses.All airlines will be directly impacted by the rising jet fuel prices and have two options in terms of managing the increased cost of fuel; they must either absorb the costs themselves, which will further impact airline profit margins, or pass the higher fuel costs on to passengers through higher air fares which could reduce demand for air travel. As discussed above, the airlines are expected to continue to recover financially as air traffic recovers to pre- pandemic levels. It is generally assumed that the airlines will continue to right-size capacity to meet demand and evolve business models in the near-term. 2.3.3.2 Airlines Bankruptcies and Mergers Over the past two decades, the U.S. airline industry has undergone a significant transformation.Although it had been profitable in recent years prior to the impacts associated with the COVID-19 pandemic, the U.S. airline industry cumulatively experienced losses of approximately$62 billion from 2000 through 2009 on domestic operations. Many airlines filed for Chapter 11 bankruptcy protection and some ceased operations altogether. During this period, airlines suffered from excess capacity, which drove down yields. Yields adjusted for inflation had dropped by approximately 70%. With oil prices spiking to nearly$150 per barrel in 2008, industry changes were critical.As a result, all the major network airlines restructured their route networks and reached agreements with lenders, employees, vendors, and creditors to decrease their cost structure. As discussed above, the airlines have experienced significant financial difficulty given the significant passenger decreases caused by the impacts associated with the COVID-19 pandemic.As of December 9, 2021, five U.S. airlines including three regional carriers and one charter airline ceased operating primarily as a result of the COVID-19 pandemic.43 Since December 2021, no additional U.S. scheduled mainline passenger airline have filed for bankruptcy protection or ceased operations. 42 Department of the Treasury, Payroll Support Program Payments, https://home.treasury.gov/policy-issues/cares/preserving-jobs-for- american-industry/payroll-support-program-payments 43 The five U.S.airlines that have gone bankruptcy in 2020 are the regional carriers: ExpressJet(UA),Trans States Airlines(UA),and Compass Airlines(AA and DL),and the charter carriers: Miami Air International,and Shoreline Aviation.The major carriers served by the regional partner carriers contracted with other carriers to provide regional service. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 157 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Industry consolidation has taken place as a result of competitive pressures and economic conditions. Many airlines have merged or been acquired since the turn of the 21st century. Figure 2-15 provides a graphical representation of the major U.S. airline mergers during this period. These mergers have resulted in less competition among the airlines and increased pricing power. The potential impacts associated with consolidation include limited industry seats, limited capacity growth, and increases in fares. Figure 2-15 Major U.S. Airline Mergers of the 21st Century' Virgin America Alaska Airlines American West US Airways Trans World Airlines American Airlines AirTran Airways Southwest Airlines Continental Airlines United Airlines Northwest Airlines Delta Air Lines 2000 2002 2004 2006 2008 2010 2012 2014 2016 2018 2020 2022 Note: Lighter shading indicates bankruptcy. Source: Airlines for America, U.S.Airline Mergers and Acquisitions. It is expected that airlines will continue to enter into code-share agreements in attempts to seek competitive advantages. For example, in early 2021,American entered into partnerships with both Alaska Airlines for markets in the western U.S. and JetBlue Airways for markets in the eastern U.S. In October 2022, Spirit Airlines shareholders approved a new merger agreement with JetBlue Airways, which could create the fifth largest airline in the U.S. This merger is currently being challenged by the U.S. Department of Justice. 58 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 2.3.4 Pilot Shortage At the onset of the COVID-19 pandemic, airlines were faced with a surplus of personnel resulting from the sudden and dramatic decline in traffic.As a result, airlines offered their employees buyouts and early retirement packages. In total, it is estimated that approximately 10% of commercial pilots took early retirement during the pandemic.44 In addition, an aging pilot population is expected to continue to compound the issues arising from early retirements caused by the pandemic. FAA airman certification statistics shows that 28%of the 170,086 people with an airline transport pilot (ATP) certificate are 60 years of age or older and are due to retire over the next five years. In contrast, only 4.4% of people with an ATP certification were under the age of 30. The recovery of air traffic demand in the U.S. was relatively modest from April 2020 through February 2021. However, starting in March 2021, passenger demand has increased more rapidly and has since recovered to more than 90% of the U.S. passenger levels experienced in 2019.As a result of this rapid recovery and the airlines' inability to quickly replace their retired pilots, airlines have experienced shortages of trained pilots to fly aircraft. The pilot shortage problem has been amplified during peak travel periods throughout the year. In particular, regional airlines have been hit the hardest by the pilot shortage. Unable to provide the wages of the larger airlines, the regional airlines have been losing their pilots to the mainline carriers who are attempting to fill their needs.As a result, the regional airlines have had to scale back, or in some cases eliminate service, to smaller markets including some subsidized through the FAA's Essential Air Service Program. In order to meet this demand, airlines are quickly attempting to backfill the positions left open by pilot retirements by hiring and training new pilots. However, in addition to offering early retirement to their pilots, the airlines also trimmed back their pilot training programs to cut costs during the pandemic. The Regional Airline Association estimated that 4,346 new pilots qualified for their ATP certificates in 2021 compared to 6,664 in 2019. The U.S. airline industry is hoping to add approximately 13,000 pilots in 2022, more than double the previous record in annual hiring.45 According to a report from Oliver Wyman, by 2029 the increased demand for pilots is expected to outpace the supply creating a pilot shortage of approximately 60,000 pilots worldwide and nearly 21,000 in North America.46 In the U.S., there are currently several potential measures being explored to help alleviate the pilot shortage, including: ■ Raising the federally mandated retirement age for airline pilots from 65 to 67 ■ Reducing flight-hour requirements before joining a U.S. carrier ■ Lowering the barrier to entry for training programs such as dropping the requirement for a four-year degree ■ Creating gateway programs such as Alaska's Ascend Pilot Academy and United's Aviate Academy which offer financial aid and scholarships to lessen the cost of becoming a pilot If the pilot shortage becomes more widespread in the industry, the passenger airlines may not be able to meet future passenger demand, and would be required to reduce their seat capacity, resulting in material impacts to future passenger traffic in the U.S and internationally. 44 CNN,A shortage of pilots could keep the airlines from making a real comeback. 45 Regional Airline Association,2021 Regional Airline Association Annual Report. 46 Oliver Wyman,After COVID-19,Aviation Faces a Pilot Shortage. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 159 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 On March 1, 2023, Delta ratified a new Pilot Working agreement. The contract, which runs through December 2026, provides the 15,000 pilots with an immediate 18% pay increase and pay increases in each of the subsequent three years. Under the agreement, Delta will also provide a 1% increase of any pay offered by its competitors (American and United) under any those airline's negotiated contracts. The contract also provides paid maternity and paternal leave, better crew meals, improved health insurance, and more. 2.3.5 Aircraft Shortage Airlines parked planes during the pandemic as demand declined but now are struggling to have the capacity to meet the demand as travel has returned. Supply chain issues and staffing shortages have resulted in a significant slowdown in production of new aircraft. In February 2023, deliveries of the 737 Max aircraft were expected to drop from 35 in January to the low 20s. Boeing is still optimistic in ramping production up in order to meet its goal of delivering 400-450 planes this year.47 The shortages due to production are compounded by maintenance delays.According to Oliver Wyman, there is a 12,000 to 18,000 short fall in mechanicS.48 In order to overcome this shortage of mechanics, airlines will have to employ similar solutions as they have been doing with pilots including increased pay and subsidizing the training process. 2.3.6 Aviation Fuel The price of oil and the associated cost of jet fuel has historically been one of the largest operating costs affecting the airline industry. In 2000,jet fuel sold to end users averaged $0.89 per gallon. The average cost of jet fuel increased steadily through 2007. However, in 2008, crude oil prices and, consequently,jet fuel surged in price as a result of strong global demand, a weak U.S. dollar, commodity speculation, political unrest, and a reluctance to materially increase supply. In July 2008,jet fuel reached an average price of$4.01 per gallon, nearly double the price the year prior. Reduced demand in 2009 stemming from the global financial crisis and subsequent economic downturn resulted in a sharp decline in price. However, as the economic climate improved and political unrest continued in the Middle East, oil prices increased in the subsequent three years. The increase in the price of jet fuel put upwards pressure on airline operating costs.As a result, airlines cut capacity or increased fares, and sometimes both. The average price of jet fuel dropped significantly in 2015 and 2016, reaching a low of$1.03 per gallon in February 2016. Since then,jet fuel prices increased steadily to a peak of$2.25 in October 2018 before falling to $1.70 per gallon in December 2019 due to increased oil supplies. In 2019,jet fuel prices remained fairly stable, averaging approximately$1.90 per gallon from February 2019 through January 2020. As a result of the COVID-19 pandemic, the global demand for crude oil and fuel decreased dramatically starting in January 2020.As a result, the price of crude oil dropped below$20 per barrel in April 2020. Since then, crude oil supply curtailments have caused oil prices to recover. Prices hovered near$40 per barrel from early June 2020 through December 2020, then increased to $92 per barrel in February 2022. Following the start of the war between Russia and Ukraine, crude oil prices reached nearly$109 per barrel in March 2022, receded to approximately$102 per barrel in April 2022 and increased again back to nearly$115 per barrel in June 2022. 47 Reuters, Boeing says parts shortages persist, hampering plane production, February 15,2023. 48 Oliver Wyman,While A Shortage May Be Inevitable,Aviation Has Options Long-Term 60 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Jet fuel prices have risen sharply since the start of the Ukraine war and upward pressures on prices will likely continue, particularly if more stringent sanctions are applied to the Russian energy sector and depending on potential increases in production elsewhere. The U.S. Energy Information Administration (EIA) provides forecasts of jet fuel refiner price to end users in a report entitled Short-Term Energy Outlook. In the March 2023 release, the EIA projects that jet fuel prices will reach 241.3 cents per gallon by December 2024. Figure 2-16 presents the historical price for jet fuel refiner price to end users and the ETA's forecast of that price. Future fuel prices and availability are uncertain and fluctuate based on numerous factors. These can include supply-and-demand expectations, geopolitical events, fuel inventory levels, monetary policies, and economic growth estimates. Historically, certain airlines have also employed fuel hedging as a practice to provide some protection against future fuel price increases. Aviation fuel costs will continue to impact the airline industry in the future. If aviation fuel costs increase significantly over current levels, air traffic activity could be negatively affected as airlines attempt to pass costs on to consumers through higher airfares and fees in order to remain profitable.At this time, alternative fuels are not yet commercially cost effective. Figure 2-16 Jet Fuel Prices (January 2002—December 2024) 450 Forecast No. I I 400 N N d 350 N I = 300 w , 0 0 U 250 - L L a.. W . Q I L I s= c 200 w N 150 - I LL m 100 — I I I 50 — I I I 0 2002 2004 2006 2008 2010 2012 2014 2016 2018 2020 2022 2024 Source: U.S. Energy Information Administration, Short-Term Energy Outlook(March 2023). Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 161 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 2.3.7 Aviation Security Since the September 11, 2001, terrorist attacks (9/11), government agencies, airlines, and airport operators have upgraded security measures to guard against threats and to maintain the public's confidence in the safety of air travel. Security measures have included cargo and baggage screening requirements, passenger screening requirements, deployment of explosive detection devices, strengthening of aircraft cockpit doors, the increased presence of armed air marshals, awareness programs for personnel at airports, additional intelligence in identifying high-risk passengers, and new programs for flight crews.Aviation security is controlled by the federal government through the Department of Homeland Security and the TSA. Although terrorist events targeting aviation interests would likely have negative and immediate impacts on the demand for air travel, the industry and demand have historically recovered from such events. There have been terrorist attacks at airports internationally including at Brussels Airport in March 2016, the Istanbul AtatOrk Airport in June 2016, and the Paris Orly Airport in March 2017. So long as government agencies continue to seek processes and procedures to mitigate potential risks and to maintain confidence in the safety of aircraft, without requiring unreasonable levels of costs or inconvenience to the passengers, economic influences are expected to be the primary driver for aviation demand as opposed to security and safety. 2.3.8 National Air Traffic Capacity The U.S. aviation system has a major impact on the national economy because it provides a means of transporting people and cargo over long distances in a relatively short period.As demand for air travel increases, the national aviation system must maintain enough capacity to allow for travel without unacceptable delays or congestion. It is generally assumed that the required infrastructure improvements needed to maintain capacity will keep pace with demand.Although not likely over the period of FY 2023 to FY 2030 (Projection Period) evaluated herein, the inability of the national aviation system to keep pace with demand could create congestion and delays on a national level that could adversely affect the passenger experience and impact future demand. 2.4 Air Traffic Activity Projections This section presents the air traffic activity projections including the key assumptions used to develop those projections. The air traffic activity projections included in this Report represent L&B's opinion, based on information available to L&B as well as estimates, trends and assumptions that are inherently subject to economic, political, regulatory, competitive and other uncertainties, all of which are difficult to predict and which will be beyond the control of L&B. Projected results may not be realized, and actual results could be significantly higher or lower than projected. L&B is not obligated to update, or otherwise revise, the projections or the specific portions presented to reflect circumstances existing after the date when made or to reflect the occurrence of future events, even in the event that any or all of the assumptions are shown to be in error. 62 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 2.4.1 Projection Assumptions Projections of air traffic activity were developed based on an analysis of the underlying economic conditions of the ASA, airline traffic trends, and an assessment of Delta's continued use of the Airport for hubbing activities. In general, it was assumed that in the long-term, growth in O&D passenger traffic at the Airport will occur as a function of growth in socioeconomic conditions within the ASA. In addition, several other assumptions are incorporated into the projections including the following: ■ Over the shorter-term, supply issues will continue to impact capacity; however, subside over the next few years. • Over the long-term, the airlines will continue to add capacity that is in line with demand and economic growth. ■ Long-term nationwide growth in air travel will occur over the Projection Period consistent with forecast growth in the economy. • After a brief period of near record prices, aviation fuel prices will decrease but remain higher relative to historical levels. ■ There will be no major disruption of airline service or airline travel behavior over the Projection Period. 2.4.2 Enplaned Passengers Projection 2.4.2.1 Estimate for FY 2023 An estimate for FY 2023 was developed using year-to-date enplaned passenger counts with current airline schedules for the remainder of the year. Figure 2-17 provides the monthly departing seats from July 2021 through June 2023. From July 2022 through January 2023, there were 7.6 million enplaned passengers at the Airport. Over the same time, there were 8.8 million departing seats, indicating an 86.3% load factor for the first seven months of FY 2023. There are 6.4 million departing seats scheduled for the remainder of FY 2023. Load factors for the remaining months were assumed to mirror those in FY 2022 for domestic and international flights. Based on this assumption, it is estimated that approximately 5.6 million enplaned passengers will depart from the Airport during the remainder of FY 2023. Therefore, it is estimated that there will be 13.3 million enplaned passengers at the Airport in FY 2023. This estimation is lower than the Airport's budgeted amount of 13.9 million enplaned passengers in FY 2023. The analysis shows that domestic and international enplaned passengers would exceed FY 2019 levels in FY 2023. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 163 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Figure 2-17 Scheduled Departing Seats at the Airport ■Domestic ■International 1.6 1.4 1.2 1.0 N 0.— 2- 0.8 �o c m 0.6 0 0.4 0.2 0.0 Jul Aug Sep Oct I Nov Dec Jan I Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Jan I Feb Mar Apr May Jun FY 2022 FY 2023 Sources: Cirium, Diio Mi: Schedule—Dynamic Table; Landrum&Brown Analysis. 2.4.2.2 Long-Term Projection A number of standard industry forecasting techniques were considered in order to project enplaned passengers such as econometric regression modeling, trend analysis, market share, and time series. Landrum & Brown has determined that econometric regression models are the most appropriate to project enplaned passengers at the Airport. Econometric regression modeling quantifies the relationship between enplaned passengers and key socioeconomic variables. This methodology recognizes that the key independent variables will change over time and assumes that their fundamental relationships with the dependent variables will remain. The first step in developing the appropriate models was to test the independent, or explanatory, variables against the dependent variables, domestic and international enplaned passengers. For an econometric model to be considered appropriate, the following must be true: ■ Adequate test statistics (i.e., high coefficient of determination (RI)values and low p-value statistics), which indicate that the independent variables are good predictors of passengers at the Airport. ■ The analysis does not result in theoretical contradictions (e.g., the model indicates that GDP growth is negatively correlated with traffic growth). • The results are not overly aggressive or conservative or are incompatible with historical averages. 64 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Through the testing of multiple sets of independent variables, two univariate linear models, one for domestic O&D and the other for international, were selected to project enplaned passengers at the Airport. The domestic O&D model used historical enplaned passenger data from FY 2002 through FY 2019 and the Air Service Area's GRP per capita. The international model used historical enplaned passenger data from FY 2012 through FY 2019 and the Air Service Area's GRP per capita. These models exhibited strong regression statistics when compared to models with other combinations of independent variables. The model was used to determine an estimated number of enplaned domestic O&D and international passengers through FY 2030. In FY 2019, domestic connecting passengers accounted for 41.7% of the total domestic passengers, it was assumed that domestic connecting passengers would recover as to this percentage of total domestic passengers by FY 2027.After recovering to the pre-pandemic share of total passengers, domestic connecting passengers are assumed to increase at the same rate as domestic O&D passengers, maintaining the FY 2019 percentage of O&D and connecting passengers. Based on models and the set of assumptions above, total enplaned passengers are projected to increase at a CAGR of 3.2%for the period of FY 2023 through FY 2030. The result is that enplaned passengers are projected to increase from 13.3 million in FY 2023 to 16.6 million in FY 2030. Table 2-12 provided the enplaned passenger projection by segment. Table 2-12 Enplaned Passenger Projection (FY 2018- FY 2030) Enplaned Passengers (in thousands) Domestic Domestic Year-Over- Percent of Fiscal Year O&D Connecting International Total Year Growth FY 2019 FY 2018 Actual 6,989 4,941 208 10,125 FY 2019 Actual 7,324 5,232 534 13,090 5.4% 100.0% FY 2020 Actual 5,695 4,019 382 10,096 -22.9% 77.1% FY 2021 Actual 4,241 3,293 176 7,710 -23.6% 58.9% FY 2022 Actual 7,417 4,960 425 12,802 66.0% 97.8% FY 2023 Estimate 7,642 4,957 659 13,258 3.6% 101.3% FY 2024 7,858 5,220 684 13,762 3.8% 105.1% FY 2025 8,073 5,493 710 14,276 3.7% 109.1% FY 2026 8,290 5,779 736 14,806 3.7% 113.1% FY 2027 8,509 6,078 763 15,351 3.7% 117.3% FY 2028 8,730 6,236 783 15,749 2.6% 120.3% FY 2029 8,952 6,395 803 16,150 2.5% 123.4% FY 2030 9,177 6,555 823 16,555 2.5% 126.5% Range Average Annual Growth Rate FY 2019-22 0.4% -1.8% -7.3% -0.7% FY 2022-30 2.7% 3.5% 8.6% 3.3% FY 2023-30 2.6% 4.1% 3.2% 3.2% Sources: Salt Lake City Department of Airports,Air Traffic Statistics. Landrum&Brown analysis. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 165 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 2.4.3 Aircraft Landed Weight Projection During the height of the pandemic, passenger aircraft landed weight per enplaned passenger increased significantly as load factors dropped due to lower demand and the need to implement social distancing practices. However, the passenger aircraft landed weight per enplaned passenger declined in FY 2022 and was within the normal range experienced over the previous eight years. Therefore, it was assumed that this factor would remain constant through the Projection Period. The result is that passenger landed weight is projected to increase from approximately 14.7 million-pound units in FY 2022 to 18.4 million-pound units in FY 2030, which represents a CAGR of 2.9%from FY 2022 through FY 2030. From FY 2012 through FY 2020, there was a consistent upward trend in all-cargo landed weight. In FY 2021, there was a higher than anticipated growth in all-cargo landed weight. However, in FY 2022 and year-to-date FY 2023, all-cargo landed weight has been trending downwards. Landrum & Brown believes that this is a correction to higher growth at the start of the COVID-19 pandemic and is not representative of a long-term trend. For FY 2023, it was assumed that the all-cargo weight would remain at the same rate as it has been year-to-date. For future years, a linear trend model was used to project future landed weight for all-cargo. The result is that all- cargo landed weight is projected to increase at a CAGR of 3.3%, increasing from 1.3 million-pound units in FY 2022 to 1.7 million-pound units in FY 2030. Table 2-13 provides the landed weight projection by segment. Table 2-13 Landed Weight Projection (FY 2018- FY 2030) Landed Weight(In Millions of Pounds) Year-Over- Percent of Fiscal Year Passenger All-Cargo Total Year Growth FY 2019 FY 2018 Actual 13,737 1,172 14,909 FY 2019 Actual 14,264 1,201 15,465 3.7% 100.0% FY 2020 Actual 12,315 1,246 13,562 -12.3% 87.7% FY 2021 Actual 12,631 1,356 13,988 3.1% 90.4% FY 2022 Actual 14,669 1,320 15,989 14.3% 103.4% FY 2023 Estimate 15,940 1,220 17,160 7.3% 111.0% FY 2024 15,280 1,290 16,570 -3.4% 105.9% FY 2025 15,850 1,360 17,210 3.9% 108.5% FY 2026 16,440 1,430 17,870 3.8% 111.2% FY 2027 17,050 1,500 18,550 3.8% 113.9% FY 2028 17,490 1,570 19,060 2.7% 116.6% FY 2029 17,940 1,640 19,580 2.7% 119.3% FY 2030 18,380 1,710 20,090 2.6% 122.1% Range Average Annual Growth Rate FY 2019-22 0.9% 3.2% 1.1% FY 2022-30 2.9% 3.3% 2.9% FY 2023-30 2.1% 4.9% 2.3% Sources: Salt Lake City Department of Airports,Air Traffic Statistics. Landrum &Brown analysis. 66 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 2.5 Enplaned Passenger Sensitivity Projection The sensitivity projection used the same models developed under the base case but assumed a 10% reduction in the growth in the economic forecasts and assumed that domestic connecting passengers would only recover to 40% of the total domestic passengers, down from 41.7% assumed in the base case. Based on models and the set of assumptions above, total enplaned passengers are projected to increase at a CAGR of 2.5%for the period of FY 2022 through FY 2030. The result is that enplaned passengers are projected to increase from 12.8 million in FY 2022 to 15.8 million in FY 2030. Table 2-14 provided the enplaned passenger projection by segment. Table 2-14 Enplaned Passenger Sensitivity Projection (FY 2018- FY 2030) Enplaned Passengers (in thousands) Domestic Domestic Year-Over- Percent of Fiscal Year O&D Connecting International Total Year Growth FY 2019 FY 2018 Actual 6,989 4,941 208 10,125 FY 2019 Actual 7,324 5,232 534 13,090 5.4% 100.0% FY 2020 Actual 5,695 4,019 382 10,096 -22.9% 77.1% FY 2021 Actual 4,241 3,293 176 7,710 -23.6% 58.9% FY 2022 Actual 7,417 4,960 425 12,802 66.0% 97.8% FY 2023 Estimate 7,642 4,957 659 13,258 3.6% 101.3% FY2024 7,836 5,118 678 13,632 2.8% 104.1% FY 2025 8,030 5,280 697 14,007 2.7% 107.0% FY 2026 8,225 5,446 715 14,386 2.7% 109.9% FY 2027 8,421 5,614 735 14,769 2.7% 112.8% FY 2028 8,618 5,745 752 15,115 2.3% 115.5% FY 2029 8,816 5,878 769 15,463 2.3% 118.1% FY 2030 9,016 6,011 786 15,813 2.3% 120.8% Range Average Annual Growth Rate FY 2019-22 0.4% -1.8% -7.3% -0.7% FY 2022-30 2.5% 2.4% 8.0% 2.7% FY 2023-30 2.4% 2.8% 2.5% 2.5% Sources: Salt Lake City Department of Airports,Air Traffic Statistics. Landrum &Brown analysis. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 167 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 3 Airport Facilities and Capital Improvement Program This Chapter provides an overview of existing Airport facilities and describes the New SLC (described herein)and other planned capital improvements at the Airport, referred to as Other Capital Projects for the purposes of this Report. 3.1 Existing Airport Facilities The Airport comprises approximately 9,400 acres of land in Salt Lake County, Utah. It is located approximately five miles west of downtown Salt Lake City. The Airport is relatively distant from other comparable airports and is the primary commercial air passenger and cargo service facility for the Salt Lake Valley, the State of Utah, and portions of southwestern Wyoming, southeastern Idaho, northeastern Nevada, and northwestern Colorado. Access to the Airport is primarily provided from Interstate 80 via Terminal Drive. Existing Airport facilities are described in sections below and are graphically illustrated in Figure 3-1. Figure 3-1 Airport Layout(As of DATE—see note—to be updated) a oe000 X1I - -- :will Source: Department management records 68 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 3.1.1 Airport History Originally used for aerobatic flights, the Airport began as a cinder-covered landing strip in a marshy pasture called Basque Flats in 1911. The City purchased 100 acres surrounding the landing strip for$40.00 per acre in 1920, and the resulting airfield was named Woodward Field. The first commercial passenger flight took place in 1926 with two passengers perched atop U.S. mail sacks, and in 1943, the Airport became a training base and replacement depot for the U.S.Army Air Force.A history of the Airport's growth over historical time periods is summarized below.49 ■ 1930s and 1940s: In 1930, the Airport was renamed Salt Lake City Municipal Airport and consisted of approximately 400 acres, 11 hangars and two gravel runways. In 1933, the City built an airport administration building that housed a passenger waiting room, mail room, airport manager's office, other facilities, and leased office space to the airlines.A third runway was also added in 1933. The Airport became a training base and replacement depot for the U.S.Army Air Force in 1943. • 1950s and 1960s: The three runways were upgraded in 1950 to accommodate the largest commercial jet aircraft of that time. The first terminal building, former Terminal One, was constructed and dedicated in 1961. In 1968, the Airport was renamed the Salt Lake City International Airport. • 1970s and 1980s:Airport property expanded to an area of approximately 7,500 acres. In 1978, Terminal Two was completed to accommodate the operations of former Western Airlines, a new executive terminal was opened to serve general aviation needs, and the west runway and taxiway systems were extended. Terminal One was expanded and remodeled in 1981. The Airport became an operational hub for former Western Airlines in 1982, which led to facility upgrades. In 1984, Terminal Two was expanded to accommodate an additional concourse. In 1987, Western Airlines merged with Delta and additional facilities were constructed to accommodate an expansion of the hub. ■ 1990s and 2000s:A third air carrier runway was added in 1995, in addition to Concourse E and the International Arrivals Building. In 1999, the FAA opened a new airport traffic control tower(ATCT)and terminal radar approach control facility. The City hosted the 2002 Olympic Winter Games. ■ 2010s to Present: In FY 2015, the Terminal Redevelopment Program (TRP)started construction for the quick turn-around facility(QTA), rental car facility site work, rental car service buildings, infrastructure, and temporary roadway construction and realignments. Construction of the NCP began in January 2018. In September 2020, the terminal and western portion of Concourse A of the TRP opened. In October 2020, the western portion of Concourse B opened. The prior terminal building and airside concourses were demolished shortly after the opening of these facilities.As described later in this chapter, the New SLC program consists of the TRP and NCP. 3.1.2 Airfield Facilities The existing airfield consists of three air carrier runways and a general aviation runway. The air carrier runways are, generally, in a parallel north/south alignment(Runways 16L-34R, 16R-34L, and 17-35). The general aviation runway is oriented in a northwest/southeast direction (Runway 14-32). Runway 16L-34R is 12,003 feet in length, Runway 16R-34L is 12,000 feet in length, Runway 17-35 is 9,596 feet in length, and Runway 14-32 is 4,900 feet in length.All runways are 150 feet wide. The air carrier runways are equipped with high intensity runway lighting systems, centerline lighting, and touchdown zone lights. Precision instrument landing systems (ILS)were installed on all ends of each air carrier runway for approaches during instrument flight rules (IFR) conditions. The general aviation runway (14-32) is not equipped with an ILS. 49 Salt Lake City Department of Airports website(https://www.slcairport.com/about-the-airport/airport-overview/airport-history/),accessed June 2016. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 169 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 3.1.3 Terminal Facilities The current terminal and western airside concourses were completed as part of the New SLC program and opened in the fall of 2020. The passenger terminal complex consists of a consolidated passenger terminal, one attached airside concourse (Concourse A—formerly referred to as the South Concourse), and one parallel concourse (Concourse B—formerly referred to as the North Concourse) comprising over 1.8 million square feet of total space.An approximately 1,000-linear-foot underground tunnel connects the western portions of the airside concourses. This tunnel area provides pedestrian access to Concourse B from Concourse A. The new central tunnel is expected to open in 2024, with both tunnels remaining open. The terminal is also connected to the parking garage via the Gateway Center. Figure 3-2 illustrates the Airport's terminal complex and shows the general area for future facilities that are under construction. Level 1 of the Terminal contains a federal inspection services (FIS)area, international baggage claim and recheck area, tenant administrative offices, a centralized security checkpoint for dedicated employee access, ground transportation counters, and also serves commercial curbs and other ground transportation functions. Level 2 provides passenger circulation areas and connects landside and airside components of the facility. Public areas prior to the security checkpoint provide for baggage claim and airline baggage service offices, an expansive meeter-greeter area, food and beverage and retail concessions, and a centralized security screening checkpoint. Areas beyond security screening include the main terminal plaza area consisting of 79,000 square feet of concessions, seating, and circulation space. Level 3 contains the ticketing area for departing passengers, a 30,000-square foot Delta SkyClub, and administrative offices for the Department and other tenants at the Airport. Departing passengers being dropped off at the Airport arrive on the Level 3 curb. The Airport is served by the TRAX light rail system owned and operated by the Utah Transit Authority (UTA), which connects the Airport with downtown Salt Lake City. There are also two remote hardstand facilities: one with 15 positions being used by Delta and its regional affiliate partners and another 5-position facility being used on a common-use basis. The 15-gate facility is located east of Concourse B and the 5-gate facility is north of Concourse B. Delta and its regional affiliate partners operate from both airside concourses, while all other airlines at the Airport operate on Concourse B.As of May 2023, the existing airside concourses and hardstand facilities provide for a total of 71 aircraft parking positions, associated passenger waiting areas and security screening facilities. Of the 71 positions, 51 have passenger loading bridges and the 20 remote hardstand positions are served through a busing operation and have aircraft access directly on the apron without passenger loading bridges On October 31, 2023, 17 additional gates are planned to come online on the eastern portion of the southern concourse, while 15 of the hardstand positions will be closed. Table 3-1 presents the current number of aircraft gate positions at the Airport by concourse and used by the Signatory Airlines. Section 3.6 of this Report describes future gate counts planned as part of the New SLC. 70 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Figure 3-2 SLC Terminal Complex THE NEW SALT LAKE CITY �� •- INTERNATIONAL AIRPORT h — , r NORTH COMCOURSE - _ CONSTRUCTION AREA CENTRALTUNNEL (UNDER CONSTRUCTION) ._ I 1 . . CONSTRUCTION AREA ,, ' _m-.-r-. �,.. - __- • .•^^ � �' III r4 MOM Me IM TURN AROUND s z rz_ a YOL r -- c s � �� ^i�•ddt 41 .I 1 ! �e� 3EIr ' }e: r j •�� 1 1 .�A��iS�.� ,I1�t � I �I � ��• ; }}. �.,. `ai ��R+r �luic ..F�tsa. ' t r� i ,a � _�' - - •-fie 4. � �.�.ia &�ff BF :}� ( 'i 1 �„ � � ' ._ i 'R-e wA. a R s YF• y ' Hyri � � Est. hb 4M _ Jkr �' � 9F�.Rct•T M �F '�'. - u Y' ''r .•, `-` .1.. ? 1 :��/ j'. w i •�,Y s R {pp': 1 a��.�e�� ,.t i r � I •n- � wMar. i'ati.:— <" Ir. 'Ic c'�'"s .:i' �' .y..Ry'�� .� h./,. _ Source: Airport management records,April 2023 Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 171 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Table 3-1 Aircraft Gate Use at the Airport(As of May 2023) Airline Concourse A Concourse B Hardstand Total Alaska - 1 - 1 American - 2 - 2 Delta 30 7 15 52 Frontier - 1 - 1 JetBlue - 1 - 1 Southwest - 4 - 4 United - 3 - 3 Department(common use) - 2 5 8 Total 30 21 20 71 Source: Salt Lake City Department of Airports management records 3.1.4 Public Parking Facilities Public parking facilities currently located at the Airport consist of the new five-level, short-term parking garage near the terminal complex that opened as part of the New SLC in September 2020 and long-term economy surface parking lots.As part of the TRP, the economy lots were reconfigured. In total, these Airport parking facilities comprise about 152 acres, including the five levels of the garage, and have 14,401 public parking spaces. The short-term parking garage has 3,469 public parking spaces on levels two through five and is located adjacent to the passenger terminal. The first floor is dedicated to rental car operations and contains approximately 1,200 ready/return parking spaces. Upper floors are served via two helical ramps. Current pricing for the short- term parking garage is $35 per day or$55 per day for the Premium Reserved Parking service. In addition to the new Parking Garage, the Airport also has a substantial amount of surface parking available for Airport patrons, including a new surface parking area located east of the new parking structure. The surface lot has 384 parking spaces. The South Economy Parking Lot opened in July 2014 and consists of approximately 2,900 additional parking spaces replacing the economy parking that was displaced by the construction of the new rental car facilities. The South Economy Parking Lot is integrated with the remainder of the Economy Parking Lot. To help reduce vehicle traffic congestion in the terminal area, the Department maintains a 132-space Park and Wait lot and adjacent Touch n' Go service plaza located west of Terminal Drive,just south of the terminal, where motorists meeting arriving passengers may wait without charge until passengers are ready to be picked up. The Park and Wait lot has large electronic signs displaying flight arrival information. Once a flight has arrived and sufficient time has elapsed for passengers to claim their luggage, the sign indicates"ready for pick up."To reduce congestion at the curb, however, the Department encourages drivers to wait until passengers are at the curb, confirming with their driver via cell phone. 3.1.5 Rental Car Facilities Rental car operations at the Airport currently are located on the ground floor of the new parking garage adjacent to the terminal building and include approximately 1,200 ready/return parking spaces. Nine rental car brands are currently located at the Airport:Alamo,Avis, Budget, Dollar, Enterprise, Hertz, National, Payless and Thrifty. In addition, six brands are located off-Airport and their customers must use shuttle bus services. 72 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 The rental car service facilities were placed in service in March 2016. These facilities consist of a `quick-turn- around' (QTA)facility for fueling and washing cars and three facilities for performing light vehicle maintenance. The QTA is a two-level building of approximately 468,000 sf with 14 wash and service bays on the first floor and vehicle storage and parking on the second floor. The Rental Car Service Site (RSS)facility consists of three single-story service buildings containing a total of approximately 34,000 sf of building space located south of the QTA. These buildings provide back-of-house maintenance areas for the rental car providers and contain office, support and storage space. 3.1.6 Transportation Network Companies The Airport is served by several transportation network companies (TNCs), including both Uber and Lyft. The Department has set aside dedicated curb space at the Airport for TNC pick-ups, but TNC drivers are required to wait for customers off-Airport. TNC operations at the Airport have grown substantially since FY 2016, when TNC operations were first permitted at the Airport and 209,800 transactions were reported. During FY 2022, there were approximately 1.30 million TNC transactions reported. In October 2021, the Airport entered into an operating agreement with Turo, a peer-to-peer vehicle sharing company.As part of this agreement, Turo will pay the Airport 10% of gross revenue on vehicle sharing transactions at the Airport. [insert number of Turo transactions] 3.1.7 Ancillary Facilities Ancillary facilities support the aviation-related activities at the Airport. The facilities identified as ancillary are categorized as military, general aviation, FAA, ground support equipment, cargo facilities, aircraft maintenance facilities, and the Boeing facility. ■ Military: The Utah Air National Guard (UTANG) operates on more than 82 acres on the northeast side of the Airport as the Roland R. Wright Air National Guard Base. The 151 st Air Refueling Wing is based at the Airport, which provides personnel to fly, maintain, and support a KC-135R aerial refueling unit. ■ General Aviation: General aviation (GA)facilities are located on the east side of the Airport property. This area includes fixed base operator(FBO)facilities, corporate hangars, maintenance hangar facilities, aircraft parking aprons (aircraft tie-down spaces managed by the FBOs), general aviation aircraft storage hangars (total combination of 200 T-hangars and shade hangars managed by the Department), fuel storage facilities and access roadways. The two FBOs on site sell both jet A and 100 low-lead aviation gasoline. FBOs offer a variety of services including rental cars, catering and transportation.Aircraft maintenance facilities are available on the airfield. • FAA: The FAA occupies the Airport Traffic Control Tower(ATCT)and handles all flight arrivals and departures as well as ground movement. ■ Ground Support Equipment: Ground support equipment(GSE)facilities include areas and buildings that house vehicles and equipment necessary to serve aircraft operations such as aircraft tugs, baggage tugs and carts, catering trucks, fuel trucks, 400-hertz power generators, deicers, lavatory service trucks, etc. GSE is stored in a multi-purpose building and covered areas surrounding the terminal area. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 173 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 ■ Cargo Facilities: Over 1.0 million square feet of cargo space is leased at the Airport. United Parcel Service and DHL each have stand-alone cargo facilities and FedEx has a cargo facility at the Airport constructed in recent years of just under 70,000 square feet. ■ Aircraft Maintenance Facilities: Delta and its regional partner, SkyWest, currently lease from the Department and maintain aircraft maintenance hangars at the Airport. Routine and heavy aircraft maintenance is performed at these facilities. • Boeing Facility: Boeing leases a 100,000-square foot fabrication and assembly facility on a 16-acre site on the east side of the Airport.At this site, Boeing is assembling the horizontal stabilizer for its 787-9 Dreamliner aircraft. Boeing also has an option to lease an additional 157 acres of adjacent Airport property. 3.2 The Auxiliary Airports The Department also operates two general aviation airports owned by the City: South Valley Regional Airport and Tooele Valley Airport, referred to collectively as the Auxiliary Airports. These airports support the GA needs of the region and complement the airport services provided at the Airport.A general description of each GA airport is provided below. South Valley Regional Airport(U42) currently supports business-related flying, law enforcement/fire/rescue flying services, recreational flying, flight training, and air charters.A Utah National Guard Army Aviation Support Facility is also housed on the airfield. South Valley Regional Airport comprises about 880 acres and is located approximately 10 miles south of the Airport in West Jordan, Utah. U42 has a single runway, Runway 16-34, which is 5,862 feet in length and 100 feet in width. The runway is constructed of asphalt and is equipped with pilot- controlled medium intensity runway lights (MIRL) and four lighted precision approach path indicators (PAPIs). In addition, each end of the runway is also equipped with runway end identifier lights (REILs). The primary landside area at U42 consists of a linear layout, running north to south along the west side. Facilities include the Utah National Guard Army Aviation Support Facility, FBO facilities, maintenance hangar facilities, aircraft parking aprons (100 aircraft tie-down spaces), general aviation aircraft storage hangars (total combination of 155 T- hangars and shade hangars managed by the Department), fuel storage facilities and access roadways. The Department sells both jet A and 100 low-lead aviation gasoline.Aircraft maintenance facilities are available on the airfield. The Department is currently providing fueling, ground handling, aircraft storage and parking and ground power(GPU)services at South Valley Regional Airport; however, the Department is currently seeking proposals from FBO operators to enter into a long-term lease to provide those services going forward.A third-party maintenance provider and flight school are also available. Tooele Valley Airport (TVY)currently provides many aviation-related services, including business-related flying, sky diving, law enforcement/fire/rescue flying services, recreational flying, and flight training. Tooele Valley Airport comprises about 600 acres and is located in Erda, Utah, approximately five miles northwest of Tooele, near State Highway 138. It is operated with one primary runway, oriented in a general north-south direction, along with a supporting parallel taxiway system. The single runway at the airport, Runway 17-35, is 6,050 feet in length and 100 feet in width. The runway is constructed of asphalt and is equipped with pilot-controlled MIRLs. Threshold lights are located at each end as well as runway end identifier lights for the Runway 35 approach. Four light PAPIs service the runway. The airport has ILS for Runway 17 in addition to a non-directional beacon. The Iandside area consists of a linear layout, running north to south along the east side. The facilities include six individual privately- owned hangars, aircraft parking aprons (24 aircraft tie-down spaces), self-service fuel storage and dispensing facilities and access roadways. The Bureau of Land Management maintains a Single Engine Air Tanker base at Tooele Valley Airport and is in the process of constructing a permanent base through a long-term lease recently executed with the Department. Self-serve 100 low-lead aviation fuel is available 24 hours a day. 74 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 The Department operates the Airport and the Auxiliary Airports as an Airport System. This is defined within the Master Indenture to include the operation and maintenance costs and revenues of the Auxiliary Airports within the definitions of Operation and Maintenance Expenses of the Airport System and Revenues. Therefore, the costs and revenues of the Auxiliary Airports are included for the purposes of the Master Indenture, including the Rate Covenant (defined later in Chapter 4 of this Report). 3.3 Summary of Capital Projects For purposes of this Report, the Department's current capital program is organized into the following categories, each of which is discussed in the sections that follow in this chapter of the Report: The New SLC: The New SLC consists of both the TRP and NCP as described below: ■ The Terminal Redevelopment Program: The TRP is the major capital program currently under construction that upon completion will have replaced and rebuilt the Airport's landside and terminal facilities and is currently replacing its airside concourse facilities over the next few years in conjunction with the NCP. The western portion of the airside concourse (Concourse A)was opened in September 2020 and is operational. The initial eastern portion of Concourse A containing five aircraft gates on the north side was opened in May 2023 and is currently operational. The remainder of the eastern portion of Concourse A containing 16 additional aircraft gates is planned to open on October 31, 2023. The TRP has been funded, in part, with proceeds of the Existing Bonds, and is planned to be funded, in part, with proceeds of the Series 2023 Bonds and future additional Bonds along with other funding sources to be described below. In addition, the Department has entered into a short-term revolving credit facility with JPMorgan Chase Bank, National Association, pursuant to which the City can access up to $150 million (Line of Credit). The Line of Credit is currently intended to be used as an interim funding facility. The capital and operating costs associated with the TRP have been included in the financial analysis in this Report and are further described in Chapter 4. ■ The North Concourse Program: The NCP is also currently under construction and includes the development of a midfield airside concourse (Concourse B)to the north of the new airside concourse to be developed simultaneously with the TRP (i.e., Concourse A). The western portion of Concourse B opened in October 2020 and is currently operational. The eastern portion of Concourse B is anticipated to be opened in various phases. In October 2024, the central tunnel connecting Concourse A and B along with the central node of Concourse B and four aircraft gates on the south side of the initial eastern portion of Concourse B are planned to open. In October 2025, four aircraft gates on the north side of the initial eastern portion of Concourse B are planned to open, which completes Phase III of the NCP. Phase IV of the New SLC was recently approved in FY 2023. This will extend Concourse B further to the east and add 16 gates as well as adding permanent aircraft hardstands, which will be accessible from the east end of the completed Concourse B. The first five aircraft gates associated with Phase IV are planned to be open in January 2026 and the remaining 11 gates are planned to open in January 2027. The NCP has been funded, in part, with proceeds of the Existing Bonds, and will also be funded, in part, with proceeds of the Series 2023 Bonds, the Line of Credit as an interim funding source, and additional Bonds along with other funding sources to be described herein. The capital and operating costs associated with the NCP have been included in the financial analysis in this Report and are further described in Chapter 4. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 175 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Other Capital Projects: These projects are in addition to the elements of the New SLC and are the other Airport System capital projects that currently are anticipated by the Department to be undertaken over the projection period, or from FY 2023 through FY 2030. Such projects are referred to in this Report as the `Other Capital Projects.'The estimated capital funding and operating costs, if any, and estimated revenue impacts, if any, associated with the Other Capital Projects have also been included as part of the financial analysis in this Report. 3.4 The New SLC The New SLC is a comprehensive capital program that is in various stages including certain components that are in operation, under construction, or being designed to completely redevelop and replace the existing landside and terminal complex of the Airport. The New SLC is comprised of two capital programs known as the TRP and the NCP.A significant portion of the New SLC has been completed and is currently operational. Remaining portions of the New SLC currently under construction or in design primarily consist of airside concourse development, the new central passenger tunnel, and associated airside improvements. Figure 3-3 illustrates the New SLC and shows the facilities that are complete and in operation and the future airside concourse elements currently under construction. The next several sections provide additional details on the TRP and the NCP. 3.4.1 The Terminal Redevelopment Program In 2014, the Signatory Airlines operating at the Airport approved the implementation of the TRP through execution of the current AUA that incorporates the TRP and is effective through June 30, 2024. The TRP is estimated to cost approximately$2.83 billion, including design, engineering, construction, escalation for inflation, and contingency amounts, but excluding financing costs. Sources of funding for the TRP are presented in Exhibit A of this Report.Approximately$2.83 billion of project costs have already been incurred through January 2023. Table 3-2 presents project costs of the TRP by element in chronological order for when each element is planned to be operational.A description of the major project elements of the TRP is then contained in the next several subsections. 76 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Table 3-2 TRP Project Costs by Element(thousands of dollars) TRP Element Current Budget' Planned Operation South Economy Parking Lot $15,944 Operational Rental Car Facilities: QTA and RSS 129,286 Operational Central Utility Plant 59,837 Operational Terminal Facilityz 961,698 Operational Gateway Center 82,513 Operational Concourse A(West) 420,357 Operational Parking Garage 239,721 Operational Terminal Roadway System 107,831 Operational Concourse A(East) 498,039 May 2023 (west portion) October 2023 (east portion) Terminal Apron, Fuel Hydrant System, and Taxilanes 292,927 Operational Miscellaneous Landside/Parking Lot Improvements 21,902 Operational Total $2,830,056 Notes: ' Approximately$2.63 billion of project costs have been incurred through January 2023. Amounts may not add because of rounding. 2 Includes baggage handling system Source: Airport records, March 2023. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 177 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Figure 3-3 The New SLC THE NEW SALT LAKE CITY INTERNATIONAL AIRPORT FUTURE DEVELOPMENT WIN I ARG in -71 oil �JI .d - ,;islvNarn.!c:7l6ts! .e.. a +a � F � , , 'r — ��t ��' ��' ' �'fi � fl°"rF.' — �� % ¢ 7rr e r- :' ,' ",rip$4�„-°Py� It 1 m � 1 a ! F: !�F •/% S'k Ask D d 'I Source: Department management records,April 2023 78 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 The eastern portion of Concourse A is currently under construction and is the only remaining portion of the TRIP to be completed. This facility continues the configuration of Concourse A and is comprised of approximately 376,000 square feet of space that will be contiguous with the terminal facility. Level 1 of Concourse A will contain non- public areas that accommodate airline operations offices and support areas, outbound and transfer baggage facilities, storage facilities, and house MEP systems. Level 2 of the facility will serve as the main passenger circulation level serving enplaning and deplaning passengers and will include passenger amenities such as moving sidewalks and expanded food and beverage and retail concessions. In total, the eastern portion of Concourse A will ultimately accommodate 22 aircraft gate positions. The eastern section of Concourse A is currently planned to be completed on October 31, 2023 with the early opening of five gates, which occurred in May 2023. Because of the substantial decreases in air traffic resulting from the impacts associated with the COVID-19 pandemic that temporarily reduced the need for aircraft gates, the Department was able to accelerate the demolition of its former airside concourses. The demolition of these former airside concourses cleared the site for the development of Concourse A and simplified its construction phasing. The demolition of the former facilities accelerated the planned opening of all the aircraft gates on Concourse A by nearly two years. 3.4.2 The North Concourse Program The NCP consists of a planned 47-gate midfield concourse, of which 21 gates opened in October 2020.As described above, Phase IV of the New SLC was recently approved in FY 2023. This phase extends Concourse B further to the east to add 16 contact aircraft gates to the NCP as well as adding permanent aircraft hardstands at the east end of the future Concourse B. With the inclusion of Phase IV, it is currently estimated that the NCP will cost approximately$2.30 billion. Table 3-3 presents project costs of the NCP by element in chronological order for when each element is planned to be operational.A description of the major project elements of the NCP follows the table. The first phase of the NCP was opened in October 2020, about one month after the terminal and the Concourse A (west). This initial phase was the west portion of Concourse B and includes 21 aircraft gate positions and comprises approximately 361,000 square feet of space. The second phase of the NCP will add an additional nine aircraft gate positions. The second phase is planned to be approximately 246,000 square feet of building space. The Central Tunnel connecting Concourse B to Concourse A and terminal will be approximately 1,000 linear feet and will also be constructed during this phase. The Central Tunnel will become the primary pedestrian access; however, the mid-concourse tunnel will also remain operational to serve connecting passenger needs. This phase (Phase III) of the NCP is planned to be initially operational in October 2024 and fully operational by October 2025. Phase IV of the NCP was recently approved during FY 2023. This phase will add 16 additional gates on Concourse B and permanent hardstands at the east end of Concourse B. The first five aircraft gates on this Concourse B extension are planning to be operational in January 2026, and the remaining 11 aircraft gates are planned to open in January 2027. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 179 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Table 3-3 NCP Project Costs by Element(thousands of dollars) TRP Element Current Budget' Planned Operation Concourse B (west) $364,554 Operational Concourse B (east— Phase III) 380,941 October 2024 (west portion) October 2025 (east portion) Baggage Handling System 35,578 May 2024 Central Tunnel 109,456 October 2024 Mid Concourse Tunnel 21,063 Operational Apron/Taxilanes 397,634 Various Hydrant Fueling System 43,137 Various Concourse A(east) Modifications 250,641 October 2023 Hardstand Operation 46,439 Operational Phase IV- Concourse B 585,347 January 2026 (west portion) January 2027 (east portion) Phase IV-Apron & Hydrant Fueling 70,127 Various System Total $2,304,917 Notes: ' Approximately$981.3 million of project costs have been incurred through January 2023. Amounts may not add because of rounding. Source: Airport records, March 2023 3.4.3 New SLC Aircraft Gate Positions Prior to construction of the New SLC, the Airport had 56 aircraft gates with loading bridges and 30 aircraft gates without loading bridges on Concourse E.All of the prior concourses and terminal complex were demolished after the opening of the initial phases of the New SLC in FY 2021.As described earlier, the Airport currently has 71 aircraft positions with 51 of these having loading bridge access to aircraft, and the remaining 20 ground-loaded positions on the remote aircraft hardstand facility are without loading bridges. The construction phasing plan for the New SLC has been developed to maintain active aircraft gate positions throughout construction. When completed, the New SLC is planned to provide 98 aircraft gate positions at the Airport. Of the 98 aircraft gates, 94 will have loading bridge access to aircraft, while the remaining four will be ground-loading accessible through hardstands.As compared to the former facilities, the Airport is planned to have 38 more loading bridge capable gates upon completion of the New SLC to accommodate future requirements more efficiently and effectively. Table 3-4 presents the current plan for aircraft parking positions through various phases of the New SLC construction. 80 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Table 3-4 Planned Aircraft Parking Positions During the New SLC Construction Total Conc. Conc. Conc. Conc. Conc. Conc. Conc. Hard- with Date C D E' F2 G3 A B Stand' LB5 Total Before Construction of 13 13 30 22 8 0 0 30 56 86 New SLC Current 0 0 0 0 0 30 21 20 51 71 November 2023 0 0 0 0 0 47 21 5 68 73 October 2024 0 0 0 0 0 47 26 5 73 78 October 2025 0 0 0 0 0 47 30 5 77 82 January 2026 0 0 0 0 0 47 35 5 82 87 November 2027 0 0 0 0 0 47 47 4 94 98 Concourse E did not provide loading bridge access to aircraft. 2 Formerly Concourse B 3 Formerly Concourse A 4 The aircraft hardstand does not provide loading bridge access. 5 Loading bridge (LB) Source: Airport management records, accessed February 2023. 3.4.4 The New SLC Program Management Team Program management for the New SLC is comprised of a selected staff of professionals chosen from 10 companies of which 46 personnel were engaged as of December 2022.At the peak of construction 68 full-time personnel were engaged. Pursuant to this approach, the Department maintains complete control as opposed to a more typical approach where this responsibility is contracted to a firm or team of firms that provide this function with their staff. The Department's process allows it to select individuals from the pool of firms for each program management position. In addition, the Department outlines key performance requirements for each of these program management positions and has the ability to replace those not meeting appropriate performance requirements. In such circumstances, the Department will request companies from the external pool to provide potential candidates to be interviewed by the Department. The Department will then select the most qualified individual from the pool of candidates. Key external program management staff, which lead the program management team, include a Program Director, a Financial and Program Controls coordinator, and an Airline Technical Representative. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 181 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 The Program Director reports to the Department's Executive Director and is responsible for the overall implementation of the TRP. The lead architectural firm for the New SLC is HOK(formerly known as Helmuth, Obata & Kassabaum, Inc.), which has multiple sub-consultant firms engaged in various engineering and design efforts. In October 2013, the Department selected Holder-Big-D,A Joint Venture (HDJV) as the Construction Manager at Risk(CMAR)for the TRP. HDJV is a joint venture between Holder Construction Company and Big-D Construction. Big-D Construction is a local Salt Lake City based company and Holder Construction Company is Georgia-based. In April 2017, the Department selected Austin Okland Aviation as the CMAR for the NCP. The CMAR Contract with AOJV was terminated for convenience following the reduction in passengers associated with the impacts of the COVID-19 pandemic and AOJV has de-mobilized. HDJV added the second phase of the NCP to its existing CMAR. The New SLC has been broken down into CGMP contracts between the Department, on behalf of the City, and the CMAR. Each CGMP constitutes an amendment to the CMAR contract that provides that the CMAR will construct the elements of the New SLC described in the scope of the applicable CGMP for a guaranteed maximum price, within the schedule set forth in the CGMP and in accordance with the CMAR contract. The CMAR contract also requires the CMAR, as applicable, to provide specified pre-construction and general conditions services during its term.As of March 2023, 100% of the TRP project costs and NCP project costs are subject to an executed CGMP. Each CGMP is designed and bid separately.All subcontracts must be competitively awarded, and the subcontracts are held by the CMAR, as applicable, and expressly provide that the Department has no contractual relationship with the subcontractors. Before the Department enters into a CGMP, the Department's Financial Oversight Committee must approve the guaranteed maximum price and its Construction Committee must approve the scope of the work of the CGMP and recommend to the Executive Director that the CGMP be approved and executed. The CMAR contract provides for a formal dispute resolution process that must be undertaken in the event of a disagreement between the Department and the CMAR, as applicable, before any legal action may be commenced. 3.5 Other Capital Projects Other Capital Projects currently anticipated by the Department to be undertaken or completed during the projection period that are not part of the New SLC are shown in Exhibit A. Preliminary cost estimates for the Other Capital Projects total approximately$322.3 million through FY 2030. Projects expected to be undertaken include rehabilitation of taxiways as well as improvements at Tooele and South Valley Airports. It should be noted that certain capital projects included in Other Capital Projects could be potentially deferred or not otherwise undertaken by the Department during the projection period, depending on circumstances such as aviation demand levels and availability of project funding. For the purposes of this analysis, all such projects have been incorporated in this Report and the accompanying financial tables to demonstrate the full financial effect of undertaking all of the Other Capital Projects along with the New SLC. 3.5.1 Financial Impact for Other Capital Projects Sources of funding for the Other Capital Projects are described below and presented on Exhibit A. The estimated financial impacts of the Other Capital Projects are incorporated in this Report. 82 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 It is possible that during the projection period, the Department may consider other potential future Airport improvements not planned at this time. However, it is assumed that the Department will only undertake construction on any other potential future projects when demand warrants, necessary environmental reviews have been completed, necessary approvals have been obtained, and associated project costs can be supported by a reasonable level of Airport user fees or other discrete funding sources such as state and federal grants, PFCs, Department funds, CFCs, and third-party funds. 3.6 Plan of Finance Exhibit A presents the total project costs along with estimated funding sources for the New SLC and Other Capital Projects. These estimates are based on currently available information regarding the estimated cost and timing of the New SLC and Other Capital Projects, and the estimated receipt of federal, state, and other grants and other funds.As presented in Exhibit A, the TRP is estimated to cost approximately$2.83 billion, the NCP is estimated to cost$2.30 billion, and the Other Capital Projects are estimated to cost$322.3XXX million.Additional details regarding the estimated funding sources for the New SLC and Other Capital Projects is presented in this section. 3.6.1 Federal, State and Other Grants The Department receives federal grants for Airport capital development under the FAAAirport Improvement Program (AIP). The Department received AIP entitlement grants of approximately$3.8 million in FY 2020 based on (1) levels of funding authorized and appropriated by Congress for the program, (2)the number of passengers and amount of cargo at the Airport, and (3)a 75% reduction in entitlement grants associated with the Department's$4.50 PFC level. The Auxiliary Airports receive a total of approximately$150,000 in FAAAIP entitlements per year per airport. The Department also receives AIP discretionary grants for specific projects pursuant to grant applications for such funding, and FAA discretionary grant awards, which are a function of the amounts authorized and appropriated by Congress and the FAA's prioritization of competing projects. No future BIL funds are assumed in the plan of finance, but they will be applied for and used if awarded. As shown in Exhibit A, the Department expects to be able to fund a portion of its capital development with FAA AIP and TSA grants.Approximately$373.3 million in federal grants are anticipated to fund a portion of the New SLC and the Other Capital Projects. 3.6.2 Passenger Facility Charge Revenues PFC revenues are used to pay for certain FAA-approved, PFC-eligible projects, either by using certain PFC revenues to pay for approved project costs on a pay-as-you-go basis or by applying certain PFC revenues to pay debt service associated with bonds used to fund approved projects. Pursuant to the Master Indenture, unless otherwise provided in a Supplemental Indenture or a certificate of the City, PFC revenues are excluded from the definition of Revenues, and therefore, are not pledged to the payment of debt service on the Bonds. However, PFC revenues may still be applied to pay debt service on Bonds in two separate ways. First, the City may designate specified PFC revenues as Passenger Facility Charges Available for Debt Service. Passenger Facility Charges Available for Debt Service are transferred to the Trustee and deposited directly into a City designated Debt Service Fund to be used to pay debt service on a specific Series of Bonds. Secondly, the City can designate specified PFC revenues as Pledged Passenger Facility Charges. Pledged Passenger Facility Charges are transferred to the Trustee and deposited directly into a City designated Debt Service Fund to be used to pay debt service on a specific Series of Bonds. For purposes of the Rate Covenant,Annual Debt Service on the Bonds does not include principal or interest paid with PFC revenues that have been designated as Passenger Facility Charges Available for Debt Service and/or Pledged Passenger Facility Charges. For the purposes of the financial analysis for the Series 2021 Bonds, it is assumed that the City will designate certain PFC revenues as Passenger Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 183 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Facility Charges Available for Debt Service and such PFC revenues will be used to pay a portion of the debt service on Bonds. As of March 31, 2023, the Department is authorized by the FAA, to impose and use approximately$2.2 billion of PFC revenues (at the$4.50 level)for various projects. The Department received approval from the FAA on June 3, 2020 of its amendment request to increase its PFC funding for the TRP by$72.3 million. The FAA's estimated charge-expiration date is April 1, 2037.As of March 31, 2023, the Department had collected approximately$936.8 million of its total approved collection and had disbursed approximately$916.5 million on approved projects. The Department received approval for its PFC Application number 16 in February 2016 for the TRP. The application and subsequent amendment was approved at the PFC collection rate of$4.50 for a total approved use of approximately$1.38 billion. As presented in Exhibit A, the Department has planned for approximately$332.8 million of PFCs to fund TRP project costs on a pay-as-you-go basis.At this time, the Department does not expect to fund any additional costs of the TRP with PFC revenues on a pay-as-you-go basis. In addition, the Department intends to fund eligible debt service for the TRP with a significant portion of its annual PFC collections into the foreseeable future. 3.6.3 Department Funds The Department historically used its internal funds from the operation of the Airport System to fund certain projects in the CIR Per the Master Indenture, any Revenues remaining in the Surplus Fund, after all obligations have been satisfied, are available for use by the Department for any lawful Airport System purpose. Per the AUA, the Department may include in airline rates and charges a cost for the use of Department funds (net of PFCs, CFCs, grants, and other funding sources), along with imputed interest, that pay for capital development in airline cost and revenue centers. This cost is referred to as Amortization in the AUA. The AUA specifically prohibits Amortization to be included in airline rates and charges for Department funds paying for costs of the TRP. There is no prohibition for the use of Amortization for NCR As presented in Exhibit A, the Department is currently planning to apply internally generated Department funds to the New SLC of approximately$571.2 million. The Department intends to use approximately$326.3 million of Department funds for Other Capital Projects. 3.6.4 Existing Bonds, Series 2023 Bonds, and Future Bonds The remaining portions of the New SLC are planned to be funded with proceeds of Bonds. The Department has issued the Existing Bonds, and plans to issue the Series 2023 Bonds to pay the costs of implementing a portion of the New SLC. Currently, the Department also is planning to issue additional Bonds over the next several years to fund remaining portions of the New SLC based on future timing and cash flow needs.As presented on Exhibit A, approximately$925.7 million of Series 2017 Bonds proceeds (including interest earnings) have been used to fund project costs of the New SLC, approximately$798.8 million of Series 2018 Bonds proceeds have been used to fund project costs of the New SLC, approximately$974.6 million of Series 2021 Bond proceeds have been used to fund project costs of the New SLC, and approximately$1.15 billion of future Bonds (including the Series 2023 Bonds) proceeds are planned to fund project costs of the New SLC. Of the future Bonds proceeds approximately $400.0 million are Series 2023 Bonds proceeds and approximately$752.6 million are future Bonds proceeds. Assumptions related to the issuance of the Series 2023 Bonds and future Bonds are provided in Section 4.4. 84 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 3.6.5 Customer Facility Charges On July 1, 2011, the Department began requiring the rental car companies at the Airport to charge a customer facility charge (CFC)to be used to pay, or to reimburse the Department, for capital costs for construction and improvement of rental car facilities at the Airport. The CFC was initially$4.00, with the current rate of$5.00 effective July 1, 2012. The$5.00 CFC is a per transaction daily fee up to a maximum of 12 days and is collected by the on-airport rental car companies from each of their customers and subsequently remitted to the Department. Although federal law does not restrict the use of CFCs, a City ordinance restricts the use of CFCs to finance capital improvements at the Airport that support rental car services, including a pro rata share of joint use infrastructure such as roadways, the portions of the Parking Garage needed for ready/return facilities, funding debt service associated with rental car facilities or funding the City's costs for such other rental car related purposes as the City may determine. The City currently does not expect to apply proceeds of Bonds to finance rental car facilities or, accordingly, to pay debt service on Bonds with CFCs. CFCs are not included in Revenues. The Department is applying the CFC revenues on a pay-as-you-go basis to fund eligible portions of the TRP that are used by rental cars.As shown on Exhibit A, the Department intends to fund approximately$199.0 million of rental car-related improvements of the TRP from CFC revenues. The Department has expended all of the CFC eligible project costs through March 2023. The Department has already constructed the QTA, RSS, rental car portion of the parking garage, and rental car portion of the Gateway Center, and has used available CFCs and Department cash to fund these projects. The Department has been reimbursing its internal cash expenditures on these elements of the TRP from CFC revenues as they become available. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 185 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 4 Financial Framework and Analysis This Chapter discusses the financial framework for the Airport System, including an overview of the governing body, management structure of the Department, financial structure including Airport System cost centers, certain obligations of the Master Indenture, and certain provisions contained in the AUA(defined herein)and in other key agreements at the Airport System.Additionally, the Department's plan for funding sources, including the use of proceeds of the Existing Bonds, the planned Series 2023 Bonds, and future Bonds, along with Debt Service projections, Operating Expenses, Revenues projections, debt service coverage, and other key financial analyses are described in this Chapter. Exhibits contained at the end of this Chapter present actual results for FY 2022, and projections for FY 2023 through FY 2030, also referred to as the Projection Period. 4.1 Airport Governing Body The Airport System is operated and managed by the Salt Lake City Department of Airports, a department of the City. The Mayor of the City, the City Council and the 11-member Airport Advisory Board of citizen volunteers oversee its affairs. In February 1976, the City created the Airport Advisory Board to provide advice with respect to broad matters of policy affecting the operation of the Airport System.All actions taken by the Airport Advisory Board constitute recommendations to the Mayor. The Mayor has the power to review any action submitted by the Airport Advisory Board. 4.2 Management Structure The day-to-day operations of the Airport System are managed by the Executive Director, who reports directly to the Mayor. The Executive Director, appointed by the Mayor, leads the management staff of the Department along with the Department's Division Directors. Nine Division Directors of the Department lead the following nine Divisions: Operations; Maintenance; Finance;Airport Design and Construction Management; Planning and Environmental;Administration and Commercial Services; Communication and Marketing; Information Technology; and Operational Readiness,Activation, and Transition for the New SLC. In addition, the executive team of the Department is comprised of the Chief Operating Officer, to whom the Director of Operations reports, along with Airport police and firefighting. The executive team of the Department is a full-time staff of professional and technical personnel located at the Airport. 86 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 4.3 Financial Structure The Department's Airport System includes the Airport and the Auxiliary Airports, general aviation airports owned by the City and operated by the Department. For accounting purposes, the Airport System is operated as an independent enterprise fund of the City and is separate from other City enterprises.As described in Section 5.3.2 below, funds deposited into the Revenue Account are not commingled with any other funds of the City and are used and applied only in the manner as specified in the Master Indenture.A discussion of the application of revenues is also described below. The Department funds its operation of the Airport System with revenues generated from Airport System rentals, fees, and charges. The Airport System is financially self-sustaining with Revenues generated from airline and other tenant fees, grants, Passenger Facility Charges (PFCs), rental car CFCs, concession fees, and other Revenues of the Airport System. Capital improvements at the Airport System are funded by the Department with: (1)federal, state, and other grants-in-aid, (2) Revenues generated from Airport System rentals, fees and charges; (3)Airport System revenue bond proceeds; (4) PFC revenues, (5) CFC revenues, and (6)other Department funds. 4.3.1 Accounting Structure Pursuant to the AUA for the Airport, the Department has created various cost and revenue centers and cost centers for the purpose of accounting for and allocating costs and revenues of the Airport System in order to establish airline rates and charges for the use of the Airfield and the Terminal. Per the AUA, the airline cost and revenue centers are referred to as the Airfield Cost and Revenue Center and the Terminal Cost and Revenue Center. In addition to the two-airline cost and revenue centers, the Department also allocates costs and revenues to five other Department cost centers and two indirect cost centers. Landside, General Aviation, Support Areas, Auxiliary Airports, and Other comprise the other direct Department cost and revenue centers. The General Administration and Roads cost centers are the Department's indirect cost centers, which are allocated to the direct cost centers.As described below, rate-setting at the Airport is a hybrid methodology, where Landing Fees are calculated on a residual basis and the Terminal Rents are calculated on a modified commercial compensatory basis that includes financial incentives for additional enplaned passengers. In the Airfield Cost and Revenue Center, the Signatory Airlines have the primary responsibility and risk and benefit from non-airline revenues. In the Terminal Cost and Revenue Center, the Department and the Signatory Airlines share the responsibility and risk. The AUA also has an adjustment-to-actual provision that sets a process for the reconciliation of rates and charges with the Signatory Airlines at the end of each FY. The Airfield Cost and Revenue Center and Terminal Cost and Revenue Center include allocated shares of Operating Expenses and Capital Outlays, debt service, amortization charges, Rolling Coverage Amount requirements, O&M Reserve Requirements, Renewal, and Replacement Requirements, other required reserve deposits, and Revenues. The Existing Bonds, and the Series 2023 Bonds are payable on a parity from the Airport System Net Revenues from all Cost and Revenue Centers of the Department. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 187 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Direct Cost and Revenue Centers: • Airfield Cost and Revenue Center: The cost and revenue center to which revenues and expenses associated with those portions of the Airport providing for the landing, taking off, and taxiing of aircraft, including without limitation approach and turning zones, clear zones, avigation or other easements, runways, a fully integrated taxiway system, runway and taxiway lights, GSE storage areas, remote aircraft parking aprons, and other appurtenances related to the aeronautical use of the Airport, including any airfield property purchased for noise or other environmental mitigation purposes. ■ Terminal Cost and Revenue Center: The cost and revenue center to which revenues and expenses associated with the Terminal buildings and Terminal Aircraft Aprons including but not limited to aircraft gates, ticket counters, baggage claim areas, baggage make up areas, security checkpoint areas, office space, storage areas, concourses, lobbies, VIP lounges, FIS facilities, employee break rooms and public areas located within terminal building at the Airport. Terminal Aircraft Aprons include those areas of the Airport that primarily are designated for parking of passenger aircraft and support vehicles and the loading and unloading of passenger aircraft. • Landside Cost and Revenue Center: The cost center and revenue center to which revenues and expenses associated with areas and facilities accommodating ground transportation, including Terminal public access roadways and curbside, public automobile and employee parking facilities, rental car operations, and taxi and transportation network companies (TNCs). ■ General Aviation: The cost and revenue center to which revenues and expenses associated with general aviation areas and facilities provided at the Airport. These include, but are not limited to, hangar, building, land and space rentals and fuel flowage fees. ■ Support Areas: The cost and revenue center to which revenues and expenses associated with, but not limited to,Airport support areas are allocated. These include flight kitchens, non-terminal buildings, cargo ramps, and other areas. • Auxiliary Airports: The cost and revenue center to which revenues and expenses associated with areas and facilities provided at the Auxiliary Airports. These include, but are not limited to, hangar, building, land and space rentals and fuel flowage fees. • Other: The cost and revenue center to which revenues and expenses associated with areas and facilities leased or provided for air cargo activities, improved land and buildings, and unimproved land. Indirect Cost Centers • General Administration: Expenses associated with salaries, benefits, materials, and supplies of the Airport's administrative staff and not attributable to any Direct Cost and Revenue Center but allocated among all cost centers for purposes of rate making based on share of expenses among the Direct Cost and Revenue Centers. • Roads: Expenses associated with Airport roadways are allocated to the Department's Direct Cost and Revenue Centers based on amounts specified in the AUA. 88 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 4.3.2 Master Indenture The Master Trust Indenture, dated as of February 1, 2017 by and between the City and Wilmington Trust, National Association, as Trustee (the Master Indenture), authorizes the issuance of airport revenue bonds to pay the costs of acquiring and constructing Airport System improvements, among other items. The Existing Bonds were issued pursuant to the Master Indenture and the First, Second, and Third Supplemental Trust Indentures and the Series 2023 Bonds are being issued pursuant to the provisions of the Master Indenture and the Fourth Supplemental Trust Indenture to be dated as of August 1, 2023, referred to as the Fourth Supplemental Indenture, by and between the City and the Trustee. The Master Indenture and the Fourth Supplemental Indenture are collectively referred to as the Indenture. The Series 2023 Bonds are payable solely from the Net Revenues of the Airport System, certain funds and accounts held by the Trustee under the Indenture, and other amounts payable under the Indenture.As of July 2, 2023, the Department had $2.706 billion of Bonds Outstanding. Pursuant to the Master Indenture, the City has pledged Net Revenues to the payment of the Bonds issued thereunder. Net Revenues are all Revenues of the Airport System remaining after payment of Operation and Maintenance Expenses of the Airport System. Revenues include, among other things, all amounts derived from all rates, tolls, fees, rentals, charges and any other payments collected, or received by the City in connection with the operation of the Airport System, any amounts designated as Other Pledged Revenues pursuant to the procedures in the Master Indenture, and all investment income earned by the City on such Revenues except as otherwise expressly provided in the Master Indenture. Flow of Funds The Master Indenture and the Subordinate Indenture (as described below) established certain funds and accounts and the priority for the flow of Revenues and certain other amounts to such funds and accounts, as described below. Figure 4-1 illustrates the flow of funds as set forth in the Master Indenture and the Subordinate Indenture (as described below). Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 189 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Figure 4-1 Flow of Funds Flow of Funds Pursuant to Master Indenture REVENUES Jr REVENUE ACCOUNT O OPERATION AND MAINTENANCE SUBACCOUNT Passenger Facility Charges Available 2OF DEBT SERVICE FUNDS for Debt Service and Pledged Passenger Facility Charges COMMON DEBT SERVICE ORESERVE FUND AND SERIES DEBT SERVICE RESERVE FUNDS O SUBORDINATE OBLIGATION DEBT SERVICE O SUBORDINATE OBLIGATION DEBT SERVICE RESERVE FUNDS O OPERATION AND MAINTENANCE RESERVE SUBACCOUNT O RENEWAL AND REPLACEMENT SUBACCOUNT OROLLING COVERAGE ACCOUNT Any Lawful O SURPLUS FUND Purpose of Department *Maintained within the Revenue Account of the Department Revenues do not include Passenger Facility Charges. **Held and maintained by Trustee IF**Held and maintained by Subordinate Trustee Source: Master Indenture and Subordinate Indenture 90 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 As long as there are Outstanding Bonds and Subordinate Obligations, all Revenues are required to be deposited into the Revenue Account, which is administered by the Department on behalf of the City. Revenues will be set aside for the payment of the following amounts or deposited or transferred to the following funds, accounts and subaccounts in the following order of priority: 1. Operation and Maintenance Subaccount 2. Debt Service Funds 3. Common Debt Service Reserve Fund and Series Debt Service Reserve Funds 4. Subordinate Obligation Debt Service 5. Subordinate Obligation Debt Service Reserve Funds 6. Operation and Maintenance Reserve Subaccount 7. Renewal and Replacement Subaccount 8. Rolling Coverage Account 9. Surplus Fund Rate Covenant In the Master Indenture, the City covenants, while any Bonds are Outstanding, to establish, fix, prescribe, and collect rates, tolls, fees, rentals and charges in connection with the Airport System and for services rendered in connection therewith, so that Revenues in each FY will be at least equal to the following amounts: • Operation and Maintenance Expenses of the Airport System due and payable during such FY • the Annual Debt Service on any Outstanding Bonds required to be funded by the City in such FY as required by the Master Indenture or any Supplemental Indenture with respect to the Outstanding Bonds; ■ the required deposits to the Common Debt Service Reserve Fund or any Series Debt Service Reserve Fund which may be established by a Supplemental Indenture; ■ the reimbursement owed to any Credit Provider or Liquidity Provider as required by a Supplemental Indenture; ■ the interest on and principal of any indebtedness of the Department required to be funded during such FY, other than for Outstanding Bonds, but including Subordinate Obligations; and ■ funding of any debt service reserve funds created with respect to any indebtedness of the Department, other than Outstanding Bonds, but including Subordinate Obligations. The City also covenants and agrees that it shall establish, fix, prescribe and collect rates, tolls, fees, rentals and charges in connection with the Airport System and for services rendered in connection therewith, so that during each FY the Net Revenues, together with any Transfer from the Rolling Coverage Account, will be equal to at least 125% of Annual Debt Service on the Outstanding Bonds for such Fiscal Year. The amount of any Transfer from the Rolling Coverage Account taken into account shall not exceed 25% of Annual Debt Service on the Outstanding Bonds in such FY. When calculating Annual Debt Service on the Outstanding Bonds for purposes of the rate covenants described above,Annual Debt Service on the Outstanding Bonds shall be reduced by the amount of principal and/or interest paid with Capitalized Interest, Passenger Facility Charges Available for Debt Service and/or Pledged Passenger Facility Charges. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 191 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Additional Bonds Pursuant to the Master Indenture, the Department is authorized to issue additional Bonds, subject to meeting certain conditions. To issue such Bonds, including the Series 2023 Bonds, the Department must provide either: (i) a certificate, dated as of a date between the date of pricing of the Bonds being issued and the date of delivery of such Bonds (both dates inclusive), prepared by an Authorized City Representative showing that the Net Revenues for the last audited FY or any 12 consecutive months out of the most recent 18 consecutive months immediately preceding the date of issuance of the proposed Series of Bonds, together with any Transfer for the most recently ended Fiscal Year, were at least equal to 125% of Maximum Aggregate Annual Debt Service with respect to all Outstanding Bonds and the proposed Series of Bonds, calculated as if the proposed Series of Bonds were then Outstanding; or (ii) a certificate, dated as of a date between the date of pricing of the Bonds being issued and the date of delivery of such Bonds (both dates inclusive), prepared by a Consultant, nationally recognized as an expert in the area of air traffic and airport financial analysis, showing that: (A) the Net Revenues for the last audited Fiscal Year or for any 12 consecutive months out of the most recent 18 consecutive months immediately preceding the date of issuance of the proposed Series of Bonds, together with any Transfer for the most recently ended Fiscal Year, were at least equal to 125% of the sum of the Annual Debt Service due and payable with respect to all Outstanding Bonds for such applicable period; and (B) for the period from and including the first full Fiscal Year following the issuance of such proposed Series of Bonds, during which no interest on such Series of Bonds is expected to be paid from the proceeds thereof, through and including the later of: (1)the fifth full Fiscal Year following the issuance of such Series of Bonds, or(2)the third full Fiscal Year during which no interest on such Series of Bonds is expected to be paid from the proceeds thereof, the estimated Net Revenues, together with any estimated Transfer, for each such Fiscal Year, will be at least equal to 125% of the Aggregate Annual Debt Service for each such Fiscal Year with respect to all Outstanding Bonds and calculated as if(1)the proposed Series of Bonds were then Outstanding, and (2) any future Series of Bonds which the City estimates will be required to complete payment of the estimated costs of construction of such portion of the Specified Project and any other uncompleted portion of the Specified Project from which the Consultant projects additional Revenues will be generated were then Outstanding. For purposes of subparagraphs (i)and (ii) above, the amount of any Transfer taken into account shall not exceed 25% of the Aggregate Annual Debt Service on the Outstanding Bonds and the proposed Series of Bonds. The City will be required to meet this test with respect to the Series 2023 Bonds. L&B is providing this Report along with a certificate described in clause (ii) above with respect to the Series 2023 Bonds. PFC Revenues used to pay Debt Service Revenues do not include PFCs. However, PFCs may still be used to pay the principal of and interest on Bonds in two separate ways under the Master Indenture. The City may designate specified PFCs as Passenger Facility Charges Available for Debt Service or as Pledged Passenger Facility Charges.Any PFCs designated as Passenger Facility Charges Available for Debt Service or as Pledged Passenger Facility Charges will be deposited directly to the Debt Service Fund or Funds directed by the City and will be used to pay debt service on the applicable Series of Bonds. The City expects, to the extent approved by the FAA, to designate certain PFCs as Passenger Facility Charges Available for Debt Service and to use such PFCs to pay a portion of the debt service on Existing Bonds, the planned Series 2023 Bonds, and certain of the Bonds to be issued in the future. The City does not have any current plans to designate any PFCs as Pledged Passenger Facility Charges. When 92 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 calculating debt service for purposes of the rate covenant set forth in the Master Indenture and the additional bonds test set forth in the Master Indenture, debt service is reduced by the amount of PFCs, whether designated as Pledged Passenger Facility Charges Available for Debt Service or as Pledged Passenger Facility Charges, used or expected to be used, as applicable, to pay debt service on Outstanding Bonds, Series 2023 Bonds, or any additional Bonds. 4.3.3 Subordinate Indenture The Master Subordinate Trust Indenture, dated as of March 1, 2021 (the Subordinate Indenture), by and between the City and Zions Bancorporation, National Association, as Subordinate Trustee (the "Subordinate Trustee"), authorizes the issuance of Subordinate Obligations to pay the costs of acquiring and constructing Airport System Improvements, among other items. Pursuant to the Subordinate Indenture, Subordinate Obligations will be secured by a pledge of and lien on Subordinate Revenues. Subordinate Revenues include Net Revenues less all amounts required to pay debt service and reserve replenishment on and related to the Bonds. Rate Covenant In the Subordinate Indenture, the City covenants, while any Subordinate Obligations are Outstanding, to establish, fix, prescribe, and collect rates, tolls, fees, rentals and charges in connection with the Airport System and for services rendered in connection therewith, so that Revenues in each FY will be at least equal to the following amounts: • Operation and Maintenance Expenses of the Airport System due and payable during such FY • the principal of and interest on any outstanding Bonds required to be funded by the City in such FY as required by the Master Indenture or any Supplemental Indenture with respect to the Outstanding Bonds; ■ the required deposits to the Common Debt Service Reserve Fund or any Series Debt Service Reserve Fund; ■ the reimbursement owed to any Credit Provider or Liquidity Provider as required by a Supplemental Indenture; ■ the annual debt service on any outstanding Subordinate Obligations required to be funded by the City in such FY as required by the Subordinate Indenture or any supplemental subordinate obligation indenture with respect to the outstanding Subordinate Obligations; • the required deposits to any debt service reserve fund which may be established by a supplemental subordinate obligation indenture; ■ the reimbursement owed to any credit provider or liquidity provider as required by a supplemental Subordinate Indenture; ■ the interest on and principal of any indebtedness of the City with respect to the Department of Airports required to be funded during such Fiscal Year, other than for Outstanding Bonds and outstanding Subordinate Obligations; and ■ funding of any debt service reserve funds created with respect to any indebtedness of the Department, other than Outstanding Bonds and Subordinate Obligations. The City further covenanted that it shall establish, fix, prescribe and collect rates, tolls, fees, rentals and charges in connection with the Airport System and for services rendered in connection therewith, so that during each FY the Subordinate Revenues, together with any transfer, will be equal to at least 115% of annual debt service on the outstanding Subordinate Obligations for such FY. For purposes of this subsection (b), the amount of any transfer taken into account shall not exceed 15% of annual debt service on the outstanding Subordinate Obligations in such Fiscal Year. When calculating annual debt service on the outstanding Subordinate Obligations for purposes of the rate covenants, annual debt service on the outstanding Subordinate Obligations shall be reduced by the Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 193 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 amount of principal and/or interest paid with capitalized interest, Passenger Facility Charges available for debt service and/or pledged Passenger Facility Charges. Additional Subordinate Obligations Additional Subordinate Obligations may be issued under the Subordinate Obligation Trust Indenture on parity with outstanding Subordinate Obligations, provided, among other things, there shall be delivered to the Subordinate Trustee either: (i) a certificate, dated as of a date between the date of pricing of the Subordinate Obligations being issued and the date of delivery of such Subordinate Obligations (both dates inclusive), prepared by an authorized city representative showing that the Subordinate Revenues for the last audited FY or any 12 consecutive months out of the most recent 18 consecutive months immediately preceding the date of issuance of the proposed series of Subordinate Obligations, together with any transfer for the most recently ended FY, were at least equal to 115% of maximum aggregate annual debt service with respect to all outstanding Subordinate Obligations and the proposed series of Subordinate Obligations, calculated as if the proposed series of Subordinate Obligations were then outstanding; or (ii) a certificate, dated as of a date between the date of pricing of the Subordinate Obligations being issued and the date of delivery of such Subordinate Obligations (both dates inclusive), prepared by a consultant, nationally recognized as an expert in the area of air traffic and airport financial analysis, showing that: (A) the Subordinate Revenues for the last audited FY or for any 12 consecutive months out of the most recent 18 consecutive months immediately preceding the date of issuance of the proposed series of Subordinate Obligations, together with any transfer for the most recently ended FY, were at least equal to 115% of the sum of the annual debt service due and payable with respect to all outstanding Subordinate Obligations for such applicable period; and (B) for the period from and including the first full FY following the issuance of such proposed series of Subordinate Obligations during which no interest on such series of Subordinate Obligations is expected to be paid from the proceeds thereof through and including the later of: (1)the fifth full FY following the issuance of such series of Subordinate Obligations, or(2)the third full Fiscal Year during which no interest on such series of Subordinate Obligations is expected to be paid from the proceeds thereof, the estimated Subordinate Revenues, together with any estimated Transfer, for each such FY, will be at least equal to 115% of the aggregate annual debt service for each such Fiscal Year with respect to all outstanding Subordinate Obligations and calculated as if(y)the proposed series of Subordinate Obligations were then outstanding, and (z) any future series of Subordinate Obligations which the City estimates will be required to complete payment of the estimated costs of construction of such portion of the specified project and any other uncompleted portion of the specified project from which the consultant projects additional Revenues will be generated were then outstanding. For purposes of subparagraphs (i)and (ii)above, the amount of any transfer taken into account shall not exceed 15% of the aggregate annual debt service on the outstanding Subordinate Obligations, the proposed series of Subordinate Obligations and any future series of Subordinate Obligations included pursuant to subparagraph (ii)(B)(z)of the previous paragraph. 94 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 For purposes of subsections (ii)(B)above, in estimating Subordinate Revenues, the consultant may take into account(1) Revenues from specified projects or other Airport Facilities reasonably expected to become available during the period for which the estimates are provided, (2) any increase in fees, rates, charges, rentals or other sources of Revenues which have been approved by the City and will be in effect during the period for which the estimates are provided, and (3) any other increases in Revenues which the consultant believes to be a reasonable assumption for such period. With respect to Operation and Maintenance Expenses of the Airport System, the consultant shall use such assumptions as the consultant believes to be reasonable, taking into account: (x) historical Operation and Maintenance Expenses of the Airport System, (y) Operation and Maintenance Expenses of the Airport System associated with the specified projects and any other new Airport Facilities, and (z)such other factors, including inflation and changing operations or policies of the City, as the consultant believes to be appropriate. The consultant shall include in the certificate or in a separate accompanying report the calculations and assumptions made in determining the estimated Subordinate Revenues and shall also set forth the calculations of aggregate annual debt service, which calculations may be based upon information provided by another Consultant. In certain circumstances, neither of the certificates described above under subsection (a)shall be required for the issuance of additional Subordinate Obligations. For instance, if Subordinate Obligations are being issued for the purpose of refunding then outstanding Subordinate Obligations and there is delivered to the Subordinate Trustee, instead, a certificate of an authorized city representative or a consultant showing that maximum aggregate annual debt service after the issuance of such refunding, Subordinate Obligations will not exceed maximum aggregate annual debt service prior to the issuance of such refunding Subordinate Obligations. 4.3.4 Airline Use Agreement The Department entered into 10-year AUA with the Signatory Airlines operating at the Airport effective July 1, 2014. The AUA is effective through June 30, 2024. The AUA establishes, among other things, procedures for setting and adjusting rentals, rates, fees and charges to be collected for the use of Airport facilities. The Signatory Airlines at the Airport include the following:Alaska,American, Delta, Frontier, JetBlue, Southwest and United. Together, the Signatory Airlines and their respective regional affiliates accounted for nearly 100% of enplaned passengers at the Airport in FY 2022. In 2021, the Department offered extension amendments to the AUA and Delta and United Airlines extended their AUAs through June 30, 2034. Subsequently in FY 2023 as part of negotiations over the fourth phase of the NCP, Delta agreed to an additional amendment extending the term of its new AUA from July 1, 2024 through June 30, 2044 with options to extend through June 20, 2054 (Second Amendment). In addition to revising the term of the agreement, the Second Amendment updates and modernizes various provisions to the AUA, including key business terms to bolster the Department's ability to fund the New SLC, generate additional cash flow to fund capital development, and maintain financial stability as it has agreed to the new fourth phase of the NCP. One key result per the change to the Second Amendment is the mitigation of terminal vacancy risk to the Department as the Second Amendment provides a fixed airline share of the terminal requirement at 82% as opposed to the ratio of space leased to the airlines. Revenue sharing with the signatory airlines has also been enhanced in the Second Amendment. These changes are further described below under the `Airline Rate-Setting Methodology' section. The Department is currently in discussions with the other Signatory Airlines regarding their execution of the Second Amendment; however, expects Alaska Airlines and Southwest airlines will execute the Second Amendment. Other Signatory Airlines are currently reviewing the Second Amendment and are also expected to sign for a term through June 30, 2034.. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 195 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 The AUA and Second Amendment govern airline use of certain Airport facilities, including Airfield, Terminal, Aircraft Aprons, baggage claim, ticket counters and gate areas and permits the Signatory Airlines to lease Exclusive Use Premises, Preferential Use Premises, and Joint Use Premises. Exclusive Premises generally includes office space, storage areas, airline club lounges, and employee break rooms; and Preferential Use Premises is Airport space, including holdroom areas and gates, ticket counters, and certain baggage makeup areas, leased to a Signatory Airline and to which the Signatory Airline has a higher and continuous priority of use over all other air carriers. Joint Use Premises generally includes baggage claim areas and baggage makeup equipment. The key provisions of the AUA and Second Amendment are summarized in the following sections and are used as the basis for projecting airline revenues for this Report. Airline Rate-Setting Methodology As described earlier in this Chapter, the Airport has been segregated into seven direct cost and revenue centers and two indirect cost centers for the purposes of setting rates and charges: two cost centers associated with the airlines'operations and five other Department cost and revenue centers. The cost centers associated with the airlines are the Airfield Cost and Revenue Center and the Terminal Cost and Revenue Center, each of which is a direct cost and revenue center, plus their allocated portions of the indirect cost centers. The Department's other five direct cost and revenue centers are Landside, General Aviation, Support,Auxiliary Airports, and Other, plus their allocated portions of the indirect cost centers. Landing Fees under the AUA and Second Amendment are calculated on an Airfield Cost and Revenue Center residual basis where the Signatory Airlines are required to guarantee the total requirement. The cost of Capital Investments allocable to the Airfield, including debt service on Bonds or amortization of Department equity, may be included in the calculation of the Landing Fees upon approval from at least one Signatory Airline. Terminal Rents under the AUA are calculated on a commercial compensatory basis where the Signatory Airlines essentially pay rent for only the space they lease. However, in the Second Amendment effective July 1, 2024, the terminal rental rate charged to the airlines will be based on a fixed 82% of the net terminal requirement being charged to the airlines. The cost of Capital Investments allocable to the Terminal, including debt service on Bonds or amortization of Department equity, may be included in the calculation of the Terminal Rents upon approval from the Signatory Airlines. The Capital Investment costs associated with the New SLC, including debt service on Bonds, has received the required approvals from the Signatory Airlines pursuant to the AUA. The AUA and Second Amendment allow for the calculation and adjustment of Landing Fees and Terminal Rents each FY, using budgeted aviation activity, expenses, and non-airline revenues. The Department may also adjust Landing Fees and Terminal Rents during the current FY if certain conditions warrant an adjustment per the AUA. The AUA also allows for a final adjustment of Landing Fees, Terminal Rents, and Revenue Sharing credits after the annual audit of Department records.Any resulting Adjustment-to-Actual resulting from the final settlement is included in the budget for the second subsequent FY and included as part of the calculation of Landing Fees and Terminal Rents for such FY. 96 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Revenue Sharing The AUA provides for the sharing of certain in-terminal and rental car concession revenues, excluding parking, with the Signatory Airlines (Revenue Sharing). In the current AUA, all Revenue Sharing is applied directly to each Signatory Airline based on a credit of$1 per enplaned passenger for up to 10 million enplaned passengers carried by all Signatory Airlines at the Airport. If during any FY, the Signatory Airlines collectively carry more than 10 million enplaned passengers, the Department will provide an additional enhancement to Revenue Sharing for only those enplaned passengers that exceed the 10 million base; provided, however, that the total revenue sharing amount in any FY cannot exceed the least of(i) 30% of Net Remaining Revenue; (ii)the total amount of Annual Adjusted Gross Revenues for Selected Concessions; and (iii)the Calculated Revenue Sharing Amount. The Department's obligation to provide Revenue Sharing to the Signatory Airlines in a given FY shall be solely from annual adjusted gross revenues for selected concessions for such FY. In the Second Amendment effective July 1, 2024, Revenue Sharing has been modified to increase to $1.40 per enplaned passenger for up to 14 million enplaned passengers carried by all Signatory Airlines at the Airport. If during any FY, the Signatory Airlines collectively carry more than 14 million enplaned passengers, the Department will provide an additional enhancement to Revenue Sharing for only those enplaned passengers that exceed the 14 million base; provided, however, that the total revenue sharing amount in any FY cannot exceed the least of(i) 40% of Net Remaining Revenue; (ii)the total amount of Annual Adjusted Gross Revenues for Selected Concessions; and (iii)the Calculated Revenue Sharing Amount. The Department's obligation to provide Revenue Sharing to the Signatory Airlines in a given FY shall be solely from annual adjusted gross revenues for selected concessions for such FY. Exhibit G following this Chapter presents the Department's Revenue Sharing methodology pursuant to the AUA. Throughout the FY, budgeted Revenue Sharing amounts are applied uniformly as a monthly credit to Signatory Airlines' invoices for Terminal Rents. For budgeting purposes, the Department applies only 95% of forecast Revenue Sharing amounts throughout the FY. Revenue Sharing Adjustments-to-Actual are performed after the end of the FY during the annual settlement process described above. Department Cost Centers The Department's non-airline Cost and Revenue Centers are not subject to an airline rate-setting methodology. Airport Revenues generated in these Cost and Revenue Centers can be used by the Department to meet various obligations or be used for other authorized Airport System-related purposes. The Department bears the responsibility and risk for the Department's non-airline Cost and Revenue Centers. The TRP The AUA also contemplated the development of the TRIP during the course of the term. Section 10.06 of the AUA specifies special provisions regarding the TRIP including memorializing that the Signatory Airlines have approved and support the TRIP and that the Department will use reasonable efforts to achieve the shared goal of a target airline cost per enplaned passenger.Additional provisions regarding the TRIP include procedures for designating an airline technical representative, the development of contract documents, estimated costs and potential budget overruns, change orders, the notice of claims, and for funding the development of the TRIP including best efforts to fund the project with federal and state grants, PFCs, CFCs, and the use of Bonds. Signatory Airline Approval of Capital Improvement Projects The Department and the Signatory Airlines agreed in the AUA that costs of certain Capital Investments are subject to Signatory Airline consideration. Section 10.02 of the Second Amendment specifies that no costs or amortization of Capital Investments, including debt service on Bonds, shall be charged to the Signatory Airlines in Landing Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 197 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Fees or Terminal Rents for any Capital Investments in the Airfield Cost and Revenue Center or in the Terminal Cost and Revenue Center, respectively, unless Signatory Airlines accounting for at least 15% of enplaned passengers have approved such Capital Investments. In the event the Department decides to undertake a Capital Investment in these airline Cost and Revenue Centers, the Department and representatives from the Signatory Airlines shall meet to discuss the methods for amortizing or allocating any associated Bonds debt service along with the associated impacts to the Landing Fees and/or Terminal Rents resulting from such Capital Investment. The Department has received all required approvals from the Signatory Airlines to undertake the capital development projects described herein including the NCP, and to include debt service, including the Existing Bonds, the Series 2023 Bonds, and additional Bonds allocable to the Airfield Cost and Revenue Center and Terminal Cost and Revenue Center in the calculation of Landing Fees and Terminal Rents, respectively. The Department may implement, at any time, certain types of Capital Investments that are not subject to Signatory Airline consideration. These include the following: ■ Projects mandated by the FAA, DOT, TSA, or similar government authority ■ Projects to repair casualty damage to Airport property that must be rebuilt or replaced in order for the City to meet its obligations pursuant to the AUA, Master Indenture, or other agreements with lessees at the Airport • Projects undertaken in Cost and Revenue Centers other than the Airfield Cost and Revenue Center and the Terminal Cost and Revenue Center • Reasonable repairs, rebuilding, improvements or additions, including the associated costs therefor, necessary to comply with the AUA or applicable law or to settle lawful claims, satisfy judgements, or comply with judicial orders against City by reason of its ownership, operation, maintenance or use of the Airport ■ Expenditures of any emergency nature which, if not made within 48 hours, would result in the closing of any portion of the Airport ■ Projects funded directly or indirectly by PFCs, CFCs or grants; provided, however, that this provision shall not be interpreted as a waiver of Signatory Airline consultation rights under applicable laws ■ Projects undertaken to satisfy the specific requirements of any Signatory Airline so long as such Signatory Airline agrees to pay all increased rentals, fees, charges, and operating and maintenance costs that are sufficient to cover annual debt service and operating and maintenance costs associated with the project • Projects related to special purpose facilities for which the user agrees to pay or reimburse the Department Extraordinary Coverage Protection Section 8.11 of the AUA and Second Amendment also contains an extraordinary coverage protection provision that allows for the Department to collect additional payments from the Signatory Airlines to satisfy the Rate Covenant set forth in the Master Indenture. These amounts collected from the Signatory Airlines, if ever required, are in addition to Landing Fees and Terminal Rents and are to be allocated to the Signatory Airlines in a fair and not unjustly discriminatory manner in the reasonable discretion of the Executive Director of the Department. 4.3.5 Other Principal Business Agreements New in-terminal concession contracts commenced with the opening of the New SLC in the fall of 2020, and all former contracts terminated at that time with the full demolition of the former facilities. In-terminal concession contracts have been timed with the New SLC opening. New contracts constitute 59 locations in the initial phase opening of the New SLC, with all locations fully operational and following normal business hours The Department issued a second request for proposals (RFP)for Phase II and awarded contracts during the summer of 2022. Design and construction work for Phase II concessions is under way with planned openings to occur during the 98 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 summer and fall of 2023. Proposals from a third RFP issued in the fall of 2022 are currently being reviewed for openings to occur in 2024 and 2025. The Department will issue RFPs for a third-party/common use lounge and concessions in 2024 as part of Phase IV of the New SLC. Continuing on with practices in the initial phase, the Department intends to award locations in packages of varying, albeit smaller sizes, to existing and new concessionaire partners with successful proposals. In regard to rental cars and as indicated previously, the following nine brands operate at the Airport:Alamo,Avis, Budget, Dollar, Enterprise, Hertz, National, Payless, and Thrifty.All of these rental car companies pay privilege fees and must collect and remit CFCs. The Department contracts with SP Plus Corporation to manage and operate on-Airport automobile parking facilities. In addition, the Department has agreements with cargo facility and fixed base operators and tenants leasing hangars and buildings. Airport non-airline agreements have various terms and conditions. In general, the business terms of these agreements are based on industry standards and practices.Additional summaries of key non-airline agreement terms are provided below: Terminal Food and Beverage Agreements: • Concession fees range between 15% and 22% of gross revenues • Minimum annual guarantee (MAG)equal to 90% of prior year percentage rents or 103% of prior year MAG, whichever is greater ■ Total MAG amounts for 2023 are currently estimated at$11 million ■ New contracts were initially planned to commence with the opening of the New SLC facilities in September 2020 and October 2020 for a term of 10 years, but were revised because of the COVID-19 pandemic impacts ■ The 10-year term of the revised contracts commenced upon the sooner of achieving 90% of 2019 enplaned passenger levels for three consecutive months or September 1, 2021. ■ A second phase of concessions contracts is expected to be subject to a competitive process and scheduled to open commensurate with the facilities remaining to be completed as part of the New SLC. Terminal Retail Agreements: ■ Percentage rents range between 10% and 25% of gross revenues ■ MAG equal to 90% of prior year percentage rents or 103% of prior year MAG, whichever is greater ■ Total MAG amounts for 2023 are currently estimated at$8 million ■ New contracts were initially planned to commence with the opening of the New SLC facilities in September 2020 and October 2020 for a term of eight years, but were revised because of the COVID-19 pandemic impacts ■ The term of the revised contracts commenced upon the sooner of achieving 90% of 2019 enplaned passenger levels for three consecutive months or September 1, 2021. ■ A second phase of concessions contracts is expected to be subject to a competitive process and scheduled to open commensurate with the facilities remaining to be completed as part of the New SLC. Parking and Shuttle Management Agreement: ■ Includes automobile parking facilities, shuttle bus operations, and aircraft hardstand bus operations ■ Term of agreement with SP Plus Corporation expires June 30, 2026, with two, 2-year extension options at the Department's sole discretion Rental Car Concession Agreement: Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 199 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 ■ Concession fees equal to 11.11% on all on-Airport customer contracts or the MAG, whichever is greater annually ■ MAG equal to 85% of prior year gross revenues or 103% of prior year MAG, whichever is greater, and it reset in September 2020 at the opening of new parking garage and continues at the greater value through term ■ Total MAG amounts for 2023 are approximately$22 million ■ In addition to the MAG, each on-Airport rental car company will pay fair market value rent for the use of the QTA, RSS, parking stalls, and customer service counters ■ Term of agreement is 10 years expiring on February 28, 2026 4.3.6 CARES Act Grant Assistance The CARES Act was approved by the U.S. Congress and signed by President Trump on March 27, 2020. It is one of the legislative actions taken to address the crisis associated with the COVID-19 pandemic and includes among its relief measures $10 billion of direct aid in the form of grants for U.S. airports, as well as direct aid, loans and loan guarantees for passengers and cargo airlines. The FAA announced in April 2020 that it had allocated approximately$82.5 million to the Department for the Airport System. The Department may draw on such funds, on a reimbursement basis, for any purpose for which airport revenues may be lawfully used in accordance with FAA rules and regulations. The Department used approximately$3.9 million of CARES Act funds in FY 2020 for the reimbursement of Operating Expenses, approximately$66.0 of CARES Act funds in FY 2021, and approximately$12.6 million of CARES Act funds in FY 2022. For the purposes of the Rate Covenant and the test for Additional Bonds pursuant to the Master Indenture, Operating Expenses net of such reimbursement amounts are the amounts used in those calculations. 4.3.7 Coronavirus Response and Relief Supplemental Appropriation Act On December 27, 2020, the Consolidated Appropriations Act, 2021 was signed. Division M of that Act is the CRRSAA. Title IV of CRRSAA provides approximately$2 billion in economic relief to airports to prevent, prepare for, and respond to the COVID-19 public health emergency, including funds set aside for relief from rent and MAGs for eligible airport concessions at primary airports. The FAA announced on February 12, 2021 that it had allocated approximately$23.4 million to the Department. Of that amount, approximately$2.8 million must be used for concessionaire relief. Under the grant program, the Department may use these funds to retain its workforce, make debt service payments, or offset increased operational costs from enhanced mitigation efforts to limit the spread of COVID-19. The Department applied $20.6 million for the reimbursement of Operating Expenses in FY 2022.As described above, for the purposes of the Rate Covenant and the test for Additional Bonds pursuant to the Master Indenture, Operating Expenses net of such reimbursement amounts are the amounts used in those calculations. 4.3.8 American Rescue Plan Act On March 11, 2021, the President signed the ARPA, a $1.9 trillion economic stimulus package designed to help the United States' economy recover from the adverse impacts of the COVID-19 pandemic. In addition to other economic relief,ARPA includes financial relief for certain eligible airports. For eligible airports,ARPA appropriates $8 billion to assist such airports to prevent, prepare for, and respond to COVID-19, and such amounts remain available until September 30, 2024. 100 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 The FAA announced on June 22, 2021 that it had allocated approximately$91.7 million to the Department. Of that amount, approximately$11.0 million must be used for concessionaire relief. The Department applied $6.8 million to the reimbursement of Operating Expenses in FY 2022. It has applied $37.0 million to the reimbursement of Operating Expenses in FY 2023 and plans to apply the remaining $37.0 million for reimbursement of Operating Expenses in FY 2024. The Department is planning to have all of its allocated ARPA funds reimbursed by December 2023. Table 4-1 presents the summary of federal relief funding by program and year applied. Table 4-1 Summary of Federal Funding Application by Fiscal Year(dollars in millions) Actual Budget FY 2020 FY 2021 FY 2022 FY 2023 FY 2024 Total CARES Act $3.9 $66.0 $12.6 $82.5 CRRSSA 20.6 20.6 ARPA 6.8 37.0 37.0 80.8 BIL(Infrastructure) 25.2 25.2 25.2 125.8 ATP (Airport 29.0 29.0 Terminal Program) Total $3.9 $66.0 $65.2 $62.2 $91.2 $338.7 4.4 Debt Service The Department plans to issue the Series 2023 Bonds to (1)fund a portion of the costs of the New SLC, (2)fund capitalized interest on the Series 2023 Bonds, (3)fund a deposit to the Common Debt Service Reserve Fund, and (4) pay the costs of issuance of the Series 2023 Bonds. Table 4-2 presents the estimated sources and uses for the Series 2023 Bonds and future Bonds currently estimated to be required to fund the remaining portions of the New SLC. The estimated sources and uses of funds and debt service for the proposed Series 2023 Bonds were prepared by the Department's municipal advisor, PFM Financial Advisors LLC (PFM). Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 1 101 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Table 4-2 Outstanding Bonds, Series 2023 Bonds and Future Bonds Estimated Sources and Uses (dollars in thousands) Sources Series 2023 Future Bonds Total Par Amount of Bonds $445,240 $861,025 $1,306,265 Premium 11,326 15,385 26,711 Total Sources $456,566 $876,410 $1,332,976 Uses: Construction Funds $400,000 $752,606 $1,152,606 Capitalized Interest 23,638 55,293 78,930 Common Debt Service Reserve Fund 30,252 63,339 93,592 Cost of Issuance 2,676 5,172 7,847 Total Uses $456,566 $876,410 $1,332,976 Note: Amounts may not add because of rounding. Source: PFM Financial Advisors LLC,April 2023 Exhibit B presents annual Debt Service for the Projection Period of FY 2023 through 2030. Existing Bonds debt service, planned Series 2023 Bonds debt service, and future debt service, net of capitalized interest, is projected to be approximately$275.1 million in FY 2028 upon completion of the New SLC. Total annual debt service, net of PFC revenues applied to pay debt service on the Existing Bonds, planned Series 2023 Bonds, and future Bonds, is estimated to be approximately$217.1 million by FY 20XX when all elements of the New SLC are expected to be operational, and approximately$XXX million by FY 2030. Debt Service estimates were provided by PFM and are based on the assumptions included in Table 4-3. Table 4-3 Assumptions for the Series 2023 Bonds and Future Bonds (dollars in millions) Assumption Series 2023 Future Bonds Issuance Date 7/1/2023 7/1/2024; 1/1/2026 Par Amount $445,240 $861,025 Project Fund Deposit $400,000 $752,606 Bond Yield %5.05 %5.60 Final Maturity 7/1/2053 7/1/2054; 7/1/2055 Source: PFM Financial Advisors LLC,April 2023 102 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 4.5 Operating Expenses Table 4-4 presents historical Operating Expenses and capital outlays of the Department for the last five FYs or for FY 2019 through FY 2023.51 This period has been chosen to present trends immediately following the onset of the COVID-19 pandemic (FY 2020 versus FY 2019)and trends during the recovery period (FY 2020 through FY 2023). For the period of FY 2019 through FY 2023, total Operating Expenses increased from approximately $108.1 million in FY 2019 to approximately$130.3 million in FY 2023, a CAGR of approximately 4.8%. While the Department had budgeted a significant increase in Operating Expenses in FY 2020 of$120.4 million primarily due to the upcoming opening of the New SLC, it was able to stabilize Operating Expenses upon the arrival of the pandemic and limit increases such that they increased by 4.0% to $112.4 million. For each year since FY2020, the Airport has applied CARES, CRRSAA, and ARPA grants to eligible operating expenses: $3.9 million in FY 2020, $66.1 million in FY 2021, and $39.7 million in FY 2022. It is estimated in FY 2023 that$37 million in federal grants will be applied to eligible operating expenses. Table 4-4 Historical Operating Expenses and Capital Outlays (dollars in millions)' FY FY FY FY FY CAGR 2019 2020 2021 2022 20232 19-20 20-23 19-23 Salaries and Benefits $48.7 $48.5 $50.4 $54.7 $60.6 (0.4%) 7.7% 5.6% Materials and Supplies 12.6 12.4 11.0 13.7 16.0 (1.8%) 8.9% 6.1% Services' 29.2 27.8 43.9 54.4 59.4 -4.8% 28.8% 19.4% Other Operating Expenses4 2.8 3.0 3.6 3.8 7.1 6.6% 33.8% 26.5% Intergovernmental Charges 13.5 18.1 18.4 20.3 22.0 33.8% 6.6% 12.9% Capital Outlays 1.2 2.6 4.7 2.5 2.2 109.5% (4.9%) 15.9% Total Operating Expenses $108.1 $112.4 $132.0 $149.5 $167.3 4.0% 14.2% 11.5% &Capital Outlays Federal Grants Credits5 0.0 (3.9) (66.1) (39.7) (37.0) Net Operating Expenses& $108.1 $108.5 $65.9 $109.8 $130.3 0.4% 6.3% 4.8% Capital Outlays ' Amounts shown are those included in airline rates and charges and may vary from the Department's financial reports for various reasons, including the treatment of non-cash items. 2 Estimated results 3 Includes utilities 4 Includes insurance premiums 5 Includes amounts allocated to the Airport from the CARES Act and CRRSA Act that were used to reimburse the Department for eligible Operating Expenses. Amounts may not add because of rounding. Source: Department records, March 2023 50 Data for FY 2021 is estimated based on partial year data. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 1 103 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 The primary categories of Operating Expenses include salaries and benefits, materials and supplies, services, other operating expenses, intergovernmental charges, and capital outlays less than $100,000.Additionally, Exhibit C after this Chapter presents annual Operating Expenses of the Department for the Airport System for the Projection Period. Key Operating Expenses categories and assumptions in projecting future growth are summarized below. These categories account for about 96% of the Airport System's total Operating Expenses for FY 2022. ■ Salaries and Benefits: This expense category includes salaries, wages, and benefits associated with Department staff. It is the largest single category of Operating Expenses at the Airport System as it represented approximately 37% of total Operating Expenses at the Airport System for FY 2022. The Department was able to keep salaries and benefits expenses relatively flat in FY 2020 as compared to FY 2019 (-0.4%). Since FY 2020, salaries have increased at a CAGR of 7.7%through estimated FY 2023. As presented above, these expenses increased at a CAGR of approximately 5.6%for the period FY 2019 through FY 2023. In FY 2024, these expenses are budgeted to increase by approximately 17.3%from FY 2023 (estimated)to approximately$71.1 million. Salaries and Benefits expenses are projected to increase at a CAGR of 4.0%from budget FY 2024 through FY 2030. ■ Services: This expense category includes costs associated with the Department's outsourcing for janitorial services, maintenance contracts, professional services, other contractual services, and utilities at the Airport System. It is the second largest category of Operating Expenses at the Airport System as it represented approximately 36% of total Operating Expenses at the Airport for FY 2022.In FY 2020, the Department was able to decrease these expenses by 4.8%, from $29.2 million to $27.8 million. Between FY 2020 and FY 2023, this category of expenses increased at a rate of 28.8% [as maintenance contracts for the new terminal facilities and the busing operation for the aircraft hardstand operation come online.] . Future services Operating Expenses are projected to decrease in FY 2025 by 6.4%, reflecting the decrease in aircraft hardstand operation costs, and then increase at a CAGR of approximately 4.0%for FY 2026 through FY 2030. ■ Materials and Supplies: Materials and supplies expenses of the Airport System comprised approximately 9% of total Operating Expenses for FY 2022. This category of expenses dropped (1.8%) between FY2019 and FY2020, But has grown at a CAGR of 8.9 between FY 2020 and FY 2023. Future material and supplies Operating Expenses are projected to increase at a CAGR of approximately 4.0% through FY 2030. • Intergovernmental Charges: This expense category includes charges to the Department for the use of aircraft rescue and firefighting services, the use of the City's Police Department effective in October 2018, and for other allocable costs for the use of City services. Intergovernmental charges expenses at the Airport System comprised approximately 14% of total Operating Expenses at the Airport System for FY 2022. Future intergovernmental Operating Expenses are projected to increase at a CAGR of approximately 4.0% through FY 2030. Overall, the projection of Operating Expenses is based on historical trend reviews, the anticipated impacts of inflation, the recovery from the impacts associated with the COVID-19 pandemic, projected activity levels, and cost impacts associated with the New SLC and Other Capital Projects. Exhibit C presents Operating Expenses by category and cost center through FY 2030. Total Operating Expenses are projected to increase at a CAGR of approximately 4.1% over the projection period from budget FY 2024 to FY 2030. 104 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 4.6 Non-Airline Revenues Table 4-5 presents historical non-airline revenues along with growth rates for the Airport System for the period of FY 2019 to FY 2023 (estimated).51 As shown for FY 2022, the three primary categories of non-airline revenues (e.g., auto parking, car rental, and terminal concessions)accounted for approximately 70% of the Airport System's total non-airline revenues. The significant decline in passenger traffic at the Airport associated with the COVID-19 pandemic had a major effect on non-airline revenues. In FY 2020, total non-airlines revenues declined from FY 2019 levels by 14.2%, from $117.9 million to $101.1 million, with a further decline to$96.5 million in FY 2021. However, with the recovery of passenger traffic in FY2022, Non-Airline Revenues have increased past pre-pandemic levels. Exhibit D presents non-airline revenues at the Airport System for the Projection Period, including assumed incremental impacts associated with the NCP. Non-airline revenues, including Airfield and Terminal offsets to airline rates and charges, are [projected] at approximately$169 million in FY 2024 and are projected to increase to approximately$213 million in FY 2030. This increase in non-airline revenues between FY 2024 and FY 2030 represents a CAGR of approximately 4.0%. In general, the projection of non-airline revenues is based on historical trend reviews, projected activity levels, the recovery from the COVID-19 pandemic, and impacts associated with the New SLC. Non-airline revenues are further described in the following sections. Table 4-5 Historical Airport Non-Airline Revenues (dollars in millions)' FY FY FY FY FY CAGR 2019 2020 2021 2022 20232 19-20 20-23 19-23 Auto Parking $36.3 $28.0 $23.5 $48.8 $58.2 (22.9%) 27.7% 12.6% Car Rental 29.9 25.4 24.3 34.5 36.3 (15.1%) 12.6% 5.0% Terminal Concessions 20.5 16.7 11.9 20.7 24.0 (18.5%) 12.9% 4.1% Other 31.3 31.1 36.8 44.6 37.3 (0.5%) 6.2% 4.5% Total Non-Airline Revenues $117.9 $101.1 $96.5 $148.6 $155.8 (14.2%) 15.5% 7.2% Enplaned Passengers 13.1 10.1 7.7 12.8 13.3 (22.9%) 9.6% 0.4% (millions) Non-Airline Revenues per $9.00 $10.00 $12.53 $11.61 $11.71 11.1% 5.4% 6.8% Enplaned Passenger ' Amounts shown are those included in airline rates and charges and may vary from the Department's financial reports for various reasons, including the treatment of non-cash items. 2 Estimated results. Source: Department records, March 2023 51 Data for FY 2023 is estimated based on partial year data as audited data is not available. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 1 105 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 4.6.1 Auto Parking Auto parking revenues historically have represented the largest component of non-airline revenues at the Airport System, accounting for approximately 32% of total non-airline revenues for FY 2022. Parking revenue fell significantly between FY 2019 and FY 2020, dropping proportionately with enplanements by 22.9%. However, since FY2020, the recovery in parking revenues has outpaced the recovery in enplanements, growing at a CAGR of 27.7%from FY 2020 to FY 2023. The Department has implemented certain parking rate changes during this period including increases in the Economy Lot, Parking Garage, and the implementation of Premium Reserved Parking. The Department also opened Lot E on the eastern side of the new parking garage and QTA facility where customers can walk to the terminal. Table 4-6 presents public parking rates at the Airport since FY 2015.As shown in the table, the Department monitors public parking rates and implements rate changes periodically.Additionally, the Department offers a variety of parking options to address the differing needs of its customer base. The Department has been able to realize revenue gains resulting from these increases and the differing products as demand has continued to increase. In addition, the new parking garage opened in September 2020, which essentially has doubled garage parking capacity. These factors have led to a CAGR of 12.6% between FY 2019 and FY 2023, even though enplanements have only just reached pre-pandemic levels. As of April 2023, three primary off-airport parking companies also provide parking services to passengers, in competition with the Department. Table 4-6 Public Parking Rates at the Airport(daily maximum rates) FY FY FY FY FY FY FY FY FY Parking Facility 2015 2016 2017 2018 2019 2020 2021 2022 2023 Economy Lot $9 $9 $9 $9 $9 $10 $10 $10 $10 Lot E' n/a n/a n/a n/a n/a $21 $21 $21 $21 Parking Garage2 $28 $32 $32 $32 $32 $35 $35 $35 $35 Premium Reserved Parking n/a $50 $50 $50 $50 $55 $55 $55 $55 Lot E opened in September 2020. 2 The new parking garage opened in September 2020. Source: Department records For the period of FY 2024 through FY 2030, auto parking revenues are projected to increase at a CAGR of 4.2%. The projection assumes rate increases generally in line with inflationary trends combined with O&D passenger count growth. 106 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 4.6.2 Car Rental Rental car concessions are the second largest source of non-airline revenue at the Airport, approximately 23% in FY 2022. In FY 2020, rental car revenues decreased primarily because of the impacts associated with the COVID-19 pandemic to $25.4 million. The car rental revenue rate of decline of 15.1%was more favorable than the rate of the decrease associated with enplaned passengers. Since FY 2020, the recovery in rental car concessions has outpaced the enplanement recovery, growing at a CAGR of 12.6% through FY 2023. Rental car concessions are projected at approximately$38 million in FY 2024. For the period of FY 2024 through FY 2030, car rental revenues are projected to increase at a CAGR of 3.6%. The projection assumes increases associated with the passenger recovery and inflationary trends. 4.6.3 Terminal Concessions In FY 2020, terminal concessions decreased primarily because of the impacts associated with the COVID-19 pandemic to$16.7 million. The revenue rate of decline of 18.5%was more favorable than the rate of the decrease associated with enplaned passengers. Since FY 2020, terminal concessions have recovered beyond FY 2019 levels, at a CAGR of 12.9% between FY 2020 and FY 2023. The Departments unaudited sales per enplaned passenger have increased from $8.72 in August 2019 to$12.04 for the month of January 2023. Given the lack of space for terminal concessions in the legacy airport, additional revenue improvements are being realized as the concessions program continues to expand along with new phases of construction. Terminal Concessions are projected at approximately$24 million in FY 2024. For the period of FY 2024 through FY 2030, terminal concession revenues are projected to increase at a CAGR of 3.9%. The projection assumes increases related to the passenger recovery, the opening of new concessions related to the New SLC, and inflationary trends. 4.6.4 Other Other non-airline revenues primarily include a State of Utah aviation fuel tax, other tenant leases, ground transportation and TNC revenues, cargo building rents, hangar rents, fixed base operator rents, and other buildings at the Airport leased by the Department. Ground transportation and TNC revenues were significantly impacted by the COVID-19 pandemic, decreasing from $6.2 million in FY 2019 to$2.9 million in FY 2021. However, these revenues have recovered along with enplanements since then, growing to $7.0 million in FY 2023. Many of the other revenues in the category are not as impacted by air traffic activity as the other categories described above. In FY 2020, other revenues remained relatively flat from the prior year at$31.1 million. The projection for other non-airline revenues assumes increases generally in line with inflationary trends. 4.7 Airline Revenues Airline revenues at the Airport include Landing Fees and Terminal Rents. The rate-setting formulas for Landing Fees and Terminal Rents are consistent with the rate-setting methodologies set forth in the AUA and described earlier in this Chapter. Exhibits E and F further illustrate the rate-setting methodologies for the Landing Fees and Terminal Rents, respectively. In addition, projected Revenue Sharing consistent with the AUA is presented on Exhibit G. The business terms of the AUA are used as the basis for projecting airline revenues for the purposes of this Report. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 1107 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 4.7.1 Landing Fees Exhibit E presents the calculation of Landing Fees for FY 2022 (actual) and the Projection Period. Per the residual rate-setting methodology, the Department fully recovers direct and allocated indirect costs for airline use of the Airfield cost center. The total requirement is reduced by estimated non-airline revenues projected in each FY to calculate the Airfield Revenue Requirement. As presented in Exhibit E, the Signatory Airline Landing Fee Rate per 1,000-pound unit of landed weight was $2.70 for FY 2022. Throughout the Projection Period, the Signatory Airline Landing Fee rate is projected to increase up to $5.51 by FY 2030. Total Landing Fees are projected to increase from approximately$43.1 million in FY 2022 to approximately$110.7 million in FY 2030. This represents a CAGR of approximately 17.0%. 4.7.2 Terminal Rents Exhibit F presents the calculation of Terminal Rents for FY 2022 and the Projection Period. Per the rate-setting methodology, the Department recovers Terminal Rents from the Signatory Airlines based on a commercial compensatory methodology per the current AUA and a fixed cost recovery rate per the amended AUA that starts in FY 2025. The conditioned terminal rental rate per square foot in 2022 was $150.66. Over the Projection Period, the conditioned terminal rate is expected to increase to $328.71 in FY 2030. Exhibit F presents the projected Terminal Rents over the Projection Period. Total Terminal Rents are projected to increase from approximately$69.0 million in FY 2022 to approximately $251.1 million in FY 2030. This represents a CAGR of approximately 24.0% as the Terminal Rents include future debt service and increased operating expense impacts associated with the New SLC. 4.7.3 Revenue Share Exhibit G presents the calculation of Revenue Share pursuant to the AUA, which is allocated to each Signatory Airline on the basis of their enplaned passenger market share.As described above in Section 4.3.3 and as shown on Exhibit G, Revenue Sharing amounts for FY 2022 were approximately$13.5 million. Revenue Sharing is projected to be approximately$15.1 million in FY 2024, the final year of the existing agreement's calculation methodology. In FY 2025, the first year of the new agreement's calculation, revenue sharing is projected to increase to $19.9 million. For the period of FY 2026 through FY 2030, Revenue Sharing amounts are projected to range between $20.7 million and $23.6 million. 4.7.4 Signatory Airline Cost per Enplaned Passenger A key indicator for airline costs at an airport is the average Cost per Enplaned Passenger(CPE). Exhibit H presents the projection of CPE for the Signatory Airlines at the Airport.As shown, the Signatory Airline CPE includes the Signatory Landing Fees and Terminal Rents less the Revenue Sharing amounts divided by total Signatory enplaned passengers. CPE for FY 2022 was $7.43. Over the projection period, Signatory Airline CPE is expected to increase as the elements of the New SLC become operational and the associated costs are included within the airline rate base. In FY 2025, CPE is projected to increase to $18.37 and peak in FY 2028 at$20.49. Signatory Airline CPE throughout this period is projected to remain at levels competitive with other Large Hub airports in the western U.S. 108 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 4.8 Application of Airport Revenues Exhibit I presents the application of Revenues for the Airport System throughout the projection period consistent with the requirements of the Master Indenture.As presented, the City is expected to experience an annual net surplus (amount deposited into the Surplus Fund) after the payment of Operating Expenses and debt service and required deposits to the Operations and Maintenance Reserve Fund and the Renewal and Replacement Fund in each year of the projection period. The deposit to the Surplus Fund for FY 2022 was approximately$67.1 million. Over the Projection Period, the annual deposit to the Surplus Fund is expected to decrease through FY 2024, down to $52.4 million.After the Second Amendment becomes effective in FY 2025, the deposit to the Surplus Fund is expected to increase to$74.9 million and grow each year, with the largest projected deposit of approximately$91.7 million occurring in FY 2030. Revenues deposited into the Surplus Fund are planned to be used to fund the ongoing New SLC and Other Capital Projects throughout the projection period. 4.9 Net Revenues and Debt Service Coverage Exhibit J presents Net Revenues and debt service coverage ratio projections throughout the projection period.As presented, the Airport System Net Revenues are projected to increase from $139.9 million in FY 2022 to $308.7 million in FY 2030. This increase in Net Revenues is primarily driven by the increased revenue requirements included in airline rates and charges because of the future debt service associated with the New SLC. Per the Master Indenture, the City is able to include amounts available in the Rolling Coverage Account on the last business day of the applicable FY for the purposes of calculating debt service coverage. Total amounts available for debt service (e.g., Net Revenues plus amounts available in the Rolling Coverage Account) are projected to increase from approximately$155.2 million in FY 2022 to approximately$362.7 million in FY 2030.As the City issues additional Bonds to fund the New SLC, debt service coverage ratios are projected to range from 2.45x in FY 2022 to 1.66x in FY 2028. As required pursuant to the Rate Covenant, Revenues must be sufficient in each FY to pay the following amounts: (1) Operation and Maintenance Expenses of the Airport System due and payable during each FY; (2)the Annual Debt Service on any Outstanding Bonds required to be funded by the City in each FY as required by the Master Indenture or any Supplemental Indenture with respect to the Outstanding Bonds; (3)the required deposits to the Common Debt Service Reserve Fund or any Series Debt Service Reserve Fund which may be established by a Supplemental Indenture; (4)the reimbursement owed to any Credit Provider or Liquidity Provider as required by a Supplemental Indenture; (5)the interest on and principal of any indebtedness of the Department required to be funded during each FY, other than for Outstanding Bonds, but including Subordinate Obligations; and (6)funding of any debt service reserve funds created with respect to any indebtedness of the Department, other than Outstanding Bonds, but including Subordinate Obligations.As presented on Exhibit J, the City is projected to satisfy the Rate Covenant requirement in each year. In summary, Table 4-7 presents projections of debt service coverage ratios and airline CPE under the baseline projection. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 1 109 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Table 4-7 Debt Service Coverage and Passenger Airline CPE Projections Fiscal Year Debt Service Coverage Ratio Airline CPE 2022 (actual) 2.45 $7.43 2023 2.14 $7.65 2024 1.86 $11.83 2025 1.85 $18.37 2026 1.71 $19.32 2027 1.68 $19.85 2028 1.66 $20.49 2029 1.67 $20.23 2030 1.68 $19.88 Source: Landrum &Brown, Inc. 4.10 Sensitivity Scenario Financial Analysis [TO BE PROVIDED] As presented in Chapter 3, L&B prepared a enplaned passengers projection sensitivity scenario in addition to the baseline projection. This scenario was prepared because of the ongoing uncertainty related to the level of impact and duration of the COVID-19 pandemic on air traffic recovery. The assumptions for this scenario are described in more detail in Section 3.4.5 of this Report. For the purposes of the financial analysis, key assumptions are as follows: ■ Current Airline Agreements business terms and conditions remain in effect through the projection period. ■ Funding and timing of the New SLC and the Other Capital Projects remain as assumed in the baseline financial analysis. ■ Operating Expenses increase as projected in the baseline financial analysis. • Non-airline revenues are assumed to remain at a consistent ratio of revenues per enplanement as the baseline financial analysis, however, projected non-airline revenues are reduced based on the assumed slower recovery of enplaned passengers. • PFC revenues are lower as compared to the baseline financial analysis based on lower enplaned passengers projected. Table 4-8 presents projected debt service coverage and airline CPE for the slower recovery scenario.As shown, under each scenario, the Department is projected to continue to satisfy its Rate Covenant set forth in the Master Indenture throughout the projection period. However, it should be noted that, given the uncertainty regarding the COVID-19 pandemic, it is possible that airline traffic recovery could be delayed beyond what is assumed under the slower recovery scenario. Such a scenario may require additional steps to be taken by the Department to reduce Operating Expenses or undertake other financial or operational measures beyond what is contemplated in this Report in order to continue to meet its Rate Covenant obligations and mitigate airline CPE. 110 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Table 4-8 Sensitivity Analysis Results: Debt Service Coverage and Airline CPE Enplaned % of Baseline Debt Service Fiscal Year Passengers Enplaned Passengers Coverage Ratio Airline CPE 2022 (actual) 12,802 100.0% 2.45 $7.41 2023 % $ 2024 % $ 2025 % $ 2026 % $ 2027 % $ 2028 % $ 2029 $ 2030 $ Source: Landrum& Brown. As previously indicated, many of the factors affecting air travel demand are not necessarily quantifiable.As a result, all projections are subject to uncertainty. While the global COVID-19 pandemic is currently ongoing, other economic disturbances could occur over the Projection Period. Therefore, these projected financial results, as with any projection, should be viewed as a general indication of future results as opposed to a precise prediction. Actual future results are likely to vary from this projection, and such variances could be material. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 1111 Exhibit A THE NEW SLC AND OTHER CAPITAL PROJECTS-PLAN OF FINANCE SALT LAKE CITY DEPARTMENT OF AIRPORTS (Dollars in Thousands for Fiscal Years Ending June 30) Funding Sources(a) Total PFC Revenues CFC Revenues Existing Future Project costs AIP/TSA (pay-as-you-go) (pay-as-you-go) Airport Funds Bonds(b) Bonds(c) Terminal Redevelopment Program(TRP) $2,830,055 $62,747 $332,838 $199,036 $275,214 $1,831,532 $128,688 North Concourse Program(NCP) 2,304,919 117,386 0 0 295,952 867,663 1,023,918 Other Capital Projects 519,437 193,180 0 0 326,257 0 0 Total TRP,North Concourse Program,and Other Capital Projects $5,654,411 $373,313 $332,838 $199,036 $897,423 $2,699,196 $1,152,605 Note: Amounts may not add due to rounding. Sources: Salt Lake City Department of Airports(project costs,AIP/TSA,PFC Revenues,and CFC Revenues);Landrum&Brown,Inc.(Airport Funds and Future Bonds);PFM Financial Advisors LLC(Series Series 2018 Bonds,and Series 2021 Bonds) Compiled by: Landrum&Brown,Inc. (a) Includes capital projects that have been paid for with Airport funds,PFC revenues and CFC revenues prior to January 31,2023. (b) Includes interest earnings from the Series 2017 Debt Service Fund and 2018 Debt Service Fund that is accrued prior to the first year of debt service. (c) Includes planned Series 2023 Bonds and Future Bonds. Exhibit B DEBT SERVICE SALT LAKE CITY DEPARTMENT OF AIRPORTS (Dollars in Thousands for Fiscal Years Ending June 30) Actual Projected 2022 2023 2024 2025 2026 2027 2028 2029 2030 Debt service(a) Series 2017 Bonds $70,288 $48,926 $56,946 $61,425 $63,590 $71,034 $73,657 $73,659 $73,662 Series 2018 Bonds 33,224 57,224 49,578 59,563 59,558 59,558 59,560 59,556 59,559 Series 2021 Bonds 6,369 7,030 28,559 52,880 57,411 57,411 57,411 57,413 57,410 Debt service on Future Bonds(a) Future Bonds(b) $0 $0 $26,862 $41,713 $58,610 $70,054 $84,511 $86,243 $86,243 Line of Credit 2,100 2,100 788 0 0 0 0 0 0 Total debt service $111,980 $115,279 $162,732 $215,579 $239,169 $258,057 $275,139 $276,871 $276,874 Less:PFCs applied to debt service ($48,676) ($45,290) ($49,749) ($61,232) ($54,597) ($56,607) ($58,075) ($59,555) ($61,046) Total net debt service $63,304 $69,989 $112,982 $154,347 $184,572 $201,450 $217,063 $217,316 $215,828 Allocation of debt service to Cost Centers Airfield $5,830 $6,857 $9,679 $18,889 $20,956 $22,611 $24,108 $24,260 $24,260 Terminal 51,385 56,820 94,393 130,077 157,646 172,397 186,087 186,145 184,657 Landside 6,088 6,312 8,911 5,381 5,970 6,441 6,868 6,911 6,911 Total net debt service $63,304 $69,989 $112,982 $154,347 $184,572 $201,450 $217,063 $217,316 $215,828 Note: Amounts may not add because of rounding. Source: Airport records(actual and budget);PFM Financial Advisors LLC(Series 2017 Bonds,Series 2018 Bonds,and Series 2021 Bonds);Landrum&Brown(Future Bonds) Compiled by: Landrum&Brown,Inc. (a) Debt service is net of capitalized interest. (b)Includes planned Series 2023 Bonds and Future Bonds. Exhibit C OPERATING EXPENSES AND CAPITAL OUTLAYS SALT LAKE CITY DEPARTMENT OF AIRPORTS (Dollars in Thousands for Fiscal Years Ending June 30) Actual Projected 2022 2023 2024 2025 2026 2027 2028 2029 2030 Operating Expenses and Capital Outlays Salaries and benefits $55,047 $60,520 $71,074 $73,933 $76,890 $79,966 $83,164 $86,491 $89,951 Materials and supplies 13,673 15,968 18,940 19,697 20,485 21,304 22,157 23,043 23,965 Services 54,444 59,428 74,969 70,159 72,965 75,884 78,919 82,076 85,359 Other Operating Expenses 3,806 7,141 7,129 7,414 7,710 8,019 8,339 8,673 9,020 Intergovernmental charges 20,312 21,966 23,502 24,442 25,420 26,436 27,494 28,594 29,737 Capital Outlays 2,542 2,249 2,768 2,879 2,994 3,113 3,238 3,367 3,502 Subtotal Operating Expenses and Capital Outlays $149,824 $167,272 $198,381 $198,523 $206,464 $214,722 $223,311 $232,244 $241,534 Less: CARES Act grants ($12,610) $0 $0 $0 $0 $0 $0 $0 $0 CRRSAA grants ($20,585) 0 0 0 0 0 0 0 0 ARPA grants (6,800) (36,935) (36,935) 0 0 0 0 0 0 Incremental TRP,NCP,and Other Capital Projects impact $0 $0 $0 $8,178 $9,011 $9,845 $10,215 $10,624 $11,049 Total Operating Expenses and Capital Outlays $109,828 $130,337 $161,446 $206,701 $215,475 $224,567 $233,526 $242,867 $252,582 Allocation of Operating Expenses and Capital Outlays to Cost Centers Airfield $35,325 $42,551 $54,950 $66,270 $68,972 $71,778 $74,647 $77,633 $80,738 Terminal 52,717 55,352 69,726 91,577 95,619 99,799 103,774 107,925 112,242 Landside 14,177 18,332 21,457 28,681 29,904 31,172 32,415 33,712 35,060 Aux.Airports 2,356 4,945 5,376 7,084 7,367 7,662 7,968 8,287 8,619 Other 3,300 5,009 6,030 7,516 7,817 8,130 8,455 8,793 9,145 General Aviation 704 1,671 1,476 2,472 2,571 2,674 2,781 2,892 3,008 Support 1,249 2,477 2,431 3,100 3,224 3,353 3,487 3,626 3,771 Total Operating Expenses and Capital Outlays $109,828 $130,337 $161,446 $206,701 $215,475 $224,567 $233,526 $242,867 $252,582 Note: Amounts may not add because of rounding. Source: Airport records(actual and budget);Landrum&Brown,Inc.(projected) Compiled by: Landrum&Brown,Inc. Exhibit D NONAIRLINE REVENUES AND AIRFIELD AND TERMINAL OFFSETS SALT LAKE CITY DEPARTMENT OF AIRPORTS (Dollars in Thousands for Fiscal Years Ending June 30) Actual Projected 2022 2023 2024 2025 2026 2027 2028 2029 2030 Airfield offsets Fuel farm $1,804 $1,852 $2,730 $2,730 $2,730 $2,730 $2,730 $2,730 $2,730 Cargo ramp use fee 241 294 347 447 488 531 577 626 678 Flight kitchen 2,209 2,664 2,930 3,083 3,244 3,412 3,552 3,696 3,844 State aviation fuel tax 2,891 3,099 3,161 3,283 3,409 3,539 3,636 3,735 3,832 Fuel oil royalties 769 765 781 807 835 863 888 914 939 Glycol recycling sales 505 451 500 518 535 553 569 586 602 Other Airfield Revenues(a) 684 670 678 700 723 746 765 785 804 Subtotal Airfield offsets $9,102 $9,794 $11,127 $11,568 $11,963 $12,374 $12,717 $13,071 $13,429 Terminal offsets Jet bridges $1,631 $1,732 $2,031 $2,504 $2,604 $2,709 $2,817 $2,930 $3,047 CRDC Revenue 2,092 2,151 2,326 2,396 2,467 2,541 2,618 2,618 2,618 IAB use fees 2,665 2,577 3,089 3,809 3,961 4,119 4,284 4,456 4,634 Shared tenant telephone fees 59 59 59 60 62 64 66 68 70 Leased site areas 1,711 2,027 2,129 2,129 2,129 2,129 2,129 2,129 2,129 EDS utilities and janitorial 166 38 38 39 40 42 43 44 45 Other Terminal Revenues(b) 494 447 467 479 491 504 517 531 544 Subtotal Terminal offsets $8,818 $9,031 $10,138 $11,416 $11,755 $12,108 $12,474 $12,774 $13,087 Other Nonairline Revenues Car rental-commissions(c) $27,578 $28,136 $29,366 $30,623 $31,919 $33,252 $34,626 $36,041 $37,498 Car rental-fixed rents(c) 6,948 8,130 8,252 8,376 8,501 8,629 8,758 8,890 9,023 Auto parking 48,814 58,294 60,842 63,447 66,130 68,894 72,241 75,172 78,190 Ground transportation 7,215 8,221 8,577 8,940 9,315 9,700 10,097 10,506 10,926 General aviation hangars 1,065 1,032 1,084 1,116 1,149 1,184 1,219 1,256 1,294 Hardstand Passenger Boarding revenue 4,907 4,809 0 0 0 0 0 0 0 FBO hangars 21 37 39 40 41 43 44 45 47 Cargo buildings 1,505 1,605 1,670 1,720 1,772 1,825 1,879 1,936 1,994 Other buildings 3,735 3,950 3,986 4,106 4,229 4,356 4,486 4,621 4,759 Office space 1,778 2,025 2,032 2,093 2,156 2,220 2,287 2,356 2,426 Food service(c) 11,916 14,157 15,062 15,937 16,769 17,734 18,558 19,309 20,082 Vending/Publictelephone 158 62 178 188 197 208 216 225 234 News&gifts(c) 7,764 9,117 9,134 9,665 10,170 10,755 11,255 11,715 12,188 Leased site areas 2,778 3,391 3,387 3,489 3,593 3,701 3,812 3,927 4,044 Advertising media fees(c) 827 683 683 706 730 754 775 797 819 Other revenues(d) 3,709 (6,643) 3,128 3,192 3,242 3,293 3,345 3,398 3,452 Subtotal Other Nonairline Revenues $130,717 $137,008 $147,420 $153,637 $159,914 $166,548 $173,601 $180,193 $186,976 Total Nonairline Revenues and Airfield and Terminal offsets $148,637 $155,833 $168,685 $176,621 $183,632 $191,031 $198,791 $206,038 $213,492 Note: Amounts may not add because of rounding. Source: Airport records(actual and budget);Landrum&Brown,Inc.(projected) Compiled by: Landrum&Brown,Inc. (a) Includes leased areas on airfield,K-9 grants,Utah Air National Guard,and RON(overnight)fees. (b) Includes UTA revenues,LEO charges reimbursed by TSA,and K-9 grants. (c) Included as Select Concessions for the Revenue Sharing test. (d)Includes CRRSAA Act Grants used for concessionaire MAG relief. Exhibit E LANDING FEES SALT LAKE CITY DEPARTMENT OF AIRPORTS (Dollars in Thousands for Fiscal Years Ending June 30) Actual Projected 2022 2023 2024 2025 2026 2027 2028 2029 2030 Airfield Revenue Requirement Operating Expenses and Capital Outlays $35,325 $42,551 $54,950 $66,270 $68,972 $71,778 $74,647 $77,633 $80,738 Net debt service 5,830 6,857 9,679 18,889 20,956 22,611 24,108 24,260 24,260 Rolling Coverage Amount 78 131 639 615 449 251 232 4 (22) Amortization 9,973 10,157 11,287 15,725 16,187 19,084 19,623 19,445 18,648 Reserve Requirements(a) 1,104 1,151 2,066 1,887 450 468 478 498 518 Less:Airfield offsets (9,102) (9,794) (11,127) (11,568) (11,963) (12,374) (12,717) (13,071) (13,429) Less:Adjustments-to-Actual (73) (5,649) 0 0 0 0 0 0 0 Total Airfield Revenue Requirement $43,136 $45,403 $67,495 $91,818 $95,051 $101,817 $106,370 $108,768 $110,712 Landed Weight(million-pound units) 15,989 17,160 16,570 17,210 17,870 18,550 19,060 19,580 20,090 Landing Fee(per 1,000-pound unit) $2.70 $2.65 $4.07 $5.34 $5.32 $5.49 $5.58 $5.56 $5.51 Signatory Airline Landing Fee revenue $39,097 $41,667 $61,490 $83,543 $86,391 $92,456 $96,432 $98,457 $100,067 Non-signatory Airline Landing Fee revenue 4,039 3,736 6,005 8,275 8,660 9,361 9,938 10,312 10,644 Total Landing Fee revenue $43,136 $45,403 $67,495 $91,818 $95,051 $101,817 $106,370 $108,768 $110,712 Note: Amounts may not add because of rounding. Source: Airport records(actual and budget);Landrum&Brown,Inc.(projected) Compiled by: Landrum&Brown,Inc. (a) Includes deposits to the Operation and Maintenance Reserve and the Renewal and Replacement subaccounts. Exhibit F TERMINAL RENTS SALT LAKE CITY DEPARTMENT OF AIRPORTS (Dollars in Thousands for Fiscal Years Ending June 30) Actual Projected 2022 2023 2024 2025 2026 2027 2028 2029 2030 Net Terminal Revenue Requirement Operating Expenses and Capital Outlays $52,717 $55,352 $69,726 $91,577 $95,619 $99,799 $103,774 $107,925 $112,242 Net debt service 51,385 56,820 94,393 130,077 157,646 172,397 186,087 186,145 184,657 Rolling Coverage Amount 1,340 1,945 9,521 9,160 6,693 3,738 3,457 56 (330) Reserve Requirements(a) 1,648 1,453 2,396 3,642 674 697 662 692 719 Amortization 12,953 10,343 12,356 17,570 18,082 18,725 19,662 22,294 22,015 Less:Terminal offsets (8,818) (9,031) (10,138) (11,416) (11,755) (12,108) (12,474) (12,774) (13,087) Less:Adjustments-to-Actual (1,428) (76) (119) 0 0 0 0 0 0 Total Terminal Revenue Requirement $109,798 $116,807 $178,133 $240,610 $266,958 $283,248 $301,169 $304,337 $306,216 Total Net Terminal Revenue Requirement(b) $197,300 $218,905 $232,264 $246,959 $249,557 $251,097 Total rentable space(s.f.) 897,869 895,831 1,009,921 Airline rented space(s.f.)(c) 836,745 887,722 923,025 948,232 948,232 948,232 Average Terminal rental rate $122.29 $130.39 $176.38 $235.79 $246.59 $251.63 $260.44 $263.18 $264.81 Airline rented space(c) Conditioned space(s.f.) 351,814 349,776 432,619 498,912 531,870 560,763 579,560 579,560 579,560 Unconditioned space(s.f.) 212,617 212,617 222,704 337,833 355,852 362,262 368,672 368,672 368,672 Total Airline rented space(s.f.) 564,431 562,393 655,323 836,745 887,722 923,025 948,232 948,232 948,232 Airline Net Terminal Revenue Requirement $69,023 $73,330 $115,588 $197,300 $218,905 $232,264 $246,959 $249,557 $251,097 Weighted Airline rented space Conditioned space(s.f.) 351,814 349,776 432,619 498,912 531,870 560,763 579,560 579,560 579,560 Unconditioned space(s.f.) 106,309 106,309 111,352 168,917 177,926 181,131 184,336 184,336 184,336 Total weighted Airline rented space(s.f.) 458,123 456,085 543,971 667,829 709,796 741,894 763,896 763,896 763,896 Airline rented space Conditioned space(s.f.) 351,814 349,776 432,619 498,912 531,870 560,763 579,560 579,560 579,560 Unconditioned space(s.f.) 212,617 212,617 222,704 337,833 355,852 362,262 368,672 368,672 368,672 Total Airline rented space(s.f.) 564,431 562,393 655,323 836,745 887,722 923,025 948,232 948,232 948,232 Airline Terminal rental rate-conditioned space $150.66 $160.78 $212.49 $295.43 $308.41 $313.07 $323.29 $326.69 $328.71 Airline Terminal rental rate-unconditioned space $75.33 $80.39 $106.24 $147.72 $154.20 $156.53 $161.64 $163.34 $164.35 Airline Terminal Rents-conditioned space $53,006 $56,238 $91,927 $147,396 $164,032 $175,557 $187,365 $189,336 $190,505 Airline Terminal Rents-unconditioned space 16,017 17,092 23,661 49,904 54,873 56,706 59,594 60,221 60,592 Total Airline Terminal Rents(d) $69,023 $73,330 $115,588 $197,300 $218,905 $232,264 $246,959 $249,557 $251,097 Note: Amounts may not add because of rounding. Source: Airport records(actual and budget);HOK(projected space);Landrum&Brown,Inc.(projected) Compiled by: Landrum&Brown,Inc. (a) Includes deposits to the Operation and Maintenance Reserve and the Renewal and Replacement subaccounts. (b) Beginning in FY 2025,reflects an 82%airline cost recovery percentage in the Terminal. (c) Airline space assumptions are based on HOK space drawings. (d)Assumes that all Terminal Rents are reflective of Signatory Airlines. Exhibit G REVENUE SHARING CALCULATION SALT LAKE CITY DEPARTMENT OF AIRPORTS (Dollars in Thousands for Fiscal Years Ending June 30) Actual Projected 2022 2023 2024 2025 2026 2027 2028 2029 2030 Per 8.07.1(b)Revenue sharing amount rebated to Signatory Airlines for a particular Fiscal Year shall not exceed the LEAST of: 1. Percent of Net Remaining Revenues in such Fiscal Year Net Remaining Revenues $57,350 $47,053 $52,357 $74,874 $76,534 $80,809 $83,185 $89,134 $91,670 Percent required of Net Remaining Revenues(a) 30% 30% 30% 40% 40% 40% 40% 40% 40% Amount of Net Remaining Revenues [A] $17,205 $14,116 $15,707 $29,949 $30,614 $32,324 $33,274 $35,653 $36,668 2. Total Annual Adjusted Gross Revenues for Selected Concessions [B] $55,191 $49,699 $62,675 $65,495 $68,286 $71,332 $74,189 $76,976 $79,843 3. Calculated Revenue Sharing Amount Enplanement Detail for Credit in Future Agreement Signatory Enplaned Passengers 12,741 13,195 13,696 14,208 14,735 15,277 15,674 16,073 16,475 Growth in Enplaned Passengers from 2015 base Enplaned Passengers 28.3% 32.9% 37.9% Growth in Enplaned Passengers from 2025 base Enplaned Passengers 0.0% 3.7% 7.5% 10.3% 13.1% 16.0% Enplaned Passengers over 10,000,000 2,741 3,195 3,696 Enplaned Passengers over 14,000,000 208 735 1,277 1,674 2,073 2,475 Rates: For Enplaned Passengers of 10,000,000 or less: $1.00 $1.00 $1.00 $1.40 $1.40 $1.40 $1.40 $1.40 $1.40 Revenue sharing rate for Enplaned Passengers over 10,000,000(a) 1.28 1.33 1.38 Revenue sharing rate for Enplaned Passengers over 14,000,000(b) 1.40 1.45 1.51 1.54 1.58 1.62 Calculated Revenue Sharing Amount First 10,000,000 Enplaned Passengers 10,000 10,000 10,000 Enplaned Passengers over 10,000,000(a) 3,516 4,245 5,098 First 14,000,000 Enplaned Passengers 19,600 19,600 19,600 19,600 19,600 19,600 Enplaned Passengers over 14,000,000(b) 291 1,067 1,923 2,585 3,283 4,019 Total calculated Revenue Sharing Amount [C] $13,516 $14,245 $15,098 $19,891 $20,667 $21,523 $22,185 $22,883 $23,619 Total Revenue Sharing Amount to be used [Minimum of A,B,or C] $13,516 $14,116 $15,098 $19,891 $20,667 $21,523 $22,185 $22,883 $23,619 Note: Amounts may not add because of rounding. Source: Airport records(actual and budget);Landrum&Brown,Inc.(projected) Compiled by: Landrum&Brown,Inc. (a) Percentage of Net Remaining Revenues increases from 30%to 40%under the future airline agreement in FY 2025. (b) Increased Revenue Sharing is only applied to those Enplaned Passengers over 10,000,000. (c) Increased Revenue Sharing is only applied to those Enplaned Passengers over 14,000,000. Exhibit H SIGNATORY AIRLINE COST PER ENPLANED PASSENGER SALT LAKE CITY DEPARTMENT OF AIRPORTS (Dollars in Thousands for Fiscal Years Ending June 30) Actual Projected 2022 2023 2024 2025 2026 2027 2028 2029 2030 Signatory Airline Terminal Rents $69,023 $73,330 $115,588 $197,300 $218,905 $232,264 $246,959 $249,557 $251,097 Signatory Airline Landing Fee revenue 39,097 41,667 61,490 83,543 86,391 92,456 96,432 98,457 100,067 LESS:Revenue Sharing (13,516) (14,116) (15,098) (19,891) (20,667) (21,523) (22,185) (22,883) (23,619) Net passenger Signatory Airline Revenue Requirement $94,603 $100,881 $161,981 $260p952 $284,630 $303,197 $321,206 $325,130 $327,546 Signatory Airline Enplaned Passengers(000s) 12,741 13,195 13,696 14,208 14,735 15,277 15,674 16,073 16,475 Passenger Signatory Airline Cost per Enplaned Passenger $7.43 $7.65 $11.83 $18.37 $19.32 $19.85 $20.49 $20.23 $19.88 Note: Amounts may not add because of rounding. Source: Airport records(actual and budget);Landrum&Brown,Inc.(projected) Compiled by: Landrum&Brown,Inc. Exhibit I APPLICATION OF REVENUES SALT LAKE CITY DEPARTMENT OF AIRPORTS (Dollars in Thousands for Fiscal Years Ending June 30) Actual Projected 2022 2023 2024 2025 2026 2027 2028 2029 2030 Revenues Terminal Rents $69,023 $73,330 $115,588 $197,300 $218,905 $232,264 $246,959 $249,557 $251,097 Landing Fee revenue 43,136 45,403 67,495 91,818 95,051 101,817 106,370 108,768 110,712 Nonairline revenue 148,637 155,833 168,685 176,621 183,632 191,031 198,791 206,038 213,492 Revenue Sharing Amount (13,516) (14,116) (15,098) (19,891) (20,667) (21,523) (22,185) (22,883) (23,619) Interest income 2,463 2,000 6,835 7,958 8,677 8,973 9,235 9,458 9,645 Total Revenues $249,742 $262,450 $343,505 $453,806 $485,599 $512,562 $539,171 $550,937 $561,327 Application of Revenues(a) 1. Operation and Maintenance Subaccount $109,828 $130,337 $161,446 $206,701 $215,475 $224,567 $233,526 $242,867 $252,582 2. Debt Service Funds(b) 63,304 69,989 112,982 154,347 184,572 201,450 217,063 217,316 215,828 3. Debt Service Reserve Funds 0 0 0 0 0 0 0 0 0 4. Subordinate Obligation Debt Service 2,100 0 788 0 0 0 0 0 0 5. Subordinate Obligation Debt Service Reserve Funds 0 0 0 0 0 0 0 0 0 6. O&M Reserve Requirement Subaccount 5,948 3,433 5,185 7,542 1,462 1,515 1,493 1,557 1,619 7. Renewal and Replacement Subaccount 0 0 0 0 0 0 0 0 0 8. Rolling Coverage Account 1,500 2,196 10,748 10,341 7,556 4,220 3,903 63 (372) 9. Surplus Fund 67,062 56,495 52,357 74,874 76,534 80,809 83,185 89,134 91,670 Total Application of Revenues $249,742 $262,450 $343,505 $453,806 $485,599 $512,562 $539,171 $550,937 $561,327 Note: Amounts may not add because of rounding. Source: Airport records(actual and budget);Landrum&Brown,Inc.(projected) Compiled by: Landrum&Brown,Inc. (a) Reflects only incremental amounts required for each year. (b) Net of PFC revenues applied to debt service and capitalized interest. Exhibit J NET REVENUES AND DEBT SERVICE COVERAGE SALT LAKE CITY DEPARTMENT OF AIRPORTS (Dollars in Thousands for Fiscal Years Ending June 30) Actual Projected 2022 2023 2024 2025 2026 2027 2028 2029 2030 Revenues $249,742 $262,450 $343,505 $453,806 $485,599 $512,562 $539,171 $550,937 $561,327 Operating Expenses and Capital Outlays 109,828 130,337 161,446 206,701 215,475 224,567 233,526 242,867 252,582 Net Revenues $139,914 $132,113 $182,059 $247,105 $270,124 $287,995 $305,644 $308,070 $308,745 Plus:Rolling Coverage Account 15,301 17,497 28,246 38,587 46,143 50,363 54,266 54,329 53,957 Net Revenues&Rolling Coverage Account $155,215 $149,610 $210,305 $285,692 $316,267 $338,357 $359,910 $362,399 $362,702 Debt service(a) $63,304 $69,989 $112,982 $154,347 $184,572 $201,450 $217,063 $217,316 $215,828 Debt service coverage 2.45 2.14 1.86 1.85 1.71 1.68 1.66 1.67 1.68 Note: Amounts may not add because of rounding. Source: Airport records(actual and budget);Landrum&Brown,Inc.(projected) Compiled by: Landrum&Brown,Inc. (a) Net of PFC revenues applied to debt service and capitalized interest. APPENDIX C FORM OF MASTER INDENTURE C-1 APPENDIX D FORM OF AIRLINE USE AGREEMENT D-1 KKR Draft 4/21/2023 APPENDIX E BOOK-ENTRY ONLY SYSTEM Book-Entry Only System The information in this Appendix concerning DTC and DTC's book-entry only system has been obtained from sources the City and the Underwriters believe to be reliable,but neither the City nor the Underwriters take any responsibility for the accuracy or completeness thereof. DTC will act as securities depository for the Series 2023 Bonds. The Series 2023 Bonds will be issued as fully registered securities registered in the name of Cede&Co. (DTC's partnership nominee)or such other name as may be requested by an authorized representative of DTC. One fully-registered Bond certificate will be issued for each maturity of the Series 2023 Bonds of each Series or, if applicable, each Subseries of each in the aggregate principal amount of such maturity,and will be deposited with DTC. DTC,the world's largest securities depository,is a limited-purpose trust company organized under the New York Banking Law, a"banking organization"within the meaning of the New York Banking Law, a member of the Federal Reserve System, a"clearing corporation"within the meaning of the New York Uniform Commercial Code, and a"clearing agency"registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934. DTC holds and provides asset servicing for over 3.5 million issues of U.S. and non-U.S.equity issues,corporate and municipal debt issues, and money market instruments from over 100 countries that DTC participants ("Direct Participants") deposit with DTC. DTC also facilitates the post-trade settlement among Direct Participants of sales and other securities transactions in deposited securities, through electronic computerized book-entry transfers and pledges between Direct Participants' accounts. This eliminates the need for physical movement of securities certificates. Direct Participants include both U.S.and non-U.S.securities brokers and dealers,banks,trust companies, clearing corporations,and certain other organizations. DTC is a wholly-owned subsidiary of The Depository Trust& Clearing Corporation("DTCC"). DTCC is the holding company for DTC,National Securities Clearing Corporation and Fixed Income Clearing Corporation, all of which are registered clearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the DTC system is also available to others such as both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, and clearing corporations that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly ("Indirect Participants"). DTC has a Standard&Poor's rating of"AA+." The DTC Rules applicable to its Participants are on file with the Securities and Exchange Commission. More information about DTC can be found at www.dtcc.com. Purchases of Series 2023 Bonds under the DTC system must be made by or through Direct Participants, which will receive a credit for the Series 2023 Bonds on DTC's records. The ownership interest of each actual purchaser of each Series 2021 Bond ("Beneficial Owner") is in turn to be recorded on the Direct and Indirect Participants'records. Beneficial Owners will not receive written confirmation from DTC of their purchase. Beneficial Owners are,however,expected to receive written confirmations providing details of the transaction,as well as periodic statements of their holdings,from the Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interests in Series 2023 Bonds are to be accomplished by entries made on the books of Direct and Indirect Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership interests in the Series 2023 Bonds,except in the event that use of the book- entry system for the Series 2023 Bonds is discontinued. To facilitate subsequent transfers, all Series 2023 Bonds deposited by Direct Participants with DTC are registered in the name of DTC's partnership nominee, Cede & Co, or such other name as may be requested by an authorized representative of DTC. The deposit of Series 2023 Bonds with DTC and their registration in the name of Cede&Co. or such other DTC nominee do not effect any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the Series 2023 Bonds; DTC's records reflect only the identity of the Direct Participants to whose accounts such Series 2023 Bonds are credited,which may or may not be the Beneficial Owners. The Direct and Indirect Participants will remain responsible for keeping account of their holdings on behalf of their customers. E-1 KKR Draft 4/21/2023 Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements among them,subject to any statutory or regulatory requirements as may be in effect from time to time. Redemption notices shall be sent to DTC. If less than all of the Bonds of a Series within a maturity are being redeemed,DTC's practice is to determine by lot the amount of the interest of each Direct Participant in such maturity to be redeemed. Neither DTC nor Cede&Co. (nor any other DTC nominee)will consent or vote with respect to the Series 2023 Bonds unless authorized by a Direct Participant in accordance with DTC's MMI Procedures. Under its usual procedures,DTC mails an Omnibus Proxy to the City as soon as possible after the record date. The Omnibus Proxy assigns Cede&Co.'s consenting or voting rights to those Direct Participants to whose accounts the Series 2023 Bonds are credited on the record date(identified in a listing attached to the Omnibus Proxy). Principal and interest payments(including redemption proceeds)on the Series 2023 Bonds will be made to Cede&Co.,or such other nominee as may be requested by an authorized representative of DTC. DTC's practice is to credit Direct Participants' accounts upon DTC's receipt of funds and corresponding detail information from the Trustee or the City,on payable date in accordance with their respective holdings shown on DTC's records. Payments by Participants to Beneficial Owners will be governed by standing instructions and customary practices,as is the case with securities held for the accounts of customers in bearer form or registered in "street name," and will be the responsibility of such Participant and not of DTC, the Trustee or the City, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of principal and interest(including redemption proceeds) to Cede & Co. (or such other nominee as may be requested by an authorized representative of DTC) is the responsibility of the City or the Trustee,disbursement of such payments to Direct Participants will be the responsibility of DTC,and disbursement of such payments to the Beneficial Owners will be the responsibility of Direct and Indirect Participants. DTC may discontinue providing its services as securities depository with respect to the Series 2023 Bonds at any time by giving reasonable notice to the City or the Trustee. Under such circumstances, in the event that a successor securities depository is not obtained,certificates for the affected Series 2023 Bonds are required to be printed and delivered. The City may decide to discontinue use of the system of book-entry transfers through DTC(or a successor securities depository). In that event,certificates for the affected Series 2023 Bonds will be printed and delivered. THE TRUSTEE,ANY PAYING AGENT AND THE CITY WILL NOT HAVE ANY RESPONSIBILITY OR OBLIGATION TO ANY PARTICIPANT, ANY PERSON CLAIMING A BENEFICIAL OWNERSHIP INTEREST IN ANY SERIES 2023 BONDS UNDER OR THROUGH DTC OR ANY PARTICIPANT, OR ANY OTHER PERSON THAT IS NOT SHOWN ON THE REGISTRATION BOOKS OF THE TRUSTEE AS BEING A BONDOWNER,WITH RESPECT TO THE ACCURACY OF ANY RECORDS MAINTAINED BY DTC OR ANY PARTICIPANT, THE PAYMENT BY DTC OR ANY PARTICIPANT OF ANY AMOUNT IN RESPECT OF PRINCIPAL OF OR PREMIUM, IF ANY,OR INTEREST ON ANY SERIES 2021 BOND,ANY NOTICE THAT IS REQUIRED TO BE GIVEN TO BONDOWNERS UNDER THE INDENTURE (EXCEPT IN CONNECTION WITH CERTAIN NOTICES OF DEFAULT AND REDEMPTION), THE SELECTION BY DTC OR ANY PARTICIPANT OF ANY PERSON TO RECEIVE PAYMENT IN THE EVENT OF A PARTIAL REDEMPTION OF THE SERIES 2023 BONDS, OR ANY CONSENT GIVEN OR OTHER ACTION TAKEN BY DTC OR ITS NOMINEE AS THE REGISTERED OWNER OF THE SERIES 2023 BONDS. E-2 KKR Draft 4/21/2023 APPENDIX F FORM OF CONTINUING DISCLOSURE AGREEMENT CONTINUING DISCLOSURE AGREEMENT For the Purpose of Providing Continuing Disclosure Information Under Section(b)(5)of Rule 15c2-12 This Continuing Disclosure Agreement(this"Agreement")is executed and delivered by Salt Lake City,Utah (the"CitZ")in connection with the issuance of its$ Airport Revenue Bonds,Series 2023A(Non-AMT) (the "Series 2023A Bonds"), and its $ Airport Revenue Bonds, Series 2023B (AMT) (the "Series 2023B Bonds"and,collectively with the Series 2023A Bonds,the"Bonds"). In consideration of the issuance of the Bonds by the City and the purchase of such Bonds by the beneficial owners thereof,the City covenants and agrees as follows: SECTION 1. PURPOSE OF THIS AGREEMENT. This Agreement is being executed and delivered by the City for the benefit of the Bondholders and the Beneficial Owners(hereinafter defined) and in order to assist the Participating Underwriters(hereinafter defined)in complying with subsection(b)(5)of the Rule(hereinafter defined). SECTION 2. DEFINITONS. In addition to the definitions set forth in the Master Indenture(hereinafter defined),which apply to any capitalized term used in this Agreement unless otherwise defined herein,the following capitalized terms shall have the following meanings. "Annual Report" shall mean any financial statements of the Department provided by the City pursuant to, and as described in, Sections 3 and 4 of this Agreement. "Beneficial Owner" shall mean any person which has or shares the power, directly or indirectly, to make investment decisions concerning ownership of any Bonds (including any person holding Bonds through nominees, depositories or other intermediaries). "Department"shall mean the City's Department of Airports. "EMMA" shall mean the MSRB's Electronic Municipal Market Access System, or such other system, Internet Web site,or repository hereafter prescribed by the MSRB for the submission of electronic filings pursuant to the Rule. "GAAP"shall mean generally accepted accounting principles,as such principles are prescribed, in part,by the Financial Accounting Standards Board and modified by the Governmental Accounting Standards Board and in effect from time to time. "Listed Events"shall mean any of the events listed in Section 5(a)of this Agreement. "MSRB"shall mean the Municipal Securities Rulemaking Board. "Master Indenture"means the Master Indenture as such term is defined in the Official Statement. "1934 Act"shall mean the Securities Exchange Act of 1934,as amended. "Obligated Person"shall mean the City(acting through the Department)and each airline or other entity using the Airport under a lease or use agreement extending for more than one year from the date in question and including bond debt service as part of the calculation of rates and charges,under which lease or use agreement such airline or other entity has paid amounts equal to at least twenty percent(20%) of the Revenues of the Department for each of the prior two(2)fiscal years of the Department. F-1 KKR Draft 4/21/2023 "Official Statement"shall mean the final Official Statement for the Bonds dated July_,2023. "Participating Underwriters" shall mean any of the original underwriters of the Bonds required to comply with the Rule in connection with the primary offering of the Bonds. "Rule" shall mean Rule 15c2-12 promulgated by the SEC pursuant to the 1934 Act, as the same may be amended from time to time, together with all interpretive guidance or other official interpretations or explanations thereof that are promulgated by the SEC. "SEC"shall mean the Securities and Exchange Commission. "SEC Reports"means reports and other information required to be filed pursuant to Sections 13(a), 14 or 15(d)of the 1934 Act. "Securities Counsel" shall mean legal counsel expert in federal securities law, and may include, but is not limited to Bond Counsel or Disclosure Counsel with respect to the Bonds. "State"shall mean the State of Utah. SECTION 3. PROVISIONS OF ANNUAL REPORTS. (a) Each year,the City shall provide by January 2,commencing with January 2,2024 for the Annual Report for the Department's fiscal year ended June 30, 2023, to the MSRB through EMMA an Annual Report for the preceding fiscal year which is consistent with the requirements of Section 4 of this Agreement. In each case, the Annual Report may be submitted as a single document or as separate documents comprising a package, and may include by specific reference other information as provided in Section 4 of this Agreement;provided,however,that if the audited financial statements of the Department are not available by the deadline for filing the Annual Report,they shall be provided when and if available,and unaudited financial statements in a format similar to the audited financial statements then most recently prepared for the Department shall be included in the Annual Report. (b) If the City is unable to provide to the MSRB,through EMMA,in an electronic format as prescribed by the MSRB,an Annual Report by the date required in subsection(a),the City shall send a notice,in a timely manner, to the MSRB,through EMMA,in substantially the form attached as Exhibit A. (c) If the City's fiscal year changes,the City shall send written notice of such change to the MSRB through EMMA,in an electronic format as prescribed by the MSRB,in substantially the form attached as Exhibit B. (d)Whenever any Annual Report or portion thereof is filed as described above,it shall be attached to a cover sheet in substantially the form attached as Exhibit C,or such other form as may be prescribed by the SEC from time to time. SECTION 4. CONTENT OF ANNUAL REPORTS. The Annual Report shall contain or include by reference the following: (a) The audited financial statements of the Department for its fiscal year immediately preceding the due date of the Annual Report,of substantially the same nature as that included in the Official Statement as Appendix A; (b) Operating information for the fiscal year immediately preceding the due date of the Annual Report otherwise presented in the Official Statement as follows: (1) in the table under the heading "SALT LAKE CITY INTERNATIONAL AIRPORT O&D AND CONNECTING ENPLANED PASSENGERS"; (2) in the table under the heading "AIRLINES OPERATING AT SALT LAKE CITY INTERNATIONAL AIRPORT"; F-2 KKR Draft 4/21/2023 (3) in the table under the heading"SALT LAKE CITY INTERNATIONAL AIRPORT AIRLINE MARKET SHARE OF ENPLANED PASSENGERS"; (4) in the table under the heading "SALT LAKE CITY INTERNATIONAL AIRPORT HISTORICAL AIRCRAFT OPERATIONS"; (5) in the table under the heading "SALT LAKE CITY INTERNATIONAL AIRPORT HISTORICAL LANDED WEIGHTS"; (6) in the table under the heading "SALT LAKE CITY INTERNATIONAL AIRPORT HISTORICAL AIR CARGO AND MAIL"; (7) in the table under the heading"SALT LAKE CITY DEPARTMENT OF AIRPORTS TOTAL ANNUAL REVENUES AND EXPENSES"; (8) in the table under the heading "SALT LAKE CITY DEPARTMENT OF AIRPORTS SUMMARY OF OPERATING REVENUES"; (9) in the table under the heading "SALT LAKE CITY DEPARTMENT OF AIRPORTS SOURCES OF AIRLINE REVENUES";and (10) in the table under the heading "SALT LAKE CITY DEPARTMENT OF AIRPORTS SUMMARY OF OPERATING EXPENSES." If any information described in this paragraph(a)is published or provided by a third party and is no longer publicly available,the City shall include a statement to that effect as part of the Annual Report for the year in which such lack of availability arises;and (b) An annual debt service coverage calculation table for the prior Fiscal Year in accordance with Section 5.04(b)of the Master Indenture,substantially in the following format: Annual Debt Service Coverage(FY ) Revenues $ Less Operating and Maintenance Expenses of the Airport System $ Net Revenues $ Plus Transfers $ Total Available for Debt Service: $ Annual Debt Service on Outstanding Bonds* $ Annual Debt Service Coverage x *In accordance with Section 5.04 of the Master Indenture,Annual Debt Service on Outstanding Bonds for this purpose shall not include principal and/or interest paid with Other Moneys Available for Debt Service or Passenger Facility Charges. The Department's financial statements shall be audited and prepared in accordance with GAAP; provided, however, that the City may from time to time, in accordance with GAAP and subject to applicable federal or State legal requirements,modify the basis upon which its financial statements are prepared. Notice of any such modification shall be provided to the MSRB,through EMMA,in an electronic format as prescribed by the MSRB. Any or all of the items listed above may be included by specific reference to other documents that previously have been provided to the MSRB, through EMMA. The City shall clearly identify each such other document so included by reference. F-3 KKR Draft 4/21/2023 SECTION 5. REPORTING OF LISTED EVENTS. (a) The City covenants to provide or cause to be provided to the MSRB through EMMA, in an electronic format as prescribed by the MSRB,in a timely manner not in excess of ten(10)business days after the occurrence of the event,notice of the occurrence of any of the following events listed in Section(b)(5)(i)(C)of the Rule with respect to the Bonds: (1) principal and interest payment delinquencies; (2) non-payment related defaults,if material; (3) unscheduled draws on debt service reserves reflecting financial difficulties; (4) unscheduled draws on credit enhancements reflecting financial difficulties; (5) substitution of credit or liquidity providers,or their failure to perform; (6) adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701- TEB) or other material notices or determinations with respect to the tax status of the Bonds, or other material events affecting the tax status of the Bonds; (7) modifications to rights of holders of the Bonds,if material; (8) bond calls,if material,and tender offers; (9) defeasances; (10) release,substitution,or sale of property securing repayment of the Bonds,if material; (11) rating changes; (12) bankruptcy,insolvency,receivership or similar event of the City,which is considered to occur when any of the following occur:the appointment of a receiver,fiscal agent or similar officer for the City or the Department in a proceeding under the U.S.Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the Department or the City, or if such jurisdiction has been assumed by leaving the existing governing body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority,or the entry of an order confirming a plan of reorganization,arrangement or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the Department or the City; (13) the consummation of a merger, consolidation, or acquisition involving the Department or the City or the sale of all or substantially all of the assets of the Department or the City, other than in the ordinary course of business,the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material; (14) appointment of a successor or additional trustee or the change of name of a trustee,if material; (15) incurrence of a financial obligation of the Department,if material,or agreement to covenants,events of default, remedies, priority rights, or other similar terms of a financial obligation of the Department,any of which affect Bondholders,if material; or F-4 KKR Draft 4/21/2023 (16) default,event of acceleration,termination event,modification of terms,or other similar events under the terms of a financial obligation of the Department,any of which reflect financial difficulties. (b) The City covenants that its determination of materiality will be made in conformance with federal securities laws. (c) Upon the occurrence of a Listed Event,the City shall promptly cause a notice of such occurrence to be filed with the MSRB,through EMMA,in an electronic format as prescribed by the MSRB,together with a cover sheet in substantially the form attached as Exhibit C. In connection with providing a notice of the occurrence of a Listed Event described in subsection(a)(9),the City shall include in the notice explicit disclosure as to whether the Bonds have been escrowed to maturity or escrowed to call,as well as appropriate disclosure of the timing of maturity or call. (d) The City acknowledges that the "rating changes" referred to above in Section (5)(a)(11) of this Agreement may include,without limitation, any change in any rating on the Bonds,including changes in the ratings of bond insurers or banks that may be providing credit enhancement on a portion of the Bonds. (e) The City acknowledges that it is not required to provide a notice of a Listed Event with respect to credit enhancement when the credit enhancement is added after the primary offering of the Bonds,the City does not apply for or participate in obtaining such credit enhancement,and such credit enhancement is not described in the Official Statement. SECTION 6. TERMINATION OF REPORTING OBLIGATION. (a) The City's obligations under this Agreement shall terminate upon the legal defeasance of the Bonds under the Master Indenture or the prior redemption or payment in full of all of the Bonds. If the City's obligation to pay the principal of and interest on the Bonds is assumed in full by some other entity, such entity shall be responsible for compliance with this Agreement in the same manner as if it were the City, and the City shall have no further responsibility hereunder. (b) This Agreement,or any provision hereof,shall be null and void in the event that the City(i)receives an opinion of Securities Counsel,addressed to the City,to the effect that those portions of the Rule,which require such provisions of this Agreement,do not or no longer apply to the Bonds,whether because such portions of the Rule are invalid,have been repealed,amended or modified,or are otherwise deemed to be inapplicable to the Bonds, as shall be specified in such opinion, and(ii) delivers notice to such effect to the MSRB, through EMMA, in an electronic format as prescribed by the MSRB. SECTION 7. AMENDMENT;WAIVER. (a) Notwithstanding any other provision of this Agreement, this Agreement may be amended, and any provision of this Agreement may be waived,provided that the following conditions are satisfied: (1) if the amendment or waiver relates to the provisions of Section 3(a),(b),(c),4 or 5(a),it may only be made in connection with a change in circumstances that arises from a change in legal requirements, a change in law or a change in the identity, nature or status of the City or the Department or type of business conducted by the City or the Department; (2) this Agreement, as so amended or taking into account such waiver, would, in the opinion of Securities Counsel, have complied with the requirements of the Rule at the time of the original issuance of the Bonds, after taking into account any amendments or interpretations of the Rule, as well as any change in circumstances;and (3) the amendment or waiver either(A)is approved by the Bondholders in the same manner as provided in the Master Indenture for amendments to the Master Indenture with the consent of the Bondholders, or(B) does not, in the opinion of Securities Counsel,materially impair the interests of the Bondholders. F-5 KKR Draft 4/21/2023 (b) In the event of any amendment to, or waiver of a provision of,this Agreement, the City shall describe such amendment or waiver in the next Annual Report and shall include an explanation of the reason for such amendment or waiver. In particular,if the amendment results in a change to the annual financial information required to be included in the Annual Report pursuant to Section 4 of this Agreement,the first Annual Report that contains the amended operating data or financial information shall explain, in narrative form,the reasons for the amendment and the impact of such change in the type of operating data or financial information being provided. Further,if the annual financial information required to be provided in the Annual Report can no longer be generated because the operations to which it related have been materially changed or discontinued, a statement to that effect shall be included in the first Annual Report that does not include such information. (c) If the amendment results in a change to the accounting principles to be followed in preparing financial statements as set forth in Section 4 of this Agreement,the Annual Report for the year in which the change is made shall include a comparison between the financial statements or information prepared on the basis of the new accounting principles and those prepared on the basis of the former accounting principles. The comparison shall include a qualitative discussion of such differences and the impact of the changes on the presentation of the financial information. To the extent reasonably feasible,the comparison shall also be quantitative. A notice of the change in accounting principles shall be sent by the City to the MSRB,through EMMA, in an electronic format as prescribed by the MSRB. SECTION 8. ADDITIONAL INFORMATION. Nothing in this Agreement shall be deemed to prevent the City from disseminating any other information,using the means of dissemination set forth in this Agreement or any other means of communication,or including any other information in any Annual Report or notice of occurrence of a Listed Event, in addition to that which is required by this Agreement. If the City chooses to include any information in any Annual Report or notice of occurrence of a Listed Event in addition to that which is specifically required by this Agreement, the City shall have no obligation under this Agreement to update such information or include it in any future Annual Report or notice of occurrence of a Listed Event. SECTION 9. FAILURE TO COMPLY. In the event of a failure of the City to comply with any provision of this Agreement, any Bondholder or Beneficial Owner may bring an action to obtain specific performance of the obligations of the City under this Agreement,but no person or entity shall be entitled to recover monetary damages hereunder under any circumstances, and any failure to comply with the obligations under this Agreement shall not constitute a default with respect to the Bonds or under the Master Indenture. SECTION 10. BENEFICICIARIES. This Agreement shall inure solely to the benefit of the City, the Participating Underwriters,the Bondholders and the Beneficial Owners,and shall create no rights in any other person or entity. SECTION 11. TRANSMISSION OF INFORMATION AND NOTICES;DISSEMINATION AGENT. Unless otherwise required by law or this Agreement, and, in the sole determination of the City, subject to technical and economic feasibility, the City shall employ such methods of information and notice transmission as shall be requested or recommended by the herein-designated recipients of such information and notices. Any filing with the MSRB under this Agreement may be made by transmitting such filing to a dissemination agent. SECTION 12. OTHER OBLIGATED PERSONS. Currently,Delta Air Lines,Inc. ("Delta")is the only Obligated Person other than the City,and Delta is required by the 1934 Act to file annual financial information in the form of its SEC Reports with the SEC as described in the Official Statement. The City assumes no responsibility for the accuracy or completeness of the SEC Reports or other annual financial information disseminated by Delta or any future Obligated Person. The City shall report as part of its Annual Report any change in Obligated Persons and that an Obligated Person's SEC Reports constitute its annual financial information under this Agreement, if such is the case. Unless no longer required by the Rule,the City shall use diligent efforts to cause each Obligated Person other than the City (to the extent that such party is not required to file SEC Reports) to disseminate annual financial information substantially equivalent to that contained in SEC Reports to the MSRB,through EMMA,in an electronic format as prescribed by the MSRB,not later than nine months after the last day of the Obligated Person's fiscal year. The City has no obligation to file or disseminate any SEC Reports relating to another Obligated Person. F-6 KKR Draft 4/21/2023 SALT LAKE CITY,UTAH By: Name: Title: Dated: ,2023. [Signature Page to Continuing Disclosure Agreement] F-7 EXHIBIT A TO CONTINUING DISCLOSURE AGREEMENT NOTICE TO THE MSRB OF FAILURE TO FILE ANNUAL REPORT Name of Obligated Person: Salt Lake City,Utah Name of Bond Issue: Airport Revenue Bonds,Series 2023A(AMT) Airport Revenue Bonds, Series 2023B(Non-AMT) Date of Bonds: August ,2023 NOTICE IS HEREBY GIVEN that the City has not provided an Annual Report with respect to the above- named Bonds as required by Section 3 of its Continuing Disclosure Agreement with respect to the Bonds. The City anticipates that the Annual Report will be filed by SALT LAKE CITY,UTAH By: Name: Its: Dated: F-A-1 EXHIBIT B TO CONTINUING DISCLOSURE AGREEMENT NOTICE TO THE MSRB OF CHANGE IN AUTHORITY'S FISCAL YEAR Name of Obligated Person: Salt Lake City,Utah Name of Bond Issue: Airport Revenue Bonds,Series 2023A(AMT) Airport Revenue Bonds, Series 2023B(Non-AMT) Date of Bonds: August ,2023 NOTICE IS HEREBY GIVEN that the fiscal year of the [City/Department] changed. Previously, the [City/Department]'s fiscal year ended on . It now ends on SALT LAKE CITY,UTAH By: Name: Its: Dated: F-B-1 EXHIBIT C TO CONTINUING DISCLOSURE AGREEMENT MUNICIPAL SECONDARY MARKET DISCLOSURE INFORMATION COVER SHEET This cover sheet should be sent with all submissions made to the Municipal Securities Rulemaking Board,pursuant to Securities and Exchange Commission Rule 15c2-12 or any analogous state statute. Issuer's and/or Other Obligated Person's name: Salt Lake City,Utah CUSIP Numbers(attach additional sheet if necessary): Nine-Digit CUSIP Number(s)to which the information relates: Information relates to all securities issued by the City having the following six-digit number(s): Number of pages of attached information: Description of Material Events Notice/Financial Information(Check One): 1. Principal and interest payment delinquencies 2. Material non-payment related defaults 3. Unscheduled draws on debt service reserves reflecting financial difficulties 4. Unscheduled draws on credit enhancements reflecting financial difficulties 5. Substitution of credit or liquidity providers or their failure to perform 6. Adverse tax opinions,the issuance by the Internal Revenue Service of proposed or final determinations of taxability,Notices of Proposed Issue(IRS Form 5701-TEB)or other material notices or determinations with respect to the tax status of the bonds,or other material events affecting the tax status of the bonds 7. Material modifications to rights of securities holders 8. Bond calls,if material,or tender offers 9. Defeasances 10. Material release,substitution,or sale of property securing repayment of the bonds 11. Rating changes 12. Bankruptcy, insolvency, receivership or similar event of the Department or the City F-C-1 KKR Draft 4/21/2023 13. The consummation of a merger, consolidation, or acquisition involving the Department or the City or the sale of all or substantially all of the assets of the Department or the City, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms,if material 14. Appointment of a successor or additional trustee or the material change of name of a trustee 15. Incurrence of a financial obligation of the Department, if material, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a financial obligation of the Department,any of which affect Bondholders,if material 16. Default,event of acceleration,termination event,modification of terms, or other similar events under the terms of a financial obligation of the Department, any of which reflect financial difficulties 17. Failure to provide annual financial information as required 18. Other material event notice(specify) 19. Financial Information:Please check all appropriate boxes: ACFR (a)_includes _does not include Annual Financial Information (b)_audited _unaudited Fiscal Period Covered: I hereby represent that I am authorized by the City or its agent to distribute this information publicly: Signature: Name: Title: Employer: Address: City,State,Zip Code: Voice Telephone Number: ( ) F-C-2 APPENDIX G FORM OF OPINION OF BOND COUNSEL G-1 G-3 EXHIBIT D [ATTACH FORM OF BOND PURCHASE AGREEMENT] 4854-1788-4237 DRAFT BOND PURCHASE AGREEMENT SALT LAKE CITY,UTAH $[PAR A] AIRPORT REVENUE BONDS, SERIES 2023A(AMT) July , 2023 Salt Lake City 451 South State Street Salt Lake City, Utah 84111 The undersigned BofA Securities, Inc. (the "Representative"), acting on behalf of itself and as the representative of J.P. Morgan Securities LLC, Barclays Capital Inc., Goldman Sachs & Co. LLC, Samuel A. Ramirez & Co., Inc., Siebert Williams Shank & Co., LLC, and Wells Fargo Bank, National Association (collectively, the "Underwriters"), offers to enter into this Bond Purchase Agreement (this "Bond Purchase Agreement") with Salt Lake City, Utah, a municipal corporation and political subdivision of the State of Utah (the "Issuer") which upon acceptance by the Issuer will be binding upon the Issuer and upon the Underwriters. On the basis of the representations and covenants contained herein and subject to the terms and conditions herein set forth,the Underwriters hereby offer to purchase from the Issuer $[PAR A] of the Salt Lake City, Utah Airport Revenue Bonds, Series 2023A (AMT) (the "Series 2023 Bonds"), to be issued under and pursuant to a Master Trust Indenture dated as of February 1, 2017 (the "Master Indenture"), and a Fourth Supplemental Trust Indenture dated as of August 1, 2023 (the"Fourth Supplemental Indenture,"and together with the Master Indenture,the "Indenture"), each by and between the Issuer and Wilmington Trust, National Association, as trustee (the "Trustee"). The issuance and sale of the Series 2023 Bonds has been authorized pursuant to Resolution No. [ ] of 2023 adopted by the City Council of the Issuer on [May 16, 2023] (the "Bond Resolution"). Capitalized terms used but not defined herein have the meanings assigned to such terms in the hereinafter defined Official Statement. The Series 2023 Bonds are being issued to (i)provide funds to finance portions of the Terminal Redevelopment Program and the North Concourse Program (as described in the Official Statement referenced below) and related costs of the Salt Lake City International Airport (the "Airport"), including capitalized interest and any necessary reserves and(ii)pay costs of issuance of the Series 2023 Bonds. 4857-0284-5277,v. 3 Bond Purchase Agreement Section 1. Representations, Warranties and Agreements of the Issuer. By acceptance hereof, the Issuer hereby represents and warrants to the Underwriters, and agrees with the Underwriters that: (a) The Issuer is authorized pursuant to the Local Government Bonding Act, Title 11, Chapter 14, Utah Code Annotated 1953, as amended (the "Act"), to issue the Series 2023 Bonds for the purposes set forth in the Indenture. The Issuer has full power and authority to consummate all transactions contemplated by this Bond Purchase Agreement,the Indenture,the Series 2023 Bonds,the Airline Use Agreement(the"AUA" defined in the Official Statement), and the Continuing Disclosure Agreement executed by the Issuer with respect to the Series 2023 Bonds(the"Continuing Disclosure Agreement" and, collectively with the Indenture, the Airline Use Agreement, and this Bond Purchase Agreement, the "Bond Documents"), and any and all other agreements relating thereto. By all necessary official action of the Issuer taken prior to or concurrently with the acceptance hereof, the Issuer has duly authorized all necessary action to be taken by it for (i) the execution and delivery of the Fourth Supplemental Indenture and the issuance and sale of the Series 2023 Bonds, (ii) the approval, execution and delivery of, and the performance by the Issuer of its obligations contained in the Bond Documents and the Series 2023 Bonds, (iii) the approval, distribution and use of the Preliminary Official Statement dated July [ ], 2023 (the "Preliminary Official Statement"), and the approval, execution, distribution and use of the Official Statement dated July , 2023 (the "Official Statement"), for use by the Underwriters in connection with the public offering of the Series 2023 Bonds, and (iv) the consummation by the Issuer of all other transactions described in the Official Statement,the Bond Documents and any and all such other agreements and documents as may be required to be executed, delivered or received by the Issuer in order to carry out, give effect to, and consummate the transactions described herein and in the Official Statement. (b) This Bond Purchase Agreement has been duly authorized, executed and delivered, and constitutes a legal, valid and binding obligation of the Issuer, enforceable against the Issuer in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium, and other similar laws and principles of equity relating to or affecting the enforcement of creditors' rights. (c) The Master Indenture constitutes, and the Fourth Supplemental Indenture and the Continuing Disclosure Agreement, when duly executed and delivered, will constitute legal, valid and binding obligations of the Issuer, enforceable against the Issuer in accordance with their respective terms, subject to bankruptcy, insolvency, reorganization, moratorium, and other similar laws and principles of equity relating to or affecting the enforcement of creditors' rights. (d) The Series 2023 Bonds,when issued, delivered and paid for, in accordance with the Indenture and this Bond Purchase Agreement, will have been duly authorized, executed, issued and delivered by the Issuer and will constitute the valid and binding obligations of the Issuer, enforceable against the Issuer in accordance with their terms, subject to bankruptcy, insolvency,reorganization, moratorium, and other similar laws and principles of equity relating to or affecting the enforcement of creditors' rights; upon the 4857-0284-5277,v. 3 2 Bond Purchase Agreement issuance, authentication and delivery of the Series 2023 Bonds as aforesaid, the Indenture will provide, for the benefit of the holders, from time to time, of the Series 2023 Bonds, the legally valid and binding pledge of and lien it purports to create as set forth in the Indenture. (e) The Issuer is not in material breach of or material default under any applicable constitutional provision, law or administrative regulation of the State or the United States relating to the issuance of the Series 2023 Bonds or any applicable judgment or decree or any material loan agreement, indenture, bond, note, resolution, agreement or other instrument to which the Issuer is a party with respect to obligations incurred or issued by or on behalf of the Issuer, or to which the Issuer or any of its property or assets is otherwise subject (or to which any of the Issuer's property or assets relating to obligations issued on behalf of the Issuer is otherwise subject), and no event which would have a material and adverse effect upon the financial condition of the Issuer has occurred and is continuing which constitutes or with the passage of time or the giving of notice, or both, would constitute a default or event of default by the Issuer under any of the foregoing. (f) The execution and delivery of the Series 2023 Bonds and the Bond Documents and the adoption of the Bond Resolution, and compliance with the provisions on the Issuer's part contained therein,will not conflict with or constitute a material breach of or material default under any constitutional provision, administrative regulation, judgment, decree, loan agreement, indenture, bond, note, resolution, agreement or other instrument to which the Issuer is a party or to which the Issuer is, or to which any of its property or assets are, otherwise subject; nor will any such execution, delivery, adoption or compliance result in the creation or imposition of any lien, charge or other security interest or encumbrance of any nature whatsoever upon any of the property or assets of the Issuer to be pledged to secure the Series 2023 Bonds or under the terms of any such law, regulation or instrument, except as provided by the Series 2023 Bonds and the Indenture. (g) All authorizations, approvals, licenses, permits, consents and orders of any governmental authority, legislative body,board, agency or commission having jurisdiction of the matter which are required for the due authorization of, which would constitute a condition precedent to, or the absence of which would materially adversely affect the approval of the Bond Documents, the issuance of the Series 2023 Bonds or the due performance by the Issuer of its obligations under the Bond Documents and the Series 2023 Bonds, have been duly obtained. (h) The Series 2023 Bonds and the Indenture conform to the descriptions thereof contained in the Preliminary Official Statement and the Official Statement under the captions, "THE SERIES 2023 BONDS," "SECURITY FOR THE SERIES 2023 BONDS," and in APPENDIX C to the Preliminary Official Statement and the Official Statement; the proceeds of the sale of the Series 2023 Bonds will be applied generally as described in the Preliminary Official Statement and the Official Statement under the captions, `ESTIMATED SOURCES AND USES OF FUNDS" and"THE NEW SLC." (i) Except to the extent disclosed in the Preliminary Official Statement and the Official Statement,no action, suit,or proceeding,with merit,has been served on the Issuer 4857-0284-5277,v. 3 3 Bond Purchase Agreement or is, to the best knowledge of the Issuer, threatened against the Issuer (i) affecting the existence of the Issuer or the titles of its officers to their respective offices, (ii) affecting or seeking to prohibit, restrain or enjoin the sale, issuance or delivery of the Series 2023 Bonds, (iii) in any way contesting or affecting the validity or enforceability of the Series 2023 Bonds or the Bond Documents or the design and construction of the New SLC or the procurement of contracts with respect thereto, (iv) contesting the exclusion from gross income of interest on the Series 2023 Bonds for federal income tax purposes,(v)contesting in any way the completeness or accuracy of the Preliminary Official Statement or the Official Statement or any supplement or amendment thereto, or(vi) contesting the powers of the Issuer or any authority for the issuance of the Series 2023 Bonds,the adoption of the Bond Resolution, or the execution and delivery of the Bond Documents, nor, to the best knowledge of the Issuer,is there any basis therefor,wherein an unfavorable decision,ruling or finding would materially adversely affect the validity or enforceability of the Series 2023 Bonds or the Bond Documents. 0) The Preliminary Official Statement was in a form deemed final by the Issuer for purposes of Rule 15c2-12 (the "Rule") of the Securities and Exchange Commission (the "SEC"), except for the omission of not more than the following: offering prices, interest rates, selling compensation, aggregate principal amount, delivery dates, and terms depending on such matters (collectively, the "Omitted Information"). The Official Statement shall be in a form which the Issuer deems final and complete for purposes of paragraph (b)(1) of the Rule. The Issuer shall provide or cause to be provided to the Underwriters, no later than the seventh business day after the date of this Bond Purchase Agreement, a final Official Statement in "designated electronic format" (as defined in Municipal Securities Rulemaking Board Rule G-32) and in sufficient quantity to permit the Underwriters to comply with the Rule and other applicable rules of the SEC and the Municipal Securities Rulemaking Board (the "MSRB"). The Issuer hereby confirms that it does not object to distribution of the Official Statement in electronic format and hereby authorizes and directs the Underwriters to file the Official Statement with the MSRB's Electronic Municipal Market Access (EMMA) system. (k) The Preliminary Official Statement, as of its date and as of the date of this Bond Purchase Agreement, did not and does not contain any untrue statement of a material fact or omit to state a material fact (except for the Omitted Information) required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, except no representation is made regarding information concerning The Depository Trust Company, its book-entry only system, CUSIP numbers, the Trustee, and the Underwriters. (1) At the time of the Issuer's acceptance hereof and (unless the Official Statement is amended or supplemented pursuant to paragraph (m) of this Section) at all times subsequent thereto during the period up to and including the Closing Date (defined below), the Official Statement does not and will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, except no representation is made regarding information concerning The 4857-0284-5277,v. 3 4 Bond Purchase Agreement Depository Trust Company, its book-entry only system, CUSIP numbers, the Trustee, and the Underwriters. (m) If at any time from the date hereof until the Closing Date, and for a period of 25 days following the "end of the underwriting period" (defined below), any event known to the Issuer relating to or affecting the Issuer or the Series 2023 Bonds or any agreement related to the Series 2023 Bonds shall occur which might affect the accuracy or completeness of any statement of a material fact contained in the Official Statement or any document incorporated by reference therein, the Issuer shall promptly notify the Representative in writing of the circumstances and details of such event. The Issuer will cooperate with the Underwriters in the preparation of such amendments and supplements to the Official Statement as may be advisable, in the reasonable judgment of the Representative or the Issuer, to assure that the Official Statement as amended or supplemented will at no time include any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements made in the Official Statement, in light of the circumstances under which they are made, not misleading. The Issuer shall not supplement or amend the Official Statement or cause the Official Statement to be supplemented or amended without the prior written consent of the Representative, which consent shall not be unreasonably withheld (provided, however, that the providing of any such consent by the Representative shall not limit the Underwriters' right to cancel their obligations hereunder pursuant to Section 4(a)). (n) If the Official Statement is supplemented or amended pursuant to paragraph (m), at the time of each supplement or amendment thereto and (unless subsequently again supplemented or amended pursuant to such paragraph) at all times subsequent thereto until 25 days from the "end of the underwriting period" (defined below), the Official Statement as so supplemented or amended will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which made, not misleading. For purposes of this Bond Purchase Agreement,the"end of the underwriting period" shall mean the Closing Date, unless the Representative otherwise notifies the Issuer in writing by the Closing Date that a later date is designated as the "end of the underwriting period." (o) The Issuer maintains disclosure controls and procedures to ensure that material information relating to the Issuer generally, and in particular the Airport, is made known to the financial officers of the Issuer that are primarily responsible for the review and/or preparation of the Preliminary Official Statement and Official Statement and other appropriate officers by others within the Issuer's organization. (p) The Issuer has the legal authority to apply and will apply, or cause to be applied, the proceeds from the sale of the Series 2023 Bonds as provided in and subject to all of the terms and provisions of the Indenture and will not take or omit to take any action which action or omission will adversely affect the exclusion from gross income for federal income tax purposes of the interest on the Series 2023 Bonds. (q) The Issuer will furnish such information and execute such instruments and take such action in cooperation with the Underwriters, at no expense to the Issuer, as the 4857-0284-5277,v. 3 5 Bond Purchase Agreement Underwriters may reasonably request (A) to (y) qualify the Series 2023 Bonds for offer and sale under the Blue Sky or other securities laws and regulations of such states and other jurisdictions in the United States as the Representative may designate and (z) determine the eligibility of the Series 2023 Bonds for investment under the laws of such states and other jurisdictions and(B) to continue such qualifications in effect so long as required for the distribution of the Series 2023 Bonds (provided, however, that the Issuer will not be required to qualify as a foreign corporation or to file any general or special consents to service of process under the laws of any jurisdiction) and will advise the Representative immediately of receipt by the Issuer of any written notification with respect to the suspension of the qualification of the Series 2023 Bonds for sale in any jurisdiction or the initiation or threat of any proceeding for that purpose. (r) The financial statements of, and other financial information regarding, the Issuer's Department of Airports and the Airport in the Preliminary Official Statement and in the Official Statement fairly present the financial position and results of the Department of Airports as of the dates and for the periods therein set forth. The financial statements of the Department of Airports have been prepared in accordance with generally accepted accounting principles consistently applied, and except as noted in the Preliminary Official Statement and in the Official Statement,the other historical financial information set forth in the Preliminary Official Statement and in the Official Statement has been presented on a basis consistent with that of the Department of Airport's audited financial statements included in the Preliminary Official Statement and in the Official Statement. (s) Prior to the Closing, the Issuer will not take any action within or under its control that will cause any adverse change of a material nature in such financial position, results of operations or condition, financial or otherwise, of the Department of Airports or the Airport System. (t) Other than the Issuer's (1) Airport Revenue Bonds, Series 2017A (AMT) and Series 2017B (Non-AMT); (2) Airport Revenue Bonds, Series 2018A (AMT), and Series 2018B (Non-AMT); and (3) Airport Revenue Bonds, Series 2021A (AMT), and Series 2021B (Non-AMT)(collectively,the"Outstanding Parity Bonds"), as of the date of the Closing, the Issuer will not have outstanding any indebtedness which indebtedness is secured by a lien on the Net Revenues on a parity with the lien of the Series 2023 Bonds on the Net Revenues. As of the date of the Closing, the Issuer will not have outstanding any indebtedness which indebtedness is secured by a lien on the Net Revenues superior to the lien of the Series 2023 Bonds and the Outstanding Parity Bonds on the Net Revenues. (u) The Issuer will not, prior to the Closing, offer or issue any bonds, notes or other obligations for borrowed money or incur any material liabilities direct or contingent in each case with respect to the Airport System, except in the ordinary course of business and without prior notice to the Representative. (v) Any certificate, signed by any official of the Issuer authorized to do so in connection with the transactions described in this Bond Purchase Agreement, shall be deemed a representation and warranty by the Issuer to the Underwriters as to the statements made therein. 4857-0284-5277,v. 3 6 Bond Purchase Agreement (w) The Issuer will enter into the Continuing Disclosure Agreement for the benefit of owners of the Series 2023 Bonds, in substantially the form set forth as APPENDIX F to the Official Statement. Except as described in the Preliminary Official Statement and the Official Statement, the Issuer has not failed during the previous five years to comply with any previous undertakings in a written continuing disclosure contract or agreement under Rule 15c2-12. (x) The Issuer has complied, and will at the Closing be in compliance, in all respects, with the Act and other laws applicable to the Series 2023 Bonds and the Bond Documents. (y) The Issuer shall not amend, terminate, or rescind, or agree to any amendment, termination, or rescission, of the Bond Resolution or the Bond Documents without the prior written consent of the Representative prior to the Closing Date. (z) The Issuer is a municipality and a public body corporate and politic duly organized and existing under the laws of the State of Utah (the "State") with full legal right, power and authority to carry out and consummate all transactions contemplated by the Bond Documents. The Issuer has lawful authority to own and operate the Airport System facilities described in the Preliminary Official Statement and the Official Statement and to fix and collect rents, rates, fees and other charges in connection with such facilities. The Issuer has complied with all applicable provisions of law and has taken all actions required to be taken by it in connection with the transactions contemplated by the Bond Documents, except as may be required under the blue sky laws of any jurisdiction. Section 2. Purchase, Sale and Delivery of the Series 2023 Bonds. On the basis of the representations,warranties and covenants contained herein, and subject to the terms and conditions herein set forth, on the Closing Date, the Underwriters agree to purchase from the Issuer and the Issuer agrees to sell to the Underwriters the Series 2023 Bonds at a purchase price equal to $ (being the par amount thereof plus a [net] reoffering premium of$ and less an Underwriters' discount of$ The Series 2023 Bonds shall be issued under and secured, shall mature and bear interest and be subject to redemption, as set forth in the Indenture and the Official Statement. The Series 2023 Bonds shall be dated their date of original issuance and delivery and shall have the principal maturities and bear interest at the rates per annum shown on Exhibit A hereto. The Underwriters intend to make a bona fide initial public offering of all the Series 2023 Bonds at prices not in excess of the initial offering prices set forth in the Official Statement. The Underwriters reserve the right to lower such initial offering prices as they deem necessary in connection with the marketing of the Series 2023 Bonds. Subject to Section 3 hereof, the Underwriters may offer and sell the Series 2023 Bonds to certain dealers (including dealers depositing the Series 2023 Bonds into investment trusts) and others at prices lower than the initial public offering price or prices set forth in the Official Statement. The Underwriters also reserve the right to: (i) over-allot or effect transactions which stabilize or maintain the market price of the Series 2023 Bonds at levels above those 4857-0284-5277,v. 3 7 Bond Purchase Agreement that might otherwise prevail in the open market and (ii) discontinue such stabilizing, if commenced, at any time without prior notice. The Representative shall send,by electronic form or equally prompt means, a copy of the Official Statement to the MSRB. Payment for the Series 2023 Bonds shall be made by wire transfer in immediately available federal funds payable to the order of the Issuer, at the time of the closing for the Series 2023 Bonds in Salt Lake City, Utah, at approximately 9:00 a.m., on [August , 2023], or such other place, time or date as shall be mutually agreed upon by the Issuer and the Representative. The date of such delivery and payment is herein called the "Closing Date," and the hour and date of such delivery and payment is herein called the "Closing." Delivery of the Series 2023 Bonds shall be made through the facilities of The Depository Trust Company's ("DTC") book-entry-only system. The Series 2023 Bonds will be delivered as fully-registered bonds,bearing CUSIP numbers,with a single bond for each Series and maturity of the Series 2023 Bonds, and registered in the name of Cede & Co., as nominee of DTC,which will act as securities depository for the Series 2023 Bonds. Unless otherwise agreed by the Representative, the Series 2023 Bonds will be delivered under DTC's FAST delivery system. Section 3. Establishment of Issue Price. (a) The Representative,on behalf of the Underwriters,agrees to assist the Issuer in establishing the issue price of the Series 2023 Bonds and shall execute and deliver to the Issuer at Closing an"issue price"or similar certificate,together with the supporting pricing wires or equivalent communications, substantially in the form attached hereto as Exhibit B,with such modifications as may be appropriate or necessary, in the reasonable judgment of the Representative, the Issuer and Bond Counsel (as defined herein), to accurately reflect, as applicable, the sales price or prices or the initial offering price or prices to the public of the Series 2023 Bonds. (b) Except for the Hold-the-Price Maturities, if any, described in subsection(c) below and Exhibit A attached hereto, the Issuer will treat the first price at which 10% of each maturity of the Series 2023 Bonds (the "10% test") is sold to the public as the issue price of that maturity (if different interest rates apply within a maturity, each separate CUSIP number within that maturity will be subject to the 10% test). Exhibit A attached hereto sets forth the maturities of the Series 2023 Bonds for which the 10% test has been satisfied as of the date of this Bond Purchase Agreement(the"10% Test Maturities")and the prices at which the Underwriters have sold such 10% Test Maturities to the public. (c) With respect to the maturities of the Series 2023 Bonds, if any, that are not 10% Test Maturities, as described in Exhibit A attached hereto (the "Hold-the-Price Maturities"), the Representative confirms that the Underwriters have offered such maturities of the Series 2023 Bonds to the public on or before the date of this Bond Purchase Agreement at the offering price or prices (the "initial offering price"), or at the corresponding yield or yields, set forth in Exhibit A attached hereto. The Issuer and the 4857-0284-5277,v. 3 8 Bond Purchase Agreement Representative, on behalf of the Underwriters, agree that the restrictions set forth in the next sentence shall apply to the Hold-the-Price Maturities, which will allow the Issuer to treat the initial offering price to the public of each such maturity as of the sale date as the issue price of that maturity (the "hold-the-offering-price rule"). So long as the hold-the- offering-price rule remains applicable to any maturity of the Hold-the-Price Maturities,the Representative will neither offer nor sell unsold bonds of such maturity of the Hold-the- Price Maturities to any person at a price that is higher than the initial offering price to the public during the period starting on the sale date and ending on the earlier of the following: (i) the close of the fifth (5th)business day after the sale date; or (ii) the date on which the Representative has sold at least 10% of that maturity of the Hold-the-Price Maturities to the public at a price that is no higher than the initial offering price to the public. The Representative shall advise the Issuer promptly after the close of the fifth(5th) business day after the sale date whether it has sold 10% of that maturity of the Hold-the- Price Maturities to the public at a price that is no higher than the initial offering price to the public. (d) The Representative confirms that: (i) any agreement among underwriters, any selling group agreement and each third-party distribution agreement(to which the Representative is a party) relating to the initial sale of the Series 2023 Bonds to the public, together with the related pricing wires,contains or will contain language obligating each underwriter, each dealer who is a member of the selling group and each broker-dealer that is a party to such third-party distribution agreement, as applicable: (A) (1) to report the prices at which it sells to the public the unsold Series 2023 Bonds of each maturity allocated to it, whether or not the Closing Date has occurred, until either all Series 2023 Bonds of that maturity allocated to it have been sold or it is notified by the Representative that the 10% test has been satisfied as to the Series 2023 Bonds of that maturity,provided that, the reporting obligation after the Closing Date may be at reasonable periodic intervals or otherwise upon request of the Representative, and (2) to comply with the hold-the-offering-price rule, if applicable, if and for so long as directed by the Representative and as set forth in the related pricing wires; (B) to promptly notify the Representative of any sales of Series 2023 Bonds that, to its knowledge, are made to a purchaser who is a related party to an underwriter participating in the initial sale of the Series 2023 Bonds to the public (each such term being used as defined below); and (C) to acknowledge that, unless otherwise advised by the underwriter, dealer or broker-dealer, the Representative shall assume that 4857-0284-5277,v. 3 9 Bond Purchase Agreement each order submitted by the underwriter, dealer or broker-dealer is a sale to the public; (ii) any agreement among underwriters or selling group agreement relating to the initial sale of the Series 2023 Bonds to the public, together with the related pricing wires, contains or will contain language obligating each underwriter or dealer that is a party to a third-party distribution agreement to be employed in connection with the initial sale of the Series 2023 Bonds to the public to require each broker-dealer that is a party to such third-party distribution agreement to (A) report the prices at which it sells to the public the unsold Series 2023 Bonds of each maturity allocated to it, whether or not the Closing Date has occurred, until either all Series 2023 Bonds of that maturity allocated to it have been sold or it is notified by the Representative or such underwriter or dealer that the 10% test has been satisfied as to the Series 2023 Bonds of that maturity, provided that, the reporting obligation after the Closing Date may be at reasonable periodic intervals or otherwise upon request of the Representative or such underwriter or dealer, and(B) comply with the hold-the-offering-price rule, if applicable, if and for so long as directed by the Representative or the underwriter or the dealer and as set forth in the related pricing wires. (e) The Issuer acknowledges that,in making the representations set forth in this subsection,the Representative will rely on(i)the agreement of each underwriter to comply with the requirements for establishing the issue price of the Series 2023 Bonds, including, but not limited to, its agreement to comply with the hold-the-offering-price rule, if applicable to the Series 2023 Bonds, as set forth in an agreement among underwriters and the related pricing wires, (ii) in the event a selling group has been created in connection with the initial sale of the Series 2023 Bonds to the public, the agreement of each dealer who is a member of the selling group to comply with the requirements for establishing issue price of the Series 2023 Bonds, including,but not limited to, its agreement to comply with the hold-the-offering-price rule, if applicable to the Series 2023 Bonds, as set forth in a selling group agreement and the related pricing wires, and (iii) in the event that an underwriter or dealer who is a member of the selling group is a party to a third-party distribution agreement that was employed in connection with the initial sale of the Series 2023 Bonds to the public, the agreement of each broker-dealer that is a party to such agreement to comply with the requirements for establishing the issue price of the Series 2023 Bonds, including, but not limited to, its agreement to comply with the hold-the- offering-price rule, if applicable to the Series 2023 Bonds, as set forth in the third-party distribution agreement and the related pricing wires. The Issuer further acknowledges that each underwriter shall be solely liable for its failure to comply with its agreement to adhere to the requirements for establishing issue price of the Series 2023 Bonds, including, but not limited to, its agreement to comply with the hold-the-offering-price rule, if applicable to the Series 2023 Bonds, and that no underwriter shall be liable for the failure of any other underwriter, or of any dealer who is a member of a selling group, or of any broker-dealer that is a party to a third-party distribution agreement, to comply with its corresponding agreement to comply with the requirements for establishing the issue price of the Series 2023 Bonds, including, but not limited to, its agreement to comply with the hold-the- offering-price rule, if applicable to the Series 2023 Bonds. 4857-0284-5277,v. 3 10 Bond Purchase Agreement (f) The Underwriters acknowledge that sales of any Series 2023 Bonds to any person that is a related party to an underwriter participating in the initial sale of the Series 2023 Bonds to the public(each such term being used as defined below) shall not constitute sales to the public for purposes of this section. Further, for purposes of this section: (i) "public" means any person other than an underwriter or a related party, (ii) "underwriter" means (A) any person that agrees pursuant to a written contract with the Issuer (or with the lead underwriter to form an underwriting syndicate)to participate in the initial sale of the Series 2023 Bonds to the public and (B) any person that agrees pursuant to a written contract directly or indirectly with a person described in clause (A) to participate in the initial sale of the Series 2023 Bonds to the public (including a member of a selling group or a party to a third-party distribution agreement participating in the initial sale of the Series 2023 Bonds to the public), (iii) a purchaser of any of the Series 2023 Bonds is a "related party" to an underwriter if the underwriter and the purchaser are subject, directly or indirectly, to (A) more than 50% common ownership of the voting power or the total value of their stock, if both entities are corporations (including direct ownership by one corporation of another), (B)more than 50% common ownership of their capital interests or profits interests, if both entities are partnerships (including direct ownership by one partnership of another), or (C) more than 50% common ownership of the value of the outstanding stock of the corporation or the capital interests or profit interests of the partnership, as applicable, if one entity is a corporation and the other entity is a partnership (including direct ownership of the applicable stock or interests by one entity of the other), and (iv) "sale date" means the date of execution of this Bond Purchase Agreement by all parties. Section 4. Conditions to the Underwriters' Obligations. The Underwriters' obligations hereunder shall be subject to the due performance by the Issuer of its obligations and agreements to be performed hereunder at or prior to the Closing and to the accuracy of and compliance with the Issuer's representations and warranties contained herein, as of the date hereof and as of the Closing, and are also subject to the following conditions: (a) The Series 2023 Bonds, the Bond Resolution and the Indenture shall have been duly authorized, executed and delivered in the form approved by the Representative. (b) At Closing the Underwriters shall receive: (1) (A) the unqualified approving opinion of Kutak Rock LLP, as bond counsel to the Issuer ("Bond Counsel"), dated the Closing Date, substantially in the form of APPENDIX G to the Official Statement and(B) 4857-0284-5277,v. 3 11 Bond Purchase Agreement the supplemental opinion of Bond Counsel dated as of the Closing Date, substantially in the form of Exhibit C hereto; (2) the opinion of the City Attorney, dated the Closing Date, substantially in the form of Exhibit D hereto; (3) the opinion of Kaplan Kirsch&Rockwell LLP,as disclosure counsel to the Issuer, dated the Closing Date, substantially in the form of Exhibit E hereto; (4) the opinion of Gilmore & Bell, P.C., as Underwriters' counsel, dated the Closing Date, substantially in the form of Exhibit F hereto; (5) the opinion of counsel to the Trustee,dated the Closing Date, to the effect that: (A) the Trustee is a national banking association, validly existing under the laws of the United States of America and is authorized to exercise trust powers; (B) in accordance with the laws of the State of Utah, the Trustee is authorized to exercise trust powers in the State of Utah; (C) the Trustee has all requisite corporate power, authority and legal right to execute and deliver the Indenture, as trustee and to perform its obligations under the Indenture and has taken all necessary corporate action to authorize the execution and delivery of the Indenture,including the authentication and delivery of the Series 2023 Bonds in its capacity as trustee under the Indenture; (D) the Trustee has duly authorized, executed and delivered the Indenture, as trustee and duly authenticated the Series 2023 Bonds in its capacity as trustee under the Indenture; (E) assuming the due authorization, execution and delivery thereof by the City, the Master Indenture and the Fourth Supplemental Indenture are valid and binding agreements of the Trustee, enforceable in accordance with their terms against the Trustee; and (F) to such counsel's knowledge, no authorization, approval, consent or order of any governmental agency or regulatory authority having jurisdiction over the Trustee that has not been obtained by the Trustee is required for the authorization, execution and delivery by the Trustee, as trustee of the Indenture or the authentication of the Series 2023 Bonds by the Trustee, as trustee. (6) a certificate, satisfactory to the Representative, of the Mayor of the Issuer and the Executive Director of the Department of Airports, and/or any other duly authorized officers of the Issuer satisfactory to the Representative,dated as of the Closing Date,to the effect that: (i)the Issuer has duly performed all of its obligations to be performed at or prior to the Closing and that each of the representations, warranties, and agreements of the Issuer herein are true and correct as of the Closing with the same effect as if made on the Closing; (ii) the Issuer has authorized, by all necessary action, the execution, delivery, receipt and due performance of the Bond Documents and any and all such other agreements and documents as may 4857-0284-5277,v. 3 12 Bond Purchase Agreement be required to be executed and delivered by the Issuer to carry out, give effect to and consummate the transactions contemplated hereby and by the Official Statement; (iii) to the knowledge of the Issuer no action, suit or proceeding with merit has been served on the Issuer or is threatened: (1) contesting or affecting the validity or authority for the issuance or delivery of the Series 2023 Bonds or seeking to restrain or enjoin the issuance or delivery of the Series 2023 Bonds; (2)contesting or affecting the validity or powers of the Issuer or its right to use the proceeds of the Series 2023 Bonds as contemplated or the design and construction of the New SLC or the procurement of contracts with respect thereto; (3) contesting or affecting the operation of the Airport System or the validity or enforceability of the Indenture, this Bond Purchase Agreement, the Continuing Disclosure Agreement or the Airline Use Agreement; (4) contesting, affecting or seeking to restrain or enjoin the collection of Net Revenues pledged under the Indenture which, if determined adversely to the Issuer, would have a material impact on the Issuer's collection of the income or revenues pledged under the Indenture, or the pledge thereof, (5) contesting the completeness or accuracy of the Official Statement; or (6) contesting the power of the officials of the Issuer or the Department of Airports or their authority with respect to the Indenture, the Series 2023 Bonds, the Official Statement, the Continuing Disclosure Agreement or this Bond Purchase Agreement; (iv) the financial statements and other financial information of the Airport System contained in the Preliminary Official Statement and the Official Statement present fairly the financial position of the Airport System as of the dates indicated and the results of its operations for the periods specified therein, and such financial statements have been prepared in conformity with generally accepted accounting principles for governmental entities applied in all material respects on a consistent basis (except as described in the Preliminary Official Statement and the Official Statement)with respect to such period; (v) since June 30, 2022, there has not been any material adverse change in the properties or financial condition of the Airport System, except as set forth in the Preliminary Official Statement and the Official Statement; (vi) the execution, delivery, receipt and due performance of the Bond Documents and the other agreements contemplated hereby and by the Official Statement under the circumstances contemplated hereby and thereby and the Issuer's compliance with the provisions thereof will not conflict with or constitute on its part a material breach of or a material default under any court decree or order or any material agreement, indenture, lease or other instrument or, to the Issuer's knowledge, any existing law or administrative regulation, decree or order to which the Issuer is subject or by which the Issuer is or may be bound; and (vii) as of their dates, the Preliminary Official Statement and the final Official Statement did not, and as of the Closing Date, the Official Statement does not, contain any untrue statement of a material fact or omit to state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading 4857-0284-5277,v. 3 13 Bond Purchase Agreement (other than with respect to information relating to the DTC and the book- entry system, CUSIP numbers, the Trustee and the Underwriters, as to which no representation is made); (7) Evidence satisfactory to the Representative that the Series 2023 Bonds have received ratings of [" " (outlook: )] by S&P Global Ratings ("S&P"), [" " (outlook: )] by Moody's Investors Service, Inc. ("Moody's"), and [" " (outlook: )] by Kroll Bond Rating Agency, Inc. ("Kroll"). (8) executed or certified copies of the Bond Resolution, the Indenture and the Continuing Disclosure Agreement; (9) a letter from Eide Bailly LLP, Certified Public Accountants, consenting to the inclusion in the Official Statement of the audited financial statements of the Department of Airports for the fiscal year ended June 30, 2022; (10) an executed copy of the Official Statement; (11) evidence that the federal tax information forms 8038 and 8038-G have been prepared for filing; (12) a tax compliance certificate relating to certain items regarding the federal income tax implications of interest on the Series 2023 Bonds in form satisfactory to Bond Counsel, including accompanying certificate of the Representative and the Municipal Advisor; (13) a Certificate, dated the Closing Date from the Trustee,to the effect that (A) the Trustee is duly organized and existing as a national banking association organized and existing under the laws of the United States of America, having the full power and authority to enter into, accept the trusts created under, and perform its duties under the Indenture and to authenticate the Series 2023 Bonds; (B) the execution and delivery by the Trustee of the Indenture, and compliance with the terms of the Indenture, will not conflict with, or result in a violation or breach of, or constitute a default under, any loan agreement, indenture, bond, note, resolution or any other agreement or instrument to which the Trustee is a party or by which it is bound, or, to the best knowledge of the Trustee, any law or any rule, regulation, order or decree of any court or governmental agency or body having jurisdiction over the Trustee or any of its activities or properties (except that no representation, warranty or agreement is made by the Trustee with respect to any federal or state securities or blue sky laws or regulations); (C) there is no action, suit, proceeding or investigation at law or in equity before or by any court,public board or body,pending or, to the best knowledge of the Trustee,threatened against or affecting the existence of the Trustee or in any way contesting or affecting the validity or 4857-0284-5277,v. 3 14 Bond Purchase Agreement enforceability of the Series 2023 Bonds or the Indenture, or contesting the powers of the Trustee or its authority to enter into and perform its obligations under any of the foregoing, or wherein an unfavorable decision, ruling or finding would adversely affect the Trustee or the transactions contemplated in connection with the issuance and sale of the Series 2023 Bonds, or which, in any way, would adversely affect the validity of the Series 2023 Bonds, the Indenture or any agreement or instrument to which the Trustee is a party and which is used or contemplated for use in the Indenture, or the consummation of the transactions contemplated in connection with the issuance and sale of the Series 2023 Bonds; (D) the Series 2023 Bonds have been duly authenticated by the Trustee, as trustee of the Series 2023 Bonds; and(E) subject to the provisions of the Indenture, the Trustee will apply the proceeds of the Series 2023 Bonds to the purposes specified in the Fourth Supplemental Indenture. (14) a certificate, dated the Closing Date from Landrum & Brown, Incorporated,the Airport Consultant to the Department of Airports, to the effect that (A) consenting to the inclusion and publication of the Report of the Airport Consultant in the Preliminary Official Statement and Official Statement used in connection with the sale of the Series 2023 Bonds and (B) consenting to the references to the Airport Consultant in the Preliminary Official Statement and the Official Statement and stating that nothing has come to the attention of the Airport Consultant in relation to the preparation of the Report of the Airport Consultant which would cause them to believe the Report of the Airport Consultant was, as of its date, or any statements in the Preliminary Official Statement specifically attributed to the Airport Consultant were, as of the date of the Preliminary Official Statement, inaccurate in any material respect; (15) a copy of the Letter of Representations to DTC executed by the Issuer; and (16) such additional legal opinions, certificates, proceedings, instruments and other documents, as the Representative,Bond Counsel,the City Attorney, Disclosure Counsel, or Underwriters' Counsel may reasonably request to evidence compliance by the Issuer with legal requirements, the truth and accuracy, as of the Closing Date, of all representations herein contained, the exemption of amounts received (whether characterized as interest or discount)by holders of the Series 2023 Bonds from federal and state income taxation, and the due performance or satisfaction by the Issuer at or prior to such date of all agreements then to be performed and all conditions then to be satisfied as contemplated under this Bond Purchase Agreement. Section 5. The Underwriters' Right to Cancel. The Underwriters shall have the right to cancel their obligations hereunder to purchase the Series 2023 Bonds (such cancellation shall not constitute a default hereunder) by notification from the 4857-0284-5277,v. 3 15 Bond Purchase Agreement Representative to the Issuer if, after the execution hereof and prior to the Closing, any of the following events shall occur in the reasonable judgment of the Representative: (a) an event shall occur which makes untrue or incorrect in any material respect, as of the time of such event, any statement or information contained in the Official Statement or which is not reflected in the Official Statement but should be reflected therein in order to make the statements contained therein in the light of the circumstances under which they were made not misleading in any material respect and, in either such event, (a) the Issuer refuses to permit the Official Statement to be supplemented to supply such statement or information in a manner satisfactory to the Representative or(b) the effect of the Official Statement as so supplemented is, in the judgment of the Representative, to materially adversely affect the market price or marketability of the Series 2023 Bonds or the ability of the Underwriters to enforce contracts for the sale,at the contemplated offering prices (or yields), of the Series 2023 Bonds; or (b) legislation shall be introduced in, enacted by, reported out of committee, or recommended for passage by the State, either House of the Congress, or recommended to the Congress or otherwise endorsed for passage (by press release, other form of notice or otherwise) by the President of the United States, the Treasury Department of the United States, the Internal Revenue Service or the Chairman or ranking minority member of the Committee on Finance of the United States Senate or the Committee on Ways and Means of the United States House of Representatives, or legislation is proposed for consideration by either such committee by any member thereof or presented as an option for consideration by either such committee by the staff or such committee or by the staff of the Joint Committee on Taxation of the Congress of the United States, or a bill to amend the Code (which, if enacted, would be effective as of a date prior to the Closing) shall be filed in either House, or a decision by a court of competent jurisdiction shall be rendered, or a regulation or filing shall be issued or proposed by or on behalf of the Department of the Treasury or the Internal Revenue Service of the United States,or other agency of the federal government, or a release or official statement shall be issued by the President, the Department of the Treasury or the Internal Revenue Service of the United States, in any such case with respect to or affecting(directly or indirectly)the federal or state taxation of interest received on obligations of the general character of the Series 2023 Bonds which, in the reasonable judgment of the Representative, materially adversely affects the market price or marketability of the Series 2023 Bonds or the ability of the Underwriters to enforce contracts for the sale, at the contemplated offering prices (or yields), of the Series 2023 Bonds; or (c) a stop order, ruling, regulation, proposed regulation or statement by or on behalf of the Securities and Exchange Commission or any other governmental agency having jurisdiction of the subject matter shall be issued or made to the effect that the issuance, offering, sale or distribution of obligations of the general character of the Series 2023 Bonds (including any related underlying obligations) is in violation or would be in violation of any provisions of the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or the Trust Indenture Act of 1939, as amended; or 4857-0284-5277,v. 3 16 Bond Purchase Agreement (d) legislation introduced in or enacted (or resolution passed) by the Congress or an order, decree,or injunction issued by any court of competent jurisdiction,or an order, ruling, regulation (final, temporary, or proposed), press release or other form of notice issued or made by or on behalf of the Securities and Exchange Commission, or any other governmental agency having jurisdiction of the subject matter,to the effect that obligations of the general character of the Series 2023 Bonds, including any or all underlying arrangements, are not exempt from registration under or other requirements of the Securities Act of 1933, as amended (the "Securities Act"), or that the Indenture is not exempt from qualification under or other requirements of the Trust Indenture Act of 1939, as amended, or that the issuance, offering, or sale of obligations of the general character of the Series 2023 Bonds, including any or all underlying arrangements, as contemplated hereby or by the Official Statement is or would be in violation of the federal securities law as amended and then in effect; (e) there shall have occurred (1) any outbreak or escalation of hostilities, declaration by the United States of a national or international emergency or war; or(2) any other calamity or crisis in the financial markets of the United States or elsewhere or escalation thereof; or(3) a downgrade of the sovereign debt rating of the United States by any major credit rating agency or payment default on United States Treasury obligations; which, in the reasonable judgment of the Representative, materially adversely affects the market price or marketability of the Series 2023 Bonds or the ability of the Underwriters to enforce contracts for the sale,at the contemplated offering prices(or yields),of the Series 2023 Bonds; or (f) there shall have occurred a general suspension of trading, minimum or maximum prices for trading shall have been fixed and be in force or maximum ranges or prices for securities shall have been required on the New York Stock Exchange or other national stock exchange whether by virtue of a determination by that Exchange or by order of the Securities and Exchange Commission or any other governmental agency having jurisdiction or any national securities exchange shall have: (i) imposed additional material restrictions not in force as of the date hereof with respect to trading in securities generally, or to trading in the Series 2023 Bonds or similar obligations; or (ii) materially increased restrictions now in force with respect to the extension of credit by or the charge to the net capital requirements of underwriters or broker-dealers which, in the reasonable judgment of the Representative, materially adversely affects the market price or marketability of the Series 2023 Bonds or the ability of the Underwriters to enforce contracts for the sale, at the contemplated offering prices (or yields), of the Series 2023 Bonds; or (g) a general banking moratorium shall have been declared by federal or New York or State of Utah state authorities or a major financial crisis or a material disruption in commercial banking or securities settlement or clearances services shall have occurred which, in the reasonable judgment of the Representative, materially adversely affects the market price or the marketability for the Series 2023 Bonds or the ability of the Underwriters to enforce contracts for the sale, at the contemplated offering prices (or yields), of the Series 2023 Bonds; or 4857-0284-5277,v. 3 17 Bond Purchase Agreement (h) a downgrading or suspension of any rating (without regard to credit enhancement), or an official statement as to a possible downgrading (such as being placed on "credit watch" or "negative outlook"), by Moody's, S&P, Fitch, or Kroll of any debt securities issued by the Issuer, including the Series 2023 Bonds. Section 6. Payment of Expenses. The Issuer shall pay or cause to be paid from the proceeds of the Series 2023 Bonds or other funds available to the Issuer the expenses incident to the performance of its obligations hereunder, including but not limited to (a) the cost of printing and mailing or delivering the Preliminary Official Statement and the Official Statement and all other documents (other than as set forth in the next succeeding paragraph)prepared in connection with the transactions contemplated hereby; (b) the fees and disbursements of the Trustee and the paying agent in connection with the issuance of the Series 2023 Bonds; (c) the fees and disbursements of Bond Counsel, Disclosure Counsel, the City Attorney, the Municipal Advisor, the Airport Consultant, and any other experts or consultants retained by the Issuer in connection with the transactions contemplated hereby; and (d) the costs related to obtaining ratings on the Series 2023 Bonds. The Issuer shall pay for any expenses (included in the expense component of the Underwriters' discount) incurred by the Underwriters on behalf of Issuer employees and representatives in connection with this Bond Purchase Agreement or the Series 2023 Bonds, including,but not limited to,meals,transportation, and lodging of those employees and representatives. The Underwriters shall pay (a)the cost of preparation and printing of any blue sky and legal investment memoranda to be used by them; (b) all advertising expenses in connection with the public offering of the Series 2023 Bonds; (c)the fees and expenses of any counsel employed by the Underwriters; (d)the fees of Digital Assurance Certification, L.L.C. or any other compliance review entity for a continuing disclosure undertaking compliance review; and (e) all other expenses incurred by them in connection with their public offering and distribution of the Series 2023 Bonds. The Issuer acknowledges that some or all of the expenses to be paid by the Underwriters may be included as part of the expense component of the underwriting discount or may be reimbursed to the Underwriters as out-of-pocket expenses. Section 7. Conditions of the Issuer's Obligations. The Issuer's obligations hereunder are subject to the Underwriters' performance of their obligations hereunder. Section 8. No Advisory or Fiduciary Role. The Issuer acknowledges and agrees that (i) the purchase and sale of the Series 2023 Bonds pursuant to this Bond Purchase Agreement is an arm's-length commercial transaction between the Issuer and the Underwriters, (ii) in connection therewith and with the discussions, undertakings and procedures leading up to the consummation of such transaction, the Underwriters are and have been acting solely as principals and are not acting as the agents or fiduciaries of the Issuer, (iii) the Underwriters have not assumed a financial advisory or other advisory or fiduciary responsibility, including acting as a municipal advisor (within the meaning of Section 15B of the Exchange Act), in favor of the Issuer with respect to the offering contemplated hereby or the discussions, undertakings and procedures leading thereto (irrespective of whether the Underwriters have provided other services or are currently 4857-0284-5277,v. 3 18 Bond Purchase Agreement providing other services to the Issuer on other matters) and the Underwriters have no obligation to the Issuer with respect to the offering contemplated hereby except the obligations expressly set forth in this Bond Purchase Agreement, and (iv) the Issuer has consulted its own legal,financial and other advisors to the extent it has deemed appropriate. Section 9. Representations, Warranties and Agreements to Survive Delivery. All of the Issuer's representations, warranties and agreements shall remain operative and in full force and effect,regardless of any investigations made by the Underwriters and shall survive delivery of the Series 2023 Bonds to the Underwriters. Section 10. Use of Official Statement. The Issuer hereby ratifies and confirms the Underwriters' authority to use the Preliminary Official Statement and authorizes the use of, and will make available, the Official Statement for use by the Underwriters in connection with the sale of the Series 2023 Bonds. Section 11. Representation Regarding Ethical Standards for Issuer Officers and Employees and Former Issuer Officers and Employees. The Representative represents that the Underwriters have not: (i) provided an illegal gift or payoff to an Issuer officer or employee or former Issuer officer or employee, or his or her relative or business entity; (ii) retained any person to solicit or secure this contract upon an agreement or understanding for a commission, percentage, or brokerage or contingent fee, other than bona fide employees or bona fide commercial selling agencies for the purpose of securing business; (iii) knowingly breached any of the ethical standards set forth in the Issuer's conflict of interest ordinance, Chapter 2.44, Salt Lake City Code; or (iv) knowingly influenced, and hereby promises that the Underwriters will not knowingly influence, an Issuer officer or employee or former Issuer officer or employee to breach any of the ethical standards set forth in the Issuer's conflict of interest ordinance, Chapter 2.44, Salt Lake City Code. Section 12. Notice. Any notice or other communication to be given to the Issuer under this Bond Purchase Agreement may be given by mailing or delivering the same in writing to Salt Lake City Corporation, 451 South State Street, Salt Lake City, Utah 84111 Attention: Mayor, with a copy to the same address Attention: City Attorney and to Salt Lake City Department of Airports,3920 West Terminal Drive, Salt Lake City,Utah 84122, Attention: Executive Director; and any notice or other communication to be given to the Representative under this Bond Purchase Agreement may be given by delivering the same in writing to BofA Securities, Inc., One Bryant Park, 12th Floor, New York, New York 10036, Attention: Section 13. Entire Agreement; Amendments. This Bond Purchase Agreement constitutes the entire agreement between the parties hereto with respect to the matters covered hereby, and supersedes all prior agreements and understandings between the parties. This Bond Purchase Agreement shall only be amended, supplemented or modified in a writing signed by both of the parties hereto. Section 14. No Third-Party Beneficiary; Non-Assi ng ability. This Bond Purchase Agreement is made solely for the benefit of the signatories hereto and no other 4857-0284-5277,v. 3 19 Bond Purchase Agreement person shall acquire or have any right hereunder or by virtue hereof. This Bond Purchase Agreement may not be assigned by the Issuer or the Underwriters. Section 15. Execution of Counterparts. This Bond Purchase Agreement may be executed in several counterparts, each of which shall be regarded as an original and all of which shall constitute one and the same document. Each party hereto acknowledges and agrees that it may execute this Bond Purchase Agreement, and any variation or amendment hereto, using Electronic Signatures (as defined below). Such Electronic Signatures are intended to authenticate this writing and to have the same force and effect as handwritten signatures. "Electronic Signature" means any electronic sound, symbol, or process attached to or logically associated with a record and executed and adopted by a party with the intent to sign such record, including facsimile or email electronic signatures, pursuant to the applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, the Utah Uniform Electronic Transaction Act, or any other similar state laws based on the Uniform Electronic Transactions Act, as amended from time to time. Section 16. Governing Law. The right and obligations of the parties to this Agreement shall be governed by, construed and enforced in accordance with the laws of the State of Utah. [Remainder of page intentionally left blank; signature page follows] 4857-0284-5277,v. 3 20 Bond Purchase Agreement Very truly yours, BOFA SECURITIES, INC., acting on behalf of itself and as the representative of J.P. MORGAN SECURITIES LLC, BARCLAYS CAPITAL INC., GOLDMAN SACHS & CO. LLC, SAMUEL A. RAMIREZ & CO., INC., SIEBERT WILLIAMS SHANK & CO., LLC, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Underwriters By: Managing Director Accepted as of the date first above written: Time of acceptance: SALT LAKE CITY, UTAH, a municipal SALT LAKE CITY DEPARTMENT OF corporation and political subdivision of the AIRPORTS State of Utah By: By: Mayor Chief Financial Officer APPROVED AS TO FORM: By: Senior City Attorney ATTEST: (SEAL) By: City Recorder S-1 SIGNATURE PAGE TO BOND PURCHASE AGREEMENT EXHIBIT A MATURITY SCHEDULE AND REDEMPTION PROVISIONS FOR THE SERIES 2023 BONDS SALT LAKE CITY, UTAH $[PAR A] AIRPORT REVENUE BONDS, SERIES 2023A (AMT) Due Principal Interest (Jul-) Amount Rate Yield Price [* Term Bonds, subject to mandatory sinking fund redemption.] [** 10% Test Maturities] [c Priced to par call on ]. 4857-0284-5277,v. 3 A-1 Redemption Provisions: Optional Redemption: The Series 2023 Bonds maturing on or before July 1, 20 , are not subject to optional redemption prior to maturity. The Series 2023A Bonds maturing on or after July 1, 20 , are redeemable at the option of the Issuer on or after July 1, 20 , in whole or in part at any time, from any moneys that may be provided for such purpose, at a redemption price equal to 100% of the principal amount of the Series 2023 Bonds to be redeemed plus accrued interest to the date fixed for redemption, without premium. [Mandatory Sinking Fund Redemption: The Series 2023 Bonds maturing on July 1,20 ,are subject to mandatory sinking fund redemption in part,by lot,at a redemption price equal to 100%of the principal amount thereof, plus accrued interest thereon to the date fixed for redemption, without premium, on July 1 of the following years and in the following principal amounts: July 1 of the Year Principal Amount *Final Maturity Date 4857-0284-5277,v. 3 A-2 EXHIBIT B ISSUE PRICE CERTIFICATE $[PAR A] Salt Lake City, Utah Airport Revenue Bonds Series 2023A (AMT) The undersigned on behalf of BofA Securities, Inc., (the "Representative"), on its own behalf and on behalf of, J.P. Morgan Securities LLC, Barclays Capital Inc., Goldman Sachs & Co. LLC, Samuel A. Ramirez & Co., Inc., Siebert Williams Shank & Co., LLC, and Wells Fargo Bank, National Association (collectively, the "Underwriting Group"), hereby certifies as set forth below with respect to the sale and issuance of the above- captioned obligations (the "Series 2023 Bonds"). 1. Sale of the 10% Test Maturities. As of the date of this certificate, for each Maturity of the Series 2023 Bonds listed as a"10% Test Maturity"in Schedule A attached hereto, the first price at which at least 10% of such Maturity was sold to the Public is the respective price listed in Schedule A attached hereto. [2. Initial Offering Price of the Hold-the-Price Maturities. (a) The Underwriting Group offered the "Hold-the-Price Maturities" (as listed in Schedule A attached hereto)to the Public for purchase at the respective initial offering prices listed in Schedule A attached hereto (the "Initial Offering Prices") on or before the Sale Date. (b) With respect to the Hold-the-Price Maturities,as agreed to in writing by the Representative in the Bond Purchase Agreement, dated [July , 2023], between the Representative, on behalf of itself and the other members of the Underwriting Group, and the Issuer, the Representative has not offered or sold unsold Series 2023 Bonds of any of the Hold-the-Price Maturities to any person at a price that is higher than or a yield lower than the respective Initial Offering Prices for such Maturities of the Series 2023 Bonds during the Holding Period.] 3. Pricing Wire or Equivalent Communication. A copy of the pricing wire or equivalent communication for the Series 2023 Bonds is attached to this certificate as Schedule B. 4. Establishment of Common Reserve Fund. The establishment of the Common Reserve Fund(as defined in the hereinafter defined Tax Compliance Certificate), at the level of funding described in Section of the Tax Compliance Certificate, in the best judgment of the undersigned, was reasonably required to market the Series 2023 Bonds at the prices and yields listed in Schedule A attached hereto and is reasonable and customary in marketing obligations of the same general type as the Series 2023 Bonds. 4857-0284-5277,v. 3 B-1 5. Defined Terms. (a) 10% Test Maturities means those Maturities of the Series 2023 Bonds listed in Schedule A hereto as the "10%Test Maturities." (b) [Hold-the-Price Maturities means those Maturities of the Series 2022 Bonds listed in Schedule A hereto as the "Hold-the-Price Maturities."] (c) [Holding Period means, with respect to a Hold-the-Price Maturity, the period starting on the Sale Date and ending on the earlier of(i) the close of the fifth business day after the Sale Date, or(ii)the date on which at least 10% of such Hold-the-Price Maturity was sold to the Public at prices that are no higher than or yields that are no lower than the Initial Offering Price for such Hold-the-Price Maturity.] (d) Issuer means Salt Lake City, Utah. (e) Maturity means Series 2023 Bonds with the same credit and payment terms. Series 2023 Bonds with different maturity dates, or Series 2023 Bonds with the same maturity date but different stated interest rates, are treated as separate maturities. (f) Public means any person (including an individual, trust, estate, partnership, association, company, or corporation) other than an Underwriter or a related party to an Underwriter. (g) Related Party. A purchaser of any Series 2023 Bonds is a"Related Party" to an Underwriter if the Underwriter and the purchaser are subject, directly or indirectly, to (i) more than 50% common ownership of the voting power or the total value of their stock, if both entities are corporations (including direct ownership by one corporation of another), (ii) more than 50% common ownership of their capital interests or profits interests, if both entities are partnerships (including direct ownership by one partnership of another), or(iii) more than 50% common ownership of the value of the outstanding stock of the corporation or the capital interests or profit interests of the partnership, as applicable, if one entity is a corporation and the other entity is a partnership (including direct ownership of the applicable stock or interests by one entity of the other). (h) [Sale Date means the first day on which there is a binding contract in writing for the sale of a Maturity of the Series 2023 Bonds. The Sale Date of the Series 2023 Bonds is July , 2023.] (i) Tax Compliance Certificate means the Tax Compliance Certificate, dated [August , 2023], executed and delivered by the Issuer in connection with the issuance of the Series 2023 Bonds. 0) Underwriter means (i) any person that agrees pursuant to a written contract with the Issuer (or with the lead underwriter to form an underwriting 4857-0284-5277,v. 3 B-2 syndicate) to participate in the initial sale of the Series 2023 Bonds to the Public, and (ii) any person that agrees pursuant to a written contract directly or indirectly with a person described in clause (i) of this paragraph to participate in the initial sale of the Series 2023 Bonds to the Public (including a member of a selling group or a party to a third-party distribution agreement participating in the initial sale of the Series 2023 Bonds to the Public). The representations set forth in this certificate are limited to factual matters only. Nothing in this certificate represents the Representative's interpretation of any laws, including specifically Sections 103 and 148 of the Internal Revenue Code of 1986, as amended, and the Treasury Regulations thereunder. The undersigned understands that the foregoing information will be relied upon by the Issuer with respect to certain of the representations set forth in the Tax Certificate and with respect to compliance with the federal income tax rules affecting the Series 2023 Bonds,and by Kutak Rock LLP,as Bond Counsel to the Issuer,in connection with rendering its opinion that the interest on the Series 2023 Bonds is excluded from gross income for federal income tax purposes,the preparation of the Internal Revenue Service Form 8038 and Form 8038-G, and other federal income tax advice that it may give to the Issuer from time to time relating to the Series 2023 Bonds. The certifications contained herein are not necessarily based on personal knowledge, but may instead be based on either inquiry deemed adequate by the undersigned or institutional knowledge (or both)regarding the matters set forth herein. BOFA SECURITIES, INC., as Representative of the Underwriting Group By Authorized Representative Dated: [August , 2023]. 4857-0284-5277,v. 3 B-3 SCHEDULE A SALE PRICES SALT LAKE CITY, UTAH $[PAR A] AIRPORT REVENUE BONDS, SERIES 2023A(AMT) Due Principal Interest (July 1) Amount Rate Yield Price [* Term Bonds, subject to mandatory sinking fund redemption.] [** 10% Test Maturities] [c Priced to par call on ] 4857-0284-5277,v. 3 B-4 SCHEDULE B PRICING WIRE OR EQUIVALENT COMMUNICATION (To be attached 4857-0284-5277,v. 3 B-5 EXHIBIT C (FORM OF SUPPLEMENTAL OPINION OF BOND COUNSEL) August , 2023 Salt Lake City Salt Lake City, Utah BofA Securities, Inc. As Representative of the Underwriters New York, New York $[PAR A] Salt Lake City, Utah Airport Revenue Bonds Series 2023A (AMT) Ladies and Gentlemen: We have acted as Bond Counsel to Salt Lake City, Utah (the "City") in connection with the issuance by the City of its$[PAR A] Salt Lake City,Utah Airport Revenue Bonds, Series 2023A (AMT) (the "Series 2023 Bonds"). We are delivering this opinion letter pursuant to Section 3(b)(1)(B)of the Bond Purchase Agreement, dated July ,2023 (the "Bond Purchase Agreement"), between BofA Securities, Inc., as representative of the underwriters of the Series 2023 Bonds, and the City. Capitalized terms used herein and not otherwise defined shall have the meanings as set forth in the Bond Purchase Agreement. In connection with the issuance of the Series 2023 Bonds and the opinions set forth below, we have examined the Master Trust Indenture, dated as of February 1, 2017 (the "Master Indenture"),by and between the City and Wilmington Trust,National Association, as trustee (the "Trustee"); the Fourth Supplemental Trust Indenture, dated as of August 1, 2023 (the "Fourth Supplemental Indenture," and together with the Master Indenture, the "Indenture"),by and between the City and the Trustee; the Bond Purchase Agreement; the Continuing Disclosure Agreement, dated August , 2023 (the "Continuing Disclosure Agreement"), by the City; the Tax Compliance Certificate, dated August , 2023, with respect to the Series 2023 Bonds (the "Tax Compliance Certificate"), by the City; Resolution No. [ ] of 2023, adopted by the City Council of the City on [May 16, 2023] (the"Bond Resolution");the Official Statement,dated July ,2023,relating to the Series 2023 Bonds (the "Official Statement"); and such other documents, instruments and materials as we deemed necessary to render this opinion. The opinions and conclusions expressed herein are based on an analysis of existing laws, regulations, rulings and court decisions and cover certain matters not directly addressed by such authorities. Such opinions or conclusions may be affected by actions taken or omitted or events occurring after the date hereof. We have not undertaken to 4857-0284-5277,v. 3 C-1 determine,or to inform any person,whether any such actions are taken or omitted or events do occur or any other matters come to our attention after the date hereof. We have assumed the genuineness of all documents and signatures presented to us (whether as originals or as copies) and the due and legal execution and delivery thereof by, and validity against, any parties other than the City. We have assumed, without undertaking to verify,the accuracy of the factual matters represented,warranted or certified in the documents referred to in the second paragraph hereof. We have further assumed compliance with all covenants and agreements contained in such documents. In addition, we call attention to the fact that the rights and obligations under the Series 2023 Bonds, the Bond Resolution, the Master Indenture, the Fourth Supplemental Indenture, the Bond Purchase Agreement, the Continuing Disclosure Agreement and the Tax Compliance Certificate and their enforceability may be subject to bankruptcy, insolvency, reorganization, arrangement, fraudulent conveyance, moratorium and other laws relating to or affecting creditors' rights,to the application of equitable principles, and to the exercise of judicial discretion in appropriate cases. We express no opinion with respect to any indemnification, contribution, penalty, choice of law, choice of forum or waiver provisions contained in the foregoing documents. Except as expressly set forth in numbered paragraph 3 below, we have not undertaken any responsibility for the accuracy, completeness or fairness of the Official Statement or any other offering material relating to the Series 2023 Bonds and express no opinion relating thereto. From such examination we are of the opinion that: (1) The Bond Purchase Agreement and the Continuing Disclosure Agreement have been duly authorized, executed and delivered by the City and, assuming the due authorization, execution and delivery by the other parties thereto, as applicable, constitute binding and enforceable obligations of the City. (2) The Series 2023 Bonds are exempt from registration under Section 3(a)(2)of the Securities Act of 1933, as amended, and the Master Indenture and the Fourth Supplemental Indenture are exempt from qualification under the Trust Indenture Act of 1939, as amended. (3) The information in the Official Statement under the headings "THE SERIES 2023 BONDS—General Provisions," "THE SERIES 2023 BONDS— Redemption of the Series 2023 Bonds," "SECURITY FOR THE SERIES 2023 BONDS," and "TAX MATTERS," and under "APPENDIX G—FORM OF OPINION OF BOND COUNSEL," excluding any material that may be treated as included under such captions by cross-reference, insofar as such statements expressly summarize certain provisions of the Master Indenture and the Fourth Supplemental Indenture and our opinions concerning certain federal tax matters and certain State of Utah tax matters relating to the Series 2023 Bonds, are accurate in all material respects. 4857-0284-5277,v. 3 C-2 This opinion letter is furnished by us as Bond Counsel to the City. No attorney- client relationship has existed or exists between our firm and BofA, Securities, Inc. or any of the underwriters of the Series 2023 Bonds in connection with the Series 2023 Bonds or by virtue of this opinion letter. This opinion letter is issued to and for the sole benefit of the addressees hereof and is issued for the sole purpose of the transaction specifically referred to herein. No person other than the addressees hereof may rely upon this opinion letter without our express prior written consent. This opinion letter may not be utilized by the addressees hereof for any other purpose whatsoever and may not be quoted by such addressees without our express prior written consent. Our engagement with respect to the Series 2023 Bonds has concluded with their issuance. We assume no obligation to review or supplement this opinion letter subsequent to its date, whether by reason of a change in the current laws, by legislative or regulatory action, by judicial decision or for any other reason. Very truly yours, 4857-0284-5277,v. 3 C-3 EXHIBIT D (FORM OF CITY ATTORNEY OPINION) August , 2023 Salt Lake City Salt Lake City, Utah BofA Securities, Inc., as Representative of the Underwriters New York, New York Re: $[PAR A] Salt Lake City, Utah, Airport Revenue Bonds, Series 2023A (AMT) Ladies and Gentlemen: I am the City Attorney of Salt Lake City,Utah(the"City"),a municipal corporation and political subdivision of the State of Utah, and have acted as counsel to the City in connection with the issuance,sale and delivery of the City's Airport Revenue Bonds,Series 2023A(AMT) (the "Series 2023 Bonds") in the aggregate principal amount of$[PAR A]. For purposes of this opinion, capitalized terms used herein and not defined have the meanings assigned to them in the Bond Purchase Agreement relating to the Series 2023 Bonds dated July , 2023 (the "Bond Purchase Agreement") between the Underwriters identified therein and the City and in the Official Statement dated July , 2023, relating to the Series 2023 Bonds. I, or others in this office under my supervision, have examined (i) the documents referred to in the Bond Purchase Agreement, (ii) the AUA (as defined in the Official Statement), and(iii) such other documents and records of the City and any other papers as I or they have deemed relevant and necessary as the basis for the opinions hereinafter set forth. In this connection, I or they have examined fully executed counterparts of such documents, original or copies or copies of records of the City, certificates or letters of officers of the City and certificates of certain public officials. In such examination, I or they have assumed the genuineness and authenticity of all documents submitted to me or us as originals and the conformity to original documents of documents submitted to me or us as certified or photostatic copies. I or they have relied upon such certificates of public officials and such certificates of officers of the City with respect to the accuracy of factual matters contained therein as I or they have deemed relevant and necessary as a basis for the opinions hereinafter set forth and I or they know of no reason why I or they should not rely thereon. All references herein to agreements, instruments, documents, laws, statutes, regulations, orders, writs, decrees and injunctions are as of the date hereof. 4857-0284-5277,v. 3 D-1 Based upon the foregoing, I am of the opinion that: 1. The City has been duly and validly created as a municipality and public body corporate and politic existing under the laws of the State of Utah,with full power and authority (a)to enter into, execute and perform its obligations under the Indenture, the AUA, the Continuing Disclosure Agreement and the Bond Purchase Agreement; and (b) to adopt and perform its obligations under the Bond Resolution and to authorize and issue, sell and deliver the Series 2023 Bonds under the Bond Resolution and the Indenture. 2. The officials of the City and the Airport Board named in the Official Statement have been duly elected or appointed and, to the best of my knowledge, are, as of the date hereof, qualified to serve in their respective positions. 3. The Bond Resolution was duly adopted at a meeting of the City Council of the City, which was called and held pursuant to law and with all public notice required by law and at which a quorum was present and acting throughout and has not been modified, amended, supplemented, superseded or repealed from the date of its adoption. 4. The Indenture, the Series 2023 Bonds, the Bond Purchase Agreement, the AUA and the Continuing Disclosure Agreement have been duly authorized, executed and delivered by the City and assuming due authorization, execution and delivery by the other parties, if any,thereto, all such instruments constitute valid and binding limited obligations of the City enforceable in accordance with their respective terms, except that the enforceability thereof may be limited by bankruptcy,insolvency,moratorium,or other laws affecting creditors' rights generally or usual equity principles in the event equitable remedies are sought. 5. The Indenture creates a valid first lien and charge against the Net Revenues, moneys, securities and funds pledged therein for the benefit of the payment of the Series 2023 Bonds. 6. Other than the Series 2017 Bonds, the Series 2018 Bonds, and the Series 2021 Bonds, there are no other bonds or other obligations which are secured by a lien on the Net Revenues,moneys, securities and funds pledged pursuant to the Indenture superior to or on a parity with the lien of the Series 2023 Bonds on such Net Revenues, moneys, securities and funds. 7. To the best of my knowledge, the adoption or execution and delivery, as applicable, of the Bond Resolution, the Indenture, the Series 2023 Bonds, the Continuing Disclosure Agreement, the AUA and the Bond Purchase Agreement by the City and compliance with the provisions thereof will not conflict with or constitute a material breach or material default under any applicable law, administrative regulation, court order or consent decree of the State of Utah or, to my knowledge after due inquiry, of the United States of America or of any department, division, agency or instrumentality of either or any ordinance, agreement,note,resolution, indenture or other instrument to which the City is a party or by which it or its property is bound. 4857-0284-5277,v. 3 D-2 8. Pursuant to the Governmental Immunity Act of Utah, Title 63G, Chapter 7, Utah Code Annotated 1953, as amended, the City does not enjoy any defense on the grounds of immunity (sovereign or otherwise) with respect to its obligations under the Indenture. 9. To the best of my knowledge, after due inquiry, there is no amendment or proposed amendment certified for placement on a statewide ballot to the Constitution of the State of Utah that would materially adversely affect the Series 2023 Bonds or any holder thereof in its capacity as such or the ability of the City to perform its obligations under the Indenture. 10. To the best of my knowledge, all approvals, consents and orders, if any, of any governmental entity,authority,board,agency or commission having jurisdiction which would constitute conditions precedent to the performance by the City of its obligations under the Bond Resolution, the Indenture, the Series 2023 Bonds, the Continuing Disclosure Agreement, the AUA or the Bond Purchase Agreement have been obtained. 11. To the best of my knowledge, the use of the Airport System materially complies with all applicable federal, state and local laws or ordinances (including rules and regulations)relating to zoning, building, the environment and safety. 12. To my knowledge after due inquiry, except as disclosed in the Official Statement, no action, suit, or proceeding with merit, has been served on the City or is, to my knowledge after due inquiry, threatened: (i) in any way affecting the existence of the City or contesting or affecting the validity or authority for the issuance of the Series 2023 Bonds or seeking to restrain or enjoin the issuance or delivery of the Series 2023 Bonds; (ii) contesting or affecting the operation or improvement of the Airport System or the validity of the Bond Resolution, the Indenture, the Series 2023 Bonds, the Bond Purchase Agreement,the Continuing Disclosure Agreement or the AUA; (iii)contesting or affecting or seeking to restrain or enjoin the collection of revenues or other moneys pledged or to be pledged to pay the principal of and interest on the Series 2023 Bonds or otherwise under the Indenture or the pledge thereof;(iv)contesting in any way the completeness or accuracy of the Preliminary Official Statement or the Official Statement; or (v) contesting the title or the power of the officials of the City or the authority of the City with respect to the Bond Resolution, the Indenture, the Series 2023 Bonds, the Preliminary Official Statement, the Official Statement,the Continuing Disclosure Agreement,the AUA, or the Bond Purchase Agreement. 13. While not passing upon, and not assuming responsibility for, the accuracy, completeness or fairness of the statements contained in the Preliminary Official Statement and the Official Statement, no facts have come to my attention which lead me to believe that the Preliminary Official Statement or the Official Statement(apart from the financial, statistical data and forecasts contained therein,and information concerning The Depository Trust Company, its book-entry only system,the Trustee, and the Underwriters, as to which no opinion or belief is expressed) contained at their respective dates or contain on the date hereof any untrue statement of a material fact or omitted to state at its date or omits at the 4857-0284-5277,v. 3 D-3 date hereof to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. This opinion is furnished solely for the benefit of its addressees and may not be relied upon by any other person. Very truly yours, Katherine N. Lewis City Attorney 4857-0284-5277,v. 3 D-4 EXHIBIT E (FORM OF DISCLOSURE COUNSEL OPINION) August , 2023 Salt Lake City Salt Lake City, Utah BofA Securities, Inc. as Representative of the Underwriters New York, New York Re: $[PAR A] Salt Lake City, Utah Airport Revenue Bonds, Series 2023A (AMT) Ladies and Gentlemen: We have served as Disclosure Counsel to Salt Lake City, Utah (the "City") in connection with the issuance of the above-referenced bonds(the"Bonds"),which are today being delivered BofA Securities, Inc. (the"Representative"), acting on behalf of and as the representative of itself and J.P. Morgan Securities LLC, Barclays Capital Inc., Goldman Sachs & Co. LLC, Samuel A. Ramirez & Co., Inc., Siebert Williams Shank & Co., LLC, and Wells Fargo Bank, National Association (together with the Representative, the "Underwriters"). All capitalized undefined terms used herein shall have the meaning set forth in Bond Purchase Agreement dated July , 2023, between the City and the Representative. We have participated in the preparation and review of the Continuing Disclosure Agreement, the Preliminary Official Statement and the Official Statement relating to the Bonds. We have reviewed such proceedings, records, certificates, documents and questions of law as we have considered necessary to enable us to render this opinion. To the extent that the opinions expressed herein relate to or are dependent upon the determination that the proceedings and actions relating to the authorization, issuance and sale of the Bonds are lawful and valid under the laws of the State of Utah, and that the Bonds and the interest thereon is excluded from the gross income of the owners of the Bonds for federal income tax purposes, we understand that you are relying upon the opinions delivered to you on the date hereof of Kutak Rock LLP, Bond Counsel, and the City Attorney, and,with your permission,we have assumed the accuracy of such opinions and we have made no independent determination thereof. We have assumed,but not independently verified,the genuineness of the signatures on all documents and certificates that we have examined, the authenticity of documents submitted as originals, the conformity to originals of documents submitted as copies and the legal capacity of all individuals or entities executing documents or certificates relied on by us. 4857-0284-5277,v. 3 E-1 Because the primary purpose of our professional engagement was not to establish factual matters and because of the wholly or partially nonlegal character of many of the determinations involved in the preparation of the Preliminary Official Statement and the Official Statement,we are not passing upon,and assume no responsibility for,the accuracy, completeness or fairness of the statements contained in the Preliminary Official Statement and the Official Statement. However,we can advise,in our capacity as Disclosure Counsel for the City and on the basis of the information and documents we have reviewed, in the course of our performance of the services referred to above and without having undertaken to verify independently the accuracy, completeness or fairness thereof or of the contents of the Preliminary Official Statement and the Official Statement, nothing has come to our attention which leads us to believe that Preliminary Official Statement (other than with respect to the omission of certain information permitted to be excluded from the Preliminary Official Statement pursuant to Rule 15c2-12 prescribed under the Securities Exchange Act of 1934, as amended and excluding those portions noted in the following paragraph) as of its date or the Official Statement (excluding those portions noted in the following paragraph) as of its date or as of this date, contained or contains any untrue statement of a material fact or omitted or omits to state any material fact necessary in order to make the statements made therein, in light of the circumstances under which they were made, not misleading. Reference in this opinion to the Preliminary Official Statement and the Official Statement does not include (a) information relating to The Depository Trust Company and its book-entry system, (b)any financial,technical, demographic or statistical data included in the Preliminary Official Statement and the Official Statement, (c)any information in the Preliminary Official Statement and the Official Statement relating to the exclusion from gross income for federal income tax purposes and other tax treatment of the interest on the Bonds and(d)Appendices A, B, E and G, as to all of which we express no opinion. By accepting this letter, the Underwriters acknowledge and agree that delivery of this letter to the Underwriters does not create an attorney-client relationship with our firm. This opinion is furnished to you solely for your benefit,and is rendered solely in connection with the transaction to which this opinion relates. This opinion may only be relied upon by you in connection with this transaction and may not be relied upon by anyone else without our prior written consent. This opinion is rendered as of the date hereof and we expressly disclaim any obligation to update any matter in this opinion or to advise you of any matters which may be brought to our attention subsequent to the date hereof. Respectfully submitted, 4857-0284-5277,v. 3 E-2 EXHIBIT F (FORM OF UNDERWRITERS' COUNSEL OPINION) August , 2023 BofA Securities, Inc., J.P. Morgan Securities LLC, Barclays Capital Inc., Goldman Sachs & Co. LLC, Samuel A. Ramirez & Co., Inc., Siebert Williams Shank& Co., LLC, and Wells Fargo Bank,National Association (collectively, the "Underwriters") Re: $[PAR A] Salt Lake City, Utah Airport Revenue Bonds, Series 2023A (AMT) We have acted as counsel to you, the Underwriters, in connection with your purchase from Salt Lake City, Utah (the "City"), pursuant to that Bond Purchase Agreement dated July , 2023 (the "Purchase Agreement") between you and the City, of $[PAR A] Salt Lake City, Utah Airport Revenue Bonds, Series 2023A (AMT) (the "Bonds"), issued under a Master Trust Indenture dated as of February 1, 2017, as heretofore supplemented(collectively,the"Master Indenture"),and a Fourth Supplemental Trust Indenture dated as of August 1, 2023 (the "Fourth Supplemental Indenture," and together with the Master Indenture, the "Indenture"), each by and between the City and Wilmington Trust,National Association, as trustee. Capitalized terms used herein and not otherwise defined shall have the meanings given to such terms in the hereinafter defined Official Statement. In that connection, we have examined originals, or copies certified or otherwise identified to our satisfaction, of the Purchase Agreement, the Indenture, the Preliminary Official Statement dated July [ ], 2023 (the "Preliminary Official Statement") and the Official Statement dated July , 2023 (the "Official Statement") relating to the Bonds, the Continuing Disclosure Agreement of the City relating to the Bonds dated August , 2023 (the "Continuing Disclosure Agreement"), and the other documents, certificates and opinions delivered pursuant to Section 3(b) of the Purchase Agreement. In arriving at the conclusions hereinafter expressed, we are not expressing any opinion or view on,but are assuming and relying on,the validity, accuracy and sufficiency of the documents and opinions referred to above (including the accuracy of all factual matters represented and legal conclusions contained therein) and the due authorization, issuance, delivery,validity and enforceability of the Bonds,the exclusion of interest on the Bonds from gross income for federal income tax purposes and the exemption of interest on the Bonds from State of Utah individual income tax. We have assumed that all documents, certificates and opinions that we have reviewed are genuine. 4857-0284-5277,v. 3 F-1 Based upon and subject to the foregoing, and in reliance thereon, we are of the opinion that, 1. The Bonds are not subject to the registration requirements of the Securities Act of 1933, as amended, and the Indenture is exempt from qualification under the Trust Indenture Act of 1939, as amended. 2. The provisions of the Continuing Disclosure Agreement comply with the requirements of Rule 15c2-12 under the Securities Exchange Act of 1934, as amended. While we have not verified and are not passing upon, and do not assume responsibility for,the accuracy, completeness or fairness of the statements contained in the Preliminary Official Statement and the Official Statement, we have participated in conferences with representatives of and counsel for the City,the Salt Lake City Department of Airports, Bond Counsel, Disclosure Counsel, the Municipal Advisor, the Airport Consultant and your representatives at which the contents of the Preliminary Official Statement and the Official Statement were discussed and revised. Based on our participation in the above-mentioned conferences, and in reliance thereon, and on the documents and other items herein mentioned and without independent verification, we advise you that, during the course of our representation of you in connection with the issuance of the Bonds, no facts came to the attention of the attorneys in our firm rendering legal services in connection with such representation which caused them to believe that the Preliminary Official Statement as of its date or the Official Statement contained as of its date or as of the date hereof contains any untrue statement of a material fact or omitted or omits (other than with respect to the omission of certain information permitted to be excluded from the Preliminary Official Statement pursuant to Rule 15c2-12 prescribed under the Securities Exchange Act of 1934, as amended) to state a material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they were made,not misleading in any material respect(except that no opinion or belief is expressed as to (i)the expressions of opinion, the assumptions, the projections, the financial statements, or other financial, numerical, economic, demographic or statistical data contained in the Official Statement;(ii)the information with respect to DTC and DTC's book-entry system, and (iii) the information contained in Appendix A, Appendix B, Appendix C, Appendix D, Appendix E, or Appendix G to the Preliminary Official Statement and the Official Statement). We are furnishing this letter to you solely for your benefit. We disclaim any obligation to update this letter. This letter is delivered to you as the Underwriters of the Bonds, is solely for the benefit of the Underwriters and is not to be used, circulated, quoted or otherwise referred to or relied upon for any other purpose or by any other person. This letter is not intended to be relied upon by holders of the Bonds or any other persons other than the Underwriters. Respectfully submitted, 4857-0284-5277,v. 3 F-2 EXHIBIT E [ATTACH FORM OF CONTINUING DISCLOSURE AGREEMENT] 4854-1788-4237 DRAFT CONTINUING DISCLOSURE AGREEMENT For the Purpose of Providing Continuing Disclosure Information Under Section(b)(5)of Rule 15c2-12 This Continuing Disclosure Agreement(this"Agreement")is executed and delivered by Salt Lake City, Utah (the "City") in connection with the issuance of its $ Airport Revenue Bonds, Series 2023A(Non-AMT) (the"Series 2023A Bonds"),and its $ Airport Revenue Bonds, Series 2023B (AMT) (the "Series 2023B Bonds" and, collectively with the Series 2023A Bonds, the "Bonds"). In consideration of the issuance of the Bonds by the City and the purchase of such Bonds by the beneficial owners thereof,the City covenants and agrees as follows: SECTION 1. PURPOSE OF THIS AGREEMENT. This Agreement is being executed and delivered by the City for the benefit of the Bondholders and the Beneficial Owners (hereinafter defined) and in order to assist the Participating Underwriters (hereinafter defined) in complying with subsection (b)(5)of the Rule(hereinafter defined). SECTION 2. DEFINITIONS. In addition to the definitions set forth in the Master Indenture (hereinafter defined),which apply to any capitalized term used in this Agreement unless otherwise defined herein,the following capitalized terms shall have the following meanings. "Annual Report" shall mean any financial statements of the Department provided by the City pursuant to, and as described in, Sections 3 and 4 of this Agreement. "Beneficial Owner"shall mean any person which has or shares the power, directly or indirectly,to make investment decisions concerning ownership of any Bonds (including any person holding Bonds through nominees,depositories or other intermediaries). "Department"shall mean the City's Department of Airports. "EMMA" shall mean the MSRB's Electronic Municipal Market Access System, or such other system,Internet Web site,or repository hereafter prescribed by the MSRB for the submission of electronic filings pursuant to the Rule. "GAAP"shall mean generally accepted accounting principles,as such principles are prescribed,in part, by the Financial Accounting Standards Board and modified by the Governmental Accounting Standards Board and in effect from time to time. "Listed Events"shall mean any of the events listed in Section 5(a) of this Agreement. "MSRB"shall mean the Municipal Securities Rulemaking Board. "Master Indenture"means the Master Indenture as such term is defined in the Official Statement. "1934 Act"shall mean the Securities Exchange Act of 1934, as amended. "Obligated Person" shall mean the City(acting through the Department) and each airline or other entity using the Airport under a lease or use agreement extending for more than one year from the date in 1 4856-9292-0926.1 DRAFT question and including bond debt service as part of the calculation of rates and charges,under which lease or use agreement such airline or other entity has paid amounts equal to at least twenty percent(20%)of the Revenues of the Department for each of the prior two(2) fiscal years of the Department. "Official Statement"shall mean the final Official Statement for the Bonds dated July_,2023. "Participating Underwriters" shall mean any of the original underwriters of the Bonds required to comply with the Rule in connection with the primary offering of the Bonds. "Rule" shall mean Rule 15c2-12 promulgated by the SEC pursuant to the 1934 Act, as the same may be amended from time to time, together with all interpretive guidance or other official interpretations or explanations thereof that are promulgated by the SEC. "SEC" shall mean the Securities and Exchange Commission. "SEC Reports"means reports and other information required to be filed pursuant to Sections 13(a), 14 or 15(d)of the 1934 Act. "Securities Counsel" shall mean legal counsel expert in federal securities law, and may include, but is not limited to Bond Counsel or Disclosure Counsel with respect to the Bonds. "State"shall mean the State of Utah. SECTION 3. PROVISIONS OF ANNUAL REPORTS. (a) Each year, the City shall provide by January 2, commencing with January 2, 2024 for the Annual Report for the Department's fiscal year ended June 30, 2023, to the MSRB through EMMA an Annual Report for the preceding fiscal year which is consistent with the requirements of Section 4 of this Agreement. In each case, the Annual Report may be submitted as a single document or as separate documents comprising a package, and may include by specific reference other information as provided in Section 4 of this Agreement;provided,however,that if the audited financial statements of the Department are not available by the deadline for filing the Annual Report,they shall be provided when and if available, and unaudited financial statements in a format similar to the audited financial statements then most recently prepared for the Department shall be included in the Annual Report. (b) If the City is unable to provide to the MSRB, through EMMA, in an electronic format as prescribed by the MSRB, an Annual Report by the date required in subsection (a), the City shall send a notice,in a timely manner,to the MSRB,through EMMA,in substantially the form attached as Exhibit A. (c) If the City's fiscal year changes,the City shall send written notice of such change to the MSRB through EMMA, in an electronic format as prescribed by the MSRB, in substantially the form attached as Exhibit B. (d)Whenever any Annual Report or portion thereof is filed as described above,it shall be attached to a cover sheet in substantially the form attached as Exhibit C,or such other form as may be prescribed by the SEC from time to time. SECTION 4. CONTENT OF ANNUAL REPORTS. The Annual Report shall contain or include by reference the following: 2 4856-9292-0926.1 DRAFT (a) The audited financial statements of the Department for its fiscal year immediately preceding the due date of the Annual Report,of substantially the same nature as that included in the Official Statement as Appendix A; (b) Operating information for the fiscal year immediately preceding the due date of the Annual Report otherwise presented in the Official Statement as follows: (1) in the table under the heading"SALT LAKE CITY INTERNATIONAL AIRPORT O&D AND CONNECTING ENPLANED PASSENGERS"; (2) in the table under the heading "AIRLINES OPERATING AT SALT LAKE CITY INTERNATIONAL AIRPORT"; (3) in the table under the heading "SALT LAKE CITY INTERNATIONAL AIRPORT AIRLINE MARKET SHARE OF ENPLANED PASSENGERS"; (4) in the table under the heading "SALT LAKE CITY INTERNATIONAL AIRPORT HISTORICAL AIRCRAFT OPERATIONS"; (5) in the table under the heading "SALT LAKE CITY INTERNATIONAL AIRPORT HISTORICAL LANDED WEIGHTS"; (6) in the table under the heading "SALT LAKE CITY INTERNATIONAL AIRPORT HISTORICAL AIR CARGO AND MAIL"; (7) in the table under the heading "SALT LAKE CITY DEPARTMENT OF AIRPORTS TOTAL ANNUAL REVENUES AND EXPENSES"; (8) in the table under the heading "SALT LAKE CITY DEPARTMENT OF AIRPORTS SUMMARY OF OPERATING REVENUES"; (9) in the table under the heading "SALT LAKE CITY DEPARTMENT OF AIRPORTS SOURCES OF AIRLINE REVENUES"; and (10) in the table under the heading "SALT LAKE CITY DEPARTMENT OF AIRPORTS SUMMARY OF OPERATING EXPENSES." If any information described in this paragraph(a)is published or provided by a third party and is no longer publicly available, the City shall include a statement to that effect as part of the Annual Report for the year in which such lack of availability arises; and (a) An annual debt service coverage calculation table for the prior Fiscal Year in accordance with Section 5.04(b) of the Master Indenture, substantially in the following format: 3 4856-9292-0926.1 DRAFT Annual Debt Service Coverage (FY ) Revenues $ Less Operating and Maintenance Expenses of the Airport System $ Net Revenues $ Plus Transfers $ Total Available for Debt Service: $ Annual Debt Service on Outstanding Bonds* $ Annual Debt Service Coverage x *In accordance with Section 5.04 of the Master Indenture,Annual Debt Service on Outstanding Bonds for this purpose shall not include principal and/or interest paid with Other Moneys Available for Debt Service or Passenger Facility Charges. The Department's financial statements shall be audited and prepared in accordance with GAAP; provided,however,that the City may from time to time,in accordance with GAAP and subject to applicable federal or State legal requirements, modify the basis upon which its financial statements are prepared. Notice of any such modification shall be provided to the MSRB, through EMMA, in an electronic format as prescribed by the MSRB. Any or all of the items listed above may be included by specific reference to other documents that previously have been provided to the MSRB, through EMMA. The City shall clearly identify each such other document so included by reference. SECTION 5. REPORTING OF LISTED EVENTS. (a) The City covenants to provide or cause to be provided to the MSRB through EMMA, in an electronic format as prescribed by the MSRB, in a timely manner not in excess of ten (10) business days after the occurrence of the event, notice of the occurrence of any of the following events listed in Section (b)(5)(i)(C)of the Rule with respect to the Bonds: (1) principal and interest payment delinquencies; (2) non-payment related defaults,if material; (3) unscheduled draws on debt service reserves reflecting financial difficulties; (4) unscheduled draws on credit enhancements reflecting financial difficulties; (5) substitution of credit or liquidity providers,or their failure to perform; (6) adverse tax opinions,the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701- TEB) or other material notices or determinations with respect to the tax status of the Bonds,or other material events affecting the tax status of the Bonds; (7) modifications to rights of holders of the Bonds,if material; (8) bond calls, if material, and tender offers; 4 4856-9292-0926.1 DRAFT (9) defeasances; (10) release, substitution, or sale of property securing repayment of the Bonds, if material; (11) rating changes; (12) bankruptcy, insolvency, receivership or similar event of the City, which is considered to occur when any of the following occur: the appointment of a receiver, fiscal agent or similar officer for the City or the Department in a proceeding under the U.S.Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the Department or the City, or if such jurisdiction has been assumed by leaving the existing governing body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the Department or the City; (13) the consummation of a merger, consolidation, or acquisition involving the Department or the City or the sale of all or substantially all of the assets of the Department or the City,other than in the ordinary course of business,the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions,other than pursuant to its terms,if material; (14) appointment of a successor or additional trustee or the change of name of a trustee, if material; (15) incurrence of a financial obligation of the Department,if material,or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a financial obligation of the Department, any of which affect Bondholders, if material; or (16) default, event of acceleration, termination event, modification of terms, or other similar events under the terms of a financial obligation of the Department, any of which reflect financial difficulties. (b) The City covenants that its determination of materiality will be made in conformance with federal securities laws. (c) Upon the occurrence of a Listed Event, the City shall promptly cause a notice of such occurrence to be filed with the MSRB,through EMMA,in an electronic format as prescribed by the MSRB, together with a cover sheet in substantially the form attached as Exhibit C. In connection with providing a notice of the occurrence of a Listed Event described in subsection(a)(9),the City shall include in the notice explicit disclosure as to whether the Bonds have been escrowed to maturity or escrowed to call, as well as appropriate disclosure of the timing of maturity or call. (d) The City acknowledges that the"rating changes"referred to above in Section(5)(a)(11)of this Agreement may include, without limitation, any change in any rating on the Bonds, including changes in the ratings of bond insurers or banks that may be providing credit enhancement on a portion of the Bonds. 5 4856-9292-0926.1 DRAFT (e) The City acknowledges that it is not required to provide a notice of a Listed Event with respect to credit enhancement when the credit enhancement is added after the primary offering of the Bonds, the City does not apply for or participate in obtaining such credit enhancement, and such credit enhancement is not described in the Official Statement. SECTION 6. TERMINATION OF REPORTING OBLIGATION. (a) The City's obligations under this Agreement shall terminate upon the legal defeasance of the Bonds under the Master Indenture or the prior redemption or payment in full of all of the Bonds. If the City's obligation to pay the principal of and interest on the Bonds is assumed in full by some other entity, such entity shall be responsible for compliance with this Agreement in the same manner as if it were the City, and the City shall have no further responsibility hereunder. (b) This Agreement, or any provision hereof, shall be null and void in the event that the City (i) receives an opinion of Securities Counsel,addressed to the City,to the effect that those portions of the Rule, which require such provisions of this Agreement,do not or no longer apply to the Bonds,whether because such portions of the Rule are invalid, have been repealed, amended or modified, or are otherwise deemed to be inapplicable to the Bonds, as shall be specified in such opinion, and(ii)delivers notice to such effect to the MSRB,through EMMA, in an electronic format as prescribed by the MSRB. SECTION 7. AMENDMENT; WAIVER. (a) Notwithstanding any other provision of this Agreement,this Agreement may be amended,and any provision of this Agreement may be waived,provided that the following conditions are satisfied: (1) if the amendment or waiver relates to the provisions of Section 3(a), (b), (c), 4 or 5(a),it may only be made in connection with a change in circumstances that arises from a change in legal requirements, a change in law or a change in the identity, nature or status of the City or the Department or type of business conducted by the City or the Department; (2) this Agreement, as so amended or taking into account such waiver,would, in the opinion of Securities Counsel,have complied with the requirements of the Rule at the time of the original issuance of the Bonds, after taking into account any amendments or interpretations of the Rule,as well as any change in circumstances; and (3) the amendment or waiver either (A) is approved by the Bondholders in the same manner as provided in the Master Indenture for amendments to the Master Indenture with the consent of the Bondholders, or (B) does not, in the opinion of Securities Counsel,materially impair the interests of the Bondholders. (b) In the event of any amendment to, or waiver of a provision of, this Agreement, the City shall describe such amendment or waiver in the next Annual Report and shall include an explanation of the reason for such amendment or waiver. In particular, if the amendment results in a change to the annual financial information required to be included in the Annual Report pursuant to Section 4 of this Agreement, the first Annual Report that contains the amended operating data or financial information shall explain, in narrative form,the reasons for the amendment and the impact of such change in the type of operating data or financial information being provided. Further,if the annual financial information required to be provided in the Annual Report can no longer be generated because the operations to which it related have been materially changed or discontinued, a statement to that effect shall be included in the first Annual Report that does not include such information. 6 4856-9292-0926.1 DRAFT (c) If the amendment results in a change to the accounting principles to be followed in preparing financial statements as set forth in Section 4 of this Agreement,the Annual Report for the year in which the change is made shall include a comparison between the financial statements or information prepared on the basis of the new accounting principles and those prepared on the basis of the former accounting principles. The comparison shall include a qualitative discussion of such differences and the impact of the changes on the presentation of the financial information. To the extent reasonably feasible,the comparison shall also be quantitative. A notice of the change in accounting principles shall be sent by the City to the MSRB, through EMMA,in an electronic format as prescribed by the MSRB. SECTION 8. ADDITIONAL INFORMATION. Nothing in this Agreement shall be deemed to prevent the City from disseminating any other information, using the means of dissemination set forth in this Agreement or any other means of communication, or including any other information in any Annual Report or notice of occurrence of a Listed Event, in addition to that which is required by this Agreement. If the City chooses to include any information in any Annual Report or notice of occurrence of a Listed Event in addition to that which is specifically required by this Agreement,the City shall have no obligation under this Agreement to update such information or include it in any future Annual Report or notice of occurrence of a Listed Event. SECTION 9. FAILURE TO COMPLY. In the event of a failure of the City to comply with any provision of this Agreement, any Bondholder or Beneficial Owner may bring an action to obtain specific performance of the obligations of the City under this Agreement, but no person or entity shall be entitled to recover monetary damages hereunder under any circumstances, and any failure to comply with the obligations under this Agreement shall not constitute a default with respect to the Bonds or under the Master Indenture. SECTION 10. BENEFICIARIES. This Agreement shall inure solely to the benefit of the City, the Participating Underwriters, the Bondholders and the Beneficial Owners, and shall create no rights in any other person or entity. SECTION 11. TRANSMISSION OF INFORMATION AND NOTICES;DISSEMINATION AGENT. Unless otherwise required by law or this Agreement, and, in the sole determination of the City, subject to technical and economic feasibility,the City shall employ such methods of information and notice transmission as shall be requested or recommended by the herein-designated recipients of such information and notices. Any filing with the MSRB under this Agreement may be made by transmitting such filing to a dissemination agent. SECTION 12. OTHER OBLIGATED PERSONS. Currently,Delta Air Lines,Inc. ("Delta")is the only Obligated Person other than the City,and Delta is required by the 1934 Act to file annual financial information in the form of its SEC Reports with the SEC as described in the Official Statement. The City assumes no responsibility for the accuracy or completeness of the SEC Reports or other annual financial information disseminated by Delta or any future Obligated Person. The City shall report as part of its Annual Report any change in Obligated Persons and that an Obligated Person's SEC Reports constitute its annual financial information under this Agreement, if such is the case. Unless no longer required by the Rule, the City shall use diligent efforts to cause each Obligated Person other than the City (to the extent that such party is not required to file SEC Reports)to disseminate annual financial information substantially equivalent to that contained in SEC Reports to the MSRB, through EMMA, in an electronic format as prescribed by the MSRB,not later than nine months after the last day of the Obligated Person's fiscal year. The City has no obligation to file or disseminate any SEC Reports relating to another Obligated Person. 7 4856-9292-0926.1 DRAFT SALT LAKE CITY,UTAH By: Name: Title: Dated: , 2023. 8 4856-9292-0926.1 EXHIBIT A TO CONTINUING DISCLOSURE AGREEMENT NOTICE TO THE MSRB OF FAILURE TO FILE ANNUAL REPORT Name of Obligated Person: Salt Lake City,Utah Name of Bond Issue: Airport Revenue Bonds, Series 2023A(AMT) Airport Revenue Bonds, Series 2023B(Non-AMT) Date of Bonds: August ,2023 NOTICE IS HEREBY GIVEN that the City has not provided an Annual Report with respect to the above-named Bonds as required by Section 3 of its Continuing Disclosure Agreement with respect to the Bonds. The City anticipates that the Annual Report will be filed by SALT LAKE CITY,UTAH By: Name: Title: Dated: A-1 4856-9292-0926.1 EXHIBIT B TO CONTINUING DISCLOSURE AGREEMENT NOTICE TO THE MSRB OF CHANGE IN CITY'S FISCAL YEAR Name of Obligated Person: Salt Lake City,Utah Name of Bond Issue: Airport Revenue Bonds, Series 2023A(AMT) Airport Revenue Bonds, Series 2023B(Non-AMT) Date of Bonds: August ,2023 NOTICE IS HEREBY GIVEN that the fiscal year of the [City/Department] changed. Previously, the [City/Department]'s fiscal year ended on . It now ends on SALT LAKE CITY,UTAH By: Name: Title: Dated: B-1 4856-9292-0926.1 DRAFT EXHIBIT C TO CONTINUING DISCLOSURE AGREEMENT MUNICIPAL SECONDARY MARKET DISCLOSURE INFORMATION COVER SHEET This cover sheet should be sent with all submissions made to the Municipal Securities Rulemaking Board,pursuant to Securities and Exchange Commission Rule 15c2-12 or any analogous state statute. Issuer's and/or Other Obligated Person's name: Salt Lake City,Utah CUSIP Numbers(attach additional sheet if necessary): Nine-Digit CUSIP Number(s)to which the information relates: Information relates to all securities issued by the City having the following six-digit number(s): Number of pages of attached information: Description of Material Events Notice/Financial Information(Check One): 1. Principal and interest payment delinquencies 2. Material non-payment related defaults 3. Unscheduled draws on debt service reserves reflecting financial difficulties 4. Unscheduled draws on credit enhancements reflecting financial difficulties 5. Substitution of credit or liquidity providers or their failure to perform 6. Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations with respect to the tax status of the bonds, or other material events affecting the tax status of the bonds 7. Material modifications to rights of securities holders 8. Bond calls,if material,or tender offers 9. Defeasances 10. Material release, substitution,or sale of property securing repayment of the bonds 11. Rating changes 12. Bankruptcy,insolvency,receivership or similar event of the Department or the City C-1 4856-9292-0926.1 DRAFT 13. The consummation of a merger, consolidation,or acquisition involving the Department or the City or the sale of all or substantially all of the assets of the Department or the City, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material 14. Appointment of a successor or additional trustee or the material change of name of a trustee 15. Incurrence of a financial obligation of the Department, if material, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a financial obligation of the Department,any of which affect Bondholders,if material 16. Default, event of acceleration, termination event, modification of terms, or other similar events under the terms of a financial obligation of the Department, any of which reflect financial difficulties 17. Failure to provide annual financial information as required 18. Other material event notice(specify) 19. Financial Information: Please check all appropriate boxes: ACFR (a)_includes _does not include Annual Financial Information (b)_audited _unaudited Fiscal Period Covered: I hereby represent that I am authorized by the City or its agent to distribute this information publicly: Signature: Name: Title: Employer: Address: City, State,Zip Code: Voice Telephone Number: ( ) C-2 4856-9292-0926.1 EXHIBIT F NOTICE OF PUBLIC HEARING NOTICE IS HEREBY GIVEN that Salt Lake City(the"City") shall hold a public hearing with respect to the City's plans to issue, from time to time, the City's Airport Revenue Bonds, Series 2023 (with any other or additional series or title designation determined by the City, the "Bonds"). PURPOSE, TIME, PLACE AND LOCATION OF PUBLIC HEARING The City shall hold a public hearing on June 6,2023, at the hour of 7:00 p.m. via electronic means and in person. The purpose of the hearing is to receive input from the public with respect to (a) the issuance of the Bonds, from time to time, and(b)the potential economic impact that the Bond Projects (as hereinafter defined) to be financed with the proceeds of the Bonds will have on the private sector. All members of the public are invited to attend and participate. All persons interested and present will be given an opportunity to be heard in this matter. This meeting will be held via electronic means, while also providing for an in-person opportunity to attend or participate in the hearing at the City and County Building, located at 451 South State Street, Room 326, Salt Lake City, Utah. For more information please visit www.slc.gov/council/virtual-meetings or call 801-535-7654. Persons wishing to make comments in writing about the Bonds, the proposed plan of financing related to the Bonds and the Bond Projects shall do so within fourteen (14) days following the publication hereof through any of the following methods: • Calling the 24-Hour comment line at(801) 535-7654 • Emailing council.comments@slcgov.com. • Postal Mail: PO Box 145476 Salt Lake City UT 84111-5476 All comments received through any source are shared with the City Council and added to the public record. In addition to attending the meeting in person, the public may watch the meeting using the following platforms: Facebook Live: www.facebook.com/sIcCouncil/ YouTube: www.youtube.com/slclivemeetings Web Agenda: www.slc.gov/council/agendas/ SLCty Channel 17 Live: www.slctv.com/livestream/SLCty-Live/2 This Notice is the notice required by Utah Code Section 11-14-318 and Section 147(f) of the Internal Revenue Code of 1986, as amended(the "IRC"). 4854-1788-4237 ISSUANCE OF BONDS Purpose for Issuing the Bonds The public hearing with respect to the Bonds is being held in accordance with Utah Code Section 11-14-318 and Section 147(f) of the IRC. Pursuant to the provisions of the Local Government Bonding Act, Title 11, Chapter 14 Utah Code Annotated 1953, as amended (the "Act")on May 16,2023 the City Council of the City(the"Council"),adopted a resolution in which it authorized, among other things, a plan of financing involving the issuance of the Bonds. The Bonds will be issued pursuant to a plan of finance to provide proceeds to (a) finance the Bond Projects (as described in the following paragraph), (b) fund capitalized interest on all or a portion of the Bonds, (c) fund any required deposits to a debt service reserve fund, and (d) pay costs of issuance of the Bonds(including,but not limited to,the purchase of one or more municipal bond insurance policies) The "Bond Projects,"which are all necessary for the integrated operation of the Salt Lake City International Airport in accordance with Section 142(a)(1) of the Code, to be financed with the proceeds of the Bonds include the acquisition, construction, reconstruction, development, expansion, improvement, equipping and/or modification, as appropriate, of various capital improvement projects at the Salt Lake City International Airport, including: (a) runway, taxiway, apron and other airfield improvements, (b)utilities, (c)replacement of substantially all of the Salt Lake City International Airport's terminal complex facilities,including,but not limited to,terminal buildings and concourses, and (d) other related improvements at the Salt Lake City International Airport. The Bond Projects will be located at the Salt Lake City International Airport. The City will be the owner of the Bond Projects to be financed and also will be the initial operator, except to the extent the use thereof is permitted by leases and other agreements with air carriers and other tenants utilizing the Bond Projects. The proposed Bonds will be paid solely from revenues and other moneys derived by the City from or with respect to the Salt Lake City International Airport and the other facilities of the Salt Lake City Airport System (as defined in the hereinafter defined Senior Indenture). Parameters of the Bonds The City intends to issue the Bonds in one or more series,in the aggregate principal amount of not more than $600,000,000, to mature in not more than 40 years from their date or dates of delivery, to be sold at a price not less than 98% of the total principal amount thereof, and bearing interest at a rate or rates not to exceed 6.00%per annum. The Bonds are to be issued and sold by the City pursuant to a Master Trust Indenture (previously executed and delivered by the City) and a Fourth Supplemental Trust Indenture (collectively, the "Senior Indenture"). Net Revenues Proposed to be Pledged The City proposes to pledge Net Revenues (as defined in the Senior Indenture) derived by the City from the operations of the Salt Lake City Airport System (as defined in the Senior F-2 4854-1788-4237 Indenture), and certain funds and accounts established under the Senior Indenture to secure the Bonds. The Bonds will be limited obligations of the City, payable solely from and secured by a pledge of Net Revenues derived by the City from the operations of the Salt Lake City Airport System and certain funds and accounts. None of the properties of the Salt Lake City Airport System will be subject to any mortgage or other lien for the benefit of the owners of the Bonds, and neither the full faith and credit nor the taxing power of the City,the State of Utah(the"State") or any political subdivision or agency of the State will be pledged to the payment of the principal of,premium, if any, or interest on the Bonds. OUTSTANDING BONDS SECURED BY NET REVENUES AND OUTSTANDING OBLIGATIONS SECURED BY SUBORDINATE REVENUES In addition to the proposed Bonds, the following airport revenue bonds of the City are secured by Net Revenues on parity with the Bonds and are currently outstanding: (a) Salt Lake City, Utah Airport Revenue Bonds, Series 2017A (AMT) outstanding in the aggregate principal amount of$808,925,000; (b) Salt Lake City, Utah Airport Revenue Bonds, Series 2017B (Non- AMT) outstanding in the aggregate principal amount of$169,590,000; (c) Salt Lake City, Utah Airport Revenue Bonds, Series 2018A (AMT) outstanding in the aggregate principal amount of $753,855,000; (d) Salt Lake City, Utah Airport Revenue Bonds, Series 2018B (Non-AMT) outstanding in the aggregate principal amount of$96,695,000; (e) Salt Lake City, Utah Airport Revenue Bonds, Series 2021A (AMT) outstanding in the aggregate principal amount of $775,520,000; and (f) Salt Lake City, Utah Airport Revenue Bonds, Series 2021B (Non-AMT) outstanding in the aggregate principal amount of$127,475,000 (collectively with the Bonds, the "Senior Bonds"). In addition to the Senior Bonds, the City established a short-term borrowing program for the benefit of the Department of Airports of the City, which is implemented through the issuance and/or incurrence, from time to time, by the City of its Subordinate Airport Revenue Short-Term Revolving Obligations (the "Subordinate Revolving Obligations"). The Subordinate Revolving Obligations may be outstanding, at any one time, in an aggregate principal amount not exceeding $150,000,000. The Subordinate Revolving Obligations are issued and/or incurred pursuant to a Master Subordinate Trust Indenture, a First Supplemental Subordinate Trust Indenture and a Revolving Credit Agreement entered into by the City and JPMorgan Chase Bank, National Association. The Subordinate Revolving Obligations are paid solely from the Subordinate Revenues (as defined in the Master Subordinate Trust Indenture) derived by the City from the operations of the Salt Lake City Airport System, and certain funds and accounts established under the Master Subordinate Trust Indenture and the First Supplemental Subordinate Trust Indenture. Other than the Subordinate Revolving Obligations (and certain obligations of the City set forth in the Revolving Credit Agreement) the City has no other bonds or obligations secured by the Subordinate Revenues. OTHER OUTSTANDING BONDS OF THE CITY Additional information regarding the City's outstanding bonds may be found in the City's financial report (the "Financial Report") at: https://reporting.auditor.utah.gov/SearchReport. For F-3 4854-1788-4237 additional information, including any information more recent than as of the date of the Financial Report, please contact the office of the Salt Lake City Treasurer at(801) 535-7946. Dated this [ ] day of[ ], 2023. By City Recorder F-4 4854-1788-4237 EXHIBIT G NOTICE OF BONDS TO BE ISSUED NOTICE IS HEREBY GIVEN pursuant to the provisions of the Local Government Bonding Act,Title 11, Chapter 14,Utah Code Annotated 1953, as amended,that on May 16,2023 the City Council (the "Council") of Salt Lake City, Utah (the "City"), adopted a resolution (the "Resolution") in which it authorized the plan of financing involving the issuance of the City's Airport Revenue Bonds, Series 2023 (with any other or additional series or title designation determined by the City, the"Bonds"). PURPOSE FOR ISSUING THE BONDS The Bonds will be issued pursuant to a plan of finance to provide proceeds to (a) finance the Projects (as described in the following paragraph), (b) fund capitalized interest on all or a portion of the Bonds, (c) fund any required deposits to a debt service reserve fund, and (d) pay costs of issuance of the Bonds(including,but not limited to,the purchase of one or more municipal bond insurance policies) The "Projects" to be financed with the proceeds of the Bonds include the acquisition, construction, reconstruction, development, expansion, improvement, equipping and/or modification, as appropriate, of various capital improvement projects at the Salt Lake City International Airport, including: (a) runway, taxiway, apron and other airfield improvements, (b)utilities, (c) replacement of substantially all of the Salt Lake City International Airport's terminal complex facilities, including, but not limited to, terminal buildings and concourses, and (d) other related improvements at the Salt Lake City International Airport. The Projects will be located at the Salt Lake City International Airport. The City will be the owner of the Projects to be financed and also will be the initial operator, except to the extent the use thereof is permitted by leases and other agreements with air carriers and other tenants utilizing the Projects. The proposed Bonds will be paid solely from revenues and other moneys derived by the City from or with respect to the Salt Lake City International Airport and the other facilities of the Salt Lake City Airport System(as defined in the hereinafter defined Indenture). PARAMETERS OF THE BONDS The City intends to issue the Bonds in one or more series,in the aggregate principal amount of not more than $600,000,000,to mature in not more than 40 years from their date or dates, to be sold at a price not less than 98%of the total principal amount thereof, and bearing interest at a rate or rates not to exceed 6.00%per annum. The Bonds are to be issued and sold by the City pursuant to a Master Trust Indenture (previously executed and delivered by the City) and a Fourth Supplemental Trust Indenture (collectively, the "Indenture"), which Fourth Supplemental Trust Indenture was before the Council in substantially final form at the time of the adoption of the Resolution. 4854-1788-4237 NET REVENUES PROPOSED TO BE PLEDGED The City proposes to pledge Net Revenues(as defined in the Indenture)derived by the City from the operations of the Salt Lake City Airport System(as defined in the Indenture), and certain funds and accounts established under the Indenture,to the payment of the principal of and interest on the Bonds. The Bonds will be limited obligations of the City, payable solely from and secured by a pledge of Net Revenues derived by the City from the operations of the Salt Lake City Airport System and certain funds and accounts. None of the properties of the Salt Lake City Airport System will be subject to any mortgage or other lien for the benefit of the owners of the Bonds, and neither the full faith and credit nor the taxing power of the City,the State of Utah(the"State") or any political subdivision or agency of the State will be pledged to the payment of the principal of,premium, if any, or interest on the Bonds. OUTSTANDING BONDS SECURED BY NET REVENUES AND OUTSTANDING OBLIGATIONS SECURED BY SUBORDINATE REVENUES In addition to the proposed Bonds, the following airport revenue bonds of the City secured by Net Revenues on parity with the Bonds are currently outstanding: (a) Salt Lake City, Utah Airport Revenue Bonds, Series 2017A (AMT) outstanding in the aggregate principal amount of $808,925,000; (b) Salt Lake City, Utah Airport Revenue Bonds, Series 2017B (Non-AMT) outstanding in the aggregate principal amount of$169,590,000; (c) Salt Lake City, Utah Airport Revenue Bonds, Series 2018A (AMT) outstanding in the aggregate principal amount of $753,855,000; (d) Salt Lake City, Utah Airport Revenue Bonds, Series 2018B (Non-AMT) outstanding in the aggregate principal amount of$96,695,000; (e) Salt Lake City, Utah Airport Revenue Bonds, Series 2021A (AMT) outstanding in the aggregate principal amount of $775,520,000; and (f) Salt Lake City, Utah Airport Revenue Bonds, Series 2021B (Non-AMT) outstanding in the aggregate principal amount of $127,475,000 (collectively, the "Existing Bonds"). In addition to the Bonds and the Existing Bonds secured by Net Revenues, the City established a short-term borrowing program for the benefit of the Department of Airports of the City which has been implemented through the issuance and/or incurrence, from time to time, by the City of its "Salt Lake City, Utah Subordinate Airport Revenue Short-Term Revolving Obligations" (the Subordinate Revolving Obligations"). The Subordinate Revolving Obligations may be outstanding at any one time in an aggregate principal amount not exceeding$150,000,000. The Subordinate Revolving Obligations are secured by Subordinate Revenues (Net Revenues remaining after(i)the payment of debt service on the Bonds,the Existing Bonds and any additional bonds issued with a lien on Net Revenues, and (ii) the funding of any debt service reserve funds for the Bonds, the Existing Bonds and any additional bonds issued with a lien on Net Revenues). OTHER OUTSTANDING BONDS OF THE CITY Additional information regarding the City's outstanding bonds may be found in the City's financial report (the "Financial Report") at: https://reporting.auditor.utah.gov/SearchReport. For additional information, including any information more recent than as of the date of the Financial Report, please contact the office of the Salt Lake City Treasurer at(801) 535-7946. G-2 4854-1788-4237 TOTAL ESTIMATED COST Based on the City's current plan of finance and a current estimate of interest rates,the total principal and interest cost of the Bonds, if held until maturity, is approximately $[--]. A copy of the Resolution and the Indenture are on file (print and electronic) in the office of the Salt Lake City Recorder, located at 451 South State Street, Room 415, Salt Lake City,Utah, where they may be examined by appointment during regular business hours of the City Recorder from 8:00 a.m. to 5:00 p.m. for a period of at least thirty (30) days from and after the date of publication of this notice. Additionally, a protected,pdf copy of the Resolution and the Indenture may be requested by sending an email to the City Recorder at SLCRecorder@slcgov.com. NOTICE IS FURTHER GIVEN that a period of thirty (30) days from and after the date of the publication of this notice is provided by law during which any person in interest shall have the right to contest the legality of the Resolution,the Indenture (but only as it relates to the Bonds), or the Bonds, or any provision made for the security and payment of the Bonds, and that after such time, no one shall have any cause of action to contest the regularity, formality, or legality thereof for any cause whatsoever. Dated this [ ] of[ ], 2023. By City Recorder G-3 4854-1788-4237 .•••' 1 ' ••••. MOTION SHEET CITY COUNCIL of SALT LAKE CITY TO: City Council Members FROM: Allison Rowland Budget and Policy Analyst DATE: May 17,2023 RE: ORDINANCE: ECONOMIC DEVELOPMENT LOAN FUND LOAN TO TRACKLAND,LLC, AT 2-117 WILSON AVENUE MOTION i—ADOPT ORDINANCE I move that the Council adopt the ordinance approving a $350,000 loan for Trackland, LLC, from the Economic Development Loan Fund. MOTION 2 — NOT ADOPT I move that the Council not adopt the ordinance, and to proceed to the next agenda item. CITY COUNCIL OF SALT LAKE CITY 451 SOUTH STATE STREET,ROOM 304451 SOUTH STATE STREET,ROOM 304 SLCCOUNCIL.COMM P.O.BOX 145476,SALT LAKE CITY,UTAH 84114-5476 TEL 801-535-7600 FAX 801-535-7651 ERIN MENDENHALL :n ^� , i; LORENA RIFFO JENSON MAYOR DIRECTOR 1 DEPARTMENT of ECONOMIC DEVELOPMENT CITY COUNCIL TRANSMITTAL zt Date Received: 04/19/2023 Lisa Shaffer, Chief Administrative Officer Date sent to Council: 04/19/2023 TO: Salt Lake City Council DATE: April 18, 2023 Darin Mano, Chair FROM: Lorena Riffo-Jenson, Director, Department of Economic Development SUBJECT: Economic Development Revolving Loan Fund(EDLF)—Trackland, LLC STAFF CONTACTS: Roberta Reichgelt, Business Development Director, Roberta.reichgelt0)slcgov.com Will Wright, Project Manager,William.wrightPslcgov.ccom DOCUMENT TYPE: Loan Approval RECOMMENDATION: The EDLF Loan Committee recommends approval of a$350,000 loan to Trackland, LLC. BUDGET IMPACT: $350,000 from the Economic Development Loan Fund BACKGROUND/DISCUSSION: On April 13, 2023, a loan request from Trackland, LLC was presented to the EDLF Loan Committee for review and discussion.Trackland, LLC is a Sugar House based software as a service(SaaS)company that is an add on to Salesforce that improves its function. Basic Loan request Business Name: Trackland, LLC Address: 2117 Wilson Avenue Loan Amount Requested: $350,000 Loan Term: 7 years Interest Rate: 11.0% Use of Funds: Working Capital, Hiring Loan Type: Expansion Reasoning behind staff recommendation Applicants of The Economic Development Loan Fund(EDLF)go through a thorough application process consisting of a pre-screening,underwriting analysis and economic impact statement. Only after the loan applicant goes through these processes,the loan is recommended to be reviewed by the Loan Committee members.Upon the thorough reviewof the Loan Committee members then a recommendation is made before the loan is transmitted to the Mayor for Council to receive the recommendation for final approval. Because the Loan Committee review process must adhere to the Open Meetings Act, DED's staff has worked closely with the City Attorney's Office to ensure that applicants'information is protected and at the same time the public process is followed. In addition,the EDLF loans must meet the following goals of the Economic Development Loan Fund as stated in the EDLF program guidelines.This loan meets the EDLF program guidelines in the following areas: • Increase employment opportunities, • Stimulate business development and expansion, • Encourage private investment, • Promote economic development, • Enhance neighborhood vitality, and • Boost commercial enterprise, • While maintaining the corpus of the EDLF in a sufficient manner to perpetuate the goals of the program. This loan will assist in the creation of 20 new jobs in the next year and retention of 8 current jobs. This loan was recommended by the EDLF Committee to the City Council for approval. EDLF Loan Balances i. As reported from The Finance Department on April 17, 2023,the EDLF available fund balance is: $8,706,947• 2. The amount of outstanding loans total as of March 31, 2023,is: $3,761,588.80. EDLF Loan Committee There is a total of nine(9)EDLF Committee members. City Employees: 1. Community and Neighborhoods Finance 2. Mayor's Office 3. Employee at large 4. Housing Stability 5. Economic Development Community Volunteers: 6. Business Advisory Board(BAB)member 7. Banker 8. Community lender 9. Business mentor Attachments: Terms Sheet and Resolution LOAN TERM SHEET Applicant:Trackland, LLC Address: 2117 E Wilson Ave Proposed Loan Terms Loan Amount: $350,000 Loan Terms: 7 Years Interest Rate Calculation Prime Interest Rate: 7.00%(at the time of application on December 6, 2022) EDLF Charge: 4% Less Discount: 0% Interest Rate: 11.00% Use of Funds: Working Capital, Hiring, Marketing Business Type: Expansion Collateral and Guarantees: Residential Real Estate, Personal Property Personal Guarantees: David Spencer Rose Conditions for Closing: Obtain all City approvals, execute all loan documents as deemed necessary by City legal counsel and DED staff, such other terms as recommended by City legal counsel and DED staff. SALT LAKE CITY ORDINANCE No. of 2023 (Ordinance approving a$350,000loan for Trackland, LLC., at 2117 East Wilson Avenue from the Economic Development Loan Fund) WHEREAS, Salt Lake City Corporation's ("City") Economic Development Loan Fund ("EDLF) is a program to stimulate local business development, encourage private investment, enhance neighborhood vitality, and boost commercial enterprise in Salt Lake City. WHEREAS, the EDLF is administered by the Department of Economic Development ("DED") and loan applications are first prescreened by DED staff, and then reviewed by the EDLF Loan Committee. WHEREAS, the EDLF Loan Committee and DED staff recommend the approval of the attached loan term sheet for a$350,000 loan to Trackland,LLC., a local business located at 2117 East Wilson Avenue. NOW, THEREFORE, be it ordained by the City Council of Salt Lake City, Utah, that: SECTION 1. Loan Approval. The City Council approves the loan outlined in the Term Sheet attached hereto, subject to revisions that do not materially affect the rights and obligations of the City hereunder. The City Council authorizes the Mayor to negotiate and execute the loan agreement and any other relevant documents consistent with the Term Sheet, and incorporating such other terms and agreements as recommended by the City Attorney's office. SECTION 2. Effective Date. This ordinance shall become effective on the date of its first publication. Passed by the City Council of Salt Lake City, Utah, this day of 12023. Darin Mano, Council Chair ATTEST AND COUNTERSIGN: CITY RECORDER Transmitted to Mayor on Mayor's Action: _Approved. _Vetoed. MAYOR CITY RECORDER (SEAL) Bill No. of 2023. Published: APPROVED AS TO FORM Salt Lake City Attorney's Office Date:April 17, 2023 I:Ya4lal�ru Sara Montoya, City ttorney ERIN MENDENHALL OFFICE OF THE MAYOR Mayorv� L9 srn= =Arj CITY COUNCIL TRANSMITTAL CIS (Apr21,202312:55 MDT) Date Received: April 21,2023 Lisa Shaffer, Chief Administrative Officer Date Sent to Council: April_, 2023 04/21/2023 TO: Salt Lake City Council DATE: April_, 2023 Darin Mano, Chair Bill Wya t(Apr 21,2023 0:28 MDT) FROM: Bill Wyatt, Salt Lake City Department of Airports,Executive Director SUBJECT: Issuance of Airport Revenue Bonds, Series 2023 for Financing the Construction of the New SLC International Airport STAFF CONTACTS: Bill Wyatt,Executive Director, 801-575-2408 Brian Butler,Airport Chief Financial Officer, 801-575-2923 DOCUMENT TYPE: Resolution RECOMMENDATION: (1) That the City Council adopt a resolution (the "Bond Resolution") on May 16,2023, authorizing the issuance and sale of up to $600 million principal amount of Salt Lake City,Airport Revenue Bonds,Series 2023 (the "2023 Bonds"), and giving authority to certain officers to approve the final terms and provisions of and confirm the issuance of the 2023 Bonds, from time to time,within certain parameters set forth in the attached Bond Resolution; (2) Set a public hearing date for June 6, 2023,and (3) Hold a public hearing on June 6,2023. This timeline (the adoption of the Bond Resolution on May 16, 2023, the subsequent publication of the notice of public hearing and bonds to be issued, and a public hearing on June 6,2023) accommodates the required 30-day contest period to close the transaction on or about July 31, 2023. BUDGET IMPACT: This financing will have no impact on the City's General Fund budget as no General Fund revenues are pledged toward the repayment of the 2023 Bonds. Further,neither the full faith and credit nor the taxing power of the City, the State or any political subdivision or state agency is pledged to the payment of the principal of,premium if any, and interest on the 2023 Bonds. Instead, 100% of the debt service on the 2023 Bonds will be paid from the various types of revenues generated at Salt Lake City International Airport (the "Airport). Such revenues include the landing fees, terminal rentals, and other fees paid by the airlines serving the Airport, as well as various revenues generated from sources other than the airlines. Such non-airline revenues are derived from sources such as parking, rental cars, food and beverage concessions,news and gift concessions, P.O. BOX 145474 451 SOUTH STATE STREET, ROOM 306 WWW.SLCMAYOR.COM SALT LAKE CITY, UT 841 14-5474 TEL 801-535-7704 ERIN MENDENHALL OFFICE OF THE MAYOR Mayorv� L9 srn= =Arj cargo revenues and various types of rental income. The passenger facility charge ("PFC") revenues that the Airport receives from the $4.50 charge imposed on passengers boarding planes at the Airport will also be applied toward the payment of project costs and debt service. BACKGROUND/DISCUSSION: In 2014, the City entered into a new 10-year Airline Use Agreement ("AUA") with the airlines serving the Airport. In the AUA, the airlines authorized the City to undertake the full Terminal Redevelopment Program (the "TRP") planned for the Airport. The TRP is a comprehensive and integrated series of projects that will result in the replacement of substantially all of the Airport's landside and terminal complex facilities. The TRP has a current estimated cost of$2.83 billion. On April 30,2015, the airlines that are signatories to the AUA voted unanimously to approve construction of the North Concourse Project (the "NCP"). The NCP was undertaken in lieu of renovating the Airport's existing Concourses B, C and D. The NCP originally included an additional concourse with approximately 31 gates and capacity for future expansion, and a connecting tunnel to the main terminal complex. The NCP has a current estimated cost of $2.30 billion. Phase I of the TRP opened on September 15,2020 and Phase I of the NCP opened on October 27, 2020 which collectively are now referred to as the New SLC. Due to the global pandemic of Covid- 19, the City,in consultation with the airlines, decided to accelerate demolition of the existing facilities and advance the schedule for Concourse A east.All of the legacy facilities of the old airport have been demolished and construction has already commenced on the Concourse A east as well as the central tunnel. Construction on the central node on concourse B as well as eight additional gates began in Q1 2022. In anticipation of the acceleration of the TRP phases, the City offered an extension of the AUA through June 30, 2034,which was executed by Delta Air Lines and United Airlines. When it became apparent that acceleration of Phase IV of the TRP would present substantial savings to the City by monoloplizing on an already mobilized construction force and present day construction costs, the City offered the airlines an amendment, or in the case of Delta Air Lines and United, a second amendment, to the AUA to finance Phase IV development. The new AUA Amendment updates and modernizes various provisions to the AUA,including key business terms to bolster the Department's ability to fund the New SLC and maintain financial stability. Proceeds of the 2023 Bonds will be used to for the purposes of(a) financing additional capital improvements to the Airport (the "Series 2023 Projects"); (b) funding capitalized interest on all or a portion of the 2023 Bonds; (c) funding any necessary reserves in connection with the 2023 Bonds; (d) paying the costs incurred in connection with the issuance and sale of the 2023 Bonds (including, but not limited to, the purchase of one or more municipal bond insurance policies). and (e) reimburse for capital costs incurred up to sixty (60) days prior to adoption of the resolution. The Airport currently projects that the $5.13 billion of costs described above will be funded from the following sources: P.O. BOX 145474 451 SOUTH STATE STREET, ROOM 306 WWW.SLCMAYOR.COM SALT LAKE CITY, UT 841 14-5474 TEL 801-535-7704 ERIN MENDENHALL OFFICE OF THE MAYOR Mayorv� L9 srn= =Arj Amounts in Estimated Sources of Funding (millions) Proceeds of 2017 Bonds $926 Proceeds of 2018 Bonds 799 Proceeds of 2021 Bonds 975 Proceeds of 2023 Bonds 400 Proceeds of Future Bonds 753 Pay-as-you-go Passenger Facility Charges ("PFCs") 333 Customer Facility Charges ("CFCs") 199 Federal Grants (AIP and TSA) 180 Airport Internally-Generated Funds 570 Total $5,135 Assuming interest rates remain at their present levels at the time the bonds are sold, the City's financial advisor and underwriters estimate that the 2023 Bonds will be sold at a true interest cost of approximately 5.0%per annum. The current plan calls for the 2023 Bonds to be sold on or about July 17,2023. The Designated Officers defined in the attached Bond Resolution are authorized to approve the interest rate(s) and other terms and provisions relating to the 2023 Bonds by executing the Certificate of Determination, the form of which is also attached. The Certificate of Determination will need to be signed in-person by the Mayor and Council Chair or their respective designees on the afternoon of the date of pricing and sale of the 2023 Bonds, which is currently scheduled for July 31,2023. Included in section 11 of the Bond Resolution is a Declaration of Official Intent (Reimbursement of Expenditures) that allows the Airport to seek reimbursement with proceeds of the 2023 Bonds for expenditures related to both the TRP and NCP. This will allow the Airport to have more flexibility when reimbursing construction costs when there is a gap in debt financing of construction costs. Draft copies of the Bond Resolution, the Certificate of Determination, the Form of the Fourth Supplemental Trust Indenture, the Form of the Preliminary Official Statement (including the Report of the Airport Consultant), the Form of Bond Purchase Agreement, the Form of Continuing Disclosure Agreement,Notice of Public Hearing, and Notice of Bonds to Be Issued are included for P.O. BOX 145474 451 SOUTH STATE STREET, ROOM 306 WWW.SLCMAYOR.COM SALT LAKE CITY, UT 841 14-5474 TEL 801-535-7704 ERIN MENDENHALL OFFICE OF THE MAYOR Mayorv� L9 srn= =Arj your review. Please keep in mind that these are preliminary drafts and are subject to change and completion. Attachments: Bond Resolution Exhibit A: Certificate of Determination Exhibit B: Form of Fourth Supplemental Trust Indenture Exhibit C: Preliminary Official Statement (including the Report of the Airport Consultant) Exhibit D: Form of Bond Purchase Agreement Exhibit E: Form of Continuing Disclosure Agreement Exhibit F: Notice of Public Hearing Exhibit G: Notice of Bonds to Be Issued P.O. BOX 145474 451 SOUTH STATE STREET, ROOM 306 WWW.SLCMAYOR.COM SALT LAKE CITY, UT 841 14-5474 TEL 801-535-7704 RESOLUTION NO. OF 2023 A RESOLUTION AUTHORIZING THE ISSUANCE AND SALE OF NOT TO EXCEED $600,000,000 AGGREGATE PRINCIPAL AMOUNT OF ONE OR MORE SERIES OF AIRPORT REVENUE BONDS (THE "SERIES 2023 BONDS") FOR THE PURPOSE OF FINANCING CERTAIN CAPITAL IMPROVEMENTS TO THE SALT LAKE CITY INTERNATIONAL AIRPORT; GIVING AUTHORITY TO CERTAIN OFFICIALS AND OFFICERS TO APPROVE THE FINAL TERMS AND PROVISIONS OF THE SERIES 2023 BONDS WITHIN THE PARAMETERS SET FORTH HEREIN; AUTHORIZING AND APPROVING THE EXECUTION AND DELIVERY OF A FOURTH SUPPLEMENTAL TRUST INDENTURE,A BOND PURCHASE AGREEMENT AND A CONTINUING DISCLOSURE AGREEMENT; AUTHORIZING AND APPROVING PRELIMINARY AND FINAL OFFICIAL STATEMENTS AND THE DISTRIBUTION THEREOF; PROVIDING FOR THE PUBLICATION OF A NOTICE OF PUBLIC HEARING AND A NOTICE OF BONDS TO BE ISSUED; PROVIDING FOR THE RUNNING OF A CONTEST PERIOD; AUTHORIZING THE TAKING OF ALL OTHER ACTIONS NECESSARY FOR THE CONSUMMATION OF THE TRANSACTIONS CONTEMPLATED BY THIS RESOLUTION; AND RELATED MATTERS. WITNESSETH : WHEREAS, Salt Lake City, Utah(the "City"), is a duly organized and existing city of the first class, operating under the general laws of the State of Utah(the "State"); and WHEREAS, on February 23, 2017, pursuant to authority contained in the Local Government Bonding Act, Title 11, Chapter 14, Utah Code Annotated 1953, as amended (the "Act'), and other applicable provisions of law, and the Master Trust Indenture, dated as of February 1, 2017 (the "Master Indenture"), by and between the City and Wilmington Trust, National Association, as trustee(the"Trustee"), and the First Supplemental Trust Indenture, dated as of February 1, 2017, by and between the City and the Trustee, the City issued its Airport Revenue Bonds, Series 2017A (AMT) and Series 2017B (Non-AMT) (collectively, the "Series 2017 Bonds") in the aggregate principal amount of$1,000,000,000; and WHEREAS,the Series 2017 Bonds were issued to(a)finance certain capital improvements to the Salt Lake City International Airport; (b) fund capitalized interest on the Series 2017 Bonds; (c)make a deposit to the Common Debt Service Reserve Fund(as defined in the Master Indenture); and (d)pay the costs incurred in connection with the issuance and sale of the Series 2017 Bonds; and WHEREAS, on October 31, 2018, pursuant to authority contained in the Act, and other applicable provisions of law, and the Master Indenture and the Second Supplemental Trust Indenture, dated as of October 1, 2018, by and between the City and the Trustee, the City issued its Airport Revenue Bonds, Series 2018A (AMT) and Series 2018B (Non-AMT) (collectively,the "Series 2018 Bonds") in the aggregate principal amount of$850,550,000; and 4854-1788-4237 WHEREAS,the Series 2018 Bonds were issued to(a)finance certain capital improvements to the Salt Lake City International Airport; (b) fund capitalized interest on the Series 2017 Bonds and the Series 2018 Bonds; (c) make a deposit to the Common Debt Service Reserve Fund; and (d)pay the costs incurred in connection with the issuance and sale of the Series 2018 Bonds; and WHEREAS, on March 1, 2021, pursuant to authority contained in the Act, and other applicable provisions of law, the Master Subordinate Trust Indenture, dated as of March 1, 2021 (the "Master Subordinate Indenture"), by and between the City and Zions Bancorporation, National Association, as trustee (the "Subordinate Trustee"), the First Supplemental Subordinate Trust Indenture, dated as of March 1, 2021 (the "First Supplemental Subordinate Indenture," and together with the Master Subordinate Indenture, the "Subordinate Indenture"), by and between the City and the Subordinate Trustee, and the Revolving Credit Agreement, dated as of March 1, 2021 (the "Subordinate Credit Agreement"), by and between the City and JPMorgan Chase Bank, National Association (the "Subordinate Bank"), the City established a short-term borrowing program that provides for the issuance and/or incurrence, from time to time, of subordinate airport revenue short-term revolving obligations (the "Subordinate Revolving Obligations"), which may be outstanding at any one time in an aggregate principal amount not exceeding $150,000,000; and WHEREAS, the Subordinate Revolving Obligations are issued and/or incurred, from time to time, to finance capital improvements to the Salt Lake City International Airport, to pay costs of issuance related to the Subordinate Revolving Obligations and to finance such other purposes permitted under the Act, the Subordinate Indenture and the Subordinate Credit Agreement; and WHEREAS, on August 5, 2021, pursuant to authority contained in the Act, and other applicable provisions of law, and the Master Indenture and the Third Supplemental Trust Indenture, dated as of August 1,2021,by and between the City and the Trustee,the City issued its Airport Revenue Bonds, Series 2021A (AMT) and Series 2021B (Non-AMT) (collectively, the "Series 2021 Bonds") in the aggregate principal amount of$904,570,000; and WHEREAS,the Series 2021 Bonds were issued to(a)finance certain capital improvements to the Salt Lake City International Airport; (b)repay Subordinate Revolving Obligations; (c) fund capitalized interest on the Series 2021 Bonds; (d) make a deposit to the Common Debt Service Reserve Fund; and (e)pay the costs incurred in connection with the issuance and sale of the Series 2021 Bonds; and WHEREAS, the City considers it necessary and desirable and for the benefit of the City and its residents to issue additional Airport Revenue Bonds pursuant to the Master Indenture, in one or more series as hereinafter provided, for the purposes of (a) financing additional capital improvements to the Salt Lake City International Airport(the"Series 2023 Projects"); (b)funding capitalized interest on all or a portion of such additional Airport Revenue Bonds; (c) funding any necessary reserves in connection with such additional Airport Revenue Bonds; and(d)paying the costs incurred in connection with the issuance and sale of such additional Airport Revenue Bonds (including,but not limited to,the purchase of one or more municipal bond insurance policies); and WHEREAS, pursuant to authority contained in the Act and other applicable provisions of law, the Master Indenture and a Fourth Supplemental Trust Indenture(the "Fourth Supplemental 2 4854-1788-4237 Indenture," and together with the Master Indenture, the "Indenture"), to be executed and delivered by and between the City and the Trustee,a form of which is attached hereto as Exhibit B, and for the purposes set forth above, the City has determined to (a) issue its additional Airport Revenue Bonds, in one or more series, in an aggregate principal amount not to exceed $600,000,000 (collectively, the "Series 2023 Bonds") (subject to the further limitations outlined herein); and(b) cause the proceeds of the sale of the Series 2023 Bonds to be applied in accordance with the Indenture; and WHEREAS, the City is authorized by the Act and the Master Indenture to execute and deliver the Fourth Supplemental Indenture,and to issue the Series 2023 Bonds to finance the Series 2023 Projects, to fund capitalized interest on the Series 2023 Bonds, to make a deposit to the Common Debt Service Reserve Fund and/or one or more Series Debt Service Reserve Funds (as defined in the Master Indenture), and to pay all related costs authorized by law(including, but not limited to, one or more municipal bond insurance policies); and WHEREAS, Sections 11-14-316 and 11-14-318 of the Act provide that, before issuing bonds,an issuing entity(a)may provide public notice of its intent to issue such bonds,and(b)must hold a public hearing to receive input from the public with respect to(i)the issuance of such bonds, and (ii) the potential economic impact that the improvement, facility or property for which the bonds pay all or part of the cost will have on the private sector; and WHEREAS, a portion of the Series 2023 Bonds will be issued as "exempt facility bonds" as defined under Section 142(a) of the Internal Revenue Code of 1986, as amended (the "Code"), and therefore are subject to the public approval and public hearing requirements set forth in Section 147(f) of the Code; and WHEREAS, in compliance with Section 11-14-316 of the Act, the City desires to provide for the publication of a Notice of Bonds to be Issued(the"Notice of Bonds to be Issued") and the running of a 30-day contest period,and to cause the publication of the Notice of Bonds to be Issued at this time with respect to the issuance of the Series 2023 Bonds; and WHEREAS, in compliance with Section 11-14-318 of the Act and Section 147(f) of the Code, the City desires to call a public hearing and to publish a notice of such hearing with respect to the issuance of the Series 2023 Bonds, and the capital improvements to the Salt Lake City International Airport to be financed with the proceeds of the Series 2023 Bonds, and to provide for the publication of a Notice of Public Hearing (the "Notice of Public Hearing") at this time with respect to the issuance of the Series 2023 Bonds and the capital improvements to the Salt Lake City International Airport to be financed with the proceeds of the Series 2023 Bonds; and WHEREAS, in the opinion of the City Council of Salt Lake City, Utah (the "City Council'), it is in the best interests of the City and its residents that (a) the Designated Officers (defined below)be authorized to approve the final terms and provisions relating to the Series 2023 Bonds and to execute the Certificate of Determination (defined below) containing such terms and provisions and to accept the offer of BofA Securities, Inc., on behalf of itself and J.P. Morgan Securities LLC, Barclays Capital Inc., Goldman Sachs & Co. LLC, Samuel A. Ramirez & Co., Inc., Siebert Williams Shank & Co., LLC, and Wells Fargo Bank, National Association (collectively, the "Underwriters"), for the purchase of the Series 2023 Bonds; and (b) the 3 4854-1788-4237 Designated Officers, and such other officials and officers of the City named herein, be authorized to execute and deliver the Fourth Supplemental Indenture, the Final Official Statement (defined below), the Bond Purchase Agreement (defined below), the Continuing Disclosure Agreement (defined below) and such other necessary documents with respect to the issuance of the Series 2023 Bonds, all as provided herein; and WHEREAS, the City desires that this Resolution serve as an official action of the City Council in order to comply with Treasury Regulation Section 1.150-2 and any other regulations of the U.S.Department of the Treasury relating to the qualification for reimbursement of expenditures incurred by the City prior to the date of issue of the Series 2023 Bonds; NOW, THEREFORE, BE IT RESOLVED by the City Council of Salt Lake City,Utah, as follows: Section 1. Issuance of the Series 2023 Bonds. (a) For the purposes set forth above,there is hereby authorized and directed the execution, issuance, sale and delivery of the Series 2023 Bonds in one or more series(with such adjustments to the series designation as are necessary or desirable) in the aggregate principal amount not to exceed $$600,000,000. The Series 2023 Bonds shall be dated as of their date of initial delivery, issued in authorized denominations, and payable all as provided in the Indenture. The Series 2023 Bonds shall be subject to redemption prior to maturity as provided in the Indenture and the Certificate of Determination. (b) The form of the Series 2023 Bonds set forth in the form of the Fourth Supplemental Indenture, subject to appropriate insertions and revisions in order to comply with the provisions of the Indenture, is hereby approved. The Mayor of the City or the Mayor's designee (the "Mayor") and the City Recorder of the City (the "City Recorder") or any Deputy City Recorder are hereby authorized and directed to execute and seal the Series 2023 Bonds and to deliver the Series 2023 Bonds to the Trustee for authentication. Any such execution of the Series 2023 Bonds by the Mayor and the City Recorder or any Deputy City Recorder may be made by manual or facsimile signature. Any facsimile signature of the Mayor and/or the City Recorder or any Deputy City Recorder shall have the same force and effect as if the Mayor and/or City Recorder or any Deputy City Recorder had manually signed each of such Series 2023 Bonds. Section 2. Pledge to Secure the Series 2023 Bonds. The Series 2023 Bonds will be limited obligations of the City, payable solely from and secured by a pledge of Net Revenues (as defined in the Master Indenture)derived by the City from the operations of the Airport System(as defined in the Master Indenture) and certain funds and accounts established pursuant to the Indenture, on parity with the Series 2017 Bonds, the Series 2018 Bonds, the Series 2021 Bonds and any additional Bonds (as defined in the Master Indenture) issued in the future. None of the properties of the Airport System will be subject to any mortgage or other lien for the benefit of the owners of the Series 2023 Bonds, and neither the full faith and credit nor the taxing power of the City, the State of Utah (the "State") or any political subdivision or agency of the State will be pledged to the payment of the principal of,premium, if any, or interest on the Series 2023 Bonds. 4 4854-1788-4237 Section 3. Series 2023 Bond Details; Delegation of Authority. (a) The Series 2023 Bonds shall mature on the dates and in the principal amounts, and shall bear interest(calculated on the basis of a year of 360 days consisting of twelve 30-day months) at the rates per annum and be payable on the dates, all as to be provided in a Certificate of Determination,a form of which is attached hereto as Exhibit A, to be delivered pursuant to this Section 3,which shall set forth certain terms and provisions of the Series 2023 Bonds (the"Certificate of Determination"). (b) For the purposes of this Resolution and the Series 2023 Bonds, there is hereby delegated to(i)the Mayor or,in the event of the absence or incapacity of the Mayor, the Mayor's Chief of Staff, or in the event of the absence or incapacity of both the Mayor and the Mayor's Chief of Staff, either the Executive Director for the Department of Airports of the City or his designee (the "Airport Executive Director") or the Director of Finance for the Department of Airports of the City (also referred to as the Chief Financial Officer for the Department of Airports of the City) or his designee (the "Airport Director of Finance"); and (ii) the Chair of the City Council or, in the event of the absence or incapacity of the Chair of the City Council, the Vice Chair of the City Council, or in the event of the absence or incapacity of both the Chair and the Vice Chair of the City Council, the most senior member of the City Council then available (collectively, the "Designated Officers"), subject to the parameters set forth in this Resolution, the power to determine the following with respect to the Series 2023 Bonds,and any one of the Designated Officers from each of(i)and(ii)above are together hereby authorized to make such determinations: (i) the principal amount of each series of the Series 2023 Bonds necessary to accomplish the purposes of the Series 2023 Bonds set forth in the recitals hereto; provided that the aggregate principal amount of the Series 2023 Bonds shall not exceed $$600,000,000; provided further, that, if so determined by the Designated Officers in the Certificate of Determination, the Series 2023 Bonds may be issued as one or more series, with the appropriate adjustment to the series designation, and the combined principal amount of all series of the Series 2023 Bonds may not exceed the maximum aggregate principal amount set forth in this Section 3(b)(i) (all series of the Series 2023 Bonds are subject to all of the determinations set forth in this Section 3(b)); (ii) the maturity date and principal amount of each maturity of each series of the Series 2023 Bonds to be issued; provided, however, that the Series 2023 Bonds shall mature over a period of not to exceed forty(40) years from their date of initial delivery; (iii) the interest rate or rates to be borne by the Series 2023 Bonds, the dates on which interest shall be paid and the date on which payment of such interest shall commence, provided, however, that the interest rate or rates to be borne by any Series 2023 Bond shall not exceed six percent(6.00%)per annum; (iv) the sale of the Series 2023 Bonds and the purchase price to be paid by the Underwriters; provided, however, that the discount from par of the Series 5 4854-1788-4237 2023 Bonds in the aggregate shall not exceed two percent(2.00%) (expressed as a percentage of the principal amount); (v) the Series 2023 Bonds, if any, to be retired from mandatory sinking fund redemption payments and the dates and the amounts thereof; (vi) the time and redemption price, if any, at which the Series 2023 Bonds may be called for redemption prior to their maturity at the option of the City; and (vii) any other provisions deemed advisable by the Designated Officers not materially in conflict with the provisions of this Resolution. Following the sale of the Series 2023 Bonds, the Designated Officers shall obtain such information as they deem necessary to make such determinations as provided above and shall make such determinations as provided above and shall execute the Certificate of Determination containing such terms and provisions of each series of the Series 2023 Bonds, which execution shall be conclusive evidence of the action or determination of the Designated Officers as to the matters stated therein. Section 4. Approval and Execution of the Fourth Supplemental Indenture. The Fourth Supplemental Indenture, in substantially the form attached hereto as Exhibit B, is hereby authorized and approved, and the Mayor is hereby authorized, empowered and directed to execute and deliver the Fourth Supplemental Indenture on behalf of the City, and the City Recorder or any Deputy City Recorder is hereby authorized, empowered and directed to affix to the Fourth Supplemental Indenture the seal of the City and to attest such seal and countersign such Fourth Supplemental Indenture, with such changes to the Fourth Supplemental Indenture from the form attached hereto as are approved by the Mayor, her execution thereof to constitute conclusive evidence of such approval. The Master Indenture and the Fourth Supplemental Indenture, shall constitute a "system of registration" for all purposes of the Registered Public Obligations Act of Utah. Section 5. Preliminary Official Statement Deemed Final. The Preliminary Official Statement (including the Report of the Airport Consultant provided by Landrum & Brown, Incorporated appended to the Preliminary Official Statement as Appendix B thereto)with respect to the Series 2023 Bonds, in substantially the form presented at this meeting and in the form attached hereto as Exhibit C (collectively, the "Preliminary Official Statement"), including the use and distribution thereof, is hereby authorized and approved, with such changes, omissions, insertions,revisions and supplements as shall be necessary to complete the same and as the Mayor, the Airport Executive Director or the Airport Director of Finance shall deem advisable. The Mayor, the Airport Executive Director and the Airport Director of Finance are, and each of them is, hereby authorized to do or perform all such acts and to execute all such certificates, documents and other instruments as may be necessary or advisable to deem final the Preliminary Official Statement within the meaning and for purposes of paragraph (b)(1) of Rule 15c2-12 of the Securities and Exchange Commission, as amended ("Rule 15c2-12"), subject to completion thereof with the information established at the time of the sale of the Series 2023 Bonds. The Underwriters are hereby authorized to distribute (via printed format and/or electronic means) the 6 4854-1788-4237 Preliminary Official Statement in connection with the sale of the Series 2023 Bonds to the public. In connection with the distribution of the Preliminary Official Statement, the Underwriters are hereby further authorized to distribute(via printed format and/or through electronic means)copies of the most recent annual comprehensive financial report of the Department of Airports of the City and such other financial statements of the City or the Department of Airports of the City as the Airport Executive Director or the Airport Director of Finance shall deem necessary or desirable. Section 6. Final Official Statement. The final Official Statement with respect to the Series 2023 Bonds, in substantially the form of the Preliminary Official Statement (including the Report of the Airport Consultant provided by Landrum & Brown, Incorporated appended to the Preliminary Official Statement as Appendix B thereto) presented at this meeting and in the form attached hereto as Exhibit C (collectively, the "Final Official Statement"), including the use and distribution thereof, is hereby authorized with such changes, omissions, insertions, revisions and supplements as the Mayor, the Airport Executive Director and the Airport Director of Finance shall deem advisable in order for such Final Official Statement to be deemed a "final official statement" within the meaning of and for purposes of Rule 15c2-12, including the completion thereof with the information established at the time of the sale of the Series 2023 Bonds set forth in the Certificate of Determination. The Mayor and the Airport Executive Director shall sign and deliver the Final Official Statement, and any supplements thereto, for distribution (via printed format and/or electronic means) to prospective purchasers of the Series 2023 Bonds and other interested persons. The approval of any such changes, omissions, insertions, revisions and supplements shall be conclusively established by the Mayor's and the Airport Executive Director's execution of such Final Official Statement. The Underwriters are hereby authorized to distribute (via printed format and/or electronic means) the Final Official Statement in connection with the sale of the Series 2023 Bonds to the public. In connection with the distribution of the Final Official Statement, the Underwriters are hereby further authorized to distribute (via printed format and/or through electronic means) copies of the most recent annual comprehensive financial report of the Department of Airports of the City and such other financial statements of the City or the Department of Airports of the City as the Airport Executive Director or the Airport Director of Finance shall deem necessary or desirable. Section 7. Sale of the Series 2023 Bonds; Bond Purchase Agreement. The Series 2023 Bonds authorized to be issued herein are hereby authorized to be sold and delivered to the Underwriters, upon the terms and conditions set forth in the Bond Purchase Agreement. The Mayor and the Airport Executive Director (or the Airport Director of Finance) are hereby authorized, empowered and directed to execute and deliver the Bond Purchase Agreement on behalf of the City in substantially the form attached hereto as Exhibit D,with such changes therein from the form attached hereto as are approved by the Mayor and the Airport Executive Director (or the Airport Director of Finance), their execution thereof to constitute conclusive evidence of such approval (the "Bond Purchase Agreement"). The City Recorder or any Deputy City Recorder is hereby authorized, empowered and directed to affix to the Bond Purchase Agreement the seal of the City and to attest such seal and countersign the Bond Purchase Agreement. Section 8. Other Certificates and Documents Required to Evidence Compliance with Federal Tax and Securities Laws. Each of the Mayor, the City Recorder or any Deputy City Recorder, the Airport Executive Director and the Airport Director of Finance, acting singularly, is hereby authorized and directed to execute (a) such certificates and documents, including one or 7 4854-1788-4237 more tax compliance certificates, as are required to evidence compliance with the Code relating to the tax-exempt status of interest on the Series 2023 Bonds; and (b) a Continuing Disclosure Agreement, in substantially the form attached hereto as Exhibit E (the "Continuing Disclosure Agreement"), and such other certificates and documents as shall be necessary to comply with the requirements of Rule 15c2-12 and other applicable federal securities laws. Section 9. Other Actions With Respect to the Series 2023 Bonds. The officers and employees of the City shall take all action necessary or reasonably required to carry out,give effect to, and consummate the transactions contemplated hereby and shall take all action necessary or desirable in conformity with the Act and the Indenture to carry out the issuance of the Series 2023 Bonds, including, without limitation, the execution and delivery of any closing and other documents required to be delivered in connection with the sale and delivery of the Series 2023 Bonds. If(a)the Mayor; (b) the City Recorder; (c) the Airport Executive Director; or (d) the Airport Director of Finance shall be unavailable or unable to execute or attest and countersign, respectively, the Series 2023 Bonds or the other documents that they are hereby authorized to execute, attest and countersign, the same may be executed, or attested and countersigned, respectively, (i) by the Mayor's Chief of Staff; (ii) by any Deputy City Recorder; (iii) by any designee of the Airport Executive Director; or (iv) by any designee of the Airport Director of Finance. Without limiting the generality of the foregoing, the officers and employees of the City are authorized and directed to take such action as shall be necessary and appropriate to issue the Series 2023 Bonds. Section 10. Notice of Public Hearing and Notice of Bonds to be Issued; Contest Period. (a) Notice ofPublic Hearing. In accordance with Section 11-14-318 of the Act and Section 147(f)of the Code,as applicable,the City shall hold a public hearing on June 6, 2023, or such other date as selected by the City Council, to receive input from the public with respect to (i) the issuance of the Series 2023 Bonds in an aggregate principal amount not to exceed $$600,000,000; and (ii) the potential economic impact that the Series 2023 Projects will have on the private sector, from time to time. The hearing date shall not be less than 14 days after the Notice of Public Hearing is published and posted, such publication to be(A)made on(1)the Utah Public Notice Website created under Utah Code Section 63A-16-601, and(2)the Salt Lake City Public Notice Webpage, and(B)posted in a public location within the City and County Building, Plaza 349, and the Main Library, likely to be seen by residents of Salt Lake City, as required under Utah Code Section 63G- 28-102. The City directs its officers and staff to cause the Notice of Public Hearing, in substantially the form attached hereto as Exhibit F, to be (i) published at the time and on (1) the Utah Public Notice Website created under Utah Code Section 63A-16-601, and (2)the Salt Lake City Public Notice Webpage, and (ii) posted at the time and in a public location within the City and County Building, Plaza 349, and the Main Library, likely to be seen by residents of Salt Lake City, as required under Utah Code Section 63G-28-102. After the public hearing, the Mayor is hereby authorized to approve the issuance of the Series 2023 Bonds in accordance with Section 147(f) of the Code. (b) Notice of Bonds to be Issued- Contest Period. In accordance with Section 11-14-316 of the Act, the City directs its officers and staff to cause the Notice of 8 4854-1788-4237 Bonds to be Issued with respect to the Series 2023 Bonds,in substantially the form attached hereto as Exhibit G, to be (i) published on (A) the Utah Public Notice Website created under Utah Code Section 63A-16-601, (B)the Salt Lake City Public Notice Webpage, and (C) the Utah Legal Notices website (www.utahlegals.com) created under Utah Code Section 45-1-101, and(ii)posted in a public location within the City and County Building, Plaza 349,and the Main Library,likely to be seen by residents of Salt Lake City,as required under Utah Code Section 63G-28-102. The City Recorder shall cause a copy of this Resolution (together with all exhibits hereto) to be kept on file electronically and at 451 South State Street, Room 415, Salt Lake City, Utah, for public examination during the regular business hours of the City until at least thirty (30) days from and after the date of publication of the Notice of Bonds to be Issued. Section 11. Declaration of Official Intent(Reimbursement of Expenditures). The City Council hereby declares the official intent of the City to reimburse the City with proceeds of the Series 2023 Bonds for expenditures with respect to the "Terminal Redevelopment Program" and the "North Concourse Program" at Salt Lake International Airport, made on and after a date that is no more than 60 days prior to the adoption of this Resolution. For purposes of this Section 11, the "Terminal Redevelopment Program" and the "North Concourse Program" at Salt Lake International consist of the following components, among others: Concourse A-East, Concourse B-East, hardstand facilities, baggage handling systems, the Central Tunnel, airfield projects, "remain-overnight" airfield pavement, apron paving, the hydrant fueling system, and taxiway paving. Each of said expenditures was and will be either (a) of a type properly chargeable to a capital account under general federal income tax principles (determined in each case as of the date of the expenditure), (b)a cost of issuance with respect to the Series 2023 Bonds, (c) a nonrecurring item that is not customarily payable from current revenues, or(d) a grant to pay a party that is not related to or an agent of the City so long as such grant does not impose any obligation or condition (directly or indirectly) to repay any amount to or for the benefit of the City. The maximum principal amount of the Series 2023 Bonds to be issued to finance the certain portions of the "Terminal Redevelopment Program"and the"North Concourse Program at Salt Lake International is approximately $600 million(inclusive of financing costs). The City will make a reimbursement allocation, which is a written allocation by the City that evidences the City's use of proceeds of the Series 2023 Bonds to reimburse an expenditure, no later than 18 months after the later of the date on which the expenditure is paid or the applicable component of the "Terminal Redevelopment Program" or the"North Concourse Program" at Salt Lake International is placed in service or abandoned, but in no event more than three years after the date on which the expenditure is paid. Section 12. Prior Acts Ratified,Approved and Confirmed. All acts of the officers and employees of the City heretofore or hereafter undertaken in connection with the issuance of the Series 2023 Bonds are hereby ratified, approved and confirmed. Section 13. Resolution Irrepealable. Following the execution and delivery of the Fourth Supplemental Indenture, this Resolution shall be and remain irrepealable until all of the Series 2023 Bonds and the interest thereon shall have been fully paid, cancelled, and discharged. 9 4854-1788-4237 Section 14. Severability. If any section,paragraph,clause,or provision of this Resolution shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceability of such section, paragraph, clause, or provision shall not affect any of the remaining provisions of this Resolution. Section 15. Effective Date. This Resolution shall be effective immediately upon its approval and adoption. [Remainder of page intentionally left blank; signature page follows] 10 4854-1788-4237 ADOPTED AND APPROVED by the City Council of Salt Lake City, Utah, this 16th day of May, 2023. SALT LAKE CITY,UTAH By Chair, Salt Lake City Council ATTEST: By City Recorder [SEAL] APPROVED: By Mayor APPROVED AS TO FORM: B M,e�aw lie-Pa,rr,�.r�s� y Megan DePaulis Senior City Attorney S-1 4854-1788-4237 EXHIBIT A CERTIFICATE OF DETERMINATION PURSUANT TO RESOLUTION NO. [ ] OF 2023 PROVIDING FOR THE ISSUANCE OF AIRPORT REVENUE BONDS Dated: [ ], 2023 1. Authority; Definitions. Pursuant to Resolution No. of 2023, adopted by the City Council (the "City Council") of Salt Lake City, Utah (the "City") on May 16, 2023 (the "Resolution"), the City Council has authorized the issuance of the City's Airport Revenue Bonds, Series 2023A (AMT) (the "Series 2023A Bonds") and Airport Revenue Bonds, Series 2023B (Non-AMT) (the "Series 2023B Bonds," and together with the Series 2023A Bonds, the "Series 2023 Bonds")under and pursuant to the Master Trust Indenture, dated as of February 1, 2017 (the "Master Indenture"), by and between the City and Wilmington Trust, National Association, as trustee (the "Trustee"), and a Fourth Supplemental Trust Indenture, to be dated as of[ ] 1, 2023 (the "Fourth Supplemental Indenture," and together with the Master Indenture, the "Indenture"), to be executed and delivered by and between the City and the Trustee. This certificate is executed pursuant to and in accordance with the delegation of authority contained in the Resolution, as authorized by law. All terms used herein and not otherwise defined herein shall have the meanings specified in the Resolution or the Indenture. 2. Acceptance of Offer. The offer of BofA Securities, Inc., J.P. Morgan Securities LLC, Barclays Capital Inc., Goldman Sachs & Co. LLC, Samuel A. Ramirez & Co., Inc., Siebert Williams Shank & Co., LLC, and Wells Fargo Bank, National Association (collectively, the "Underwriters" ) for the purchase of the Series 2023 Bonds, which is set out in full in the Bond Purchase Agreement, dated [ ], 2023 (the "Bond Purchase Agreement"),between the City and BofA Securities, Inc., on behalf of itself and the other Underwriters, is hereby accepted, it being hereby found, determined and declared that such offer is in the best interests of the City. The Series 2023 Bonds shall be issued by the City for the purposes set forth in the Indenture. The sale of the Series 2023A Bonds to the Underwriters at the price of $[ ] (representing the par amount of the Series 2023A Bonds $[ ], plus an original issue premium of $[ ], less an original issue discount of $[ ], and less an Underwriters' discount of$[ ]) is hereby confirmed. The Series 2023A Bonds shall be delivered to the Underwriters and the proceeds of sale thereof applied as provided in the Indenture, the Bond Purchase Agreement and paragraph 5 hereof. The sale of the Series 2023B Bonds to the Underwriters at the price of $[ ] (representing the par amount of the Series 2023B Bonds $[ ], plus an original issue premium of $[ ], less an original issue discount of $[ ], and less an Underwriters' discount of$[ ]) is hereby confirmed. The Series 2023B Bonds shall be delivered to the Underwriters and the proceeds of sale thereof applied as provided in the Indenture, the Bond Purchase Agreement and paragraph 5 hereof. 4854-1788-4237 3. Maturity Dates, Principal Amounts and Interest Rates of Series 2023 Bonds. The Series 2023A Bonds shall be issued in the aggregate principal amount of$[ ]. The Series 2023A Bonds shall mature on July 1 of the years and in the principal amounts, and shall bear interest payable semiannually on January 1 and July 1, commencing on January 1, 20[_], at the rates per annum, as follows: Maturity Date Principal Interest (July 1) Amount Rate $ The Series 2023B Bonds shall be issued in the aggregate principal amount of$[�. The Series 2023B Bonds shall mature on July 1 of the years and in the principal amounts, and shall bear interest payable semiannually on January 1 and July 1, commencing on January 1, 20[_], at the rates per annum, as follows: Maturity Date Principal Interest (July 1) Amount Rate $ A-2 4854-1788-4237 4. Redemption of Series 2023 Bonds. Optional Redemption of the Series 2023 Bonds. (a) The Series 2023A Bonds maturing on or before July 1, 20[_] are not subject to optional redemption prior to maturity. The Series 2023A Bonds maturing on or after July 1,20[_] are redeemable at the option of the City on or after[ ] 1,20[_], in whole or in part at any time, from any moneys that may be provided for such purpose, at a redemption price equal to [ ]% of the principal amount of the Series 2023A Bonds to be redeemed plus accrued interest to the date fixed for redemption, without premium. (b) The Series 2023B Bonds maturing on or before July 1, 20[_] are not subject to optional redemption prior to maturity. The Series 2023B Bonds maturing on or after July 1,20[_] are redeemable at the option of the City on or after[ ] 1,20[_], in whole or in part at any time, from any moneys that may be provided for such purpose and at a redemption price equal to [ ]% of the principal amount of such Series 2023B Bonds to be redeemed plus accrued interest to the date fixed for redemption, without premium. Mandatory Sinking Fund Redemption of the Series 2023 Term Bonds. (a) The Series 2023A Bonds maturing on July 1, 20[_] are subject to mandatory sinking fund redemption in part, by lot, at a redemption price equal to 100% of the principal amount thereof,plus accrued interest thereon to the date fixed for redemption, without premium, on July 1 of the following years and in the following principal amounts: July 1 of the Year Principal Amount 'Final Maturity Date (b) The Series 2023B Bonds maturing on July 1, 20[ ] are subject to mandatory sinking fund redemption in part,by lot, at a redemption price equal to 100% of the principal amount thereof,plus accrued interest thereon to the date fixed for redemption, without premium, on July 1 of the following years and in the following principal amounts: A-3 4854-1788-4237 July 1 Principal Amount of the Year `Final Maturity Date 5. Use of Proceeds of Series 2023 Bonds. (a) The proceeds of the sale of the Series 2023A Bonds, being the amount of $[ ] (which sum represents the par amount of the Series 2023A Bonds of $[ ] plus an original issue premium of $[ ], less an original issue discount of$[ ], and less an Underwriters' discount of$[ ]), shall be deposited and used as follows: (i) $[ ],representing Capitalized Interest, shall be deposited into the Interest Account of the Series 2023A Debt Service Fund (held by the Trustee)to be used to pay the interest due and payable on the Series 2023A Bonds on the following dates and in the following amounts: Interest Payment Amount to be Used to Date Pay Interest All remaining amounts on deposit in Interest Account shall be deposited into the Common Debt Service Reserve Fund(held by the Trustee); (iii) $[ ] shall be deposited into the Series 2023A Costs of Issuance Account (held by the City) to be used to pay the Costs of Issuance of the Series 2023A Bonds; and (iv) $[ ] shall be deposited into the Series 2023A Construction Fund (held by the City)to be used to pay the Costs of the Series 2023A Project. A-4 4854-1788-4237 (b) The proceeds of the sale of the Series 2023B Bonds, being the amount of $[ ] (which sum represents the par amount of the Series 2023B Bonds of $[ ] plus an original issue premium of $[ ], less an original issue discount of$[ ], and less an Underwriters' discount of$[ ]), shall be deposited and used as follows: (i) $[ ],representing Capitalized Interest, shall be deposited into the Interest Account of the Series 2023B Debt Service Fund (held by the Trustee)to be used to pay the interest due and payable on the Series 2023B Bonds on the following dates and in the following amounts: Interest Payment Amount to be Used to Date Pay Interest All remaining amounts on deposit in Interest Account shall be deposited into the Common Debt Service Reserve Fund(held by the Trustee); (iii) $[ ] shall be deposited into the Series 2023B Costs of Issuance Account (held by the City) to be used to pay the Costs of Issuance of the Series 2023B Bonds; and (iv) $[ ] shall be deposited into the Series 2023B Construction Fund (held by the City)to be used to pay the Costs of the Series 2023B Project. (Remainder of page intentionally left blank; signature page follows) A-5 4854-1788-4237 IN WITNESS WHEREOF,we have hereunto set our hand on the day of ,2023. By Mayor By Chair, Salt Lake City Council Approved as to form: By Senior City Attorney A-6 4854-1788-4237 EXHIBIT B [ATTACH FORM OF FOURTH SUPPLEMENTAL TRUST INDENTURE] 4854-1788-4237 DRAFT FOURTH SUPPLEMENTAL TRUST INDENTURE by and between SALT LAKE CITY, UTAH, a municipal corporation and political subdivision of the State of Utah and WILMINGTON TRUST,NATIONAL ASSOCIATION as Trustee Relating to $[PARA] $[PARB] Salt Lake City, Utah Salt Lake City, Utah Airport Revenue Bonds Airport Revenue Bonds Series 2023A Series 2023B (AMT) (Non-AMT) Dated as of[•] 1, 2023 4855-0634-7339.3 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS; INTERPRETATIONS Section1.01. Definitions........................................................................................................2 Section 1.02. Article and Section References........................................................................4 ARTICLE II THE SERIES 2023 BONDS Section 2.01. Designation of the Series 2023 Bonds; Principal Amount..............................4 Section 2.02. Series 2023 Bonds Under the Master Indenture; Security; Parity...................4 Section 2.03. General Terms of the Series 2023 Bonds ........................................................4 Section 2.04. Exchange of Series 2023 Bonds ......................................................................6 ARTICLE III REDEMPTION OF THE SERIES 2023 BONDS Section 3.01. Notices to Holders............................................................................................6 Section 3.02. Redemption Dates............................................................................................7 Section 3.03. Optional Redemption of the Series 2023 Bonds..............................................7 Section 3.04. Mandatory Sinking Fund Redemption of the Series 2023 Term Bonds.......... 8 Section 3.05. Payment of Series 2023 Bonds Called for Redemption ................................ 10 Section 3.06. Selection of Series 2023 Bonds for Redemption; Series 2023 Bonds Redeemedin Part........................................................................................... 10 Section 3.07. Effect of Redemption Call............................................................................. 10 ARTICLE IV ESTABLISHMENT OF FUNDS AND APPLICATION THEREOF Section 4.01. Establishment of Funds and Accounts........................................................... 10 Section 4.02. Application of Series 2023A Bond Proceeds................................................. 11 Section 4.03. Application of Series 2023B Bond Proceeds................................................. 12 Section 4.04. Series 2023A Debt Service Fund................................................................... 13 Section 4.05. Series 2023A Construction Fund................................................................... 14 Section 4.06. Series 2023B Debt Service Fund................................................................... 14 Section 4.07. Series 2023B Construction Fund................................................................... 16 Section 4.08. Series 2023 Costs of Issuance Fund............................................................... 16 Section 4.09. Common Debt Service Reserve Fund............................................................ 17 Section 4.10. Sources of Payment of the Series 2023 Bonds .............................................. 17 Section 4.11. Perfection of Security Interest ....................................................................... 17 ARTICLE V TAX COVENANTS Section 5.01. Series 2023 Rebate Fund............................................................................... 18 Section 5.02. Preservation of Tax Exemption ..................................................................... 18 4855-0634-7339.3 ARTICLE VI MISCELLANEOUS Section 6.01. Parties in Interest............................................................................................ 19 Section 6.02. Continuing Disclosure ................................................................................... 19 Section 6.03. Severability.................................................................................................... 19 Section 6.04. No Personal Liability of City Members and Officials; Limited Liability of City to Bondholders.................................................................... 19 Section 6.05. Execution of Instruments; Proof of Ownership............................................. 19 Section 6.06. System of Registration...................................................................................20 Section 6.07. Plan of Financing...........................................................................................20 Section 6.08. Governing Law..............................................................................................20 Section6.09. Notices ...........................................................................................................20 Section6.10. Holidays.........................................................................................................21 Section 6.11. Counterparts...................................................................................................21 Section 6.12. Representation Regarding Ethical Standards for City Officers and Employees and Former City Officers and Employees...................................21 EXHIBIT A FORM OF SERIES 2023 BOND EXHIBIT B DEBT SERVICE SCHEDULES EXHIBIT C-1 SERIES 2023A PROJECTS EXHIBIT C-2 SERIES 2023B PROJECTS ii 4855-0634-7339.3 FOURTH SUPPLEMENTAL TRUST INDENTURE THIS FOURTH SUPPLEMENTAL TRUST INDENTURE (this "Fourth Supplemental Indenture"), dated as of[•] 1, 2023, is entered into by and between SALT LAKE CITY,UTAH(the"City"), a municipal corporation and political subdivision of the State of Utah, and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America, as trustee (the "Trustee"), and supplements that Master Trust Indenture, dated as of February 1, 2017 (as amended, restated, supplemented or otherwise modified from time to time in accordance with the terms thereof, the "Master Indenture"), by and between the City and the Trustee. WHEREAS, the Master Indenture provides in Section 2.09 thereof for the issuance of Bonds and in Section 10.02 thereof for the execution and delivery of Supplemental Indentures setting forth the terms of such Bonds; and WHEREAS the City now, for the purpose of providing money to finance certain capital improvements to Salt Lake City International Airport, by execution and delivery of this Fourth Supplemental Indenture and in compliance with the provisions of the Master Indenture (a) sets forth the terms of its (i) $[PARA] Airport Revenue Bonds, Series 2023A (AMT) (the "Series 2023A Bonds") and (ii) its $[PARB] Airport Revenue Bonds, Series 2023B (Non-AMT) (the "Series 2023B Bonds" and, together with the Series 2023A Bonds, the "Series 2023 Bonds"), (b)provides for the deposit and use of the proceeds of the Series 2023 Bonds, and(c)makes other provisions relating to the Series 2023 Bonds. GRANTING CLAUSE In order to secure the payment of the Series 2023 Bonds, the City hereby pledges, assigns and grants to the Trustee with respect to the Series 2023 Bonds all of the liens,rights, interests and privileges set forth in the Granting Clauses of, and elsewhere in, the Master Indenture. To secure further the payment of the Series 2023 Bonds, the City in furtherance of the Master Indenture hereby pledges and grants to the Trustee a lien on and security interest in and assigns to the Trustee all right, title and interest of the City, except as otherwise provided herein, in and to (a) the Common Debt Service Reserve Fund (as defined in the Master Indenture) and all moneys and securities held from time to time therein and,with respect to any Debt Service Reserve Fund Surety Policy (as defined in the Master Indenture) provided at any time in satisfaction of all or a portion of the Reserve Requirement(as defined in the Master Indenture)with respect to the Common Debt Service Reserve Fund, all rights,title and interest in such instruments and the proceeds thereof, (b) the Series 2023A Construction Fund (as hereinafter defined) and all moneys and securities held from time to time therein, (c)the Series 2023B Construction Fund(as hereinafter defined) and all moneys and securities held from time to time therein, (d) the Series 2023A Debt Service Fund (as hereinafter defined) and all moneys and securities held from time to time therein, including any Capitalized Interest, (e) the Series 2023B Debt Service Fund (as hereinafter defined) and all moneys and securities held from time to time therein,including any Capitalized Interest,and(f)the Series 2023 Costs of Issuance Fund (as hereinafter defined) and all moneys and securities held from time to time therein. 4855-0634-7339.3 ARTICLE I DEFINITIONS; INTERPRETATIONS Section 1.01. Definitions. The following definitions shall apply to terms used in this Fourth Supplemental Indenture unless the context clearly requires otherwise. Capitalized terms not otherwise defined in this Section 1.01 or elsewhere in this Fourth Supplemental Indenture shall have the same meanings as set forth in the Master Indenture. "Authorized Denominations" means $5,000 principal amount and integral multiples thereof. "Continuing Disclosure Agreement" means the agreement of the City, dated the date of issuance of the Series 2023 Bonds, pursuant to which the City shall agree to undertake for the benefit of the Holders and the beneficial owners of the Series 2023 Bonds certain ongoing disclosure requirements. "Costs of Issuance" means all costs and expenses incurred by the City in connection with the issuance of the Series 2023 Bonds, including,but not limited to,costs and expenses of printing and copying documents, the preliminary and final official statements and the Series 2023 Bonds, underwriters' compensation, and the fees, costs and expenses of rating agencies, the Trustee, counsel, accountants, financial advisors, feasibility consultants and other consultants. "Fourth Supplemental Indenture" means this Fourth Supplemental Trust Indenture, dated as of[•] 1, 2023, by and between the City and the Trustee and which, among other things, sets forth the terms of the Series 2023 Bonds. "Interest Payment Date"means each July 1 and January 1,commencing [January] 1,2024, the dates upon which interest on the Series 2023 Bonds becomes due and payable. "Master Indenture" means the Master Trust Indenture, dated as of February 1, 2017, by and between the City and the Trustee, as the same may be amended, supplemented or otherwise modified from time to time in accordance with the terms thereof. "Paying Agent" means, for purposes of this Fourth Supplemental Indenture and the Series 2023 Bonds, the Trustee, or any other institution appointed by the City. "Record Date" means for a January 1 Interest Payment Date the preceding December 15 and for a July I Interest Payment Date the preceding June 15. "Registrar"means for purposes of this Fourth Supplemental Indenture and the Series 2023 Bonds, the Trustee, or any other institution appointed by the City. "Series 2023A Bonds"means $[PARA] aggregate principal amount of Bonds issued under the Master Indenture and this Fourth Supplemental Indenture and designated as "Salt Lake City, Utah, Airport Revenue Bonds, Series 2023A(AMT)." 2 4855-0634-7339.3 "Series 2023A Construction Fund' means the Construction Fund of such designation established pursuant to Section 4.01(d) hereof and into which money is to be deposited to pay Costs of the Series 2023A Projects. "Series 2023A Costs of Issuance Account" means the Account of such designation established in the Series 2023 Costs of Issuance Fund pursuant to Section 4.01(c) hereof and into which money is to be deposited to pay Costs of Issuance of the Series 2023A Bonds. "Series 2023A Debt Service Fund' means the Debt Service Fund of such designation established pursuant to Section 4.01(a)hereof and into which money is to be deposited to pay debt service on the Series 2023A Bonds. "Series 2023A Projects" means, collectively, any or all of those capital projects listed in Exhibit C-1 attached hereto which are to be financed with the proceeds of the Series 2023A Bonds deposited into the Series 2023A Construction Fund. "Series 2023A Term Bonds" means, collectively, the Series 2023A Bonds maturing on July 1, 20[•] and the Series 2023A Bonds maturity on July 1, 20[9]. "Series 2023E Bonds"means $[PARB] aggregate principal amount of Bonds issued under the Master Indenture and this Fourth Supplemental Indenture and designated as "Salt Lake City, Utah, Airport Revenue Bonds, Series 2023B (Non-AMT)." "Series 2023E Construction Fund' means the Construction Fund of such designation established pursuant to Section 4.01(e) hereof and into which money is to be deposited to pay Costs of the Series 2023B Projects. "Series 2023E Costs of Issuance Account" means the Account of such designation established in the Series 2023 Costs of Issuance Fund pursuant to Section 4.01(c) hereof and into which money is to be deposited to pay Costs of Issuance of the Series 2023B Bonds. "Series 2023B Debt Service Fund' means the Debt Service Fund of such designation established pursuant to Section 4.01(b)hereof and into which money is to be deposited to pay debt service on the Series 2023B Bonds. "Series 2023E Projects" means, collectively, any or all of those capital projects listed in Exhibit C-2 attached hereto which are to be financed with the proceeds of the Series 2023B Bonds deposited into the Series 2023B Construction Fund. "Series 2023B Term Bonds" means, collectively, the Series 2023B Bonds maturing on July 1, 20[•] and the Series 2023B Bonds maturity on July 1, 20[9]. "Series 2023 Bonds" means, collectively, the Series 2023A Bonds and the Series 2023B Bonds. "Series 2023 Costs of Issuance Fund' means the Fund of such designation established pursuant to Section 4.01(c)hereof and into which money is to be deposited to pay Costs of Issuance of the Series 2023 Bonds. 3 4855-0634-7339.3 "Series 2023 Rebate Fund" means the Fund of such designation that may be established from time to time pursuant to Section 5.01 hereof and the provisions of the Tax Certificate. "Series 2023 Term Bonds" means, collectively, the Series 2023A Term Bonds and the Series 2023B Term Bonds. "Tax Certificate"means the Tax Compliance Certificate, dated the date of issuance of the Series 2023 Bonds, as amended from time to time, entered into by the City and executed with respect to the Series 2023 Bonds. Section 1.02. Article and Section References. Except as otherwise indicated,references to Articles and Sections are to Articles and Sections of this Fourth Supplemental Indenture. ARTICLE II THE SERIES 2023 BONDS Section 2.01. Designation of the Series 2023 Bonds; Principal Amount. The Bonds authorized to be issued under the Master Indenture and this Fourth Supplemental Indenture shall be designated as (a) "Salt Lake City,Utah,Airport Revenue Bonds, Series 2023A(AMT)",which shall be issued in the original principal amount of$[PARA], and(b)"Salt Lake City,Utah,Airport Revenue Bonds, Series 2023B(Non-AMT)",which shall be issued in the original principal amount of$[PARB]. Section 2.02. Series 2023 Bonds Under the Master Indenture; Security; Parity. The Series 2023 Bonds are issued under and subject to the terms of the Master Indenture, shall be Bonds as defined pursuant to the Master Indenture, and are secured by and payable, on parity with all Outstanding Bonds, from Net Revenues and other security provided in the Granting Clauses of the Master Indenture and this Fourth Supplemental Indenture and in accordance with the terms of the Master Indenture and this Fourth Supplemental Indenture. In order to secure the payment of the Series 2023 Bonds, the City hereby pledges, assigns and grants to the Trustee with respect to the Series 2023 Bonds all of the liens, rights, interests and privileges set forth in the Granting Clauses of, and elsewhere in, the Master Indenture and this Fourth Supplemental Indenture. Section 2.03. General Terms of the Series 2023 Bonds. The Series 2023 Bonds shall, upon initial issuance, be dated [•], 2023. Each Series 2023 Bond shall bear interest from the Interest Payment Date next preceding the date of authentication thereof unless such date of authentication is an Interest Payment Date, in which event such Series 2023 Bond shall bear interest from such date of authentication, or unless such date of authentication is after a Record Date and before the next succeeding Interest Payment Date, in which event such Series 2023 Bond shall bear interest from such succeeding Interest Payment Date, or unless such date of authentication is on or before [December 15, 2023], in which, event such Series 2023 Bond shall bear interest from [•], 2024. If interest on the Series 2023 Bonds shall be in default, Series 2023 Bonds issued in exchange for Series 2023 Bonds surrendered for transfer or exchange shall bear interest from the Interest Payment Date to which interest has been paid in full on the Series 2023 Bonds surrendered. 4 4855-0634-7339.3 The Series 2023 Bonds shall be initially issued as Book-Entry Bonds as provided in Section 2.06 of the Master Indenture. The Series 2023 Bonds shall be issued in Authorized Denominations. Interest on the Series 2023 Bonds shall be paid on each Interest Payment Date. Interest on the Series 2023 Bonds shall be calculated on the basis of a year of 360 days and twelve 30-day months. The Series 2023A Bonds shall be issued in the original principal amount of$[PARA] and shall mature on the dates and in the principal amounts and bear interest at the interest rates as set forth in the following schedule: Maturity Date Principal Interest (July 1) Amount Rate The Series 2023B Bonds shall be issued in the original principal amount of$[PARB] and shall mature on the dates and in the principal amounts and bear interest at the interest rates as set forth in the following schedule: Maturity Date Principal Interest (July ) Amount Rate Payment of the principal of the Series 2023 Bonds shall be made upon surrender of the Series 2023 Bonds to the Trustee or its agent;provided that with respect to the Series 2023 Bonds which are Book-Entry Bonds, the payment of the principal shall be made as provided in Section 2.06 of the Master Indenture and the Representation Letter. Payment of interest on the 5 4855-0634-7339.3 Series 2023 Bonds which are not Book-Entry Bonds shall be paid by check or draft of the Trustee mailed on the Interest Payment Date by first-class mail to the person who is the Holder thereof on the Record Date, and such payment shall be mailed to such Holder at his address as it appears on the registration books of the Registrar. The payment of interest on Book-Entry Bonds shall be made as provided in Section 2.06 of the Master Indenture and the Representation Letter. With respect to all Series 2023 Bonds, interest due and payable on any Interest Payment Date shall be paid to the person who is the Holder as of the Record Date. The Series 2023 Bonds shall be substantially in the form of Exhibit A attached hereto. If the principal of a Series 2023 Bond becomes due and payable, but shall not have been paid as a result of a default hereunder, and no provision is made for its payment, then such Series 2023 Bond shall bear interest at the same rate after such default as on the day before the default occurred. Section 2.04. Exchange of Series 2023 Bonds. Series 2023 Bonds which are delivered to the Registrar for exchange may be exchanged for an equal total principal amount of Series 2023 Bonds of the same Series, interest rate and maturity date. The Registrar will not, however, be required to transfer or exchange (a) any such Series 2023 Bond during the period established by the Registrar for selection of Series 2023 Bonds for redemption or(b) any Series 2023 Bond which has been selected for redemption. ARTICLE III REDEMPTION OF THE SERIES 2023 BONDS Section 3.01. Notices to Holders. If the City wishes that any Series 2023 Bonds be redeemed pursuant to any optional redemption provision in this Fourth Supplemental Indenture, the City will notify the Trustee of the applicable provision, the redemption date, the applicable Series, the maturity date, the interest rate, the CUSIP number and the principal amount of the applicable Series 2023 Bonds to be redeemed and other necessary particulars. The City will give notice to the Trustee at least thirty-five (35) days before the redemption date, provided that the Trustee may, at its option, waive such notice or accept notice at a later date. The Trustee shall give notice of redemption, in the name of the City,to Holders affected by such redemption at least thirty (30) days but not more than sixty (60) days before each redemption date, send such notice of redemption by first-class mail (or with respect to Series 2023 Bonds held by DTC, either via electronic means or by an express delivery service for delivery on the next following Business Day) to each Holder of a Series 2023 Bond to be redeemed; each such notice shall be sent to the Holder's registered address. Each notice of redemption shall specify the date of issue,the applicable Series,the maturity date, the interest rate and the CUSIP number of the applicable Series 2023 Bonds to be redeemed, if less than all Series 2023 Bonds of a Series, maturity date and interest rate are called for redemption,the numbers assigned to such Series 2023 Bonds to be redeemed,the principal amount to be redeemed,the date fixed for redemption,the redemption price,the place or places of payment, the Trustee's name, that payment will be made upon presentation and surrender of the applicable Series 2023 Bonds to be redeemed, that interest, if any, accrued to the date fixed for redemption 6 4855-0634-7339.3 and not paid will be paid as specified in said notice, and that on and after said date interest thereon will cease to accrue. The City may provide that, if at the time of mailing of notice of an optional redemption there shall not have been deposited with the Trustee moneys and/or securities sufficient to redeem all the applicable Series 2023 Bonds called for redemption, such notice may state that it is conditional,that is, subject to the deposit of the redemption moneys with the Trustee not later than one (1)Business Day prior to the scheduled redemption date, and such notice shall be of no effect unless such moneys are so deposited. In the event sufficient moneys and/or securities are not on deposit one(1)Business Day prior to the scheduled redemption date,then the redemption shall be canceled and on such cancellation date notice shall be mailed (or otherwise provided) to the Holders of such Series 2023 Bonds to be redeemed in the manner provided in this Section. Failure to give any required notice of redemption as to any particular Series 2023 Bonds will not affect the validity of the call for redemption of any Series 2023 Bonds in respect of which no failure occurs. Any notice sent as provided herein will be conclusively presumed to have been given whether or not actually received by the addressee. When notice of redemption is given, Series 2023 Bonds called for redemption become due and payable on the date fixed for redemption at the applicable redemption price. In the event that funds are deposited with the Trustee sufficient for redemption, interest on the Series 2023 Bonds to be redeemed will cease to accrue on and after the date fixed for redemption. If any Series 2023 Bonds at the time of redemption, are Book-Entry Bonds, then, at the time of the mailing required by the first paragraph of this Section, such redemption notice shall be given by (i)registered or certified mail, postage prepaid; (ii)telephonically confirmed facsimile transmission; or(iii) overnight delivery service, to: The Depository Trust Company 55 Water Street, 50th Floor New York, NY 10041-0099 Attention: Call Notification Facsimile: (212) 855-7232 Failure to give the notice described in the immediately preceding paragraph or any defect therein shall not in any manner affect the redemption of any Series 2023 Bonds. Section 3.02. Redemption Dates. The date fixed for redemption for Series 2023 Bonds to be optionally redeemed in accordance with Section 3.03 hereof will be a date designated by the City in the notice delivered pursuant to Section 3.01 hereof. The date fixed for mandatory sinking fund redemptions of the Series 2023 Term Bonds will be as set forth in Section 3.04 hereof. Section 3.03. Optional Redemption of the Series 2023 Bonds. (a) The Series 2023A Bonds maturing on or before July 1,20[9] are not subject to optional redemption prior to maturity. The Series 2023A Bonds maturing on or after July 1, 20[•] are redeemable at the option of the City on or after [July] 1, 20[•], in whole or in part at any time, from any moneys that may be provided for such purpose, at a 7 4855-0634-7339.3 redemption price equal to 100% of the principal amount of the Series 2023A Bonds to be redeemed plus accrued interest to the date fixed for redemption, without premium. (b) The Series 2023B Bonds maturing on or before July 1,20[•] are not subject to optional redemption prior to maturity. The Series 2023B Bonds maturing on or after July 1, 20[•] are redeemable at the option of the City on or after [July] 1, 20[•], in whole or in part at any time, from any moneys that may be provided for such purpose, at a redemption price equal to 100% of the principal amount of the Series 2023B Bonds to be redeemed plus accrued interest to the date fixed for redemption, without premium. Section 3.04. Mandatory Sinking Fund Redemption of the Series 2023 Term Bonds. (a) The Series 2023A Bonds maturing on July 1,20[•] are subject to mandatory sinking fund redemption in part,by lot,at a redemption price equal to 100%of the principal amount thereof, plus accrued interest thereon to the date fixed for redemption, without premium, on July 1 of the following years and in the following principal amounts: July 1 of the Year Principal Amount *Final Maturity Date (b) The Series 2023A Bonds maturing on July 1,20[•] are subject to mandatory sinking fund redemption in part,by lot,at a redemption price equal to 100%of the principal amount thereof, plus accrued interest thereon to the date fixed for redemption, without premium, on July 1 of the following years and in the following principal amounts: July 1 of the Year Principal Amount 'Final Maturity Date (d) The Series 2023B Bonds maturing on July 1,20[•] are subject to mandatory sinking fund redemption in part,by lot,at a redemption price equal to 100%of the principal 8 4855-0634-7339.3 amount thereof, plus accrued interest thereon to the date fixed for redemption, without premium, on July 1 of the following years and in the following principal amounts: July 1 of the Year Principal Amount *Final Maturity Date (e) The Series 2023B Bonds maturing on July 1,20[•] are subject to mandatory sinking fund redemption in part,by lot,at a redemption price equal to 100%of the principal amount thereof, plus accrued interest thereon to the date fixed for redemption, without premium, on July 1 of the following years and in the following principal amounts: July 1 of the Year Principal Amount *Final Maturity Date (f) Except as otherwise provided in Section 2.06 of the Master Indenture, on or before the forty-fifth (45th) day prior to any mandatory sinking fund redemption date, the Trustee shall proceed to select for redemption (by lot in such manner as the Trustee may determine), from each applicable Series 2023 Term Bonds, an aggregate principal amount of such applicable Series 2023 Term Bonds equal to the amount for such year as set forth in the appropriate table above and shall call such Series 2023 Term Bonds or portions thereof(in Authorized Denominations) for redemption and give notice of such call. (g) At the option of the City,to be exercised by delivery of a written certificate to the Trustee on or before the sixtieth (60th) day next preceding any mandatory sinking fund redemption date, it may (i) deliver to the Trustee for cancellation Series 2023 Term Bonds or portions thereof(in Authorized Denominations)purchased in the open market or otherwise acquired by the City or(ii) specify a principal amount of such Series 2023 Term Bonds or portions thereof(in Authorized Denominations) which prior to said date have been optionally redeemed and previously cancelled by the Trustee at the request of the City and not theretofore applied as a credit against any mandatory sinking fund redemption requirement. Each such Series 2023 Term Bond or portion thereof so purchased, acquired or optionally redeemed and delivered to the Trustee for cancellation shall be credited by 9 4855-0634-7339.3 the Trustee at 100% of the principal amount thereof against the obligation of the City to pay the principal of such Series 2023 Term Bond on such mandatory sinking fund redemption date. In the event the City redeems any of the Series 2023 Term Bonds pursuant to Section 3.03 hereof or purchases or acquires any of the Series 2023 Term Bonds as described in this paragraph(g),the City will provide the Trustee with revised mandatory sinking fund schedules, if applicable. Section 3.05. Payment of Series 2023 Bonds Called for Redemption. Upon surrender to the Trustee or the Trustee's agent, the Series 2023 Bonds called for redemption shall be paid at the redemption price stated in the notice, plus, when applicable, interest accrued to the date fixed for redemption. Section 3.06. Selection of Series 2023 Bonds for Redemption; Series 2023 Bonds Redeemed in Part. The Series 2023 Bonds are subject to redemption in such order of maturity date within each applicable Series (except mandatory sinking fund payments on the Series 2023 Term Bonds) as the City may direct and by lot, selected in such manner as the Trustee (or DTC, as long as DTC is the securities depository for the Series 2023 Bonds) shall deem appropriate, within a maturity date and interest rate. Upon surrender of a Series 2023 Bond to be redeemed in part only, the Trustee will authenticate for the Holder a new Series 2023 Bond of the same Series, maturity date and interest rate equal in principal amount to the unredeemed portion of the Series 2023 Bond surrendered. Section 3.07. Effect of Redemption Call. On the date so designated for redemption, notice having been given in the manner and under the conditions provided herein and sufficient moneys for payment of the redemption price being held in trust by the Trustee to pay the redemption price, interest on such Series 2023 Bonds shall cease to accrue from and after such redemption date, such Series 2023 Bonds shall cease to be entitled to any lien, benefit or security under the Master Indenture and this Fourth Supplemental Indenture and the Holders of such Series 2023 Bonds shall have no rights in respect thereof except to receive payment of the redemption price. Series 2023 Bonds which have been duly called for redemption under the provisions of this Article III and for the payment of the redemption price of which moneys shall be held in trust for the Holders of the Series 2023 Bonds to be redeemed, all as provided in this Fourth Supplemental Indenture, shall not be deemed to be Outstanding under the provisions of the Master Indenture and this Fourth Supplemental Indenture. ARTICLE IV ESTABLISHMENT OF FUNDS AND APPLICATION THEREOF Section 4.01. Establishment of Funds and Accounts. The following funds and accounts are hereby established: (a) Salt Lake City, Utah, Airport Revenue Bonds, Series 2023A Debt Service Fund(the"Series 2023A Debt Service Fund") and therein an Interest Account, a Principal Account and a Redemption Account, to be held by the Trustee; 10 4855-0634-7339.3 (b) Salt Lake City, Utah, Airport Revenue Bonds, Series 2023B Debt Service Fund(the"Series 2023B Debt Service Fund") and therein an Interest Account, a Principal Account and a Redemption Account, to be held by the Trustee; (c) Salt Lake City,Utah,Airport Revenue Bonds, Series 2023 Costs of Issuance Fund(the"Series 2023 Costs oflssuance Fund")and therein(i)the Salt Lake City, Utah, Airport Revenue Bonds, Series 2023A Costs of Issuance Account(the"Series 2023A Costs of Issuance Account"), and (ii) the Salt Lake City, Utah, Airport Revenue Bonds, Series 2023B Costs of Issuance Account (the "Series 2023B Costs of Issuance Account'), to be held by the City; (d) Salt Lake City, Utah, Airport Revenue Bonds, Series 2023A Construction Fund(the "Series 2023A Construction Fund"), to be held by the City; and (e) Salt Lake City, Utah, Airport Revenue Bonds, Series 2023B Construction Fund(the "Series 2023B Construction Fund"), to be held by the City. Section 4.02. Application of Series 2023A Bond Proceeds. The proceeds of the sale of the Series 2023A Bonds,in the amount of$[•]] (which sum represents the par amount of the Series 2023A Bonds of$[PARA].00, plus an original issue premium in the amount of$[•] and less an underwriters' discount in the amount of$[•]), received by the Trustee ($[•] was received by the Trustee)and the City($[•]was received by the City)shall be deposited by the Trustee and the City as follows: (a) $[•] of the amount received by the Trustee,representing Capitalized Interest on the Series 2023A Bonds, shall be deposited by the Trustee into the Interest Account of the Series 2023A Debt Service Fund to be used to pay the interest due and payable on the Series 2023A Bonds on the following dates and in the following amounts: Interest Payment Amount to be Used to Date Pay Interest (b) $[•] of the amount received by the Trustee shall be deposited by the Trustee into the Common Debt Service Reserve Fund; 11 4855-0634-7339.3 (c) $[•] of the amount received by the City shall be deposited by the City into the Series 2023A Costs of Issuance Account to be used to pay the Costs of Issuance of the Series 2023A Bonds; and (d) $[•] of the amount received by the City shall be deposited by the City into the Series 2023A Construction Fund to be used to pay the Costs of the Series 2023A Projects. Section 4.03. Application of Series 2023B Bond Proceeds. The proceeds of the sale of the Series 2023B Bonds, in the amount of$[•] (which sum represents the par amount of the Series 2023B Bonds of$[PARB].00, plus an original issue premium in the amount of$[•], and less an underwriters' discount in the amount of$[•]), received by the Trustee ($[•] was received by the Trustee)and the City($[•]was received by the City)shall be deposited by the Trustee and the City as follows: (a) $[•] of the amount received by the Trustee,representing Capitalized Interest on the Series 2023B Bonds, shall be deposited by the Trustee into the Interest Account of the Series 2023B Debt Service Fund to be used to pay the interest due and payable on the Series 2023B Bonds on the following dates and in the following amounts: Interest Payment Amount to be Used to Date Pay Interest (b) $[•] of the amount received by the Trustee shall be deposited by the Trustee into the Common Debt Service Reserve Fund; (c) $[•] of the amount received by the City shall be deposited by the City into the Series 2023B Costs of Issuance Account to be used to pay the Costs of Issuance of the Series 2023B Bonds; and (d) $[•] of the amount received by the City shall be deposited by the City into the Series 2023B Construction Fund to be used to pay the Costs of the Series 2023B Projects. 12 4855-0634-7339.3 Section 4.04. Series 2023A Debt Service Fund. The Trustee shall make deposits into the Series 2023A Debt Service Fund as follows: (a) Interest Account. The Trustee shall deposit into the Interest Account the amount as provided in Section 4.02(a)hereof and shall, thereafter, deposit into the Interest Account the amounts received from the City, as provided in the Master Indenture, to be used to pay interest on the Series 2023A Bonds. The Trustee shall also deposit into the Interest Account any other amounts deposited with the Trustee for deposit in the Interest Account or transferred from other Funds and Accounts for deposit therein. All amounts held at any time in the Interest Account shall be held on a priority basis for the ratable security and payment of interest due on the Series 2023A Bonds in accordance with their terms. Earnings on amounts representing Capitalized Interest on deposit in the Interest Account shall be retained in the Interest Account until the Series 2023A Projects are completed. On [•], 20[•], any amounts representing Capitalized Interest, and any earnings thereon, remaining on deposit in the Interest Account shall be transferred to the Series 2023A Construction Fund. Earnings on all other amounts in the Interest Account (other than earnings on amounts representing Capitalized Interest) shall be withdrawn and paid to the City on the Business Day following an Interest Payment Date for deposit into the Revenue Account unless an Event of Default exists under the Master Indenture, in which event the earnings shall be retained in the Interest Account. (b) Principal Account. The Trustee shall deposit into the Principal Account the amounts received from the City, as provided in the Master Indenture,to be used to pay the principal of the Series 2023A Bonds whether at maturity or by mandatory sinking fund redemption as provided in Section 3.04 hereof. The Trustee shall also deposit into the Principal Account any other amounts deposited with the Trustee for deposit into the Principal Account or transferred from other Funds and Accounts for deposit therein. On or about each July 15, earnings on amounts in the Principal Account shall be withdrawn by the Trustee and paid to the City for deposit into the Revenue Account unless an Event of Default exists under the Master Indenture, in which event the earnings shall be retained in the Principal Account. (c) Redemption Account. The Trustee shall deposit into the Redemption Account amounts received from the City as provided in the Master Indenture to be used to pay the redemption price of Series 2023A Bonds being redeemed as provided in Section 3.03 hereof. The Trustee shall also deposit into the Redemption Account any other amounts deposited with the Trustee for deposit into the Redemption Account or transferred from other Funds and Accounts for deposit therein. Earnings on the Redemption Account shall be withdrawn and paid to the City on the Business Day following a redemption date for deposit into the Revenue Account unless an Event of Default exists under the Master Indenture, in which event the earnings shall be retained in the Redemption Account. 13 4855-0634-7339.3 The Series 2023A Debt Service Fund shall be invested and reinvested by the Trustee as directed by an Authorized City Representative in Permitted Investments. Section 4.05. Series 2023A Construction Fund. (a) There shall be deposited into the Series 2023A Construction Fund the amounts as provided in Section 4.02(d) hereof, any amounts transferred from the Interest Account of the Series 2023A Debt Service Fund representing Capitalized Interest and earnings thereon as described in Section 4.04(a) hereof, and any earnings from the Series 2023A Costs of Issuance Account as described in Section 4.08(d)hereof. (b) The City shall apply amounts on deposit in the Series 2023A Construction Fund to pay the Costs of the Series 2023A Projects and will expend amounts on deposit in the Series 2023A Construction Fund only in accordance with and subject to the limitations set forth in the Tax Certificate. Amounts on deposit in the Series 2023A Construction Fund shall not be used to pay Costs of Issuance. The City shall maintain records of all expenditures made from the Series 2023A Construction Fund, which records shall include (i)the name of each entity to which payment was made, (ii) the applicable amount paid to such entity, and(iii)the applicable Series 2023A Projects for which such payment relates. (c) Moneys held in the Series 2023A Construction Fund shall be invested and reinvested in Permitted Investments as directed by an Authorized City Representative. Earnings on the Series 2023A Construction Fund shall be retained in the Series 2023A Construction Fund. (d) The completion of the Series 2023A Projects shall be evidenced by the filing with the Trustee of a certificate of an Authorized City Representative stating either (i)the date of completion of the Series 2023A Projects and the amount, if any, required in the opinion of such Authorized City Representative for the payment of any remaining part of the Costs of the Series 2023A Projects or (ii) that all amounts in the Series 2023A Construction Fund have been disbursed or expenses in respect thereof have been incurred. Any amount remaining in the Series 2023A Construction Fund following the delivery of such certificate, except for amounts required for the payment of any remaining part of the Costs of the Series 2023A Projects, or upon the determination of the City not to proceed with all or a portion of the Series 2023A Projects, may, at the determination of the City,be applied to any other lawful purpose. As a condition to the disbursement of funds for a purpose other than the financing of the Series 2023A Projects, an opinion of Bond Counsel shall be delivered to the City and the Trustee that the purpose for which such funds are to be used is a lawful purpose for which such proceeds may be used under the Act and that such use shall not result in the inclusion of interest on any Series 2023A Bonds in gross income of the recipient thereof for federal income tax purposes. Section 4.06. Series 2023B Debt Service Fund. The Trustee shall make deposits into the Series 2023B Debt Service Fund as follows: (a) Interest Account. The Trustee shall deposit into the Interest Account the amount as provided in Section 4.03(a)hereof and shall, thereafter, deposit into the Interest 14 4855-0634-7339.3 Account the amounts received from the City, as provided in the Master Indenture, to be used to pay interest on the Series 2023B Bonds. The Trustee shall also deposit into the Interest Account any other amounts deposited with the Trustee for deposit in the Interest Account or transferred from other Funds and Accounts for deposit therein. All amounts held at any time in the Interest Account shall be held on a priority basis for the ratable security and payment of interest due on the Series 2023B Bonds in accordance with their terms. Earnings on amounts representing Capitalized Interest on deposit in the Interest Account shall be retained in the Interest Account until the Series 2023B Projects are completed. On [•], [•], any amounts representing Capitalized Interest, and any earnings thereon, remaining on deposit in the Interest Account shall be transferred to the Series 2023B Construction Fund. Earnings on all other amounts in the Interest Account (other than earnings on amounts representing Capitalized Interest) shall be withdrawn and paid to the City on the Business Day following an Interest Payment Date for deposit into the Revenue Account unless an Event of Default exists under the Master Indenture, in which event the earnings shall be retained in the Interest Account. (b) Principal Account. The Trustee shall deposit into the Principal Account the amounts received from the City, as provided in the Master Indenture,to be used to pay the principal of the Series 2023B Bonds whether at maturity or by mandatory sinking fund redemption as provided in Section 3.04 hereof. The Trustee shall also deposit into the Principal Account any other amounts deposited with the Trustee for deposit into the Principal Account or transferred from other Funds and Accounts for deposit therein. On or about each July 15, earnings on amounts in the Principal Account shall be withdrawn by the Trustee and paid to the City for deposit into the Revenue Account unless an Event of Default exists under the Master Indenture, in which event the earnings shall be retained in the Principal Account. (c) Redemption Account. The Trustee shall deposit into the Redemption Account amounts received from the City as provided in the Master Indenture to be used to pay the redemption price of Series 2023B Bonds being redeemed as provided in Section 3.03 hereof. The Trustee shall also deposit into the Redemption Account any other amounts deposited with the Trustee for deposit into the Redemption Account or transferred from other Funds and Accounts for deposit therein. Earnings on the Redemption Account shall be withdrawn and paid to the City on the Business Day following a redemption date for deposit into the Revenue Account unless an Event of Default exists under the Master Indenture, in which event the earnings shall be retained in the Redemption Account. The Series 2023B Debt Service Fund shall be invested and reinvested by the Trustee directed by an Authorized City Representative in Permitted Investments. 15 4855-0634-7339.3 Section 4.07. Series 2023B Construction Fund. (a) There shall be deposited into the Series 2023B Construction Fund the amounts as provided in Section 4.03(d) hereof, any amounts transferred from the Interest Account of the Series 2023B Debt Service Fund representing Capitalized Interest and earnings thereon as described in Section 4.06(a) hereof, and any earnings from the Series 2023B Costs of Issuance Account as described in Section 4.08(e)hereof. (b) The City shall apply amounts on deposit in the Series 2023B Construction Fund to pay the Costs of the Series 2023B Projects and will expend amounts on deposit in the Series 2023B Construction Fund only in accordance with and subject to the limitations set forth in the Tax Certificate. Amounts on deposit in the Series 2023B Construction Fund shall not be used to pay Costs of Issuance. The City shall maintain records of all expenditures made from the Series 2023B Construction Fund, which records shall include (i)the name of each entity to which payment was made, (ii) the applicable amount paid to such entity, and(iii)the applicable Series 2023B Projects for which such payment relates. (c) Moneys held in the Series 2023B Construction Fund shall be invested and reinvested in Permitted Investments as directed by an Authorized City Representative. Earnings on the Series 2023B Construction Fund shall be retained in the Series 2023B Construction Fund. (d) The completion of the Series 2023B Projects shall be evidenced by the filing with the Trustee of a certificate of an Authorized City Representative stating either(i) the date of completion of the Series 2023B Projects and the amount, if any, required in the opinion of such Authorized City Representative for the payment of any remaining part of the Costs of the Series 2023B Projects or (ii) that all amounts in the Series 2023B Construction Fund have been disbursed or expenses in respect thereof have been incurred. Any amount remaining in the Series 2023B Construction Fund following the delivery of such certificate, except for amounts required for the payment of any remaining part of the Costs of the Series 2023B Projects, or upon the determination of the City not to proceed with all or a portion of the Series 2023B Projects, may, at the determination of the City,be applied to any other lawful purpose. As a condition to the disbursement of funds for a purpose other than the financing of the Series 2023B Projects, an opinion of Bond Counsel shall be delivered to the City and the Trustee that the purpose for which such funds are to be used is a lawful purpose for which such proceeds may be used under the Act and that such use shall not result in the inclusion of interest on any Series 2023B Bonds in gross income of the recipient thereof for federal income tax purposes. Section 4.08. Series 2023 Costs of Issuance Fund. (a) There shall be deposited into the respective Accounts within the Series 2023 Costs of Issuance Fund the amounts as provided in Sections 4.02(c) and 4.03(c hereof. (b) The City shall apply amounts on deposit in the Series 2023 Costs of Issuance Fund to pay Costs of Issuance of the Series 2023 Bonds and will expend amounts on deposit in the Series 2023 Costs of Issuance Fund only in accordance with and subject 16 4855-0634-7339.3 to the limitations set forth in the Tax Certificate. The City shall maintain records of all expenditures made from the Series 2023 Costs of Issuance Fund, which records shall include (i)the name of each entity to which payment was made, (ii)the applicable amount paid to such entity, (iii)the Account in the Series 2023 Costs of Issuance Fund from which such payment was made, and (iv) a description of the Costs of Issuance represented by such payment. (c) Moneys held in the Series 2023 Costs of Issuance Fund shall be invested and reinvested in Permitted Investments as directed by an Authorized City Representative. (d) Earnings on the Series 2023A Costs of Issuance Account shall be deposited into the Series 2023A Construction Fund. Any amounts remaining in the Series 2023A Costs of Issuance Account on [•], 2024 shall be transferred to the Series 2023A Construction Fund and the Series 2023A Costs of Issuance Account shall be closed. (e) Earnings on the Series 2023B Costs of Issuance Account shall be deposited into the Series 2023B Construction Fund. Any amounts remaining in the Series 2023B Costs of Issuance Account on [•], 2024 shall be transferred to the Series 2023B Construction Fund and the Series 2023B Costs of Issuance Account shall be closed. Section 4.09. Common Debt Service Reserve Fund. The City hereby elects to have the Series 2023 Bonds participate in the Common Debt Service Reserve Fund established pursuant to the Master Indenture. As provided in Sections 4.02(b) and 4.03(b) hereto, at the time of the sale of the Series 2023 Bonds, a portion of the proceeds of the Series 2023 Bonds shall be deposited into the Common Debt Service Reserve Fund so that such amount on deposit in the Common Debt Service Reserve Fund will be equal to the Reserve Requirement for the Common Debt Service Reserve Fund. At the time of issuance of the Series 2023 Bonds,the Reserve Requirement for the Common Debt Service Reserve Fund shall be $[•]. Section 4.10. Sources of Payment of the Series 2023 Bonds. The Series 2023 Bonds shall be secured by and payable, on parity with all Outstanding Bonds, from the Net Revenues and other security provided in the Granting Clauses of the Master Indenture and this Fourth Supplemental Indenture and in accordance with the terms of the Master Indenture and this Fourth Supplemental Indenture. The City may, but is not obligated to, provide for the payment of the principal of and interest on the Series 2023 Bonds from any other source or from any other funds of the Department. Section 4.11. Perfection of Security Interest. (a) The Master Indenture and this Fourth Supplemental Indenture create a valid and binding pledge and assignment of and security interest in all of the Net Revenues pledged under the Master Indenture and this Fourth Supplemental Indenture in favor of the Trustee as security for payment of the Series 2023 Bonds, enforceable by the Trustee in accordance with the terms thereof. (b) Under the laws of the State, such pledge and assignment and security interest is automatically perfected by Section 11-14-501, Utah Code Annotated 1953, as 17 4855-0634-7339.3 amended, and is and shall have priority as against all parties having claims of any kind in tort, contract, or otherwise hereafter imposed on the Net Revenues. ARTICLE V TAX COVENANTS Section 5.01. Series 2023 Rebate Fund. The City hereby agrees that it will execute the Tax Certificate and will, pursuant to the provisions of the Tax Certificate, cause the Series 2023 Rebate Fund to be established at such times, if any, as provided for in the Tax Certificate, which fund will be funded if so required under the Tax Certificate and amounts in such Series 2023 Rebate Fund shall be held and disbursed in accordance with the Tax Certificate. Section 5.02. Preservation of Tax Exemption. (a) The City shall comply with the covenants and agreements set forth in the Tax Certificate. (b) The City shall not use or permit the use of any proceeds of Series 2023 Bonds or any other funds of the City held by the Trustee under the Master Indenture and this Fourth Supplemental Indenture, directly or indirectly, to acquire any securities or obligations, and shall not use or permit the use of any amounts received by the City or the Trustee with respect to the Series 2023 Bonds in any manner, and shall not take or permit to be taken any other action or actions, which would cause any Series 2023 Bond to be "federally guaranteed"within the meaning of Section 149(b) of the Code or an "arbitrage bond" within the meaning of Section 148 of the Code and applicable regulations promulgated from time to time thereunder and under Section 103(c)of the Code. The City shall observe and not violate the requirements of Section 148 of the Code and any such applicable regulations. In the event the City is of the opinion that it is necessary to restrict or limit the yield on the investment of money held by the Trustee, or to use such money in certain manners, in order to avoid the Series 2023 Bonds being considered "arbitrage bonds" within the meaning of Section 148 of the Code and the regulations thereunder as such may be applicable to the Series 2023 Bonds at such time, the City shall issue to the Trustee a certificate to such effect together with appropriate instructions, in which event the Trustee shall take such action as it is directed to take to use such money in accordance with such certificate and instructions, irrespective of whether the Trustee shares such opinion. (c) The City shall at all times do and perform all acts and things permitted by law and this Fourth Supplemental Indenture which are necessary or desirable in order to assure that interest paid on the Series 2023 Bonds will not be included in gross income for federal income tax purposes and shall take no action that would result in such interest being included in gross income for federal income tax purposes (other than interest paid to holders of the Series 2023A Bonds that are a"substantial user"of the facilities financed or refinanced with the Series 2023A Bonds or a "related person" within the meaning of Section 147(a)of the Code)and shall take no action that would result in such interest being included in gross income for federal income tax purposes (other than interest paid to 18 4855-0634-7339.3 holders of the Series 2023A Bonds that are a"substantial user"of the facilities financed or refinanced with the Series 2023A Bonds or a "related person" within the meaning of Section 147(a) of the Code). ARTICLE VI MISCELLANEOUS Section 6.01. Parties in Interest. Except as otherwise specifically provided herein, nothing in this Fourth Supplemental Indenture expressed or implied is intended or shall be construed to confer upon any person, firm or corporation other than the City, the Trustee, the Paying Agent and the Holders of the Series 2023 Bonds any right, remedy or claim under or by reason of this Fourth Supplemental Indenture or any covenant, condition or stipulation hereof, and all covenants, stipulations, promises and agreements in this Fourth Supplemental Indenture contained by and on behalf of the City shall be for the sole and exclusive benefit of the City, the Trustee and the Holders of the Series 2023 Bonds. Section 6.02. Continuing Disclosure. The City hereby covenants and agrees that it will comply with and carry out all of the provisions of the Continuing Disclosure Agreement. Notwithstanding any other provision of this Fourth Supplemental Indenture, failure of the City to comply with its obligations set forth in the Continuing Disclosure Agreement shall not constitute an Event of Default(as specified in Article VIII of the Master Indenture); provided,however, that any participating underwriter for the Series 2023 Bonds or any Holder or beneficial owner of the Series 2023 Bonds may take such actions as may be necessary and appropriate to compel performance by the City of its obligations under this Section,including seeking mandate or specific performance by court order. Section 6.03. Severability. In case any one or more of the provisions of this Fourth Supplemental Indenture, or of any Series 2023 Bonds issued hereunder shall, for any reason, be held to be illegal or invalid, such illegality or invalidity shall not affect any other provisions of this Fourth Supplemental Indenture or of the Series 2023 Bonds, and this Fourth Supplemental Indenture and any Series 2023 Bonds issued hereunder shall be construed and enforced as if such illegal or invalid provisions had not been contained herein or therein. Section 6.04. No Personal Liability of Mayor, City Council Members or City Officials; Limited Liability of City to Bondholders. No covenant or agreement contained in the Series 2023 Bonds or in this Fourth Supplemental Indenture shall be deemed to be the covenant or agreement of any present or future Mayor,Council member, official, officer, agent or employee of the City, the Department of Airports or the Airport System, in their individual capacity, and neither the members of the Council, the officers and employees of the City, nor any person executing the Series 2023 Bonds shall be liable personally on the Series 2023 Bonds or be subject to any personal liability or accountability by reason of the issuance thereof. Section 6.05. Execution of Instruments; Proof of Ownership. Any request, direction, consent or other instrument in writing required or permitted by this Fourth Supplemental Indenture to be signed or executed by the Holders of the Series 2023 Bonds or on their behalf by an attorney-in-fact may be in any number of concurrent instruments of similar tenor and may be 19 4855-0634-7339.3 signed or executed by such Holders in person or by an agent or attorney-in-fact appointed by an instrument in writing or as provided in the Series 2023 Bonds. Proof of the execution of any such instrument and of the ownership of Series 2023 Bonds shall be sufficient for any purpose of this Fourth Supplemental Indenture and shall be conclusive in favor of the Trustee with regard to any action taken by it under such instrument if made in the following manner: (a) The fact and date of the execution by any person of any such instrument may be proved by the certificate of any officer in any jurisdiction who,by the laws thereof, has power to take acknowledgments within such jurisdiction, to the effect that the person signing such instrument acknowledged before him the execution thereof, or by an affidavit of a witness to such execution. (b) The ownership of Series 2023 Bonds shall be proved by the registration books kept under the provisions of Section 2.04 of the Master Indenture. Nothing contained in this Section 6.05 shall be construed as limiting the Trustee to such proof. The Trustee may accept any other evidence of matters herein stated which it may deem sufficient. Any request, consent of, or assignment by any Holder of the Series 2023 Bonds shall bind every future Holder of the same Series 2023 Bonds or any Series 2023 Bonds issued in lieu thereof in respect of anything done by the Trustee or the City in pursuance of such request or consent. Section 6.06. System of Registration. The Master Indenture and this Fourth Supplemental Indenture shall constitute a system of registration within the meaning and for all purposes of the Registered Public Obligations Act, Chapter 7 of Title 15, Utah Code Annotated 1953, as amended. Section 6.07. Plan of Financing. The Master Indenture and this Fourth Supplemental Indenture shall constitute a plan of financing within the meaning and for all purposes of the Act. Section 6.08. Governing Law. The laws of the State shall govern the construction and enforcement of this Fourth Supplemental Indenture and of all of the Series 2023 Bonds issued hereunder. Section 6.09. Notices. Except as otherwise provided in this Fourth Supplemental Indenture, all notices, certificates, requests, requisitions or other communications by the City, the Trustee,the Paying Agent or the Registrar pursuant to this Fourth Supplemental Indenture shall be in writing and shall be sufficiently given and shall be deemed given when mailed by registered mail, postage prepaid, addressed as follows: if to the City, to the Salt Lake City Department of Airports, Attention: Chief Financial Officer, by delivery or by mail, P.O. Box 145550, Salt Lake City, Utah, 84114-5550, with a copy to the City Attorney at the same address; if to the Trustee, the Paying Agent and the Registrar to Wilmington Trust, National Association 650 Town Center Drive, Suite 600, Costa Mesa, California 92626, Attention: Corporate Trust Department. Any of the foregoing may, by notice given hereunder to each of the others, designate any further or different addresses to which subsequent notices, certificates, requests or other communications shall be sent hereunder. 20 4855-0634-7339.3 Section 6.10. 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 Fourth Supplemental Indenture, shall not be a Business Day, such payment may, unless otherwise provided in this Fourth Supplemental Indenture, 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 nominal date provided in this Indenture;provided that no interest shall accrue between the scheduled date of payment and the actual date of payment. Section 6.11. Counterparts. This Fourth Supplemental Indenture may be signed in several counterparts. Each will be an original, but all of them together constitute the same instrument. Pursuant to the Uniform Electronic Transactions Act, Title 46, Chapter 4 of the Utah Code Annotated 1953, as amended, the City and the Trustee hereby agree and consent to the use of electronic signatures and electronic records in connection with the Series 2023 Bonds; provided, however,that such consent and agreement only permits the use of,but does not require, electronic signatures or electronic records, including on documents delivered in counterparts. Section 6.12. Representation Regarding Ethical Standards for City Officers and Employees and Former City Officers and Employees. The Trustee represents that it has not: (a)provided an illegal gift or payoff to a City officer or employee or former City officer or employee, or his or her relative or business entity; (b) retained any person to solicit or secure the Trustee's appointment under this Fourth Supplemental Indenture upon an agreement or understanding for a commission, percentage, brokerage or contingent fee, other than bona fide employees or bona fide commercial selling agencies for the purpose of securing business; (c)knowingly breached any of the ethical standards set forth in the City's conflict of interest ordinance, Chapter 2.44 of the City Code; or (d) knowingly influenced, and hereby promises that it will not knowingly influence, a City officer or employee or former City officer or employee to breach any of the ethical standards set forth in the City's conflict of interest ordinance, Chapter 2.44 of the City Code. [Remainder of page intentionally left blank; signature page follows] 21 4855-0634-7339.3 IN WITNESS WHEREOF, the parties hereto have caused this Fourth Supplemental Trust Indenture to be duly executed, all as of the date first above written. SALT LAKE CITY, UTAH By Mayor Attest: By City Recorder [SEAL] Approved as to form: By Senior City Attorney WILMINGTON TRUST,NATIONAL ASSOCIATION, as Trustee By Authorized Representative [Signature page to Fourth Supplemental Trust Indenture] S-1 4855-0634-7339.3 EXHIBIT A FORM OF SERIES 2023 BOND UNLESS THIS BOND IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AS DEFINED IN THE HEREINAFTER DEFINED INDENTURE) TO THE TRUSTEE (AS HEREINAFTER DEFINED) FOR REGISTRATION OF, TRANSFER, EXCHANGE, OR PAYMENT,AND ANY SERIES 2023[A/B] BOND ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN. REGISTERED REGISTERED No. R- Principal Amount: $ UNITED STATES OF AMERICA STATE OF UTAH SALT LAKE CITY,UTAH AIRPORT REVENUE BOND SERIES 2023[A/B] [(AMT)/(Non-AMT)] Interest Rate Maturity Date Original Dated Date CUSIP % July 1, 20_ [•], 2023 795576 Registered Owner: Principal Amount: KNOW ALL MEN BY THESE PRESENTS that Salt Lake City,Utah(the "City"), a duly organized and existing municipal corporation and political subdivision of the State of Utah (the "State"), acknowledges itself indebted and for value received hereby promises to pay, in the manner and from the source hereinafter provided, to the Registered Owner identified above, or registered assigns, on the Maturity Date identified above, unless this Bond shall have been called for redemption and payment of the redemption price shall have been duly made or provided for, upon presentation and surrender hereof, the principal amount identified above, and to pay, in the manner and from the source hereinafter provided, to the Registered Owner hereof interest on the balance of said principal amount from time to time remaining unpaid from the Interest Payment Date next preceding the date of registration and authentication of this Bond, unless this Bond is registered and authenticated as of an Interest Payment Date, in which event this Bond shall bear interest from such Interest Payment Date, or unless this Bond is registered and authenticated prior 4855-0634-7339.3 to the first Interest Payment Date, in which event this Bond shall bear interest from the Original Dated Date specified above, or unless, as shown by the records of the hereinafter referred to Trustee,interest on the hereinafter referred to Series 2023[A/B] Bonds shall be in default,in which event this Bond shall bear interest from the date to which interest has been paid in full, at the rate per annum specified above (calculated on the basis of a year of 360 days comprised of twelve 30- day months), payable in each year on January 1 and July 1, beginning [January] 1, 2024, until payment in full of such principal amount,except as the provisions hereinafter set forth with respect to redemption prior to maturity may become applicable hereto. This Bond, as to principal and redemption price when due, will be payable at the principal corporate trust operations office of Wilmington Trust, National Association, as paying agent of the City, or its successor as such paying agent,in any coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts;provided,however,that payment of the interest hereon shall be made to the Registered Owner hereof and shall be paid by check or draft mailed to the person who is the Registered Owner as of the applicable Record Date at his address as it appears on the registration books of the Trustee or at such other address as is furnished in writing by such registered owner to the Trustee prior to the Record Date. Notwithstanding the previous sentence, if this Bond is a Book-Entry Bond, as defined in the hereinafter defined Master Indenture, principal, redemption price and interest will be paid as provided in Section 2.06 of the Master Indenture. The Record Date for a January 1 payment is the preceding December 15, and the Record Date for a July 1 payment is the preceding June 15. All capitalized terms not defined herein shall have the meanings set forth in the hereinafter defined Indenture. THIS BOND IS A LIMITED OBLIGATION OF THE CITY, PAYABLE SOLELY FROM AND SECURED BY A PLEDGE OF NET REVENUES DERIVED BY THE CITY FROM THE OPERATIONS OF THE AIRPORT SYSTEM AND CERTAIN FUNDS AND ACCOUNTS. NONE OF THE PROPERTIES OF THE AIRPORT SYSTEM ARE SUBJECT TO ANY MORTGAGE OR OTHER LIEN FOR THE BENEFIT OF THE OWNERS OF THE BONDS, AND NEITHER THE FULL FAITH AND CREDIT NOR THE TAXING POWER OF THE CITY,THE STATE OR ANY POLITICAL SUBDIVISION OR AGENCY OF THE STATE IS PLEDGED TO THE PAYMENT OF THE PRINCIPAL OF, PREMIUM, IF ANY, OR INTEREST ON THE BONDS. This Bond and the issue of Bonds of which it is a part are issued in conformity with and after full compliance with the Constitution of the State of Utah and pursuant to the provisions of the Local Government Bonding Act,Title 11, Chapter 14,Utah Code Annotated 1953,as amended (the"Act"), and all other laws applicable thereto. This Bond is a limited obligation of the City and is one of the Airport Revenue Bonds of the City (the "Bonds") issued under and by virtue of the Act and under and pursuant to a Master Trust Indenture, dated as of February 1, 2017 (the "Master Indenture"), by and between the City and Wilmington Trust, National Association, as trustee (said trustee and any successor thereto under the Master Indenture being herein referred to as the "Trustee"), and as supplemented by a Fourth Supplemental Trust Indenture, dated as of [•] 1, 2023 (the "Fourth Supplemental Indenture,"and together with the Master Indenture,the"Indenture"),by and between the City and the Trustee, for the purpose of financing or refinancing costs of certain capital improvements to the Salt Lake City International Airport, funding a debt service reserve fund and paying all expenses incident thereto and to the issuance of the Series 2023[A/B] Bonds described below. A-2 4855-0634-7339.3 As provided in the Master Indenture, Bonds may be issued from time to time in one or more series in various principal amounts, may mature at different times, may bear interest at different rates, and may otherwise vary as provided in the Master Indenture, and the aggregate principal amount of Bonds which may be issued is not limited. All Bonds issued and to be issued under the Master Indenture are and will be equally and ratably secured by the pledge and covenants made therein, except as otherwise expressly provided or permitted in or pursuant to the Master Indenture. This Bond is one of a Series of Bonds designated as "Airport Revenue Bonds, Series 2023[A/B] [(AMT)/(Non-AMT)]" (the "Series 2023[A/B] Bonds"), issued in the aggregate principal amount of$[[PARA]/[PARB]],dated as of the Original Dated Date identified above, and duly issued under and by virtue of the Act and under and pursuant to the Indenture. Copies of the Indenture are on file at the office of the City Recorder in Salt Lake City,Utah, and at the principal corporate trust office of the Trustee, in Costa Mesa, California, and reference to the Indenture and the Act is made for a description of the pledge and covenants securing the Series 2023[A/B]Bonds, the nature, manner and extent of enforcement of such pledge and covenants, the terms and conditions upon which the Series 2023[A/B] Bonds are issued and additional Bonds may be issued thereunder, and a statement of the rights, duties, immunities and obligations of the City and of the Trustee. Such pledge and other obligations of the City under the Indenture may be discharged at or prior to the maturity or redemption of the Series 2023[A/B]Bonds upon the making of provision for the payment thereof on the terms and conditions set forth in the Indenture. Simultaneously with the issuance of the Series 2023[A/B] Bonds, the City is issuing $[[PARA]/[PARB]] of its Airport Revenue Bonds, Series 2023[A/B] [(AMT)/(Non-AMT)] (the "Series 2023[A/B] Bonds") under the Indenture. Additionally, the City has previously issued (a) $826,210,000 aggregate principal amount of its Airport Revenue Bonds, Series 2017A(AMT) (the"Series 2017A Bonds"), (b) $173,790,000 aggregate principal amount of its Airport Revenue Bonds, Series 2017B (Non-AMT)(the"Series 2017B Bonds,"and together with the Series 2017A Bonds, the "Series 2017 Bonds"), (c) $753,855,000 aggregate principal amount of its Airport Revenue Bonds, Series 2018A (AMT) (the "Series 2018A Bonds"), (d) $96,695,000 aggregate principal amount of its Airport Revenue Bonds, Series 2018B (Non-AMT) (the "Series 2018B Bonds," and together with the Series 2018A Bonds, the "Series 2018 Bonds"), (e) $776,925,000 aggregate principal amount of its Airport Revenue Bonds, Series 2021A (AMT) (the "Series 2021A Bonds"), and (f) $127,645,000 aggregate principal amount of its Airport Revenue Bonds, Series 2021B (Non-AMT)(the"Series 2021B Bonds,"and together with the Series 2021A Bonds, the "Series 2021 Bonds"), under the Master Indenture. The Series 2023 Bonds, the Series 2017 Bonds, the Series 2018 Bonds and the Series 2021 Bonds are equally and ratably secured under the Master Indenture. The Master Indenture also provides for the incurrence of additional debt, including the issuance of additional bonds, to be secured under the Master Indenture equally and ratably with the Series 2023[A/B] Bonds,the Series 2023[A/B] Bonds,the Series 2017 Bonds,the Series 2018 Bonds and the Series 2021 Bonds. The Series 2023[A/B] Bonds maturing on or before July 1,20[•] are not subject to optional redemption prior to maturity. The Series 2023[A/B] Bonds maturing on or after July 1, 20[•] are redeemable at the option of the City on or after July 1, 20[•], in whole or in part at any time, from any moneys that may be provided for such purpose and at a redemption price equal to 100%of the A-3 4855-0634-7339.3 principal amount of the Series 2023[A/B] Bonds to be redeemed plus accrued interest to the date fixed for redemption, without premium. [The Series 2023A Bonds with a stated Maturity Date of July 1, 20[9] will be subject to mandatory sinking fund redemption on July 1, 20[•] and each July 1, thereafter, to and including July 1, 20[•] in accordance with the terms of a mandatory sinking fund redemption schedule set forth in the Fourth Supplemental Indenture.] [The Series 2023A Bonds with a stated Maturity Date of July 1, 20[•] will be subject to mandatory sinking fund redemption on July 1, 20[•] and each July 1, thereafter, to and including July 1, 20[•] in accordance with the terms of a mandatory sinking fund redemption schedule set forth in the Fourth Supplemental Indenture.] [The Series 2023B Bonds with a stated Maturity Date of July 1, 20[•] will be subject to mandatory sinking fund redemption on July 1, 20[•] and each July 1, thereafter, to and including July 1, 20[•] in accordance with the terms of a mandatory sinking fund redemption schedule set forth in the Fourth Supplemental Indenture.] [The Series 2023B Bonds with a stated Maturity Date of July 1, 20[•] will be subject to mandatory sinking fund redemption on July 1, 20[•] and each July 1, thereafter, to and including July 1, 20[•] in accordance with the terms of a mandatory sinking fund redemption schedule set forth in the Fourth Supplemental Indenture.] The Series 2023[A/B] Bonds are available in Authorized Denominations of $5,000 of original principal amount and integral multiples thereof. A holder may transfer or exchange Series 2023[A/B] Bonds in accordance with the Indenture. The Trustee may require a holder, among other things,to furnish appropriate endorsements and transfer documents and to pay any taxes and fees required by law or permitted by the Master Indenture. The Registered Owner of this Bond shall be treated as the owner of it for all purposes. If money for the payment of principal or interest remains unclaimed for two years, the Trustee will pay the money to or for the account of the City. After that, holders entitled to the money must look only to the City and not to the Trustee for payment. If the City at any time deposits with the Trustee money or Government Obligations as described in the Master Indenture sufficient to pay at maturity principal of and interest on the Outstanding Series 2023[A/B] Bonds, and if the City also pays all other sums then payable by the City under the Master Indenture, the Master Indenture will be discharged. After discharge, Bondholders must look only to the deposited money and securities for payment. If the City at any time deposits with the Trustee money or Government Obligations as described in the Master Indenture sufficient to pay at maturity, principal of and interest on all or any portion of the Outstanding Series 2023[A/B] Bonds, such Series 2023[A/B] Bonds, with respect to which the deposit was made, shall no longer be deemed to be Outstanding and shall no longer be secured by the Master Indenture except to the extent of the funds set aside therefor. A-4 4855-0634-7339.3 The Master Indenture,the Fourth Supplemental Indenture and the Series 2023[A/B] Bonds may be amended or supplemented, and any past default or compliance with any provision may be waived, as provided in the Master Indenture. Any consent given by the owner of this Bond shall bind any subsequent owner of this Bond or any Bond delivered in substitution for this Bond. The Master Indenture provides that the occurrences of certain events constitute Events of Default. If an Event of Default occurs and is continuing, the Trustee may exercise the remedies set forth in the Master Indenture and the Fourth Supplemental Indenture. Under no circumstances does an Event of Default grant any right to accelerate payment of this Bond. An Event of Default and its consequences may be waived as provided in the Master Indenture and the Fourth Supplemental Indenture. Bondholders may not enforce the Indenture or this Bond except as provided in the Master Indenture and the Fourth Supplemental Indenture. The Trustee may refuse to enforce the Indenture or this Bond unless it receives indemnity satisfactory to it. Subject to certain limitations, holders of a majority of the principal amount of the Series 2023[A/B] Bonds (determined in accordance with the terms of the Master Indenture and the Fourth Supplemental Indenture)may direct the Trustee in its exercise of any trust or power. No member, director, officer or employee of the City shall have any personal liability for any obligations of the City under this Bond, the Master Indenture or the Fourth Supplemental Indenture or for any claim based on such obligations or their creation or be subject to any personal liability or accountability by reason of the issuance thereof. Each Bondholder, by accepting this Bond, waives and releases all such liability. The waiver and release are part of the consideration for the issuance of this Bond. It is hereby certified and recited that all conditions, acts and things required by the Constitution or statutes of the State of Utah or by the Act or the Indenture to exist,to have happened or to have been performed precedent to or in the issuance of this Bond exist, have happened and have been performed and that the issue of Bonds, together with all other indebtedness of the City, is within every debt and other limit prescribed by said Constitution and statutes. This Bond shall not be valid until the Certificate of Authentication hereon shall have been signed by the Trustee. A-5 4855-0634-7339.3 IN WITNESS WHEREOF, SALT LAKE CITY,UTAH,has caused this Bond to be signed in its name and on its behalf by the signature of its Mayor, and its corporate seal to be impressed or imprinted hereon, and attested and countersigned by the signature of its City Recorder, all as of the Original Dated Date specified above. SALT LAKE CITY, UTAH By Mayor Attest and Countersign: By City Recorder [SEAL] A-6 4855-0634-7339.3 CERTIFICATE OF AUTHENTICATION This Bond is one of the Bonds described in the within mentioned Indenture and is one of the Airport Revenue Bonds, Series 2023[A/B][(AMT/Non-AMT)], of Salt Lake City, Utah. Date of registration and authentication: WILMINGTON TRUST,NATIONAL ASSOCIATION, as Trustee By Authorized Representative A-7 4855-0634-7339.3 FORM OF ASSIGNMENT I or we assign and transfer to Insert social security or other identifying number of assignee (Print or type name, address and zip code of assignee)this Bond and irrevocably appoint agent to transfer this Bond on the books of the City. The agent may substitute another to act for him. Dated: Signed (Sign exactly as name appears on the face of this Bond) Signature guaranteed: (NOTE: Signature must be guaranteed by an Eligible Guarantor Institution.) A-8 4855-0634-7339.3 EXHIBIT B DEBT SERVICE SCHEDULES $[PARA] Salt Lake City, Utah Airport Revenue Bonds Series 2023A (AMT) Date Principal Interest Total 4855-0634-7339.3 $[PARB] Salt Lake City, Utah Airport Revenue Bonds Series 2023B (Non-AMT) Date Principal Interest Total B-2 4855-0634-7339.3 EXHIBIT C-1 SERIES 2023A PROJECTS 4855-0634-7339.3 EXHIBIT C-2 SERIES 2023B PROJECTS 4855-0634-7339.3 EXHIBIT C [ATTACH FORM OF PRELIMINARY OFFICIAL STATEMENT] 4854-1788-4237 KKR Draft 4/21/2023 � o ° PRELIMINARY OFFICIAL STATEMENT DATED JULY 2023 o 3 NEW ISSUE-BOOK-ENTRY ONLY Ratings:See"RATINGS"herein. In the opinion of Kutak Rock LLP,Bond Counsel to the City,under existing laws,regulations,rulings and judicial decisions and b assuming the accuracy of certain representations and continuing compliance with certain covenants, interest on the Series 2023 Bonds is v excluded from gross income for federal income tax purposes,except for interest on any Series 2023A Bond for arty period during which such o Series 2023A Bond is held by a "substantial user"of the facilities financed by the Series 2023A Bonds, or a "related person"within the meaning of Section 147(a)of the Internal Revenue Code of 1986,as amended. Bond Counsel is further of the opinion that(a)interest on the Series 2023A Bonds is a spec f c preference item for purposes of the federal alternative minimum tax imposed on individuals,and(b)interest on the Series 2023B Bonds is not a specific preference item for purposes of the federal alternative minimum tax on individuals.For tax years w ° beginning after December 31,2022, interest on the Series 2023 Bonds may affect the federal alternative minimum tax imposed on certain corporations. Bond Counsel is further of the opinion that,under the existing laws of the State of Utah,as presently enacted and construed, o interest on the Series 2023 Bonds is exempt from State of Utah individual income taxes. See"TAX MATTERS"herein. o $XXX,XXX,000* o SALT LAKE CITY,UTAH a $XXX,XXX,000*Airport Revenue Bonds, Series 2023A(AMT) $XX,XXX,000*Airport Revenue Bonds, Series 2023B(Non-AMT) U ❑ � O b SALT LAKE CITY INTERNATIONAL AIRPORT ' Dated:Date of Delivery Due:July 1,as shown on the inside cover page hereof o � o.z Salt Lake City,Utah(the"City")is issuing its Airport Revenue Bonds,Series 2023A(AMT)(the"Series 2023A Bonds")and its Airport Revenue Bonds,Series 2023B(Non-AMT)(the"Series 2023B Bonds"and,with the Series 2023A Bonds,the"Series 2023 Bonds")to finance oportions of the New SLC,as described herein,and related costs of the City's Department of Airports(the"Department")at Salt Lake City International Airport(the`Airport"). The Series 2023 Bonds will be issued pursuant to a Master Trust Indenture(the"Master Indenture") y and a Fourth Supplemental Trust Indenture(the"Fourth Supplemental Indenture,"and,with the Master Indenture,the"Indenture"),each by w and between the City and Wilmington Trust,National Association,as trustee(the"Trustee"). The Series 2023 Bonds are limited obligations b ° of the City payable solely from and secured by a pledge of(a)Net Revenues,(b)certain funds and accounts held by the Trustee under the o y Indenture,and(c)other amounts payable under the Indenture,all as defined herein. The Series 2023 Bonds will be secured by a pledge of a ' Net Revenues on parity with the City's Airport Revenue Bonds Series 2017A,Series 2017B,Series 2018A,Series 2018B,Series 2021A and 2021B(collectively,the"Existing Bonds"),which are outstanding as of July 2,2023,in the aggregate principal amount of$2,706,245,000. roA None of the properties of the Airport System,as defined herein,are subject to any mortgage or other lien for the benefit of the owners of the y Series 2023 Bonds,and neither the full faith and credit nor the taxing power of the City,the State of Utah(the"State")or any political subdivision or agency of the State is pledged to the payment of the principal of or interest on the Series 2023 Bonds. oThe Series 2023 Bonds will be issued as fully registered bonds and,when issued,will be registered in the name of Cede&Co.,as registered owner and nominee for The Depository Trust Company,New York,New York DTC Purchasers will acquire beneficial ownership interests in the Series 2023 Bonds in denominations of$5,000 or integral multiples thereof and will not receive physical delivery of bond certificates. So long as Cede&Co.is the registered owner of the Series 2023 Bonds,principal of,premium if any,and interest on w the Series 2023 Bonds will be payable by the Trustee to Cede&Co.,as nominee for DTC. See"APPENDIX E—Book-Entry Only System" 0 � herein. The Series 2023 Bonds will bear interest from their date of original delivery,payable each January 1 and July 1,commencing on January ° s 1,2024. The Series 2023 Bonds are subject to optional and mandatory sinking fund redemption prior to maturity as described herein. �o o� See the inside cover page hereof for maturities,principal amounts,interest rates,yields and prices of the Series 2023 Bonds. o This cover page contains information for quick reference only. It is not a summary of this issue. Investors must read this entire ticial 8 y Statement to obtain information essential to the making of an informed investment decision. o „ The Series 2023 Bonds are offered when,as and if issued by the City and received by the Underwriters,subject to the receipt of an co unqualified approving opinion as to validity of Kutak Rock LLP,Denver,Colorado,Bond Counsel to the City,and certain other conditions. Certain legal matters will be passed upon for the City by the City Attorney,Katherine N.Lewis,and Disclosure Counsel to the City,Kaplan Kirsch&Rockwell LLP,Boston,Massachusetts,and for the Underwriters by their counsel,Gilmore&Bell,P.C.,Salt Lake City,Utah. PFM Financial Advisors LLC,San Francisco,California,serves as Municipal Advisor to the City. Delivery of the Series 2023 Bonds to DTC or its custodial agent is expected in New York,New York on or about August 2023. BofA Securities J.P. Morgan 65 �w b ° Barclays Goldman Sachs&Co. Ramirez&Co., Siebert Williams Shank Wells Fargo LLC Inc. &Co.,LLC Securities a July _,2023 aa '� L N Preliminary,subject to change ? V p+ t KKR Draft 4/21/2023 SALT LAKE CITY,UTAH $XXX,XXX,000- Airport Revenue Bonds,Series 2023A(AMT) Duc Principal Interest (July 1) Amount Rate Yield Price CUSIPt 795576 795576 795576 795576 795576 795576 795576 795576 795576 795576 795576 795576 795576 795576 795576 $ %Tenn Bonds due July 1,20_;Yield %;Price CUSIPt 795576_ $ %Term Bonds due July 1,20 ;Yield %;Price CUSIPt 795576 $XX,XXX,000* Airport Revenue Bonds,Series 2023B(Non-AMT) Due Principal Interest (July D Amount Rate Yield Price CUSIPt 795576 795576 795576 795576 795576 795576 795576 795576 795576 795576 795576 795576 795576 $ %Tenn Bonds due July 1,20_;Yield %;Price CUSIPt 795576_ $ %Term Bonds due July 1,20;Yield %;Price CUSIPt 795576_ j Copyright,American Bankers Association.CUSIP data herein are provided by CUSIP Global Services,managed on behalf of the American Bankers Association by FactSet Research Systems.The CUSIP numbers listed above are being provided solely for the convenience of Bondholders only at the time of issuance of the Series 2023 Bonds and neither the City nor the Underwriters make any representation with respect to such numbers or undertake any responsibility for their accuracy now or at any time in the future. Preliminary,subject to change 11 KKR Draft 4/21/2023 [This page intentionally left blank.] iii KKR Draft 4/21/2023 SALT LAKE CITY,UTAH CITY COUNCIL DarinMano...............................................................................................................................................Council Chair Victoria Petro-Eschler......................................................................................................................Council Vice Chair DanDugan............................................................................................................................................Council Member AmyFowler..........................................................................................................................................Council Member AlejandroPuy.......................................................................................................................................Council Member Ana Valdemoros...................................................................................................................................Council Member ChrisWharton......................................................................................................................................Council Member CITY ADMINISTRATION ErinJ.Mendenhall................................................................................................................................................Mayor RachelOtto................................................................................................................................................Chief of Staff KatherineLewis.........................................................................................................................................City Attorney CindyLou Trishman.................................................................................................................................City Recorder MarinaScott.............................................................................................................................................City Treasurer AIRPORT ADVISORY BOARD TheresaFoxley.......................................................................................................................................................Chair JohnBradshaw................................................................................................................................................Vice Chair JessBird.............................................................................................................................................................Member RogerBoyer.......................................................................................................................................................Member ArlynBradshaw.................................................................................................................................................Member DirkBurton........................................................................................................................................................Member TyeHoffman.....................................................................................................................................................Member HoangNguyen...................................................................................................................................................Member VictoriaPetro-Eschler.......................................................................................................................................Member StevePrice.........................................................................................................................................................Member DEPARTMENT OF AIRPORTS BillWyatt..........................................................................................................................................Executive Director Treber Anderson..........................................................................................................................Director of Operations Shane Andreasen........................................................................Director of Administration and Commercial Services Brian Butler................................................................................................................................Chief Financial Officer Edwin M. Cherry...................................................................................................Director of Information Technology Eddie R. Clayson......................................................................................................................Director of Maintenance Brady Fredrickson...........................................................................................Director of Planning and Environmental Medardo Gomez............................................................Director of Operational Readiness,Activation,and Transition Peter L.Higgins.........................................................................................................................Chief Operating Officer Melyssa Trnayskis..............................................................Director of Airport Design and Construction Management Nancy Vohner............................................................................................Director of Communication and Marketing BOND COUNSEL DISCLOSURE COUNSEL Kutak Rock LLP Kaplan Kirsch&Rockwell LLP Denver,Colorado Boston,Massachusetts MUNICIPAL ADVISOR INDEPENDENT AUDITORS PFM Financial Advisors LLC Eide Bailly LLP San Francisco,California Salt Lake City,Utah AIRPORT CONSULTANT TRUSTEE Landrum&Brown,Inc., Wilmington Trust,National Association Cincinnati,Ohio Los Angeles,California in association with Airmac LLC iv KKR Draft 4/21/2023 The information contained in this Official Statement has been furnished by the City,DTC and other sources that are believed to be reliable. No dealer,broker,salesperson or any other person has been authorized by the City or the Underwriters to give any information or to make any representations other than those contained in this Official Statement in connection with the offering contained herein,and,if given or made,such information or representations must not be relied upon as having been authorized by the City or the Underwriters. This Official Statement does not constitute an offer to sell or solicitation of an offer to buy,nor shall there be any sale of the Series 2023 Bonds by any person in any jurisdiction in which it is unlawful for such person to make such offer,solicitation or sale. The information and expressions of opinion herein are subject to change without notice, and neither delivery of this Official Statement nor any sale made thereafter shall under any circumstances create any implication that there has been no change in the affairs of the City or in any other information contained herein,since the date of this Official Statement. The Underwriters have provided the following sentence for inclusion in this Official Statement. The Underwriters have reviewed the information in this Official Statement in accordance with, and as part of, their responsibilities to investors under the federal securities laws as applied to the facts and circumstances of this transaction,but the Underwriters do not guarantee the accuracy or completeness of such information. The Series 2023 Bonds have not been registered under the Securities Act of 1933, as amended, in reliance upon exemptions contained in such act. Any registration or qualification of the Series 2023 Bonds in accordance with applicable provisions of the securities laws of the states in which the Series 2023 Bonds have been registered or qualified and the exemption from registration or qualification in other states cannot be regarded as a recommendation thereof. THE SERIES 2023 BONDS HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION, NOR HAS THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS OFFICIAL STATEMENT. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. This Official Statement contains"forward-looking statements"within the meaning of the federal securities laws in the sections hereof entitled "THE NEW SLC," "THE AIRPORT," "REPORT OF THE AIRPORT CONSULTANT" and APPENDIX B. These forward-looking statements include, among others, statements concerning expectations, beliefs, opinions, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. The forward-looking statements in this Official Statement are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in or implied by such statements. This Official Statement contains projections and estimates that are based on current expectations and assumptions. In light of the important factors that may materially affect the financial condition of the Department and the aviation industry generally and other economic and financial matters, the inclusion in this Official Statement of such projections and estimates should not be regarded as a representation by the City or the Underwriters that such projections and estimates will occur. Such projections and estimates are not intended as representations of fact or guarantees of results. The City and the Department each maintain a website and social media accounts. However,the information presented on those websites and social media accounts is not a part of this Official Statement and should not be relied upon in making an investment decision with respect to the Series 2023 Bonds. v KKR Draft 4/21/2023 TABLE OF CONTENTS INTRODUCTION.......................................................................................................................................................1 General ..........................................................................................................................................................I SaltLake City..................................................................................................................................................1 Salt Lake City Department of Airports...........................................................................................................1 Salt Lake City International Airport................................................................................................................1 TheNew SLC..................................................................................................................................................2 Planof Finance................................................................................................................................................2 TheSeries 2023 Bonds....................................................................................................................................2 Securityfor the Bonds.....................................................................................................................................3 Forward-Looking Statements..........................................................................................................................3 AdditionalInformation....................................................................................................................................3 THESERIES 2023 BONDS........................................................................................................................................4 GeneralProvisions..........................................................................................................................................5 Redemption of the Series 2023 Bonds............................................................................................................5 Book-Entry Only System................................................................................................................................8 ESTIMATED SOURCES AND USES OF FUNDS..................................................................................................4 DEBTSERVICE SCHEDULE...................................................................................................................................9 THENEW SLC.........................................................................................................................................................10 Summaryof the New SLC............................................................................................................................10 Elementsof the New SLC.............................................................................................................................16 Project Management of the New SLC...........................................................................................................19 OtherCapital Projects...................................................................................................................................21 Funding Sources for the New SLC................................................................................................................22 SECURITY FOR THE SERIES 2023 BONDS.......................................................................................................24 Pledgeof Net Revenues................................................................................................................................24 Flowof Funds................................................................................................................................................25 RateCovenant...............................................................................................................................................29 Common Debt Service Reserve Fund...........................................................................................................30 AdditionalBonds...........................................................................................................................................31 Useof PFCs to Pay Debt Service..................................................................................................................33 PermittedInvestments...................................................................................................................................33 Events of Default and Remedies;No Acceleration.......................................................................................33 Subordinate Obligations(Subordinate Revolving Obligations)....................................................................33 OtherCovenants of the City..........................................................................................................................34 THEAIRPORT.........................................................................................................................................................34 Overview.......................................................................................................................................................34 The Airport's Air Service Area.....................................................................................................................35 TheCity ........................................................................................................................................................37 AirportManagement.....................................................................................................................................38 COVID-19 Outbreak.....................................................................................................................................44 Impact of COVID-19 on the Airport.............................................................................................................44 Department's Response to COVID-19..........................................................................................................45 AirportFacilities...........................................................................................................................................41 Aviation Activity at the Airport....................................................................................................................44 AirlineUse Agreement..................................................................................................................................53 Airport Financial Operations.........................................................................................................................56 Liquidity........................................................................................................................................................65 Personnel Considerations..............................................................................................................................66 Retirement and Other Post-Employment Benefits........................................................................................66 RiskManagement..........................................................................................................................................67 DebtManagement Policy..............................................................................................................................67 vi KKR Draft 4/21/2023 InvestmentPolicy..........................................................................................................................................68 ENVIRONMENTAL,SOCIAL AND GOVERNANCE FACTORS....................................................................69 Environmental and Sustainability Factors.....................................................................................................69 SocialFactors................................................................................................................................................71 GovernanceFactors.......................................................................................................................................71 REPORT OF THE AIRPORT CONSULTANT.....................................................................................................72 General ........................................................................................................................................................72 Projection of Debt Service Coverage and Cost Per Enplanement.................................................................72 INVESTMENT CONSIDERATIONS.....................................................................................................................74 Delta's Presence at the Airport......................................................................................................................74 ProjectCosts and Schedule...........................................................................................................................74 FinancialAssumptions..................................................................................................................................75 Seismic Risk and Other Force Majeure Events.............................................................................................75 General Economic Considerations................................................................................................................76 Financial and Operational Condition of the Airline Industry........................................................................77 AirlineConsolidation....................................................................................................................................77 Effect of Bankruptcy of Air Carriers and Other Tenants...............................................................................78 Costof Aviation Fuel....................................................................................................................................79 Structural Changes in the Travel Market and Travel Substitutes..................................................................79 Technological Innovations in Ground Transportation...................................................................................79 Aviation Security and Safety Concerns.........................................................................................................80 Information Concerning the Airlines.............................................................................................................80 FAA Reauthorization and Federal Funding...................................................................................................80 Federal Law Affecting Rates and Charges....................................................................................................81 PFC Revenues and Other Sources of Funding..............................................................................................81 Cybersecurity................................................................................................................................................82 Environmental Regulations...........................................................................................................................82 Potential Limitation of Tax Exemption of Interest on Series 2023 Bonds....................................................83 LegislativeDevelopments.............................................................................................................................83 Limitation of Remedies;No Acceleration.....................................................................................................84 Forward-Looking Statements........................................................................................................................84 TAXMATTERS........................................................................................................................................................84 General ........................................................................................................................................................85 Tax Treatment of Original Issue Premium....................................................................................................85 Tax Treatment of Original Issue Discount....................................................................................................85 BackupWithholding.....................................................................................................................................86 Changes in Federal and State Tax Law.........................................................................................................86 RATINGS...................................................................................................................................................................87 FORWARD-LOOKING STATEMENTS...............................................................................................................87 NODEFAULTED BONDS.......................................................................................................................................87 LEGALMATTERS..................................................................................................................................................87 Litigation.......................................................................................................................................................87 Approval of Legal Proceedings.....................................................................................................................88 vii KKR Draft 4/21/2023 INDEPENDENTAUDITORS..................................................................................................................................88 UNDERWRITING....................................................................................................................................................88 MUNICIPALADVISOR..........................................................................................................................................89 CONTINUINGDISCLOSURE................................................................................................................................89 MISCELLANEOUS..................................................................................................................................................90 APPENDIX A COMPREHENSIVE ANNUAL FINANCIAL REPORT..........................................................A-1 APPENDIX B REPORT OF THE AIRPORT CONSULTANT..........................................................................B-1 APPENDIX C FORM OF MASTER INDENTURE...........................................................................................C-1 APPENDIX D FORM OF AIRLINE USE AGREEMENT................................................................................D-1 APPENDIX E BOOK-ENTRY ONLY SYSTEM.................................................................................................E-1 APPENDIX F FORM OF CONTINUING DISCLOSURE AGREEMENT......................................................F-1 APPENDIX G FORM OF OPINION OF BOND COUNSEL.............................................................................F-1 viii OFFICIAL STATEMENT of SALT LAKE CITY,UTAH Relating to its $XXX,XXX,000*Airport Revenue Bonds,Series 2023A(AMT) $XX,XXX,000*Airport Revenue Bonds,Series 2023B(Non-AMT) INTRODUCTION General This Official Statement of Salt Lake City, Utah (the "City") sets forth certain information concerning the City,its Department of Airports(the"Department"),the Salt Lake City International Airport(the"Airport")and the City's $XXX,XXX,000* Airport Revenue Bonds, Series 2023A (AMT) (the "Series 2023A Bonds") and $XX,XXX,000*Airport Revenue Bonds, Series 2023B(Non-AMT)(the"Series 2023E Bonds"and,with the Series 2023A Bonds,the"Series 2023 Bonds"). Salt Lake City The City,a municipal corporation and political subdivision of the State of Utah(the"State"),has a Council- Mayor form of government. The City Council consists of seven members,who are elected by voters within seven geographic districts of approximately equal population. The Mayor is elected at large by the voters of the City and is charged with the executive and administrative duties of the government. The Mayor appoints and the City Council approves the appointment of the Executive Director of the Department. See"THE AIRPORT—The City"herein. The Airport is owned by the City. In addition to the Airport,the City owns South Valley Regional Airport ("South Valley"or"U42")and Tooele Valley Airport("Tooele"or"TVY")(collectively with the Airport,the"Airport System"),which are all operated and managed by the Department. The Mayor of the City and the City Council oversee the Department's affairs. An eleven-member advisory board (the "Airport Advisory Board") of citizen volunteers advises the Mayor. Salt Lake City Department of Airports The day-to-day operations of the Airport System are managed by the Executive Director of the Department, who reports directly to the Mayor. The Executive Director leads the management staff of the Department and the Department's Chief Operating Officer and nine Division Directors oversee each of the primary operating and administrative divisions of the Department and report to the Executive Director. Salt Lake City International Airport The Airport is located on approximately 9,400 acres about five miles west of the City's downtown. The airfield at the Airport contains four runways,three of which are used for airline traffic and the fourth of which is used for general aviation traffic. A new terminal facility and associated landside facilities were placed into service at the Airport on September 15,2020,replacing the prior terminal complex in its entirety. The new terminal facility consists of three levels and includes a federal inspection services area, passenger circulation areas, a centralized security screening checkpoint, a ticketing area for departing passengers, and administrative offices for the Department and other tenants at the Airport. The Airport's newly constructed facilities also include a new five-level parking structure for short-term parking along with surface parking for longer-term parking and employees,a new two level roadway system, and a new central utility plant. The Airport is classified by the Federal Aviation Administration("FAA")as a Large Hub facility based upon its share of nationwide enplaned passengers. The FAA classifies Large Hub airports as those serving at least 1%of annual U.S.passenger enplanements. See"THE AIRPORT—Airport Management" and"—Airport Facilities"herein. The Airport is also a principal hub for Delta Air Lines,Inc.("Delta"). In the fiscal *Preliminary,subject to change I KKR Draft 4/21/2023 year ended June 30,2022("FY2022"),Delta and its affiliates carried approximately 73.4%of the passengers enplaned at the Airport. See"THE AIRPORT—Aviation Activity at the Airport." The New SLC The"New SLC",formerly known as the Airport Redevelopment Program,is a comprehensive and integrated series of projects that has resulted in the replacement of substantially all of the Airport's landside and terminal complex facilities and the demolition of the previous facilities. The New SLC consists of the Terminal Redevelopment Program ("TRP")and the North Concourse Program("NCP"). The TRP is a$2.86 billion capital improvement program that consists of the following project elements: (1)the South Economy parking lot,(2)the Rental Car Quick Turn Around and three Rental Car Remote Service Site facilities, (3)the Central Utility Plant,(4)a new Terminal Facility,(5)the Gateway Center, (6) Concourse A West, including 25 gates, (7) the Parking Garage, (8) a new terminal roadway system to serve the new landside facilities, (9)Concourse A East, including 22 gates,and(10)related infrastructure improvements,including apron reconfiguration,information technology,utilities and landscaping. By September 15, 2020 the major elements of the TRP,including the new Terminal Facility,Concourse A West, Central Utility Plant, Parking Garage, Gateway Center,roadways, and much of the airfield paving were placed in service. The NCP is a separate,but programmatically integrated,$2.27 billion set of projects consisting of a concourse("Concourse B")now planned to contain a total of 47 domestic contact gates and four hardstand positions, and will be constructed in four phases. Concourse B is located parallel to Concourse A and is currently connected to it by a mid-concourse passenger tunnel. Phase 1 of the NCP, Concourse B West, was placed in service on October 27, 2020, on schedule,with 21 gates. A substantial portion of the New SLC has been completed as of July 1, 2023, including substantially all elements of the TRP except for the final 17 gates in Concourse A East,which are expected to open on October 31, 2023. The NCP is being undertaken in phases, with 21 gates in Concourse B West already in service. The only element of the original New SLC that is not expected to be completed in 2023 is the Central Tunnel connecting the main Terminal and Concourse A with Concourse B,and that element is expected to be placed in service in the fall of 2024 along with five additional gates. Thereafter, the remaining 21 gates in Concourse B East are expected to be placed in service in phases beginning in the fall of 2025 and concluding with the opening of the final gate in November 2027. All elements of the New SLC have been bid, although not all of the elements of Phase 4 of the NCP are yet subject to construction contracts. Based upon the bids received, the Department expects that the New SLC will be completed on time and within the budget for the New SLC described herein. See"THE NEW SLC"herein. Plan of Finance The Series 2023 Bonds are being issued to(1)finance a portion of the cost of the design and construction of the New SLC,(2)make a deposit to the Common Reserve Fund(as defined herein), (3)fund a portion of the interest accruing on the Series 2023 Bonds,and(4)pay the costs of issuance of the Series 2023 Bonds. As described under "THE NEW SLC"and"APPENDIX B—REPORT OF THE AIRPORT CONSULTANT—CIP Plan of Finance,"the City has funded to date and expects to continue to fund the design and construction of the New SLC from a variety of sources, including Department funds,proceeds of airport revenue bonds, drawings on a revolving credit agreement (as described below),passenger facility charges("PFCs"),customer facility charges("CFCs")and federal grants. In addition to the Series 2023 Bonds, the City previously issued its Airport Revenue Bonds, Series 2017A(AMT)(the "Series 2017A Bonds"),Airport Revenue Bonds, Series 2017B(Non-AMT)(the"Series 2017E Bonds"and,with the 2017A Bonds,the"Series 2017 Bonds"),Airport Revenue Bonds, Series 2018A(AMT)(the"Series 2018A Bonds") and Airport Revenue Bonds, Series 2018B (Non-AMT)(the"Series 2018E Bonds"and,with the 2018A Bonds,the "Series 2018 Bonds"),Airport Revenue Bonds,Series 2021 A(AMT)(the"Series 2021A Bonds")and Airport Revenue Bonds, Series 2021B (Non-AMT) (the"Series 2021B Bonds"and,with the 2021A Bonds,the"Series 2021 Bonds" and,with the Series 2017 Bonds and the Series 2018 Bonds,the"Existing Bonds"). As of July 2,2023,the Existing Bonds were outstanding in the aggregate principal amount of$2,706,245,000. Following the issuance of the Series 2023 Bonds,the City currently expects that it will issue additional airport revenue bonds under the Master Indenture (as defined below)to fund a total of approximately$800 million of construction costs of elements of the New SLC. Given the complexity and timing of the New SLC, the final plan of finance remains subject to change. See"THE NEW SLC"and"APPENDIX B—REPORT OF THE AIRPORT CONSULTANT—CIP Plan of Finance." The Series 2023 Bonds 2 KKR Draft 4/21/2023 The Series 2023 Bonds are being issued pursuant to the Master Trust Indenture dated as of February 1,2017 (the "Master Indenture") by and between the City and Wilmington Trust, National Association, as trustee (the "Trustee"), the Fourth Supplemental Trust Indenture to be dated as of August 1, 2023 (the "Fourth Supplemental Indenture"and,collectively with the Master Indenture, and all supplements thereto,the"Indenture")by and between the City and the Trustee,and the Act,as defined in the Master Indenture. The Series 2023 Bonds have been approved by a resolution of the City Council adopted on June_, 2023. The Series 2023 Bonds are subject to optional and mandatory sinking fund redemption prior to maturity as provided herein. See"THE SERIES 2023 BONDS"herein. Security for the Bonds The Series 2023 Bonds,the Existing Bonds and any additional Bonds issued pursuant to the Master Indenture (collectively,the"Bonds")will be limited obligations of the City payable solely from and secured by a pledge of(1) Net Revenues,(2)certain funds and accounts held by the Trustee under the Indenture,and(3)other amounts payable under the Indenture. None of the properties of the Airport System are subject to any mortgage or other lien for the benefit of the owners of the Series 2023 Bonds or any other Bonds,and neither the full faith and credit nor the taxing power of the City,the State or any political subdivision or agency of the State is pledged to the payment of the principal of,premium,if any,and interest on the Series 2023 Bonds or any other Bonds. See"SECURITY FOR THE SERIES 2023 BONDS." Subordinate Obligations Pursuant to the Master Subordinate Trust Indenture, dated as of March 1, 2021 (the "Master Subordinate Indenture"),by and between the City and Zions Bancorporation,National Association, as trustee (the"Subordinate Trustee"), the First Supplemental Subordinate Trust Indenture, dated as of March 1, 2021, as amended (the "First Supplemental Subordinate Indenture,"and with the Master Subordinate Indenture,the"Subordinate Indenture"),by and between the City and the Subordinate Trustee,and the Credit Agreement,dated as of March 1,2021,as amended (the "Subordinate Revolving Obligations Credit Agreement"), by and between the City and JPMorgan Chase Bank, National Association(the"Subordinate Revolving Obligations Bank"),which expires on March 1, 2024, the City is authorized to issue and have outstanding,from time to time,up to$150,000,000 in aggregate principal amount of its Salt Lake City,Utah Subordinate Airport Revenue Short-Term Revolving Obligations(collectively,the"Subordinate Revolving Obligations"). As of July 1, 2023, the City had no Subordinate Revolving Obligations outstanding. All Subordinate Revolving Obligations issued by the City are purchased by the Subordinate Revolving Obligations Bank in accordance with the terms of the Subordinate Revolving Obligations Credit Agreement. The Subordinate Revolving Obligations provide the City with flexibility to borrow on a short-term basis to supplement Department surplus funds and Bond proceeds. Thus, the City may issue additional Subordinate Revolving Obligations, from time to time, to finance,on an interim basis, construction costs of elements of the New SLC. See"SECURITY FOR THE SERIES 2023 BONDS—Subordinate Obligations(Subordinate Revolving Obligations)." Forward-Looking Statements This Official Statement contains projections and estimates that are based on current expectations. In light of the important factors that may materially affect the financial condition of the Department and the aviation industry generally and other economic and financial matters,the inclusion in this Official Statement of such projections and estimates should not be regarded as a representation by the City that such projections and estimates will occur. Such projections and estimates are not intended as representations of fact or guarantees of results. The Department disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statement contained herein to reflect any change in the Department's expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based. Additional Information This Official Statement includes a description of the City, the Department and the Department's facilities and certain financial and operational factors relating to the Department, and a description of the Series 2023 Bonds and the security therefor. Except where noted,all information presented in this Official Statement has been provided by the City. The following appendices are included as part of this Official Statement: APPENDIX A —ANNUAL COMPREHENSIVE FINANCIAL REPORT OF THE DEPARTMENT FOR THE FISCAL YEAR ENDED JUNE 309 2022; APPENDIX B — REPORT OF THE AIRPORT CONSULTANT dated July_, 2023; APPENDIX C— FORM OF MASTER INDENTURE;APPENDIX D—FORM OF AIRLINE USE AGREEMENT;APPENDIX E— 3 KKR Draft 4/21/2023 BOOK-ENTRY ONLY SYSTEM;APPENDIX F—FORM OF CONTINUING DISCLOSURE AGREEMENT;and APPENDIX G—FORM OF OPINION OF BOND COUNSEL. APPENDIX B has been prepared by Landrum& Brown,Inc. ("Landrum"or the"Airport Consultant"),Airport Consultant to the City. APPENDICES C and G have been prepared by Kutak Rock LLP,Bond Counsel to the City. APPENDIX F has been prepared by Kaplan Kirsch& Rockwell LLP,Disclosure Counsel to the City. The information included in APPENDIX E has been obtained from The Depository Trust Company("DTC ). Certain defined terms that are capitalized but not defined herein are defined in the Master Indenture. See "APPENDIX C—FORM OF MASTER INDENTURE -ARTICLE I—DEFINITIONS; INTERPRETATION." All references in this Official Statement to the Master Indenture, the Fourth Supplemental Indenture, the Series 2023 Bonds, the Continuing Disclosure Agreement, the Airline Use Agreement and all other agreements, statutes and instruments are qualified by reference to the complete document. Copies of the Fourth Supplemental Indenture are available for examination at the offices of the Department and the Trustee. The Department's principal office is located at 3920 West Terminal Drive, Salt Lake City,Utah 84122. The Department's telephone number is(801)575-2400. Copies of certain documents,including the Department's Annual Comprehensive Financial Report("ACFR")for FY 2022,are available electronically on the Department's website at: http://www.slcaiiport.com/about-the-airport/fmancial-information. However,no information on the Department's or the City's website is part of or incorporated into this Official Statement, except to the extent such information is expressly disclosed herein. The Department's ACFR for fiscal year 2021 ("FY 2021")has been awarded the Certificate of Achievement for Excellence in Financial Reporting by the Government Finance Officers Association("GFOA")and the Department has submitted the ACFR for FY 2022 to the GFOA. The Department's ACFR has been awarded the Certificate of Achievement for Excellence in Financial Reporting by the GFOA for more than ten consecutive years. ESTIMATED SOURCES AND USES OF FUNDS The estimated sources and uses of funds in connection with the issuance of the Series 2023 Bonds are summarized below(rounded to the nearest dollar):* Series 2023A Series 2023B Bonds Bonds Total Sources of Funds Principal amount Plus/minus Original Issue Premium/Discount Total Sources of Funds Uses of Funds Deposit to Construction Fund [Repay Revolving Line of Credit] Capitalized Interest' Deposit to Common Reserve Fund Costs of Issuance Total Uses of Funds *Amounts may not add due to rounding. 'Includes a portion of the interest accruing on the Series 2023 Bonds through DATE. See also footnote 2 to the schedule under the heading"DEBT SERVICE SCHEDULE"herein. 2 Includes underwriters' discount, trustee fees, legal fees, municipal advisor and consultant fees, rating agency fees, printing expenses and other miscellaneous fees and expenses. 4 KKR Draft 4/21/2023 THE SERIES 2023 BONDS General Provisions The Series 2023 Bonds will bear interest at the rates and mature on the dates set forth on the inside front cover page of this Official Statement. Interest will be calculated on the basis of a 360-day year consisting of twelve 30-day months. The Series 2023 Bonds will be dated their initial date of delivery,and will bear interest from that date payable semi-annually on January 1 and July 1 of each year,commencing January 1,2024(each an"Interest Payment Date"). Interest due and payable on the Series 2023 Bonds on any Interest Payment Date will be paid to the person who is the registered owner as of the Record Date (DTC, so long as the book-entry system with DTC is in effect). Each Series 2023 Bond will bear interest from the Interest Payment Date next preceding the date of authentication thereof unless such date of authentication is an Interest Payment Date,in which event such Series 2023 Bond will bear interest from such date of authentication,or unless such date of authentication is after a Record Date and before the next succeeding Interest Payment Date,in which event such Series 2023 Bond will bear interest from such succeeding Interest Payment Date,or unless such date of authentication is on or before December 15,2023,in which event such Series 2023 Bond will bear interest from its date of delivery. If interest on the Series 2023 Bonds is in default,Series 2023 Bonds issued in exchange for Series 2023 Bonds surrendered for transfer or exchange will bear interest from the last Interest Payment Date to which interest has been paid in full on the Series 2023 Bonds surrendered. The Series 2023 Bonds will be issued in denominations of$5,000 and integral multiples thereof. The Series 2023 Bonds will be issued in fully registered form and will be registered in the name of Cede & Co., as registered owner and nominee of DTC. DTC will act as securities depository for the Series 2023 Bonds. Individual purchases may be made in book-entry form only. Purchasers will not receive certificates representing their interest in the Series 2023 Bonds purchased. So long as Cede&Co.,as nominee of DTC,is the registered owner of the Series 2023 Bonds, references herein to the Bondholders or registered owners means Cede&Co.and does not mean the Beneficial Owners of the Series 2023 Bonds. So long as Cede&Co. is the registered owner of the Series 2023 Bonds,the principal of and interest on the Series 2023 Bonds will be payable by wire transfer by the Trustee to Cede& Co., as nominee for DTC, which is required,in turn,to remit such amounts to the DTC participants for subsequent disbursement to the Beneficial Owners. See"APPENDIX E—BOOK-ENTRY ONLY SYSTEM." Redemption of the Series 2023 Bonds Optional Redemption The Series 2023 Bonds maturing on or before July 1, 20 are not subject to optional redemption prior to maturity. The Series 2023 Bonds maturing on and after July 1,20 are redeemable on or after July 1,20—at the option of the City,in whole or in part at any time, from any moneys that may be provided for such purpose and at a redemption price equal to %of the principal amount of the Series 2023 Bonds to be redeemed plus accrued interest to the date fixed for redemption,without premium. Mandatory Sinking Fund Redemption The Series 2023A Bonds maturing on July 1,20_,are subject to mandatory sinking fund redemption in part, by lot,at a redemption price equal to 100%of the principal amount thereof,plus accrued interest thereon to the date fixed for redemption,without premium,on July 1 of the following years and in the following principal amounts: July 1 of the Year Principal Amount Final Maturity Date 5 KKR Draft 4/21/2023 The Series 2023A Bonds maturing on July 1,20(together with the Series 2023A Bonds maturing on July 1, 20 , the "Series 2023A Term Bonds"), are subject to mandatory sinking fund redemption in part, by lot, at a redemption price equal to 100% of the principal amount thereof, plus accrued interest thereon to the date fixed for redemption,without premium,on July 1 of the following years and in the following principal amounts: July 1 of the Year Principal Amount "Final Maturity Date The Series 2023B Bonds maturing on July 1,20 are subject to mandatory sinking fund redemption in part, by lot,at a redemption price equal to 100%of the principal amount thereof,plus accrued interest thereon to the date fixed for redemption,without premium,on July 1 of the following years and in the following principal amounts: July 1 of the Year Principal Amount Final Maturity Date The Series 2023B Bonds maturing on July 1,20(together with the Series 2023B Bonds maturing on July 1, 20 , the "Series 2023E Term Bonds") are subject to mandatory sinking fund redemption in part, by lot, at a redemption price equal to 100% of the principal amount thereof,plus accrued interest thereon to the date fixed for redemption,without premium,on July 1 of the following years and in the following principal amounts: July 1 of the Year Principal Amount Final Maturity Date At the option of the City,to be exercised by delivery of a written certificate to the Trustee on or before the 60'day next preceding any mandatory sinking fund redemption date for the Series 2023A Term Bonds or the Series 2023B Term Bonds (collectively, the "Series 2023 Term Bonds"), the City may (a) deliver to the Trustee, for cancellation,Series 2023 Term Bonds,as applicable,or portions thereof(in Authorized Denominations)purchased in the open market or otherwise acquired by the City or(b) specify a principal amount of such applicable Series 2023 Term Bonds or portions thereof (in Authorized Denominations), which prior to said date have been optionally redeemed and previously cancelled by the Trustee at the request of the City and not theretofore applied as a credit against any mandatory sinking fund redemption requirement. Each such applicable Series 2023 Term Bond or portion thereof so purchased, acquired or optionally redeemed and delivered to the Trustee for cancellation will be credited by the Trustee,at 100%of the principal amount thereof,against the obligation of the City to pay the principal of such applicable Series 2023 Term Bond on such mandatory sinking fund redemption date. Notices ofRedemption to Bondholders;Conditional Notice of Optional Redemption 6 KKR Draft 4/21/2023 The Trustee will give notice of redemption,in the name of the City,to Bondholders affected by redemption (DTC,so long as the book-entry system with DTC is in effect)at least 30 days but not more than 60 days before each redemption date. The Trustee will send such notice of redemption by first class mail(or with respect to Series 2023 Bonds held by DTC,either via electronic means or by an express delivery service for delivery on the next following Business Day)to each registered owner of a Series 2023 Bond to be redeemed; each such notice will be sent to the owner's registered address. The City will also post,or cause to be posted,such notice of redemption on the Municipal Securities Rulemaking Board's Electronic Municipal Market Access("EMMA")website. Each notice of redemption will specify the date of issue,the applicable Series,the maturity date,the interest rate and the CUSIP number of the applicable Series 2023 Bonds to be redeemed,if less than all Series 2023 Bonds of a Series,maturity date and interest rate are called for redemption,the numbers assigned to the Series 2023 Bonds to be redeemed,the principal amount to be redeemed,the date fixed for redemption,the redemption price,the place or places of payment,the Trustee's name,that payment will be made upon presentation and surrender of the applicable Series 2023 Bonds to be redeemed,that interest,if any,accrued to the date fixed for redemption and not paid will be paid as specified in said notice,and that on and after said date interest thereon will cease to accrue. The City may provide that, if at the time of mailing of notice of an optional redemption there has not been deposited with the Trustee moneys and/or securities sufficient to redeem all the applicable Series 2023 Bonds called for redemption, such notice may state that it is conditional,that is, subject to the deposit of the redemption moneys with the Trustee not later than one Business Day prior to the scheduled redemption date,and such notice will be of no effect unless such moneys are so deposited. In the event sufficient moneys are not on deposit one Business Day prior to the scheduled redemption date,then the redemption will be canceled and on such cancellation date notice will be mailed to the Holders of such Series 2023 Bonds. Failure to give any required notice of redemption as to any particular Series 2023 Bonds will not affect the validity of the call for redemption of any Series 2023 Bonds in respect of which no failure occurs. Any notice sent as provided in the Indenture will be conclusively presumed to have been given whether or not actually received by the addressee. When notice of redemption is given,Series 2023 Bonds called for redemption become due and payable on the date fixed for redemption at the applicable redemption price. In the event that funds are deposited with the Trustee sufficient for redemption,interest on the Series 2023 Bonds to be redeemed will cease to accrue on and after the date fixed for redemption. Effect ofRedemption On the date so designated for redemption,notice having been given in the manner and under the conditions provided in the Indenture and as described above and sufficient moneys for payment of the redemption price being held in trust to pay the redemption price,interest on such applicable Series 2023 Bonds will cease to accrue from and after such redemption date,such Series 2023 Bonds will cease to be entitled to any lien,benefit or security under the Indenture and the owners of such Series 2023 Bonds will have no rights in respect thereof except to receive payment of the redemption price. Series 2023 Bonds which have been duly called for redemption and for the payment of the redemption price of which moneys will be held in trust for the holders of the respective Series 2023 Bonds to be redeemed,all as provided in the Indenture,will not be deemed to be Outstanding under the provisions of the Indenture. Selection of Series 2023 Bonds for Redemption;Series 2023 Bonds Redeemed in Part Redemption of the Series 2023 Bonds will only be in Authorized Denominations. The Series 2023 Bonds are subject to redemption in such order of maturity and interest rate within a Series(except mandatory sinking fund payments on the Series 2023 Term Bonds)as the City may direct and by lot within such maturity and interest rate of such Series selected in such manner as the Trustee(or DTC,as long as DTC is the securities depository for the Series 2023 Bonds)deems appropriate. Except as otherwise provided under the procedures of DTC,on or before the 45th day prior to any mandatory sinking fund redemption date,the Trustee will proceed to select for redemption(by lot in such manner as the Trustee may determine) from the Series 2023 Term Bonds an aggregate principal amount of such Series 2023 Term Bonds equal to the amount for such year as set forth in the applicable table under"Mandatory Sinking Fund Redemption" above and will call such Series 2023 Term Bonds or portions thereof(in Authorized Denominations)for redemption and give notice of such call. 7 KKR Draft 4/21/2023 Book-Entry Only System DTC will act as securities depository for the Series 2023 Bonds. The Series 2023 Bonds will be issued as fully registered securities registered in the name of Cede&Co. (DTC's partnership nominee)or such other name as may be requested by an authorized representative of DTC. One fully registered bond certificate will be issued for each maturity of each Series of the Series 2023 Bonds in the aggregate principal amount of such maturity,and will be deposited with DTC.For more information regarding DTC and its procedures,see"APPENDIX E—BOOK-ENTRY ONLY SYSTEM." [Remainder of page intentionally left blank.] 8 KKR Draft 4/21/2023 DEBT SERVICE SCHEDULE Upon issuance of the Series 2023 Bonds, the Existing Bonds and the Series 2023 Bonds will be the only outstanding Bonds of the City payable from the Net Revenues of the Airport System. Subject to the final pricing of the Series 2023 Bonds,the City currently expects to issue a total of approximately$800 million of additional Bonds to fund additional project costs for the New SLC through FY 2028. The following schedule sets forth the debt service for the Bonds: Series 2023A Bonds Series 2023B Bonds Aggregate Debt Service Aggregate Debt Period on Existing Service on Bonds Ending' Bonds' Principal Interestz Principal Interestz 7/l/2024 7/l/2025 7/l/2026 7/1/2027 7/l/2028 7/1/2029 7/1/2030 7/1/2031 7/1/2032 7/l/2033 7/l/2034 7/1/2035 7/l/2036 7/1/2037 7/1/2038 7/l/2039 7/l/2040 7/1/2041 7/l/2042 7/l/2043 7/l/2044 7/l/2045 7/l/2046 7/l/2047 7/l/2048 7/l/2049 7/l/2050 7/1/2051 Total Pursuant to the provisions of the Master Indenture,the City is required to make monthly deposits to the applicable Debt Service Funds for the Bonds so that sufficient amounts are on deposit in such funds 15 days prior to each applicable principal payment date(July 1)and interest payment date(January 1 and July 1)for the Bonds. See"SECURITY FOR THE SERIES 2023 BONDS"and"APPENDIX C FORM OF MASTER INDENTURE." ' A portion of the interest due on the Series 2023 Bonds through,and including,DATE will be paid with a portion of the proceeds of the Series 2023 Bonds. Interest is capitalized on specific components of the New SLC to the date such component is expected to be placed in service. ' A portion of the interest due on the Series 2021 Bonds through,and including,October 1,2024 will be paid with a portion of the proceeds of the Series 2021 Bonds. 9 KKR Draft 4/21/2023 THE NEW SLC Summary of the New SLC The New SLC is a comprehensive and integrated series of projects that has replaced substantially all of the Airport's landside and terminal complex facilities. Following the recession of 2008-2010, the Department, in consultation with Delta,undertook a comprehensive study of the Airport's facilities to determine the improvements necessary to extend the useful lives of these facilities for an additional 30 years. The cost and utility of making extensive renovations to the then-existing facilities was compared by the Department to the cost of replacing these facilities with new and more efficient ones. The Department and the air carriers operating at the Airport, including Delta,concluded that replacement of the majority of the landside and terminal complex facilities at the Airport would be the better approach. The New SLC is composed of two primary components. The TRP is an estimated $2.86 billion capital improvement program, including soft costs, to build new facilities to replace aged facilities, mitigate seismic risks, accommodate current operations and prepare for future growth. The NCP is an estimated$2.27 billion set of projects that are programmatically integrated with the TRP consisting of Concourse B (formerly known as the North Concourse)consisting of 47 gates parallel to Concourse A(formerly known as the South Concourse)to be constructed in four stages,a tunnel connecting to the new main terminal facility and related apron and fuel hydrant facilities. The first phase of the New SLC is substantially complete and is in service. The Department and the signatory air carriers operating at the Airport(the"Signatory Airlines")negotiated the Airline Use Agreement,as amended as described herein(the"AUA"),that became effective July 1,2014 for a ten year term and that includes approval of the TRP, and provides a process for the Signatory Airlines to approve additional capital projects,including the NCP. On December 14,2022,in accordance with the provisions of the AUA, Delta approved on behalf of all Signatory Airlines an amendment to the AUA that revised the project budget for the New SLC and pursuant to a Second Amendment to the AUA, effective December 14, 2022 (the "Second Amendment"),Delta approved construction of the 16 additional gates at Concourse B for an additional not to exceed amount of$680,713,083 and extended the term of the AUA through June 30,2044. Alaska Airlines and Southwest Airlines have also executed the Second Amendment extending the term of their AUAs to June 30,2044,and American Airlines and United Airlines have executed amendments to their AUAs extending the term thereof to June 30,2034, and in each case approving the final phase of the NCP. [Spirit Airlines has also become a Signatory Airline with an AUA with a term ending June 30, 2034.] See "THE AIRPORT —Airline Use Agreement." As part of the NCP, Concourse B,was originally designed with 31 gates,but allowed for the addition of 16 more gates at a future date,as demand warranted. The demand for additional gates at the Airport by many of the air carriers, including Delta,has caused the Department to undertake construction of the remaining portion of Concourse B as part of the New SLC project. The Signatory Airlines unanimously approved undertaking the NCP in April 2016. The cost increases in the New SLC budget since 2018 are primarily related to changes to the original design requested by Delta and certain other Signatory Airlines,including construction of the full extent of Concourse B of 47 gates,to increased materials costs during the COVID-19 pandemic,and to increased construction costs in the Salt Lake City area. In addition,the Signatory Airlines have elected to have the City finance construction of certain tenant finishes, for which such Signatory Airlines will reimburse the City over the remaining term of the airline's AUA. See "THE AIRPORT— Airline Use Agreement." The current budget for the NCP portion of the New SLC is an estimated$2.27 billion. Phase 4 of the NCP, consisting of 11 gates and related apron and fuel system work as well as four permanent hardstand positions,all located on the eastern portion of Concourse B,has been bid,but is not yet fully under contract pursuant to Component Guaranteed Maximum Price contracts ("CGMPs"). See "—Project Management of the New SLC" below. (A"hardstand"position is not connected to a concourse directly,and is served by buses from Concourse B.) 10 KKR Draft 4/21/2023 Table of Lease Terms Airline Term Percentage ending of June 30 passengers (FY 2022) Delta Air Lines Inc. 2044 73.4% Southwest Airlines 2044 10.4 Alaska Airlines 2044 2.3 American Airlines 2034 5.4 United Airlines 2034 4.7 Spirit Airlines 2034 0.2 Total 96.4% With the opening of most elements of the TRP and the western portion of Concourse B in the fall of 2020, the majority of the original scope of the New SLC was completed and placed in service and with five additional gates opening in May of 2023 and the final 17 gates of Concourse A East expected to open October 31,2023,all elements of the New SLC except the central tunnel will have been placed in service. The remaining work, in addition to the central tunnel,is largely in response to the recovery of passenger traffic since the COVID-19 pandemic and demand by both Delta and the other airlines serving the Airport for additional facilities. Demolition of the former terminals and concourses has been completed. 11 KKR Draft 4/21/2023 Completed Elements of the New SLC Project Element Date Placed in Cost($000s) Service South Economy parking lot October 2014 $14,344 Rental Car Quick Turnaround("QTA")and Remote January 2016 95,457 Service Sites("RSS") Central Utility Plant("CUP") September 2020 59535 Terminal Facility September 2020 787,979 Gateway Center September 2020 126,153 Concourse A West—25 gates September 2020 422,742 Parking Garage September 2020 241,872 Terminal Roadway System September 2020 110,343 Related infrastructure,including aprons,IT,utilities September 2020 and landscaping Concourse B West—21 gates October 2020 398,450 Mid-concourse Tunnel October 2020 21,063 Associated ramp and fuel hydrants Simultaneously with associated gates Concourse A East—partial(5 gates) May 2023 Total Cost of Completed Project Elements $ Source:Authority records In addition to right-sizing the Airport's facilities to accommodate current and future demand,the New SLC meets current requirements for seismic resiliency,solves certain operational problems resulting from the prior facility layout,improves customer service and maintains the Airport's competitive cost structure. A magnitude 5.7 earthquake struck the Salt Lake City area in March 2020. None of the elements of the New SLC sustained any significant damage. The City achieved Leadership in Energy and Environmental Design("LEED")Gold certification for the new terminal facilities, and the City anticipates achieving LEED Gold certification and not less than Silver certification for the entire New SLC,as required by City ordinance. The New SLC Project Management Team recognized at the start of the pandemic that to complete the New SLC safely and on time,measures needed to be quickly put in place to ensure the health of the trade workers onsite. Written COVID-19 plans were published by both construction managers at risk in early March 2020 and processes were immediately put in place to maintain the health of those persons working on the New SLC Project. The measures put in place and reinforced on a daily basis allowed the New SLC project to remain under construction, to receive high marks on three different Salt Lake County Health Department inspections,to peak at 1,950 trade workers and to achieve the scheduled opening for the phase 1 openings of the New SLC. As a result of the COVID-19 pandemic and the related downturn in passengers using the Airport, the Department, in consultation with the Signatory Airlines, modified the phasing schedule for the remainder of the construction of the New SLC. Rather than completing Concourses A and B in several phases while maintaining elements of the previous concourses in service, in the spring of 2020, the Department determined to demolish all of the remaining terminal elements and construct Concourse A East in a single phase. This is expected to result in the completion of Concourse A East in October 2023,more than two years ahead of the original schedule,which called for phased completion of Concourse A East through calendar year(CI)2025. When the New SLC was rephased,the Department was not able to determine whether the additional gates in Concourse B East would be necessary to accommodate future demand and, accordingly,that portion of the NCP was suspended. As air traffic at the Airport began to rebound rapidly during the summer of 2020, and after consultation with the Signatory Airlines, the Department determined that the original NCP program with a total of 31 gates was necessary to accommodate the projected airline demand. Since 2020, even greater demand for gates at the Airport has led the Department, after 12 KKR Draft 4/21/2023 consultation with Delta and the other Signatory Airlines serving the Airport,to undertake the full scope of Concourse B East,with a total of 47 gates. The Department expects to complete construction of the final phase of Concourse B East and,therefore,of all gates in the New SLC,by the end of CY 2027. In order to accommodate operational demands while Concourses A and B East are completed, the Department is utilizing 20 temporary hardstand positions to the north and east of Concourse B,plus an additional four remain overnight(or"RON")positions for aircraft that could be used as hardstand positions. Set forth on the following page is a photograph showing the major completed portions of the New SLC and the areas that remain under construction. [Remainder of page intentionally left blank] 13 �.. THE NEW SALT LAKE CITY INTERNATIONAL AIRPORT /J ter= " ._j 4 - ♦ - ♦.hz � �. k yr• :� rI' �P [ iNORTH CONCOURSE ` I; CONSTRUCTION AREA � fir, : rr: '{ ♦. I:- , r it �_. ) ' •1� tw • • 1 e CENTRALTUNNEL M` 71- — ^(UNDER CONSTRUCTION) - I CONSTRUCTION AREA F is �`�k{ W ►wJ :, PARKING RENTAL CAR QUICK ' TURN AROUND FACILITY(QTA) Kan 113 f • • p '� ,2:~'� � s'�� •��.�• I� 'y•� _: •�� i.�:��• ice:r -'• �•:�•a 'nr..•d" �i� ��.j, —f.s /:r E.i ��'�_ r Y l;k•M 3 ♦i 4:-�i:.�'• `�f. jo .I •c. }. ram: it- tt� J� �f' �t ► 'e t r. =!• :k ti� g^ d d 7 :k�ii:f;`�U � � (/',�L�`. ��:. .1.., pio w .\'` , ..-s:• 1 c �". - .'•..' � v •^ � „ram l - 5 rc� I i I I i 4 � 'pis nef�.�•, ••r'--� � e. r. K't r KKR Draft 4/21/2023 Phasing the NCP will result in new gates coming into service on Concourse B East beginning in the Fall of 2024 and continuing through the final gate coming on-line in November of 2027. As a result of the decision to temporarily use hardstands and demolish the remaining concourses of the old terminal,the Airport is currently gate- constrained. Delta and its regional partners currently operates from 15 of the 20 hardstand positions,while use of the other five hardstand positions is assigned by the Department. As of the date hereof,there are 71 gate positions at the Airport,20 of which are hardstands.By the end of 2023,the remaining 17 gates on Concourse A East are expected to open and the 15 hardstand positions used by Delta will be decommissioned to make way for the final phases of Concourse B East. By October 2024,five gates in Concourse B East are expected to open and be occupied by Delta and the new central connecting tunnel is expected to open. Four more gates of Concourse B East are expected to be placed in service and used by Delta in Fall 2025,while a further five gates of Concourse B East are expected to open in January 2026, 11 more at Concourse B East in January 2027,and the final gate of Concourse B East by November 2027. In addition,the Department will construct four permanent hardstand positions served from the eastern end of Concourse B East. The table below shows the expected dates of completion of the two Concourses of the New SLC. New SLC Gates Location Number of Gates Completion(actual/expected) Concourse A West 25 September 2020 Concourse A East 5 May 2023 Concourse A East 17 October 2023 Concourse B West 21 October 2020 Concourse B East 5 Fall 2024 Concourse B East 4 Fall 2025 Concourse B East 5 January 2026 Concourse B East 11 January 2027 Concourse B East 1 November 2027 Total Gates 94 The gates currently used by the Signatory Airlines other than Delta,seven of which(including two Concourse B gates and five hardstands) are not leased to any airlines but are used on a per operation basis by multiple airlines ("Common Use"), and certain others 64 of which(including 15 hardstands leased to Delta) are preferentially leased, are operating at capacity. A preferential use lease gives the tenant air carrier the right to occupy and use the gate facilities for its scheduled operations but allows the Department to require the carrier leasing such space to accommodate operations by other air carriers when the gate is not in use for the lessee's scheduled operations. Carriers are sharing gates in order to accommodate existing operations and,during peak periods,the Department has used its rights under the preferential use leases with Delta and other carriers to accommodate operations of other airlines. Upon completion of the New SLC, the Airport will have 94 gates connected to its concourses, and four additional hardstand positions served from the eastern end of Concourse B East with aircraft parking positions located immediately south of Concourse A, to accommodate peak periods and new entrant airlines. Of the 94 gates,47 will be in Concourse B and the remaining 47 in Concourse A; all 94 such gates will include jet bridges and be sized to accommodate,at a minimum,Boeing 737 or Airbus A320 aircraft,as well as smaller regional jets. This configuration will provide greater flexibility, efficiency and passenger convenience. In addition, at least six gates will have the capacity to accommodate the largest aircraft in service. The new, larger gates are designed to accommodate more than triple the 11 million annual passengers the facilities replaced by the New SLC were designed to serve. Before construction of the New SLC commenced,the Airport was served by 86 gates,of which only 56 included jet bridges and the concourses were inefficient"finger piers"that had narrow entrance and exit taxiways that created delays for aircraft accessing or departing from the terminal. The new parking facilities provide an increase of approximately 2,000 additional spaces over those existing before completion of this portion of the New SLC. The New SLC is designed to accommodate both projected growth at the Airport as well as provide for future expansion as needed. The following table shows the major elements of the New SLC yet to be completed and the expected costs, whether a CGMP for such project element has been executed, project status, the actual or expected date on which construction of such element has or will commence and the expected date of beneficial occupancy("DBO")for each project element. 15 KKR Draft 4/21/2023 Elements of the New SLC to Be Completed as of July 1, 2023 Actual/ Expected Executed Actual/Expected Expected DBO Cost CGMP as of Project Status Commencement of Project Element $000's t 7/1/23? Construction TRP TRP Baggage Handling System 140,465 Yes In Service(89%), October 2016 September Under Const.(11%) 2020/Oct.2023 Concourse A East 353,382 Yes Under Const. January 2021 Oct.2023 Terminal Apron, Taxilanes and Fuel 289,317 Yes In Service(�_21o) Phased Oct.2023 Hydrant System* Under Const Subtotal remaining TRP (incl. Owner's 100% reserve of$19,194) $ executed NCP Concourse B East Phase 3(14 gates) Q4 2024—Ql 412,272 Yes Under Const. Aril 2022 2026(phases) Concourse B East Phase 4(11 gates) Q1 2027-Q4 2027 NCP Baggage Handling System In Service/Under October 2020/Q4 70,820 Yes procurement June 2018 2024-2027 Central Tunnel 109,456 Yes Under Const. Aril 2022 Q4 2024 Apron* In Svc.(_%)/Under 355,471 Partial Const.(_1o)/ June 2018 Q1 2027 Hydrant Fueling System* Under Const.L_%)/In 43,137 Partial Design(_%) Phased Ql 2027 Temporary hardstands and related costs October 2020 104,742 Yes In Svc. January 2021 BHS Cold Bag Storage 35,862 No Planning Q3 2022 Q4 2023 Subtotal remaining NCP (including % Owner's reserve of$46,758) $ executed TOTAL remaining New SLC $ executed *Portions of the terminal apron and fuel system to be bid and constructed annually;segments expected to be completed to support opening of related concourse facilities. Includes allocable portion of soft costs. Completed Elements of the New SLC The New SLC will result in the replacement of essentially all of the landside and terminal complex facilities at the Airport with new,more efficient,safe and passenger-focused facilities. A brief summary of the major elements of the New SLC that have been completed and placed in service is set forth below: Terminal The new Terminal facility was placed into service on September 15, 2020. The new Terminal facility is contiguous to Concourse A, connected to the new parking garage via the new Gateway Center, and includes approximately 912,000 square feet("sf')of space on three levels. Level 1 of the Terminal contains a federal inspection services area("FIS"),international baggage claim and recheck area,ticket counters for remote passenger airline check- in, baggage drop services and security checkpoint screening, tenant administrative offices, a centralized security checkpoint for dedicated employee access,and ground transportation counters,and serves commercial curbs and other ground transportation functions. Level 2 provides passenger circulation areas and connects landside and airside components of the facility. Public areas prior to the security checkpoint provide for baggage claim and airline baggage service offices, an expansive meeter-greeter area, food and beverage retail concessions, and a centralized security screening checkpoint. Areas beyond security screening include the terminal plaza area,which consists of 79,000 sf of concessions,seating and circulation space and transitions to the airside concourses. Level 3 contains the ticketing area for departing passengers,administrative offices for the Department and other tenants at the Airport,and a portion 16 KKR Draft 4/21/2023 of the Delta Sky Club. Departing passengers being dropped off at the Airport arrive on the Level 3 curb. The Airport is served by the TRAX light rail system,owned and operated by the Utah Transit Authority("UTA"),which connects the Airport with downtown Salt Lake City. The Terminal was designed to accommodate relocation of the terminus of the TRAX light rail station at the first level of the Terminal. The TRAX extension was financed and built by UTA and became operational on October 26,2021. Gateway Center The Gateway Center,which also opened on September 15,2020,is an elevated building adjacent to the north side of the Parking Garage that consists of approximately 126,000 sf of building space that connects the Parking Garage to the new Terminal facility. The Gateway Center houses a variety of functions,including both ticket counters and kiosks for remote passenger airline check-in and baggage drop services,rental car counters and check-in facilities, and rental car support offices. The Gateway Center provides a high level of customer service by seamlessly connecting passengers using the new parking garage(including those renting or returning rental cars)with the departures level of the Airport without a level change. Departing passengers are also able to obtain boarding passes at kiosks and check baggage in the Gateway Center adjacent to the garage, and arriving passengers are able to proceed directly to their automobiles or complete their rental car transaction and proceed directly to their rental car. The Gateway Center is connected to the Terminal via two pedestrian bridges and connected to the parking garage via two vestibules. Based on data collected by the Department,the Gateway Center was designed to serve most of the Airport's origination and destination("O&D")passengers. Concourse A West The initial portion of Concourse A to be constructed was Concourse A West,which provides a total of 25 gates,six of which can accommodate international arrivals,and was placed into service on September 15,2020. This facility houses approximately 459,000 sf of building space on three levels. Level 1 (ground level)contains non-public areas that accommodate airline operations offices and support areas,outbound and transfer baggage facilities,storage facilities and mechanical-electrical-plumbing ("MEP") facilities. Level 2 consists of holdrooms and the primary passenger circulation level and serves enplaning and deplaning passengers. Passenger amenities on Level 2 include moving sidewalks and a wide variety of food,beverage and retail concessions. International gates connect to a sterile corridor that routes international passengers to the FIS facilities in Level 1 of the Terminal. Level 3 contains communications rooms and other non-public space. See"-Elements of the New SLC Under Construction—Concourse A East"below. Concourse B West Concourse B West,consisting of 21 gates,opened for service in October 2020. It consists of approximately 361,000 sf of building space on two main levels,plus a third level for non-public support areas similar to Concourse A, apron site work and paving, and hydrant fueling. Level 1 of Concourse B West contains non-public areas substantially similar to Concourse A,although during use of the hardstands,a portion of Level 1 has been converted to be used as temporary holdrooms,while Level 2 serves enplaning and deplaning passengers,and includes holdrooms and passenger amenities similar to Concourse A. The existing west mid-concourse tunnel was extended from Concourse A West to Concourse B West and provides pedestrian access to Concourse B. Concourse A East Five gates in Concourse A East opened for services in May 2023. The remaining 17 gates are expected to open in October 2023. See"-Elements of the New SLC Under Construction—Concourse A East"below. Rental CarFaciGties The rental car service facilities were placed in service in March 2016. These facilities consist of a QTA facility for fueling and washing cars and three facilities for performing light vehicle maintenance. The QTA is a two- level building of approximately 468,000 sf with 14 wash and service bays on the first floor and vehicle storage and parking on the second floor. The RSS facility consists of three single-story service buildings containing a total of approximately 34,000 sf of building space located south of the QTA. These buildings provide back-of-house maintenance areas for the rental car providers and contain office, support and storage space. The QTA and RSS are currently in use by the rental car companies operating at the Airport. 17 KKR Draft 4/21/2023 Parking Garage and South Economy Parking Lot The new parking structure was placed into service on September 15,2020. The new parking garage is a five- level concrete structure with a footprint of approximately 365,000 sf and a total gross square footage of approximately 1.42 million sf. Levels 2 through 5 of the Parking Garage provide 3,469 public parking spaces,doubling the number of structured parking spaces previously located at the Airport. The first floor is dedicated to rental car operations and contains approximately 1,200 ready/return parking spaces. Upper floors are served via two helical ramps. In addition to the new Parking Garage,the Airport also has a substantial amount of surface parking available for Airport patrons, including a new surface parking area located east of the new parking structure ("Lot E")within walking distance of the Terminal. Lot E includes 384 parking spaces. The South Economy Parking Lot opened in July 2014 and consists of approximately 2,900 additional parking spaces replacing the economy parking that was displaced by the construction of the new rental car facilities. The South Economy Parking Lot is integrated with the remainder of the Economy Parking Lot. The Department now has a total of 14,401 commercial parking spaces(excluding employee,Park and Wait, and rental car spaces) located on the Airport, an increase of over 2,500 spaces compared to 2014. This increase is primarily because of the increased number of spaces in the new parking structure. The Department has retained its variety of parking products,ranging from premium,reserved spaces closest to the new Terminal to economy spaces in remote lots and including a variety of intermediate options,including covered and structured parking and hourly or daily rates. Central Utility Plant The Central Utility Plant, a 52,000 sf building, houses all main boilers and chillers as well as electrical systems to service the terminal complex, consisting of the new Terminal, Gateway Center, Concourses A and B, Parking Garage, roadways and rental car facilities, and other applicable Airport systems connected to this facility, including pumping systems, electrical equipment, distribution equipment and emergency generators. The CUP is a stand-alone building located west of the QTA Facility. The CUP was turned over to the Department on May 1,2020 for testing and is in service and provides heating,cooling and electrical service to the Airport. Terminal Roadway System This project element of the New SLC includes all roadways,bridges and signage to service the new terminal complex and support areas. The departing passenger roadway is an elevated bridge system with vehicle access to the Level 3 Terminal curb-front. Other elements of this component include the arriving passenger roadways which access the Terminal at Level 1, commercial vehicle roads, rental car user and service roads, and access to and from the parking facilities. The new permanent roadways became operational in September 2020. Supporting Elements The New SLC includes substantial supporting elements,such as apron site-work and paving,demolition and landscaping, and extensive information technology infrastructure. The apron site-work includes all airfield site demolition, utility relocation and apron paving required to enable the redevelopment of the terminal complex, including Concourses A and B. Included in this project element are hydrant fueling and utilities including power, water and sewer. Also included is landside landscaping work such as entry and exit landscaping and planting of undeveloped areas. In addition,as described above,the Department has constructed 20 hardstand positions and four remain overnight positions adjacent to Concourse B to accommodate aircraft until demolition work begins in preparation for the final phases of the construction of Concourse B East,at which point five hardstand and four remain overnight positions will remain accessible from Concourse B. Following the opening of the new Terminal and other elements of the TRP in September 2020, the Department demolished the original terminal buildings and concourses,the original parking garage, connectors and pedestrian bridges. This demolition work was originally phased to occur over a period from 2021 through 2024. However,as a result of the program rephasing that occurred in 2020,demolition has been completed. Information technology("IT')components are an integral element of the New SLC and have been and will be incorporated throughout the facilities and project site. Elements in this scope of work include IT infrastructure,IT 18 KKR Draft 4/21/2023 systems including building systems, parking revenue control and related vehicle control systems, and operating systems. Other associated systems being added or updated as part of the New SLC include baggage information display systems("BIDS"), flight information display systems("FIDY'), gate information display systems("GIDS"), lobby information display systems and ramp information display systems. Elements of the New SLC Under Construction Concourse A East Concourse A East is the remaining portion of Concourse A and is under construction following completion of demolition of the remaining original terminal facilities. Concourse A East currently is planned to be fully completed in October 2023. This facility will also have three levels and is expected to comprise approximately 371,000 sf of space. Level 1 of Concourse A East will contain non-public areas similar to Concourse A West. Level 2 of the facility will serve enplaning and deplaning passengers, and will include passenger amenities similar to Concourse A West. Concourse A East is expected to accommodate 22 domestic aircraft gate positions. Level 3 contains a portion of the 29,000 sf Delta Sky Club and will also contain non-public areas similar to Concourse A West. Concourse B East Concourse B East is planned to consist of approximately 336,000 sf of building space on two main levels, plus a third level for club space and non-public support areas similar to Concourse A, apron site work and paving, hydrant fueling,plus a new central passenger tunnel connecting Concourse B to Concourse A. Level 1 of Concourse B East will contain non-public areas substantially similar to Concourse A,although a portion of Level 1 will be used as holdrooms for the four permanent hardstands to be constructed,while Level 2 will serve enplaning and deplaning passengers,and will include holdrooms and passenger amenities similar to Concourse A. Level 3 is planned to include another Delta Sky Club of approximately sf,an approximately 7,800 sf of United club(its first club at the Airport)and a club developed as a concession for use by all passengers. Concourse B East is planned to add an additional 26 aircraft gate positions,in three stages,and will complete the currently planned construction with a total of 47 gates. Concourse B East is being constructed in phases: Under current projections,five Concourse B East gates are expected to be operational in the fourth quarter of calendar year ("C)") 2024, with four more becoming operational by the end of CY 2025, a further five becoming operational in January 2026, 11 gates becoming operational in January 2027,and one final gate becoming operational in November of 2027. Once Concourse B is completed,all airlines operating at the Airport are expected to operate from Concourse B, including use of some gates by Delta, and Delta is expected to occupy all of Concourse A. At completion of the New SLC,all air carriers at the Airport are expected to operate from substantially similar,new and efficient terminal facilities. Central Passenger Tunnel A central passenger tunnel connecting Concourse B to Concourse A,including moving sidewalks, is under construction and is anticipated to open in fall of 2024. Supporting Elements The supporting elements associated with Concourses A and B East will also be constructed in concert with the two eastern portions of the Concourses. These include apron site-work and paving, demolition, and extensive information technology infrastructure. The apron site-work includes all airfield site demolition,utility relocation and apron paving required to enable the development of Concourses A and B East. Included in this project element are hydrant fueling and utilities including power, water and sewer and an additional four permanent hardstands, served from level 1 of Concourse B East. Project Management of the New SLC Controls The Department has established a multi-layered project management team for the New SLC. R.W. Block Consulting,Inc., subsequently acquired by Anser Advisory("Anser")prepared the Plan of Execution that includes a plan for program management and delivery of the New SLC. Under the Plan of Execution,the program management 19 KKR Draft 4/21/2023 team is competitively procured through pre-qualifying a limited number of firms and then undertaking separate procurements by soliciting responses from the pre-qualified firms for each of the key roles identified in the plan. The Plan of Execution also envisions contracting with a flexible team of experts to manage the specific elements of the New SLC so that, for example, when the rental car facilities were completed and the project management roles for that project element were no longer required, the contracts for such services were terminated. The external project management team is overseen and complemented by Department staff. The Department has established two committees consisting of Department Directors to oversee all capital projects at the Airport, including the New SLC. The Financial Oversight Committee ("FOC') is chaired by the Department's Chief Financial Officer and includes the Director of Engineering and Chief Operating Officer as the other members. Before any construction contract for a project at the Airport may proceed, the FOC must authorize the funding for that project, including the source of funds. Before work may commence on any project, the Construction Committee ("CC') must authorize the execution of the construction contract, including each of the CGMP contracts for the New SLC. The CC is chaired by the Director of Engineering and includes the other members of the FOC and the Directors of Maintenance,Planning and Capital Programs, and Administration and Commercial Services. The FOC and CC each meet bi-monthly in scheduled sessions and minutes are taken and published. This formal review process entails a rigorous and comprehensive examination of all capital projects undertaken by the Department and helps identify and address differences between estimated and actual construction costs at an early stage in the approval process. The Program Director for the New SLC, Making Projects Work, Inc., (a company specializing in airport project management) reports directly to the Department's Executive Director and serves as the owner's authorized representative under the CMAR Contracts described below. Anser remains engaged as an independent consultant overseeing financial and program controls and Anser also reports directly to the Executive Director. Ten separate firms,including Making Projects Work,Inc.and Anser,have been prequalified to participate in competitive processes for selection of key project management staff. To date,this process has resulted in selection of an external program management team that peaked at 59 persons from the ten different pre-qualified firms and, as of December 2022, consisted of 46 staff. The program management team is adjusted as elements of the New SLC are completed. The interests of the Signatory Airlines are represented by an Airline Technical Representative ("ATR"), whose rights and responsibilities are set forth in the AUA and who is resident in the City for the duration of the New SLC project. The ATR was formerly a Delta employee and is now employed by the program management team. The ATR must be included in development of contract documents for the New SLC,discussions relating to cost controls and design changes. See"THE AIRPORT—Airline Use Agreement-New SLC"below. The Department entered into Construction Manager at Risk ("CMAR") Contracts with two joint ventures, one with Holder-Big-D Construction,a joint venture("HDJV ), for the TRP and the other with Austin Commercial and Okland Construction Company joint venture ("AOJV") for the initial phase of the NCP, to help manage its risk for cost increases and project delays. As a result of the rephasing of the New SLC and the temporary postponement of the second phase of the NCP, the CMAR Contract with AOJV was terminated for convenience. AOJV's work under its CMAR Contract has been completed and AOJV has de-mobilized. HDJV has added the final phases of the NCP and portions of the central passenger tunnel to its existing CMAR Contract. The CMAR bids separate CGMP Contracts for specified elements of the New SLC.The New SLC has been broken down into CGMP contracts between the Department,on behalf of the City,and the joint venture undertaking that element of the New SLC. Each CGMP is designed and bid separately and is subject to review and approval by the Department prior to execution. There are eleven CGMPs for the TRP and twelve for the NCP. Each CGMP constitutes an amendment to the applicable CMAR Contract that provides that the CMAR will construct the elements of the New SLC described in the scope of the applicable CGMP for a guaranteed maximum price,within the schedule set forth in the CGMP and in accordance with the applicable CMAR Contract. The Department pays only the costs incurred under the CGMP,up to the guaranteed maximum price. Absent scope changes,should the costs exceed the guaranteed maximum price, the CMAR is liable for the excess costs, with no reimbursement from the Department, absent certain specified conditions. This structure provides the Department with a reasonable degree of certainty regarding the cost of the project and limits cost overruns without Department approval. The timing,completion date and guaranteed maximum price for the work elements under each CGMP may only be changed by a CGMP amendment,which requires the approval of the Department. The CMAR Contracts also require the CMAR to provide specified pre-construction and general conditions services during its term. As of July 1,2023, 100%of the TRP and 20 KKR Draft 4/21/2023 of the NCP by project cost is subject to an executed CGMP and over$ billion had been expended on New SLC project costs. Design HOK(formerly Helmuth,Obata&Kassabaum,Inc.)is the lead design firm for the New SLC. HOK leads a team of 14 architect and engineering subconsulting firms that provide all of the planning, engineering and design services for the New SLC. Construction HDJV, comprised of Holder Construction Company and Big-D Construction, was selected through a competitive process to undertake construction services for the TRP pursuant to a CMAR Contract. Subsequently,the final phases of the NCP and portions of the central passenger tunnel were added to HDJV's CMAR Contract. The HDJV CMAR Contract had an initial term of five years commencing October 25,2013, and may be extended at the Department's sole option. The Department has exercised extension options and extended the term of the HDJV CMAR Contract through August 5,2026.In addition,the contract with HDJV can be terminated at various points in the program and a new CMAR selected,at the option of the Department. Before the Department enters into a CGMP,the FOC must approve the guaranteed maximum price and the CC must approve the scope of the work of the CGMP and recommend to the Executive Director that the CGMP be approved and executed. The CMAR Contracts provide for a formal dispute resolution process that must be undertaken in the event of a disagreement between the Department and HDJV before any legal action may be commenced. In the CMAR Contracts,HDJV has acknowledged that it is not entitled to receive any work under the applicable Contract and has waived all claims for anticipated profits and other claims associated with the Department's decision not to proceed with the New SLC,any CGMP or any portion thereof. All subcontracts must be competitively awarded and the subcontracts are held by HDJV, and expressly provide that the Department has no contractual relationship with the subcontractors. HDJV may bid upon and receive up to 20% of the contracts under each CGMP, but only if it submits the lowest bid in a competitively bid process and receives the approval of the Department,and the remaining portions of each CGMP must be undertaken by unrelated parties to HDJV. Each CGMP is for a fixed price under which HDJV bears most risks of cost increases. As of December 31, 2022, each of the executed CGMPs is on or below its fixed amount. [As of July 1, 2023, a CGMP has not been executed for Phase 4 of the NCP,but the Department has received bids for this final element of the New SLC and is in the process of negotiating the final CGMPs for these project elements with HDJV.] However,the CMAR Contracts provide for time extensions under certain limited circumstances. These include changes requested by the Department after the CGMP is executed,unknown conditions that were not foreseeable at the time the CGMP was executed,delays caused by the Department,weather conditions outside of the ten-year mean,or force majeure events and remediation of hazardous materials. Delays because of labor disputes may not result in an extension of time. If a Joint Venture suffers a delay because of one of these permissible events,the CMAR Contract includes a process for determining the period of an extension,which cannot exceed one day for each day of delay and requires the Joint Venture to mitigate delays to the extent possible. In no event are damages permitted beyond the extension of time,such as loss of profits; indirect, incidental, consequential or special damages; or acceleration costs not approved by the Department, permitted. Other Capital Projects Other capital projects currently anticipated by the Department to be undertaken or completed during the period that the various elements of the New SLC will be under construction consist primarily of on-going capital improvements to existing landside and airside facilities. Cost estimates for the other projected capital projects,as well as an allowance for yet unidentified projects for maintaining the Airport in a state of good repair, during the period from FY 2023 through FY 2030 total approximately$385 million. These projects primarily are expected to maintain the Airport's airside and landside infrastructure in good repair over the period of construction of the New SLC, as well as provide for improvements to the facilities at the Auxiliary Airports. Projects expected to be undertaken during FY 2024 and 2025 include partial reconstruction of the Airport's taxiways E and F, design and construction of the South Employee parking lot, an overlay of the TVY runway, and planning for taxiway tunnel and roadway realignment, among numerous other projects. [UPDATE] The Department may defer or elect not to undertake a portion of the capital projects included in other capital projects during the projection period, depending on circumstances such as aviation demand levels and availability of project funding. 21 KKR Draft 4/21/2023 Funding Sources for the New SLC Overview The New SLC has been and is being funded from a variety of sources,including Department funds,proceeds of the Existing Bonds, the Series 2023 Bonds, and additional Bonds to be issued in the future, passenger facility charges("PFCs"),customer facility charges("CFCs"),and grant funds from the FAA Airport Improvement Program ("AIP"), the Transportation Security Administration ("TSA") Other Transaction Agreement ("OTA"), and the Infrastructure Investment and Jobs Act(also known as the"Bipartisan Infrastructure Bill,"or"BIL"). In addition to the Existing Bonds, and the Series 2023 Bonds, the City expects to issue additional Bonds to fund a total of approximately $800 million of project costs for the New SLC. The Department may issue Subordinate Revolving Obligations, from time to time, to finance costs of the New SLC on an interim basis and then repay the Subordinate Revolving Obligations from various sources of funds, including proceeds of additional Bonds and other available funds. The Department has applied PFCs to pay-as-you-go projects in prior years, but is now applying most PFCs collected to pay debt service on outstanding Bonds and expects to use PFCs to pay debt service on portions of the Series 2023 Bonds and additional Bonds to be issued in the future. CFCs being collected are applied to reimburse the Department for the costs, including imputed interest, of eligible facilities serving the rental car companies that are now in service and that were funded with Department funds. The table below describes the various projected sources of funds that are expected to be used to fund the New SLC as well as the other capital projects ("Other CIP"). This mix of funding sources is expected to maintain the Airport's cost per enplaned passenger at a rate comparable to other Delta hub airports. These amounts reflect the sums of funds actually expended and anticipated future expenditures. In the AUA,the City has agreed not to recover the portions of the New SLC funded with Department funds,and none of the project costs funded with AIP or BIL grants, PFCs or CFCs are included in the airline rate base or recovered through airline rates and charges. EXPECTED SOURCES OF FUNDS FOR THE NEW SLC AND OTHER CAPITAL PROJECTS (Dollars in 000s) TSA OTA/ Series Additional Dept. PAYGO PAYGO AIP/BIL Prior 2023 Bonds Funds PFCs CFCs Grants Bonds*t Bonds Total** TRP $275,214 $332,838 $199,036 $62,747 $1,831,533 $2,830,055 NCP $295,952 0 0 $117,386 $867,663 $2,304,919 Total New $463,227 $332,838 $199,036 $180,133 $2,699,196 $5,134,974 SLC** Other CIP $322,221 0 0 $ 0 $385,173 TOTAL:* $893,437 $332,838 $199,060 $180,133 $2,699,196 $5,520,147 *Includes interest earnings. **Totals may not add due to rounding. tIncludes all Series 2017,2018 and 2021 Bond proceeds available for construction. Construction proceeds have been fully expended,other than approximately$20 million of 2021B Bonds proceeds. Department Funds The Airport derives revenues from a wide variety of non-aeronautical sources, including parking,rental car fees,concessions fees and ground transportation fees. Beginning in 1997,the City began reserving excess non-airline revenues in anticipation of undertaking the New SLC and other capital projects, and as of March 31,2023, the City maintained a balance of approximately$_million in the Surplus Fund available for future development of the Airport System. The Department has been expending such retained amounts since commencing the New SLC program in 2014. Beginning in FY 2022,the Department determined to use additional money on deposit in the Surplus Fund for New SLC project costs rather than retain such funding as reserves. The Department regularly applies its internally generated funds for project costs and the Department expects to continue reimbursing itself from CFCs and AIP,BIL 22 KKR Draft 4/21/2023 and OTA grant funds during the construction of the New SLC. See"APPENDIX B-REPORT OF THE AIRPORT CONSULTANT—CIP Plan of Finance." Airport Revenue Bonds The City expects to fund approximately$400 million of the costs of the New SLC from proceeds of the Series 2023 Bonds and an additional $800 million of proceeds of Bonds to be issued in the future. Portions of the debt service payable on the Bonds are expected to be paid with PFCs. See"APPENDIX B-REPORT OF THE AIRPORT CONSULTANT—CIP Plan of Finance." Subordinate Revolving Obligations The City may issue,from time to time, Subordinate Revolving Obligations to provide interim financing for certain costs of the New SLC program. [No Subordinate Revolving Obligations are outstanding as of July 1,2023.] The Subordinate Revolving Obligations provide the Department with rapid access to capital,greater funding certainty and additional financial flexibility. See "SECURITY FOR THE SERIES 2023 BONDS — Subordinate Revolving Obligations." PFCs As of March 31,2023,the City has received approval from the FAA to impose and use$2.65 billion of PFCs for projects at the Airport including the TRP,and the City expects to fund approximately$332.8 million of the costs of the TRP with PAYGO PFCs,out of a total of$1.38 billion of PFCs approved for the TRP. In addition,to the extent authorized by the FAA, the City has applied and expects to continue to apply in the future additional PFCs to pay principal of and interest on a portion of the Bonds,including a portion of the Series 2023 Bonds. The City is authorized to collect a PFC of$4.50 from eligible passengers enplaning at the Airport,of which$0.11 is retained by the collecting air carriers as a handling fee. Federal law restricts the use of PFCs to certain kinds of projects and,accordingly,based on current FAA approvals,PFCs may only be used for certain elements of the TRP,including portions of Concourse A, and airside project elements. As of the date hereof,the City has not sought and does not expect to seek approval from the FAA to apply PFCs to the costs of the NCP. See"INVESTMENT CONSIDERATIONS—PFC Revenues and Other Funding Sources." Due to the resurgence in passenger air travel following the height of the COVID-19 pandemic,the Department received approximately$49.70 million in PFC revenue during FY 2022,nearly double the $25.38 million in PFC revenue that the Department received in FY 2021. PFCs are excluded from the Net Revenues securing the Bonds pledged under the Master Indenture,but the City may,by execution of a Supplemental Indenture or a certificate of designation, pledge or otherwise commit PFCs to secure payment of specified Bonds. See "SECURITY FOR THE SERIES 2023 BONDS —Use of PFCs to Pay Debt Service." See also, "INVESTMENT CONSIDERATIONS—PFC Revenues and Other Funding Sources." As of March 31, 2023, the Department had collected approximately $ million and expended approximately$ million of its total approved PFC collections on approved projects,including$332.8 million of pay-as-you-go PFCs for elements of the TRP. The Department expects to expend the majority of PFCs currently on hand plus a portion of PFCs collected in future years for payment of principal of and interest on Bonds issued to fund PFC-eligible TRP elements. See "APPENDIX B —REPORT OF THE AIRPORT CONSULTANT —CIP Plan of Finance." CFCs The City requires rental car companies to collect a CFC of$5 per transaction day, limited to 12 days per contract,from persons renting automobiles at the Airport. The City expects to apply a total of approximately$199.1 million of CFCs to pay certain costs of the TRP, either directly or to reimburse the City for eligible costs previously funded with Department funds. As of March 31, 2023, approximately$199.1 million of CFCs have been expended for CFC eligible projects,although the Department expects to reimburse itself in the future for a portion of such costs as additional CFCs are collected. Although federal law does not restrict the use of CFCs, a City ordinance limits the use of CFCs only to financing capital improvements at the Airport that support rental car services,including a pro rata share of joint use infrastructure such as roadways,the portions of the Parking Garage needed for ready/return facilities, funding debt service associated with rental car facilities or funding the City's costs for such other rental car related purposes as the City may determine. CFCs are excluded from Net Revenues and the Department does not expect to issue any CFC revenue bonds. The City also currently does not expect to apply proceeds of the Bonds to finance 23 KKR Draft 4/21/2023 rental car facilities or,accordingly,to pay debt service on Bonds with CFCs. The Department expects to apply CFCs to the costs of the portion of the recently completed Parking Facility that will serve rental car companies,and elements of the roadway system serving the rental car facilities. See "APPENDIX B - REPORT OF THE AIRPORT CONSULTANT—CIP Plan of Finance." AIP,BIL,and TSA Grants The Department expects to apply$209.8 million of AIP grant funds to fund eligible costs of the New SLC. In addition, the TSA provides certain grant funds through OTAs for in-line baggage screening systems, and the Department anticipates receiving$15.2 million from the TSA for that element of the TRP. The grant funding available to airports under the BIL falls into two categories: The BIL provided for two different kinds of capital grants over the five year term of the program,from federal fiscal year("FFY")2022,ending September 30,2022,through FFY 2026. The first are Airport Infrastructure Grant ("AIG") funds, which are allocated similar to AIP funds on the basis of enplaned passengers and operational metrics, and Airport Terminal Program ("ATP") funds, which are subject to annual competitive allocation. The Department expects to receive approximately $25.2 million in BIL AIG grant funds annually over the five year period,which it expects to apply to portions of the New SLC and to other capital improvements at the Airport. The Department also expects to submit applications for ATP program funding,and has received a total of$29 million to date,which is being applied to construction of Concourse B East. See"APPENDIX B - REPORT OF THE AIRPORT CONSULTANT—CIP Plan of Finance." The Department has not and does not expect to apply proceeds of CARES Act,CRRSA or ARPA grants for costs of the New SLC. See"THE AIRPORT —COVID-19 Outbreak—Department's Response to COVID-19". The City receives grants annually from the FAA pursuant to the AIP and also receives OTA funding from the TSA from time to time. The AIP grants generally fall into two categories:(i)entitlement grants,which are awarded based upon the number of passengers enplaned at the Airport as well as entitlement grants based on air cargo throughout at the Airport, and(ii)discretionary grants,which are awarded at the discretion of the FAA based upon specified criteria, including a cost-benefit analysis. Similar to many federal grant-in-aid programs, AIP grants are reimbursement grants. Accordingly,the Department must expend its own cash to fund an authorized project and then submit invoices to the FAA for reimbursement of such costs pursuant to the terms of the grant. Thus,while grants may be awarded in one fiscal year,grant funds may be received over a period of several subsequent fiscal years. For a description of the AIP program, see "INVESTMENT CONSIDERATIONS —FAA Reauthorization and Federal Funding." The Department will continue its practice of fully utilizing the AIP entitlement grants that are awarded to it to maintain and improve the Airport System, and of aggressively seeking FAA discretionary grants for AIP-eligible projects. Based on communications with the FAA, the Department currently expects $150,000 in annual AIP entitlement grants for each of the Auxiliary Airports. For fiscal years 2019-2022,the Department was awarded$228.3 million in FAA AIP grants for projects including conducting an airport master plan study, and runway,taxiway and apron pavement rehabilitation work. The Department received $52.0 million in AIP grant funds in FY 2022. However,there can be no assurance that additional grants from the FAA or TSA will be available in the future. See "INVESTMENT CONSIDERATIONS—FAA Reauthorization and Federal Funding." SECURITY FOR THE SERIES 2023 BONDS Pledge of Net Revenues The Series 2023 Bonds are limited obligations of the City payable solely from and secured by a pledge of Net Revenues,certain funds and accounts held by the Trustee under the Indenture,and other amounts payable under the Indenture. The Series 2023 Bonds will be secured by a pledge of Net Revenues on parity with the Existing Bonds, and any additional Bonds issued in the future. "Net Revenues" are defined in the Master Indenture to mean, for any given period, the Revenues for such period,less the Operation and Maintenance Expenses of the Airport System for such period. "Revenues" are defined in the Master Indenture to include, among other things, except to the extent specifically excluded therefrom, all income,receipts, earnings and revenues received by the City from the operation and ownership of the Airport System for a given period, as determined in accordance with generally accepted accounting principles,as modified from time to time,including,but not limited to,(1)rates,tolls,fees,rentals,charges 24 KKR Draft 4/21/2023 and other payments made to or owed to the City for the use or availability of the Airport System,(2)amounts received or owed from the sale or provision of supplies,materials, goods and services provided by or made available by the City, including rental or business interruption insurance proceeds, received by, held by, accrued to or entitled to be received by the City or any successor thereto from the possession,management,charge, superintendence and control of the Airport System and its related facilities or activities and undertakings related thereto or from any other facilities wherever located with respect to which the City receives payments which are attributable to the Airport System or activities or undertakings related thereto and (3) Other Pledged Revenues. See "APPENDIX C — FORM OF MASTER INDENTURE—ARTICLE I—DEFINITIONS;INTERPRETATION"for a more complete definition of Revenues. CFCs and Capitalized Interest, among other things, are specifically excluded from Revenues unless otherwise designated as Other Pledged Revenues pursuant to a certificate of the City or in a Supplemental Indenture. PFCs also are specifically excluded from Revenues,but may be applied to pay principal of and interest on Bonds as described below. The City has not designated or pledged pursuant to a certificate or a Supplemental Indenture any PFCs to the payment of Bonds. However, see"—Use of PFCs to Pay Debt Service"below for a discussion of the City's past use of and future expectation to use PFCs to pay a portion of the debt service on the Outstanding Bonds and the Series 2023 Bonds. Additionally,a portion of the interest on the Series 2021 Bonds is payable from Capitalized Interest through October 1, 2024, and a portion of the interest on the Series 2023 Bonds will be payable from Capitalized Interest through DATE. "Operation and Maintenance Expenses of the Airport System"or"O&MExpenses"are defined in the Master Indenture to mean, for any given period, the total operation and maintenance expenses of the Airport System as determined in accordance with generally accepted accounting principles as in effect from time to time;including any costs of Credit Facilities and Liquidity Facilities; but excluding depreciation expense and any operation and maintenance expenses of the Airport System payable from moneys other than Revenues,including,but not limited to, any non-cash items that are required to be treated as operation and maintenance expenses of the Airport System in accordance with generally accepted accounting principles. The Department operates the Airport and the Auxiliary Airports as the Airport System. The Master Indenture includes the operation and maintenance costs and revenues of the Auxiliary Airports within the definitions of "Operation and Maintenance Expenses of the Airport System"and"Revenues." None of the properties of the Airport System are subject to any mortgage or other lien for the benefit of the owners of the Bonds,and neither the full faith and credit nor the taxing power of the City,the State or any political subdivision or agency of the State is pledged to the payment of the principal of or interest on the Bonds. Flow of Funds The City has created and holds and maintains a special fund designated as the Revenue Fund into which all Revenues and other moneys and funds not included in Revenues are deposited. Pursuant to the Master Indenture and the Master Subordinate Indenture, the City has agreed to continue to hold and maintain the Revenue Fund. Additionally, pursuant to the Master Indenture and the Master Subordinate Indenture, the City has covenanted and agreed to establish, hold and maintain the Revenue Account within the Revenue Fund. As long as there are any Outstanding Bonds or Outstanding Subordinate Obligations,all Revenues will be deposited in the Revenue Account and will be set aside for the payment of the following amounts or deposited or transferred to the following funds, accounts and subaccounts in the following order of priority: First.to the Operation and Maintenance Subaccount. On or prior to the third Business Day of each month, the City shall deposit Revenues to the Operation and Maintenance Subaccount in an amount equal to one-twelfth of the estimated Operation and Maintenance Expenses of the Airport System for the then current Fiscal Year as set forth in the budget of the City for such Fiscal Year as finally approved by the City. In the event that the balance in the Operation and Maintenance Subaccount at any time is insufficient to make any required payments therefrom due and payable between the third Business Day of the then current month and the second Business Day of the immediately succeeding month, additional Revenues at least sufficient to make such payments shall immediately be deposited in the Operation and Maintenance Subaccount from the Revenue Account. Second:to the Debt Service Funds. Except as otherwise provided in a Supplemental Indenture, on or prior to the third Business Day of each month, a sufficient amount of Revenues shall be transferred by the City,without priority and on an equal basis,except as to timing of payment,to the Trustee for deposit to the Debt Service Funds in the amounts, at the times and in the manner provided in the 25 KKR Draft 4/21/2023 Master Indenture to provide for the payment of principal and interest to become due on the Outstanding Bonds. In addition to the deposit of Revenues to the Debt Service Funds,the City shall transfer any applicable Pledged Passenger Facility Charges and/or Passenger Facility Charges Available for Debt Service to the Trustee for deposit to the applicable Debt Service Fund in accordance with the provisions of the applicable Supplemental Indenture and/or a certificate of the City as provided in the Master Indenture. Except as otherwise provided in a Supplemental Indenture, the amount of Revenues, Pledged Passenger Facility Charges, if any, and Passenger Facility Charges Available for Debt Service deposited each month shall equal one sixth of the full amount required to pay the interest on the Outstanding Bonds next coming due and one twelfth of the principal amount and/or sinking fund installment of the Outstanding Bonds next coming due. Third:to the Common Debt Service Reserve Fund and Series Debt Service Reserve Funds. On or prior to the third Business Day of each month, a sufficient amount of Revenues shall be transferred by the City,without priority and on an equal basis,to the Trustee for deposit to the Common Debt Service Reserve Fund at the times and in the amounts provided in the Master Indenture, and to any Series Debt Service Reserve Fund at the times and in the amounts set forth in the Supplemental Indenture pursuant to which such Series Debt Service Reserve Fund is created. See"—Common Debt Service Reserve Fund"below. Fourth: to the Subordinate Obligation Debt Service Funds. Except as otherwise provided in a Supplemental Subordinate Indenture, on or prior to the third Business Day of each month, a sufficient amount of Revenues shall be transferred by the City, without priority and on an equal basis, except as to timing of payment, to the Subordinate Trustee for deposit to the Subordinate Obligation Debt Service Funds in the amounts,at the times and in the manner provided in the Master Subordinate Indenture to provide for the payment of principal and interest to become due on the outstanding Subordinate Obligations. In addition to the deposit of Revenues to the Subordinate Obligation Debt Service Funds, the City shall transfer any applicable Pledged Passenger Facility Charges and/or Passenger Facility Charges Available for Debt Service to the Subordinate Trustee for deposit to the applicable Subordinate Obligation Debt Service Fund in accordance with the provisions of the applicable Supplemental Subordinate Indenture and/or a certificate of the City as provided in the Master Subordinate Indenture. Except as otherwise provided in a Supplemental Subordinate Indenture, the amount of Revenues, Pledged Passenger Facility Charges, if any, and Passenger Facility Charges Available for Debt Service deposited each month shall equal one sixth of the full amount required to pay the interest on the outstanding Subordinate Obligations next coming due and one twelfth of the principal amount and/or sinking fund installment of the outstanding Subordinate Obligations next coming due. Fifth:to the Subordinate Obligation Debt Service Reserve Funds. On or prior to the third Business Day of each month,a sufficient amount of Revenues shall be transferred by the City,without priority and on an equal basis,to the Subordinate Trustee for deposit to any debt service reserve fund established by or for the benefit of the City in connection with any Subordinate Obligations,provided,however, no Revenues shall be transferred by the City to the Subordinate Obligation Trustee for deposit to any debt service reserve fund established by or for the benefit of the City in connection with any Subordinate Obligations if amounts(including any Debt Service Reserve Fund Surety Policy)in the Common Debt Service Reserve Fund are not sufficient to meet the Reserve Requirement or amounts (including any Debt Service Reserve Fund Surety Policy)in any Series Debt Service Reserve Fund are not sufficient to meet the applicable Reserve Requirement for such Series Debt Service Reserve Fund. No Subordinate Obligation Debt Service Reserve Fund has been, or is expected to be, established for the Subordinate Revolving Obligations. Sixth: to the Operation and Maintenance Reserve Subaccount. On or prior to the third Business Day of each month, sufficient Revenues shall be deposited to the Operation and Maintenance Reserve Subaccount to fund any deficiency in the Operation and Maintenance Reserve Subaccount in accordance with the Master Indenture and the Master Subordinate Indenture. Seventh: to the Renewal and Replacement Subaccount. On or prior to the third Business Day of each month,sufficient Revenues shall be deposited to the Renewal and Replacement Subaccount to fund 26 KKR Draft 4/21/2023 any deficiency in the Renewal and Replacement Subaccount in accordance with the Master Indenture and the Master Subordinate Indenture. Eighth: to the Rolling Coverage Account. On or prior to the third Business Day of each month, at the discretion of the City, Revenues may be deposited to the Rolling Coverage Account in an amount determined by the City to fund the Rolling Coverage Account in accordance with the Master Indenture and the Master Subordinate Indenture. Ninth:to the Surplus Fund. At the discretion of the City, all or a portion of the remaining Revenues may be deposited to the Surplus Fund to be used for any lawful Airport System purpose. Pursuant to the Master Indenture and the Master Subordinate Indenture,the City has created,within the Revenue Fund, separate funds, accounts or subaccounts for the deposit of CFCs and PFCs that have not been designated as Revenues. See"--Use of PFCs to Pay Debt Service"below for a discussion of the City's expectation to use PFCs to pay a portion of the debt service on Bonds,including the Series 2023 Bonds. The following chart provides a graphic presentation of the flow of funds under the Master Indenture and the Master Subordinate Indenture upon the receipt of Revenues. Flow of Funds Pursuant to Master Indenture REVENUES' 1 REVENUE ACCOUNT OPERATION AND MAINTENANCE SUBACCOUNT* Passenger Facility Charges Available for Debt Service DEBT SERVICE FUNDS** and Pledged Passenger Facility Charges COMMON DEBT SERVICE RESERVE FUND AND SERIES DEBT SERVICE RESERVE FUNDS** SUBORDINATE OBLIGATION DEBT SERVICE FUND(S)*** SUBORDINATE OBLIGATION DEBT SERVICE RESERVE FUNDS*** OPERATION AND MAINTENANCE RESERVE SUBACCOUNT 1 RENEWAL AND REPLACEMENT SUBACCOUNT 1 ROLLING COVERAGE ACCOUNT j KKR Draft 4/21/2023 SURPLUS FUND Any Lawful Purpose of the Department *Maintained within the Revenue Account of the Department. (1)Revenues do not include PFC or CFC revenues. **Held and maintained by the Trustee. ***Held and maintained by the Subordinate Trustee. 28 KKR Draft 4/21/2023 Rate Covenant The City has covenanted in the Master Indenture that, while any of the Bonds (including the Series 2023 Bonds) remain Outstanding, it will establish, fix, prescribe and collect rates, tolls, fees, rentals and charges in connection with the Airport System and for services rendered in connection therewith,so that: (a) Revenues in each Fiscal Year will be at least equal to the following amounts: (i) Operation and Maintenance Expenses of the Airport System due and payable during such Fiscal Year; (ii) the Annual Debt Service on any Outstanding Bonds required to be funded by the City in such Fiscal Year as required by the Master Indenture or any Supplemental Indenture with respect to the Outstanding Bonds; (iii) the required deposits to the Common Debt Service Reserve Fund or any Series Debt Service Reserve Fund which may be established by a Supplemental Indenture; (iv) the reimbursement owed to any Credit Provider or Liquidity Provider as required by a Supplemental Indenture; (v) the interest on and principal of any indebtedness of the City issued on behalf of the Department required to be funded during such Fiscal Year,other than for Outstanding Bonds,but including Subordinate Obligations;and (vi) funding of any debt service reserve funds created with respect to any indebtedness of the City issued on behalf of the Department, other than Outstanding Bonds, but including Subordinate Obligations. (b) During each Fiscal Year the Net Revenues, together with any Transfer, will be equal to at least 125%of Annual Debt Service on the Outstanding Bonds for such Fiscal Year. For purposes of this paragraph(b),the amount of any Transfer taken into account cannot exceed 25%of Annual Debt Service on the Outstanding Bonds in such Fiscal Year. "Transfer"is defined in the Master Indenture to mean(a)the amount on deposit,if any,on the last Business Day of the applicable Fiscal Year in the Rolling Coverage Account plus(b)any amounts withdrawn from the Rolling Coverage Account during such Fiscal Year to pay Operation and Maintenance Expenses of the Airport System, to make any required payments or deposits to pay or secure the payment of principal of and/or interest on the Bonds and Subordinate Obligations,if any,or to pay the cost of any additions,improvements,repairs,renewals or replacements to the Airport System, less(c)any amounts deposited in the Rolling Coverage Account from Revenues during such Fiscal Year. For purposes of paragraphs(a)and(b)above,Annual Debt Service on the Outstanding Bonds will be reduced by the amount of principal and/or interest paid with Capitalized Interest, Passenger Facility Charges Available for Debt Service and/or Pledged Passenger Facility Charges. See"APPENDIX C—FORM OF MASTER INDENTURE —ARTICLE IV - REVENUES; FUNDS AND ACCOUNTS—Section 4.15 - Passenger Facility Charges Available for Debt Service." The Department was granted a total of$183.9 million of federal relief grants(excluding concession relief of $13.75 million)under the three programs adopted by Congress providing financial relief to airports during the COVID- 19 pandemic. See "THE AIRPORT — COVID-19 Outbreak—Department's Response to COVID-19." The table below shows the application of these federal relief funds by the Department by Fiscal Year. The Department expects to have expended all such relief funds by December 2023. The Department has applied and expects to continue to apply these relief funds to reimburse itself for O&M Expenses. Although these grant funds are not Revenues under the Master Indenture,by applying them to fund O&M Expenses,the Department is better able to meet the requirements of paragraph(a) and(b) above of the Rate Covenant, since the grant funds applied reduce the amount of Revenues required to pay O&M Expenses,thus increasing Net Revenues. 29 KKR Draft 4/21/2023 Federal COVID-19 Relief Grants(in$millions) Total FY2020 FY 2021 FY 2022 FY 2023 FY 2024t CARES Act $82.5 $3.9 $66 $12.6 -- -- CRRSA* 20.6 -- -- 20.6 -- -- ARPA** 80.8 -- -- 6.8 $37 $37 Total $183.9 $3.9 $66.0 $40.0 $37.0 $37.0 Source:Department *Concession relief of$2.75 million not included **Concession relief of$11.0 million not included 'Budgeted The AUA also provides for extraordinary coverage protection if the Department expects to fail to meet the rate covenant under the Master Indenture. Under the AUA, if in any Fiscal Year the amount of Revenues less Operating Expenses is projected to be less than the sum of the principal of,premium, if any, and interest due in that Fiscal Year on the Bonds and Subordinate Obligations then Outstanding,plus 25%of such Debt Service on Bonds and the amount required under the agreement providing for the issuance of such Subordinate Obligations, then the Signatory Airlines will make extraordinary coverage protection payments in addition to landing fees and terminal rents. See"THE AIRPORT—Airline Use Agreement—Rates and Charges"below. If Revenues and Net Revenues, together with any Transfer, in any Fiscal Year are less than the amounts specified in paragraphs (a) and (b) above, the City is required to retain and direct a Consultant to make recommendations as to the revision of the City's business operations and its schedule of rates,tolls,fees,rentals and charges for the use of the Airport System and for services rendered by the City in connection with the Airport System, and after receiving such recommendations or giving reasonable opportunity for such recommendations to be made, the City will take all lawful measures to revise the schedule of rates,tolls,fees,rentals and charges as may be necessary to produce Revenues and Net Revenues,together with any Transfer in the amounts specified in paragraphs(a)and(b) above in the next succeeding Fiscal Year. In the event that Revenues or Net Revenues for any Fiscal Year are less than the amounts specified in paragraphs (a) or(b) above,but the City has,prior to or during the next succeeding Fiscal Year,promptly taken all lawful measures to revise the schedule of rates,tolls,fees,rentals and charges as required by the provisions set forth in the prior paragraph,such deficiency in Revenues or Net Revenues will not constitute an Event of Default under the Master Indenture. Nevertheless,if after taking the measures required by the provisions set forth in the prior paragraph to revise the schedule of rates,tolls,fees,rentals and charges,Revenues or Net Revenues in the next succeeding Fiscal Year(as evidenced by the audited financial statements of the City for such Fiscal Year) are less than the amounts specified in paragraphs(a) and(b) above, such deficiency in Revenues or Net Revenues will constitute an Event of Default under the Master Indenture. See"THE AIRPORT—The Airline Use Agreement" for a discussion regarding certain limits on the ability of the City to raise fees to be charged to the Signatory Airlines. Common Debt Service Reserve Fund Pursuant to the Master Indenture, the City established the Common Debt Service Reserve Fund (the "Common Reserve Fund")with the Trustee to secure any Bonds the City elects to participate in the Common Reserve Fund. At the time of issuance of the Outstanding Bonds,the City elected to have each series of the Outstanding Bonds participate in the Common Debt Service Reserve Fund and,at the time of issuance of the Series 2023 Bonds,the City will elect to have the Series 2023 Bonds participate in the Common Reserve Fund. The Outstanding Bonds,the Series 2023 Bonds and any additional Bonds the City elects to have participate in the Common Reserve Fund are collectively referred to in this Official Statement as the"Common Reserve Fund Participating Bonds." Moneys held in the Common Reserve Fund will be used for the purpose of paying principal of and interest on the Common Reserve Fund Participating Bonds on a parity basis. If,on any Payment Date for the Common Reserve Fund Participating Bonds, the amounts in the Debt Service Funds for such Bonds are insufficient to pay in full the amount then due on such Bonds, moneys held in the Common Reserve Fund will be used for the payment of the principal of and/or interest thereon. If amounts in the Common Reserve Fund consist of both cash and one or more Debt Service Reserve Fund Surety Policies,the Trustee will make any required payments of amounts in the Common Reserve Fund first from any cash on deposit in the Common Reserve Fund prior to making a draw upon any such 30 KKR Draft 4/21/2023 Debt Service Reserve Fund Surety Policy. Moneys held in the Common Reserve Fund also may be used to make any deposit required to be made to the Rebate Fund created for the Common Reserve Fund Participating Bonds at the written direction of the City if the City does not have other funds available from which such deposit can be made. The Common Reserve Fund is required to be funded at all times in an amount equal to the Reserve Requirement. The"Reserve Requirement'is equal to the lesser of(a)Maximum Aggregate Annual Debt Service for all Outstanding Common Reserve Fund Participating Bonds, (b)ten percent of the original principal amount of the Outstanding Common Reserve Fund Participating Bonds, less the amount of original issue discount with respect to such Common Reserve Fund Participating Bonds if such original issue discount exceeded 2% on such Common Reserve Fund Participating Bonds at the time of their original sale, and(c) 125%of the average Aggregate Annual Debt Service for the Outstanding Common Reserve Fund Participating Bonds. At the time of issuance of any additional Bonds which the City elects to have participate in the Common Reserve Fund,the Reserve Requirement is required to be met at the time of such issuance. The City may fund all or a portion of the Reserve Requirement with a Debt Service Reserve Fund Surety Policy. See "APPENDIX C — FORM OF THE MASTER INDENTURE - ARTICLE IV—REVENUES; FUNDS AND ACCOUNTS—Section 4.06 Common Debt Service Reserve Fund and Series Debt Service Reserve Funds." As of March 31,2023,$ million was on deposit in the Common Reserve Fund. At the time of issuance of the Series 2023 Bonds, a portion of the proceeds of the Series 2023 Bonds in the amount of$ will be deposited to the Common Reserve Fund to meet the Reserve Requirement, which will be$ and will be fully funded upon such deposit. Funds in the Common Reserve Fund are invested in Permitted Investments. See"—Permitted Investments"below. Additional Bonds The Master Indenture provides the City with flexibility as to establishing the nature and terms of any additional Bonds hereafter issued with a lien and charge on Net Revenues on parity with the Outstanding Bonds and the Series 2023 Bonds. For example,the Master Indenture provides for the issuance of Variable Rate Indebtedness, Capital Appreciation Bonds and Balloon Indebtedness on a parity with the Series 2023 Bonds. See"APPENDIX C— FORM OF MASTER INDENTURE—ARTICLE II - FORM, EXECUTION, DELIVERY AND REGISTRATION OF BONDS—Section 2.11 —Additional Bonds Test." Additional Bonds may be issued under the Master Indenture on a parity with the Series 2023 Bonds and the Existing Bonds,provided,among other things,that there is delivered to the Trustee either: (a) a certificate, dated as of a date between the date of pricing of the Bonds being issued and the date of delivery of such Bonds (both dates inclusive), prepared by an Authorized City Representative showing that the Net Revenues for the last audited Fiscal Year or for any 12 consecutive months out of the most recent 18 consecutive months immediately preceding the date of issuance of the proposed Series of Bonds,together with any Transfer for the most recently ended Fiscal Year,were at least equal to 125% of Maximum Aggregate Annual Debt Service, which excludes Capitalized Interest, with respect to all Outstanding Bonds and the proposed Series of Bonds, calculated as if the proposed Series of Bonds were then Outstanding;or (b) a certificate, dated as of a date between the date of pricing of the Bonds being issued and the date of delivery of such Bonds(both dates inclusive),prepared by a Consultant,with national recognition as experts in the area of air traffic and airport financial analysis,showing that: (i) the Net Revenues for the last audited Fiscal Year or for any 12 consecutive months out of the most recent 18 consecutive months immediately preceding the date of issuance of the proposed Series of Bonds,together with any Transfer for the most recently ended Fiscal Year,were at least equal to 125% of the sum of the Annual Debt Service due and payable with respect to all Outstanding Bonds for such applicable period;and (ii) for the period from and including the first full Fiscal Year following the issuance of such proposed Series of Bonds during which no interest on such Series of Bonds is expected to be paid from the proceeds thereof through and including the later of: (A)the fifth full Fiscal Year following the issuance of such Series of Bonds,or(B)the third full Fiscal Year during which no interest on such Series of Bonds is expected to be paid from the proceeds thereof, the estimated Net Revenues,together with any estimated Transfer,for each such Fiscal Year,will be at least equal to 125%of the Aggregate Annual Debt Service for each such Fiscal Year with respect 31 KKR Draft 4/21/2023 to all Outstanding Bonds and calculated as if (y) the proposed Series of Bonds were then Outstanding, and (z) any future Series of Bonds which the City estimates will be required to complete payment of the estimated costs of construction of such portion of the Specified Project and any other uncompleted portion of the Specified Project from which the Consultant projects additional Revenues will be generated were then Outstanding. For purposes of paragraphs(a)and(b)above,the amount of any Transfer taken into account cannot exceed 25%of the Aggregate Annual Debt Service on the Outstanding Bonds,the proposed Series of Bonds and any future Series of Bonds required to complete the Specified Project as described above. The components of Aggregate Annual Debt Service are to be calculated as provided in the Master Indenture. See"APPENDIX C—FORM OF MASTER INDENTURE—ARTICLE II-FORM, EXECUTION,DELIVERY AND REGISTRATION OF BONDS—Section 2.11—Additional Bonds Test." For purposes of subparagraph(b)(ii)above,in estimating Net Revenues,the Consultant may take into account (1)Revenues from Specified Projects or other Airport Facilities reasonably expected to become available during the period for which the estimates are provided, (2) any increase in fees, rates, charges, rentals or other sources of Revenues which have been approved by the City and will be in effect during the period for which the estimates are provided, and(3) any other increases in Revenues which the Consultant believes to be a reasonable assumption for such period. With respect to Operation and Maintenance Expenses of the Airport System, the Consultant will use such assumptions as the Consultant believes to be reasonable, taking into account: (x) historical Operation and Maintenance Expenses of the Airport System, (y)Operation and Maintenance Expenses of the Airport System associated with the Specified Projects and any other new Airport Facilities, and (z) such other factors, including inflation and changing operations or policies of the City,as the Consultant believes to be appropriate. The Consultant will include in the certificate or in a separate accompanying report the calculations and assumptions made in determining the estimated Net Revenues and will also set forth the calculations of Aggregate Annual Debt Service, which calculations may be based upon information provided by another Consultant. For purposes of preparing the certificate or certificates described above, the Consultant or the Authorized City Representative may reasonably rely upon fmancial information provided by the City. At the time of issuance of the Series 2023 Bonds,the Airport Consultant will deliver a certificate as described in paragraph(b)above to the Trustee. Neither of the certificates described in paragraphs(a)or(b)above will be required if- (i) the Bonds being issued are for the purpose of refunding then Outstanding Bonds and there is delivered to the Trustee,instead,a certificate of an Authorized City Representative or Consultant showing that Maximum Aggregate Annual Debt Service after the issuance of such Refunding Bonds will not exceed the Maximum Aggregate Annual Debt Service prior to the issuance of such Refunding Bonds;or (ii) the Bonds being issued constitute Notes and there is delivered to the Trustee, instead, a certificate prepared by an Authorized City Representative or a Consultant showing that the principal amount of the proposed Notes being issued,together with the principal amount of any Notes then Outstanding,does not exceed 10%of the Net Revenues for any 12 consecutive months out of the most recent 24 months immediately preceding the issuance of the proposed Notes; or (iii) the Bonds being issued are Completion Bonds and the following written certificates are delivered to the Trustee(A)a Consultant's certificate stating that the nature and purpose of such Project has not materially changed and(B) a certificate of an Authorized City Representative to the effect that (1) all of the proceeds (including investment earnings on amounts in the Construction Fund established for the Project)of the original Bonds issued to finance such Project have been or will be used to pay Costs of the Project and(2)the then estimated Costs of the Project exceed the sum of the Costs of the Project already paid plus moneys available in the Construction Fund established for the Project (including unspent proceeds of Bonds previously issued for such purpose). "Completion Bonds" are defined in the Master Indenture as Bonds issued to pay costs of completing a Project for which Bonds have previously been issued and the principal amount of such Bonds being issued for completion purposes does not exceed an amount equal to 15%of the principal amount of the Bonds originally issued for the Project. The Series 2023 Bonds and any additional Bonds to be issued to finance additional costs of the New SLC will not be deemed 32 KKR Draft 4/21/2023 to constitute Completion Bonds under the Master Indenture. See "APPENDIX C—FORM OF MASTER INDENTURE—ARTICLE I—DEFINITIONS;INTERPRETATION." The City expects to issue additional Bonds in the future to finance the development of the Airport System. See"THE AIRPORT REDEVELOPMENT PROGRAM—Funding Sources." Use of PFCs to Pay Debt Service Pursuant to the Master Indenture,PFC revenues are excluded from the definition of Revenues and,therefore, are not pledged to the payment of debt service on the Bonds, except for Pledged Passenger Facility Charges,which are subject to the pledge of the Master Indenture but do not constitute Revenues. However, PFC revenues may still be applied to pay debt service on Bonds that financed PFC-eligible projects in two separate ways. The City may designate specified PFC revenues as Passenger Facility Charges Available for Debt Service. Passenger Facility Charges Available for Debt Service are transferred to the Trustee and deposited directly into a City designated Debt Service Fund to be used to pay debt service on a specific Series of Bonds. The City may also pledge specified PFC revenue to secure designated Bonds as Pledged Passenger Facility Charges. Pledged Passenger Facility Charges are also transferred to the Trustee and deposited directly into a City designated Debt Service Fund to be used to pay debt service on a specific Series of Bonds. The City has not elected,and the City has no current plans to elect,to designate PFCs as Pledged Passenger Facility Charges. The City expects,however,to the extent approved by the FAA,to use PFCs as Passenger Facility Charges Available for Debt Service to pay a portion of the debt service on the Series 2023 Bonds,as well as the Outstanding Bonds,that financed PFC-eligible projects. Debt service paid with PFCs,whether designated as Passenger Facility Charges Available for Debt Service and/or Pledged Passenger Facility Charges, is not included in the calculation of the rate covenant set forth in the Master Indenture, and debt service on additional Bonds expected to be paid from PFCs is not included in the additional bonds test set forth in the Master Indenture. For additional information regarding PFCs and the City's expected use of PFC revenues, see "APPENDIX B — REPORT OF THE AIRPORT CONSULTANT." Permitted Investments Moneys and funds held by the City will be invested in Permitted Investments, subject to any restrictions set forth in the Master Indenture and subject to restrictions imposed upon the City by the State Money Management Act. Moneys and funds held by the Trustee under the Master Indenture,including moneys in the respective Debt Service Funds,and the accounts therein,and the Common Reserve Fund,may be invested as directed by the City in Permitted Investments, subject to the restrictions set forth in the Master Indenture and subject to restrictions imposed upon the City by the State Money Management Act. See"THE AIRPORT—Financial Considerations - Investment Policy" herein. Events of Default and Remedies;No Acceleration Events of Default under the Master Indenture and related remedies are described in"APPENDIX C—FORM OF THE MASTER INDENTURE—ARTICLE VIII—DEFAULTS AND REMEDIES." The occurrence of an Event of Default does not grant any right to accelerate payment of the Bonds, including the Series 2023 Bonds and the Existing Bonds,to either the Trustee or the Holders of the Bonds. The Trustee is authorized to take certain actions upon the occurrence of an Event of Default, including proceedings to enforce the obligations of the City under the Master Indenture. If there is an Event of Default, payments, if any, on the Bonds will be made after payments of Operation and Maintenance Expense of the Airport System. Since Net Revenues are Revenues net of all amounts needed to pay Operation and Maintenance Expense of the Airport System, and the City is not subject to involuntary bankruptcy proceedings,the City may be able to continue indefinitely collecting Revenues and applying them to the operation of the Airport System even if an Event of Default has occurred and no payments are being made on the Bonds. Subordinate Obligations(Subordinate Revolving Obligations) The Master Subordinate Indenture provides for the issuance and/or incurrence, from time to time, of debt obligations of the City secured by and payable from a pledge of Subordinate Revenues(as defined below),including, without limitation, bonds, notes, bond anticipation notes, commercial paper, revolving lines of credit, obligations incurred pursuant to an interest rate swap agreement, obligations incurred through lease or installment purchase agreements or certificates of participation,and certain other obligations(collectively,"Subordinate Obligations"). 33 KKR Draft 4/21/2023 "Subordinate Revenues" mean all Revenues remaining after the City has provided for the payment of Operation and Maintenance Expenses of the Airport System, the payment of debt service on the Bonds and any amounts necessary to replenish the Common Debt Service Reserve Fund (or any other debt service reserve fund established to secure one or more series of Bonds). Pursuant to the Master Subordinate Indenture, the First Supplemental Subordinate Indenture and the Subordinate Revolving Obligations Credit Agreement,the City is authorized to issue and have outstanding,from time to time,up to$150,000,000 in aggregate principal amount of Subordinate Revolving Obligations. When Subordinate Revolving Obligations are issued, all of the Subordinate Revolving Obligations issued by the City are purchased by the Subordinate Revolving Obligations Bank(JPMorgan Chase Bank,National Association)in accordance with the terms of the Subordinate Revolving Obligations Credit Agreement. Except as otherwise provided in the Subordinate Revolving Obligations Credit Agreement,the principal of all Subordinate Revolving Obligations outstanding pursuant the Master Subordinate Indenture, the First Supplemental Subordinate Indenture and the Subordinate Revolving Obligations Credit Agreement are due and payable on March 1, 2024. However, subject to the terms of the Subordinate Revolving Obligations Credit Agreement, on March 1, 2024, the City can convert any outstanding Subordinate Revolving Obligations to a term loan that will be payable in six equal semi-annual installments following March 1,2024. As of the date of this Official Statement,there are no outstanding Subordinate Obligations. Upon the occurrence of an event of default under the Subordinate Revolving Obligations Credit Agreement, the Subordinate Revolving Obligations Bank may terminate its obligation to make revolving loans,bring a legal action to take any action that may appear necessary to collect amounts due to the Subordinate Revolving Obligations Bank and exercise any and all remedies the Subordinate Revolving Obligations Bank may have under the Subordinate Revolving Obligations Credit Agreement and the Subordinate Indenture. The Subordinate Revolving Obligations Bank is not permitted to accelerate amounts due under the Subordinate Revolving Obligations Credit Agreement or the Subordinate Indenture. Reference is made to the Subordinate Indenture and the Subordinate Revolving Obligations Credit Agreement for the complete terms of such documents. Copies of the Master Subordinate Indenture, the First Supplemental Subordinate Indenture and a redacted copy of the Subordinate Revolving Obligations Credit Agreement are posted on EMMA. Other Covenants of the City Pursuant to the Master Indenture,the City has agreed to other covenants for the benefit of the holders of the Bonds,including the Series 2023 Bonds,in addition to those described above. For example,the City has covenanted not to issue any bonds or other obligations with a lien on or security interest in the Net Revenues which is superior to the Bonds,not to enter into any contracts or take any actions that are inconsistent with the Master Indenture, and to operate and maintain the Airport System in good working order. The City also has retained the right under the Master Indenture to issue obligations secured by a pledge of Net Revenues which is subordinate to the lien securing the Bonds, and to issue special facilities obligations that are not secured by a pledge of Net Revenues but that are secured only by revenues derived from a specified Special Facility. See "APPENDIX C — FORM OF THE MASTER INDENTURE—ARTICLE V—COVENANTS OF THE CITY." THE AIRPORT Overview The Airport serves as the principal airport for the Salt Lake City metropolitan region, the State and portions of Colorado,Idaho,Nevada,and Wyoming. See"APPENDIX B—REPORT OF THE AIRPORT CONSULTANT— Role of the Airport." Based on final data from the FAA,approximately 10.80 million enplaned passengers boarded aircraft at the Airport in CY 2021,ranking it 20r'in the United States. This was an increase of approximately 80.5% as compared to FAA data for CY 2020. The number of enplaned passengers rose in CY 2021 largely as a result of the national recovery from the COVID-19 pandemic and resulting growth in demand for air travel. All the major network airlines and four low-cost carriers("LCCs")operate at the Airport. The Airport is also a primary hub airport for Delta. Delta and its regional partners carried 73.4%of the enplaned passengers at the Airport in FY 2022. The Airport served a total of over 25.5 million passengers in FY 2022. The Airport operates efficiently 34 KKR Draft 4/21/2023 and is frequently ranked first among similarly sized U.S.airports for on-time arrivals and departures by OAG Aviation Worldwide Limited. The Airport also has significant cargo operations. Approximately 227,355 U.S.tons of freight and mail were loaded and unloaded on and off aircraft at the Airport in FY 2022. Based on data from Airports Council International- North America("ACMA"),the Airport was ranked the 32°d busiest cargo airport in the U.S.for CY 2021 with 205,472 metric tons of cargo. Also, in CY 2021,ACI-NA data shows that the Airport had over 342,000 aircraft movements or operations,ranking the Airport 14'in the U.S.and 16'in the world for aircraft movements. The Airport's Air Service Area The Airport is the primary commercial air service facility serving the Salt Lake City metropolitan area and the surrounding region. The Airport has essentially no competition from other airports within the region, with no other large commercial service airports being located within 400 highway miles of the Airport. The geographical region that serves as an airport's primary air service catchment area generally is referred to as its primary Air Service Area.The Airport's primary Air Service Area is defined as the Salt Lake City-Provo-Orem Combined Statistical Area ("CSA"),which includes 10 counties in Utah. The Salt Lake City-Provo-Orem CSA is the 22'most populous CSA in the U.S.,with approximately 2.7 million people, or approximately 82.2%of the population in the entire State. In many cases,an Air Service Area can extend beyond the primary area,depending on the location of other population centers and availability of other commercial service airports; however, it is generally the economic strength of the primary Air Service Area that provides the principal demand for supporting origin and destination("O&D")air travel, which refers to persons who begin or end their air travel at the Airport. In the case of the Airport, its secondary air service area generally consists of the remainder of the State and portions of Colorado,Idaho,Nevada and Wyoming. The chart below shows the Airport's Air Service Area and its location in the State. [Remainder of page intentionally left blank.] 35 KKR Draft 4/21/2023 DRIVINGAPPROXIMATE MILEAGE -FROM -.- Boise (BOI).......................................340 mi Las Vegas(LAS)..........................435 mi 300 DRIVING MILES Reno(RNO).......................................520 mi DEN (ESTIMATED) Denver (DEN).................................530 mi Albuquerque(ABQ).................605 mi Phoenix(PHX)................................670 mi Air Service Area B /-j� I D A H O Secondary Air Service Area WY MING SMALL HUB AIRPORT © MEDIUM HUB AIRPORT — 7( LARGE HUB AIRPORT ©DEN RNO NEVA A UTAH COLORADO S ®ABQ A R I Z O N A NEW MEXICO ©PHX TCH Because the Airport is isolated from competing airport facilities, it has limited, if any, competition for air service. Las Vegas McCarran International Airport(LAS)is the closest comparable airport,which is approximately 435 driving miles from the Airport. Denver International Airport (DIA) is the next closest at approximately 530 driving miles from the Airport. Boise Airport(BOI) in Idaho is about 340 driving miles from the Airport;however, it is a smaller facility and is classified as a Medium Hub by the FAA. There are no other comparable facilities to the Airport within the State in terms of air service. The next largest commercial service airport in Utah is St. George Regional Airport (SGU), which is much smaller than the Airport. SGU had 153,200 enplaned passengers for CY 2021,and was ranked as the 191"largest airport in the U.S.by enplaned passengers according to data from the FAA. The Airport's Air Service Area recently has experienced population growth considerably above the national average, and its labor force is also growing, while Utah's unemployment rate of 2.2%was more than a point below the national rate of 3.5%as of December 2022. Utah has experienced net in-migration in 13 of the past 32 years and in the past two years,in-migration has driven population growth. The region's diverse economy includes banking and finance,the largest component of the gross regional product("GRP");transportation and distribution,as the City is a point of convergence for east-west rail lines and both east-west and north-south interstate highways; manufacturing and mining; and a growing technology sector. The Church of Jesus Christ of Latter-Day Saints is headquartered in 36 KKR Draft 4/21/2023 the City and is responsible for a significant amount of passenger air traffic through the Airport associated with both business activities of the Church as well as missionary trips. [more to come] The area is also a regional healthcare and education hub,with three research hospitals and the only academic medical center in the Intermountain West,and all three of the State's major universities are within 70 miles of the Airport. Lastly, the area is a significant tourist destination, and a significant number of sports and outdoor products companies such as Black Diamond, Gregory Mountain Products,Huish, and Petzl have large operations in the region. Salt Lake City will host national Outdoor Retailer trade shows in June 2023(Outdoor Retailer Summer)and November 2023 (Outdoor Retailer Winter). Many well-known,world-class ski resorts are located within an hour's drive of the Airport and these resorts are increasingly becoming year-round destinations for golfing, hiking, mountain biking and other outdoor activities. Five national parks are located in Utah, along with numerous National Recreation Areas, and the Airport is centrally located to provide access to other western U.S. National Parks. This diverse economy supports a strong O&D market, complemented by Delta's connecting activity at the Airport. For additional information regarding the Airport's Air Service Area and demographics, see"APPENDIX B—REPORT OF THE AIRPORT CONSULTANT—Role of the Airport and Economic Base for Air Traffic." The City The Airport is owned by the City, a municipal corporation and political subdivision of the State. The City owns three airports:the Airport,South Valley and Tooele,all of which are operated and managed by the Department. The Mayor of the City and the City Council oversee the Department's affairs. An eleven-member Airport Advisory Board of citizen volunteers advises the Mayor. The City has a Council-Mayor form of government. The City Council consists of seven members,who are elected by voters within seven geographic districts of approximately equal population. The Mayor is elected at large by the voters of the City and is charged with the executive and administrative duties of the government. The seven-member,part-time City Council is charged with the responsibility of performing the legislative functions of the City. The City Council performs three primary functions: It passes laws for the City, including approving issuance of debt; adopts the City budget, including, as a part thereof, the budget of the Department; and conducts management and operational audits of City departments. Term information concerning the Mayor and the members of the City Council is set forth below: Years in Expiration of Office District Person Service Current Term Mayor -- Erin J.Mendenhall 3 January 2025 Council Chair #5 Darin Mano 3 January 2026 Council Vice Chair #1 Victoria Petro-Eschler 1 January 2026 Council Member #2 Alejandro Puy 1 January 2026 Council Member #3 Chris Wharton 5 January 2026 Council Member #4 Ana Valdemoros 5 January 2024 Council Member #6 Dan Dugan 3 January 2024 Council Member #7 Amy Fowler 5 January 2026 In February 1976,the City created the Airport Advisory Board to provide advice with respect to broad matters of policy affecting the operation of the Airport System. All actions taken by the Airport Advisory Board constitute recommendations to the Mayor. The Mayor has the power to review,ratify,modify,or veto any action submitted by the Airport Advisory Board. The members of the Airport Advisory Board are Theresa Foxley,Chair,John Bradshaw, Vice Chair, Jess Bird, Roger Boyer, Arlyn Bradshaw, Dirk Burton, Tye Hoffinan, Hoang Nguyen, Victoria Petro- Eschler,as City Council Member from District 1,and Steve Price. 37 KKR Draft 4/21/2023 Airport Management The day-to-day operations of the Airport System are managed by the Executive Director of the Department, who reports directly to and is appointed by the Mayor. The Department's nine Division Directors oversee each of the primary operating and administrative divisions of the Department,and include the director of Operational Readiness, Activation,and Transition that is intended to oversee the acceptance and start-up of the facilities comprising the New SLC and is expected to be phased out at the conclusion of the New SLC project, and all Directors report to the Executive Director. The executive team of the Department is a full-time staff of professional and technical personnel located at the Airport. In addition to the Executive Director,the executive team of the Department is comprised of the Chief Operating Officer,to whom the Director of Operations reports, along with Airport police and firefighting, and the following nine Directors: (1)Administration and Commercial Services,(2)Airport Design and Construction Management, (3) Finance, (4) Operational Readiness, Activation, and Transition, (5) Maintenance, (6) Director of Airport Operations, (7) Planning and Environmental, (8) Information Technology, and (9) Communications and Marketing. Brief biographies of the members of the Department's management team are set forth below. Bill Wyatt,Executive Director Bill Wyatt began serving as the Executive Director of the Department in November 2017. Prior to joining the Department,Mr.Wyatt served for 16 years as the Executive Director for the Port of Portland,Oregon,where he oversaw Portland International Airport,four marine terminals,two general aviation airports,industrial parks and other real estate properties. Prior to serving as the Port of Portland's Executive Director, he served as Chief of Staff to then-Governor John A.Kitzhaber for seven years,preceded by six years as President of the Oregon Business Council and five years as Executive Director of the Association for Portland Progress which was, at the time, Portland's downtown development association. Mr.Wyatt served as an Oregon state representative from 1974 through 1977. Mr.Wyatt studied political science at Willamette University and the University of Oregon,where he served as Student Body President. Treber Andersen,Director of Airport Operations Treber Andersen has worked for the Department since 2004. Prior to his appointment as Director of Airport Operations in 2021,Mr.Andersen was the Assistant Operations Director for terminal and landside programs including the oversight of parking,passenger shuttle,ground transportation,gate management,and hardstand activities. Mr.Andersen has also held positions in communications and airfield operations with the Department,where he participated in emergency response coordination, snow removal activities, FAR 139 compliance, and security functions. Before joining the Department, he worked for fixed base operator Million Air servicing private jet and piston aircraft. Mr.Andersen is a graduate of Brigham Young University,where he earned a Bachelor of Science in Business Administration and a Master of Public Administration. He is a Certified Member of the American Association of Airport Executives("AAAE")and serves on the Academic Relations Committee. Shane Andreasen,Director of Administration and Commercial Services Shane Andreasen serves as the Director of Administration and Commercial Services for the Department. He leads the team responsible for business and policy development and implementation, airline and concession lease negotiations,real property transactions,procurement,airport and tenant insurance and risk management,and facility and property management. Mr. Andreasen also oversees the commercial and property assets of the Airport and the two reliever airports also owned by the Department. Mr.Andreasen has over 19 years of experience in all aspects of airport properties,development and leasing. Prior to rejoining the Department in early 2020, Mr. Andreasen spent nine years working for the Port of Portland where he most recently served as the Acting Director of the Portland International Airport Business & Properties. Prior to that assignment,he led the redevelopment of the concessions program and negotiated a twenty- year rental car agreement. 38 KKR Draft 4/21/2023 Mr.Andreasen recently received his Certified Member accreditation from the AAAE,and is active in ACI- NA. He graduated from Westminster College in Salt Lake City, Utah with a Bachelor's Degree in Business Management. Brian Butler, Chief Financial Officer Brian Butler has worked for the Department since 2015. He has over 16 years of experience in both the financial and accounting industries. As the Department's Chief Financial Officer, Mr. Butler directs a staff of accountants that oversee and manage the operating and capital budgets, accounting, financial reporting, financial audits,purchasing,payroll,asset control,debt issuance,management of outstanding debt,and airline rate analysis and rate calculation. He is a member of the American Institute of Certified Public Accountants,the Utah Association of Certified Public Accountants,ACI-NA,and AAAE,and is a licensed Certified Public Accountant("CPA"). He is a graduate of Brigham Young University with a Bachelor's Degree in Corporate Finance, Utah Valley University with a Bachelor's Degree in Accounting,and the University of Utah with a Master's Degree in Accounting. Edwin Cherry,Director of Information Technology Edwin Cherry currently serves as the Director of Information Technology for the Department,where he is responsible for overseeing the provision of information and communication services throughout the Airport campus. Mr. Cherry has spent the last 30 years in the aviation industry serving in numerous roles ranging from consulting,project management and product development to his current role in airport IT management. He has led teams in the development of IT solutions at numerous domestic and international airports with an emphasis on the integration of the disparate special systems that are widely used by passengers,airports and airlines. Mr. Cherry is active in ACI-NA and AAAE. He graduated from the University of South Florida with a Bachelor of Science degree in Engineering. Eddie Clayson,Director of Maintenance Eddie Clayson began working for the Department in 1993. He was appointed as the Director of Maintenance in 2016. Prior to his appointment,Mr.Clayson worked in building controls and as the facilities superintendent for the Department. Before joining the Department,Mr.Clayson worked as an electronics engineer for Lockheed Engineering& Sciences,where he was responsible for control systems on buildings,test chambers and equipment. Mr.Clayson is involved with AAAE and the International Facilities Management Association("IFMA"). He earned his Accredited Airport Executive("AAE")from AAAE in 2013. Through IFMA,Mr. Clayson has earned his Certified Facility Manager and Sustainability Facility Professional credentials. He has been active in the IFMA Airport Facilities Council and is the past president of the Council. Mr. Clayson graduated from Brigham Young University with a Bachelor of Science degree in Electronic Engineering and Technology. Brady Fredrickson,AICP,ASLA, CM,Director of Planning and Environmental Brady Fredrickson has 22 years of experience working in the planning and capital programming field. He started his carrier with the SE Group in New Hampshire as a resort planner,designing and developing plans for ski resort base area and mountainside facilities. Mr. Fredrickson has worked for the Department since 2000. Over the last 22 years, he has worked on a variety of planning and development projects including the 2021 master plan update,planning and design of terminal and concourse facilities, general aviation development plans, light rail service to the Airport, aircraft parking plans, and a variety of airport planning studies. As the Director of Planning and Environmental, he oversees the planning and capital programming for Salt Lake City International Airport, South Valley Airport and Tooele Valley Airport. 39 KKR Draft 4/21/2023 Mr.Fredrickson is a graduate of Utah State University. He is a member of the American Institute of Certified Planners, AAAE, and the American Society of Landscape Architects. He is a licensed professional Landscape Architect. Medardo Gomez,Director of Operational Readiness,Activation,and Transition Medardo Gomez began working in the Airport Maintenance and Engineering division in 1993 as a Superintendent of Facilities and has also worked as Airport Maintenance Operations Superintendent, and as an Assistant Director of Maintenance. Prior to his airport experience he worked in the maintenance of educational facilities industry. He is a member of ACI and AAAE and has been an Accredited Member since 2012.He is currently a National Board of Examiner for AAAE. Mr. Gomez is a frequent contributor in professional organizations conferences and currently sits in several Airport Cooperative Research Program("ACRP")research projects. He has been an adjunct professor of Aviation Management since 2008. Mr. Gomez is a graduate of Brigham Young University and holds a BS in Facilities Management, and a Masters Degree in Public Administration. Peter L.Higgins, Chief Operating Officer Mr.Higgins has worked for the Department for more than 20 years, serving previously as both the Director of Airport Operations and Director of Airport Maintenance. He has experience in aviation management and large- scale development programs. In addition, Mr. Higgins has served as a senior level construction equipment fleet executive. Before joining the Department,Mr.Higgins worked for Granite Construction Company and for Gibbons and Reed. Mr.Higgins currently serves as a member of the ACI World Safety&Technical Standing Committee and has served as the Chair of the ACI Operations, Planning, Safety, Infrastructure and Development(OPSID) Committee. Mr. Higgins is also a past president of the Northwest Chapter of AAAE. He is an accredited member of the Association of Construction Equipment Managers and is also an Accredited Airport Executive by the AAAE. Mr. Higgins is a graduate of the University of Utah where he earned a Bachelor of Science Degree in Civil Engineering. He is a graduate of the Executive Development Program-Professional Equipment Manager Certification from Virginia Polytechnic Institute as well as the Executive and Supervisory Training Program. Melyssa Trnayskis,Director of Airport Design and Construction Management Melyssa Trnayskis joined the Department in 2022 from T-O Engineers, where she served as an Aviation Project Manager. Prior to that, Ms. Trnayskis worked for the Calgary Airport Authority as Director of Engineering and as Project Manager for Airfield Development. She has also worked in various engineering and planning roles for CH2M Hill and Isbill Associates. In her position at the Department, Ms. Trnayskis is responsible for the successful implementation of the capital improvement programs for all three of the Department's airports. Ms. Trnayskis is a graduate of the University of Central Florida, where she earned a Bachelor of Science Degree in Civil Engineering. She also holds a Bachelor of Science Degree in Aviation Business Administration from Embry-Riddle Aeronautical University and a Master of Science Degree in Civil Engineering from the University of California. Nancy Volmer,Director of Communication and Marketing Nancy Volmer began working for the Department in 2015.As the director of communication and marketing, Ms.Volmer oversees media relations,community outreach and publications. Ms. Volmer has worked for over 35 years in the communications and marketing field. Before joining the Department, she worked in communications and marketing for organizations, including the Utah State Courts, Salt 40 KKR Draft 4/21/2023 Lake Organizing Committee for the 2002 Olympic Winter Games, the Salt Lake Area Chamber and the Park City Chamber/Bureau. Ms. Volmer is a member of AAAE, ACI-NA and the Public Relations Society of America. She is also accredited by the International Association of Business Communicators. Ms. Volmer is a graduate of the University of Utah where she earned Bachelor of Science degrees in Land Resource Management and in Journalism and Mass Communication.In addition,she earned a Master of Professional Communication degree from Westminster College and has a certification in Integrated Marketing Communication from the University of Utah. Airport Facilities Overview The Airport is located on approximately 9,400 acres about five miles west of the City's downtown. The airfield at the Airport contains four runways,three of which are used for airline traffic and the fourth of which is used for general aviation. The new terminal complex currently consists of three levels and provides 71 aircraft parking positions at Concourses A and B, including 20 hardstand positions. The new terminal complex and Concourse A West were placed into service in September 2020,with Concourse B West opening in October 2020. The Airport also contains a new five level parking garage structure for short-term parking,along with surface parking for longer-term parking and employees. The Airport is classified by the FAA as a Large Hub facility based upon its share of nationwide enplaned passengers. The FAA classifies Large Hub airports as those serving at least 1.0%of annual U.S. passenger enplanements. The Airport commenced operations in 1911 with primarily acrobatic flights. The City purchased 100 acres surrounding the original landing strip in 1920 and named the airport Woodward Field. The first commercial passenger flight took place in 1926,with two passengers sitting atop mail bags.In 1943,the Airport became a training base and replacement depot for the U.S.Army Air Force. Following World War II,the Airport was transferred back to the City and in 1950, the three runways were upgraded. The first terminal was dedicated in 1961 and Terminal Two was completed in 1978. The third air carrier runway was added in 1995, an International Arrivals Building was added in 1996,and a new FAA air traffic control tower and terminal radar approach control facility were opened in 1999. With the opening of the new Terminal, Concourse A West, Concourse B West and related facilities in the fall of 2020, Phase I of the New SLC has replaced the landside facilities of the Airport has been placed in service and the old facilities have been demolished. Upon completion of the New SLC,there will be 94 contact gates with jet bridges. Essentially all of the Airport's landside facilities have been replaced with new facilities. See"THE NEW SLC". Airfield The existing airfield consists of three air carrier runways and a general aviation runway. The air carrier runways are, generally, in a parallel north/south alignment(Runways 16L-34R, 16R-34L, and 17-35). The general aviation runway is oriented in a northwest/southeast direction(Runway 14-32). Runway 16L-34R is 12,003 feet in length,Runway 16R-34L is 12,000 feet in length,Runway 17-35 is 9,596 feet in length,and Runway 14-32 is 4,892 feet in length. All runways are 150 feet wide. The air carrier runways are equipped with high intensity runway lighting systems,centerline lighting and touchdown zone lights. Precision instrument landing systems("ILS")are located on all ends of the air carrier runways for approaches during instrument flight rules ("IFR") conditions. The general aviation runway(14-32)is not equipped with an ILS. Terminal Facilities The passenger terminal complex now consists of a single terminal facility,which is contiguous to Concourse A and connected to the new parking garage via the new Gateway Center, and includes approximately 912,000 sf of space on three levels. Level 1 of the Terminal contains FIS area,international baggage claim and recheck area,ticket counters for remote passenger airline check-in, baggage drop services and security checkpoint screening, tenant administrative offices, a centralized security checkpoint for dedicated employee access, and ground transportation counters, and serves commercial curbs and other ground transportation functions. Level 2 provides passenger circulation areas and connects landside and airside components of the facility. Public areas prior to the security checkpoint provide for baggage claim and airline baggage service offices,an expansive meeter-greeter area,food and 41 KKR Draft 4/21/2023 beverage retail concessions,and a centralized security screening checkpoint. Areas beyond security screening include the main terminal plaza area consisting of 79,000 sf of concessions,seating and circulation space,and transition to the airside concourses. Level 3 contains the ticketing area for departing passengers, administrative offices for the Department and other tenants at the Airport,and a 29,000 sf Delta Sky Club. Departing passengers being dropped off at the Airport arrive on the Level 3 curb. The Airport is served by the TRAX light rail system owned and operated by the UTA,which connects the Airport with downtown Salt Lake City. The terminus of the TRAX light rail station at the Airport has been relocated to the first level of the Terminal. The TRAX extension was financed and built by the UTA. See"THE NEW SLC." New concession contracts commenced with the opening of the first phase of the New SLC in the fall of 2020, and all former contracts terminated at that time with the full demolition of the legacy facilities. New contracts constitute 59 locations in the initial("Phase F)opening of the New SLC. In October of 2021,the Department issued a second request for proposals("RFP")for Phase II concessions,to coincide with Concourse A East gates opening in the fall/winter of 2023; the Department announced an initial slate of Phase II concessionaires, including local and national restaurants and retailers,in May of 2022. Then, in October of 2022,the Department issued a third RFP for concessions in Concourse B East,which is expected to open in late 2024. A fourth RFP for concessions in Phase IV and a separate RFP for a third-party lounge are expected in late 2024. Continuing with practices in Phase I, the Department intends to award locations in packages of varying albeit smaller sizes to existing and new concessionaire partners with successful proposals. Airport ground transportation services generally include taxis, limousines, shuttle buses and transportation network companies("TNCs"),such as Uber Technologies,Inc.("Uber')and Lyft,Inc.("Lyft"). The terminal roadway provides vehicular access to the Terminal at ground level. Parking Facilities Public parking facilities currently located at the Airport consist of the new five level, short-term parking garage near the terminal complex and long-term economy surface parking lots. As part of the TRP,the economy lots have also been reconfigured. See "THE NEW SLC—Parking Garage and South Economy Parking Lot." In total, these facilities comprise about 152 acres, including the five levels of the garage, and have 14,401 public parking spaces. The short-term parking garage has 3,469 public parking spaces on levels 2 through 5 and is located adjacent to the passenger terminal. The first floor is dedicated to rental car operations. Current pricing for the short-term parking garage is $35 per day or $55 per day for the Premium Reserved Parking service. In addition to the new Parking Garage,the Airport also has a substantial amount of surface parking available for Airport patrons,including a new surface parking area("Lot E")located east of the new parking structure within walking distance of the Terminal that includes 384 parking spaces currently priced at$21 per day. The Department expects to increase the rate at the economy lots on July 1,2023 to$12 per day. To help reduce vehicle traffic congestion in the terminal area, the Department maintains a 120-space Park and Wait lot and adjacent Touch n'Go service plaza located west of Terminal Drive,just south of the Terminal,where motorists meeting arriving passengers may wait without charge until passengers are ready to be picked up. The Park and Wait lot has large electronic signs displaying flight arrival information. Once a flight has arrived and sufficient time has elapsed for passengers to claim their luggage,the sign indicates"ready for pick up."The Department expects to expand the Park and Wait lot in FY 2023 by 95 additional spaces. To reduce congestion at the curb,however,the Department encourages drivers to wait until passengers are at the curb,confirming with their driver via cell phone. Rental Car FaciGties Rental car operations for passengers at the Airport currently are located in the Gateway Center and on the ground floor of the new parking garage adjacent to the terminal building and include approximately 1,200 ready/return parking spaces. Nine rental car brands are currently located at the Airport:Alamo,Avis,Budget,Dollar,Enterprise, Hertz,National,Payless and Thrifty. Hertz,Dollar and Thrifty assumed their agreements with the City for operations at the Airport prior to emerging from bankruptcy protection on June 30,2021. In addition,six brands are located off- Airport and their customers must use shuttle bus services, and the Department has entered into an agreement with Turo,Inc.to operate at the Airport. The rental car service facilities were placed in service in March 2016. These facilities consist of a QTA facility for fueling and washing cars and three facilities for performing light vehicle maintenance. The QTA is a two- 42 KKR Draft 4/21/2023 level building of approximately 468,000 sf with 14 wash and service bays on the first floor and vehicle storage and parking on the second floor. The RSS facilities consist of three single-story service buildings containing a total of approximately 34,000 sf of building space located south of the QTA. These buildings provide back-of-house maintenance areas for the rental car providers and contain office, support and storage space. The QTA and RSS are currently in use by the rental car companies operating at the Airport. See"THE NEW SLC—Rental Car Facilities." Air Cargo and Aircraft Maintenance Facilities The Airport has over 1 million sf of leased cargo space. Both UPS and DHL have stand-alone cargo facilities and FedEx constructed a 69,660 sf cargo facility. Delta and its regional partner, SkyWest,each maintain an aircraft maintenance hangar at the Airport at which both routine and heavy maintenance are performed, and Delta has maintained a reservation center at the Airport for over 25 years that employs over 620 persons. Industrial Activity and Other Nonaeronautical Activities In December 2017,the Department opened an 8,400 sf Touch n'Go Convenience Store at the site of the Park and Wait lot. This facility offers a gas station and convenience store,as well as a coffee house,a Burger King®and a fast-casual restaurant. The facility also includes flight information display monitors, allowing persons waiting to pick up arriving passengers to track flight arrivals,and a drive-through window. The Department maintains an industrial park on the east side of the Airport for aviation-related businesses. Boeing Corporation("Boeing")has a 100,000 sf fabrication and assembly facility at the Airport located on 16 acres of land that currently employs approximately 575 persons where tail sections of its 787-9"Dreamliner" aircraft are assembled. Boeing has manufacturing facilities in the Salt Lake City area that manufacture many of the components of this assembly and has also purchased an 850,000 sf building approximately 20 miles from the Airport at which parts for the 787 are manufactured. Boeing holds an option until June 30, 2027 on an additional 136 acres of land adjacent to its assembly facility on the west side of the Airport. On ,2023,Delta leased approximately eight acres of land from the Department for the construction of a Flight Operations Training Center,which will initially house four flight simulators and training,administrative,and office space. Construction commenced_2023,with completion AirportAccess The Airport has access from Interstate Highway 80 and is approximately 5 miles, or 10 minutes, from downtown Salt Lake City by car. The Airport is served by the TRAX light rail system owned and operated by the UTA,which connects the Airport with downtown Salt Lake City. The Terminal accommodates the terminus of the TRAX light rail station at the Airport to the first level of the Terminal. The TRAX extension was financed and built by the UTA. UTA also provides limited bus service to Tooele and paratransit services. In addition, the Airport is served by taxis,private shuttles and TNCs. The Airport is served by several TNCs,including both Uber and Lyft. The Department has set aside dedicated curb space at the Airport for TNC pick-ups, but TNC drivers are required to wait for customers off-Airport. TNC operations at the Airport have grown substantially since FY 2016, when TNC operations were first permitted at the Airport and 209,800 transactions were reported,to FY 2022,when 1.30 million transactions were reported. Airport revenues from TNC operations at the Airport have also increased: In FY 2022,the Airport realized$3.89 million in such revenue,compared to$0.25 million in FY 2016 and greater than the pre-pandemic FY 2019 Airport revenues of $3.63 million derived from TNCs. The City is served by a network of interstate highways, with I-15 providing north-south access and I-80 providing east-west access. Several recreational areas,such as Park City,are within one hour's driving time from the Airport and all three of the State's major universities are within 70 miles of the Airport. Ancillary Facilities Ancillary facilities support the aviation-related activities at the Airport. These ancillary facilities include the 82 acre Utah Air National Guard site,the on-Airport fuel facility,general aviation facilities,including two fixed base operators("FBOs"),corporate hangars,FAA,the Department,maintenance facilities,and commercial facilities. 43 KKR Draft 4/21/2023 Auxiliary Airports The Department also operates two general aviation ("GA") airports owned by the City: South Valley and Tooele(referred to collectively as the"Auxiliary Airports"). South Valley is approximately 880 acres in size and is primarily a GA airport,with a 5,860 foot runway,over 200 based aircraft and approximately 67,500 annual operations. Tooele provides GA and flight training services and is slightly smaller,with approximately 600 acres and a 6,100 foot runway, 16 based aircraft and approximately 38,000 annual operations. These airports support the GA and flight training needs of the region and complement the commercial airport services provided at the Airport. COVID-19 Outbreak Certain of the historical information regarding developments in finances and operations of the Department contained under the heading"THE AIRPORT"includes the period encompassing the COVID-19 pandemic and should be considered in light of the negative and adverse impacts of COVID-19.The data for FY 2020 contains information that pre-dates the outbreak of COVID-19 in the United States and the data for FY 2021 and FY 2022 shows the impacts of the pandemic on air travel through the Airport. The effects of the COVID-19 pandemic on passenger traffic,airline operations and related effects on revenues began to be experienced at the Airport in March of 2020. The outbreak of COVID-19, a respiratory disease caused by a new strain of coronavirus, had significant adverse health and financial impacts throughout the world and the State of Utah and caused significant disruptions to domestic and international air travel, including both passenger and cargo operations. Many states and local governments in the United States, including the State, initially issued "stay at home" or "shelter in place" orders, which severely restricted movement and limited businesses and activities to essential functions. Additionally, a number of nations actually or effectively closed their borders by restricting entry and exit to only essential travel and/or requiring travelers to self-isolate for 14 days,further depressing demand for passenger air travel,although those restrictions have largely been lifted. Beginning in March of 2020,Airports in the United States,including the Airport,were significantly affected by the reductions in passenger volumes and flights,as well as by the broader economic shutdown resulting from the COVID-19 outbreak. The outbreak adversely affected domestic and international travel and travel-related industries. Airlines, including those operating at the Airport,reported unprecedented reductions in passenger volumes, causing the cancellation of numerous flights and a dramatic reduction in network capacity,including suspension of service on certain routes,including some to and from the Airport. The COVID-19 pandemic appears now to be endemic and its impact on air travel appears to be receding significantly. There can be no assurance, however, that a new strain of COVID-19 or another pandemic will not adversely affect air travel in the future. See"INVESTMENT CONSIDERATIONS—Public Health Concerns." The information included in this Official Statement includes audited data for FY 2020, which reflects approximately four months of impact from the COVID-19 pandemic, as well as audited data for FY 2021 and FY 2022 showing the impacts of the COVID-19 pandemic and the subsequent recovery of air traffic, passengers and Revenues. Impact of COVID-19 on the Airport The outbreak of COVID-19 and related restrictions had an adverse effect on the airlines serving the Airport, the retail concessionaires at the Airport and Airport Revenues as discussed herein. Historical patterns of passenger and cargo traffic at the Airport were drastically disrupted by the emergence of the COVID-19 pandemic in early 2020 and the Airport witnessed a sharp contraction in activity beginning in March 2020. During the first eight months of FY 2020 (the City's fiscal year ends June 30), prior to the COVID-19 outbreak,the Airport continued to experience strong business activity. Commencing with the COVID-19 outbreak, however,the Airport saw steep declines in many financial and operating metrics,although many of these same metrics began improving in late spring 2020. April 2020 represented the low point in terms of enplaned passengers,which totaled 87,557 or 8.1% of April 2019 enplanements. Scheduled seat capacity was reduced starting in April 2020, although actual passenger traffic was reduced starting mid-March 2020,and by March 2021 had recovered to 62.4% of those recorded in March 2019. Domestic service at the Airport rebounded more quickly than, and did not dip as 44 KKR Draft 4/21/2023 substantially as, at other U.S. airports during the same period. See APPENDIX B—REPORT OF THE AIRPORT CONSULTANT. The declines in passenger traffic also reduced demand for commercial parking as well as the goods and services provided by Airport concessionaires, including but not limited to restaurants, retail and rental car services, and ground transportation services, such as those provided by taxis and transportation network companies such as Uber and Lyft. PFCs collected, including investment income, during this period were also adversely affected by the reduction in passengers using the Airport due to the COVID-19 pandemic. The reduction in PFC collections will not result in less PFCs being collected,because the Department's authority to collect PFCs is not determined by time but by the approved amount. However,the reduction in the collections of PFCs during this period caused the Department to review its annual capital budget,including debt service projected to be paid from PFC revenues,to align the use of PFCs in FY 2020 and 2021 with projected collections. Department's Response to COVID-19 The Department responded to the effects of COVID-19 by cutting operating costs,providing financial relief to tenants,and providing financial assistance to both airline and concessions tenants for the build out of new space in the Terminal and Concourses A and B. In addition,the Department was awarded a total of$183.9 million in federal grant funds under the Coronavirus Aid,Relief,and Economic Security Act(the"CARES Act")of March 27,2020,the Coronavirus Response and Relief Supplemental Appropriations Act ("CRRSA") signed into law on December 27, 2020,and$91,670,30,of which slightly more than$11 million is restricted for concessions relief,of additional federal grant funds under the American Rescue Plan Act("ARPA")signed into law on March 11,2021. As discussed under "SECURITY FOR THE SERIES 2023 BONDS —Rare Covenant" above, the Department has used and expects to continue to use the CARES Act, CRRSA and ARPA funds to pay O&M Expenses which helps reduce costs for the air carriers and concessionaires operating at the Airport. Aviation Activity at the Airport The Airport predominantly serves domestic traffic,which comprised approximately 96.7%of the Airport's enplaned passenger traffic in FY 2022; international traffic is a relatively small component at approximately 3.3%. Prior to the COVID-19 pandemic, international traffic was a growing segment of the air service at the Airport. According to OAG Aviation Worldwide Limited ("OAG"), as of June 30, 2019, airlines served 98 non-stop destinations and averaged 370 daily departures from the Airport. Due to the COVID-19 pandemic,airlines operating at the Airport reduced service and, in June 2020, the Airport provided 143 average daily departures to 67 non-stop destinations. By the end of FY 2022,the Airport's passenger air service had almost fully recovered to pre-pandemic levels: In June 2023,the Airport had 399 average scheduled daily departures to 95 non-stop destinations.Prior to the COVID-19 pandemic,the Airport had service to three Canadian cities and five locations in Mexico. The Airport also had European service to Amsterdam Schiphol Airport(AMS),Paris Charles De Gaulle Airport(CDG), and London Heathrow Airport(LHR).Since the COVID-19 pandemic,the Airport's international service has grown,with services to all international destinations served prior to the pandemic having returned and,with the introduction of Lufthansa subsidiary Eurowings Discover, addition of new service to Frankfurt(FRA). Historical Enplaned Passengers Enplaned passengers at an airport correlate positively to several important sources of non-airline revenue, including in-terminal concessions,parking and rental car fees, as well as PFCs and CFCs. Based on data from the FAA,approximately 10.80 million enplaned passengers boarded aircraft at the Airport in CY 2021,ranking the Airport 20'in the U.S. for enplaned passengers. This was an increase of approximately 80.5%as compared to FAA data for CY 2020,due to the recovery from the COVID-19 pandemic. According to data maintained by the Department and the United States Department of Transportation ("USDOT"),in FY 2022,the Airport had an estimated_million domestic O&D enplaned passengers(_%)and an estimated_million connecting passengers(_%). The following table sets forth historical enplanement information for the Airport for the fiscal years ending June 30,2013 through June 30,2022. Prior to the outbreak of the COVID-19 pandemic,the Airport had experienced 45 KKR Draft 4/21/2023 six consecutive fiscal years of enplanement growth through FY 2019. The table categorizes enplanement information into O&D enplanements and connecting enplanements: SALT LAKE CITY INTERNATIONAL AIRPORT O&D AND CONNECTING ENPLANED PASSENGERS O&D %Change Connecting %Change Total %Change Enplaned From Enplaned From Enplaned From Fiscal Year Passengers Prior FY Passengers Prior FY Passengers Prior FY 2013 5,206,208 1.1 4,837,861 (2.8) 10,044,069 (0.8) 2014 5,239,044 0.6 5,055,650 4.5 10,294,694 2.5 2015 5,711,087 9.0 5,122,921 1.3 10,833,708 5.2 2016 6,145,817 7.6 5,147,194 0.5 11,293,011 4.2 2017 6,643,195 8.1 5,207,025 1.2 11,850,220 4.9 2018 7,201,438 8.4 5,218,734 0.2 12,420,172 4.8 2019 7,543,142 4.7 5,546,991 6.3 13,090,133 5.4 2020 5,817,629 (22.3) 4,278,103 (23.7) 10,095,732 (22.9) 2021 4,353,659 (25.7) 3,356,694 (20.7) 7,710,353 (23.6) 2022 12,802,218 66.0 Sources: Total Enplanements:Department Records;USDOT(via Diio)for O&D passengers. Connecting passengers were derived by subtracting USDOT-reported O&D passengers from Department-reported total enplanements. Airlines report the number of enplaned passengers at an airport to the USDOT but are not required to differentiate between O&D and connecting passengers. Based on other reported data, the USDOT estimates the number of O&D versus connecting passengers,and this estimate is generally accepted within the industry. The number of enplaned passengers generally followed previous annual increases until March 2020,when the effects of the COVID-19 pandemic began to be experienced at the Airport. Since April 2020,enplaned passengers at the Airport have strongly recovered,with the airport experiencing enplanements in FY 2022 almost on par with FY 2019, the Airport's best-ever year for enplanements. The table below shows monthly enplaned passengers for FY 2019 through FY 2023(to date). Salt Lake City International Airport Monthly Enplaned Passengers Fiscal Years 2019-2023 Month FY 2019 FY 2020 FY 2021 FY 2022 FY 2023 %Change FY 2023 compared to FY 2019 July 1,196,325 1,239,067 438,268 1,235,161 1,178,528 (1.4) August 1,201,689 1,220,698 507,906 1,134,159 1,145,192 (4.7) September 1,050,274 1,098,626 491,647 1,025,583 1,102,153 4.9 October 1,077,840 1,177,796 548,370 1,090,841 1,104,699 2.5 November 1,000,320 996,598 494,175 1,003,296 1,009,249 0.9 December 1,000,259 1,098,032 540,171 1,005,886 1,021,513 2.1 January 1,005,577 1,078,161 531,994 924,882 1,061,267 5.5 February 954,196 1,037,793 520,106 918,036 981,561 2.9 March 1,206,454 612,882 752,949 1,137,469 April 1,075,360 87,557 755,761 1,061,384 May 1,131,368 161,192 1,000,370 1,129,468 June 1,190,471 287,330 1,118,636 1,136,053 Total 13,090,133 10,095,732 7,710,353 12,802,218 Source:Department records 46 KKR Draft 4/21/2023 During the ten year period from FY 2013 to FY 2022,the number of passengers enplaned at the Airport grew to a peak of approximately 13.1 million in FY 2019 and then declined to approximately 7.7 million enplaned passengers in FY 2021 as a result of the COVID-19 pandemic before almost entirely recovering to 12.8 million enplaned passengers in FY 2022. FY 2023 enplaned passenger numbers are expected by the Department to exceed those in FY 2019, the year prior to the COVID-19 pandemic. Enplaned passengers at the Airport showed steady growth from FY 2013 through FY 2019. When the COVID-19 pandemic began to affect passenger traffic in March of 2020,enplaned passengers at the Airport decreased substantially,but less than many other U.S.airports. As shown on the table above,monthly enplaned passengers in each month since September 2022 have recovered to levels above those in FY 2019. See APPENDIX B—REPORT OF THE AIRPORT CONSULTANT. The Airport operates as both a major O&D market and as a major connecting hub for Delta. Delta's enplaned passengers combined with those of its regional partners comprised 73.4%of enplaned passengers at the Airport in FY 2022. Historically,O&D passenger traffic at the Airport has ranged between 49%and 60%of total passengers. For a more complete discussion of the changes in enplanements at the Airport and factors affecting these changes,see"APPENDIX B—REPORT OF THE AIRPORT CONSULTANT—Air Service and Air Traffic Analysis." During the ten year period from FY 2013 through FY 2022,the two segments of enplanements at the Airport experienced growth, albeit at differing rates. O&D enplanements grew from an estimated 5.2 million enplaned passengers in FY 2013 to an estimate of 7.5 million enplanements in FY 2019. O&D enplanements fell in FY 2020 and FY 2021,primarily as a result of the COVID-19 pandemic,before climbing to—million enplanements in FY 2022. O&D enplanements have grown steadily at a CAGR of %from FY 2013 through FY 2022,reflecting the strength of the Air Service Area's economy and demand for travel to and from the City and the region. Similarly, during the same ten year period,connecting enplaned passengers declined in the FY 2020 and FY 2021,reflecting the effects of the COVID-19 pandemic,but have grown at a CAGR of %over the ten year period from FY 2013 -FY 2022. Airlines Serving the Airport All the major network airlines and four LCCs,including two ultra-low cost carriers("ULCC"),operate at the Airport. The Airport also has cargo operations by ten all-cargo carriers in addition to cargo carried by the passenger airlines. While service by international airlines was suspended during the COVID-19 pandemic,those international carriers have all restored international service. 47 KKR Draft 4/21/2023 AIRLINES OPERATING IN DECEMBER 2022 AT SALT LAKE CITY INTERNATIONAL AIRPORT Signatory Airlines [Non-signatory and] Affiliate Airlines* Alaska Airlines(AK) Envoy Air(AA) American Airlines(AA) Horizon Air(AK) Delta Air Lines(Delta) Mesa Airlines(AA,UAL)** Frontier Airlines SkyWest Airlines(AK,AA,Delta,UAL) JetBlue Airways Southwest Airlines [Spirit Airlines] United Airlines(UAL) All Cargo Airlines Foreign Flag Airlines* Air Transport International,Inc. Aeromexico(Delta) Alpine Aviation Air Canada Ameriflight,LLC Eurowings Discover Amerijet International KLM Royal Dutch Airlines(Delta) Corporate Air Empire Airlines FedEx Northern Air Cargo Southern Air]' United Parcel Service *Affiliated Signatory Airlines shown in parentheses. **American Airlines ended its affiliation with Mesa in April 2023 tOperates DHL Express service Delta is the dominant carrier at the Airport and, with its affiliates, generated approximately 73.4% of enplanements in FY 2022. Southwest Airlines("Southwest")is the number two carrier at the Airport,with an enplaned passenger market share of approximately 10.4%in FY 2022. American had an enplaned passenger market share of approximately 5.4%in FY 2022. Alaska started service in FY 2013 and grew substantially until growth flattened in FY 2017, after which Alaska's enplanements decreased in each year through FY 2021,before recovering to nearly FY 2019 levels in FY 2022. Delta has maintained the largest market share at the Airport, with both a strong O&D and hubbing presence,but as the local O&D market has grown and Delta has adjusted its hubbing operations at the Airport,the shares of Delta's competitors have grown and the O&D share of Delta's passengers has also grown. The table below lists the airlines serving the Airport in FY 2018-2022 and their respective market share of enplaned passengers in FY 2018 through FY 2022. 48 KKR Draft 4/21/2023 SALT LAKE CITY INTERNATIONAL AIRPORT AIRLINE MARKET SHARE OF ENPLANED PASSENGERS (000's) Fiscal Year ended June 30 Market Share Market FY Share Airline FY 2018 FY 2019 FY 2020 FY 2021 FY 2022 2018 FY 2022 Delta Air Lines 6,431 6,896 5,587 4,172 7,364 51.8 57.5% Delta Connection 2,298 2,563 1,778 1,420 2,039 18.5 15.9 Subtotal Delta* 8,729 9,459 7,365 5,592 9,403 70.3 73.4% Southwest Airlines 1,310 1,300 982 758 1,327 10.5 10.4 American Airlines 775 740 555 520 688 6.2 5.4 United Air Lines 608 663 475 350 596 4.9 4.7 Alaska Air 379 333 253 182 295 3.1 2.3 JetBlue Airways 363 358 274 113 249 2.9 1.9 Frontier 243 263 191 194 217 2.0 1.7 Other 13 2 1 10 27 0.1 0.2 Total 12.420 13.090 10.096 7,719 12.802 *Includes Delta Connection Amounts may not add due to rounding. Source:Department Records Delta and its predecessors have served Salt Lake City since 1926. Western Airlines ("Western") began service on April 17, 1926,flying mail from Los Angeles to Salt Lake City. In 1982,Western established a hub at the Airport. hi 1987,Delta acquired Western and Delta has maintained a hub at the Airport ever since. According to Delta, the Airport provides an efficient western hub for Delta that connects passengers from connecting markets in the western U.S. with Delta's network, as well as connects passengers from Los Angeles International Airport (LAX) and Seattle-Tacoma International Airport (SEA), where Delta also has substantial operations,to Delta's eastern hubs and focus cities,including Hartsfield-Jackson Atlanta International Airport(ATL), Boston-Logan International Airport (BOS) and LaGuardia Airport (LGA). Although a substantial percentage of Delta's passengers flying through the Airport are connecting passengers, based upon USDOT data for FY 2022, approximately %of Delta's passengers at the Airport were O&D passengers, consistent with the strength of the Salt Lake City region's air service market. For more information regarding Delta's operations at the Airport, see "APPENDIX B—REPORT OF THE AIRPORT CONSULTANT." Passenger Markets For June 2023, scheduled non-stop service from the Airport was offered to 83 domestic and 12 international destinations. Eurowings,a low-cost subsidiary of the German-based Lufthansa Group,began service to Frankfurt in May 2022. Set forth below is a map depicting the non-stop destinations served from the Airport. [Remainder of page intentionally left blank.] 49 KKR Draft 4/21/2023 NON-STOP DESTINATIONS SERVED FROM SALT LAKE CITY INTERNATIONAL AIRPORT [to be updated] 50 KKR Draft 4/21/2023 The following table shows the percentage of O&D passengers traveling on U.S. air carriers between the Airport and other airports for the 12 months ended December 31, 2022, the most recent period for which data is available,as reported by USDOT. Passengers traveling on foreign flag airlines are not included. SALT LAKE CITY INTERNATIONAL AIRPORT TOP O&D PASSENGER DESTINATIONS %of O&D FY 2022 Airport Enplaned Enplaned O&D Destination City Code(s) Passengers Passengers Los Angeles Area LAX,LGB, % SNA,BUR,ONT San Francisco Bay Area SFO,OAK, SJC New York/Newark JFK,EWR Denver DEN Phoenix PHX San Diego SAN Seattle SEA Las Vegas LAS Central Florida MCO,TPA Dallas/Fort Worth DFW,DAL Washington/Baltimore BWL,DCA,LAD Chicago ORD,MDW Atlanta ATL Hawaii HNL,OGG Portland PDX Boston BOS Houston IAH,HOU Austin AUS Sacramento SAC Minneapolis/St.Paul MSP Detroit DTW Philadelphia PHL Boise BOI Spokane GEG Anchorage ANC 0 0 Top 20 Total % 0 Remaining 0 0 Total: 100.0% 0 Source: USDOT The future level of aviation activity and enplaned passenger traffic at the Airport will depend upon factors such as regional,national and international economic conditions, the regional,national and international recovery of air travel from COVID-19,Delta maintaining its operating hub at the Airport,potential health or security threats,and the financial condition of individual airlines and their continued service at the Airport. See "INVESTMENT CONSIDERATIONS"below. 51 KKR Draft 4/21/2023 Aircraft Opr era tions and Landed Weights Total aircraft operations at the Airport increased from 332,018 in FY 2018 to 341,064 in FY 2019. As a result of the COVID-19 pandemic,total aircraft operations decreased to 303,042 in FY 2020. However,in FY 2022, total aircraft operations rose to 338,507,almost entirely recovering to FY 2019 levels. Landed weights increased from 14,908,945 thousand pounds of landed weight in FY 2018 to 15,989,165 thousand pounds in FY 2022, reflecting increased operations at the Airport,as well as a shift away from smaller regional jet aircraft. This latter trend is also shown by the shift in passengers from Delta's regional carriers ("Delta Connection") to Delta's mainline service. Total Delta enplanements (including its Delta Connection carriers) between FY 2018 and FY 2022 increased from 8.72 million passengers in FY 2018 to 9.37 million in FY 2022,while the number of enplaned passengers on Delta's mainline aircraft alone rose from approximately 6.4 million in FY 2018 to 7.4 million in FY 2022. The following tables show historical data on aircraft operations(landings and takeoffs)for FY 2018 through FY 2022,and landed weights for the same periods. The approximate distribution of operations in FY 2022 was 72.6% air carriers,20.5%general aviation,6.0%cargo,and 0.9%military. SALT LAKE CITY INTERNATIONAL AIRPORT HISTORICAL AIRCRAFT OPERATIONS (total landings and takeoffs) Fiscal Year Ended June 30 2018 2019 2020 2021 2022 Passenger Aircraft 250,904 253,578 216,320 219,808 245,840 Cargo 20,382 20,618 20,604 20,672 20,296 General Aviation 53,695 61,117 63,326 68,469 69,370 Military 7,037 5,751 2,792 3,190 3,001 Total Operations 332.018 341.064 303,042 312.139 338.507 Annual Change 2.7% 2.7% (11.1%) 3.0% 8.4% Source:Department Records SALT LAKE CITY INTERNATIONAL AIRPORT HISTORICAL LANDED WEIGHTS (amounts in thousands of pounds) Fiscal Year Ended June 30 2018 2019 2020 2021 2022 Airlines 13,737,381 14,263,691 12,315,209 12,631,435 14,668,929 Cargo 1,171,564 1,201,369 1,246,304 1,356,217 1,320,235 Total 14.908.945 15.465.060 13.561.514 13.987.652 15.989.164 Annual Change 3.5% 3.7% (12.3%) 3.1% 14.3% Source:Department Records Air Cargo The Airport is also a regional center for processing air cargo. Approximately 227,355 U.S. tons of freight and mail were loaded and unloaded on and off aircraft at the Airport in FY 2022. As of June 30,2023, the Airport 52 KKR Draft 4/21/2023 was served by ten all-cargo and small package and express carriers. All-cargo carriers carry only cargo and these companies include FedEx and UPS. For FY 2022,the companies with the largest share of enplaned and deplaned cargo at the Airport,based on cargo tonnage,were FedEx with 46.0%;UPS with 42.7%;Delta with %;Alpine Aviation with 1.3%;Ameriflight with 1.1%; and Southwest with 0.8%. Together, these six carriers accounted for over 95% of total cargo and mail handled at the Airport in FY 2022. The following table shows historical data on air cargo and mail shipped through the Airport for FY 2018 through FY 2022. SALT LAKE CITY INTERNATIONAL AIRPORT HISTORICAL AIR CARGO AND MAIL (amounts in U.S.tons) Fiscal Year ended June 30 2018 2019 2020 2021 2022 Cargo 190,143 203,950 199,985 212,260 202,246 Mail 20,712 20,293 21,400 27,865 25,109 Total 210,855 224.243 221.385 240,125 227,335 Annual Change 5.1% 6.3% (1.3%) 8.5% (5.3%) Source:Department Records Airline Use Agreement General The City has entered into an AUA with each of the following carriers: Alaska,American, Delta, Frontier, JetBlue Airways,Southwest and United(each a"Signatory Airline"). Each AUA terminates on June 30,2024,unless earlier terminated or extended. In May 2018 and September 2021, respectively, Delta and United extended their respective AUAs through June 30,2034. Then, effective December 14,2022,Delta agreed to a second amendment to the AUA(the"SecondAmendment")that extended its term through June 30,2044,and authorized further extensions through 2054. hi addition to Delta,Alaska and Southwest have also entered into the Second Amendment extending the term through June 30, 2044 and American and United have entered into the Second Amendment extending the term through June 30, 2034. [In addition, Spirit Airlines has become a Signatory Airline as of May 2023.] Accordingly, Signatory Airlines that carried 96.3% of the enplaned passengers at the Airport have entered into an extension of the AUA through at least June 30,2034. As of July 1,2024,Capital Investments(as defined in the AUA) will require the approval of Signatory Airlines equating to at least 15%of enplanements for the prior 12 months. The AUA may only be terminated by a Signatory Airline for an extraordinary event, such as closure or imposition of material and substantial restrictions on operation of the Airport for more than 90 days. The AUA also allows a Signatory Airline to designate one or more airlines meeting certain criteria as Affiliates.All of the passenger air carriers operating at the Airport are Signatory Airlines or their Affiliates. The AUA with each Signatory Airline is in substantially the same form and provides for the lease of specified airline premises on an exclusive or preferential basis,depending upon the type of space, as well as use of certain common and joint use facilities. Gates and ticket counters are leased on a preferential basis,pursuant to which the Department may allow another airline to operate in such space in periods during which the Signatory Airline does not have a scheduled operation using such facilities. Offices and passenger clubs/lounges are leased on an exclusive use basis,and baggage and certain other areas are joint or common use facilities. hi addition, the Department currently has not leased and has reserved two gates and five aircraft hardstand positions as common use facilities. The AUA also provides for reallocation of space by the Department,either on its own initiative,in which case moving costs will be paid by the Department,or at the Signatory Airline's request,in which case all costs are paid by the requesting Signatory Airline. The AUA grants the Signatory Airlines the right to operate at the Airport. The form of the AUA(including the First and Second Amendments)is set forth in APPENDIX D hereof. 53 KKR Draft 4/21/2023 Rates&Charges The AUA establishes the manner in which the Department will establish and collect rates and charges for use of the Airport by Signatory Airlines. Pursuant to the AUA, the Department has established seven direct Cost and Revenue Centers, including the Airfield and the Terminals and two indirect Cost Centers for general and administrative("G&A")and roadway expenses. Landing fees for use of the airfield are calculated on a residual basis: All budgeted costs allocable to the airfield, including operating expenses,debt service, amortization of capital costs funded with Revenues other than the TRP and amounts necessary to replenish reserves allocable to the Airfield Cost and Revenue Center, less Revenues allocable to the airfield other than landing fees, are divided by estimated landed weights and recovered on the basis of actual landed weights of aircraft operated at the Airport. Landing fees are charged monthly in arrears based upon actual landed weights for the preceding month. The rental rate for terminal space is calculated on a commercial compensatory basis by dividing all budgeted costs properly allocable to the Terminal Cost and Revenue Center,less Revenues from airlines that are not Signatory Airlines, by the Rentable Airline Space within the Terminals to determine the rental rate. The rental rates are then adjusted based upon whether the leased space has heating, ventilation and air conditioning, known as conditioned space,or is unconditioned space. Effective July 1,2024 and for each Fiscal Year thereafter,the AUA as amended by the Second Amendment provides that a fixed 82%of the Net Terminal Requirement will be recovered through terminal rental rates,regardless of the amount of space rented by the airlines. Baggage claim facilities are joint use facilities and charged by allocating 20%of the revenue requirement for such facilities among all Signatory Airlines and 80% by the percentage of passengers of each such carrier. For common use gate facilities,the Department establishes a per turn rate by determining the highest cost per operation for all carriers, equal to the total of leased gate space multiplied by the conditioned rate per square foot and then dividing that amount by 365,and then dividing that daily rate by the lowest number of scheduled operations at any leased gate to determine the per turn fee. Rates for common use ticket counters and bag make-up areas are similarly calculated to derive a daily rate for use of such space. Other fees that are charged for use of the Airport's aeronautical facilities include fees for international passengers to cover costs associated with the screening of international passengers; charges for over-night aircraft parking; storage of ground service equipment; storage areas and ticketing kiosks; and fees for employee badging and parking. The Department has the right to recalculate rates and charges if budgeted costs, landed weights or rented terminal space are likely to vary by more than 10%from the actual costs or estimates, or if recalculation is required by the Master Indenture. Within 120 days after the close of each fiscal year, the Department calculates the actual costs and expenses and the amounts collected in landing fees,terminal rents and other charges for the prior fiscal year and, if the amount collected exceeded or was less than the actual revenue requirements,the difference or shortfall is included in the rates for the second fiscal year following the fiscal year of such operations. See"—Airport Financial Operations—Management's Discussion and Analysis—Terminal Rents"below. The Department shares a portion of certain in-terminal concession revenues and rental car concession revenues(excluding CFCs)with the Signatory Airlines in the amount of$1 per enplaned passenger for up to 10 million enplaned passengers and additional amounts if enplaned passengers exceed 10 million;provided, however, that the total revenue sharing amount in any fiscal year cannot exceed the least of(i)30%of Net Remaining Revenue;(ii)the total amount of Annual Adjusted Gross Revenues for Selected Concessions;and(iii)the Calculated Revenue Sharing Amount. hi FY 2022 such revenue sharing totaled$13.6 million,up substantially from$7.7 million in FY 2021,as demand for passenger air travel recovered as the COVID-19 pandemic abated. The Second Amendment provides for an increase in revenue sharing commencing July 1,2024 of$1.40 per enplaned passenger up to 14 million Enplaned Passengers and if the number of Enplaned Passengers in any Fiscal Year exceeds 14 million, additional revenue sharing not to exceed the lesser of(i)40%of Net Remaining Revenues,(ii)the total amount of Annual Adjusted Gross Revenues for Selected Concessions,and(iii)the Calculated Revenue Sharing Amount. The AUA also provides for extraordinary coverage protection if the Department expects to fail to meet the rate covenant under the Master Indenture. See "SECURITY FOR THE SERIES 2023 BONDS —Rate Covenant." Under the AUA, if in any Fiscal Year the amount of Revenues less Operating Expenses is projected to be less than the sum of the principal of, premium, if any, and interest due in that fiscal year on the Bonds and Subordinated Obligations, if any, then Outstanding,plus 25%of such Debt Service on Bonds and the amount required under the agreement providing for the issuance of such Subordinated Obligations, then the Signatory Airlines will make extraordinary coverage protection payments in addition to landing fees and terminal rents. Such payments shall be allocated among the Signatory Airlines in a fair and not unjustly discriminatory manner to the landing fee or terminal rentals or both in the reasonable discretion of the Executive Director. 54 KKR Draft 4/21/2023 See"APPENDIX D—FORM OF AIRLINE USE AGREEMENT—Rates and Charges." The New SLC and Other Construction Projects Each Signatory Airline, by execution of the AUA, has approved the TRP. The NCP was approved unanimously by the Signatory Airlines in April 2016 in accordance with the provisions of the AUA for approval of additional capital projects in the Terminal and Airfield Cost and Revenue Centers. Certain other capital investments at the Airport are subject to approval by at least one of the Signatory Airlines, following consultation between the Department and the Signatory Airlines, before the Department may undertake such improvements; provided, that certain capital projects, such as those mandated by the FAA, USDOT or TSA, projects to repair casualty damage, projects at Cost and Revenue Centers other than the Airfield or Terminal,reasonable repairs,emergency expenditures, projects funded with PFCs, CFCs or grants, or projects undertaken for and funded by a Signatory Airline may be undertaken without Signatory Airline approval. The AUA requires that the Signatory Airlines appoint an Airline Technical Representative to represent them in matters pertaining to the TRP. The Airline Technical Representative must participate in design review, attend meetings of the Airport's Financial Oversight and Construction Committees,and may inspect and review construction and make recommendations to the Department regarding matters related to the New SLC. The Department must consult with the Airline Technical Representative in the development of contract documents and construction schedules,and in the event of certain cost increases.The cost of the TRP originally approved in the AUA was$1.782 billion. This total cost may be increased with the approval of 55%of the Signatory Airlines or Signatory Airlines that collectively accounted for at least 55%of the terminal rents in the preceding Fiscal Year. Project costs may also be increased without Signatory Airline approval to reflect additional costs because of causes beyond the City's control following review by the Airline Technical Representative or for elements of the TRP undertaken to satisfy the request of a Signatory Airline as long as such Airline pays such additional costs. On March 16, 2021, Delta, acting on behalf of the Signatory Airlines pursuant to the AUA, agreed to an increase in the overall cost of the New SLC to an estimated construction cost, of$4.45 billion. Delta, and all other signatories to the Second Amendment, subsequently agreed to a further increase in the cost of the New SLC by approximately $680.7 million for the costs of the final phase of Concourse B (the NCP) through approval of the Second Amendment to the AUA effective December 14,2022. The full cost of the New SLC,including soft costs,is estimated to be$5.13 billion. The current estimate of$2.27 billion for the NCP is based upon the final estimated costs for the Concourse B portion of the project and related projects and recent experience with construction costs in the Salt Lake City area. The increase in the cost of the NCP over its originally estimated budget reflects expansion of the Concourse B to 47 gates, tenant scope additions, including hardstand expansion, passenger and baggage system enhancements, and an accelerated schedule cutting one to two years from the construction schedule, as well as cost escalations due to materials pricing impacted by the COVID-19 pandemic and a robust construction environment in the Salt Lake City area. In the event of cost increases where the actual bid for a contract exceeds the estimate by more than 10%,or total costs of a project contract, including change orders, exceed the total estimated cost of that element of the TRP by 10%,then the City must meet with the Airline Technical Representative prior to the award of any further contracts and seek agreement on a method of revising the TRP or accepting such increased costs. If the Department and the Airline Technical Representative cannot agree,then a majority of a committee composed of the Program Director,the Department's Chief Financial Officer and the Airline Technical Representative shall make recommendations to the Executive Director regarding revising such contract to bring costs within the allowable limits. Change orders that would increase the amount of any contract by the greater of$250,000 or more than 10%of the original contract, or would extend the time to complete a contract by more than 25%, must also be submitted to the Airline Technical Representative for review and comment before execution by the Department. See "APPENDIX D — FORM OF AIRLINE USE AGREEMENT—Capital Investments—Special Provisions for the Project." 55 KKR Draft 4/21/2023 Airport Financial Operations The Department is an enterprise fund of the City and receives no City funding.All Revenues generated by the Airport System are deposited in the Revenue Fund and applied in accordance with the Master Indenture. No City general tax revenues are used for any Airport purpose. Management's Discussion ofHistorical Operating Results The Department prepares its financial statements on an accrual basis in accordance with generally accepted accounting principles as set forth by the Government Accounting Standards Board("GASB"). Revenues and expenses are recorded when earned and incurred,not when received or paid,except for PFCs,which are recorded when received. The Department's financial statements for the Fiscal Year ended June 30, 2022, audited by Eide Bailly LLP, are attached to this Official Statement as APPENDIX A. See also"INDEPENDENT AUDITORS"herein. The Department receives Revenues from a variety of sources,including from airlines for both landing fees and terminal rents,parking facilities,rental car operators, in-terminal concessions, ground transportation fees,other airline fees and miscellaneous revenues. The Department has pursued a strategy of maintaining a low cost per enplanement("CPE") through maximizing non-airline revenues and sharing certain concessions revenues with the Signatory Airlines,continually seeking ways to improve concessions and associated revenues generated at the Airport and controlling operating expenses. Prior to the outbreak of the COVID-19 pandemic in 2020,non-airline Revenues had increased for four consecutive fiscal years and represented approximately 64.5%of all Revenues received by the Department in FY 2019, or a total of$111.9 million, compared to $89.5 million, or 63.5%of total Revenues in FY 2018. In FY 2022, non-airline Revenues represented approximately 52.4% of all Revenues received by the Department, or a total of$139.5 million, and airline Revenues, net of revenue sharing, were approximately$123.3 million,more than double the airline Revenues,net of revenue sharing,of$61.6 million in FY 2019. In addition,the Department accumulated PFC and CFC revenues as well as excess Net Revenues from prior Fiscal Years in anticipation of TRP funding needs,although with the commencement of construction of elements of the TRP in FY 2015,the amount of cash generated from Airport operations available for future construction has diminished. As of June 30, 2022, the Department held $378 million in restricted funds available for future construction, including proceeds of the Series 2021 Bonds and Department Revenues, compared to $216 million at the end of FY 2021 and $265 million at the end of FY 2020. The Department collected approximately $48.8 million in PFCs in FY 2022, including interest earnings,compared to$29.2 million in FY 2021,and$14.0 million in CFCs in FY 2022 compared to$9.0 million in FY 2021. See"THE NEW SLC—Funding Sources for the New SLC—PFCs"and"—CFCs". PFC and CFC collections are used to fund eligible capital projects at the Airport. PFC and CFC collections are directly related to passenger traffic at the Airport, with PFCs being collected only from eligible enplaned passengers,while CFCs are paid by the portion of deplaned O&D passengers renting cars at the Airport. The Department manages its costs in order to maintain a low CPE. In FY 2023,the budgeted CPE is$8.16, slightly higher than its $8.11 level in FY 2022. In light of the substantial construction and development associated with the New SLC, the Department has budgeted a CPE of$9.94 for FY 2024, reflecting the costs associated with operating and maintaining the additional space that is being brought on line at the Airport,although management also anticipates that the new structures and energy-efficient design of the New SLC will reduce certain costs on a per square foot basis,such as energy and routine capital maintenance,compared to the cost of operating and maintaining the Airport's former aging and inefficient facilities. See "REPORT OF THE AIRPORT CONSULTANT" and "APPENDIX B — REPORT OF THE AIRPORT CONSULTANT — Airline Revenues" regarding the Airport Consultant's projection of CPE at the Airport at completion of the New SLC. The FAA has approved Department applications to impose and use a$4.50 PFC, as authorized by federal legislation, and collect a total of$2.158 billion of PFCs through approximately April 1, 2037. The revenues from PFCs are dedicated to certain FAA-authorized capital projects and are excluded from the Revenues pledged under the Master Indenture that secure the Bonds,except as expressly provided therein. However,PFCs may be applied to pay debt service on the Bonds under certain circumstances. See"SECURITY FOR THE SERIES 2023 BONDS—Use of PFCs to Pay Debt Service." The Department also requires CFCs to be paid by rental car customers at the Airport. The current CFC of$5 per day,with a limit of 12 transaction days, is collected by the rental car companies and paid to the Department and held in a separate account for certain capital projects. CFC revenues are also excluded from Revenues pledged under the Master Indenture securing the Bonds. See "SECURITY FOR THE SERIES 2023 BONDS—Pledge of Net Revenues"herein. 56 KKR Draft 4/21/2023 The table below presents the Department's Operating Revenues, Operating Expenses, Non-Operating Revenues and Expenses and Net Position for Fiscal Years 2018 through 2022 and three quarters ended March 31, 2023 compared to March 31,2022. [Remainder of page intentionally left blank.] 57 KKR Draft 4/21/2023 SALT LAKE CITY DEPARTMENT OF AIRPORTS TOTAL ANNUAL REVENUES AND EXPENSES FY 2018 FY 2019 FY 2020 FY 2021 FY 2022 FY 2022 FY 2023 through through March 31 March 31 Operating Revenues Airfield $37,850,416 $40,799,238 $40,689,749 $40,792,381 $51,530,131 $50,681,866 Terminals 56,371,640 60,286,589 58,015,237 84,092,806 111,698,594 88,604,971 Landside 68,304,466 72,852,990, 58,885,211 51,311,766 90,523,390 67,475,873 Auxiliary Airports 1,782,152 2,031,742 2,138,371 2,106,100 2,492,699 1,751,742 General Aviation 2,526,808 2,392,266 2,568,559 3,381,032 3,260,293 2,428,691 Support Areas 7,662,008 6,437,741 5,957,045 6,319,366 5,161,656 3,772,239 Other 2,9 55,551 2,7 99,183 3,1 99,004 4,2 00,360 3,5 55,926 7,2 88,712 Operating Revenues 177,413,041 187,539,749 171,423,176 192,394,249 272,510,077 221,924,094 Less: Airline Revenue (13,007,3081 (14,076,885) (10,096,880) (7,710,155) (13,566,127) (10,138,263) Sharing Total Operating Revenues $164,405,733 $173,462,864 $161,326,296 $184,684,094 $258,943,950 211,785,831 Operating Expenses Airfield $31,484,601 $31,305,225 $32,866,248 $31,303,986 $39,396,566 33,785,699 Terminals 41,079,201 40,435,158 47,183,508 65,663,460 73,755,975 49,345,952 Landside 12,522,236 10,081,900 11,223,893 12,704,070 15,075,369 10,347,307 Auxiliary Airports 3,253,108 4,241,437 4,534,580 4,386,332 4,292,035 2,947,531 General Aviation 995,461 877,645 892,387 747,824 39,952 701,770 Support Areas 1,235,761 1,661,436 1,600,159 1,644,206 1,562,360 1,280,609 Roads and Grounds 6,876,733 7,670,463 8,516,862 5,108,025 4,599,614 3,763,756 Other 2,5 99,250 2,1 11,008 3,085,500 2,1 88,334 1,8 77,243 1,8 44,463 Total Operating Expenses 99,976,351 98,434,272 109,903,136 123,676,237 140,619,114 103,997,087 Before Depreciation Net Federal Grants(ex.AIP) 3,908,282 Operating Income Before 64,429,382 75,028,592 55,331,442 61,007,857 118,324,836 107,788,744 Depreciation Depreciation 63,826,718 63,549,763 57,604,443 100,890,159 144,018,609 147,652,216 Operating Income/(Loss) 602,664 11,478,829 (2,273,001) (39,882,302) (25,693,773) (39,863,472) Non-Operating Revenues (Expenses) Passenger Facility Charges 47,739,461 49,720,539 40,607,278 29,227,051 48,759,002 35,453,747 Customer Facility Charges 15,740,068 16,012,445 12,477,986 9,015,981 14,024,129 10,991,959 Net Bond interest expense (34,674,629) (72,222,513) (85,497,741) (86,108,427) (116,831,638) (115,059,952) Bond issuance costs - (3,129,538) - (506,009) (3,010,366) (4,150,366) Interest Income 21,782,631 36,964,373 19,360,991 3,944,378 11,740,156 3,159,280 Contribution of capital assets - - - (9,028,611) (647,664) 239,104 Other revenue(expenses),net (2.501,999) 9.4 55.217 1.5 77.746 (15,942,595) (6,546,909) 3.9 11.995 Net Non-Operating Revenue 48,085,532 36,750,523 (11,523,740) (69,398,232) (52,513,290) (65,414,233) (Expenses) Capital Contributions 18,142,126 14,284,968 31,124,710 94,930,936 71,745,501 44,947,224 Net Position hicrease in Net Position 66,830,322 62,514,320 13,419,687 (14,349,598) (6,461,562) (60,330,481) Net Position, Beginning of 1,287,810,074 1,354,640,396 1,417,154,716 1,430,574,403 1,416,224,805 1,416,222,404 Period Net Position,End of Period $1,354,640,396 $1,417,154,716 $1,430,574,403 $1A16,224,805 $1A09,763,243 1355,89L923 Source:Salt Lake City Department of Airport Audited Financial Statements(FY)and internal records 58 KKR Draft 4/21/2023 Airline Revenues The Department received approximately$123.3 million,or 30.9%of its total Revenues,in FY 2022 from the airlines operating at the Airport, net of revenue sharing, compared to$101.4 million,or 33.4%of total Revenues,in FY 2021 and$61.6 million, or 35.5%of total Revenues in FY 2019. The Department credited approximately$13.6 million and $7.7 million of revenue sharing back to the Signatory Airlines in FY 2022 and FY 2021, respectively, resulting in an average CPE of$8.11 in FY 2022, down from $11.24 in FY 2021. Through March 2023, the Department received approximately$ million,or %of its total Revenues,from airlines operating at the Airport, net of revenue sharing, compared to $111.3 million, or 52.6% of total Revenues through March 2022, and $59.9 million, or 40.7% of total Revenues, through March 2019. The Department receives Revenues from the Signatory Airlines and other aviation users of the Airport's facilities based on their use or lease of the Airport's aeronautical facilities. The primary sources of such revenues are landing fees,which are charged by 1,000 pounds of landed weight, and terminal rents, which are charged on a per square foot basis or, for common or joint use facilities, on a per passenger, per use or daily basis. Other aeronautical fees are derived from aircraft remain overnight parking fees, support building rentals,fuel farm charges and fees for use of the passenger loading bridges. Landing fees and terminal rental rates are set annually by the Department pursuant to the terms of the AUA. See"-Airline Use Agreement" above. The tables below provide a summary of the sources of the Department's Revenues as well as a break-out of the sources of airline revenues by carrier. SALT LAKE CITY DEPARTMENT OF AIRPORTS SUMMARY OF OPERATING REVENUES (in thousands) Fiscal Year ended June 30 2018 2019 2020 2021 2022 FY 2022 FY 2023 through through March March Landing Fees $32,742 $35,434 $35,638 $35,996 $45,158 $46,272 Airline Terminal Space Rentals 31,028 33,432 34,645 66,680 83,480 68,125 Other Airline Revenues 6,799 6,769 7,031 7,015 8,182 7,063 Total Airline Revenues 70,569 75,635 77,314 109,691 136,820 121,460 Car Rental 29,181 29,856 25,372 24,317 35,378 28,534 Auto Parking Facilities 35,323 36,297 27,974 23,491 48,813 34,339 Other Terminal Rentals 39,041 42,046 37,634 31,608 48,015 35,220 Other Revenues 4,441 3,704 3,129 2,387 3,485 2,373 Credit:Revenue Sharing (13,007) 1( 4,077) 1( 0,097) 7( ,710) 1( 3,566) 1( 0,138) Total Operating Revenues 165 548 173 461 161326 184 684 258 945 211,788 Source:Department Records [Remainder of Page Intentionally Left Blank] 59 KKR Draft 4/21/2023 SALT LAKE CITY DEPARTMENT OF AIRPORTS SOURCES OF AIRLINE REVENUES (in thousands) Fiscal Year ended June 30 FY 2021 FY 2022 Airline Landing %of %of Landing %of %of (includes affiliates) Fees Total Rents Total Fees Total Rents Total Alaska $ 687 1.9% $ 1,814 2.9% $ 960 2.1% $ 2,333 3.0% American 1,507 4.2 3,916 6.3 2,037 4.5 4,832 6.2 Delta 24,625 68.4 42,745 68.4 29,909 66.2 54,593 70.0 Frontier 513 1.4 1,659 2.7 622 1.4 2,114 2.7 JetBlue 406 1.1 1,669 2.7 750 1.7 2,347 3.0 Southwest 2,388 6.6 7,187 11.5 4,053 9.0 7,181 9.2 United 1,155 3.2 3,475 5.6 1,867 4.1 4,578 5.9 Other(1) 4,715 13.1 - 0.0 4,960 11.0 - 0.0 TOTALS: 35 996 100.0% 62 465 100.0% $45,158 100.0% 77 978 100.0% Source:Department Records (1) Includes charter,cargo and commuter. Landing Fees. Landing fees at the Airport increased from$36.00 million in FY 2021 to$45.16 million in FY 2022. During this period the landing fee per thousand pounds of landed weight decreased from$2.54 to $2.47. The landing fee for FY 2023 is$2.82 and the landing fee for FY 2024 is budgeted to be $3.43. Under the AUA,any variance between the landing fees collected and the direct and indirect costs of operating the Airfield Cost and Revenue Center during a fiscal year is calculated after the fiscal year ends,and the adjustment is either added to,in the case of a shortfall,or credited to, in the case of a surplus,the landing fee for the second succeeding fiscal year,although the Department retains the ability to revise the landing fee if the amount to be collected in any fiscal year is substantially less than the expected costs. Landed weights at the Airport increased from 13,987,652 thousand pounds in FY 2021 to 15,989,164 thousand pounds in FY 2022 due to an increase in passenger aircraft operations resulting primarily from the national recovery from the COVID-19 pandemic. Through March 2023,landed weights at the Airport increased to thousand pounds from thousand pounds through March 2022, compared to 10,649,608 thousand pounds through March 2019,prior to the pandemic. Terminal Rents. Each fiscal year, the Department establishes terminal building rental rates and fees on a commercial compensatory basis as required by the terms of the AUA. The annual calculation allows the Department to recover its budgeted direct and indirect capital and operating costs for such leased terminal space, but the Department bears the risk of not recovering the cost of any unleased terminal space. As of June 30,2023,substantially all available airline space at the Airport was either leased, or in use on a common or joint use basis. Similar to the method described above for adjusting landing fees on an annual basis,terminal rates and fees are also adjusted based on actual costs incurred and rents received. The Department calculates the variance from the budget estimates after the fiscal year ends,and the adjustment is either added to the second succeeding year's terminal rental rate(in the case of a shortfall)or credited against such rental rate(in the case of a surplus). The Department does not recover the costs allocable to unrented space through its terminal rentals. The Department can also make adjustments during the year to the rates charged to the Signatory Airlines for terminal rentals. The Department currently leases 64 of the 71 currently operational gate positions to various Signatory Airlines serving the Airport. The remaining gates are held for use on common use basis and airlines using such gates are charged a per turn or daily fee. Current demand at the Airport has outstripped the number of gates available,and the Department routinely requires Signatory Airlines to allow other airlines to operate from preferentially leased space during hours when the Signatory Airline has no scheduled operation at the gate or to share common use gates. In addition to the 51 gates, there are 15 hardstand positions from which Delta operates, as well as five additional hardstand positions that are operated by the Department on a common use basis. Passengers boarding at hardstand positions use temporary holdrooms located in Concourse B and are bused to the aircraft. Upon completion of Concourse A later in calendar year 2023,the 15 hardstands used for Delta's operations are expected to removed from service, although the Department expects to maintain five hardstand positions to the north of Concourse B for the 60 KKR Draft 4/21/2023 remainder of the NCP and construct an additional four hardstand positions served from the east of Concourse B East to accommodate the strong demand for operational space. Terminal rental revenue from the airlines in FY 2022 was $83.5 million,an increase of$16.8 million from the$66.7 million received in FY 2021,which in turn was an increase of$32.0 million compared to the $34.6 million in terminal revenues received from the airlines in FY 2020. The terminal rental rate for class 1 conditioned space was $167.59 per square foot in FY 2022 compared to $139.60 per square foot in FY 2021. The increased rental rate for FY 2022 reflects the costs associated with elements of the New SLC being placed in service and debt service becoming payable following the capitalized interest period. Through March 2023, terminal revenues received from the airlines operating at the Airport increased to $ million from $68.1 million through March 2022 and$25.1 million through March 2019. The rate for FY 2023 is$171.07 per square foot,and the budgeted terminal rental for FY 2024 is$184.03. Under the AUA,the Department is permitted to recover its budgeted costs of operating and maintaining the terminal space as adjusted to account for actual costs,plus certain approved capital costs. The approved capital costs include the capital costs of the New SLC, provided that the Department may not recover capital costs of the New SLC paid with accumulated capital(Department funds),PFCs or AIP grants,and if costs increase beyond certain limits,the Department and the Signatory Airlines must undertake a process to resolve the overruns. See"-Airline Use Agreement" above and"APPENDIX D-FORM OF THE AIRLINE USE AGREEMENT"for a more complete discussion of the provisions of the AUA. Other Airline Fees. As described above, the Department receives fees from the airlines operating at the Airport from several other sources, including rental of support buildings,which generated$4.3 million in FY 2022; passenger loading bridge fees, which generated $1.6 million in FY 2022; use of the fuel farm, which generates approximately$1.8 million per year under an agreement effective January 1,2021; and RON fees,which generated approximately$400,000 in FY 2022. Non Airline Revenues The Department seeks to maximize non-airline Revenues and shares a portion of certain Selected Concession Revenues,as defined in the AUA,consisting of rents received from rental car concessions, excluding CFCs, and in- terminal concession revenues,with the Signatory Airlines in order to maintain a low CPE and to promote expansion of service by carriers. The primary sources of the Department's non-airline Revenue are parking fees(which are not shared with the Signatory Airlines), rental car fees and in-terminal concessions. Approximately $148.6 million, or 37.3%of total Revenues,were generated from non-airline sources in FY 2022,compared to$90.4 million,or 29.6% of total Revenues in FY 2021 and$111.9 million,or 64.5%of total Revenues in FY 2019.Non-airline revenues for the nine-month period ending March 31,2023 were$ million compared to $100.5 million and$82.7 million for the same nine-month period for fiscal years 2022 and 2019,respectively.The percentage of airline Revenues to non- airline Revenues is shifting in part due to the increased cost of the new Terminal and concourse facilities being rented by the airlines,compared to lesser increases in non-aeronautical revenues per passenger,but a significant increase in passengers. Parking Revenues. Airport parking revenues more than doubled between FY 2021 and FY 2022,from$23.5 million to $48.8 million, reflecting the return of O&D passenger traffic at the Airport. This also represents a substantial increase over parking revenues in FY 2019,which were$36.3 million. This increase was primarily because of recovery of air-travel demand as the COVID-19 pandemic abated;there were no parking rate increases during this period. Parking revenues are generated according to the parking rates established by the Department. In FY 2020, the Department increased the daily rate for parking in the garage from$32 to$35 and implemented a fee of$55 per day for Premium Reserved Parking. The Department anticipates increasing the fee for economy parking from$10 per day to$12 per day on July 1,2023. The Department does not share parking revenues with the Signatory Airlines as an offset to either landing fees or terminal rents;rather,the Department retains the business risk and the return of this Cost and Revenue Center. Parking revenues for the nine-month period ending March 31, 2023 were $_million compared to $34.3 million and $32.3 million for the same nine-month period for fiscal years 2022 and 2019, respectively. Rental Cars and Peer-to-Peer Car Sharing. Fees and rentals from the car rental companies increased from $24.3 million in FY 2021 to$35.4 million in FY 2022,primarily because of recovering travel demand as the COVID- 19 pandemic abated. This is also a significant increase over the$29.9 million in FY 2019 fees and rentals from rental car companies. Fees and rentals from car rental companies for the nine-month period ending March 31,2023 were $ million compared to$28.5 million and$22.9 million for the same nine-month period for fiscal years 2022 and 2019,respectively. The agreements with the rental car companies for use of the new RSS and QTA facilities are for a ten year term commencing on March 1, 2016. These agreements provide for a payment of an effective 11.1% 61 KKR Draft 4/21/2023 commission on rental car revenues,plus fair market rent on a per square foot basis for all facilities occupied by the rental car companies,plus CFCs. The rental car facilities are operated and maintained by a third party engaged by the rental car companies. CFCs, which are not Revenues pledged to payment of the Series 2023 Bonds, generated an additional$14.0 million in FY 2022 and$9.0 million in FY 2021,compared to$16 million in FY 2019, and will be applied to fund certain capital construction related to rental car company operations at the Airport. Off-airport rental car companies operate under month-to-month agreements and pay to the Department fees equating to 10%of revenues for access to the Airport. The City and Turo Inc. ("Turo")entered into a Peer-to-Peer Vehicle Sharing Operating Agreement effective September 23,2021 that gives Turo the right to operate at the Airport. For the privilege of operating at the Airport, Turo has agreed to pay the Department ten percent of its gross revenues,which resulted in revenue received by the Department for Turo's first full year of operations,CY 2022,of$1.2 million. The Department will continue to monitor Turo and its potential financial impacts on the rental car companies doing business at the Airport. TNCs and Ground Transportation. As of July 1,2020,the Department began collecting a charge of$2.50 for each passenger vehicle with 1-9 seats operated by a TNC operator at the Airport that picks up or drops off a passenger,with a flat fee of$10 per operation for vehicles with 10 or more seats. The fees prior to that ranged from $1.13 to $2.46 per pick up or drop off. Since FY 2016,when TNCs were first permitted to operate at the Airport, TNC revenues to the Airport have grown from approximately$247,100 to$3.9 million in FY 2022. [Although ground transportation revenues from other services at some airports that have a substantial TNC presence have declined,the Airport's total ground transportation revenues,excluding TNC revenues,increased slightly from$ million in FY 2021 to $ million in FY 2022.] Although without TNC trips, other ground transportation trips have declined from approximately 793,000 in FY 2018 to 614,000 in FY 2022, representing a 12.7% decline in such non-TNC ground trips during that period. However,total ground transportation revenues,including TNCs,increased from$ million in FY 2021 to$ million in FY 2022,compared to$72.4 million in FY 2019. Ground transportation revenue excluding TNCs for the nine-month period ending March 31,2023 was $ million compared to $ million and $51.8 million for the same nine-month period for fiscal years 2022 and 2019,respectively.Total ground transportation revenue for the nine-month period ending March 31, 2023 was $ million compared to $ million and $54.5 million for the same nine-month period for fiscal years 2022 and 2019,respectively. As shown above,although TNC operations have increased substantially since FY 2016,both parking and rental car revenues have continued to grow. There can be no assurance,however,that TNC operations will not have an adverse impact on parking fees,rental car revenues and other ground transportation revenues in the future. Terminal Concessions. Revenue from concessions increased from $12.68 million in FY 2021 to $22.76 million in FY 2022, exceeding the$20.5 million in FY 2019, primarily because of an increase in passengers due to the abatement of the COVID-19 pandemic, the majority of the in-terminal concessions locations being open, and greater concessions opportunities in the new Terminal and concourses. Concessions revenues for the nine-month period ending March 31, 2023 were $ million compared to $ million and $15.5 million for the same nine- month period for fiscal years 2022 and 2019,respectively. Since opening phase 1 of the New SLC,sales per enplaned passenger has continued to climb from$7.62 per enplaned passenger for the month of September 2020 to$12.04 for the month of January 2023. Among other factors, the Department attributes the growth to increased concessions square footage, the right mix of concessions concepts, and a street pricing policy which went into effect with the opening of the New SLC. Sales Per Enplaned Passenger $14.00 $12.04 $12.00 $9.01 $10.00 $8.00 $6.00 $4.00 $2.00 � 62 KKR Draft 4/21/2023 Source:Department records based upon monthly concessionaire reports. Other Revenue Sources. The Department also derives Revenues from other sources, including cargo and other building rentals,hangar rents for both air carrier maintenance facilities and for general aviation facilities at the Auxiliary Airports, FBO rents and fees and other buildings leased by the Department, such as the Touch n' Go Convenience Store and the Boeing assembly facility. Revenues from these sources totaled$5.4 million in FY 2022, compared to $5.2 million in FY 2021. The increase is primarily a result of the resurgence of travel following the abatement of the COVID-19 pandemic. Other revenues for the nine-month period ending March 31,2023 were$ million compared to $2.4 million and $5.0 million for the same nine-month period for fiscal years 2022 and 2019, respectively. In addition to Revenues,the Department received federal relief grants under the federal CARES Act,CRRSA and ARPA (which are not Revenues under the Trust Indenture) totaling 183.7 million which are being applied to reduce O&M Expenses. See"SECURITY FOR THE SERIES 2023 BONDS-Rate Covenant." Finally,the federal government awarded the Department $125.8 million in BIL AIG grant funding; the Department drew down $25.2 million from such BIL funds in FY 2022 and intends to draw the same amount in each of FY 2023 and FY 2024 and apply such BIL grants to the cost of the NCP and other capital costs at the Airport. Operating Expenses The Department's operating expenses fall into six primary categories and include salaries and benefits, materials and supplies, services, which include utilities, intergovernmental charges, and other operating expenses. Operating expenses are allocated to each of the Revenue and Cost Centers and the indirect G&A and roadways Cost Centers. Amounts allocable to the two aeronautical cost centers are recovered through landing fees and terminal rentals,while the Department seeks to generate revenues in excess of the costs allocable to the other non-aeronautical Revenue and Cost Centers from allocable rents, fees and charges. Costs allocable to the G&A and roadways Cost Centers are allocated to and recovered from each of the seven direct Revenue and Cost Centers based upon the proportion of the G&A and roadways services properly allocable to such Revenue and Cost Centers. The Department's management of operating expenses is an important aspect of maintaining the CPE at the Airport within the Department's desired range. As a result, the Department's operating expenses (excluding capital outlays) have increased at a compounded annual growth rate("CAGR")of 1.24%from FY 2019,before the COVID-19 pandemic, through FY 2022 from a total of$106.9 million in FY 2019 to$107.3 million in FY 2022. This reflects the budget cuts implemented by the Department in response to the COVID-19 pandemic as well as the recovery of passengers and air service and the need to increase staffing to accommodate such increases. The Department has budgeted$161.6 million for operating expenses in FY 2024,and forecasts that the actual amount of net operating expenses for FY 2024 will be$124.6 million,after application of$37 million of ARPA grant funds,reflecting the return of normal passenger traffic and the opening of elements of the New SLC in calendar years 2023 and 2024. SALT LAKE CITY DEPARTMENT OF AIRPORTS SUMMARY OF OPERATING EXPENSES (in thousands) Fiscal Year ended June 30 2018 2019 2020 2021 2022 FY 2022 FY 2023 through through March 31 March 31 Personnel Services $50,076 $40,258 $48,584 $46,782 $47,805 $41,643 Charges/Services/Fees 23,996 26,300 25,118 40,762 51,723 32,202 Operational Maintenance Supplies 11,343 12,610 12,381 11,041 13,673 12,828 Utilities 6,166 5,721 5,697 6,664 7,176 5,021 Fire Services 5,130 5,364 5,587 5,262 5,890 4,380 Police Services -- 3,891* 8,332 8,717 9,173 6,412 Salt Lake City Administration 3,265 4,288 4,204 4,448 5,180 1,511 Total Operating Expenses 99 976 98 433 109 903 �12 $14 14 Source:Department Records * Starting on January 1,2019,the Airport Police combined with the Salt Lake City Police,and all wages,benefits,and operating expenses are broken out separately. 63 KKR Draft 4/21/2023 The Department's largest expense in FY 2022 is comprised of a combination of charges,services,and fees, which were cumulatively$51.7 million in FY 2022,a 26.9%increase from the$40.76 million in FY 2021,and which comprised approximately 36.8%of the total operating expenses for FY 2022. These services include costs associated with outsourcing parking lot operations, shuttle bus services, janitorial services and professional and consulting services. Since FY 2018,the cost of such services has increased from$23.9 million to$51.7 million in FY 2022. The increase in expenses for services was driven by expenses related to expanded hardstand operations and the management of a new IT system that did not exist in FY 2021,as well as janitorial and maintenance expenses. The Department's personnel services were its second-largest expense,comprising$47.8 million in FY 2022, a 2.2%increase over the$46.8 million spent on personnel services in FY 2021,and were 34.0%of the Department's FY 2022 expenses overall. The Department pays salaries and wages of its employees directly and reimburses the City for its share of fringe benefits,including insurance and pension benefits allocable to the Department's staff. Operational maintenance supplies constituted approximately 9.7%of the Department's operating expenses and were $13.7 million in FY 2022, compared to $11.0 million in FY 2021. Intergovernmental charges comprised approximately 19.5%of the total operating expenses for FY 2022,and were$27.4 million,compared to$25.1 million in FY 2021. These charges consist primarily of reimbursements to the City for the costs associated with the City's provision of aircraft rescue and firefighting services at the Airport,which accounted for$5.9 million of such costs in FY 2022,compared to$5.3 million in FY 2021,as well as reimbursement for other centralized services,such as legal, accounts payable,purchasing,human resources and contract management services. Starting on January 1,2019,the Airport Police combined with the Salt Lake City Police, and the Department now reimburses the City for the actual direct and indirect costs of the salaries,benefits and related expenses of the police officers assigned to the Airport, which accounted for$9.2 million in FY 2022,compared to$8.7 million in the FY 2021. 64 KKR Draft 4/21/2023 Liquidity The table below shows the Airport's liquidity position for the past five fiscal years. The table below does not include any unused and available draws on the Subordinate Revolving Obligation Credit Agreement, which is available for any lawful use at the Airport. The table below also does not reflect application of the remaining ARPA grant funds($74 million), which the Department expects to apply in FY 2023 and FY 2024 to pay a portion of the Airport's O&M expenses. Beginning in FY 2021,the Department determined to apply a portion of the amounts on deposit in the Surplus Fund to the payment of costs of the New SLC. Hence, the days cash on hand reflects this discretionary use of the Surplus Fund. The table includes proceeds held in both the PFC and CFC Accounts. The Department expects to expend the majority of PFCs collected towards payment of principal of and interest on Bonds issued to fund PFC-eligible elements of the TRP,and the Department expects to apply CFCs to reimburse itself for a portion of the costs of the recently completed Parking Facility that will serve rental car companies,and elements of the roadway system serving the rental car facilities. SALT LAKE CITY DEPARTMENT OF AIRPORTS AIRPORT LIQUIDITY POSITION AND DAYS CASH ON HAND Fiscal Year ended June 30 ($in millions) Fund Balances FY 2018 FY 2019 FY 2020 FY 2021 FY 2022 Unrestricted cash Surplus Fund $242 $460 $397 $125 $170 Revenue Fund 14 2 3 15 15 Total Unrestricted Cash $256 $462 $400 $140 $185 Restricted Funds O&M Reserve* 23 25 28 32 36 CFC Account 1 2 3 0 1 PFC Account 10 10 13 3 4 Common Reserve Fund" 202 314 220 206 388 Total Restricted Funds $236 $352 $264 $241 $429 Total Unrestricted Cash and Restricted Funds $492 $813 $664 $381 $614 Funds Available for Operations A $279 $487 $428 $172 $221 O&M Expenses[B]] $100 $98 $110 $124 $141 Days Cash on Hand= [A] /([B]/365) 1,018 1,814 1,420 506 572 Source:Department Records Includes$5 million in the Renewal&Replacement Fund per the AUA. Also includes capitalized interest rSurplus Fund,Revenue Fund,O&M Reserve Fund and Renewal&Replacement Fund. ttExcluding depreciation 65 KKR Draft 4/21/2023 Personnel Considerations As of June 30, 2022, the Department had 520 full-time-equivalent ("FTE") employees. Approximately 81.9% of the Department's employees are employed in the Maintenance (262) and Operations (164) Departments. This is an increase of 22 FTEs compared to FY 2021 and 2020, and reflects the need to increase staffing to operate and maintain the new facilities that are being brought on-line as elements of the New SLC are completed. Of the new hires in FY 2022, 16 were for Maintenance and nine were for Operations,while Engineering decreased by two FTEs and Finance and Accounting lost one FTE position. Prior to July 1, 2019,the Airport's police officers were direct employees of the Department. However,the City and the Department agreed to transfer the Department's police officers to the City's Police Department,effective as of January 1,2019. The Department retains a small staff of dedicated Airport police officers,but the Airport police officers have direct supervision and back-up from the remainder of the City's police force and are direct employees of the City. The Department reimburses the City for the actual direct and indirect costs of the salaries,benefits and related expenses of the police officers assigned to the Airport. According to the Department, the transfer of the Airport's police officers to the City's Police Department has not resulted in a material difference between the costs budgeted by the Department for police services and the actual costs charged by the City. The Department reimburses the City for the actual direct and indirect cost of providing Aircraft Rescue and Fire Fighting, Police and certain other services. On March 22, 2011, the City Council passed the City's Collective Bargaining and Employee Representation Joint Resolution (the "Joint Resolution"). Among other provisions, the Joint Resolution recognizes eligible City employees' collective bargaining rights, sets forth procedures for labor negotiations between the City and certain labor unions, requires City and union representatives to act in good faith when negotiating labor matters,and requires unions covered by the Joint Resolution to take affirmative action to end employee strikes and work stoppages. Pursuant to the Joint Resolution, the City and Local 1004 of the American Federation of State, County and Municipal Employees, AFL-CIO ("AFSCME"), entered into a Memorandum of Understanding(the"MOU")that was renegotiated in June 2020 and will expire in June 2023,replacing the prior MOU with AFSCME that was in effect through June 27,2020. The MOU establishes the wages,benefits and employment conditions of eligible employees identified by the City, including 252 unionized City employees at the Airport as of March 30, 2021. In addition to other eligible City employees, the MOU covers all Public Safety and certain maintenance employees,Airport Operations Coordinators and eligible employees in the Police and Fire Department, including those who serve at the Airport. Pursuant to the MOU, AFSCME has agreed not to engage or encourage employees to engage in any strike,work stoppage or other collective concerted withholding of services. No eligible employee under the MOU will receive any benefits or wages while he or she is engaged in a strike,work stoppage or other interruption of work. The Department considers its relations with its employees and the union representatives of the City's public safety employees that are members of AFSCME Local 1004 to be good. Certain users of the Department's facilities that generate a substantial portion of the Department's Revenues, such as the air carriers, are dependent upon successful management of their own labor relations for continuation of their operations. These matters are beyond the control of the Department,and significant labor disputes in these areas could have an adverse effect on the Department's Revenues. Retirement and Other Post-Employment Benefits Employee Workforce and Retirement System. The Department participates in the Utah Retirement Systems, which provide three cost-sharing multiple-employer public employee retirement systems and one multiple employer agent system,each of which are defined benefit retirement plans covering public employees of the State and employees of participating local governmental entities(the "URS"). The URS are administered under the direction of the Utah State Retirement Board (the "URS Board") whose members are appointed by the Governor of Utah. Each year, as approved by the State Legislature, the URS Board sets rates, enacts rules and implements policies related to the pensions and benefits the Department's retirees receive.Starting in FY 2014-15,GASB Statement Number 68 requires URS to pass on pension and retirement liability to the public entities it serves, including the Department. Working with the Department's independent auditors and State specialists, this net pension asset has been recorded on the Department's financial statements for the fiscal year ending June 30, 2022 in the amount of$12.7 million and a net pension liability of$0. The reasons for the favorable status of the Department's pension funding include favorable investment returns for the URS over the pasts several years and the transition of the Department's employees,through 66 KKR Draft 4/21/2023 new hiring and retirement of older employees, to the Tier 2 systems. The Department contributed$3.29 million in FY 2022 and $3.71 million in FY 2021 to the URS with respect to the pension and retirement liabilities of its employees. In FY 2021,the Department reported a net pension asset of$440,000 and a net pension liability of$1.2 million,compared to a net pension asset of$0 and a net pension liability of$8.4 million in FY 2020. Based upon the actuarial assumptions used,the pension plan's fiduciary net position was projected in the latest valuation,on January 1, 2021, to be available to make all projected future benefits payments of active and inactive employees. See "APPENDIX A — SALT LAKE CITY DEPARTMENT OF AIRPORTS ANNUAL COMPREHENSIVE FINANCIAL REPORT OF THE DEPARTMENT FOR THE FISCAL YEAR ENDED JUNE 30, 2022—Notes to Financial Statements—6—Pension Plans." Other Postemployment Benefits. As a result of a City-wide undertaking, commencing January 1, 2016,all postemployment benefits other than pensions for City employees,including those employed by the Department,were terminated.No contributions have been made since January 31,2016 and none are expected to be made going forward. Risk Management The Department carries a general liability policy with a maximum limit of$500,000,000 covering bodily injury, property damage, excess auto liability and hangarkeeper's liability. The policy includes sublimity of$50 million for each occurrence for personal and advertising injury, and $50 million for commercial automobiles. The Airport also carries war liability/TRIA coverage of$150,000,000. The Airport facilities are covered by a multi-risk property insurance policy with a maximum limit of$1,000,000,000 and $100,000 deductible per occurrence. Earth movement carries a sub-limits of$100,000,000 with a 1%deductible per location subject to a minimum of$100,000 and a maximum of$5,000,000 deductible. Flood carries a sublimit of$150,000,000 subject to a$100,000 minimum and$5,000,000 maximum deductible for all locations in any one occurrence.Named Storm carries a$1,000,000,000 limit and a 5%deductible,subject to a minimum$250,000 deductible per occurrence.Business Interruption is covered at $200,000,000, subject to a minimum$100,000 deductible. Cyber Coverages including standard perils is covered up to $5,000,000, with a $100,000 deductible. The Department carries commercial automobile liability coverage (scheduled vehicles)of$1,000,000 per occurrence with no deductible. Contractors,including the CMAR,are required to carry builders'risk insurance covering all facilities under construction during the full period of construction. As elements of the New SLC are completed, the Department expects to continue evaluating its coverage limits and increase them as appropriate to account for the increased value of the new construction. Pursuant to Amendment No. 1 to the HDJV CMAR Contract,HDJV has provided,is administrating and has implemented a Contractor Controlled Insurance Program("CCIP")that covers on-site exposures for HDJV and,with limited exceptions, all subcontractors performing work on the TRP and NCP. Demolition and environmental remediation contracts;off-site labor or fabrication;architects,engineers and consultants;contracts under$20,000;and work, labor, transportation and other activities outside the boundaries of the TRP and NCP site are excluded from participation in the CLIP. The coverage provided under the CCIP includes on-site Worker's Compensation, on-site Employer's Liability, on-site general liability and on-site excess liability insurance with combined limits equal to $25,000,000. Under its CMAR Contract, HDJV also is required to carry additional insurance coverage, including builder's risk and professional liability coverage. The City is included as an additional insured on all such policies of insurance except Worker's Compensation. HDJV's policies of insurance are primary and any other insurance carried by the City are excess and not contributing. The City Treasurer is covered under a $10,000,000 public official's bond. The City also has: (1) public employee dishonesty insurance (an employee "blanket policy") with a $1,000,000 limit for theft and a $20,000 deductible. The City is self-insured for losses above the limits and below the deductibles. Further, the City is self- insured for unemployment. The Risk Management Fund, an internal service fund,has been established to pay these claims along with health insurance premiums and certain administrative expenses. Debt Management Policy The City maintains a Debt Management Policy("Debt Policy")that is applicable to the Bonds issued by the City for the benefit of the Department. The Series 2023 Bonds comply with the requirements of the Debt Policy. The Debt Policy covers the types of debt that the City may issue; the legal, policy and financial limits that govern the issuance of debt and use of the proceeds of such debt; debt structuring practices; debt issuance practices; and debt 67 KKR Draft 4/21/2023 administration and management practices, including tax law requirements, arbitrage regulations and disclosure practices. Futures,options other than options to enter into swaps,calls or puts are not legal investments under the Money Management Act.Interest rate exchange or swap contracts,cash flow exchange or swap contracts,any derivatives of these contracts,including forward swaps and options to enter into swaps,and interest rate floors,caps and collars may only be entered into if it is first determined that such contract (a) is designed to reduce the amount or duration of payment,rate,spread or similar risk or(b)is reasonably anticipated to result in a lower borrowing cost.Such contracts are to be utilized for the control or management of debt or the cost of servicing debt and not for speculation. It is the City's current practice not to enter into such derivative contracts, but no assurance can be given that the City or Department will not enter into such contracts in the future. Investment Policy It is the policy of the City to invest public funds, of which the Department's funds are a part, in accordance with the principles of sound treasury management and in compliance with State and local laws,regulations and other policies governing the investment of public funds, specifically, according to the terms and conditions of the State Money Management Act of 1974 and Rules of the State Money Management Council as currently amended (collectively,the "Money ManagementAct'),and the City's own written investment policy.The following investment objectives,in order of priority,are required to be met when investing public funds:(1)legality,(2)safety of principal, (3)need for liquidity,(4)maximum yield on investments consistent with the first three objectives and(5)maturity of investments,so that the maturity date does not exceed the anticipated date of the expenditure of funds or as required by the Money Management Act. Bond and Note proceeds and all funds pledged or otherwise dedicated to the payment of principal of and interest on those Bonds and Notes will be invested in accordance with the applicable terms of the borrowing instruments, the Master Indenture and Subordinate Master Indenture in the case of the Department, or if silent or less restrictive, then in accordance with Section 571-7-11 of the Money Management Act. See also "SECURITY FOR THE SERIES 2023 BONDS—Permitted Investments"and"APPENDIX C—FORM OF MASTER INDENTURE — Article I — Definitions; Interpretation; and — Article VI — Investment of Moneys; Permitted Investments,"relating to investment of Series 2023 Bond proceeds and amounts held in the funds and accounts under the Indenture. The City may use investment advisers to conduct investment transactions on its behalf as permitted by the Money Management Act and local ordinance or policy. Investment advisers must be certified by the Director of the Utah State Division of Securities of the Department of Commerce. Only qualified depositories as certified by Utah's Commissioner of Financial Institutions are eligible to receive and hold deposits of public funds. The State Money Management Council issues a quarterly list of certified investment advisers,certified dealers and qualified depositories authorized by State statute to conduct transactions with public treasurers. Transactions involving authorized deposits or investments of public funds may be conducted only through issuers of securities authorized by Section 51-7-11(3) of the Utah Code,qualified depositories included in the current State list,and certified dealers included in the current State list. The City Treasurer must take delivery of all investments purchased, including those purchased through a certified investment adviser.This may be accomplished by the City Treasurer taking physical delivery of the security or delivering the security to a bank or trust company designated by the City Treasurer for safekeeping. The City Treasurer may use a qualified depository bank for safekeeping securities or maintain an account with a money center bank for the purpose of settling investment transactions and safekeeping and collecting those investments. In FY 2011 the Department began investing certain of its funds in U.S. Treasury and Agency notes,rather than in the Utah State Public Treasurer's Investment Fund ("PTIF"), in order to increase return on restricted and reserved funds.As of June 30,2022,the Department held approximately$145.9 million in U.S.Treasury and Agency notes combined. City policy provides that not more than 25%of total City funds or 25%of the qualified depository's allotment, whichever is less, can be invested in any one qualified depository. Not more than 20% of total City funds may be invested in any one certified out-of-state depository institution.However,there is no limitation placed on the amount invested with the PTIF and other money market mutual funds, provided that the overall standards of investments achieve the City's policy objectives. As of June 30, 2022,the Department had deposits with qualified depositaries totaling$5.4 million,of which$500,000 was covered by federal depositary insurance,and the remaining$4.9 million was uninsured and uncollateralized. 68 KKR Draft 4/21/2023 The City's entire portfolio, including the invested funds of the Department, is currently in compliance with all of the provisions of the Money Management Act. The PTIF is a local government investment fund,established in 1981,and managed by the State Treasurer. As of June 30,2022,Department funds on deposit in the PTIF totaled approximately$772.1 million,which represents a substantial portion of the Department's funds. All investments in the PTIF must comply with the Money Management Act and rules of the State Money Management Council. The PTIF invests primarily in money market securities. Securities in the PTIF include certificates of deposit, commercial paper, short-term corporate notes, obligations of the U.S.Treasury and securities of certain agencies of the federal government. By policy,the maximum weighted average adjusted life of the portfolio is not to exceed 90 days and the maximum final maturity of any security purchased by the PTIF is limited to five years. Safekeeping and audit controls for all investments owned by the PTIF must comply with the Money Management Act. The PTIF is not rated,and the average maturities of those investments is not known. All securities purchased are delivered versus payment to the custody of the State Treasurer or the State Treasurer's safekeeping bank, assuring a perfected interest in the securities. Securities owned by the PTIF are completely segregated from securities owned by the State.The State has no claim on assets owned by the PTIF except for any investment of State moneys in the PTIF.Deposits are not insured or otherwise guaranteed by the State. Investment activity of the State Treasurer in the management of the PTIF is reviewed monthly by the State Money Management Council and is audited by the State Auditor. The information in this section concerning the current status of the PTIF has been obtained from sources the Department believes to be reliable,but the Department and the City take no responsibility for the accuracy thereof. See "APPENDIX A—ANNUAL COMPREHENSIVE FINANCIAL REPORT OF THE DEPARTMENT FOR THE FISCAL YEAR ENDED JUNE 30,2022—Notes to the Financial Statements—Note 2—Deposits and Investments." ENVIRONMENTAL,SOCIAL AND GOVERNANCE FACTORS Environmental and Sustainability Factors The Department is attentive to environmental considerations affecting the Great Salt Lake(the"Lake")basin, including the impacts of climate change on Salt Lake City and the surrounding region. Like much of the Western United States,Utah has experienced long-term drought, contributing to a decline in the Lake's water volume and to air-quality challenges in the Salt Lake City region. The Department has responded to these environmental challenges and others through a longstanding, demonstrated commitment to strengthening the Airport's sustainability and reducing the environmental impacts of the Airport's facilities and operations for the benefit of the greater Salt Lake City community. Sustainability is a core value of the Department. As a reflection of that value, the Department has taken many steps to enhance the sustainability of its operations and facilities, and the Department maintains sustainability metrics on its website. In 2021 the Department achieved LEED Gold certification for then-constructed facilities of the TRP and Concourse B West. The Department anticipates achieving LEED Gold certification for the entire New SLC, in compliance with City ordinance. To achieve LEED certification, facilities must meet both environmental criteria, including energy-efficiency and water-use standards, and social-equity criteria, including those concerning compliance with the Americans with Disabilities Act. The New SLC replaces older,energy-inefficient buildings with new,highly efficient buildings that are expected to reduce energy consumption per square foot substantially. As part of its focus on sustainability, the Department is committed to reducing air pollution resulting from its operations,including emissions of greenhouse gases and other pollutants. The Department has invested significant sums in reducing emissions at the Airport through the use of alternative fuels and electrified ground service equipment ("GSE") and other vehicles, such as airport buses fueled by compressed natural gas or electricity. The New SLC includes 536 charging stations that will enable the airlines operating at the Airport to fully electrify their GSE and 164 publicly accessible vehicle-charging stations in the Airport's parking facilities. The Department has developed a five- year Green Fleet Action Plan to transition Airport fleet vehicles to alternative fuels;as of June 30,2023,all GSE must be converted to electric power. While most of the Airport's carbon footprint is attributable to emissions outside the 69 KKR Draft 4/21/2023 control of the Department,the design of the New SLC has helped reduce certain aircraft emissions by 35,000 metric tons annually, including by more efficiently providing centrally conditioned air to parked aircraft and by reducing taxiing times through the linear layout of the New SLC concourses. Additionally, through the implementation of a software analytics program, the Department has identified opportunities to save over 1,800 hours of electric heater run time per month. Reflecting the Department's environmental commitment,the Department has participated since 2017 in Airports Council International's ("ACT') Airport Carbon Accreditation program, the sole institutionally endorsed carbon-management certification standard for airports. The Airport has advanced to that program's Level 3,which requires the Department to engage stakeholders in its carbon-reduction efforts. For over two decades, the Western United States has experienced drought conditions. These conditions, together with agricultural,commercial,and residential demand for water from the Lake's watershed,have contributed to a substantial decline in the Lake's volume and water level. The drought has also contributed to other environmental challenges in the Salt Lake City region, including diminished air quality in the Lake basin and the risk of wildfires, especially in the Wasatch Mountains. Climate change may also contribute to storms that have caused flooding in Salt Lake City. See "INVESTMENT CONSIDERATIONS — Seismic Risk and Other Force Majeure Events." The Department has taken a multifaceted approach to conserve water across its facilities and operations. In 2021, the Department collaborated with the Salt Lake City Department of Public Utilities("Public Utilities")to develop a Water Resource Plan to promote water conservation efforts. By installing native landscaping, drought-tolerant plants, and advanced metering systems at the Airport,the Department has saved,on average,73 million gallons of water per year. Furthermore, over the past two years, the Department has responded to severe drought conditions by implementing water-use limits and drought restoration programs that have saved an additional 10 million gallons of water annually. Meanwhile,the restrooms in the New SLC all feature touchless,low-flow faucets and toilets,reducing wasted water and increasing hygiene. These high-efficiency water fixtures use an average of 40% less water than the Airport's previous restroom water fixtures. Additionally, as part of the New SLC, the Department constructed a Quick Turnaround car wash that uses approximately 80%less potable water than the Airport's prior rental-car wash facility. The Department's water conservation efforts complement those that the State of Utah,other departments of the City, and the Salt Lake City community have undertaken to mitigate the effects of drought,conserve water, and protect the Lake. Over the 2022 and 2023 legislative sessions, the Utah State Legislature cumulatively allocated nearly$1 billion for numerous water conservation efforts,including$200 million in 2023 alone to provide matching grants for irrigation-efficiency projects. The state also established the position of the Great Salt Lake Commissioner to administer a water trust to fund conservation and restoration of the Lake and its ecosystem. In 2022,Public Utilities, which serves as the City's water utility, announced that it had exceeded its water-conservation goal over the 2022 irrigation season, as consumption of Public Utilities water declined by approximately 15%, or 2.9 billion gallons, compared to the prior three-year average. Additionally, Public Utilities announced that daily water consumption in 2022 peaked at approximately 140 million gallons,in July 2022,which constituted approximately a one-third decline from the year 2000's daily peak of over 210 million gallons consumed by Public Utilities customers. The New SLC has been designed to meet current requirements for seismic resiliency up to a magnitude 7.4 earthquake. Segments of the Wasatch Fault, which is an active fault located primarily on the western edge of the Wasatch Mountains,underlie Salt Lake City. A magnitude 5.7 earthquake struck Salt Lake City in March 2020. None of the elements of the New SLC sustained any significant damage. See "THE NEW SLC— Summary of the New SLC." In addition,the New SLC is designed to prepare for natural and climate risks through maintaining a network of on-site generators to ensure a secure and resilient power supply. These generators have the capacity to power virtually all of the Airport's mission-critical facilities and equipment. Another means to enhance sustainability is to divert waste from landfills and other facilities. Approximately 90%of the construction waste from the New SLC was diverted from landfills. The Airport's location requires the ability to operate in all weather conditions. In 2022 the Department doubled its rate of waste diversion from 7% in 2021 to 14% in 2022. The Airport has its own deicing fluid reclamation facility that, during the 2021-22 icing season, processed approximately 3.4 million gallons of water/glycol mixture and recovered approximately 122,000 gallons of pure polypropylene glycol. The Department has also established a 465-acre wetlands mitigation site outside of the Airport to compensate for natural wetlands that were impacted by Airport development. The Department has an active wildlife management program led by a wildlife biologist. In recognition of the Department's environmental responsibility and focus on sustainable design,in 2022, Utah Business magazine named the Department as a recipient of its Green Business Award. 70 KKR Draft 4/21/2023 Social Factors The Department is focused on benefitting all of the communities that live and work in the Salt Lake City area. The Department's diversity,equity and inclusion program seeks to ensure that the Department's workforce,and that of its airline and concessionaire partners,reflects the diversity of the Salt Lake City community. Currently,over 15,200 persons are employed at the Airport by the Department and its tenants,29%of whom are women. This diverse workforce includes individuals who are native to 145 countries. Additionally, since 2020, the Department has increased the share of its employees who are persons of color by approximately 20%and doubled the share of women holding senior management positions. The Department carefully reviews job descriptions prior to posting to remove any unintended biases,provides training to managers to ensure equitable recruitment practices and conducts recruiting efforts targeted at non-majority populations. The Department also participates in the City's"Diversity&Inclusion" and"Respect Perspective"training programs to improve diversity and inclusion in the workplace. The Department reaches out to its community in a variety of ways, including by providing education to prospective participants on how to take part in the Department's Disadvantaged Business Enterprise ("DBE")and Airport Concessionaire DBE programs; through participation in regular visits to elementary schools to teach students about airport operations, wildlife mitigation and jobs at the Airport; by investing in the arts, reflecting the culture and landscape of Utah; by holding airport honor flights for veterans; and through other initiatives, such as hosting a food bank for federal transportation security officers when federal government employees were furloughed. The Department's Airport Safety, Engagement, and Training Programs manager serves as the Department's ambassador to the Government Alliance on Race and Equity program,which the City recently joined. The Department is a leader in health and safety. At the start of the COVID-19 pandemic, the Department instituted a series of actions designed to protect its workers, including the trades people working on the New SLC. The result was a dramatic reduction in illness and injury well below industry averages, as well as opening the first phase of the New SLC on time. The Department has instituted a safety management system ("SMS") program to reduce risk and support a safe working environment in the air operations area and the Department has developed a ramp safety enforcement program to reinforce airfield and ramp safety rules and provide for retraining and sanctions for badge holders who fail to comply. The Department hosts five blood drives annually as well as flu vaccination clinics,skin cancer screenings,biometric screening clinics,and two annual mammography events. Similarly,the Department works to ensure that it maintains good relations with all of its workers through a group of wellness programs, which the Department's health and wellness committee meets quarterly to plan and oversee. The Department also provides education and training opportunities to allow its employees to grow and advance;in 2022,the Department provided an average 22 hours of training to each employee. Governance Factors The Department's mission is to develop and manage a system of airports that provides quality transportation facilities and services to optimize convenience,safety and efficiency for aviation customers. The Department's vision is to achieve excellence and unprecedented customer service in making Salt Lake City among the most convenient and efficient air transportation centers in the world. The Mayor appoints and the City Council approves the appointment of the Executive Director of the Department. See "THE AIRPORT — The City." An Advisory Board reports to the Mayor and makes recommendations regarding the operation and management of the Airport System. The Department is an enterprise fund and a self-sustaining organization requiring no funding from property taxes,general funds of local governments or special district taxes. The Department's budgets are prepared by Department staff and submitted to and approved by the Mayor and City Council. The Department is committed to demonstrating good governance by providing transparency to its stakeholders and incorporating a focus on sustainable practices into its decision-making. The Department's second Environmental,Social,and Governance Report(the"Second ESG Report")in underway and scheduled for completion in 2023; upon completion, the Second ESG Report will be published publicly online. The Second ESG Report will provide substantial detail and extensive discussion regarding the Department's environmental,social,and governance efforts. The Second ESG Report follows the Department's first Environmental,Social,and Governance Report,which the Department published in 2021. 71 KKR Draft 4/21/2023 The Department and the Airport have repeatedly been recognized for leadership and operational quality. In 2021, ACI named the Airport one of the two best airports in North America for Airport Service Quality ("ASQ") among airports with 25 to 40 million annual passengers. The Airport also received a passenger ranking of 4.02 out of 5 in ACI's ASQ survey. In 2022, ACI-NA named the Airport a winner of an Airport Concessions Award. For 2022,Cirium awarded the Airport its On-Time Performance Award,recognizing the Airport as the top global airport in North America for on-time performance. The Department is committed to continuing to improve its sustainability and reducing impacts of Airport operations,to being a strong and beneficial partner to the Salt Lake City region's community and to transparent and responsive governance. REPORT OF THE AIRPORT CONSULTANT General The Department has retained the firm of Landrum & Brown, Inc., as recognized experts in their field, to prepare a report on traffic,revenues,expenses,the New SLC and financial analyses in connection with the issuance of the Series 2023 Bonds. The Airport Consultant has prepared a Report of the Airport Consultant dated July—,2023 (the "Report of the Airport Consultant" or the"Report") in connection with the issuance of the Series 2023 Bonds. The Airport Consultant has consented to the Report of the Airport Consultant being included in this Official Statement as APPENDIX B. This Report should be read in its entirety for an explanation of the assumptions and methodology used therein. The Report of the Airport Consultant is divided into five sections plus a cover letter summarizing the Airport Consultant's conclusions. Section 1 provides an overview of the role of the Airport and the economic base for air traffic at the Airport. Section 2 reviews air service at the Airport and provides air traffic projections of air service activity at the Airport for the period from FY 2023 through FY 2030,a period of three(3)full fiscal years following the end of the projected period a portion of interest on the Series 2023 Bonds will be capitalized (the "projection period"). Section 3 reviews the existing Airport facilities and the capital program, generally consisting of the New SLC, as well as the on-going capital projects through FY 2030. Section 4 of the Report reviews the Department's financial framework and provides a financial analysis, concluding with projections of net revenues and debt service coverage through FY 2030, calculated in accordance with the Master Indenture. In preparation of the projections in its Report, the Airport Consultant has made certain assumptions with respect to conditions that may occur and the course of action management expects to take during the projection period. The Airport Consultant has relied upon Department staff for representations about its plans and expectations and for disclosure of significant information that might affect the realization of projected results. Department staff have reviewed these assumptions and concur that they provide a reasonable basis for the purpose of the projections. While the Department and the Airport Consultant believe these assumptions to be reasonable for the purpose of the projections,they are dependent upon future events, and actual conditions may differ from those assumed in the analysis. To the extent actual future factors differ from those assumed by the Airport Consultant or provided to the Airport Consultant by others,the actual results could vary materially from these projections. The Airport Consultant has no responsibility to update its Report for events and circumstances occurring after the date of its Report. The projections are based on assumptions that may not be realized and actual results may differ materially from the projections. See"INVESTMENT CONSIDERATIONS—Financial Assumptions"herein. Projection of Debt Service Coverage and Cost Per Enplanement The following table reflects the projection of Net Revenues and the calculation of debt service coverage on the Bonds,including the Series 2023 Bonds and the estimated$800 million of New SLC project costs expected to be funded with proceeds of additional Bonds expected to be issued in the future.The Airport Consultant's projection is based on actual unaudited net revenues for the first three quarters of FY 2023,and projected Net Revenues from FY 2024 through FY 2030,as set forth in Section 4 of the Report of the Airport Consultant. Such projection reflects the impact on revenues and expenses associated with the Series 2023 Bonds, the Existing Bonds, as well as additional Bonds expected to be issued during the projection period and the operating costs of the elements of the New SLC as they are placed into service. The projection does not reflect the impact on Department finances of projects other than the New SLC and the other capital projects discussed in the Report. Any additional future capital projects may be financed by future issuance of additional Bonds. The Report of the Airport Consultant also includes a projection 72 KKR Draft 4/21/2023 based upon a slower recovery scenario. The full Report of the Airport Consultant should be read in its entirety for an explanation of the assumptions and methodology used in both the projections that is being relied upon for the additional debt test as well as the slower recovery scenario. The projected cost per enplaned passenger is estimated to be$8.16 in FY 2023,and then stabilize at between $ and $ though the projection period as passenger traffic is projected to recover, capitalized interest is expended,all of the facilities of the New SLC are expected to be placed in service and all debt service on the Bonds is included in the rate base. PROJECTION OF DEBT SERVICE COVERAGE* (Fiscal Year ending June 30) ($in thousands) Estimate Budget 2023 2024 2025 2026 2027 2028 2029 2030 Revenues $265,962 $296,862 $378,577 $395,855 $403,036 $411,785 Operating Expenses and Capital Outlays 172,367 177,262 176,894 183,970 191,328 198,982 Less: Federal COVE-) Relief Funds applied to O&M (36,935) 3( 6,935) 0 0 0 0 Net Revenues $130,530 $153,325 $201,683 $211,886 $211,708 $212,804 Plus: Rolling Coverage Account 19,736 25,211 39,766 42,640 44,262 44,755 Net Revenues&Rolling Coverage Account $150,266 $178,537 $241,449 $254,526 $255,970 $257,559 Total Debt Service(Net of Capitalized Interest) 125,118 149,040 208,542 221,061 228,501 231,130 PFCs applied to Debt Service 4( 6.175) 4( 8,196) 4( 9.479) 5( 0.500) 5( 1.452) 5( 2,112) Debt Service (net of PFCs) $78,943 $100,845 $159,063 $170,561 $177,049 $179,019 Debt Service Coverage 1.90 1.77 1.52 1.49 1.45 1.44 Source:Airport Consultant *Amounts may not add due to rounding The Report of the Airport Consultant and the projection of Net Revenues and debt service coverage included therein incorporates assumptions of the debt service on the Series 2023 Bonds and additional Bonds expected to be issued during the projection period based upon information provided by PFM Financial Advisors LLC ("PFM'), municipal advisor to the Department,in July,2023. PFM's calculations are based upon the assumptions set forth in the Report of the Airport Consultant. Both PFM and the Airport Consultant have used what they believe are conservative assumptions to estimate the projected annual debt service on the additional Bonds to be issued to fund the New SLC; however,there can be no assurance that the assumed rates will be achieved or that interest rates will not exceed those used in the assumptions. The Report assumes a bond yield of %for the Series 2023 Bonds and % for the additional Bonds to be issued. Several other projections included in the Report of the Airport Consultant, such as projected airline payments per enplaned passenger, rely on the estimated debt service amounts and investors should take into consideration these assumptions when considering the Report of the Airport Consultant. 73 KKR Draft 4/21/2023 The Report of the Airport Consultant should be read in its entirety for an understanding of the Report and its underlying assumptions. As noted in the Report of the Airport Consultant,any projection is subject to uncertainties. Inevitably, some of the assumptions used to develop the Report will not be realized and unanticipated events and circumstances may occur. The actual financial results achieved will vary from those in the Report of the Airport Consultant and the variations may be material. The Report of the Airport Consultant is not expected to be updated with final pricing information for the Series 2023 Bonds. See"INVESTMENT CONSIDERATIONS—FINANCIAL ASSUMPTIONS"and"APPENDIX B-REPORT OF THE AIRPORT CONSULTANT." INVESTMENT CONSIDERATIONS This section contains a general overview of certain risk factors which should be considered, in addition to the other matters set forth in this Official Statement, in evaluating an investment in the Series 2023 Bonds. The order in which this information is presented does not necessarily reflect the relative importance of various risks. The Series 2023 Bonds may not be suitable for all investors. Potential investors in the Series 2023 Bonds are advised to consider the following factors, among others, and to review this entire Official Statement to obtain information essential to making of an informed investment decision. The following summary does not purport to be a comprehensive or exhaustive discussion of risks or other considerations which may be relevant to investing in the Series 2023 Bonds. There can be no assurance that other considerations not discussed herein will not be or become material to investors. The risks below present a summary of additional risks to the Airport's Revenues that prospective purchasers of the Series 2023 Bonds should give careful consideration to prior to purchasing the Series 2023 Bonds. Delta's Presence at the Airport Delta is the dominant air carrier operating at the Airport and maintains a large connecting hub at the Airport. Approximately 73.4%of the passengers enplaned at the Airport in FY 2022 and 24.9%,of the Department's operating revenue (after airline revenue sharing) was received from rentals and services provided to Delta and the Delta Connection carriers for FY 2022. As a result of the Airport's geographic location,facilities and capabilities,Delta's execution of an extension of the AUA through FY 2044, Delta's investment in the Airport, including the New SLC, and the expected construction of a new flight operations simulator facility,the Department expects that the Airport will remain a system hub for Delta;however,no assurance can be given to that effect or with regard to Delta's future level of activity at the Airport,regardless of Delta's financial condition. If, for whatever reason,Delta discontinues or reduces its hubbing operations at the Airport,its current level of activity at the Airport may not be replaced by other carriers.It is possible that if Delta or another airline were to cease service or significantly reduce service at the Airport, Revenues, PFC collections and costs for other airlines serving the Airport could be adversely affected. Such a change in Delta's or another airline's activity at the Airport could result in differences to the projections presented in the Report of the Airport Consultant.See"THE AIRPORT-Aviation Activity at the Airport Airlines Providing Service at the Airport" above. Project Costs and Schedule The estimated costs of, and the projected schedule for, the New SLC and other capital projects depend on various sources of funding, and are subject to a number of uncertainties. The ability of the Department to complete these projects within the current budgets and on the current schedules may be adversely affected by various factors including: (1)estimating errors, (2)design and engineering errors, (3)cost increases because of demand for and scarcity of labor and materials, (4) contractors' difficulty in predicting costs over a lengthy construction period, (5) the need to estimate costs of unbid project elements, (6) changes to the scope of the projects, (7)delays in contract awards, (8)material and/or labor shortages, (9)delays because of airline operational needs, (10)unforeseen site conditions,(11)adverse weather conditions,(12)contractor defaults,(13)labor disputes,(14)unanticipated levels of inflation, (15)litigation and (16)environmental issues. See "THE NEW SLC - Summary of the New SLC". No assurance can be given that the costs of the projects will not exceed the current budget for these projects or that the completion will not be delayed beyond the currently projected completion dates. Any schedule delays or cost increases could result in the need to issue additional Bonds or Subordinate Obligations,which would require additional approval for certain increased costs.The issuance of additional Bonds or Subordinate Obligations may result in increased costs per enplaned passenger to the airlines. No assurance can be given that the City would receive the required Signatory Airline approvals,or that,absent such approvals,an alternative source of funding would be available. At present,the Department is unable to estimate the costs associated with each of the risks identified above and the total impact of 74 KKR Draft 4/21/2023 these risks if such events were to occur. In addition,the Department may ultimately decide not to proceed with certain capital projects or may proceed with them on a different schedule,resulting in different results than those included in the projections shown in"APPENDIX B-REPORT OF THE AIRPORT CONSULTANT." Financial Assumptions The City's plan of financing for the New SLC is based on a number of financial assumptions, including assumptions relating to: (1) the estimated costs and timing of construction of the New SLC and the ability of the Department to complete construction of the New SLC within budget; (2)the projected levels of aviation activity at the Airport; and(3)timing of,and assumptions with respect to the issuance of and interest rates borne by,additional Bonds,including access to the capital markets. Although the Department believes each of these assumptions is based on reasonable judgments,one or more of these assumptions may prove incorrect. The impact of a significant variation of any of the assumptions described above could have a material adverse effect on the plan of financing for the New SLC. The City's plan of financing is based upon certain assumptions with respect to growth in aviation at the Airport. The factors affecting such levels of activity are largely beyond the Department's control. Origination and destination traffic,which accounts for approximately_% of passenger activity at the Airport,will be affected to a significant degree by the speed of the recovery from the COVID-19 pandemic,the economic vitality of the City and the region. The level of hubbing activity by Delta or any other airline that may choose to hub in the City's air trade area will reflect corporate decisions made by such airlines. These decisions will be based,in part,upon each airline's financial capacity and strategic markets, availability of aircraft, cost of aviation fuel and a number of other factors beyond the control of the City. Seismic Risk and Other Force Majeure Events The New SLC is designed, in part, to upgrade the seismic stability of the facilities at the Airport. Nevertheless,the Airport could potentially sustain extensive damage to its facilities in a major earthquake from ground motion and possible liquefaction of underlying soils. Damage could include pavement displacement, which could necessitate the closing of one or more runways for extended periods of time,distortion of pavement grades,breaks in utilities, loss of water supply, damage to drainage and sewage lines, and displacement or collapse of buildings. A major earthquake in the Salt Lake City region may cause significant temporary and possibly long-term harm to the economy of the Salt Lake City area,which in turn could have a negative effect on passenger traffic and Revenues,and such effect could be material. Segments of the Wasatch Fault,which is an active fault located primarily on the western edge of the Wasatch Mountains,underlie Salt Lake City. An earthquake on the Salt Lake City segment of the Wasatch Fault could severely damage the Airport facilities and adversely affect the Department's ability to generate Revenues. As noted above, in March of 2020, the Salt Lake City area suffered a magnitude 5.7 earthquake. Although many buildings in the region were damaged by the earthquake,none of the new facilities of the New SLC suffered damage from the earthquake requiring repair. The Salt Lake City region is susceptible to climate and environmental risks related to drought conditions and water supplies,risks that may materially and adversely affect the Airport's operations and the Department's ability to generate Revenues. For more than two decades, much of the Western United States, including the Salt Lake City region,has experienced drought. For most of 2021,the U.S.Drought Monitor classified virtually all of Salt Lake City as being in an"exceptional drought."Those drought conditions have since significantly abated. Over the 2022-23 snowfall season,Utah broke its snowpack record,helping to alleviate the region's and the state's drought. However, the Utah Department of Natural Resources("DNR")projects that multiple years of above-average perception will be necessary to reverse the impacts of drought in Utah. One consequence of Utah's drought has been further reduction in the size of the Great Salt Lake, which has lost an estimated 73% of its water volume and 60%of its surface area since 1850. This reduction in the Lake's size has the potential to reduce snowfall in and around the City due to a reduction in lake effect,an outcome that could further strain the City's water resources,given that Utah receives most of its drinking water from snowpack. The Lake's decreased surface area also increases the risk of dust dispersal over the Salt Lake City region;winds have carried dust potentially adverse to human health from the exposed lakebed into the region's atmosphere. The Salt Lake City region is susceptible to other climate and environmental risks that could materially and adversely impact the Department's operations and Revenue generation. The Great Salt Lake basin faces significant smog. Utah's annual energy-related carbon dioxide emissions increased significantly in the half-century between 75 KKR Draft 4/21/2023 1970 and 2020, during which period the state's population grew by more than 200%. However,between 2000 and 2020,those annual emissions levels declined by greater than 12%,from 65.4 million metric tons to 57.4 million metric tons,even as Utah's population grew by more than 40%. The region is also susceptible to flooding,including due to severe storms. On the Airport, the northern end of Runway 16R, the Airport's westernmost runway, lies within a floodplain. Additionally,the DNR classifies much of the Wasatch Range,part of which lies immediately east of the City,as being at very high risk of wildfire,as it does certain areas around the Airport. Other events of force majeure, such as extreme weather events and other natural occurrences such as fires and explosions,spills of hazardous substances, strikes and lockouts, sabotage, terrorist attacks or wars,blockades or riots could also adversely affect the Department's ability to generate Revenues. There is no assurance that such events will not occur while the Series 2023 Bonds are Outstanding. Although the Department has attempted to mitigate the risk of loss from many of these occurrences by purchasing commercial property and casualty insurance,no assurance can be given that such insurance will be available or in sufficient amounts at a reasonable cost or available at all or that insurers will pay claims in a timely manner,or at all. Public Health Concerns As demonstrated by the COVID-19 pandemic, wide-spread public health events can have a sudden and material and adverse effect on air travel demand. Although both passenger traffic and commercial airline operations at the Airport have nearly recovered to pre-2019 levels, future outbreaks of disease or pandemics could lead to a decrease in passenger traffic which in turn could lead to a decrease in passenger traffic at the Airport and a corresponding decline in Airport Revenues.There can be no assurance that such an outbreak will not occur while the Series 2023 Bonds are outstanding or that the recovery from any such outbreak will be similar to,take longer than or be shorter than the recovery that the Airport has experienced since March of 2020. Airport management cannot predict,among other things: (i)the duration or extent of another outbreak of COVID-19 or another pandemic;(ii)the scope or duration of restrictions or warnings related to air travel, gatherings or any other activities, and the duration or extent to which airlines will reduce services at the Airport,or whether airlines will cease operations at the Airport or shut down in response to such restrictions or warnings; (iii) what effect any other outbreak or pandemic-related restrictions or warnings may have on air travel and the resulting impact on Airport revenues and expenses;(iv)whether and to what extent another outbreak or pandemic may disrupt the local, State, national or global economies, manufacturing or supply chain, or whether any such disruption may adversely impact Airport-related construction, the cost, sources of funds, schedule or implementation of the Airport's capital program, or other Airport operations; (v)the extent to which another outbreak or pandemic,or the resultant disruption to any local,State,national or global economies,may result in changes in demand for air travel,or may have an impact on the airlines or concessionaires serving the Airport,or the airline and travel industry,generally,including resulting in the bankruptcy or cessation of operations of airlines or Airport tenants; (vi) whether or to what extent the Department may provide deferrals, forbearances, adjustments or other changes to the Department's arrangements with its tenants and Airport concessionaires; or(vii)the extent to which any of the foregoing will have a material adverse effect on the finances and operations of the Airport. General Economic Considerations Historically,the financial performance of the air transportation industry has correlated with the state of the national and global economy. As a result of the COVID-19 pandemic,the U.S. and world-wide air travel industries sustained unprecedented losses,from which they are beginning to recover. However,the Russian invasion of Ukraine and resulting economic and especially energy embargoes,as well as increased inflation and supply chain disruptions, have further,adversely affected the world's and the national economies. Following significant and dramatic changes that occurred in the financial markets in September 2008,the U.S.economy experienced a recession followed by weak growth. The near-term economic outlook for the national and Utah economies to recover from the effects of the invasion, energy price instability, inflation and supply chain disruptions, as well as the effect of the COVID-19 pandemic, the speed and extent of which will be dependent on a number of factors, many of which are national or international in scope. There can be no assurances that the prolonged weak economic conditions and inflation,the recurrence of the COVID-19 pandemic or another national or global pandemic, or other national and international fiscal concerns will not have an adverse effect on the air transportation industry and/or the Department's Net Revenues. 76 KKR Draft 4/21/2023 Financial and Operational Condition of the Airline Industry The number of passengers using the Airport will depend partly on the profitability of the U.S.airline industry and the associated ability of the industry and individual airlines,particularly Delta,to make the necessary investments to continue providing service. The airline industry historically has been highly cyclical and is characterized by intense competition,high operating and capital costs,and varying demand. Passenger and cargo volumes are highly sensitive to general and localized economic trends,and passenger traffic varies substantially with seasonal travel patterns. After an exceptional period of volatility in the 2000s,U.S.carriers experienced record profitability prior to the COVID-19 pandemic. In the near-term,the airlines serving the Airport appear to have substantially recovered from the effects of the COVID-19 pandemic. However,operational issues resulting from the pandemic,including loss of air crews and a shortage of pilots have hampered this recovery and may constrain growth in air service for some period of time. The profitability of the airline industry may continue to fluctuate dramatically from quarter to quarter and from year to year, even in the absence of catastrophic events such as the COVID-19 pandemic,the terrorist attacks of September 11,2001 and the economic recession of 2008 and 2009. Further,in the summer of 2022 and continuing into the fall and winter, airlines serving the Airport have experienced significant and substantial service disruptions caused by several factors, including technological failures of airline and FAA computer systems, severe weather, and inability to staff operations due to crew shortages. Further,because of the discretionary nature of business and personal travel spending,airline passenger traffic and revenues are heavily influenced by a variety of factors,including: (i)the strength of the U.S.economy and other regional and world economies, (ii) the cost and availability of labor, fuel, aircraft and insurance, (iii) international trade,(iv)currency values,(v)competitive or partnership considerations,including the effects of airline ticket pricing, (vi) traffic and airport capacity constraints, (vii) governmental regulation, including security regulations and taxes imposed on airlines and passengers, and maintenance and environmental requirements, (viii)passenger demand for air travel, including the availability of business travel substitutes such as teleconferencing, videoconferencing and web-casting,(ix)strikes and other union activities,(x)operational disruptions caused by technological failures,severe weather events and crew shortages,and(xi)disruptions caused by airline accidents,criminal incidents,acts of war or terrorism,outbreaks of disease,epidemic or pandemic,and weather and natural disasters. It is reasonable to assume that any significant financial or operational difficulties incurred by Delta, the dominant airline servicing the Airport, could have a material adverse effect on the Airport, although financial or operational difficulties by any of the other Signatory Airlines,whether directly or indirectly,also may have an adverse impact on Revenues or Airport operations, the effect of which may be material. See " — Delta's Presence at the Airport"above. At this time,it is not possible to predict the effect that any financial or operational difficulties incurred by Delta or any other airline serving the Airport could have on the Airport. Industry Workforce Shortages Workforce and labor shortages (including pilots, flight attendants, mechanics and other personnel) are an aviation industry-wide issue,and have resulted in difficulties in certain airlines restoring and maintaining routes and generally providing service. For example,a shortage in pilots has especially affected smaller regional airlines. There are several causes for such shortage. Congress changed duty time rules in 2010 to mitigate pilot fatigue, which required airlines to increase pilot staff. Beginning in 2013,first officers flying for commercial airlines were required to have at least 1,500 hours of flight time,instead of the 250 hours previously required. At the onset of the COVID- 19 pandemic,airlines were faced with a surplus of personnel resulting from the sudden and dramatic decline in traffic. As a result, airlines offered their employees buyouts and early retirement packages and, according to certain media reports, approximately 5,000(or 10%) experienced pilots took early retirement. FAA airman certification statistics show that 28% of the 170,086 people with an airline transport pilot("ATP')certificate are 60 years of age or older and are due to retire over the next five years. In contrast,only 4.4%of people with an ATP certification were under the age of 30. Other factors include fewer new pilots coming out of the military. In particular,regional airlines have been hit the hardest by the pilot shortage. Unable to provide the wages of the larger airlines,the regional airlines have been losing their pilots to the mainline carriers who are attempting to fill their needs. As a result,the regional airlines have had to scale back or in some cases eliminate service,to smaller markets. If the pilot shortage continues to become more widespread in the industry,the passenger airlines may not be able to meet future passenger demand,and would be required to reduce their seat capacity,resulting in material impacts to future traffic in the U.S.and internationally. In addition to the pilot shortage, over the next decade there could be a shortage of qualified mechanics to maintain the airlines'fleet of planes. This potential shortage is a result of an aging pool of mechanics,a large number 77 KKR Draft 4/21/2023 of which are expected to retire in the next decade,and a lack of younger people joining the ranks of the mechanics. A shortage of mechanics could raise the cost of maintenance,require airlines to maintain more spare planes and/or result in increased flight cancellations and delays. General labor staffing shortages have also affected,and may continue to affect,the airline industry. Several major airlines have announced reduced schedules and have cancelled flights as a result of reported labor shortages and staffing challenges.Labor shortages have been attributed to growing travel demand after thousands of workers in the airline industry opted for buyouts,early retirement packages or otherwise terminated their employment during the COVID-19 pandemic. Airline Consolidation In 2005,ten major airlines were flying inside the United States(AirTran,Alaska Airlines,American Airlines, America West, Continental, Delta, Northwest, Southwest, United and US Airways) and accounted for 87.0% of all available seats. Faced with declining profitability because of increased costs of aviation fuel,lower fares brought on by the proliferation of low cost carriers(as described below),reduced growth potential in the domestic markets and declining passenger activity based on security concerns, the airlines pursued consolidation. As a result of these consolidations,today there are five major network airlines flying inside the United States—Alaska,American,Delta, Southwest and United--that account for approximately 80%of domestic capacity(available seats). Additionally,in 2009,Republic Airways Holdings purchased Frontier Airlines and Midwest Airlines operating the combined carrier as Frontier Airlines. Republic Airways sold Frontier Airlines in 2013. In December 2016,Alaska Air Group acquired Virgin America, and a single operating certificate was issued in 2018. Most recently,JetBlue Airways has proposed to combine with Spirit Airlines and create a single low cost carrier with the scale to compete with the five major network carriers. The proposed combination is undergoing anti-trust review by the federal government and there is no assurance that it will be approved. Such consolidation,combined with a focus on driving profitability via capacity discipline and unbundling of services and resulting increased fee income,had increased airline profitability prior to the onset of the COVID-19 pandemic. In addition,American and JetBlue recently entered into an agreement pursuant to which each can code share with the other and each can access the other airline's passenger loyalty program. Further airline consolidation remains possible. Depending on which airlines serving the Airport merge or join alliances, if any, the result may be fewer flights or decreases in gate utilization by one or more airlines. Such decreases could result in reduced Airport revenues,reduced PFC collections and increased costs for the airlines serving the Airport. Effect of Bankruptcy of Air Carriers and Other Tenants Since 2001,several airlines with operations at the Airport have filed for and have subsequently emerged from bankruptcy protection, including United, Continental, Delta, Frontier, Northwest, US Airways and, most recently, American Airlines in 2011. In addition,during the COVID-19 pandemic,both Hertz Rent a Car and Advantage filed for bankruptcy protection. The Hertz Group (including Dollar and Thrifty) emerged from bankruptcy and, at most airports at which it operated, including the Airport, assumed its operating agreements and leases and emerged from bankruptcy protection in 2021. In contrast, Advantage filed for liquidation and its assets, including leases at many airport locations, were sold off. Additional bankruptcies, liquidations or major restructurings of other airlines or important airport tenants could occur. The Department's stream of payments from a debtor could be interrupted to the extent of unpaid fees for pre-petition goods and services,including accrued rent and landing fees. Under the U.S. Bankruptcy Code, a debtor that is a lessee under an unexpired lease with the Department of non-residential real property,such as a lease of Terminal space or a hangar,is required within certain statutory time periods to assume or reject such lease. Rejection of a lease or other agreement or executory contract would give rise to an unsecured claim of the Department for damages,the amount of which in the case of a lease or other agreement is limited by the U.S. Bankruptcy Code. The amount ultimately received in the event of a rejection of a lease or other agreement could be considerably less than the maximum amounts allowed under the U.S. Bankruptcy Code. Additionally, during the pendency of a bankruptcy proceeding, a debtor airline may not, absent a court order, make any payments to the Department on account of goods and services provided prior to the bankruptcy. The Department actively monitors past due balances to minimize any potential losses due to such proceedings, aggressively pursues overdue amounts and bankruptcy claims,and includes an allowance for uncollectible debts in its landing fee and terminal rental rates. Whether or not an airline agreement is assumed or rejected by a debtor airline in a bankruptcy proceeding, it is not possible to predict the subsequent level of utilization of the gates leased under such agreement. 78 KKR Draft 4/21/2023 It is not possible to predict the impact on the Department of any future bankruptcies, liquidations or major restructurings of other airlines or tenants. Cost of Aviation Fuel Airline earnings are significantly affected by changes in the price of aviation fuel. Fuel prices continue to be susceptible to, among other factors, political unrest in various parts of the world (particularly in the oil-producing nations in the Middle East, Russia and North Africa); Organization of Petroleum Exporting Countries' policy; the rapid growth of economies such as China and India and resulting demand for oil-based fuels;the levels of inventory carried by industries;the amounts of reserves maintained by governments;the amount and availability of new sources of energy(e.g.,U.S.fracking operations);disruptions to production and refining facilities;and weather. The Russian invasion of Ukraine led to a substantial increase in oil prices and a concomitant increase in the cost of jet fuel. There has been no prolonged shortage of aviation fuel since the fuel crisis of 1974, but there have been significant price increases for fuel. From 2000 to 2008,the price of aviation fuel more than tripled. Oil prices reached an all-time record high of approximately$145 per barrel in July 2008, and while oil prices have declined from this elevated level,they have fluctuated significantly since then. During the second half of CY 2014,an imbalance between worldwide supply and demand resulted in a significant drop in the price of oil and aviation fuel. As of DATE, according to Bloomberg,the price of Brent crude oil futures was$ per barrel. According to Form 41 (USDOT), the cost of aviation fuel purchased by commercial airlines in DATE averaged $ per gallon. Significant fluctuations and prolonged increases in the cost of aviation fuel have adversely affected air transportation industry profitability,causing airlines to reduce capacity,fleet and personnel;to invest in new,more fuel efficient aircraft and equipment;and to increase airfares and institute fuel,checked baggage,and other extra surcharges,all of which may reduce demand for air travel. Many airlines engage in or have engaged in fuel hedging—purchasing fuel in advance at a fixed price through derivative contracts—to help manage the risk of future increases in fuel costs. However,there can be no assurance that any fuel hedging contract can provide any particular level of protection from volatile fuel prices. Delta has even gone as far as to purchase its own refinery in order to better manage its fuel costs. Structural Changes in the Travel Market and Travel Substitutes Many factors have combined to alter consumer travel patterns. The threat of terrorism against the United States remains high. As a result,the federal government has mandated various security measures that have resulted in security taxes and fees and longer passenger processing and wait times at airports. Both add to the costs of air travel and make air travel less attractive to consumers relative to ground transportation, especially to short-haul destinations. Additionally, consumers have become more price sensitive. Efforts of airlines to stimulate traffic by heavily discounting fares have changed consumer expectations regarding airfares. Consumers have come to expect extraordinarily low fares. In addition,the availability of fully transparent price information on the internet now allows quick and easy comparison shopping,which has changed consumer purchasing habits. Consumers have shifted from purchasing paper tickets from travel agencies or airline ticketing offices to purchasing electronic tickets over the internet. This has made pricing and marketing even more competitive in the U.S. airline industry. Finally, smaller corporate travel budgets,combined with the higher time costs of travel and the impacts of the COVID-19 pandemic, have made business customers more amenable to communications substitutes such as teleconferencing and videoconferencing. Teleconference,video-conference and web-based meetings continue to improve in quality and price and are often considered a satisfactory alternative to face-to-face business meetings. Events such as the COVID-19 pandemic have accelerated this trend and increased the number of individuals who are able to work from home. While the effects cannot be quantified,it is possible that business travel to and from the Airport may be susceptible to such travel substitutes. Technological Innovations in Ground Transportation One significant source of non-airline Revenues is generated from ground transportation activity, including use of on-Airport parking facilities;trip fees paid by taxis,limousines and TNCs;car sharing companies such as Turo, and rental car transactions by Airport passengers. The relative market share of these sources of revenue is shifting. As one example,the popularity of TNCs has increased because of the increasing number of cities where TNCs operate, 79 KKR Draft 4/21/2023 the lack of other technological innovations in ground transportation,convenience of requesting a ride through a mobile application, the ability to pay for this service without providing cash or other payment to the hired driver, and competitive pricing. In FY 2022, TNCs recorded over million Airport pick-ups and drop-offs resulting in approximately $ million in trip fee Revenue for the Department, compared to nearly and 1.4 million pick- ups and drop-offs and approximately $ million and $3.6 million in trip fee Revenue in FY 2021 and 2019, respectively. Although ground transportation revenue in total and excluding TNC trip fees has continued to perform well,there can be no assurance that passengers will not choose to utilize TNCs instead of parking or using rental cars in the future,which could result in a reduction in ground transportation revenues. New technologies (such as autonomous vehicles, connected vehicles, and electronic vertical take-off and landing aircraft (eVTOL)) and innovative business strategies in established markets such as commercial ground transportation and car rental may continue to occur and may result in further changes in Airport passengers'choice of ground and air transportation modes. Examples of disruptive technologies in the ground transportation context include TNCs and peer-to-peer car sharing companies such as Turo which have encroached upon traditional taxi,limo and car rental concessions. The Department entered into an agreement with Turo effective September 2021 and notes that Turo generated over$8 million in reported gross revenue at the Airport in its first year of reported operations. While the Department makes every effort to anticipate demand shifts, there may be times when the Department's expectations differ from actual outcomes. In such event,revenue from one or more ground transportation modes may be lower than expected. The Department cannot predict with certainty what impact these innovations in ground transportation will have over time on revenues from parking,other ground transportation services or rental cars. The Department also cannot predict with certainty whether or to what extent it will collect non-airline Revenues in connection with such new technologies or innovative business strategies. Aviation Security and Safety Concerns Security and safety concerns also affect air travel demand from time to time. Concerns about the safety of airline travel and the effectiveness of security precautions, particularly in the context of potential international hostilities and terrorist attacks,may influence passenger travel behavior and air travel demand. Travel behavior may be affected by anxieties about the safety of flying and by the inconveniences and delays associated with more stringent health or security screening procedures,both of which may give rise to the avoidance of air travel generally and the switching from air to surface travel modes. Information Concerning the Airlines Many of the principal domestic airlines serving the Airport,or their respective parent corporations,are subject to the information reporting requirements of the Securities Exchange Act of 1934, as amended and, in accordance therewith, file reports and other information with the SEC. Likewise, foreign airlines serving the Airport that have American Depository Receipts ("ADRr") registered on a U.S. national exchange are subject to the same reporting requirements. Certain information, including financial information, concerning such domestic airlines, or their respective parent corporations, and such foreign airlines is disclosed in certain reports and statements filed with the SEC. Such reports and statements can be inspected and copied at the public reference facilities maintained by the SEC and on its website. Foreign airlines serving the Airport, or foreign corporations operating airlines serving the Airport, unless such airlines have ADRs registered on a national exchange,are not required to file information with the SEC. Such foreign airlines,or foreign corporations operating airlines, serving the Airport file limited information only with the USDOT. The Department does not undertake any responsibility for or make any representation as to the accuracy or completeness of. (i) any reports and statements filed with the SEC or USDOT or(ii)any material contained on the SEC's website as described in the two preceding paragraphs,including,but not limited to,updated information on the SEC's website or links to other Internet sites accessed through the SEC's website. FAA Reauthorization and Federal Funding On October 5, 2018, the President signed into law a five year reauthorization bill for the FAA—the FAA Reauthorization Act of 2018 which expires on September 30,2023. Debates on a new reauthorization act for the FAA have begun in both the Senate and House of the United States Congress,but there can be no assurance that the FAA's 80 KKR Draft 4/21/2023 authority, including its ability to make Airport Improvement Program and other grants, will be extended before the current reauthorization bill lapses. The 2018 FAA reauthorization retains the federal cap on PFCs at $4.50 and authorizes$3.35 billion per year for AIP through federal fiscal year 2023,which is the same funding level as was in place for the preceding five years. The AIP provides federal capital grants to support airport infrastructure through entitlement grants,which are determined by formulas based on passenger, cargo and general aviation activity levels, and discretionary grants, allocated on the basis of specific set-asides and the national priority ranking system. The Department is unable to predict the level of AIP funding at this time,since authorization is subject to Congressional appropriation. If there is a reduction in the amount of AIP grants awarded to the Department for the Airport,it could: (1)increase by a corresponding amount the capital expenditures that the Department would need to fund from other sources,including operating revenues,and Bond proceeds,(2)extend the timing to complete certain projects, and/or (3)reduce the scope of individual proposed projects or the overall program,or both. See"The NEW SLC-Funding Sources"for more information regarding federal grant funding received by the Department. Federal Law Affecting Rates and Charges Rates and charges for aeronautical use of an airport imposed pursuant to a written agreement between the air carriers operating at an airport and the operator of the airport are generally not subject to federal regulation. The AUA between the City and the Signatory Airlines sets forth a formula for establishing rates and charges for use of the aeronautical facilities at the Airport.Accordingly,the Department believes that the provisions of federal law regarding the determination of such fees are generally inapplicable during the term of the AUA. For rates and charges not determined pursuant to an agreement,Federal aviation law requires,in general,that airport fees be reasonable and that, in order to receive federal grant funding, all airport generated revenues must be expended for the capital or operating costs of the airport, the local airport system, or other local facilities owned or operated by the airport owner that are directly and substantially related to air transportation of passengers or property. Pursuant to the requirements of the Federal Aviation Administration Authorization Act of 1994,the USDOT and FAA have promulgated regulations setting forth an expedited hearing process to be followed in determining the reasonableness of airport rates and charges, and have also promulgated a policy statement(the"Rates and Charges Policy"),which sets forth the standards that the USDOT uses in determining the reasonableness of the fees charged to airlines and other aeronautical users. In 1997, the United States Court of Appeals for the District of Columbia determined that a portion of the Rates and Charges Policy was arbitrary and capricious and vacated portions of the policy and remanded it to the USDOT. In 2008,USDOT amended the Rates and Charges Policy to permit"congested airports,"as defined therein, to charge a two part landing fee that includes a per operation charge intended to help reduce congestion and operating delays. Congested airports are also permitted to include certain other costs in their rate base, including the cost of certain construction work in progress and costs associated with reliever airports,if owned by the same airport operator. The Airport does not currently qualify as a congested airport. The USDOT has not yet proposed any other revisions to the Rates and Charges Policy. If new guidelines are published, the costs that will be permitted to be included in determining an airport's rate base and the extent to which such future guidelines may limit the Department's flexibility in negotiating new airline agreements or in setting rates and charges for use of the Airport's airfield and non-airfield facilities cannot be determined at this time. Any new FAA guidelines or any standards promulgated by a court in connection with a dispute could limit the amounts and allocation of costs payable by airlines serving the Airport. Unless and unttil the USDOT promulgates a new policy regarding rates and charges, the guiding principle for determining whether rates and charges established for use of airport assets is the requirement of federal law that such charges be"reasonable." PFC Revenues and Other Sources of Funding The plan of finance for the New SLC assumes that PFC revenues,federal grants and other sources of funding will be received in certain amounts and at certain times to pay certain project costs and debt service. See"The NEW SLC - Funding Sources." No assurance can be given that these sources of funding actually will be available in the amounts or on the schedule assumed. The amount of PFC revenue collected for the Airport in past years has varied,and in future years will vary, based upon the actual number of passenger enplanements at the Airport. No assurance can be given that any level of enplanements will be realized. As a consequence of the reduction in passengers using the Airport due to the COVID- 19 pandemic,the amount of PFCs collected diminished from FY 2019 levels in FY 2020 and was reduced in FY 2021 81 KKR Draft 4/21/2023 as well. In FY 2022,PFC collections recovered as passenger traffic at the Airport regained momentum. This adverse impact of decreased enplanements could be direct or indirect. For example,PFC shortfalls could result in increases in terminal rentals or landing fees at the Airport, thereby negatively impacting the airlines' desire to operate at the Airport. Furthermore,under the terms of the PFC Act,the FAA may terminate the Department's authority to impose a PFC if the Department's PFC revenues are not being used for approved projects in accordance with the FAA's approval,the PFC Act or the regulations promulgated thereunder,or if the Department otherwise violates the PFC Act or regulations. The FAA may also terminate the Department's authority to impose a PFC for a violation by the Department of the Airport Noise and Capacity Act. The PFC termination provisions contained in the regulations provide both informal and formal procedural safeguards. The FAA's PFC regulations require Collecting Carriers(as defined in the PFC Act)to account for PFC collections separately,and provides that such funds are to be regarded as trust funds held by the Collecting Carriers for the beneficial interest of the public agency imposing the PFC. In early cases in which PFCs were at issue,certain bankruptcy court decisions indicated that PFCs may not be treated as trust funds and that airports are not entitled to any priority over other creditors of the Collecting Carrier as to such funds. hi the more recent cases,however,the bankruptcy court has recognized the airports'interests in PFCs and taken steps to segregate PFCs from airline revenues. Where an air carrier files for bankruptcy protection and liquidates, PFC revenues may not be recoverable if they have been expended by the carrier before such filing. To the extent that any portion of the funding assumed in the plan of finance for capital projects at the Airport is not available as anticipated,the Department may be required to issue an additional Series of Bonds or Subordinate Obligations to pay the costs of such capital projects and to increase airline rates and charges to pay debt service on the Bonds and the Subordinate Obligations and to fund the required coverage thereon. As an alternative to issuing Bonds or Subordinate Obligations,the Department may ultimately decide not to proceed with certain capital projects or may proceed with them on a different schedule,producing different results than those included in the projections shown in the"APPENDIX B-REPORT OF THE AIRPORT CONSULTANT." Cybersecurity The Department,like many other large public and private entities,relies on a large and complex technology environment to conduct its operations,and faces multiple cybersecurity threats including,but not limited to,hacking, phishing,viruses, malware, ransomware and other attacks to its computing and other digital networks and systems (collectively, "Systems Technology"). As a recipient and provider of personal,private, or sensitive information,the Department may be the target of cybersecurity incidents that could result in adverse consequences to the Department's Systems Technology,requiring a response action to mitigate the consequences. Cybersecurity incidents could result from unintentional events, or from deliberate attacks by unauthorized entities or individuals attempting to gain access to the Department's Systems Technology for the purposes of misappropriating assets or information or causing operational disruption and damage. To mitigate the risk of business operations impact and/or damage by cybersecurity incidents or cyber-attacks,the Department invests in multiple forms of cybersecurity and operational safeguards. While Department cybersecurity and operational safeguards are periodically tested, no assurance can be given by the Department that such measures will ensure against other cybersecurity threats and attacks. Cybersecurity breaches could damage the Department's Systems Technology and cause material disruptions to the Department's finances or operations. The costs of remedying any such damage or protecting against future attacks could be substantial. Further,cybersecurity breaches could expose the Department to material litigation and other legal risks, which could cause the Department to incur material costs relating to such legal claims or proceedings. The airlines serving the Airport and other Airport tenants, as well as the FAA and TSA, also face cybersecurity threats that could affect their operations or finances. As evidenced by the recent failure of the FAA's Notice to Air Missions system and the resulting nation-wide ground stop, third party computer systems beyond the control of the Department can also be critical to the air transportation system. Environmental Regulations The EPA and the State Department of Environmental Quality are responsible for regulating air quality and water quality. The City is not aware of any releases of pollutants or contaminants at the Airport, other than those which are subject to ongoing remediation described in Note No. 1 ("Pollution Remediation Obligations") to the audited financial statements in APPENDIX A hereto, and as described in the following sentence. hi addition to on- 82 KKR Draft 4/21/2023 going remediation efforts, the Department is investigating the extent to which per- and polyfluoroalkyl ("PFAS"') substances contained in fire-fighting foam are contained in soil and groundwater located at or adjacent to the Airport's Utah Air National Guard facilities and the Department's now closed fire-fighting training facility and surrounding Airport property. Until this year,the FAA required operators of most commercial U.S.airports,including the Airport, to use aqueous fire-fighting foam ("AFFF') containing PFAS. In January 2023, the FAA announced that airports could begin to convert to PFAS-free fire-fighting foam("F3")provided that such F3 meets certain federal criteria. The Department expects to transition to use of F3 as it becomes widely available,but the current formulation of F3 is not a simple"drop in"solution and existing equipment must be thoroughly remediated of AFFF contamination before F3 can be used, which may require significant time and funds. The EPA has commenced the process for considering PFAS as a hazardous substance under federal law,but currently,no guidance regarding remediation of existing PFAS has been provided. In September 2022,the EPA proposed to designate some PFAS as a hazardous substance pursuant to the Comprehensive Environmental Response, Compensation, and Liability Act("CERCLA"), and in March 2023 the EPA proposed national drinking-water standards for some PFAS contaminants. As of the date of this Official Statement, the EPA has finalized neither proposal. The Department is also continuing to undertake extensive investigation of soil and groundwater at the Airport and is evaluating how to address treating the materials released from AFFF.However,there could be other such releases not known to the City as of the date of this Official Statement. The potential exists for additional federal regulation or remediation that may require capital expenditures or changes in operations at the Airport System. Potential Limitation of Tax Exemption of Interest on Series 2023 Bonds From time to time, the President of the United States, the United States Congress and/or state legislatures have proposed and could propose in the future, legislation that, if enacted, could cause interest on the Series 2023 Bonds to be subject,directly or indirectly,to federal income taxation or to be subject to or exempted from state income taxation, or otherwise prevent Beneficial Owners from realizing the full current benefit of the tax status of such interest. Clarifications of the Internal Revenue Code of 1986,as amended(the"Code"),or court decisions may also cause interest on the Series 2023 Bonds to be subject,directly or indirectly,to federal income taxation or to be subject to or exempted from state income taxation. The introduction or enactment of any such legislative proposals or any clarification of the Code or court decisions may also affect the market price for,or marketability of,the Series 2023 Bonds,or could limit the value of certain deductions and exclusions,including the exclusion for tax-exempt interest. Prospective purchasers of the Series 2023 Bonds should consult their own tax advisors regarding any such pending or proposed federal or state tax legislation, regulations or litigation, as to which Bond Counsel expresses no opinion. Interest on the Series 2023 Bonds may become subject to federal income taxation if certain events occur subsequent to the date of issuance of the Series 2023 Bonds that violate the requirements and limitations prescribed by the Code. Although the City has agreed not to violate the requirements and limitations of the Code,there can be no assurance that these events will not occur. If certain requirements are violated, the interest on the Series 2023 Bonds may be deemed to be taxable retroactive to their date of issuance. The Series 2023 Bonds are not subject to mandatory redemption or to mandatory acceleration in the event of such an occurrence. No premium or additional interest will be paid to the bondholders or former bondholders to compensate the bondholders for any losses they may incur as a result of the interest on the Series 2023 Bonds becoming subject to federal income taxation. See"TAX MATTERS— Changes in Federal and State Tax Law." Risk of Tax Audit The Internal Revenue Service(the"IRS") includes a subdivision that is specifically devoted to tax-exempt bond compliance. If the IRS undertook an examination of the Series 2023 Bonds or other Bonds issued by the City as tax-exempt bonds, it could have a material adverse effect on the marketability or the market value of the Series 2023 Bonds. Counterparty and Liquidity Risk Exposure The Department has entered into a credit facility agreement,and may enter into additional agreements,with various financial institutions. Any adverse rating developments with respect to such credit or liquidity providers or other counterparties could have an adverse effect on the Department,including,without limitation,an increase in debt service-related costs, a termination event or other negative effects under the related agreements. Payments required under these agreements in the event of any termination or a default by any of the financial institutions under its liquidity obligations could have an adverse impact on the finances of the Department. 83 KKR Draft 4/21/2023 Legislative Developments The Department is a department of the City and subject to applicable federal, State and City legislation and regulation, changes to which could have a material effect on the operations or financial position of the Department. The Airport is highly regulated by federal agencies including the FAA,the EPA,DEQ,the TSA,Customs and Border Protection and the Department of Health. In the past,actions by these agencies(in particular the FAA and the TSA) have required the Department to undertake additional capital expenditures and have affected passenger traffic. The Department cannot predict whether any such legislation or regulations will be introduced after the date of this Official Statement or,if introduced,whether such legislation or regulations would be enacted or adopted,or their effect on the operations or financial condition of the Department. Limitation of Remedies; No Acceleration Any remedies available to owners of the Bonds upon the occurrence of an event of default under the Master Indenture are in many respects dependent upon judicial actions which are in turn often subject to discretion and delay and could be both expensive and time-consuming to obtain. If the Department fails to comply with its covenants under the Master Indenture, including its covenant to pay principal of or interest on the Bonds, there can be no assurance that available remedies will be adequate to fully protect the interests of the owners of the Bonds. The ability of the Department to comply with its covenants under the Master Indenture and to generate Net Revenues sufficient to pay principal of and interest on the Bonds may be adversely affected by actions and events outside the control of the Department. Further,the rate covenant included in the Master Indenture provides that if the requirement that Net Revenues together with any Transfer equal at least 125%of aggregate Annual Debt Service with respect to the Bonds is not met, so long as the Department is taking specified steps to meet the rate covenant,an event of default will not be triggered until after the following Fiscal Year. See "SECURITY FOR THE SERIES 2023 BONDS-Rate Covenant." The ability of the Department to increase its rates, fees and charges and to reduce its expenses will be limited by,among other things,existing contracts and federal law. Events of Default under the Indenture and related remedies are described herein under"APPENDIX C - FORM OF MASTER INDENTURE-ARTICLE VIII-DEFAULTS AND REMEDIES." The occurrence of an Event of Default does not grant any right to accelerate payment of the Bonds,including the Series 2023 Bonds. In addition, the Master Subordinate Obligation Indenture does not grant any right to accelerate payment of Subordinate Obligations as a result of an event of default thereunder. Since Net Revenues are Revenues net of all amounts needed to pay Operation and Maintenance Expenses of the Airport System, and the City is not subject to involuntary bankruptcy proceedings,the City may be able to continue indefinitely collecting Revenues and applying them to the operation of the Airport System even if an Event of Default has occurred and no payments are being made on the Bonds,including the Series 2023 Bonds. Forward-Looking Statements This Official Statement contains projections and estimates that are based on current expectations. In light of the important factors that may materially affect the financial condition of the Department and the aviation industry generally and other economic and financial matters,the inclusion in this Official Statement of such projections and estimates should not be regarded as a representation by the City that such projections and estimates will occur. Such projections and estimates are not intended as representations of fact or guarantees of results. As discussed in the Report of the Airport Consultant, the factors affecting aviation activity at the Airport include:the growth of population and of the economy in the Airport Service Area,the recovery from the effects of the COVID-19 pandemic, airline service and route networks, the financial health and viability of the airline industry, national and international economic and political conditions, the availability and price of aviation fuel, levels of air fares,the capacity of the national air traffic control system and capacity at the Airport and elsewhere. The Report of the Airport Consultant should be read in its entirety for an understanding of all of the assumptions used to prepare the projections made therein. Inevitably, some assumptions used to develop the projections will not be realized and unanticipated events and circumstances may occur. Therefore,the actual results achieved during the projection period will vary,and the variations may be material. See"APPENDIX B-REPORT OF THE AIRPORT CONSULTANT." TAX MATTERS 84 KKR Draft 4/21/2023 General In the opinion of Kutak Rock LLP,Bond Counsel to the City, under existing laws,regulations,rulings and judicial decisions,interest on the Series 2023 Bonds is excluded from gross income for federal income tax purposes, except for interest on any Series 2023A Bond for any period during which such Series 2023A Bond is held by a "substantial user" of the facilities financed by the Series 2023A Bonds or a"related person"within the meaning of Section 147(a)of the Code. Bond Counsel is further of the opinion that(a)interest on the Series 2023A Bonds is a specific preference item for purposes of the federal alternative minimum tax imposed on individuals,and(b)interest on the Series 2023B Bonds is not a specific preference item for purposes of the federal alternative minimum tax imposed on individuals. The opinions described above assume the accuracy of certain representations and compliance by the City with covenants designed to satisfy the requirements of the Code, that must be met subsequent to the issuance of the Series 2023 Bonds. Failure to comply with such requirements could cause interest on the Series 2023 Bonds to be included in gross income for federal income tax purposes retroactive to the date of issuance of the Series 2023 Bonds. The City has covenanted to comply with such requirements. Bond Counsel has expressed no opinion regarding other federal tax consequences arising with respect to the Series 2023 Bonds. For tax years beginning after December 31, 2022, interest on the Series 2023 Bonds may affect the federal alternative minimum tax imposed on certain corporations. The accrual or receipt of interest on the Series 2023 Bonds may otherwise affect the federal income tax liability of the owners of the Series 2023 Bonds. The extent of these other tax consequences will depend on such owners' particular tax status and other items of income or deduction. Bond Counsel has expressed no opinion regarding any such consequences. Purchasers of the Series 2023 Bonds,particularly purchasers that are corporations(including S corporations, foreign corporations operating branches in the United States of America, and certain corporations subject to the alternative minimum tax imposed on corporations for tax years beginning after December 31, 2022), property or casualty insurance companies, banks, thrifts or other financial institutions, certain recipients of social security or railroad retirement benefits, taxpayers entitled to claim the earned income credit, taxpayers entitled to claim the refundable credit in Section 36B of the Code for coverage under a qualified health plan or taxpayers who may be deemed to have incurred or continued indebtedness to purchase or carry tax-exempt obligations,should consult their tax advisors as to the tax consequences of purchasing or owning the Series 2023 Bonds. Bond Counsel is further of the opinion that, under the existing laws of the State, as presently enacted and construed,interest on the Series 2023 Bonds is exempt from State individual income taxes. A copy of the proposed form of opinion of Bond Counsel is attached hereto as APPENDIX G. Tax Treatment of Original Issue Premium The Series 2023 Bonds that have an original yield below their respective interest rates,as shown on the inside cover of this Official Statement (collectively,the"Premium Series 2023 Bonds"), are being sold at a premium. An amount equal to the excess of the issue price of a Premium Series 2023 Bond over its stated redemption price at maturity constitutes premium on such Premium Series 2023 Bond. A purchaser of a Premium Series 2023 Bond must amortize any premium over such Premium Series 2023 Bond's term using constant yield principles, based on the purchaser's yield to maturity(or,in the case of Premium Series 2023 Bonds callable prior to their maturity,generally by amortizing the premium to the call date,based on the purchaser's yield to the call date and giving effect to any call premium). As premium is amortized,the amount of the amortization offsets a corresponding amount of interest for the period, and the purchaser's basis in such Premium Series 2023 Bond is reduced by a corresponding amount resulting in an increase in the gain(or decrease in the loss)to be recognized for federal income tax purposes upon a sale or disposition of such Premium Series 2023 Bond prior to its maturity. Even though the purchaser's basis may be reduced,no federal income tax deduction is allowed. Purchasers of the Premium Series 2023 Bonds should consult their tax advisors with respect to the determination and treatment of premium for federal income tax purposes and with respect to the state and local tax consequences of owning a Premium Series 2023 Bond. Tax Treatment of Original Issue Discount The Series 2023 Bonds that have an original yield above their respective interest rates as shown on the inside cover of this Official Statement(collectively, the"Discount Series 2023 Bonds") are being sold at an original issue 85 KKR Draft 4/21/2023 discount. The difference between the initial public offering prices of such Discount Series 2023 Bonds and their stated amounts to be paid at maturity (excluding "qualified stated interest"within the meaning of Section 1.1273-1 of the Regulations)constitutes original issue discount treated in the same manner for federal income tax purposes as interest, as described above. The amount of original issue discount that is treated as having accrued with respect to a Discount Series 2023 Bond is added to the cost basis of the owner of the bond in determining,for federal income tax purposes,gain or loss upon disposition of such Discount Series 2023 Bond(including its sale,redemption or payment at maturity). Amounts received on disposition of such Discount Series 2023 Bond that are attributable to accrued or otherwise recognized original issue discount will be treated as tax-exempt interest, rather than as taxable gain, for federal income tax purposes. Original issue discount is treated as compounding semiannually,at a rate determined by reference to the yield to maturity of each individual Discount Series 2023 Bond,on days that are determined by reference to the maturity date of such Discount Series 2023 Bond. The amount treated as original issue discount on such Discount Series 2023 Bond for a particular semiannual accrual period is equal to(a)the product of(i)the yield to maturity for such Discount Series 2023 Bond(determined by compounding at the close of each accrual period) and(ii)the amount that would have been the tax basis of such Discount Series 2023 Bond at the beginning of the particular accrual period if held by the original purchaser, less (b) the amount of any interest payable for such Discount Series 2023 Bond during the accrual period. The tax basis for purposes of the preceding sentence is determined by adding to the initial public offering price on such Discount Series 2023 Bond the sum of the amounts that have been treated as original issue discount for such purposes during all prior periods. If such Discount Series 2023 Bond is sold between semiannual compounding dates, original issue discount that would have been accrued for that semiannual compounding period for federal income tax purposes is to be apportioned in equal amounts among the days in such compounding period. Owners of Discount Series 2023 Bonds should consult their tax advisors with respect to the determination and treatment of original issue discount accrued as of any date and with respect to the state and local tax consequences of owning a Discount Series 2023 Bond. Subsequent purchasers of Discount Series 2023 Bonds that purchase such bonds for a price that is higher or lower than the"adjusted issue price"of the bonds at the time of purchase should consult their tax advisors as to the effect on the accrual of original issue discount. Backup Withholding An owner of a Series 2023 Bond may be subject to backup withholding at the applicable rate determined by statute with respect to interest paid with respect to the Series 2023 Bonds if such owner fails to provide to any person required to collect such information pursuant to Section 6049 of the Code with such owner's taxpayer identification number, furnishes an incorrect taxpayer identification number, fails to report interest, dividends or other"reportable payments" (as defined in the Code) properly, or, under certain circumstances, fails to provide such persons with a certified statement,under penalty of perjury,that such owner is not subject to backup withholding. Changes in Federal and State Tax Law From time to time,there are legislative proposals in the Congress and in the states that,if enacted,could alter or amend the federal and state tax matters referred to under this heading"TAX MATTERS" or adversely affect the market value of the Series 2023 Bonds. It cannot be predicted whether or in what form any such proposal might be enacted or whether if enacted it would apply to bonds issued prior to enactment. In addition,regulatory actions are from time to time announced or proposed and litigation is threatened or commenced which, if implemented or concluded in a particular manner, could adversely affect the market value of the Series 2023 Bonds. It cannot be predicted whether any such regulatory action will be implemented,how any particular litigation or judicial action will be resolved,or whether the Series 2023 Bonds or the market value thereof would be impacted thereby. Purchasers of the Series 2023 Bonds should consult their tax advisors regarding any pending or proposed legislation, regulatory initiatives or litigation. The opinions expressed by Bond Counsel are based on existing legislation and regulations as interpreted by relevant judicial and regulatory authorities as of the date of issuance and delivery of the Series 2023 Bonds,and Bond Counsel has expressed no opinion as of any date subsequent thereto or with respect to any pending legislation,regulatory initiatives or litigation. 86 KKR Draft 4/21/2023 Prospective purchasers of the Series 2023 Bonds are advised to consult their own tax advisors prior to any purchase of the Series 2023 Bonds as to the impact of the Code upon their acquisition,holding or disposition of the Series 2023 Bonds. RATINGS The Series 2023 Bonds have been assigned ratings of`(outlook: [stable])by Moody's Investors Service, Inc. ("Moody's"), "_"(outlook:[positive])by S&P Global Ratings ("S&P") and" " (outlook: [stable])by Kroll Bond Rating Agency,Inc. ("KBRA"),respectively. Such ratings reflect only the respective views of Moody's, S&P and KBRA and an explanation of the significance of such ratings may be obtained from the rating agency furnishing the same. There is no assurance that such ratings will continue for any given period of time or that they will not be revised or withdrawn entirely by any or all of such rating agencies if,in its or their judgment,circumstances so warrant. Any such downward revision or withdrawal of such ratings may have an adverse effect on the market price of the Series 2023 Bonds. FORWARD-LOOKING STATEMENTS This Official Statement contains"forward-looking statements"within the meaning of the federal securities laws in the sections hereof entitled "THE NEW SLC," "THE AIRPORT," "REPORT OF THE AIRPORT CONSULTANT"and APPENDIX B.If and when included in this Official Statement,the words"expects,""projects," "intends,""anticipates,""estimates"and analogous expressions are intended to identify forward-looking statements as defined in the Securities Act of 1933, as amended, and any such statements inherently are subject to a variety of risks and uncertainties that could cause actual results to differ materially from those projected. Such risks and uncertainties include, among others, general economic and business conditions, changes in political, social and economic conditions,regulatory initiatives and compliance with governmental regulations,litigation and various other events,conditions and circumstances affecting airports and the airline industry,many of which are beyond the control of the Department. These forward-looking statements speak only as of the date of this Official Statement. The Department disclaims any obligation or undertaking to release publicly any updates or revisions to any forward- looking statement contained herein to reflect any change in the Department's expectations with regard thereto or any change in events,conditions or circumstances on which any such statement is based. NO DEFAULTED BONDS The City has never failed to pay principal and interest when due on any of its bonds,notes or other financial obligations. LEGAL MATTERS Litigation The City Attorney reports the following matters involving potential financial liability of the City with respect to the Department: An opinion executed by the City Attorney,dated the date of closing,will be provided stating,among other things,that to the best of her knowledge,after due inquiry,no litigation,with merit,in the State or federal courts has been served on the City or is, to the best of her knowledge, threatened, challenging the creation, organization or existence of the City,or the titles of its officers to their respective offices,or seeking to restrain or enjoin the issuance, sale or delivery of the Series 2023 Bonds, or directly or indirectly contesting or affecting the proceedings or the authority by which the Series 2023 Bonds are issued,the legality of the purposes for which the Series 2023 Bonds are issued,or the validity of the Series 2023 Bonds,or the issuance thereof. Lawsuits are periodically filed against the Department and/or its employees,involving construction claims, workers' compensation and employment claims, claims related to procurement processes and small claims. The majority of these claims are covered by the Department's insurance coverage and self-insured retentions within expected limits. The City has a statutory obligation to defend and indemnify its officers and employees, including those of the Department,in relation to lawsuits arising from acts or failures to act of the officers or employees while in the scope and course of employment. 87 KKR Draft 4/21/2023 The City is involved from time to time in routine litigation matters relating to the Department and its operations. These routine matters include personal injury and property damage claims for which the City's liability is covered in whole or part by insurance or by contractual provisions that obligate third party service providers or concessionaires to indemnify and defend the City from claims that relate to such third party services at the Airport. Other matters include disputes with employees;disputes with contractors,subcontractors,engineers and others arising out of construction and maintenance of the Department's properties; disputes over leases and concessions; and property, theft and damage claims arising from the Department's parking operations. The City has assessed the pending litigation and determined that the likelihood of liability in uninsured claims currently pending is remote. The City does not expect that these matters will require any amounts to be paid that,singly or in the aggregate,will have a material effect on the operations or financial position of the Department. There can be no assurance,however,that a judgment may be rendered and sustained upon appeal that exceeds the amount of the Department's insurance and its self-insured retentions,and such amounts,although unlikely,could be material. Approval of Legal Proceedings Certain legal matters incident to the authorization and issuance of the Series 2023 Bonds are subject to the approval of Kutak Rock LLP,Bond Counsel to the City.Certain legal matters will be passed upon for the City by the City Attorney and by Kaplan Kirsch&Rockwell LLP, the City's Disclosure Counsel. The Underwriters are being represented by their counsel,Gilmore&Bell,P.C.The approving opinion of Bond Counsel will be delivered with the Series 2023 Bonds in substantially the form set forth in APPENDIX G of this Official Statement. INDEPENDENT AUDITORS The basic financial statements of the Department as of and for the year ended June 30, 2022, included in APPENDIX A to this Official Statement, have been audited by Eide Bailly LLP, independent auditors, as stated in their report appearing in APPENDIX A herein. Copies of the City's annual comprehensive financial report may be obtained upon request from the City Treasurer's office,451 South State Street,Room 228,Salt Lake City,Utah 84111. Copies of the Department's annual comprehensive financial report may be obtained upon request from Brian Butler, the Department's Chief Financial Officer,3920 West Terminal Drive,P.O.Box 145550,Salt Lake City,Utah 84122. UNDERWRITING The Series 2023 Bonds are being purchased by BofA Securities,Inc.,("BofA"),J.P.Morgan Securities LLC ("J.P.Morgan"),Barclays Capital Inc.,Goldman Sachs&Co.LLC,Samuel A.Ramirez&Co.,Inc.,Siebert Williams Shank&Co.,LLC and Wells Fargo National Association(collectively,the"Underwriters"),for whom BofA is acting as representative(the"Representative"). The Underwriters have agreed,subject to certain conditions,to purchase all of the Series 2023 Bonds at an aggregate purchase price of$ (equal to the par amount of the Series 2023 Bonds, [plus an original issue premium in the aggregate amount of$ ] [less an underwriting discount of$ )]pursuant to a Bond Purchase Agreement between the City and the Representative, on behalf of the Underwriters(the"Bond Purchase Agreement")and to reoffer the Series 2023 Bonds at public offering prices not higher than or at yields not lower than those set forth on the inside cover page hereof.The Bond Purchase Agreement provides that the Underwriters will purchase all of the Series 2023 Bonds, if any are purchased. The Underwriters reserve the right to join with dealers and other underwriters in offering the Series 2023 Bonds to the public. The obligations of the Underwriters to accept delivery of the Series 2023 Bonds are subject to various conditions of the Bond Purchase Agreement. The Underwriters may offer and sell the Series 2023 Bonds to certain dealers(including depositing the Series 2023 Bonds into investment trusts,which investment trusts may be sponsored by an Underwriter)and others at prices lower than the public offering prices stated on the inside cover page hereof. The initial public offering prices may be changed from time to time by the Underwriters. The Underwriters and their respective affiliates are full service financial institutions engaged in various activities, which may include securities trading, commercial and investment banking, investment management, principal investment, hedging, financing and brokerage activities. Certain of the Underwriters and their respective affiliates have,from time to time,performed,and may in the future perform,various investment banking services for the City,for which they received or will receive customary fees and expenses. 88 KKR Draft 4/21/2023 In the ordinary course of their various business activities,the Underwriters and their respective affiliates may make or hold a broad array of investments and actively trade debt and equity securities(or related derivative securities) and financial instruments(which may include bank loans and/or credit default swaps)for their own account and for the accounts of their customers and may at any time hold long and short positions in such securities and instruments. Such investment and securities activities may involve securities and instruments of the City. The following language has been provided by the Underwriters named herein. The City takes no responsibility as to the accuracy or completeness thereof. BofA, an underwriter of the Series 2023 Bonds, has entered into a distribution agreement with its affiliate Merrill Lynch, Pierce,Fenner& Smith Incorporated("Merrill"). As part of this arrangement, BofA may distribute securities to Merrill,which may in turn distribute such securities to investors through the financial advisor network of Merrill. As part of this arrangement,BofA may compensate Merrill as a dealer for their selling efforts with respect to the Series 2023 Bonds. This paragraph has been provided by J.P. Morgan Securities LLC: J.P. Morgan Securities LLC ("JPMS"), one of the Underwriters of the Series 2023 Bonds, has entered into negotiated dealer agreements (each, a"Dealer Agreement") with each of Charles Schwab & Co., Inc. ("CS&Co.") and LPL Financial LLC ("LPL") for the retail distribution of certain securities offerings at the original issue prices. Pursuant to each Dealer Agreement, each of CS&Co. and LPL may purchase Series 2023 Bonds from JPMS at the original issue price less a negotiated portion of the selling concession applicable to any Series 2023 Bonds that such firm sells. MORE TO COME MUNICIPAL ADVISOR PFM is serving as municipal advisor to the Department for the issuance of the Series 2023 Bonds. PFM is not obligated to undertake, and has not undertaken, either to make an independent verification of or to assume responsibility for,the accuracy,completeness,or fairness of the information contained in this Official Statement. PFM is an independent financial advisory firm and is not engaged in the business of underwriting, trading or distributing securities. PFM is a registered municipal advisor with the Securities and Exchange Commission and the Municipal Securities Rulemaking Board under the Dodd-Frank Act of 2010. CONTINUING DISCLOSURE The City will enter into a Continuing Disclosure Agreement(the "CDA"),in substantially the form attached hereto as APPENDIX F,for the benefit of the beneficial owners of the Series 2023 Bonds to send certain information annually and to provide notice of certain events to the Municipal Securities Rulemaking Board pursuant to the requirements of Section(b)(5)of Rule 15c2-12(the `Rule') adopted by the SEC under the Securities Exchange Act of 1934. In the CDA,the City will agree to use diligent efforts to require certain"obligated persons"(at this time only Delta)to provide certain annual financial information and operating data,unless the City is no longer required to do so under the Rule. The City has not undertaken to provide additional information regarding any person that is not obligated under the AUA,a lease or other agreement having a term of more than one year to pay a portion of the debt service on the Series 2023 Bonds and providing at least twenty percent(20%)of the Revenues of the Department for the prior two(2)fiscal years. Delta has agreed in the AUA to provide the City such information with respect to Delta as the City may reasonably request in order for the City to comply with the requirements of the Rule. A failure by the City to comply with the CDA will not constitute a default under the Indenture and beneficial owners of the Series 2023 Bonds are limited to the remedies described in the CDA. A failure by the City to comply with the CDA must be reported in accordance with the Rule and must be considered by any broker,dealer or municipal securities dealer before recommending the purchase or sale of the Series 2023 Bonds in the secondary market. Consequently,such a failure may adversely affect the transferability and liquidity of the Series 2023 Bonds and their market price. See"FORM OF CONTINUING DISCLOSURE AGREEMENT"attached hereto as APPENDIX F for the information to be provided, the events which will be noticed on an occurrence basis and the other terms of the CDA,including termination,amendment and remedies. The City entered into a CDA with respect to the Series 2017 Bonds in February 2017, and the City entered into additional CDAs with respect to the Series 2018 Bonds and Series 2021 Bonds. Prior to February 2017,the City 89 KKR Draft 4/21/2023 did not have any bonds secured by Net Revenues of the Airport System outstanding.The City has complied fully with its continuing disclosure obligations with respect to its Airport Revenue Bonds for the preceding five years. The City has entered into a number of continuing disclosure undertakings pursuant to the Rule with respect to the bonds it has issued in addition to those issued for the benefit of the Department and has contracted with a number of dissemination agents to file annual information and notices of certain events on behalf of the City. In the previous five years the City provided its annual financial information and audited financial statements to each of the applicable dissemination agents in advance of the deadline specified in the applicable continuing disclosure undertaking. Dissemination agents for certain of the City's bonds filed such information late;however,the information was filed within 10 days of the deadline. Additionally,with respect to certain bonds issued for the benefit of the City's Water System,during the previous five years the City filed the audited financial statements of the Water System,but did not include the audited financial statements of the City. Corrective filings have been made and the City has taken steps to ensure that in the future the City's audited financial statements will be filed for such Water System bonds as required. The City has adopted continuing disclosure policies and procedures to help ensure compliance with its continuing disclosure undertakings. [UPDATE] MISCELLANEOUS All quotations from, and summaries and explanations of the Utah Constitution, statutes,programs, laws of the State, court decisions and the Indenture, which are contained in this Official Statement do not purport to be complete and reference is made to said Constitution, statutes,programs, laws, court decisions and the Indenture for full and complete statements of their provisions. Any statements in this Official Statement involving matters of opinion,whether or not expressly so stated, are intended as such and not as representations of facts. This Official Statement is not to be construed as a contract between the City or the Underwriters and the purchasers or owners of any of the Series 2023 Bonds. The appendices attached hereto are an integral part of this Official Statement and should be read in conjunction with the foregoing material. The delivery of this Official Statement and its distribution and use have been duly authorized by the City. SALT LAKE CITY CORPORATION By: Erin J.Mendenhall,Mayor SALT LAKE CITY DEPARTMENT OF AIRPORTS By: Bill Wyatt,Executive Director 90 KKR Draft 4/21/2023 APPENDIX A ANNUAL COMPREHENSIVE FINANCIAL REPORT A-1 APPENDIX B REPORT OF THE AIRPORT CONSULTANT B-1 INTERNATIONA1 pp • Report of • • Consultant Airport Revenue Bonds, Series 2023 Salt - City InternationalAirport DRAFT 3 - April 20, 2023 PREPARED FOR Salt Lake City Department of Airports PREPARED BY Landrum & Brown, Incorporated 2A*00""LCH 4445 Lake Forest Drive Suite 700 Cincinnati,OH 45242 USA T+1 513 530 5333 F+1 513 530 1278 land rum-brown.corn July XX, 2023 Mr. William W. Wyatt Executive Director Salt Lake City Department of Airports Salt Lake City International Airport 3920 West Terminal Drive Salt Lake City, Utah 84122 Re: Report of the Airport Consultant, Salt Lake City, Utah,Airport Revenue Bonds, Series 2023A(AMT) and Series 2023B (Non-AMT), Salt Lake City International Airport Dear Mr. Wyatt: Landrum & Brown, Incorporated (L&B), in association with Airmac LLC, is pleased to submit this Report of the Airport Consultant (Report) in connection with the proposed issuance by Salt Lake City, Utah, of its Airport Revenue Bonds, Series 2023A(AMT)and Series 2023B (Non-AMT) herein referred to collectively as the Series 2023 Bonds. This independent Report has been prepared for the Salt Lake City Department of Airports (Department)to support its planned issuance of the Series 2023 Bonds and is intended to be included in the Official Statement for the Series 2023 Bonds as Appendix B, Report of the Airport Consultant.All capitalized terms in this Report are used as defined in the Official Statement relating to the Series 2023 Bonds or in the Master Indenture, except as otherwise defined herein. Salt Lake City International Airport(Airport) is owned by Salt Lake City, Utah (City) and operated by the City through the Department. The Mayor of the City, the City Council and an 11-member advisory board (Airport Advisory Board) of citizen volunteers oversee its affairs. The Airport Advisory Board provides advice with respect to broad matters of policy affecting the operation of the Airport System, while the Mayor and City Council oversee the Department's affairs. The Airport comprises approximately 9,400 acres of land in Salt Lake County, Utah. It is located approximately five miles west of the City's downtown. The Airport is generally isolated from other airport competition and is the primary commercial air passenger and cargo service facility for the Salt Lake Valley, the State of Utah, and portions of southwestern Wyoming, southeastern Idaho, northeastern Nevada, and northwestern Colorado. The Department also operates two general aviation airports: South Valley Regional Airport in West Jordan and Tooele Valley Airport in Erda (Auxiliary Airports). These airports serve the general aviation needs of corporate and private aircraft in the region. The Department operates the Airport and the Auxiliary Airports together as an Airport System. The day-to-day operations of the Airport System are managed by the Executive Director, who is appointed by and reports directly to the Mayor. The Executive Director leads the management staff of the Department along with the Department's Division Directors. Nine Directors are responsible for the following nine Divisions: Operations; Maintenance; Finance; Design & Construction Management; Planning and Environmental;Administration and Commercial Services; Communication and Marketing; Information Technology; and Operational Readiness, Activation, and Transition for the New SLC. In addition, the executive team of the Department is comprised of the Chief Operating Officer, to whom the Director of Operations reports, along with Airport police and firefighting. The executive team of the Department is a full-time staff of professional and technical personnel located at the Airport. DevelopmentGlobal Aviation Planning and Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 The New SLC The Department has completely redeveloped the Airport's landside and terminal facilities and has completed the initial phase of its new airside concourses. Fifty-one of the 94 loading-bridge capable gates are complete and in- use, and the new airside concourse development is planned to be complete by late 2027. This redevelopment is comprised of two major capital programs known as the Terminal Redevelopment Program (TRP)and the North Concourse Program (NCP), as further described below. Collectively, these redevelopment programs are referred to as the New SLC (formerly referred to as the Airport Redevelopment Program).An overview of the TRP and the NCP is provided below, and additional details are contained in Chapter 3 of this Report. The Terminal Redevelopment Program The TRP replaced all of the former aged and functionally obsolete terminal complex, including the development of a consolidated terminal facility, an attached linear airside concourse (Concourse A, formerly referred to has the South Concourse), and landside facilities at the Airport. In addition, the TRP addressed changes in the aviation industry and improved inherent operational inefficiencies of the former facilities. Other than the eastern half of Concourse A, the TRP has been completed and was opened in September 2020. The remaining portion of Concourse A is planned to be completed on October 31, 2023. It is currently estimated that the TRP will cost approximately$2.83 billion of which approximately 92% has already been spent as of January 31, 2023. Additional details on the TRP and its primary components are contained in Chapter 3 of this Report. The North Concourse Program The NCP consists of a 47-gate midfield concourse and the development of an underground connecting tunnel from Concourse A. The initial phase of the NCP which consists of 21 of the planned 47 gates on Concourse B (formerly referred to as the North Concourse)was completed and opened in October 2020. In April 2016, the Signatory Airlines unanimously approved the implementation of the NCP. The second phase, which adds an additional 9 aircraft gates, and the third phase, the new central underground tunnel are planned to be completed in the fourth quarter of 2025 and 2024, respectively. The fourth phase, which was approved in late 2022, will add 16 additional gates, five of which are planned to be operational in January 2026, and the remaining 11 aircraft gates are planned to be open in January 2027. When completed, it is currently estimated that the NCP will cost approximately$2.30 billion of which approximately 43% has already been spent as of January 31, 2023. Additional details on the NCP and its primary components are contained in Chapter 3 of this Report. Airline Use Agreement The City entered into a 10-year Airline Use Agreement(AUA)with the Signatory Airlines operating at the Airport effective on July 1, 2014 and expiring on June 30, 2024. In 2021, United Airlines extended its AUA through June 30, 2034, and in 2023, Delta agreed to an additional amendment that modified certain provisions including extending the term of its AUA to June 30, 2044 with options to extend through June 30, 2054 (Second Amendment). In addition to revising the term of the agreement, the Second Amendment updates and modernizes various provisions to the AUA, including key business terms to bolster the Department's ability to fund the New SLC, generate additional cash flow for other capital development, and maintain financial stability as it has agreed to the new fourth phase extension of the NCP. One key change results in the mitigation of terminal vacancy risk to the Department as the Second Amendment fixes the airline share of the terminal requirement at 82% as opposed to the ratio of space leased to the airlines. Revenue sharing with the Signatory Airlines has also been enhanced in the Second Amendment. The Department is currently in discussions with the other Signatory Airlines regarding their execution of the Second Amendment; however, expects Alaska Airlines and Southwest airlines will execute the Second Amendment. Other Signatory Airlines are currently reviewing the Second Amendment and are also ii I Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 expected to sign for a term through June 30, 2034. Additional details on the Second Amendment are contained in Chapter 4 of this Report. The current AUA and Second Amendment establish, among other things, procedures for setting and adjusting rentals, rates, fees and charges to be collected for the use of Airport facilities.As of the date of this Report, the Signatory Airlines at the Airport include Alaska Airlines,American Airlines, Delta, Frontier Airlines, JetBlue Airways, Southwest Airlines, Spirit Airlines and United Airlines. Together, the Signatory Airlines accounted for nearly 100% of enplaned passengers at the Airport in FY 2022. The AUA and Second Amendment govern airline use of certain Airport facilities, including Airfield, Terminal, Terminal Aircraft Aprons, baggage claim, ticket counters and gate areas and permits the Signatory Airlines to lease Exclusive Use Premises, Preferential Use Premises, and Joint Use Premises. Exclusive Use Premises generally include office space, storage areas, airline club lounges, and employee break rooms. Preferential Use Premises are Airport space, including holdroom areas and gates, ticket counters, and certain baggage makeup areas, leased to a Signatory Airline and to which the Signatory Airline has a higher and continuous priority of use over all other air carriers. Joint Use Premises generally include baggage claim areas and baggage makeup equipment and are shared with one or more other airlines. The AUA also contemplated the development of the TRP during the course of its term. Section 10.06 of the AUA specifies special provisions regarding the TRP including memorializing that the Signatory Airlines have approved and support the TRP. The NCP was not contemplated as part of the AUA; however, the Signatory Airlines approved the first three phases of the NCP in April 2016 and the fourth phase in late 2022. The AUA also provides for extraordinary coverage protection that allows the Department to collect additional payments from the Signatory Airlines to satisfy the Rate Covenant set forth in the Master Indenture if the Department expects it will not meet the Rate Covenant in any FY. More information on the AUA and Second Amendment can be found in Chapter 4 of this Report. Existing Bonds and Series 2023 Bonds The Series 2023 Bonds are being issued pursuant to the Master Indenture and Fourth Supplemental Trust Indenture.As of July 2, 2023, the Department had $2.706 billion of debt outstanding consisting of the Series 2017 Bonds, the Series 2018 Bonds, and the Series 2021 Bonds (collectively, the "Existing Bonds"). Prior to the issuance of the Series 2017 Bonds, the Department did not have any Bond debt outstanding. Therefore, the Existing Bonds are all associated with funding for the New SLC. In addition, the Department has entered into a short-term revolving credit facility with JP Morgan Chase Bank, National Association, pursuant to which the City can access up to $150 million (Line of Credit); which constitute a subordinate obligation under the Subordinate Trust Indenture.As of July 1, 2023, the Department had no outstanding balance on the Line of Credit, and all $150 million was available to the Department, if needed. The Department has funded to date and expects to continue to fund the design and construction of the New SLC from a variety of sources, including Department funds, proceeds of airport revenue bonds (including the Existing Bonds, the Series 2023 Bonds, and future bonds), Passenger Facility Charges (PFCs), Customer Facility Charges (CFCs), and federal grants. Airport Revenue Bonds,Series 2023 Salt Lake City International Airportl iii Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Proceeds of the Series 2023 Bonds will be used to (1)fund a portion of the costs of the New SLC, (2)fund capitalized interest, (3)fund a deposit to the Common Debt Service Reserve Fund, and (4) pay the costs of issuance of the Series 2023 Bonds. The Series 2023 Bonds are special limited obligations of the City, secured by a pledge of Net Revenues derived by the Department from the operation of the Airport System. Rate Covenant under Master Indenture The City is obligated under the Master Indenture, to establish, fix, prescribe and collect rates, tolls, fees, rentals and charges in connection with the operation of the Airport System and for services rendered in connection therewith, so that during each Fiscal Year(FY)the Net Revenues, together with any Transfer from the Rolling Coverage Account, will be equal to at least 125% of Annual Debt Service on the Outstanding Bonds for such FY. In addition, the City has covenanted, while any Bonds are Outstanding, to establish, fix, prescribe, and collect rates, tolls, fees, rentals and charges in connection with the operation of the Airport System and for services rendered in connection therewith, so that Revenues in each FY will be at least equal to the following amounts: (i) Operation and Maintenance Expenses of the Airport System due and payable during such FY; (ii)the Annual Debt Service on any Outstanding Bonds required to be funded by the City in such FY as required by the Master Indenture or any Supplemental Indenture with respect to the Outstanding Bonds; (iii)the required deposits to the Common Debt Service Reserve Fund or any Series Debt Service Reserve Fund which may be established by a Supplemental Indenture; (iv)the reimbursement owed to any Credit Provider or Liquidity Provider as required by a Supplemental Indenture; (v)the interest on and principal of any indebtedness of the Department required to be funded during such FY, other than for Outstanding Bonds, but including Subordinate Obligations; and (vi)funding of any debt service reserve funds created with respect to any indebtedness of the Department, other than Outstanding Bonds, but including Subordinate Obligations. Report of the Airport Consultant In our preparation of this independent Report, we evaluated the ability of the Department to generate Revenues from operation of the Airport System sufficient to meet the funding requirements and obligations established by the Master Indenture during the projection period of FY 2023 through FY 2030. The following provides an overview of the primary findings and conclusions contained in the Report. Role of the Airport The Airport serves two distinct roles for passenger air transportation: origin-destination (O&D), for passengers beginning or ending their trip at the Airport, and as Delta's primary connecting hub for the inter-mountain region and the western U.S. Based on preliminary data for calendar year(CY)2021, the Airport was classified by the Federal Aviation Administration (FAA) as a Large Hub facility based upon its share of nationwide enplaned passengers. Based on data from the FAA, approximately 10.8 million enplaned passengers boarded aircraft at the Airport in CY 2021, ranking the Airport 20t' in the U.S. The Airport has a diverse, stable base of air carriers. Four of the U.S. network airlines along with two low-cost carriers (LCCs)and one ultra-low-cost carrier are Signatory Airlines at the Airport. The Airport serves a large and growing O&D market. Per the U.S. Department of Transportation in FY 2022, 59.7% of the Airport's enplaned passengers were O&D. The Airport is also a primary connecting hub airport for Delta. Delta accounted for 73.4% of enplaned passengers at the Airport in FY 2022 consisting of both O&D and connecting passengers (49.2% O&D and 50.8% connecting). iv I Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Economic Base for Air Traffic The Airport is the primary commercial air service facility serving the Salt Lake City metropolitan area and the surrounding region and is located far from other comparable airports. The geographical region that serves as an airport's primary air service catchment area can be referred to as its 'Air Service Area.' For the purposes of this Report, the Airport's Air Service Area is defined as the Salt Lake City-Provo-Orem Combined Statistical Area (CSA), which includes the following 10 counties in Utah: Box Elder, Davis, Juab, Morgan, Salt Lake City, Summit, Tooele, Utah, Wasatch, and Weber. The Salt Lake City-Provo-Orem CSA is the 22"d most populated CSA in the U.S., with approximately 2.75 million people, and comprised over 82% of the population of the State of Utah in CY 2021. The Air Service Area's economic strength is evaluated in Chapter 1 of this Report. The Air Service Area has historically exhibited more favorable trends in population growth, educational attainment, employment, and household income than the U.S., and these trends are projected to continue. The economy in the Air Service Area is also connected to visitors to the region, including both leisure and business travelers. The Air Service Area is in relatively close proximity to many national parks (including the Mighty 5),' state parks, and ski resorts that offer visitors unique and exceptional activities in an open and outdoor natural setting more conducive to restrictions in place during pandemics. Many of these activities were as popular as ever during the COVID-19 pandemic. While, overall, the associated impacts and restrictions resulting from the COVID-19 pandemic have negatively affected the regional economy, tourism, conventions, and events over the past few years, the Air Service Area has fared better than the national economy. It is anticipated that the economy will continue its recovery as the spread of COVID-19 is further controlled, which will further stimulate demand for air travel. More information on the economic base for air transportation is contained in Chapter 1. Air Service and Air Traffic Analysis Prior to the impacts associated with the COVID-19 pandemic, between FY 2012 and FY 2019, total enplaned passengers at the Airport increased from approximately 10.1 million to approximately 13.1 million, an overall compound annual growth rate (CAGR)of approximately 3.7%for this period. The last few months of FY 2020 were significantly impacted by the pandemic and passenger traffic declined precipitously. In March 2020, passengers were down 49.2% as compared to March 2019 and decreased to a low of 91.9%fewer passengers in April 2020 as compared to April 2019. In May 2020 and June 2020, enplaned passenger counts started to recover as they were down 85.8% and 75.9%, respectively from the same months in 2019. For the entire FY 2020, enplaned passenger counts decreased by 22.9% from FY 2019 to 10.1 million enplaned passengers. In FY 2022, there were 12.8 million enplaned passengers at the Airport, which is about 98% of FY 2019 levels. Mighty 5 includes Arches, Bryce Canyon,Canyonlands,Capitol Reef,and Zion. Airport Revenue Bonds,Series 2023 Salt Lake City International Airportl v Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Figure 1 depicts the impacts associated with the COVID-19 pandemic on passenger checkpoint throughput at both the Airport and for the overall U.S based on data from the TSA. This figure presents the recovery trend for passenger checkpoint throughput as a percent of 2019 levels, which tracks closely to O&D passengers.As shown, the impact to the Airport's passenger checkpoint throughput tracked closely with the nationwide trend early in the pandemic, decreasing to an unprecedented trough of around -91.1% of the prior year's levels in April 2020. Starting in May 2020, TSA checkpoint throughput for the Airport and the U.S. started to recover. Recovery of passenger counts for the Airport has consistently been higher than for U.S. airports as a whole. The Airport exceeded monthly 2019 levels for the first time since the beginning of the pandemic in April 2022 when it enplaned 107% of the enplanements compared to April 2019. In January 2023, the Airport had 105.5% of January 2019 TSA checkpoint throughput levels, while TSA's nationwide throughput for January 2023 was at 95.1% of January 2019 throughput. While connecting traffic at the Airport has not yet fully recovered, it is also showing stronger recovery than other hubs. In FY 2023, connecting passengers were approximately 94.8% of FY 2019 levels. Figure 1 Comparison of Airport and U.S. Monthly TSA Checkpoint Throughput (January 2020—January 2023) Salt Lake City International Airport United States 120% WHO declared the COVID-19 outbreak a global pandemic on 100% I March 11, 2020 a C 80% t- 0 c N 0 o 60% CL V N i Ud 40% c 0 20% 0% Jan-20 May-20 Sep-20 Jan-21 May-21 Sep-21 Jan-22 May-22 Sep-22 Jan-23 Sources: Salt Lake City Department of Airports, accessed March 2023.Transportation Security Administration, accessed March 2023. vi I Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 A number of standard industry forecasting techniques were considered in order to project enplaned passengers such as econometric regression modeling, trend analysis, market share, and time series. Landrum & Brown has determined that, with respect to the Airport, econometric regression models were the most appropriate forecasting method to project enplaned passengers at the Airport. Econometric regression modeling quantifies the relationship between enplaned passengers and key socioeconomic variables. This methodology recognizes that the key independent variables will change over time and assumes that their fundamental relationships with the dependent variables will remain. Through the testing of multiple sets of independent variables, two univariate linear models, one for domestic O&D and the other for international enplaned passengers, were selected to project enplaned passengers at the Airport. The domestic O&D model used historical O&D enplaned passenger data from FY 2002 through FY 2019 while the international model used enplaned passenger data from FY 2012 through FY 2019 and the Air Service Area's Gross Regional Product (GRP) per capita. These models exhibit strong regression statistics when compared to models with other combinations of independent variables. Domestic connecting passengers are expected to continue to recover back to FY 2019 levels as a percentage of the total domestic enplaned passengers through FY 2027.After FY 2027, the percentage of enplaned passengers connecting through the Airport was assumed to remain constant. These models and assumptions were used to project enplaned passengers through FY 2030. Based on models and the set of assumptions above, total enplaned passengers are projected to increase at a CAGR of 3.3%for the period of 2022 through 2030. The result is that enplaned passengers are projected to increase from 12.8 million in FY 2022 to 16.6 million in FY 2030. The sensitivity projection used the same models developed under the base case but assumed a 10% reduction in the growth in the economic forecasts and assumed that domestic connecting passengers would only recover to 40% of the total domestic passengers, down from 41.7% assumed in the base case. Based on models and the set of assumptions above, total enplaned passengers are projected to increase at a CAGR of 2.7%for the period of FY 2022 through FY 2030. For additional details on the projections of air traffic, please refer to Chapter 2 herein. Table 1 presents the baseline and sensitivity scenario enplaned passenger projections. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport)vii Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Table 1 Enplaned Passengers Projections Baseline Scenario Sensitivity Scenario Enplaned Enplaned Passengers Passengers Fiscal Year (in thousands) Percent of FY 2019 (in thousands) Percent of FY 2019 FY 2018 Actual 12,420 94.9% 12,420 94.9% FY 2019 Actual 13,090 100.0% 13,090 100.0% FY 2020 Actual 10,096 77.1% 10,096 77.1% FY 2021 Actual 7,710 58.9% 7,710 58.9% FY 2022 Actual 12,802 97.8% 12,802 97.8% FY 2023 Estimate 13,258 101.3% 13,258 101.3% FY 2024 13,762 105.1% 13,632 104.1% FY 2025 14,276 109.1% 14,007 107.0% FY 2026 14,806 113.1% 14,386 109.9% FY 2027 15,351 117.3% 14,769 112.8% FY 2028 15,749 120.3% 15,115 115.5% FY 2029 16,150 123.4% 15,463 118.1% FY 2030 16,555 126.5% 15,813 120.8% Range Average Annual Growth Rate FY 2019-22 -0.7% FY 2022-30 3.3% 2.7% FY 2023-30 3.2% 2.5% Note: These projections are based on current expectations and information and are not intended as a representation of facts or guarantee of results. Sources: Salt Lake City Department of Airports(actual data); L&B(estimated and projected data). Capital Improvement Program The New SLC: The New SLC consists of both the TRP and NCP as described below: ■ The Terminal Redevelopment Program: The TRP has completely replaced and rebuilt the Airport's landside and terminal facilities and is currently replacing its airside concourse facilities over the next few years in conjunction with the NCP. The western portion and initial five gates on the eastern portion of the airside concourse (Concourse A)were opened in September 2020 and May 2023, respectively, and are operational. The remaining portions of Concourse A are expected to open in October 2023. The TRP has been funded, in part, with proceeds of the Existing Bonds, and is also intended to be funded, in part, with proceeds of the Series 2023 Bonds and additional Bonds along with other funding sources to be described later in this Report. The capital and operating costs associated with the TRP have been included in the financial analysis in this Report and are further described in Chapter 4. viii I Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 ■ The North Concourse Program: The NCP is also currently under construction and includes the development of a midfield airside concourse (Concourse B)to the north of the new airside concourse to be developed simultaneously with the TRIP (i.e., Concourse A). The western portion of Concourse B opened in October 2020 and is currently operational.An additional nine gates on the eastern portion of Concourse B are anticipated to be opened during the fourth quarter of 2024 with full operation of Concourse B by the fourth quarter of 2025. The fourth phase is anticipated to open five gates on the eastern portion of Concourse B in January 2026 and 11 gates in January 2027. The NCP has been funded, in part, with proceeds of the Existing Bonds, and is also intended to be funded, in part, with proceeds of the Series 2023 Bonds and additional Bonds along with other funding sources to be described later. The capital and operating costs associated with the NCP have been included in the financial analysis of this Report and are further described in Chapter 4. ■ Other Capital Projects: These projects are in addition to the elements of the New SLC and are the other Airport System capital projects that currently are anticipated by the Department to be undertaken over the projection period, or from FY 2023 through FY 2030. Such projects are referred to in this Report as the `Other Capital Projects.'The estimated capital funding and operating costs, if any, and estimated revenue impacts, if any, associated with the Other Capital Projects have also been included as part of the financial analysis in this Report. The New SLC, including the increased cost for the NCP as described above, is estimated to cost approximately $5.13 billion, including design, engineering, construction, escalation for inflation, and contingency amounts, but excluding financing costs. Sources of funding for the New SLC are presented in Exhibit A of this Report. Approximately$3.61 billion of project costs have already been incurred through January 2023. Proceeds of the Existing Bonds have funded and continue to fund portions of the New SLC and proceeds of the planned Series 2023 Bonds and proceeds of additional Bonds are also planned to fund a portion of the New SLC. Other Capital Projects currently anticipated by the Department to be undertaken and/or completed during the projection period are also shown in Exhibit A. Preliminary cost estimates for the Other Capital Projects total approximately$519 million for the period of FY 2023 through FY 2030. It should be noted that certain capital projects included in Other Capital Projects could potentially be deferred or not otherwise undertaken by the Department during the projection period depending on circumstances such as aviation demand levels, availability of project funding, etc. Financial Analysis L&B evaluated the ability of the Airport System to generate Net Revenues sufficient to meet the funding requirements and obligations established by the Master Indenture during the projection period of FY 2023 through FY 2030. Per our analysis, the Department is projected to produce sufficient Net Revenues, which, will at least equal 125% of debt service on the Existing Bonds, the Series 2023 Bonds, and projected future additional Bonds. The Department is projected to meet its requirements and obligations established by the Master Indenture and maintain airline cost per enplaned passenger(CPE) levels generally in-line with other large hubs in the western U.S. Table 2 below presents projections of debt service coverage ratios and airline CPE. Please refer to Section 4.10 of this Report for financial results related to the slower recovery enplaned passenger projection. Airport Revenue Bonds,Series 2023 Salt Lake City International Airportl ix Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Table 2 Financial Results Summary [TO BE PROVIDED] Baseline Sensitivity Scenario Fiscal Airline Airline CPE Debt Service Airline Airline CPE Debt Service Year CPE (FY23$) Coverage CPE (FY23$) Coverage 2022 (Actual) $7.43 2.45 2023 $7.65 2.14 2024 $11.83 1.86 2025 $18.37 1.85 2026 $19.32 1.71 2027 $19.85 1.68 2028 $20.49 1.66 2029 $20.23 1.67 2030 $19.88 1.68 Notes: These projections are based on current expectations and information and is not intended as a representation of facts or a guarantee of results.An inflation rate of 3%was assumed for the purposes of calculating results in FY 2023 dollars. Source: Prepared by Landrum&Brown, Inc.,April 2023. L&B prepared the aviation activity and financial projections included in this Report along with various underlying assumptions. In preparing our findings and conclusions, L&B has relied upon the accuracy and completeness of certain assumptions, financial data, and other data provided to it by the referenced sources, without independent verification; however, L&B has reviewed the projections and assumptions with the Department and has no reason to believe such assumptions and data are materially incorrect. The techniques and methodologies used in preparing this Report are consistent with industry practices for similar studies in connection with airport revenue bond sales.Although L&B believes that the approach and assumptions used are reasonable and provide an appropriate basis for the financial projections, any projection is subject to uncertainties. Inevitably, some assumptions used to derive the projection contained herein will not be realized, and unforeseeable events may occur. The actual financial results achieved will vary from those projected, and such variations could be material. We have no responsibility to update this Report for events and/or circumstances occurring after the date of this Report. x I Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 L&B is not registered with the U.S. Securities & Exchange Commission as a municipal advisor, is not acting as a municipal advisor, and does not assume any fiduciary duties or provide advisory services as described in Section 15B of the Securities Exchange Act of 1934 or otherwise. L&B does not make recommendations or advice regarding any action to be taken by our clients with respect to any prospective, new, or existing municipal financial products or issuance of municipal securities including with respect to the structure, timing, terms or other similar matters concerning municipal financial products or the issuance of municipal securities. L&B, in association with Airmac LLC, appreciates this opportunity to serve as the Department's Airport Consultant for this proposed financing. Sincerely, Landrum & Brown, Incorporated Airport Revenue Bonds,Series 2023 Salt Lake City International Airportl xi Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Contents Page 1 Role of the Airport and Economic Base for Air Traffic 1 1.1 Role of the Airport 1 1.1.1 National Role 1 1.1.2 Regional Role 3 1.1.3 Role as a Hub for Delta Air Lines 5 1.2 Socioeconomic Base for Air Traffic 7 1.2.1 Population 7 1.2.2 Employment 13 1.2.3 Income 17 1.2.4 Gross Domestic/Regional Product 19 1.2.5 Regional Tourism and Visitors 20 1.2.6 Summary 23 2 Air Service and Air Traffic Analysis 24 2.1 Air Service at the Airport 24 2.1.1 Airlines Operating at the Airport 24 2.1.2 Current Nonstop Service 27 2.1.3 Origin and Destination Markets 27 2.1.4 Airline Revenue Performance at the Airport 31 2.1.5 Delta Air Lines Operations at the Airport 32 2.2 Air Traffic Activity and Trends 42 2.2.1 Enplaned Passengers 42 2.2.2 Aircraft Operations 46 2.2.3 Aircraft Landed Weight 49 2.3 Key Factors Affecting Air Traffic Demand 52 2.3.1 The COVID-19 Pandemic 52 2.3.2 Economic Conditions and Events 52 2.3.3 The U.S. Airline Industry 56 2.3.4 Pilot Shortage 59 2.3.5 Aircraft Shortage 60 2.3.6 Aviation Fuel 60 2.3.7 Aviation Security 62 2.3.8 National Air Traffic Capacity 62 2.4 Air Traffic Activity Projections 62 2.4.1 Projection Assumptions 63 2.4.2 Enplaned Passengers Projection 63 2.4.3 Aircraft Landed Weight Projection 66 2.5 Enplaned Passenger Sensitivity Projection 67 xii I Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 3 Airport Facilities and Capital Improvement Program 68 3.1 Existing Airport Facilities 68 3.1.1 Airport History 69 3.1.2 Airfield Facilities 69 3.1.3 Terminal Facilities 70 3.1.4 Public Parking Facilities 72 3.1.5 Rental Car Facilities 72 3.1.6 Transportation Network Companies 73 3.1.7 Ancillary Facilities 73 3.2 The Auxiliary Airports 74 3.3 Summary of Capital Projects 75 3.4 The New SLC 76 3.4.1 The Terminal Redevelopment Program 76 3.4.2 The North Concourse Program 79 3.4.3 New SLC Aircraft Gate Positions 80 3.4.4 The New SLC Program Management Team 81 3.5 Other Capital Projects 82 3.5.1 Financial Impact for Other Capital Projects 82 3.6 Plan of Finance 83 3.6.1 Federal, State and Other Grants 83 3.6.2 Passenger Facility Charge Revenues 83 3.6.3 Department Funds 84 3.6.4 Existing Bonds, Series 2023 Bonds, and Future Bonds 84 3.6.5 Customer Facility Charges 85 4 Financial Framework and Analysis 86 4.1 Airport Governing Body 86 4.2 Management Structure 86 4.3 Financial Structure 87 4.3.1 Accounting Structure 87 4.3.2 Master Indenture 89 4.3.3 Subordinate Indenture 93 4.3.4 Airline Use Agreement 95 4.3.5 Other Principal Business Agreements 98 4.3.6 CARES Act Grant Assistance 100 4.3.7 Coronavirus Response and Relief Supplemental Appropriation Act 100 4.3.8 American Rescue Plan Act 100 4.4 Debt Service 101 4.5 Operating Expenses 103 4.6 Non-Airline Revenues 105 4.6.1 Auto Parking 106 Airport Revenue Bonds,Series 2023 Salt Lake City International Airport)xiii Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 4.6.2 Car Rental 107 4.6.3 Terminal Concessions 107 4.6.4 Other 107 4.7 Airline Revenues 107 4.7.1 Landing Fees 108 4.7.2 Terminal Rents 108 4.7.3 Revenue Share 108 4.7.4 Signatory Airline Cost per Enplaned Passenger 108 4.8 Application of Airport Revenues 109 4.9 Net Revenues and Debt Service Coverage 109 4.10 Sensitivity Scenario Financial Analysis [TO BE PROVIDED] 110 xiv I Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 List of Tables Page TABLE 1-1 U.S. LARGE HUB AIRPORTS ENPLANED PASSENGER RANKINGS (RANKED BASED ON CY 2021) 2 TABLE 1-2 POPULATION (CY 2012 AND CY 2030) 9 TABLE 1-3 TOP EMPLOYERS IN UTAH (CY 2021) 16 TABLE 1-4 PASSENGER DEMAND FORECAST VARIABLES (CY 2021 -CY 2030) 23 TABLE 2-1 AIRLINES SERVING THE AIRPORT(AS OF MARCH 2O23) 25 TABLE 2-2 HISTORICAL AIRPORT ENPLANED PASSENGER MARKET SHARE (FY 2018- FY 2022) 26 TABLE 2-3 TOP-25 DOMESTIC O&D MARKETS FROM THE AIRPORT (SORTED BASED ON YE SEPTEMBER 2022 O&D ENPLANED PASSENGERS) 30 TABLE 2-4 KEY AIRLINE REVENUE METRICS AT THE AIRPORT(YE MARCH 2O20 VS. YE SEPTEMBER 2022) 32 TABLE 2-5 DELTA's TOP 10 AIRPORTS BASED ON SCHEDULED DEPARTING SEATS (YE MARCH 2O18, YE MARCH 2O20, AND YE MARCH 2O23) 33 TABLE 2-6 DELTA's TOP TEN DOMESTIC O&D MARKETS BASED ON ESTIMATED REVENUE (YE SEPTEMBER 2022) 33 TABLE 2-7 DELTA CONNECTING PASSENGERS BY HUB BY REGION (YE SEPTEMBER 2022) 37 TABLE 2-8 DELTA TOP 25 AIRPORTS WITH PASSENGERS CONNECTING AT WEST COAST HUBS (YE SEPTEMBER 2022) 40 TABLE 2-9 HISTORICAL ENPLANED PASSENGERS (FY 2012- FY 2022 AND FY 2023 YEAR-TO-DATE) 43 TABLE 2-10 HISTORICAL AIRCRAFT OPERATIONS (FY 2012-FY 2022 AND FY 2023 YEAR- TO-DATE) 47 TABLE 2-11 HISTORICAL LANDED WEIGHT IN THOUSAND-POUND UNITS (FY 2012-FY 2022 AND FY 2023 YEAR-TO-DATE) 50 TABLE 2-12 ENPLANED PASSENGER PROJECTION (FY 2018-FY 2030) 65 TABLE 2-13 LANDED WEIGHT PROJECTION (FY 2018-FY 2030) 66 TABLE 2-14 ENPLANED PASSENGER SENSITIVITY PROJECTION (FY 2018- FY 2030) 67 TABLE 3-1 AIRCRAFT GATE USE AT THE AIRPORT(AS OF MAY 2023) 72 TABLE 3-2 TRP PROJECT COSTS BY ELEMENT(THOUSANDS OF DOLLARS) 77 TABLE 3-3 NCP PROJECT COSTS BY ELEMENT (THOUSANDS OF DOLLARS) 80 TABLE 3-4 PLANNED AIRCRAFT PARKING POSITIONS DURING THE NEW SLC CONSTRUCTION 81 TABLE 4-1 SUMMARY OF FEDERAL FUNDING APPLICATION BY FISCAL YEAR(DOLLARS IN MILLIONS) 101 TABLE 4-2 OUTSTANDING BONDS, SERIES 2023 BONDS AND FUTURE BONDS ESTIMATED SOURCES AND USES (DOLLARS IN THOUSANDS) 102 TABLE 4-3 ASSUMPTIONS FOR THE SERIES 2023 BONDS AND FUTURE BONDS (DOLLARS IN MILLIONS) 102 TABLE 4-4 HISTORICAL OPERATING EXPENSES AND CAPITAL OUTLAYS (DOLLARS IN MILLIONS)' 103 TABLE 4-5 HISTORICAL AIRPORT NON-AIRLINE REVENUES (DOLLARS IN MILLIONS)' 105 TABLE 4-6 PUBLIC PARKING RATES AT THE AIRPORT (DAILY MAXIMUM RATES) 106 TABLE 4-7 DEBT SERVICE COVERAGE AND PASSENGER AIRLINE CPE PROJECTIONS 110 Airport Revenue Bonds,Series 2023 Salt Lake City International Airportl xv Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 TABLE 4-8 SENSITIVITY ANALYSIS RESULTS: DEBT SERVICE COVERAGE AND AIRLINE CPE 111 xvi I Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 List of Figures Page FIGURE 1-1 AIR SERVICE AREA AND PROXIMITY TO OTHER AIRPORTS 4 FIGURE 1-2 ENPLANED PASSENGER MARKET SHARE AT THE AIRPORT(FY 2022) 5 FIGURE 1-3 PERCENTAGE OF CONNECTING PASSENGERS FOR DELTA TRAFFIC ONLY AT THE AIRPORT(FY 2011 -FY 2022) 6 FIGURE 1-4 POPULATION GROWTH IN U.S. CSAS WITH POPULATION IN EXCESS OF 1.5 MILLION 8 FIGURE 1-5 HISTORICAL AND FORECAST POPULATION TRENDS (CY 2012-CY 2030) 10 FIGURE 1-6 AGE DISTRIBUTION (CY 2021) 11 FIGURE 1-7 EDUCATIONAL ATTAINMENT(CY 2021) 12 FIGURE 1-8 HISTORICAL AND FORECAST EMPLOYMENT TRENDS (CY 2012-CY 2030) 13 FIGURE 1-9 UNEMPLOYMENT RATES (JANUARY 2008-DECEMBER 2022) 14 FIGURE 1-10 EMPLOYMENT BY INDUSTRY SECTOR (CY 2021) 15 FIGURE 1-11 HISTORICAL AND FORECAST PER CAPITA PERSONAL INCOME TRENDS (CY 2012-CY 2030) 18 FIGURE 1-12 DISTRIBUTION OF HOUSEHOLD INCOME (CY 2021) 19 FIGURE 1-13 HISTORICAL PER CAPITA GROSS DOMESTIC/REGIONAL PRODUCT TRENDS (CY 2012-CY 2030) 20 FIGURE 1-14 PARK VISITORS TO THE MIGHTY 5 (JANUARY 2019- DECEMBER 2022) 21 FIGURE 2-1 NONSTOP DOMESTIC DESTINATIONS AT THE AIRPORT 28 FIGURE 2-2 NONSTOP INTERNATIONAL DESTINATIONS AT THE AIRPORT 29 FIGURE 2-3 DELTA's PERCENT OF O&D ENPLANED PASSENGERS AT INTERIOR CONNECTING HUBS (2018 Q4-2022 Q3) 34 FIGURE 2-4 UNITED STATES REGIONS 35 FIGURE 2-5 TRAFFIC FLOWS THROUGH DELTA CONNECTING HUBS (YE SEPTEMBER 2022) 36 FIGURE 2-6 DELTA'S TOP 25 CONNECTING MARKETS AT THE AIRPORT, LAX, AND SEA (YE SEPTEMBER 2022) 39 FIGURE 2-7 DELTA'S CONNECTING ENPLANED PASSENGERS AT INTERIOR CONNECTING HUBS (FY 2015- FY 2022) 41 FIGURE 2-8 MONTHLY ENPLANED PASSENGERS (MARCH 2O19- FEBRUARY 2023) 45 FIGURE 2-9 COMPARISON OF AIRPORT AND U.S. MONTHLY TSA CHECKPOINT THROUGHPUT(JANUARY 2020-JANUARY 2023) 46 FIGURE 2-10 MONTHLY AIRCRAFT OPERATIONS (MARCH 2O19- FEBRUARY 2023) 48 FIGURE 2-11 MONTHLY LANDED WEIGHT (MARCH 2O19-JANUARY 2023) 51 FIGURE 2-12 UNITED STATES ECONOMIC IMPACT OF THE COVID-19 PANDEMIC 53 FIGURE 2-13 U.S. AVIATION SYSTEM SHOCKS AND RECOVERIES (THROUGH OCTOBER 2022) 54 FIGURE 2-14 CONSUMER PRICE INDEX(JANUARY 2007-JANUARY 2023) 55 FIGURE 2-15 MAJOR U.S. AIRLINE MERGERS OF THE 21ST CENTURY' 58 FIGURE 2-16 JET FUEL PRICES (JANUARY 2002-DECEMBER 2024) 61 FIGURE 2-17 SCHEDULED DEPARTING SEATS AT THE AIRPORT 64 FIGURE 3-1 AIRPORT LAYOUT (AS OF DATE-SEE NOTE-TO BE UPDATED) 68 FIGURE 3-2 SLC TERMINAL COMPLEX 71 FIGURE 3-3 THE NEW SLC 78 Airport Revenue Bonds,Series 2023 Salt Lake City International Airportl xvii Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 FIGURE 4-1 FLOW OF FUNDS 90 xviii I Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 1 Role of the Airport and Economic Base for Air Traffic This chapter introduces the Salt Lake City International Airport(SLC or the Airport) and summarizes the role the Airport serves in accommodating air traffic for the nation, the region, and as a primary connecting hub within Delta Air Lines' (Delta's) network. This chapter also describes the Salt Lake City region's socioeconomic base and its ability to continue to support demand for air transportation. 1 .1 Role of the Airport The Airport is owned and operated by Salt Lake City, Utah (the City), with the support and advice of the Salt Lake City Airport Board (Airport Advisory Board). The Department, a department of the City, is charged with operating the Airport System, as defined herein. The Airport serves as the principal commercial service airport for the Salt Lake City metropolitan region, the State of Utah, and portions of Colorado, Idaho, Nevada, and Wyoming. 1 .1.1 National Role The Airport has consistently been one of the largest 30 commercial passenger airports in the U.S in terms of enplaned passengers. In calendar year(CY) 2019, the Airport had 12.8 million enplaned passengers, 23rd most in the U.S. In CY 2020, enplaned passengers at the Airport decreased by 53.4% to 6.0 million primarily because of the Coronavirus Disease 2019 (COVID-19) pandemic. In CY 2021, enplaned passengers at SLC increased to 10.8 million, approximately 84.1% of CY 2019 Ievels.2 Based on data from the Department for CY 2022, the Airport had approximately 12.9 million enplaned passengers, which is a recovery back to CY 2019 levels. SLC's post-pandemic recovery in passenger traffic has been relatively more favorable than most of the largest airports in the U.S. with the average large hub airport in CY 2021 being approximately 69% of CY 2019 passenger levels. The Airport was the 51h fastest of all large hubs in terms of passenger recovery during this time. [Include CY 2022 data when available]As a result, SLC was able to move up in the rankings to 201" in terms of total enplaned passengers in CY 2021. Based on its level of activity, the Airport is classified by the Federal Aviation Administration (FAA)as one of 30 Large Hub facilities in the U.S.3 Table 1-1 provides the enplaned passenger volume for Large Hub airports4 in the U.S. for CY 2019 and CY 2021. In addition to passenger operations, there is also a significant amount of air cargo processed at the Airport. According to Airports Council International—North America (ACI-NA), 214,472 metric tons of air cargo, including both freight and mail, were loaded and unloaded at the Airport in CY 2020. In CY 2021, 205,472 metric tons of air cargo were loaded and unloaded at SLC which represented a 4.4% decrease from CY 2020. The Airport was ranked as the 31 sc busiest cargo airport in the U.S. in CY 2021. 2 Enplaned passenger values are from the FAA's,Air Carrier Activity Information System(ACAIS)and may not match the Airport's reported values. 3 The FAA classifies Large Hubs as those airports that each account for 1 percent or more of total U.S. passenger enplanements. 4 Large Hub facilities based on CY 2021 enplanements. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 11 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Table 1-1 U.S. Large Hub Airports Enplaned Passenger Rankings (Ranked based on CY 2021) Enplaned Passengers(in 000s) Percent Rank City Airport Hub Size Code CY 2021 CY 2019 Change 1 Atlanta Hartsfield-Jackson Atlanta International Large ATL 36,676 53,506 -31.5% 2 Fort Worth Dallas-Fort Worth International Large DFW 30,005 35,779 -16.1% 3 Denver Denver International Large DEN 28,646 33,593 -14.7% 4 Chicago Chicago O'Hare International Large ORD 26,351 40,871 -35.5% 5 Los Angeles Los Angeles International Large LAX 23,663 42,939 -44.9% 6 Charlotte Charlotte/Douglas International Large CLT 20,901 24,200 -13.6% 7 Orlando Orlando International Large MCO 19,619 24,562 -20.1% 8 Las Vegas Harry Reid International Large LAS 19,160 24,728 -22.5% 9 Phoenix Phoenix Sky Harbor International Large PHX 18,940 22,434 -15.6% 10 Miami Miami International Large MIA 17,500 21,421 -18.3% 11 Seattle Seattle-Tacoma International Large SEA 17,430 25,002 -30.3% 12 Houston George Bush Intercontinental/Houston Large IAH 16,243 21,905 -25.8% 13 New York John F Kennedy International Large JFK 15,273 31,037 -50.8% 14 Newark Newark Liberty International Large EWR 14,514 23,161 -37.3% 15 Fort Lauderdale Fort Lauderdale/Hollywood International Large FLL 13,599 17,951 -24.2% 16 Minneapolis Minneapolis-St Paul International Large MSP 12,211 19,193 -36.4% 17 San Francisco San Francisco International Large SFO 11,725 27,779 -57.8% 18 Detroit Detroit Metro Wayne County Large DTW 11,518 18,143 -36.5% 19 Boston General Edward Lawrence Logan International Large BOS 10,910 20,699 -47.3% 20 Salt Lake City Salt Lake City International Large SLC 10,796 12,841 -16.9% 21 Philadelphia Philadelphia International Large PHL 9,820 16,006 -38.7% 22 Glen Burnie Baltimore/Washington International Large BWI 9,254 13,285 -30.3% 23 Tampa Tampa International Large TPA 8,847 10,979 -19.4% 24 San Diego San Diego International Large SAN 7,836 12,649 -38.0% 25 New York LaGuardia Large LGA 7,827 15,394 -49.2% 26 Chicago Chicago Midway International Large MDW 7,681 10,082 -23.8% 27 Nashville Nashville International Large BNA 7,594 8,936 -15.0% 28 Dulles Washington Dulles International Large IAD 7,228 11,884 -39.2% 29 Arlington Ronald Reagan Washington National Airport Large DCA 6,732 11,595 -41.9% 30 Austin Austin-Bergstrom International Airport Large AUS 6,666 8,507 -21.6% Source: Federal Aviation Administration,Air Carrier Activity Information System (ACAIS), September 2022, accessed March 2023. 2 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 ACI-NA data indicated that the Airport had 276,730 aircraft operations' in CY 2020 (including all-cargo carrier operations), down 19.7%from CY 2019.Aircraft operations at the top 30 airports in the U.S. decreased an average of 30.5% over the same period. In CY 2021, aircraft operations at SLC increased 23.8% compared to an average of 34.3%for the other airports in the top 25. The Airport's moderately low decline and subsequent recovery in aircraft operations during the COVID-19 pandemic has resulted in the Airport increasing its rank from the 23rd busiest airport in the U.S. in CY 2019 to the 141h for CY 2021. 1.1.2 Regional Role The Airport serves as the primary commercial service airport for the Salt Lake City metropolitan area and the surrounding region. Origin and destination (O&D) passengers, or those that begin or end their travel at the Airport, accounted for approximately 59.7% of passenger traffic at the Airport in Fiscal Year(FY)6 2022. The share of O&D passengers at the Airport increased from prior years in FY 2022. For example, for the period of FY 2018 through FY 2021, O&D passengers at the Airport averaged approximately 58% of total traffic.At this time, it is unclear if the share of O&D traffic relative to all passenger traffic will return to historical levels and whether more recent percentages of O&D traffic are temporary as a result of impacts associated with the COVID-19 pandemic or other factors such as reductions in airline capacity due to pilot and staffing shortages, aircraft availability, etc. Delta handles the vast majority of the connecting passengers (88.2% in FY 2022) at the Airport. More information on the Airport's O&D market and Delta's operations at the Airport is presented in Chapter 2. The geographic region that serves as an airport's primary catchment area is referred to as its "Air Service Area". For the purposes of this report, the Airport's Air Service Area is defined as the Salt Lake City-Provo-Orem Combined Statistical Area (CSA), which includes the following ten counties in Utah: Box Elder, Davis, Juab, Morgan, Salt Lake, Summit, Tooele, Utah, Wasatch, and Weber.'The Salt Lake City-Provo-Orem CSA was the 22"d most populous CSA in the nation in CY 2021 with approximately 2.75 million people and accounted for approximately 82.3% of the entire population of Utah. In many cases, an airport's air service area can extend beyond its `primary'Air Service Area depending on the location of other population centers and availability of other commercial service airports. However, it is generally the economic strength of the primary air service area that provides the principal demand for O&D air travel. In the case of the Airport, its secondary air service area generally consists of the remainder of the State and portions of Colorado, Idaho, Nevada, and Wyoming within about 300 driving miles from the Airport. The Air Service Area is largely isolated from competing airport facilities and, hence, the Airport has limited, if any, competition for air service. Las Vegas's Harry Reid International Airport (LAS) (formerly McCarran International Airport) is the closest large hub airport and is over 400 driving miles from the Airport. Denver International Airport (DEN), the next closest large hub, is over 500 driving miles from the Airport. Boise Airport in Idaho is over 300 driving miles from the Airport; however, it is a smaller facility and classified as a medium hub by the FAA.' Figure 1-1 illustrates the Airport's location in relation to its Air Service Area as well as the other commercial airports within the region. 5 An aircraft operation includes the landing,takeoff,or touch-and-go procedure by an aircraft on the runway at an airport. 6 The Airport's Fiscal Year is the 12-month period ending June 30. Executive Office of the President:Office of Management and Budget, Revised Delineations of Metropolitan Statistical Areas,and Combined Statistical Areas,and Guidance on Uses of the Delineations of These Areas, March 6,2020. 8 The FAA classifies Medium Hub airports as those serving at least 0.25%but less than 1.00%of annual U.S.passenger boardings. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 13 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Figure 1-1 Air Service Area and Proximity to Other Airports Boise Air Terminal/Gowen Oregon Field Idaho Wyoming Salt Lake City-Provo-Orem,UT Salt Lake City International Airport Denver Reno Tahoe International International Airport Nevada Utah Airport Colorado California Harry Reid International Airport Albuquerque International New Mexico Sunport Arizona Phoenix Sky Harbor International � Airport U e t 4e Driving CY 2022 FAA Distance from Nonstop Enplaned Airport Downtown Destinations Passengers Airport Code Category Salt Lake City (April 2023) (000S) Salt Lake City International Airport SLC Large 8 miles 90 12,871 Boise Airport BOI Medium 337 miles 23 2,248 Harry Reid International Airport LAS Large 428 miles 148 25,818 Reno-Tahoe International Airport RNO Medium 520 miles 16 2,155 Denver International Airport DEN Large 524 miles 197 34,644 Albuquerque International Sunport ABQ Medium 602 miles 25 2,374 Phoenix Sky Harbor International Airport PHX Large 666 miles 141 22,296 Sources: Salt Lake City Department of Airports(for SLC); Individual Airport Websites, accessed March 2023. Cirium, Diio Mi, Schedule—Dynamic Table, accessed April 2023 4 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 1.1.3 Role as a Hub for Delta Air Lines The Airport has served as a hub for Delta for many decades. Prior to the impacts associated with the global COVID-19 pandemic, Delta's enplaned passengers increased over the years, averaging 2.2% growth per annum from FY 2011 through FY 2019. Delta's enplaned passenger market share, including its regional affiliates, comprised approximately 73.4% of enplaned passengers at the Airport in FY 2022. Figure 1-2 presents the Airport's enplaned passenger market share for FY 2022.As shown, Delta has the largest passenger market share at the Airport. Figure 1-2 Enplaned Passenger Market Share at the Airport(FY 2022) Share of Enplaned Passengers 0.0% 10.0% 20.0% 30.0% 40.0% 50.0% 60.0% 70.0% 80.0% Delta Air Lines Mainline Regional73.4% Southwest Airlines 10.4% American Airlines 5.4% United Airlines 4.7% Alaska Airlines 2.3% JetBlue Airways 1.9% Frontier Airlines 1.7% Spirit Airlines 0.2% Other 0.0% Notes: Regional affiliates, as applicable, have been included with their appropriate network partner.Amounts may not add because of rounding. Source: Salt Lake City Department of Airports, accessed March 2023. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 15 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 While O&D passengers have experienced an overall increasing trend in recent years both as a percentage and in absolute terms, a significant portion of Delta's air traffic at the Airport is connecting passengers, or passengers that have a scheduled stop at the Airport and transfer to another flight. In recent years, prior to the impacts of the COVID-19 pandemic, the percentage of Delta's traffic that is connecting traffic at the Airport, rather than O&D has declined at the Airport. This decrease in connecting passenger percentage over this period, or a corresponding increase in O&D passenger percentage for Delta, can be partly attributed to Delta business decisions and the ongoing economic growth of the Air Service Area as local demand for air travel has generally been increasing. Figure 1-3 presents the percentage of Delta traffic that was connecting passengers at the Airport from FY 2010 and through FY 2022. Delta's operations at the Airport are described in more detail in Section 2.1.5 herein.As described earlier, it is uncertain at this time whether recent trends in O&D and connecting traffic at the Airport are permanent or are temporary. Figure 1-3 Percentage of Connecting Passengers for Delta Traffic Only at the Airport(FY 2011 — FY 2022) 70% N 60% N � 01 E 50% N Q N � a. W a u 40% c -0 0 � N .� 30% O J Cn Q Co _ 20% J � ao +° 10% QU N 0% FY FY FY FY FY FY FY FY FY FY FY FY FY 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 Source: US DOT Reports DB1A; US DOT T100 Report, accessed via Cirium, Diio Mi, accessed March 2023. 6 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 1 .2 Socioeconomic Base for Air Traffic Generally, air travel demand at an airport is largely correlated with the demographic and economic characteristics of the surrounding region. The economic strength of the Air Service Area has a major impact on the aviation activity at the Airport since most of the Airport's passenger demand is O&D. The following sections review current economic trends and conditions in the Air Service Area and present data indicative of its capability to generate demand for air transportation through the next several years. Data for population, age distribution, educational attainment, income, and gross regional product (GRP)for the Air Service Area are discussed below. Parallel data for the U.S. are also shown to provide a basis of comparison to trends in the Air Service Area. Where available, historical data will be presented for the CY 2012 to CY 2022 period, which represents the most recent 10-year trend for historical data.Also, where available, data projections through CY 2030 are included to be consistent with air traffic and financial projections presented later in this Report. 1.2.1 Population A growing population is a significant source of demand for air travel.According to the U.S. Census Bureau, 39 of the 175 CSAs in the U.S. had an estimated population in excess of 1.5 million people in CY 2021, including the Salt Lake City CSA, which is defined as the Air Service Area (ASA)for this Report.'The Salt Lake City CSA has been one of the fastest growing CSAs in the U.S. for more than a decade, but growth has accelerated in recent years. For the five-year period of CY 2017 through CY 2021 (the latest data available), the population in the Salt Lake City CSA has increased at a compound annual growth rate (CAGR)of 1.8%, the second fastest rate of CSAs in excess of 1.5 million people. Figure 1-4 presents the CAGR for the period of CY 2017 through CY 2021 for population in the nation's fastest growing CSAs. The Air Service Area's population ranks 22nd among the nation's largest CSAs. Table 1-2 provides CY 2012 and CY 2021 population data from Woods & Poole Economics, Inc (W&P). Between CY 2012 and CY 2021, the population of the Air Service Area increased by 16.5%from approximately 2.4 million to 2.7 million. Since CY 2012, the Air Service Area's population has increased at a CAGR of 1.7%, the same as Utah overall (1.7%) but significantly higher growth than that of the U.S. as a whole (0.6%). 9 U.S.Census Bureau, Metropolitan and Micropolitan Statistical Areas Population Totals and Components of Change:2020-2021 Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 17 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Figure 1-4 Population Growth in U.S. CSAs with Population in Excess of 1.5 Million Population Growth Compound Annual Growth Rate (CY 2017- 2021) -0.5% 0.0% 0.5% 1.0% 1.5% 2.0% 2.5% Jacksonville 2.0% Salt Lake City 1.8% Nashville 1.8% Orlando 1.8% Raleigh 1.7% Dallas 1.4% Charlotte 1.4% Las Vegas 1.3% Greenville 1.3% San Antonio 1.3% Atlanta 1.1% Houston 1.1% Oklahoma City 1.0% Sacramento 1.0% Indianapolis 1.0% Phoenix 1.0% Seattle 0.9% Denver 0.9% Minneapolis 0.8% Columbus 0.7% Kansas City 0.7% Portland 0.6% Philadelphia 0.6% Cincinnati 0.6% Greensboro 0.6% Virginia Beach 0.6% Boston 0.6% New York 0.6% Louisville 0.6% Washington 0.5% Detroit 0.2% Pittsburgh 0.2% Cleveland 0.1 Miami 0.1 St Louis 0.0% 0.0% Milwaukee 0.0% Chicago -0.2% San Jose -0.3% Los Angeles Sources: U.S. Census Bureau, Metropolitan and Micropolitan Statistical Areas Population Totals and Components of Change:2020-2021,Annual Resident Population Estimates and Estimated Components of Resident Population Change for Metropolitan and Micropolitan Statistical Areas and Their Geographic Components:April 1, 2010 to July 1, 2019, accessed March 2023. 8 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Table 1-2 Population (CY 2012 and CY 2030) Population (In Thousands) CAGR Actual Estimated Projection CY CY Region CY 2012 CY 2021 CY 2030 2012-2021 2021-2030 United States 314,281 331,894 352,070 0.6% 0.7% Utah 2,861 3,338 3,747 1.7% 1.3% Air Service Area 2,357 2,746 3,081 1.7% 1.3% Salt Lake County, UT 1,068 1,186 1,303 1.2% 1.0% Utah County, UT 542 685 800 2.6% 1.7% Davis County, UT 317 367 415 1.7% 1.4% Weber County, UT 236 267 290 1.4% 0.9% Tooele County, UT 60 77 88 2.8% 1.5% Box Elder County, UT 50 60 64 1.9% 0.8% Summit County, UT 38 43 49 1.4% 1.4% Wasatch County, UT 25 36 45 4.1% 2.4% Morgan County, UT 10 13 15 2.9% 1.5% Juab County, UT 10 12 13 1.9% 1.1% Notes: CAGR=Compound annual growth rate. Source: Woods&Poole Economics, Inc., 2022 Complete Economic and Demographic Data Source, June 2022, accessed March 2023. Figure 1-5 depicts the depicts historical and forecasted population indexed to CY 2012 for the Air Service Area and for the U.S. overall. Population growth in the Air Service Area has continually outpaced the nation.According to W&P, population in the Air Service Area is forecast to increase from 2.7 million in CY 2021 (estimated) to 3.1 million in CY 2030, resulting in a CAGR of 1.3%, which is almost double the rate forecast for national population. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 19 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Figure 1-5 Historical and Forecast Population Trends (CY 2012—CY 2030) Air Service Area United States 140 Forecast No. 130 N 120 N Population in the ASA has and is p } projected to grow at a significantly U faster rate than the rest of the nation 11 110 � o Qo x a� 2 100 90 80 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 Source: Woods& Poole Economics, Inc., 2022 Complete Economic and Demographic Data Source, June 2022, accessed March 2023. 1.2.1.1 Components of Population Growth A high birth rate combined with a low mortality rate has historically been the main driver for population growth in the region. In CY 2021, there were more than 37,600 births compared to about 17,300 deaths in the Air Service Area, which as a result, led to an increase in population of more than 20,300 people related to natural growth. The Air Service Area has historically had one of the highest birth rates in the U.S. In CY 2021, the Air Service Area had birth rate of 13.7 per 1,000 residents which was the ninth highest rate of all CSAs in the U.S. and it is the highest rate of any CSA with a population in excess of one million. In CY 2011, the birth rate was 18.6 per 1,000 residents, significantly higher than the rate in CY 2021. However, population growth has remained strong as net migration has increased in recent years. In CY 2011, the Air Service Area only added about 2,300 people as a result of migration but in CY 2021 there was about an additional 17,100 added to the Air Service Area population as a result of migration. Utah has experienced net migration in 13 of the past 32 years and in the past two years, migration has driven population growth. 10 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 1.2.1.2 Age Distribution Demand for air travel varies by age group. It is assumed that people of working ages10 from 25 to 64 account for a higher share of air travel than older or younger people as they often traveled for business purposes and have more disposable income available for leisure trips. Figure 1-6 presents the distribution of age groups among the population for the Air Service Area and the U.S. Overall, the median age of the population for the Air Service Area (31.4 years) is significantly lower than nationally (38.8 years). The Air Service Area's share of population between the working ages of 25 and 64 is currently somewhat lower than that of the U.S. Persons within the Air Service Area between the ages of 25 and 64 accounted for 49.5% of the population as compared to 51.9%for the U.S. While the share of working age population in the Air Service Area is somewhat lower than that of the U.S., it does have a higher proportion of population in the younger working age range, or ages 24 to 46. This provides an opportunity for the Air Service Area to maintain a robust working age population for years to come as the population ages. Figure 1-6 Age Distribution (CY 2021) Air Service Area ■United States 9% 8% 7% c 6% (n T Q Z3 0 p 5% U_ it 0 � Q � U i a_ 3% 2% 1% 0% <5 5-9 10-1415-19 20-24 25-29 30-34 35-39 40-44 45-49 50-54 55-59 60-64 65-69 70-74 75-79 80-84 85+ Young Age Working Age Seniors Note: Commonly,working age is defined as those people aged 15 to 64. However,for the purposes of this Report, a narrower age range of 25 to 64 has been used to reflect the group of people most likely beyond secondary education and more likely to be employed on a full-time basis. Source: US Census Bureau, 2021:ACS 1-Year Estimates Data Profiles, accessed March 2023. 10 Commonly,working age is defined at those people aged 15 to 64. However,for the purposes of this Report,a narrower age range of 25 to 64 has been used to reflect the group of people most likely beyond secondary education and more likely to be employed on a full-time basis. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 111 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 1.2.1.3 Educational Attainment Consumer Expenditure Survey data from the U.S. Bureau of Labor Statistics show that people with a college degree have, historically, generated a higher percentage of expenditures on air travel. Figure 1-7 presents the share of educational attainment for persons aged 25 or older within the Air Service Area and the U.S.According to the U.S. Census Bureau, 47.2% of the population aged 25 or older in the Air Service Area have a college degree or higher. By comparison, only 43.8% of the population aged 25 or older in the U.S. have a college degree or higher. In CY 2021, there were nearly 225,000 persons enrolled in college or graduate school in the Air Service Area which is equivalent to about 11.5% of the population over the age of 18 years old." In comparison, the U.S. had approximately 21.2 million persons enrolled in college or graduate school in CY 2021 which equates to 8.2% of the population over the age of 18 years old. Some of this disparity is due to the younger population in the Air Service Area (those over the age of 25 are less likely to be currently attending college), but is also attributable to a higher share of younger people attending college. In the Air Service Area, approximately 48.9% of the population between 18 and 25 are enrolled in school compared to approximately 48.3%for the U.S. Figure 1-7 Educational Attainment(CY 2021) ■Advanced Degree ■Bachelor's Degree ■Associate Degree Some College, No Degree High School Diploma or Equivalent ■Not a High School Graduate United States *1=0 I 47.2%of Air Service lArea's population has a college degree or higher as compared to 43.8%for the United States Air Service Area P P PION 0% 10% 20% 30% 40% 50% 60% 70% 80% 90% 100% Percent of People 25 Years or Older Source: US Census Bureau, 2021:ACS 1-Year Estimates Data Profiles, accessed March 2023. 11 US Census Bureau,2021:ACS 1-Year Estimates Data Profiles. 12 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 1.2.2 Employment Growth in employment is an important indicator of the overall health of the local economy. Historically, changes in population and employment tend to be closely correlated because people migrate in and out of areas largely depending on their ability to find work. Figure 1-8 presents actual and forecast annual growth rates for employment in the Air Service Area and the U.S. from CY 2012 through CY 2030. From CY 2012 through CY 2019, employment in the Air Service Area increased at a CAGR of 3.1% compared to 1.7%for U.S. as a whole. In CY 2020, employment in the Air Service Area decreased by 1.2% as a direct result of the impacts associated with the COVID-19 pandemic. The decline in employment was not as deep when compared to many other areas of the U.S. In CY 2020, employment in the U.S. decreased by 5.4%. In CY 2021, there was a significant recovery in employment both in the Air Service Area and the U.S. Employment in the Air Service Area increased by 5.0% in CY 2021 which resulted the Air Service Area having more employed persons than it did in CY 2019, while nationwide employment was still recovering in CY 2021. Future growth in employment is forecast to be higher in the U.S. than the Air Service Area over the next few years while the U.S. is forecast to continue to recover from the impacts associated with the COVID-19 pandemic; however, the ASA overall is forecast to have a higher long- term growth rate in employment over the projection period. Figure 1-8 Historical and Forecast Employment Trends (CY 2012—CY 2030) Air Service Area United States 0 ° Forecast No. 6.0% Employment growth in the Air Service Area is forecast to outpace the U.S. as a whole once 4.0% recovery from the o COVID-19 pandemic is c (D complete 2.0% I I p i E > 0.0% W 0 L I (� I } -2.0% I I I -4.0% I I -6.0% 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 Source: Woods&Poole Economics, Inc., 2022 Complete Economic and Demographic Data Source, June 2022, accessed March 2023. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 1 13 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 1.2.2.1 Labor Force & Unemployment Rates Unemployment rates are an indicator of economic health as rates usually decrease as economic activity in the region grows. Figure 1-9 presents the historical unemployment rates for the Air Service Area and the U.S.As shown, from CY 2008 through CY 2019, unemployment rates in the Air Service Area trended similar to the national average but at a consistently more favorable rate. Primarily as a result of the Great Recession (generally late CY 2007 to mid CY 2009)and its lingering impacts, unemployment for the Air Service Area peaked at 8.1% in January 2010 as compared to the national unemployment peak of 10.6% in the same month. Total employment during CY 2019 increased at a faster rate than population since the end of the Great Recession, resulting in significant declines in unemployment rates during that time. However, since the impacts associated with the COVID-19 pandemic occurred in the U.S. starting in March 2020, unemployment rates increased to historic levels as a result of stay-at-home orders and companies hedging for potential losses. In April 2020, the unemployment rate for the Air Service Area reached 9.9% compared to the national rate of 14.4%. Both the national unemployment rate and the unemployment rate in the Air Service Area declined relatively rapidly from these peaks over the next several months with the Air Service Area remaining well below national levels. In December 2022, the unemployment rate for the Air Service Area was 2.0%, which was significantly lower than that of the U.S. at 3.3%. Figure 1-9 Unemployment Rates (January 2008—December 2022) Air Service Area United States 16% Unemployment rates reached historic levels National unemployment as COVID-19 results in 14% rates originally peaked the shutdown of in late 2009, early 2010 businesses on a 12% in the months following national level the recession 10% cQ m E+<0 8% O O 0 _ Q N w 6% d U) O z 4% 2% 0% O c0 O O O O N N M C2 � L2 Ln O O ti O O O O O O N N Cl)O O O O N N N N N N N C C C .. C C C C C C C C C C 7 C 7 C 7 C C6 � (6 � C6 � (6 � N � N � N � N � N � N � (6 � (6 � (0 � (0 � (0 � (0 Sources: U.S. Department of Labor: Bureau of Labor Statistics, Labor Force Statistics from the Current Population Survey, accessed March 2023. 14 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 1.2.2.2 Industry Sectors Figure 1-10 presents employment by industry sector for the Air Service Area and the U.S for CY 2021.As shown, the goods-producing sectors accounted for 13.8% of the jobs in the Air Service Area while nationally they accounted for 12.8%. The service-providing sectors accounted for 86.2% of the jobs in the Air Service Area compared to 87.2% nationally. The share of most of the sectors are similar between the Air Service Area and the U.S. Some notable differences include a higher share of professional and financial services in the Air Service Area, and a lower percentage of the education and health sector and the leisure and hospitality sector in the Air Service Area. Overall, while there are certain differences is the distribution of industry sectors, it can be concluded that the Air Service Area's general industry composition is relatively close to that of the U.S. Figure 1-10 Employment by Industry Sector(CY 2021) 100% Trade, Trade, Transportation, Transportation, 90% and Utilities and Utilities .' 80% Professional Professional Services Services 70% 16.3% N C O Financial Activities Activities i O 60% 10.4% a a o Education a) 50% Education • Health Q.� • Health w 40% Government 30% Leisure and Hospitality Leisure and Hospitality 8.1% 9.4% 20% Other Other 7.1% 7.4% 0% _iw Air Service Area United States Source: Woods& Poole Economics, Inc., 2022 Complete Economic and Demographic Data Source, June 2022, accessed March 2023. 1.2.2.3 Major Employers The top employers in Utah with more than 4,000 employees for CY 2021 are shown in Table 1-3. These employers serve a diverse range of industries including but not limited to health care, education, government, and retail. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 1 15 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Table 1-3 Top Employers in Utah (CY 2021) Average Annual Rank Company Name Industry Employment 1 Intermountain Healthcare Health Care 20,000 + 2 University of Utah Higher Education 20,000 + 3 Wal-Mart Associates Warehouse Clubs/Supercenters 20,000 + 4 State of Utah State Government 20,000 + 5 Brigham Young University Higher Education 15,000-19,999 6 Hill Air Force Base Federal Government 10,000-14,999 7 Davis County School District Public Education 7,000-9,999 8 Smith's Food and Drug Centers Grocery Stores 7,000-9,999 9 Utah State University Higher Education 7,000-9,999 10 Aine School District Public Education 7,000-9,999 11 Granite School District Public Education 7,000-9,999 12 Northrop Grumman Aerospace 7,000-9,999 13 U.S. Department of Treasury Federal Government 7,000-9,999 14 Jordan School District Public Education 5,000-6,999 15 Amazon.com Services Courier/Express Delivery Service 5,000-6,999 16 Utah Valley University Higher Education 5,000-6,999 17 Salt Lake County Local Government 5,000-6,999 18 U.S. Postal Service Federal Government 5,000-6,999 19 The Home Depot Home Centers 5,000-6,999 20 United Parcel Service Courier/Express Delivery Service 4,000-4,999 21 The Canyons School District Public Education 4,000-4,999 22 Weber County School District Public Education 4,000-4,999 23 Delta Air Lines Air Transportation 4,000-4,999 24 ARUP Laboratories Medical Laboratory 4,000-4,999 Source: Utah Department of Workforce Services, Largest Employers by County, accessed March 2023. 16 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 1.2.2.4 Silicon Slopes The area surrounding Lehi, Utah is commonly referred to as Silicon Slopes due to its expanding tech presence. While the regional economy is not dependent on the growing tech community, it is helping to diversify the workforce in the area. The area is located south of the ASA between Salt Lake City and Provo. Most tech businesses have been searching for an optional location to the traditional Silicon Valley location in California. Utah offers lower taxes and a competitive workforce with young and highly educated individuals as compared to Silicon Valley, and is in relative proximity to Silicon Valley with a flight just under two hours. In 2014, eBay opened a 240,000-square-foot campus in Salt Lake City.Adobe chose the region as the site for its new$90 million facility in 2018 and acquired Lehi based software company, Workfront in 2020. In 2021, Micron sold its microchip plant in the region to Texas Instruments. Other major nation-wide companies with a significant presence in Silicon Slopes include Microsoft, Oracle, 1-800 Contacts, Facebook, LexisNexis, and Cisco. There are a number of additional related companies located in this area.Ancestry.com was started by two Brigham Young University graduates in 1996 and is still headquartered in Lehi, Utah. Internet retailer Overstock.com has its headquarters in Midvale, Utah. Vivint, a smart home and home security company, was founded in Provo, Utah in 1999. In December 2022, it was announced that NRG would be acquiring Vivint. Qualtrics, a cloud-based subscription software platform for experience management company, has one of its two headquarters located in Provo, Utah.American Fork is home to Domo. Domo is a cloud-based software company that specializes in business intelligence and data visualization. The expense Management and Business budgeting software, Divvy, is located in Draper, Utah. HireVue, which develops a platform used to automated workflows to allow companies to scale hiring, is headquartered in South Jordan, Utah. 1.2.3 Income Income statistics are broad indicators of the relative earning power and wealth of an area and provide a measure of the relative affluence of a region's residents and, consequently, of their ability to afford air travel. 1.2.3.1 Per Capita Personal Income Per capita personal income (PCPI) corresponds to the income per resident(total income divided by total population). Figure 1-11 provides the historical and forecasted PCPI for the Air Service Area and the U.S. from CY 2012 through CY 2030. In CY 2012, PCPI in the Air Service Area was $43,192, which was lower than the national average of$51,477. From CY 2012 through CY 2021, PCPI in the Air Service Area has increased at a CAGR of 2.9% as compared to a 1.9% CAGR for the U.S. However, the PCPI in the Air Service Area reached an estimated $55,741 in CY 2021 which was $5,222 lower than the national average. It assumed that the Air Service Area's younger population and lower share of working age population as compared to the U.S. contributes to PCPI being lower than the national average. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 117 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Figure 1-11 Historical and Forecast Per Capita Personal Income Trends (CY 2012—CY 2030) Air Service Area United States $80 Forecast No. $70 m $60 Eo 0 U PCPI in the Air Service _ $50 Area is projected to remain obelow the national average C N i O L N $40 a c M •" $30 o V � F- a $20 $10 $0 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 Source: Woods&Poole Economics, Inc., 2022 Complete Economic and Demographic Data Source, June 2022, accessed March 2023. 1.2.3.2 Household Income While PCPI is lower for the Air Service Area than the U.S., household income is greater. To understand the distribution of income within the region, households within the Air Service Area were segmented into three categories: upper-class households, middle-class households, and lower-class households. The Pew Research Center defines the upper-class as adults whose income is more than double the national median. In CY 2022, the national median household income was $69,717, so upper-class would be considered those with a household income over$139,434. For the purposes of this Report, upper-class has been defined as those with a household income of$150,000 or more. The Pew Research Center defines the middle-class as adults whose income falls between two-thirds and double the national median. For the purposes of this Report, middle-class has been defined as those with a household income of at least$50,000 but less than $150,000. Households in the middle and upper-class brackets more likely have individuals whose jobs require travel when compared to lower-class households.Additionally, upper-class households generally have more disposable income and can therefore afford more leisure travel than households in other income brackets. Figure 1-12 presents the percentage of households within each income bracket for the Air Service Area as compared to the U.S. for CY 2021.As shown, 20.3% of households in the Air Service Area were considered upper-class, which is above the national average of 17.7%.Additionally, the Air Service has a larger share of middle-class households (53.1%) compared to the U.S. (45.9%). 18 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Figure 1-12 Distribution of Household Income (CY 2021) ■Upper-Class($150K+) Middle-Class($50K-$149K) ■Lower-Class(<$50K) United States 45.9% (Median =$69,717) Air Service Area 53.1% (Median =$82,797) 0% 10% 20% 30% 40% 50% 60% 70% 80% 90% 100% Percent of Households Source: US Census Bureau, 2021:ACS 1-Year Estimates Data Profiles, accessed March 2023. 1.2.4 Gross Domestic/Regional Product Gross domestic product(GDP) and GRP are measures of the value of all final goods and services produced within a geographic area. These measures are general indicators of the economic health of a geographic area and, consequently, of the area's potential demand for air transportation services. Figure 1-13 presents the historical and forecasted GDP for the U.S. and GRP for the Air Service Area on a per capita basis from CY 2012 through CY 2030. Over the period shown, GRP for the Air Service Area on a per capita basis has been lower than that of the U.S. apart from CY 2020; however, the Air Service Area has trended much closer to the U.S. in recent years. Growth in GRP for the Air Service Area is forecasted to be minimal over the next 2 years, which is forecast to result in a slight gap between it and the U.S. per capita GDP. However, the gap is forecasted to narrow through the forecast period. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 119 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Figure 1-13 Historical Per Capita Gross Domestic/Regional Product Trends (CY 2012—CY 2030) Air Service Area United States $90 Forecast No. U $80 0 a $70 c C The gap between GRP .o U in the Air Service Area y $60 and GDP is forecasted CD N to narrow through the NN $50 forecast O 0 $40 (n O 0 _r_ $30 c M - +' $20 a M U ; y $10 a $0 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 Source: Woods&Poole Economics, Inc., 2022 Complete Economic and Demographic Data Source, June 2022, accessed March 2023. 1.2.5 Regional Tourism and Visitors In CY 2021, travelers directly spent$10.6 billion in Utah supporting approximately 130,600 total jobs.12 Nonresident visitors spent 81.9% of this amount with a majority of those visitors traveling for leisure purposes." Outdoor tourism is a major industry in the Air Service Area and for the surrounding region and the State. In general, outdoor tourism consists of two main seasons: summer and winter. However, it is not uncommon to find outdoor tourists in all months. In the summer season, the main driver for outdoor tourism is the national and State parks. In the winter, it is primarily the numerous ski resorts throughout the region. [Details on business and leisure and O vs. D to come if available] 12 Kern C.Gardner Policy Institute,The State of Utah's Travel and Tourism Industry 2021, February 2023. 13 Kern C.Gardner Policy Institute,The State of Utah's Travel and Tourism Industry 2021, February 2023. 20 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 1.2.5.1 National and State Parks Utah is home to five national parks, nicknamed 'The Mighty 5,14 which combined for 10.7 million recreation visits in CY 2019.All five of the parks provide miles of trails for hiking, backpacking, snowshoeing, cross country skiing, and horseback riding with backdrops of sweeping vistas and some of the highest concentrations of hoodoos (irregular columns of rock)found anywhere in the world. There are also 11 national places, including the Glen Canyon National Recreation Area and the Golden Spike National Monument. The COVID-19 pandemic initially caused the temporary closure of all the national parks in Utah by early April 2020.According to data from the National Park Service, the Mighty 5 had 7.8 million recreation visits in 2020, a decline of 27.4%. The parks began to reopen in May 2020. Figure 1-14 presents the monthly visits to the Mighty 5 from January 2019 through December 2022.As shown, there was a significant drop in visitors beginning in March 2020. However, visitor traffic was relatively robust in the late summer and early fall of 2020 considering much of the tourism in the U.S. was still severely impacted as a result of the pandemic. In CY 2021, visitors to the Mighty 5 exceeded pre- pandemic levels with 11.3 million. Visitors to the Mighty 5 declined in CY 2022 to 10.5 million, slightly below CY 2019 levels. Figure 1-14 Park Visitors to the Mighty 5 (January 2019—December 2022) 2022 2021 2020 2019 2.0 1.6 N i N 1.2 o Y c 0.8 cc — a 0.4 0.0 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Source: National Parks Service, National Reports, accessed March 2023. In addition to the Mighty 5 national parks, Utah has 44 state parks. In CY 2019, state park visits increased 10.6% relative to CY 2018 or from 6.7 million to 7.4 million people. Unlike the national parks, Utah's state parks saw significant growth in visits in CY 2020, receiving over 10 million visits. The growth continued into CY 2021, as Utah state parks reported a record 11.6 million visitors. In CY 2022, visitor counts declined to just under 10 million visits. 14 Mighty 5 includes Arches, Bryce Canyon,Canyonlands,Capitol Reef,and Zion. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 121 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 1.2.5.2 Ski Resorts The ski industry is another major driver of tourism in Utah. For the 2018-19 season which runs from mid- November through to April, there were 5.1 million skier days15 in Utah, the most on record. The 2019-20 season was shut down early because of the COVID-19 pandemic. However, despite the shortened season, Utah's ski resorts still saw their fourth best season on record.16 All 15 of Utah's ski areas were open for the 2020-21 season with safety protocols in place. For the 2020-21 season, ski resorts saw a record-breaking total of more than 5.3 million skier days, up nearly 3.5%from the previous record from the 2018-19 season. This trend continued in the 2021-22 season when there were 5.8 million skier days." Out of state skiers contributed $1.9 billion to Utah's economy in the 2021-22 season. [data for 2022-23 season] 1.2.5.3 Air Travel associated with the Church of Jesus Christ of Latter-day Saints [To be provided at a later date] 1.2.5.4 Other The Air Service Area is home to a rich variety of cultural, educational, and entertainment attractions including: the Utah Museum of Fine Arts; Utah Museum of Contemporary Art; Phillips Gallery; Natural History Museum of Utah; Hogle Zoo; Tracy Aviary; Fort Douglas Military Museum; Red Butte Garden; Wheeler Historic Farm; Living Planet Aquarium; The Leonardo science museum; Clark Planetarium and IMAX Theater; Discovery Gateway Children's Museum; Utah Opera; Utah Symphony; Ballet West; Repertory Dance Theatre; Pioneer Theatre Company, and others. In 2020, 116,800 people attended the annual Sundance Film Festival, held in January in Park City, Utah. Approximately 44,000 of the attendees were visitors from out of State." In 2021 and 2022, the Sundance Film Festival transitioned to a virtual event. The event provided both virtual and in-person experiences in the 2023 iteration of the festival. Other festivals and events in the Air Service Area and around the state include the Utah Shakespeare Festival, Moab Music Festival, Utah Festival Opera, Tuacahn theater series, and the Utah Arts Festival. Major professional sports teams based in the Air Service Area include the National Basketball Association's Utah Jazz, Major League Soccer's Real Salt Lake, and Major League Rugby's Utah Warriors. There are also six minor league professional teams. In February 2023, the 72nd annual NBAAII-Star Weekend was held in Salt Lake City. In 2019, there were approximately 655,000 attendees accounting for more than $330 million in direct spending at meetings/conventions/events in Salt Lake City.19 However, the meeting industry had been one of the hardest hit sectors because of restrictions implemented during the COVID-19 pandemic. Visit Salt Lake, through its "Meet In Utah" program, offered financial incentives to groups that contracted events by December 30, 2020 that were planned to be held in 2021. Through this effort, 40 events were scheduled and generated 30,182 attendees in 2021.21 Overall in 2021, conventions in Salt Lake City had 278,433 people, accounting for 716,710 room nights, generating an estimated $115.2 million in direct spending. [2022 data] 15 A skier day is defined as one person visiting a ski area for all or part of a day or night for skiing or snowboarding. 16 Ski Utah, Utah Skier Numbers Remain Promising Despite an Abrupt End to the 2019-20 Season,accessed online at https://www.skiutah.com/news/authors/pr/utah-skier-numbers-remain 17 Standard-Examiner, Utah ski resorts see record numbers during 2020-2021 winter,despite pandemic,accessed June 2021. 18 Y2 Analytics,2020 Sundance Film Festival: Economic Impact,access online at https://www.sundance.org/pdf/2020%2OSundance%2OFilm%2OFestival%2OEconomic%201 mpact%2OReport.pdf 19 Visit Salt Lake,2019 Annual Report,accessed online at https://www.visitsaltlake.com/members/member-tools/ 20 Visit Salt Lake,2021 Annual Report,accessed online at https://www.visitsaltlake.com/members/member-tools/ 22 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 On October 17, 2022, the Hyatt Regency—Salt Lake City opened. The 26-story, 700-room hotel was the final piece to expansion of the City's meeting and convention area. It is situated next to the convention center to allow for easy access for convention attendees staying at the hotel. The hotel offers 60,000 square feet of indoor meeting space and 7,400 square feet of outdoor event space. In February 2023, the Outdoor Retailer Snow Show returned to Salt Lake City after five years in Denver, Colorado. Visit Salt Lake provides a list of conventions with attendance of 50 persons or more, and major exhibitions and events attracting significant attendance from out of town. From April 2023 through December 2023, there are currently 51 such events and conventions boosting an estimated attendance of nearly 225,000 people. Most notable of these are the USA Volleyball 2023 Salt Lake City Showdown, the 2023 Salt Lake City Marathon, 2023 FitCon, 2023 Boys'Junior Volleyball National Championships, the Young Living 2023 International Grand Convention, and the doTERRA 2023 Annual Convention. 1.2.6 Summary Table 1-4 presents a summary of CY 2021 and CY 2030 economic variables for the Air Service Area and for the U.S. including population, employment, personal income, and gross regional and domestic product. With the exception of per capita GDP/GRP which are forecast to increase at the same rate, growth expectations for these variables are higher in the Air Service Area than in the U.S. Notably, personal income, population, and employment are projected to have stronger growth rates in the Air Service Area, thus indicating the ongoing capacity of the Air Service Area to continue to generate demand for air travel services during the projection period for this Report. Table 14 Passenger Demand Forecast Variables (CY 2021 —CY 2030) Actual Forecast CAGR2 Variable' Region 2021 2030 2021-2030 Population Air Service Area 2,746 3,081 1.3% (In Thousands) United States 331,894 352,070 0.7% Total Employment Air Service Area 1,844 2,219 2.1% (In Thousands) United States 201,624 231,986 1.6% Per Capita Personal Air Service Area $55,741 $64,731 1.7% Income United States $60,963 $70,635 1.6% Air Service Area $67,481 $76,902 1.5% Per Capita GDP/GRP United States $67,849 $77,252 1.5% ' All dollar amounts are in 2021 dollars. 2 CAGR=Compound annual growth rate. Source: Woods& Poole Economics, Inc., Complete Economic and Demographic Data Source, June 2022, accessed March 2023. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 123 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 2 Air Service and Air Traffic Analysis This chapter describes and evaluates the state of air service at the Airport, analyzes historical trends in air traffic, identifies key factors that generally affect demand for air travel, and provides projections of air traffic activity. 2.1 Air Service at the Airport The following sections evaluate current air service capacity and operating performance for the primary passenger airlines serving the Airport. The Airport's overall O&D market is also assessed at the market level, comparing performance with prior years. Because of Delta's significant presence at the Airport, the airline is evaluated in greater detail. The Airport's role as a connecting hub for Delta when compared to other U.S. hubs is examined. To the extent airline market data and related information is available, impacts associated with the COVID-19 pandemic are also identified. 2.1.1 Airlines Operating at the Airport The Airport has historically experienced diverse air service from the primary U.S. airlines.As of March 2023, the Airport had scheduled passenger service by four U.S. network airlines,21 two low-cost carriers (LCCs),22 two ultra- low-cost carriers (ULCCs),23 and four foreign flag airlines.All domestic carriers have maintained service, albeit at lower levels in terms of seats and number of destinations since the onset of the COVID-19 pandemic. Table 2-1 provides a list of the scheduled passenger and all-cargo airlines that served the Airport as of March 2023. To illustrate specific trends in changes to the passenger market share, Table 2-2 provides the enplaned passengers by airline with the associated market share from FY 2018 through FY 2022. In FY 2018, Delta accounted for 70.3% of the total enplaned passengers at the Airport. From FY 2018 through FY 2019, Delta continued to increase its passenger market share at the Airport while the passenger market share of most of the other domestic airlines remained relatively constant through this period.Although Delta's number of enplaned passengers declined in FY 2020 primarily because of the impacts related to the COVID-19 pandemic during the last several months of FY 2020, its passenger market share at the Airport increased. Delta accounted for 72.9% of the total enplaned passengers in FY 2020. In FY 2022, Delta accounted for 73.4% of the enplaned passengers. Delta and Southwest are the only airlines that have provided continuous service and had a higher market share in FY 2022 than in FY 2019. In FY 2022, Spirit Airlines began service at the Airport. For FY-to-date 202324, market share has shifted as a result of the introduction of Spirit Airlines and the resumption of international passenger service from KLM and Aeromexico. Delta's FY-to-date market share is down to 72.0% from 73.4% in FY 2022.A similar trend is shown for nearly all of the airlines that have provided continuous service with the exception of Southwest and JetBlue. FY-to-date, Spirit's market share is at 1.6%, up from 0.2%from FY 2022 when the airline started service at the Airport. KLM and Aeromexico, combined, accounted for 0.5% of the enplaned passengers through January 2023. 21 For the purposes of this Report,Alaska Airlines,American Airlines, Delta Air Lines and United Airlines are considered network airlines. 22 For the purposes of this Report,Southwest Airlines and JetBlue Airways are considered low-cost carriers. 23 For the purposes of this Report, Frontier Airlines and Spirit Airlines are considered ultra-low-cost-carriers. 24 FY-to-date is currently through January 2023. 241 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Table 2-1 Airlines Serving the Airport(as of March 2023) Passenger Airlines U.S. Network Low-Cost Ultra-Low-Cost Regional/Commuter Foreign Flag Passenger Carriers Passenger Carriers Passenger Carriers Passenger Airlines Passenger Airlines (4) (2) (2) (4) (4) Alaska Airlines JetBlue Airlines' Frontier Airlines Horizon Aire Aeromexico American Airlines Southwest Airlines Spirit Airlines' Mesa Airlines3,4 Air Canada Delta Air Lines Envoy Air3 Eurowings Discover United Airlines SkyWest45 KLM Royal Dutch Airlines All-Cargo Airlines (10) Air Transport Amerijet International, Inc. Alpine Aviation Ameriflight, LLC International Corporate Air Southern Air United Parcel Empire Airlines FedEx Northern Air Cargo (operates DHL Service Express service) ' In October 2022, Spirit Airlines shareholders approved a new merger agreement with JetBlue Airways,which would create the fifth largest airline in the U.S.This merger is being challenged by the U.S. Department of Justice. 2 Doing business as Alaska Airlines 3 Doing business as American Eagle 4 Doing business as United Express 5 Doing business as Delta Connection Sources: Cirium, Diio Mi, Schedule—Dynamic Table, accessed March 2023(passenger airlines); Department(all-cargo airlines), access March 2023. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 125 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Table 2-2 Historical Airport Enplaned Passenger Market Share (FY 2018-FY 2022) Enplaned Passengers (In Thousands) Market Share Airline FY 2018 FY 2019 FY 2020 FY 2021 FY 2022 FY 2018 FY 2019 FY 2020 FY 2021 FY 2022 Delta Air Lines 8,729 9,432 7,365 5,592 9,403 70.3% 72.0% 72.9% 72.5% 73.4% Southwest Airlines 1,310 1,300 982 758 1,327 10.5% 9.9% 9.7% 9.8% 10.4% American Airlines 775 740 555 520 688 6.2% 5.7% 5.5% 6.7% 5.4% United Airlines 608 663 475 350 596 4.9% 5.1% 4.7% 4.5% 4.7% Alaska Airlines 379 333 253 182 295 3.1% 2.5% 2.5% 2.4% 2.3% JetBlue Airways' 363 358 274 113 249 2.9% 2.7% 2.7% 1.5% 1.9% Frontier Airlines 243 263 191 194 217 2.0% 2.0% 1.9% 2.5% 1.7% Spirit Airlines' 0 0 0 0 21 0.0% 0.0% 0.0% 0.0% 0.2% Other 13 2 1 0 6 0.1% 0.0% 0.0% 0.0% 0.0% Total 12,420 13,090 10,096 7,710 12,802 100.0% 100.0% 100.0% 100.0% 100.0% Note: Amounts may not add because of rounding. ' In October 2022, Spirit Airlines shareholders approved a merger proposal with JetBlue Airways.This merger is being challenged by the U.S. Department of Justice. Source: Salt Lake City Department of Airports, accessed March 2023. 26 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 2.1.2 Current Nonstop Service The Airport's passenger operations have historically peaked during the summer months. In July 2019, there was nonstop service to 99 markets (88 domestic and 11 international)from the Airport. Nonstop service to many markets was suspended in 2020 and 2021 because of the impacts associated with the COVID-19 pandemic.As of March 2023, there is scheduled service to 95 markets (83 domestic and 12 international)from the Airport.25 Figure 2-1 and Figure 2-2 provide a breakdown of the scheduled domestic and international nonstop markets at the Airport. 2.1.3 Origin and Destination Markets Table 2-3 provides information regarding the Airport's top domestic O&D markets, including the number of daily O&D enplaned passengers for year-end (YE)26 March 2020 and YE September 2022. The table also presents daily departing seats. For example, the Los Angeles Basin market (the largest O&D market served from the Airport) had an average of 3,532 daily O&D enplaned passengers with 4,024 total nonstop departing seats to the market during YE September 2022. The table helps to illustrate how the Airport's air travel demand has changed since the start of the COVID-19 pandemic. Overall, O&D enplaned passengers at the Airport were up 4.4%for YE September 2022 as compared to YE March 2020 levels despite a decline in nonstop scheduled seats.As shown, leisure markets during YE September 2022, such as those in Florida, are up from YE March 2020 levels.Another important distinction for these leisure destinations is that they are served by LCCs and ULCCs. ULCC traffic has been the leading driver of growth in these leisure markets in recent years. The Airport's top O&D international markets are Cancun, Mexico; London, England; and Vancouver, Canada and each have nonstop service. The largest O&D international market currently not served with direct service from the Airport is Rome, Italy. 25 Some service is seasonal and may not operate in any given month. 26 Year-end(YE)refers to the 12-month period ended during the month presented. For example,YE March 2020 refers to the period of April 2019 through March 2020. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 127 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Figure 2-1 Nonstop Domestic Destinations at the Airport • Year-Round Seasonal •SEA --- • E •FCA •.PD •PSC/LWS • •GTF SO •HLN •EUG•RDM •BT•M L BZN •BIL 1�~ WY AC •MFR •BOI•SUN I • SP OS • •J TWF• PIH•ID� *CPR MKE • TW •EKO' ORD •yI►R •SMF�•RNO *S •OMA PH • SFO OAK *DEN • SaIC *FAT •CNY •COS Cl •CVG *CDC � STL SG U•---- •LAS •RDU BUR •BNA LAX4,•ONT OTUL CLT SN,AL•GB•PSP •ABQ •OKC •-ME SAN* •PHX •ATL •TUS DFW%DAL Alaska O �,HNL •AUS IAH ! • J, a�GG •SAT •YdOU • O NC }G ,R TP Hawaii\ S yam. � • I, A FILL Source: Cirium, Diio Mi, Schedule—Dynamic Table, accessed March 2023 28 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Figure 2-2 Nonstop International Destinations at the Airport • Year-Round 1 Seasonal o� 0 ` o �� •YYC S CFRA YVR •CD �cr *SLC e PVAO •GDL. 'Cun MEX to a= a dh• v I Source: Cirium, Diio Mi, Schedule—Dynamic Table, accessed March 2023. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 129 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Table 2-3 Top-25 Domestic O&D Markets from the Airport (sorted based on YE September 2022 O&D Enplaned Passengers) O&D Enplaned Passengers Nonstop Scheduled Departing Per Day Seats Per Day YE YE YE March September Percent YE September Percent Region Airports Served 2020 2022 Change March 2020 2022 Change Los Angeles LAX, LGB, BUR, 2,229 2,352 5.5% 4,038 4,024 -0.4% LGB,ONT San Francisco SFO,OAK, SJC 1,228 1,003 -18.3% 2,810 2,398 -14.7% Bay Phoenix PHX 837 962 15.0% 2,019 1,765 -12.6% New York/ JFK, EWR 933 913 -2.2% 1,563 1,366 -12.6% Newark Denver DEN 915 899 -1.8% 2,468 2,743 11.1% Las Vegas LAS 647 749 15.8% 1,630 1,772 8.7% Orlando MCO 474 717 51.2% 660 1,006 52.4% Dallas/ DFW, DAL 591 693 17.2% 1,638 1,918 17.1% Ft.Worth Seattle SEA 683 641 -6.1% 1,848 1,643 -11.1% San Diego SAN 695 630 -9.3% 1,129 1,023 -9.4% Hawaii HNL,OGG 465 589 26.8% 278 351 26.6% Baltimore/ BWI, DCA, IAD 614 549 -10.6% 774 610 -21.3% Washington Chicago ORD, MDW 488 506 3.6% 1,375 1,287 -6.4% Southeast FILL, MIA 344 475 38.2% 324 545 68.6% Florida Atlanta ATL 447 439 -1.7% 1,801 1,628 -9.6% Houston IAH, HOU 356 418 17.4% 679 798 17.6% Boston BOS 409 412 0.9% 553 544 -1.5% Portland PDX 438 391 -10.7% 1,121 988 -11.9% Austin AUS 286 285 -0.5% 452 573 26.8% Sacramento SMF 262 267 2.0% 696 716 3.0% Minneapolis/ MSP o 0 St. Paul 260 252 -3.1 /0 941 850 -9. /o 6 Detroit DTW 205 216 5.5% 735 782 6.4% Nashville BNA 151 207 37.2% 226 295 30.3% Tampa/ TPA 150 195 30.2% 149 190 28.1% Clearwater Charlotte CLT 144 194 34.4% 322 399 23.9% Top 25 14,250 14,954 4.9% 30,227 30,215 0.0% Others 4,542 4,672 2.9% 9,769 8,998 -7.9% Total 18,792 19,627 4.4% 39,996 39,213 -2.0% Notes: Airports served indicates that the airport was provided with scheduled service during YE September 2022. Source: US DOT Reports DB1A; US DOT T100 Report, accessed via Cirium, Diio Mi, accessed March 2023. 30 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 2.1.4 Airline Revenue Performance at the Airport Airline performance at an airport can be measured primarily by four key airline revenue metrics: revenue per available seat mile, load factor, and yield. Each of these airline metrics are summarized below. ■ Revenue per available seat mile (RASM)— RASM is the unit metric used by airlines, expressed in cents, to measure the amount of revenue received for each available seat mile (ASM).ASMs are measured by airlines for the purpose of determining capacity; one ASM unit equates to one seat flying one mile. For example, an aircraft with 100 seats operating on a route of 1,000 miles would equate to 100,000 ASMs. For the purposes of this analysis, RASM only measures passenger revenue derived from air fares and does not include other revenues received by airlines such as baggage fees. ■ Load factor—Load factor measures how an airline is performing on a specific route or in aggregate in terms of filling its available seat capacity. Load factor is calculated as total revenue passenger miles (RPMs)divided by ASMs. RPMs are the general airline metric for measuring the number of miles traveled by paying passengers. For example, a revenue passenger flying one mile equates to one RPM. • Yield—The last measure is airline yield, represented by revenue per passenger mile (RPM). Yield (or RPM) is like RASM, however, yield measures revenue for each passenger-mile sold (RASM measures revenue for each passenger-mile available to be sold). Yield is the industry measurement for price, while load factor is a volume-related measurement. RASM factors in both and, thus, is considered the key airline revenue metric. In general, the higher the RASM or yield the more profitable an airline is assuming that the number of ASMs remain constant over time. Since an airline's revenue does not necessarily increase proportionately with the distance it flies, both RASM and yield will typically decrease as the overall length of the trip or stage length increases. Therefore, if an airline increases its overall stage length, it should be expected that RASM and yield will decrease. To account for this, RASM and yields have been adjusted based on the airline's average stage length. For the purposes of this Report and to normalize for varying stage lengths, all stage length adjusted (SLA)27 values are expressed in a base of 1,000 miles. Table 2-4 compares key airline revenue metrics for all U.S airlines and the three largest network airlines serving the Airport in YE March 2020 versus YE September 2022. Key airline revenue metrics exhibited some decreases during the COVID-19 pandemic. However, as shown for YE September 2022, key airline revenue metrics for the Airport are better than the national average and better those for the Airport prior to the COVID-19 pandemic. Note that the data presented does not include airline ancillary fees for items such as ticket changes, checked bags, priority seating, etc., as this data is not available by airport. Over the years, U.S. airlines have realized significant revenues from these ancillary fees. 27 Stage length adjustments are a common practice used to normalize comparisons of passenger yields and revenue per available seat mile. Stage length adjustments for 1,000 miles are made using the formula: SLA Value=Value*(observed length of haul/1000)1.e Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 131 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Table 2-4 Key Airline Revenue Metrics at the Airport(YE March 2020 vs.YE September 2022) SLA Passenger RASM Load Factor SLA Yield YE YE YE YE September YE September YE September Airline March 2020 2022 March 2020 2022 March 2020 2022 Delta Air 13.30 14.60 85% 86% 15.70 17.20 Lines Southwest 9.10 9.10 80% 82% 11.50 11.20 Airlines American 11.90 13.70 83% 88% 14.40 15.60 Airlines Airport 12.40 13.60 84% 85% 14.90 16.10 Average National 11.80 11.90 82% 81% 14.60 14.70 Average Notes: Data include regional affiliates, as applicable, and do not include airline ancillary fees such as charges for checked baggage, etc. SLA Value=Value*(observed length of haul/1,000)0.5 Source: Cirium, Diio Mi: US DOT Reports D131A and T100, accessed March 2023. 2.1.5 Delta Air Lines Operations at the Airport Delta, including its regional affiliates, is the dominant airline at the Airport, historically accounting for at least 70% of the Airport's enplaned passengers. The Airport is important in serving O&D traffic and is also one of Delta's primary connecting hubs along with Hartsfield-Jackson Atlanta International Airport(ATL), Minneapolis-St. Paul International Airport (MSP), and Detroit Metropolitan Wayne County Airport(DTW). Table 2-5 provides the scheduled departing seats for Delta's top 10 airports in the U.S by departing seats for YE March 2018, YE March 2020, and YE March 2023.As shown, the Airport had approximately 11.0 million scheduled departing seats during YE March 2020, which ranked it as Delta's fourth largest airport in the U.S. In YE March 2023, the Airport maintained its number four ranking; however, it has moved closer to the top three airports. Delta has almost fully recovered at the Airport in terms of seating capacity from prior to the COVID-19 pandemic. Departing seats at the Airport are scheduled to reach more than 10.7 million in YE March 2023, 2.0% below the YE March 2020 level. Only two airports in Delta's top 10 (Boston and Orlando) are scheduled to have more seats in YE March 2023 than in YE March 2020. [aircraft gauge to be reviewed and included if applicable] 32 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Table 2-5 Delta's Top 10 Airports Based on Scheduled Departing Seats (YE March 2018,YE March 2020, and YE March 2023) Departing Seats Percent Change YE March YE March YE March Rank Airport Code 2018 2020 2023 2018-20 2020-23 1 Atlanta ATL 47,554,353 49,642,305 42,585,034 4.39% -14.22% 2 Minneapolis/St. Paul MSP 15,785,584 16,304,674 13,376,762 3.29% -17.96% 3 Detroit DTW 15,416,603 16,457,242 12,736,515 6.75% -22.61% 4 Salt Lake City SLC 9,704,690 10,951,178 10,729,212 12.84% -2.03% 5 New York-JFK JFK 9,786,275 10,806,085 10,193,809 10.42% -5.67% 6 New York-LGA LGA 7,655,678 8,332,309 7,941,137 8.84% -4.69% 7 Los Angeles LAX 7,863,072 8,326,197 7,478,946 5.89% -10.18% 8 Seattle SEA 6,133,392 7,354,029 6,888,504 19.90% -6.33% 9 Boston BOS 3,829,246 5,189,122 5,881,134 35.51% 13.34% 10 Orlando MCO 3,514,162 3,682,619 3,796,146 4.79% 3.08% Source: Diio Mi, Schedule—Dynamic Table, accessed April 2023. 2.1.5.1 Delta's O&D Passenger Traffic at the Airport The size of the Airport's O&D market is a key consideration in being a hub for Delta.As shown in Table 2-6, Delta achieved almost$2.9 million in estimated revenue per day on a roundtrip basis at the Airport in YE September 2022. The Airport was the 6th largest domestic market in Delta's network based upon both O&D passengers and revenue for YE September 2022, up from 71h in FY 2019. Table 2-6 Delta's Top Ten Domestic O&D Markets Based on Estimated Revenue (YE September 2022) Roundtrip Revenue O&D Passenger Average Per Day Rank Airport Code Per Day One-Way Fare (In Thousands) Yield 1 Atlanta ATL 29,948 $228 $6,841 0.210 2 Minneapolis/ MSP 15,411 $232 $3,574 0.180 St. Paul 3 Detroit DTW 14,865 $246 $3,650 0.200 4 New York-JFK JFK 13,834 $283 $3,911 0.140 5 Los Angeles LAX 12,612 $261 $3,295 0.150 6 Salt Lake City SLC 12,308 $233 $2,864 0.18¢ 7 New York-LGA LGA 11,546 $171 $1,976 0.200 8 Boston BOS 9,943 $233 $2,321 0.160 9 Seattle SEA 8,475 $263 $2,231 0.150 10 Orlando MCO 8,243 $209 $1,725 0.160 Source: Cirium, Diio Mi: US DOT Reports D131A, accessed March 2023. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 133 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Figure 2-3 presents the percentage of O&D enplaned passengers for Delta's traffic at its key"interior" connecting hub airports including ATL, MSP, DTW, and the Airport. Interior hubs are considered to be those hub airports that are geographically located within the interior of the U.S. and not on either the U.S. east or west coasts.As shown, 48.5% of Delta's enplaned passengers at the Airport were O&D passengers in the third quarter of CY 2022.As presented in Figure 2-3, O&D traffic tends to peak as a percentage during the first quarter of the CY and drop off modestly in the second and third quarters. Delta's percentage of O&D traffic has generally trended with its other major connecting hubs at MSP and DTW; however, has been somewhat lower in recent quarters. Delta's share of O&D traffic at the Airport was also well above that for its ATL hub. However, given ATL's role as Delta's largest global connecting hub airport, comparisons to ATL are not as relevant as the other hub comparisons. Per discussions with Delta staff over the years, serving large O&D markets and maintaining a ratio of approximately 40% to 50% of O&D traffic at its primary connecting hubs, except for ATL, is considered to be a sustainable balance for its network. Over the past two decades, other Delta connecting hubs that served much smaller local O&D markets that were unable to sustain a similar share of O&D passenger traffic were either significantly downsized or discontinued as connecting hubs within Delta's network. It is important to note that at the Airport, the share of O&D traffic declined significantly in the second through the fourth quarter of CY 2020 and CY 2021, before recovering during the first quarter of the following year.Although, this trend existed prior to the COVID-19 pandemic, it was not as pronounced. However, in CY 2022, the decline is more indicative of typical seasonality. Figure 2-3 Delta's Percent of O&D Enplaned Passengers at Interior Connecting Hubs (2018 Q4—2022 Q3) SLC MSP DTW ATL 70% 60% �f 50% _ N U) N d40% 0 c� Q 30% 0 � w � 20% O 10% 0% 2018 2019 2019 2019 2019 2020 2020 2020 2020 2021 2021 2021 2021 2022 2022 2022 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Source: Cirium, Diio Mi: US DOT Reports D131A and T100, accessed March 2023. 34 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 2.1.5.1 Delta's Connecting Traffic at the Airport The Airport provides Delta a strategic presence in the western U.S. allowing for connectivity to and from the U.S. Mountain-West and Pacific regions. Figure 2-4 presents the U.S. regions used for our analysis of Delta's connecting traffic. Figure 2-4 United States Regions MIDWEST WEST Pr w NORTHEAST WEST 1`4.11TH CENTttAL NEW PACIFIC NGLAND CA • c: y s SOUTH Source: U.S. Census Bureau, Census Regions and Divisions of the United States. The Airport is a critical connecting hub for those passengers that begin their journey in the West. For YE September 2022, 10.3 million passengers originated in the West and were connected through one of Delta's major hubs. Passengers originating from the West accounted for 25.4% of the passengers connecting at Delta's major hubs, which is the second largest region of origin. Figure 2-5 graphically depicts the traffic flow from the West through each of Delta's connecting hubs to the destination's region. The Airport handled 2.8 million of the 10.3 million passengers (27.3%)of the connecting passengers from origins in the West, second only to ATL. Nearly half(46.9%) of those 2.8 million passengers concluded their journey in the West region. The 1.3 million West-to-West connecting passengers through the Airport is more than half of all West-to-West connections and almost double that of SEA, the second largest airport in terms of handling such connections. The Airport is also second to ATL for all connections from the West to all other regions in the U.S. Table 2-7 provides the detailed number of connecting passengers at each of Delta's connecting hubs. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 135 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Figure 2-5 Traffic Flows Through Delta Connecting Hubs (YE September 2022) ATL South West West MSP Midwest SEA Northez LAX r` DTW t International Source: Cirium, Diio Mi: US DOT Reports DB1A, accessed March 2023. 36 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Table 2-7 Delta Connecting Passengers by Hub by Region (YE September 2022) Enplaned Passengers (In Thousands) Origin Destination Connecting Hub Region Region SLC DTW ATL MSP SEA LAX Total West West 1,306 0 21 11 720 266 2,324 Midwest 403 195 212 772 148 109 1,839 Northeast 145 296 340 259 76 47 1,163 South 804 234 2,234 469 193 237 4,171 International 152 45 243 70 166 127 803 Total 2,810 770 3,050 1,580 1,303 787 10,300 Midwest West 390 201 197 768 147 115 1,818 Midwest 0 167 40 332 0 0 539 Northeast 0 277 102 111 0 0 490 South 1 504 2,071 417 0 0 2,993 International 8 115 437 113 18 16 707 Total 399 1,264 2,847 1,741 165 131 6,547 Northeast West 151 306 326 254 71 49 1,158 Midwest 0 298 106 111 0 0 515 Northeast 0 13 0 0 0 0 13 South 1 233 1,326 10 0 1 1,570 International 2 39 248 19 12 12 330 Total 154 889 2,006 395 83 61 3,587 South West 790 224 2,255 471 188 231 4,159 Midwest 1 509 2,103 433 0 0 3,046 Northeast 1 226 1,330 13 0 0 1,570 South 0 117 6,305 13 0 0 6,435 International 11 123 1,265 65 31 32 1,526 Total 804 1,199 13,258 994 220 263 16,737 International West 148 47 248 68 161 116 788 Midwest 7 113 415 108 19 14 676 Northeast 1 34 250 16 13 11 327 South 11 124 1,219 62 31 25 1,472 International 3 10 145 7 16 16 197 Total 170 327 2,277 262 240 183 3,460 Grand Total 4,336 4,449 23,438 4,971 2,011 1,425 40,631 Note: Totals may not equal due to rounding. Source: Cirium, Diio Mi: US DOT Reports D131A, accessed March 2023. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 137 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Delta's other major airport operations in the western U.S. are on the West Coast at Seattle-Tacoma International Airport(SEA) and Los Angeles International Airport(LAX). Both airports are also considered key Delta gateways to Asia. Other than serving the major U.S. West Coast corridor markets, the geographic locations of SEA and LAX on the U.S. West Coast are considered a disadvantage in operating efficient domestic connecting traffic flows throughout the western region of the U.S. While there is some overlap in Delta's service provided to larger West Coast markets from the Airport, SEA, and LAX, these three airports generally do not compete with one another, as each airport serves distinct markets and regions not served by the others.Additionally, with the Airport's central location within the western U.S., it serves as an efficient connecting point for Delta passengers to or from both SEA and LAX to the eastern U.S. Both LAX and SEA are considered primarily O&D airports for Delta, although their geographic locations also offer the opportunity to provide connections to trans-Pacific, Mexican, and Canadian international markets, and larger markets along the U.S. West Coast. LAX and SEA also serve as a connecting point for traffic to and from the Airport to Alaska and Hawaii, although Honolulu is served nonstop from the Airport, and Maui and Anchorage have been seasonally served nonstop markets from the Airport as well. Figure 2-6 depicts the top 25 markets with passengers connecting through the Airport, SEA, and LAX.As shown, the top airport destinations for passengers that connect through SLC consist of major markets along the West Coast, smaller airports within the U.S. Mountain-West, other Delta connecting hubs, and larger O&D markets in the eastern U.S. In particular, the Airport provides Delta's primary access to several smaller Mountain-West and western markets such as Boise, Reno, Bozeman, Glacier Park, Idaho Falls, and Billings, among others. It is important to note that many of these markets experienced passenger growth during the first few years of the COVID-19 pandemic as they, along with the Airport, offer leisure/outdoor recreation activities and were popular destinations. These are also markets that, for the most part, Delta could not efficiently serve via any of its other hub airports. In general, the only other viable option for efficient connectivity in the U.S. Mountain-West is Denver International Airport(DEN). However, Denver appears to be an unlikely alternative for Delta given that three other airlines (United Airlines, Southwest Airlines, and Frontier Airlines)already operate hubs and/or focus city operations there. To further illustrate this point, Table 2-8 presents the top 25 airports where passengers either began or ended their trips while connecting through these U.S. West Coast hubs on Delta for YE September 2022.As shown, Delta's top 25 connecting markets through the Airport account for about half(52.1%)of Delta's total connecting passengers and the Airport, with most of the markets being located in the Mountain-West or western portion of the U.S. By comparison, the top airport where most passengers either begin or end their trips on Delta while connecting through either SEA or LAX are Anchorage (ANC) and Honolulu (HNL), respectively. The majority of other passenger connections at SEA or LAX are generally to airports that are most proximate to those hubs, relative to the other hubs. For example, 26.6% of passengers connecting at SEA on Delta either begin or end their trip in Anchorage, Portland, Spokane, Fairbanks, or Vancouver. Similarly, for LAX, 23.2% of passengers begin or end their trips in Hawaii, Las Vegas, or San Francisco. Overall, Delta's top 25 connecting markets through SEA or LAX account for more than 56% of Delta's total connecting passengers indicating that the top connecting markets at SEA and LAX are more concentrated as a share of the connecting passengers than the top connecting markets at the Airport, thus indicating that Delta's connecting traffic at the Airport is more diverse than its connecting traffic in SEA and LAX. 38 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Figure 2-6 Delta's Top 25 Connecting Markets at the Airport, LAX, and SEA(YE September 2022) EA � A� a Y. .,o Source: Cirium, Diio Mi: US DOT Reports D131A, accessed March 2023. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 139 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Table 2-8 Delta Top 25 Airports with Passengers Connecting at West Coast Hubs (YE September 2022) Salt Lake City Los Angeles Seattle-Tacoma International Airport International Airport International Airport Airport Share of Airport Share of Airport Share of Code Passengers Code Passengers Code Passengers PDX 3.4% HNL 8.3% ANC 10.1% LAS 3.0% LAS 4.6% PDX 6.6% SEA 2.7% SFO 4.4% GEG 4.3% LAX 2.6% OGG 3.4% FAI 3.3% GEG 2.5% KOA 2.5% YVR 2.3% BOI 2.5% PHX 2.4% BOI 2.2% SMF 2.5% SMF 2.3% EUG 2.0% BZN 2.2% SEA 2.3% LAS 2.0% PHX 2.2% SLC 2.1% PHX 2.0% SAN 2.2% LIH 2.0% HNL 1.9% DEN 2.1% SYD 2.0% PSC 1.9% SFO 2.1% PDX 1.9% SMF 1.9% RNO 2.0% SJC 1.9% SAN 1.8% ATL 1.9% ORD 1.7% RDM 1.8% MCO 1.9% DEN 1.6% LAX 1.7% IDA 1.8% OAK 1.6% SLC 1.7% MSP 1.7% JFK 1.5% SFO 1.7% DFW 1.7% DFW 1.5% JNU 1.6% SJC 1.7% RNO 1.4% MFR 1.4% DTW 1.6% IAH 1.3% BOS 1.4% FCA 1.6% MCO 1.3% MSP 1.4% ONT 1.6% ATL 1.3% KOA 1.4% OAK 1.6% AUS 1.2% DEN 1.4% JAC 1.6% EWR 1.1% OGG 1.3% MCI 1.5% TUS 1.1% MCO 1.2% Other 47.9% Other 43.1% Other 39.7% Total 100.0% Total 100.0% Total 100.0% Source: Cirium, Diio Mi: US DOT Reports D131A, accessed March 2023. 40 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Connecting traffic at the Airport has fared better in recent years than Delta's other interior hubs prior to the COVID-19 pandemic. From FY 2015 through FY 2019, the Airport had a 7.8% growth in connecting passengers. ATL was the only other interior hub with positive growth in connecting passengers at 1.5%. The Airport has also had the fastest recovery from the COVID-19 pandemic in connecting passengers among Delta's interior hubs. In FY 2022 while still not recovered back to FY 2019 levels, connecting passengers were 97.9% of FY 2015 levels, significantly better than ATL's 79.6%, MSP's 64.6%, and DTW's 61.3%. Figure 2-7 provides a depiction of connecting passengers at Delta's interior hubs indexed FY 2015. Figure 2-7 Delta's Connecting Enplaned Passengers at Interior Connecting Hubs (FY 2015— FY 2022) SLC DTW ATL MSP 120 100 a� N N 80 EM a W N c .o W = 60 a� W — 0 40 a� c �j 20 0 FY 2015 FY 2016 FY 2017 FY 2018 FY 2019 FY 2020 FY 2021 FY 2022 Source: Cirium, Diio Mi: US DOT Reports D131A and T100, accessed March 2023. 2.1.5.2 Delta's Financial Information Delta currently has 919 aircraft in its fleet. The airline has orders for 59 130-seat Airbus A220-300, 130 194-seat Airbus A321 neo, 18 281-seat Airbus A330-900, 16 306-seat Airbus A350-900, and 100 182-seat Boeing 737 Max 10.28 Delta Air Lines is expecting to fully retire the Boeing 717-200 aircraft by December 2025. 28 Information gathered from airline's website, Boeing's Orders&Deliveries,and Airbus'Orders and Deliveries,accessed March 2023. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 141 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 In the first quarter of CY 2020, Delta had an operating margin29 of 11.5%, the highest among the network carriers. However, Delta was impacted financially by the impacts associated with the COVID-19 pandemic in the subsequent quarters having the lowest operating margin of any the network carriers. In the first quarter of 2021, the operating margin for Delta was -106.4%, by far the worst margin among network carriers. However, financial recovery has been strong over the past six quarters as Delta achieved an operating margin of 7.4%for the fourth quarter of 2022.31 2.2 Air Traffic Activity and Trends This section analyzes historical trends in air traffic activity at the Airport including enplaned passengers, aircraft operations, and landed weight. It also discusses the primary factors affecting these trends. This section identifies, to the extent data is available, air traffic trends at the Airport that have been impacted by the COVID-19 pandemic. 2.2.1 Enplaned Passengers Passenger activity at an airport drives numerous revenues and financial measures including such items as non- airline revenues (e.g., parking, rental cars, terminal concessions, etc.), Passenger Facility Charge (PFC) revenues, rental car Customer Facility Charge (CFC) revenues, and FAAAirport Improvement Program (AIP) entitlement grant distributions. Enplaned passengers are also the denominator for airline cost per enplaned passenger(CPE). The relationship of the enplaned passengers to the Airport's financial performance is discussed in more detail in Chapter 4 of this Report. Table 2-9 presents the historical enplaned passengers at the Airport categorized by domestic and international for the period of FY 2012 through FY 2023 year-to-date. 2.2.1.1 FY 2012— FY 2019 From FY 2012 through FY 2019, enplaned passenger traffic at the Airport experienced a generally consistent upward trend. Enplaned passengers at the Airport increased from approximately 10.1 million in FY 2012 to approximately 13.1 million in FY 2019, representing a CAGR of 3.7%. Since the Airport predominantly serves domestic traffic, the majority of the increase in passenger levels was domestic. However, international enplaned passengers have increased at a significantly faster rate from FY 2012 to FY 2019 as compared to domestic enplaned passengers (a CAGR of 14.4%versus 3.4%, respectively). Domestic O&D traffic has been the segment most attributable to passenger growth in recent years. From FY 2012 through FY 2019, domestic O&D passengers increased at a CAGR of 5.5% compared to 1.0% in domestic connecting passengers. Nearly 80% of the growth in total passengers from FY 2012 through FY 2019 was domestic O&D passengers. This increase in O&D traffic led to a shift in the overall percentage of O&D passengers at the Airport over that period. In FY 2012, approximately 51% of total passengers at the Airport were O&D but in FY 2019, approximately 58% of total passengers at the Airport were O&D.As shown on Table 2-9, domestic O&D enplaned passengers in FY 2022 exceeded FY 2019 levels. 29 Operating margin is the percentage of revenue a company retains after adjusted for expenses. 30 2022 SEC 10-Q filing for Delta Air Lines accessed November 2022. 42 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Table 2-9 Historical Enplaned Passengers (FY 2012— FY 2022 and FY 2023 Year-to-Date) Fiscal Domestic Domestic Year-Over-Year Year O&D Connecting International Total Growth Rate FY 2012 5,047,049 4,869,600 208,437 10,125,086 FY 2013 5,207,779 4,665,420 169,577 10,042,776 -0.8% FY 2014 5,238,496 4,876,640 179,558 10,294,694 2.5% FY 2015 5,646,557 4,963,342 223,809 10,833,708 5.2% FY 2016 6,003,089 4,984,784 305,138 11,293,011 4.2% FY 2017 6,458,910 4,958,050 433,260 11,850,220 4.9% FY 2018 6,988,693 4,940,863 490,647 12,420,203 4.8% FY2019 7,324,128 5,231,588 534,346 13,090,062 5.4% FY 2020 5,694,554 4,018,891 382,287 10,095,732 -22.9% FY 2021 4,240,934 3,293,039 176,380 7,710,353 -23.6% FY 2022 7,416,912 4,960,059 425,247 12,802,218 66.0% FY 2022 YTD1 8,337,844 FY 2023 YTD1 8,606,307 3.2% Range Average Annual Growth Rate FY 2012-19 5.5% 1.0% 14.4% 3.7% FY 2019-22 0.4% -1.8% -7.3% -0.7% FY 2012-22 3.9% 0.2% 7.4% 2.4% ■Domestic ■International 14 12 L 10 m c N 8 O a � c 6 c — c� a w 4 2 0 FY 2012 FY 2013 FY 2014 FY 2015 FY 2016 FY 2017 FY 2018 FY 2019 FY 2020 FY 2021 FY 2022 FY 2022 and FY 2023 year-to-date(YTD)data is through February 2022 and February 2023 respectively. Source: Salt Lake City Department of Airports,Air Traffic Statistics, accessed March 2023. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 143 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 From FY 2012 through FY 2019, Delta enplaned passengers increased from 7.4 million to 9.4 million, resulting in a CAGR of 3.4%, slightly higher than the airline's increase in seating capacity during that time, which increased at a CAGR of 3.1%. Existing markets accounted for the majority of this increase in seating capacity with LAX, PDX, DEN, and SEA having the most seats added. However, there were some notable new markets added since FY 2012 including Raleigh-Durham International Airport(RDU), Fort Lauderdale-Hollywood International Airport (FLL), and Amsterdam Airport Schiphol (AMS). The remainder of the growth in enplaned passengers was primarily from American, United Airlines (United), and JetBlue Airways (JetBlue) as well as the start of service by Alaska Airlines (Alaska) during this period. 2.2.1.2 COVID-19 Pandemic Impact: FY 2020— FY 2023 (Year-to-Date) Beginning in March 2020, enplaned passengers at the Airport decreased dramatically because of the impacts associated with the COVID-19 pandemic. These impacts included international travel restrictions and stay-at- home orders throughout the U.S. Overall, enplaned passengers decreased by 61.7% in CY 2020 as compared to CY 2019 levels with most, if not all, of the impact occurring after mid-March 2020 when the COVID-19 pandemic generally took hold in the U.S. Figure 2-8 presents the monthly enplaned passengers for the 12 months prior to the pandemic through year-to-date FY 2023.As shown, in March 2020, enplaned passengers decreased by approximately 49.2%from March 2019. The decline continued into April when enplaned passengers were 91.9% lower than April 2019. The recovery in enplaned passengers at the Airport plateaued somewhat in November 2020 through January 2021 with monthly totals being down around 50% as compared to the same months in the prior year. In February 2021, enplaned passengers recovered to be about 48.9% down from February 2020. In April 2021, enplaned passengers were up 763.2%when compared to the low point during the pandemic in April 2020, but were still down 29.7% as compared to April 2019. In May 2021, enplaned passengers exceeded one million for the first time since the beginning of the COVID-19 pandemic and were down 11.6% as compared to May 2019. Since May 2021, enplaned passengers have been hovering at approximately 95% of the pre-pandemic levels with some months faring better than others. From December 2021 through March 2022, enplaned passengers were down as much as 14.2%. Since March 2022, enplaned passengers have been nearing recovery to pre-pandemic levels. To date, there have been three months (November 2021, September 2022, and November 2022)where enplaned passengers exceeded pre-pandemic levels. Most of the direct effects of the COVID-19 pandemic have subsided. However, the ripple effects are still felt through the industry in terms of pilot and staffing shortages, slow aircraft deliveries, and a softening of the economy. Details of these effects are reviewed in Section 2.3. 44 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Figure 2-8 Monthly Enplaned Passengers (March 2019— February 2023) ■Actual Pre-Pandemic Levels ■Actual Above Pre-Pandemic Levels 1.6 WHO declared the COVID-19 outbreak a 1.4 global pandemic on March 11, 2020 1.2 — (n 1L 1.0 _ _ _ _ _ _ _ _ T _ _ _ _ _ _ _ _ _ _ _ _ I ' - - N i a 0.6 - - - - - - - - - - - - - - - - - - - - - c — a0.4 - - - - - - - - - - T - - - - - - - - c w 0.2 0.0 0 0 0 0 O O O O O O O O O O O O O O O O O O N N N N N N N N N N N N M M N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N �1 Q U > U C..Q 1 ' C:5 0)0-U > U E-0 L 1 5 0)0-U > U � L ' C:5 0)0-U > U C..Q 2<2i5 < O Z0�Ii2Q2i- <C0 Zc)—)lL2 2E—) Q(4 Zc)�LL2 2-5 <0 Zo�li Source: Salt Lake City Department of Airports,Air Traffic Statistics, accessed March 2023. Figure 2-9 depicts the impacts associated with the COVID-19 pandemic to passenger checkpoint throughput at both the Airport and for the overall U.S based on data from the TSA. Checkpoint throughput is a good indicator for the recovery of O&D passengers. This figure presents the recovery trend for passenger checkpoint throughput as a percent of 2019 levels.As shown, the impact to the Airport's passenger checkpoint throughput tracked closely with the nationwide trend early in the pandemic, decreasing to an unprecedented trough of around -91.1% of the prior year's levels in April 2020. Starting in May 2020, TSA checkpoint throughput for the Airport and the U.S. started to recover. Recovery for the Airport has consistently been higher than the nation as a whole. The Airport exceeded monthly 2019 levels for the first time since the pandemic in April 2022 when it was 107% of April 2019. In January 2023, the Airport was 105.5% of January 2019 TSA checkpoint throughput levels, while the overall U.S. airport average was at 95.1%. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 145 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Figure 2-9 Comparison of Airport and U.S. Monthly TSA Checkpoint Throughput (January 2020—January 2023) Salt Lake City International Airport United States 120% 1 WHO declared the COVID-19 outbreak a global pandemic on 100% March 11, 2020 3 a 80% HCD 0 *'' N C p o 60% a� .�d v aD d i V 0 40% 2, c 0 20% 0% Jan-20 May-20 Sep-20 Jan-21 May-21 Sep-21 Jan-22 May-22 Sep-22 Jan-23 Sources: Salt Lake City Department of Airports, accessed March 2023.Transportation Security Administration, accessed March 2023. 2.2.2 Aircraft Operations Airlines' decisions on aircraft type and the number of operations to accommodate passenger demand ultimately determine overall aircraft landed weight.Airlines are constantly evaluating how to best serve passenger demand with their available aircraft fleet. In markets that exhibit strong business travel, an airline may decide to operate smaller aircraft on the route several times per day to offer customers more choice and redundancy. In other cases, an airline may choose to offer larger aircraft and less frequency.Airlines also make decisions to change aircraft capacity on particular routes in response to load factors and profitability.Aircraft fleet mix and operations are important considerations for airport operators when planning for the appropriately sized airport facilities and to ensure the airport has sufficient capacity to accommodate operations in the future. Table 2-10 presents the aircraft operations at the Airport from FY 2012 through FY 2023 year-to-date. 46 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Table 2-10 Historical Aircraft Operations (FY 2012- FY 2022 and FY 2023 Year-to-Date) Year-Over- Fiscal General Year Growth Year Passenger All-Cargo Aviation Military Total Rate FY 2012 249,038 16,520 73,389 4,170 343,117 FY 2013 236,790 17,942 74,215 2,044 330,991 -3.5% FY 2014 237,700 18,098 66,620 2,190 324,608 -1.9% FY 2015 237,948 18,484 60,824 2,738 319,994 -1.4% FY 2016 237,294 19,434 50,879 7,978 315,585 -1.4% FY 2017 247,150 20,240 48,843 7,202 323,435 2.5% FY 2018 250,904 20,382 53,695 7,037 332,018 2.7% FY2019 253,666 20,618 61,117 5,751 341,152 2.8% FY 2020 216,320 20,604 63,326 2,792 303,042 -11.1% FY 2021 219,808 20,672 68,469 3,190 312,139 3.0% FY 2022 245,840 20,296 69,370 3,001 338,507 8.4% FY 2022 YTD1 231,026 FY 2023 YTD1 214,056 -7.3% Range Average Annual Growth Rate FY 2012-19 0.3% 3.2% -2.6% 4.7% -0.1% FY 2019-22 -1.0% -0.5% 4.3% -19.5% -0.3% FY 2012-22 -0.1% 2.1% -0.6% -3.2% -0.1% ■Commercial ■Non-Commercial 400 350 N 300 NINE w 250 L � 0 0 200 U � 150 L Q 100 50 0 FY 2012 FY 2013 FY 2014 FY 2015 FY 2016 FY 2017 FY 2018 FY 2019 FY 2020 FY 2021 FY 2022 FY 2022 and FY 2023 year-to-date(YTD)data is through February 2022 and February 2023 respectively. Source: Salt Lake City Department of Airports,Air Traffic Statistics, accessed March 2023. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 147 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 2.2.2.1 FY 2012— FY 2019 Aircraft operations at the Airport declined from FY 2012 through FY 2016 as network carriers shifted from smaller regional jets to narrow-body aircraft. However, from FY 2016 to FY 2019, aircraft operations at the Airport have increased consistently.As shown, total aircraft operations in FY 2019 were slightly lower than such levels in FY 2012; however, air carrier aircraft operations in FY 2019 were about 1.9% higher than such levels in FY 2012. The main category that decreased over this period was general aviation aircraft operations. 2.2.2.2 COVID-19 Pandemic Impact: FY 2020— FY 2023 (Year-to-Date) In response to the significant decrease in enplaned passengers in the U.S. and at the Airport during the ongoing COVID-19 pandemic, the airlines reduced the number of daily flights. Figure 2-10 depicts the monthly aircraft operations for the 12 months prior to the pandemic through year-to-date 2023.As shown, starting in March 2020, aircraft operations decreased by approximately 14.4%from March 2019, compared to a49.2% decrease in enplaned passengers. Normally, aircraft operations would be more directly related to enplaned passengers. However, there was an initial reluctance to remove flights because of the implementation of social distancing practices (i.e., restricting the use of middle seats) and to a smaller degree the continued operations of all-cargo airlines that were impacted to a lesser degree by the pandemic. The decline continued into April 2020 and May 2020 when aircraft operations were 49.7% and 52.2% lower than the same months in the prior year, respectively. Since May 2020, aircraft operations at the Airport have started to recover. The recovery in aircraft operations stalled somewhat from December 2020 through February 2021 but strong growth resumed in March 2021 when operations increased 10.8% when compared to March 2020. In April 2021, aircraft operations were 93.3%greater than in April 2020, which was the low point of the pandemic. From June 2021 through February 2023, aircraft operations have remained at approximately 95.9% of pre-pandemic levels with certain months in CY 2021 increasing over pre-pandemic levels. Figure 2-10 Monthly Aircraft Operations (March 2019— February 2023) ■Actual Pre-Pandemic Levels ■Actual Above Pre-Pandemic Levels 40 WHO declared the COVID-19 outbreak a 35 global pandemic on March 11, 2020 30 I .o 25 I L � I Q cn 20 00 `~ 15 � I L I Q 10 I I I 5 I O 0000002OOa7OON O 10 0 0 0 0 0 0 0 0 0NNN N NN NN NN N N NN NN NM NM W Q-(6 7 :O V O O W N O-(6 7 O V O O (6 (U fl-(6 7 5 O V O a) (0 N M O-Co 7-) D O V O N C6 N 2Qg- <(nOZO-(L2Qg- <0 ZO-LL2<2- <0 Zo_)(L2Qg-) <0 Zo_)lL Source: Salt Lake City Department of Airports,Air Traffic Statistics, accessed March 2023. 48 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 For YE March 2023, scheduled passenger aircraft operations were 9.7% below YE March 2020.Airlines used the downturn in passenger demand during the pandemic to accelerate the retirement of certain aircraft, in particular the older 50-seat small regional jets; older variants of the Boeing 737,Airbus A320, and Airbus A321; and the Boeing 757 aircraft. In YE March 2020, small regional jets accounted for 11.9% of the scheduled departures at the Airport. These flights are now mostly handled by large regional and in some cases narrow-body aircraft. In YE March 2023, small regional jets only accounted for 5.2% of the scheduled departures.A large portion of the older Boeing 737 and Airbus A320 aircraft have been replaced with the larger Boeing 737 Max 8, Boeing 737 Max 9,Airbus 320neo, and Airbus A321 neo aircraft. These changes have resulted in the average aircraft size increasing from 121 seats per scheduled departure in YE March 2020 to 132 in YE March 2023.As a result, seating capacity has almost reached pre-pandemic levels. For YE March 2023, scheduled passenger seating capacity was just 1.3% below YE March 2020. 2.2.3 Aircraft Landed Weight Aircraft landed weight, expressed in 1,000-pound units, is the sum of the maximum gross certificated landing weight as certified by the FAA for passenger and all-cargo aircraft landing at the Airport. Per the Airport Use and Lease Agreement with the Signatory Airlines that operate at the Airport, aircraft landed weight is used as the denominator in the calculation of landing fees that are used to recover the net cost of the airfield. Therefore, landed weight is an important measure for the Department as it provides a method to recover costs associated with the airfield from each airline based on its share of landed weight. Table 2-11 presents the landed weight at the Airport from FY 2012 through FY 2023 year-to-date. 2.2.3.1 FY 2012— FY 2019 Aircraft landed weight at the Airport increased from 12.6 million-pound units in FY 2012 to 15.5 million-pound units in FY 2019, resulting in a CAGR of 3.0%. Both passenger airlines and all-cargo airlines contributed to landed weight growth, increasing at a CAGR of 2.8% and 4.7%, respectively.A significant portion of the all-cargo airlines' landed weight growth can be attributed to increased e-commerce traffic at the Airport during this period. 2.2.3.2 COVID-19 Pandemic Impact: FY 2020— FY 2023 (Year-to-date) Overall, aircraft landed weight decreased by 12.3% in FY 2020 as compared to FY 2019 levels with the primary impacts occurring after mid-March 2020. Passenger airlines accounted for the decrease in landed weight over this period as they were down by 13.7%. However, all-cargo airlines landed weight increased in FY 2020 as compared to FY 2019 by 3.7%, which mitigated the overall decrease in landed weight at the Airport. This trend was generally experienced throughout the U.S. as all-cargo carriers have experienced some growth since the COVID-19 pandemic as the demand for cargo services has remained strong. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 149 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Table 2-11 Historical Landed Weight in thousand-pound units (FY 2012— FY 2022 and FY 2023 year-to-date) Fiscal Passenger Year-Over-Year Year Airlines All-Cargo Total Growth Rate FY 2012 11,731,536 873,214 12,604,750 20.9% FY 2013 11,463,695 942,557 12,406,252 -1.6% FY 2014 11,740,729 938,309 12,679,038 2.2% FY 2015 12,202,986 997,992 13,200,978 4.1% FY 2016 12,511,833 1,069,830 13,581,663 2.9% FY 2017 13,303,497 1,106,147 14,409,644 6.1% FY 2018 13,737,381 1,171,564 14,908,945 3.5% FY 2019 14,263,691 1,201,369 15,465,060 3.7% FY 2020 12,315,209 1,246,304 13,561,513 -12.3% FY 2021 12,631,435 1,356,217 13,987,652 3.1% FY 2022 14,668,929 1,320,235 15,989,164 14.3% FY 2022 YTD1 9,663,543 FY 2023 YTD' 9,168,764 -5.1% Range Average Annual Growth Rate FY 2012-19 2.8% 4.7% 3.0% FY 2019-22 0.9% 3.2% 1.1% FY 2012-22 2.3% 4.2% 2.4% ■Passenger ■All-Cargo 18 16 - 14 - � � 12 2M 0 0 10 0 � = 8 o c =_ J m 6 c 4 2 0 FY 2012 FY 2013 FY 2014 FY 2015 FY 2016 FY 2017 FY 2018 FY 2019 FY 2020 FY 2021 FY 2022 FY 2022 and FY 2023 year-to-date(YTD)data is through January 2022 and January 2023 respectively. Source: Salt Lake City Department of Airports,Air Traffic Statistics. 50 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Figure 2-11 depicts the monthly aircraft landed weight for the 12 months prior to the outbreak through year-to- date FY 2023.As shown, starting in March 2020, aircraft landed weight decreased by approximately 11.7%from March 2019, compared to decreases of 49.2%for enplaned passengers and 14.8% for aircraft operations. The decline continued into May 2020 when aircraft landed weight was 63.2% lower than May 2019. In May 2020, aircraft landed weight at the Airport started to recover. The recovery in aircraft landed weight stalled somewhat in December 2020 through February 2021. In March 2021, landed weight increased 5.4% compared to March 2020 but was still down 7.0%from March 2019. In April 2021, aircraft landed weight was 127.7% greater than in April 2020, which was the low point of the pandemic.Aircraft landed weight in April 2021 was also higher than April 2019 levels by 0.3%.Aircraft landed weight continued to exceed 2019 levels through November 2021. However, since then aircraft landed weight has been consistently under pre-pandemic levels with the exception of September 2022 and November 2022. In January 2023, aircraft landed weight was 3.8% lower than January 2022. Figure 2-11 Monthly Landed Weight (March 2019—January 2023) ■Actual Pre-Pandemic Levels ■Actual Above Pre-Pandemic Levels 1.8 WHO declared the COVID-19 outbreak a 1.6 global pandemic on March 11, 2020 1.4 c 1.2 �A �- - a) a_ 0 1.0 - - w m � o cam 0.8 - - c 0.6 - 0.4 0.2 0.0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 N N N N N N N N N N N N co N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N cm 0.0 > U C-0 L �,C 5 p a-U > U C-0 L �,C 7 0)Q U > U C ca �(6 :3 :3 (1)0 oa) cca) M5 5W o0MWMflM = Day o0M0M< M = Day o0M Source: Salt Lake City Department of Airports,Air Traffic Statistics. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 151 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 2.3 Key Factors Affecting Air Traffic Demand The following section addresses certain key factors that could impact air traffic activity, both nationwide and at the Airport. 2.3.1 The COVID-19 Pandemic While passenger traffic, and to a lesser extent aircraft operations and landed weight, were dramatically and adversely affected by the impacts associated with the COVID-19 pandemic initially, passenger traffic started to recover during the late spring of 2020. However, during the fall of 2020, the recovery seemed to stall before more recovery during the holiday season in 2020. The recovery of air traffic nationwide slowed again during the early winter months in 2021 but had a more rapid recovery over the rest of 2021. Travel over the holiday season in 2021/2022 was strong; however, airline staffing issues caused in part by COVID-19 variants, along with winter weather, caused many flight cancelations and delays. Travel over the holiday season in 2022/2023 was also generally strong; however, weather impacts across the U.S. and operational issues experienced by Southwest Airlines also caused many flight delays and cancelations. On a national level, the ongoing effects of the COVID- 19 pandemic on air travel have diminished when compared to the past two years. It should be noted that recovery has not been uniform across all segments. Strong growth in leisure travel has been the driver of the recovery while business travel still remains below pre-pandemic levels. Delta's domestic corporate sales in the quarter ended December 2022 were 80 percent recovered to 2019 levels.31 Recent corporate survey results indicate that 96 percent of companies expect their travel will stay the same or increase sequentially in the quarter ended March 2023.32 The US Travel Association projects that the volume of business travel by air will recover to around 98% of pre-pandemic levels in 2023 with full recovery by 2024.33 2.3.2 Economic Conditions and Events Historically, the U.S. economy, as measured by GDP, has generally grown at a relatively steady rate, averaging 3.1% per annum between 1960 and 2019. The rate of growth had been remarkably stable reflecting both the size and maturity of the U.S. economy. Individual years have fluctuated from the long-term trend for a variety of reasons including macroeconomic factors, fuel shocks, war, and terrorist attacks. Prior to 2020, there were two official economic recessions in the U.S. in the 21 st century. The first occurred between March 2001 and November 2001 and was compounded by the September 11, 2001 terrorist attacks. The negative impact of these events on the airline industry is well documented. The recession itself was short- lived by historical standards and the economy returned to positive growth quickly, fueled by a gradual but prolonged reduction in interest rates. The Great Recession occurred between December 2007 and June 2009.31 As a result of the Great Recession, the nation's unemployment rate rose from 5.0% in December 2007 to a high of 10.0% in October 2009.31 31 Delta Air Lines, Delta Announces December Quarter and Full Year 2022 Profit. 32 Ibid 33 CAPA Center for Aviation,After slow end to 2022,the business travel outlook is turning more positive for 2023,March 2023. 34 National Bureau of Economic Research, U.S.Business Cycle Expansions and Contractions,September 20,2010. 35 Ibid. 521 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 The outbreak of COVID-19 in early 2020 and the declaration of a pandemic by the WHO on March 11, 2020, coupled with the subsequent resulting travel restrictions led to the disruption of economies around the world, resulting in dramatic increases in unemployment and significant decreases in air traffic.According to the Bureau of Economic Analysis (BEA), real GDP decreased at an annual rate of 31.4% in the second quarter of 2020 after decreasing by 5.0% in the first quarter of 2020. In comparison, the worst decrease in GDP during the Great Recession was 8.4% in the fourth quarter of 2008. There was a significant recovery in GDP in the third quarter of 2020, increasing 33.4%. Growth was followed by increases of 4.3% in the fourth quarter of 2020, 6.3% in the first quarter of 2021, and 6.5% in the second and third quarters of 2021. In the second quarter of 2021, GDP exceeded the level experienced in the fourth quarter of 2019. Figure 2-12 depicts the magnitude of the impact the COVID-19 pandemic had on the United States economy when compared to the Great Recession. Traditionally, two consecutive quarters of contraction is the benchmark used to determine if a country has entered a recession. The National Bureau of Economic Research defines a recession as a significant decline in economic activity that is spread across the economy and lasts more than a few months.36 Economic markers such as unemployment, rising wages, and consumer spending indicate that the economy is stronger than what is indicated by the contraction in GDP. The second estimate for fourth quarter 2022 shows a 2.7% growth in GDP, representing a second consecutive quarter of positive growth. Figure 2-12 United States Economic Impact of the COVID-19 Pandemic 50% 40% L O 30% 20% O d 10% m N L 0 0% O p o y O -10% (n 0) O C: L M 0 U -20% W v -30% L a) IL -40% -50% 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2021 2022 Source: U.S. Bureau of Economic Analysis, National Income and Product Accounts, March 2023. 36 National Bureau of Economic Research,Business Cycle Dating. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 153 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Figure 2-13 shows how enplaned passenger traffic in the U.S. has experienced long-term growth. During periods of economic contractions and exogenous events, there is a notable decline in passenger volumes, and during the subsequent economic expansions and recovery periods, there is significant growth in passenger volumes. Additionally, exogenous shocks such as terrorist attacks have generally had a short but significant impact on passenger volumes.As presented in this figure, the COVID-19 pandemic has been the most disruptive event to impact aviation in history. There is still much uncertainty around when air traffic on a national level will recover to 11pre-COVID-19" levels.Additionally, in the short-term, certain factors such as the ability to add capacity given pilot shortages (discussed below)are impacting airline traffic. Figure 2-13 U.S. Aviation System Shocks and Recoveries (through October 2022) 90 COVID-19 Pandemic 80 L 70 U) C a 60 c c ca �� 50 Gulf War W Iraq War Q 40 Pan Am Flight 103 y >, c WTC Bombin�� 30 9/11 Attack 0 m >,U) 45 20 0 0 PATCO Strike 10 0 1972 1975 1978 1981 1984 1987 1990 1993 1996 1999 2002 2005 2008 2011 2014 2017 2020 Note: Excludes non-revenue enplaned passengers. Source: U.S. Bureau of Transportation Statistics, U.S.Air Carrier Traffic Statistics; National Bureau of Economic Research, U.S. Business Cycle Expansions and Contractions. 54 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Increases in inflation can have a negative impact on passenger traffic if inflation increases at a faster rate than income. The consumer price index(CPI) is a measure of the average change over time in the prices paid by urban consumers for consumer goods and services. Consumer prices began to increase in April 2021 as the country continued to recover from the recession associated with the COVID-19 pandemic, driven in large part by rising fuel and food prices. Global supply chain issues also attributed to increases to the CPI. The average cost of goods and services began to climb at an accelerated rate beginning June 2021 with items like food, fuel, and housing being directly impacted. In June 2022 the CPI increased to 9.1% over June 2021. Since June 2022, the increase in CPI has slowed. In January 2023, the CPI increased to 6.4% over January 2022. Figure 2-14 graphically depicts how CPI in the U.S. has changed since January 2007. Inflation has reached historically high levels that have not been experienced for approximately 40 years. Figure 2-14 Consumer Price Index(January 2007—January 2023) Food and Beverages — Shelter All Items 14% 12% a� o: 10 � U � N 8% - v 0) d 6% L () L N 4% c N -2% -4% Jan-07 Jul-08 Jan-10 Jul-11 Jan-13 Jul-14 Jan-16 Jul-17 Jan-19 Jul-20 Jan-22 Source: United States Bureau of Labor Statistics, Consumer Price Index(CPI)Databases. How inflation is impacting air travel is somewhat difficult to assess at this time.According to a study from Bankrate, 43% of U.S. adults were planning to travel during the holiday season of 2022. However, a majority (79%) indicated changing their plans due to inflation and rising prices. In the study, holiday travelers were planning to use the following tactics in an effort to mitigate costs: traveling for fewer days, engaging in less expensive activities, opting for cheaper accommodations and destinations, taking fewer trips, and traveling shorter distances. Increasing fuel prices and airfares have resulted in 23% of travelers saying they will drive rather than fly. However, 12% are deciding on flying in place of driving.31 Over time, it is anticipated that inflation will return to rates historically experienced over the long term, and that demand for air travel will return to its historical relationship with inflation. 37 Bankrate, Inflation,rising prices causing 79%of holiday travelers to change their plans,October 4,2022. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 155 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 At present, there is much uncertainty around the global economy and the events currently unfolding with the COVID-19 pandemic, the war between Russia and Ukraine, a global recession, oil prices, and inflation. Future waves of COVID-19, a prolonged or expansion of the war beyond Russia and Ukraine, oil prices, other socioeconomic conditions, and their impacts to the global economy could have a further negative impact on national air passenger demand in the future. 2.3.3 The U.S. Airline Industry 2.3.3.1 Airline Profitability In 2008 and 2009, the U.S. airline industry decreased capacity, particularly in short-haul markets with smaller, short range aircraft types. The result was significant improvement in yields, RASM, and subsequent profitability prior to outbreak of the COVID-19 pandemic. In the years prior to the COVID-19 pandemic, the U.S. airline industry was at its most stable, profitable point in history.According to the Bureau of Transportation Statistics (BTS), the 23 U.S. scheduled passenger airlines reported a pre-tax net operating profit of$15.8 billion in CY 2019, which was a 19.7% increase from CY 2018 and marked the eleventh consecutive year of pre-tax operating profits. The scheduled passenger airlines reported an operating profit margin of 7.5% in 2019, which was up from 6.3% in 2018.31 Profitability during this period can also be attributed to airlines unbundling services and increasing the use of ancillary fees such as charges for checked baggage. As a result of the impacts of the COVID-19 pandemic, U.S. airlines incurred record losses in 2020 and into 2021. The U.S. DOT has reported that U.S. scheduled passenger airlines reported four straight quarters of after-tax net losses beginning in the second quarter of 2020. For the four quarters ending first quarter 2021, airlines experienced an aggregate after-tax net losses of$34.0 billion.39 However, U.S. airlines had a $1.0 billion profit in the second quarter of 2021, the first profit since the beginning of the COVID-19 pandemic, followed by a $2.7 billion profit in the third quarter of 2021.41 The International Air Transport Association (IATA)estimates that globally airlines lost$126.4 billion in 2020. In 2021, IATA projects losses to be cut to $47.7 billion as revenues rise to$458 billion.41 To help support U.S. air carriers through the pandemic crisis, in March 2020, the U.S. Congress passed by unanimous vote the Coronavirus Aid, Relief, and Economic Security(CARES)Act. Under Title IV of the CARES Act, Congress approved $500 billion in federal assistance to severely distressed sectors of the economy as part of the larger$2 trillion stimulus package. The approved programs include $61 billion to the airline sector as follows: i) $29 billion in loans and loan guarantees for air carriers, FAA Part 145 aircraft repair stations and ticket agents; ii) $32 billion in payroll protection grants for air carriers and their contractors; and iii) Relief to air carriers from federal excise taxes that apply to transporting passengers and cargo and the purchase of aviation jet fuel. 38 Bureau of Transportation Statistics,2019 Annual and 4th Quarter U.S.Airline Financial Data. 39 Bureau of Transportation Statistics,U.S.Airlines Narrow Net Loss in 1 st Quarter 2021 from 4th Quarter 2020, hffps://www.bts.gov/newsroom/us-airlines-narrow-net-loss-1 st-quarter-2021-4th-quarter-2020. 40 Bureau of Transportation Statistics, U.S.Airlines'Net Profit in 3'd Quarter 2021 Nearly Triples 2nd Quarter, hftps://www.bts.gov/newsroom/us-airlines-net-profit-3rd-quarter-2021-nearly-triples-2nd-quarter. 41 International Air Transport Association, Reduced Losses but Continued Pain in 2021,hftps://www.iata.org/en/pressroom/pr/2021-04-21- 01/ 56 I Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 The $25 billion to passenger air carriers, $4 billion to cargo air carriers, and $3 billion to contractors were allocated for support under the CARES Act funds.42 As a condition of accepting these funds, U.S. airlines were required to (1) refrain from imposing involuntary furloughs on U.S.-based employees or reducing employee pay or benefits through September 30, 2020; (2) maintain certain limitations on executive compensation through March 24, 2022; (3)suspend the payment of dividends or other distributions and cease stock buybacks through September 30, 2021; and (4)continue service as is reasonable and practicable under DOT regulations. Enacted on December 27, 2020, the Consolidated Appropriations Act(including CARES)created the Payroll Support Program Extension (PSP2)which allocated another$15 billion to passenger air carriers and $1 billion to contractors. On December 27, 2020, the Coronavirus Response and Relief Supplemental Appropriations Act (CRRSAA)was signed and provided $2 billion in economic relief to airports. Most recently, the American Rescue Plan Act of 2021 extended assistance to passenger air carriers and contractors that received financial assistance under PSP2 for an additional $14 billion and $1 billion respectively. Jet fuel prices have risen sharply since the start of the Russia-Ukraine war, and upward pressures on fuel prices are expected to continue. Based on U.S. DOT Form 41 data for 2021, fuel costs represented just over 33% of airlines'operating expenses.All airlines will be directly impacted by the rising jet fuel prices and have two options in terms of managing the increased cost of fuel; they must either absorb the costs themselves, which will further impact airline profit margins, or pass the higher fuel costs on to passengers through higher air fares which could reduce demand for air travel. As discussed above, the airlines are expected to continue to recover financially as air traffic recovers to pre- pandemic levels. It is generally assumed that the airlines will continue to right-size capacity to meet demand and evolve business models in the near-term. 2.3.3.2 Airlines Bankruptcies and Mergers Over the past two decades, the U.S. airline industry has undergone a significant transformation.Although it had been profitable in recent years prior to the impacts associated with the COVID-19 pandemic, the U.S. airline industry cumulatively experienced losses of approximately$62 billion from 2000 through 2009 on domestic operations. Many airlines filed for Chapter 11 bankruptcy protection and some ceased operations altogether. During this period, airlines suffered from excess capacity, which drove down yields. Yields adjusted for inflation had dropped by approximately 70%. With oil prices spiking to nearly$150 per barrel in 2008, industry changes were critical.As a result, all the major network airlines restructured their route networks and reached agreements with lenders, employees, vendors, and creditors to decrease their cost structure. As discussed above, the airlines have experienced significant financial difficulty given the significant passenger decreases caused by the impacts associated with the COVID-19 pandemic.As of December 9, 2021, five U.S. airlines including three regional carriers and one charter airline ceased operating primarily as a result of the COVID-19 pandemic.43 Since December 2021, no additional U.S. scheduled mainline passenger airline have filed for bankruptcy protection or ceased operations. 42 Department of the Treasury, Payroll Support Program Payments, https://home.treasury.gov/policy-issues/cares/preserving-jobs-for- american-industry/payroll-support-program-payments 43 The five U.S.airlines that have gone bankruptcy in 2020 are the regional carriers: ExpressJet(UA),Trans States Airlines(UA),and Compass Airlines(AA and DL),and the charter carriers: Miami Air International,and Shoreline Aviation.The major carriers served by the regional partner carriers contracted with other carriers to provide regional service. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 157 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Industry consolidation has taken place as a result of competitive pressures and economic conditions. Many airlines have merged or been acquired since the turn of the 21st century. Figure 2-15 provides a graphical representation of the major U.S. airline mergers during this period. These mergers have resulted in less competition among the airlines and increased pricing power. The potential impacts associated with consolidation include limited industry seats, limited capacity growth, and increases in fares. Figure 2-15 Major U.S. Airline Mergers of the 21st Century' Virgin America Alaska Airlines American West US Airways Trans World Airlines American Airlines AirTran Airways Southwest Airlines Continental Airlines United Airlines Northwest Airlines Delta Air Lines 2000 2002 2004 2006 2008 2010 2012 2014 2016 2018 2020 2022 Note: Lighter shading indicates bankruptcy. Source: Airlines for America, U.S.Airline Mergers and Acquisitions. It is expected that airlines will continue to enter into code-share agreements in attempts to seek competitive advantages. For example, in early 2021,American entered into partnerships with both Alaska Airlines for markets in the western U.S. and JetBlue Airways for markets in the eastern U.S. In October 2022, Spirit Airlines shareholders approved a new merger agreement with JetBlue Airways, which could create the fifth largest airline in the U.S. This merger is currently being challenged by the U.S. Department of Justice. 58 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 2.3.4 Pilot Shortage At the onset of the COVID-19 pandemic, airlines were faced with a surplus of personnel resulting from the sudden and dramatic decline in traffic.As a result, airlines offered their employees buyouts and early retirement packages. In total, it is estimated that approximately 10% of commercial pilots took early retirement during the pandemic.44 In addition, an aging pilot population is expected to continue to compound the issues arising from early retirements caused by the pandemic. FAA airman certification statistics shows that 28%of the 170,086 people with an airline transport pilot (ATP) certificate are 60 years of age or older and are due to retire over the next five years. In contrast, only 4.4% of people with an ATP certification were under the age of 30. The recovery of air traffic demand in the U.S. was relatively modest from April 2020 through February 2021. However, starting in March 2021, passenger demand has increased more rapidly and has since recovered to more than 90% of the U.S. passenger levels experienced in 2019.As a result of this rapid recovery and the airlines' inability to quickly replace their retired pilots, airlines have experienced shortages of trained pilots to fly aircraft. The pilot shortage problem has been amplified during peak travel periods throughout the year. In particular, regional airlines have been hit the hardest by the pilot shortage. Unable to provide the wages of the larger airlines, the regional airlines have been losing their pilots to the mainline carriers who are attempting to fill their needs.As a result, the regional airlines have had to scale back, or in some cases eliminate service, to smaller markets including some subsidized through the FAA's Essential Air Service Program. In order to meet this demand, airlines are quickly attempting to backfill the positions left open by pilot retirements by hiring and training new pilots. However, in addition to offering early retirement to their pilots, the airlines also trimmed back their pilot training programs to cut costs during the pandemic. The Regional Airline Association estimated that 4,346 new pilots qualified for their ATP certificates in 2021 compared to 6,664 in 2019. The U.S. airline industry is hoping to add approximately 13,000 pilots in 2022, more than double the previous record in annual hiring.45 According to a report from Oliver Wyman, by 2029 the increased demand for pilots is expected to outpace the supply creating a pilot shortage of approximately 60,000 pilots worldwide and nearly 21,000 in North America.46 In the U.S., there are currently several potential measures being explored to help alleviate the pilot shortage, including: ■ Raising the federally mandated retirement age for airline pilots from 65 to 67 ■ Reducing flight-hour requirements before joining a U.S. carrier ■ Lowering the barrier to entry for training programs such as dropping the requirement for a four-year degree ■ Creating gateway programs such as Alaska's Ascend Pilot Academy and United's Aviate Academy which offer financial aid and scholarships to lessen the cost of becoming a pilot If the pilot shortage becomes more widespread in the industry, the passenger airlines may not be able to meet future passenger demand, and would be required to reduce their seat capacity, resulting in material impacts to future passenger traffic in the U.S and internationally. 44 CNN,A shortage of pilots could keep the airlines from making a real comeback. 45 Regional Airline Association,2021 Regional Airline Association Annual Report. 46 Oliver Wyman,After COVID-19,Aviation Faces a Pilot Shortage. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 159 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 On March 1, 2023, Delta ratified a new Pilot Working agreement. The contract, which runs through December 2026, provides the 15,000 pilots with an immediate 18% pay increase and pay increases in each of the subsequent three years. Under the agreement, Delta will also provide a 1% increase of any pay offered by its competitors (American and United) under any those airline's negotiated contracts. The contract also provides paid maternity and paternal leave, better crew meals, improved health insurance, and more. 2.3.5 Aircraft Shortage Airlines parked planes during the pandemic as demand declined but now are struggling to have the capacity to meet the demand as travel has returned. Supply chain issues and staffing shortages have resulted in a significant slowdown in production of new aircraft. In February 2023, deliveries of the 737 Max aircraft were expected to drop from 35 in January to the low 20s. Boeing is still optimistic in ramping production up in order to meet its goal of delivering 400-450 planes this year.47 The shortages due to production are compounded by maintenance delays.According to Oliver Wyman, there is a 12,000 to 18,000 short fall in mechanicS.48 In order to overcome this shortage of mechanics, airlines will have to employ similar solutions as they have been doing with pilots including increased pay and subsidizing the training process. 2.3.6 Aviation Fuel The price of oil and the associated cost of jet fuel has historically been one of the largest operating costs affecting the airline industry. In 2000,jet fuel sold to end users averaged $0.89 per gallon. The average cost of jet fuel increased steadily through 2007. However, in 2008, crude oil prices and, consequently,jet fuel surged in price as a result of strong global demand, a weak U.S. dollar, commodity speculation, political unrest, and a reluctance to materially increase supply. In July 2008,jet fuel reached an average price of$4.01 per gallon, nearly double the price the year prior. Reduced demand in 2009 stemming from the global financial crisis and subsequent economic downturn resulted in a sharp decline in price. However, as the economic climate improved and political unrest continued in the Middle East, oil prices increased in the subsequent three years. The increase in the price of jet fuel put upwards pressure on airline operating costs.As a result, airlines cut capacity or increased fares, and sometimes both. The average price of jet fuel dropped significantly in 2015 and 2016, reaching a low of$1.03 per gallon in February 2016. Since then,jet fuel prices increased steadily to a peak of$2.25 in October 2018 before falling to $1.70 per gallon in December 2019 due to increased oil supplies. In 2019,jet fuel prices remained fairly stable, averaging approximately$1.90 per gallon from February 2019 through January 2020. As a result of the COVID-19 pandemic, the global demand for crude oil and fuel decreased dramatically starting in January 2020.As a result, the price of crude oil dropped below$20 per barrel in April 2020. Since then, crude oil supply curtailments have caused oil prices to recover. Prices hovered near$40 per barrel from early June 2020 through December 2020, then increased to $92 per barrel in February 2022. Following the start of the war between Russia and Ukraine, crude oil prices reached nearly$109 per barrel in March 2022, receded to approximately$102 per barrel in April 2022 and increased again back to nearly$115 per barrel in June 2022. 47 Reuters, Boeing says parts shortages persist, hampering plane production, February 15,2023. 48 Oliver Wyman,While A Shortage May Be Inevitable,Aviation Has Options Long-Term 60 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Jet fuel prices have risen sharply since the start of the Ukraine war and upward pressures on prices will likely continue, particularly if more stringent sanctions are applied to the Russian energy sector and depending on potential increases in production elsewhere. The U.S. Energy Information Administration (EIA) provides forecasts of jet fuel refiner price to end users in a report entitled Short-Term Energy Outlook. In the March 2023 release, the EIA projects that jet fuel prices will reach 241.3 cents per gallon by December 2024. Figure 2-16 presents the historical price for jet fuel refiner price to end users and the ETA's forecast of that price. Future fuel prices and availability are uncertain and fluctuate based on numerous factors. These can include supply-and-demand expectations, geopolitical events, fuel inventory levels, monetary policies, and economic growth estimates. Historically, certain airlines have also employed fuel hedging as a practice to provide some protection against future fuel price increases. Aviation fuel costs will continue to impact the airline industry in the future. If aviation fuel costs increase significantly over current levels, air traffic activity could be negatively affected as airlines attempt to pass costs on to consumers through higher airfares and fees in order to remain profitable.At this time, alternative fuels are not yet commercially cost effective. Figure 2-16 Jet Fuel Prices (January 2002—December 2024) 450 Forecast No. I I 400 N N d 350 N I = 300 w , 0 0 U 250 - L L a.. W . Q I L I s= c 200 w N 150 - I LL m 100 — I I I 50 — I I I 0 2002 2004 2006 2008 2010 2012 2014 2016 2018 2020 2022 2024 Source: U.S. Energy Information Administration, Short-Term Energy Outlook(March 2023). Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 161 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 2.3.7 Aviation Security Since the September 11, 2001, terrorist attacks (9/11), government agencies, airlines, and airport operators have upgraded security measures to guard against threats and to maintain the public's confidence in the safety of air travel. Security measures have included cargo and baggage screening requirements, passenger screening requirements, deployment of explosive detection devices, strengthening of aircraft cockpit doors, the increased presence of armed air marshals, awareness programs for personnel at airports, additional intelligence in identifying high-risk passengers, and new programs for flight crews.Aviation security is controlled by the federal government through the Department of Homeland Security and the TSA. Although terrorist events targeting aviation interests would likely have negative and immediate impacts on the demand for air travel, the industry and demand have historically recovered from such events. There have been terrorist attacks at airports internationally including at Brussels Airport in March 2016, the Istanbul AtatOrk Airport in June 2016, and the Paris Orly Airport in March 2017. So long as government agencies continue to seek processes and procedures to mitigate potential risks and to maintain confidence in the safety of aircraft, without requiring unreasonable levels of costs or inconvenience to the passengers, economic influences are expected to be the primary driver for aviation demand as opposed to security and safety. 2.3.8 National Air Traffic Capacity The U.S. aviation system has a major impact on the national economy because it provides a means of transporting people and cargo over long distances in a relatively short period.As demand for air travel increases, the national aviation system must maintain enough capacity to allow for travel without unacceptable delays or congestion. It is generally assumed that the required infrastructure improvements needed to maintain capacity will keep pace with demand.Although not likely over the period of FY 2023 to FY 2030 (Projection Period) evaluated herein, the inability of the national aviation system to keep pace with demand could create congestion and delays on a national level that could adversely affect the passenger experience and impact future demand. 2.4 Air Traffic Activity Projections This section presents the air traffic activity projections including the key assumptions used to develop those projections. The air traffic activity projections included in this Report represent L&B's opinion, based on information available to L&B as well as estimates, trends and assumptions that are inherently subject to economic, political, regulatory, competitive and other uncertainties, all of which are difficult to predict and which will be beyond the control of L&B. Projected results may not be realized, and actual results could be significantly higher or lower than projected. L&B is not obligated to update, or otherwise revise, the projections or the specific portions presented to reflect circumstances existing after the date when made or to reflect the occurrence of future events, even in the event that any or all of the assumptions are shown to be in error. 62 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 2.4.1 Projection Assumptions Projections of air traffic activity were developed based on an analysis of the underlying economic conditions of the ASA, airline traffic trends, and an assessment of Delta's continued use of the Airport for hubbing activities. In general, it was assumed that in the long-term, growth in O&D passenger traffic at the Airport will occur as a function of growth in socioeconomic conditions within the ASA. In addition, several other assumptions are incorporated into the projections including the following: ■ Over the shorter-term, supply issues will continue to impact capacity; however, subside over the next few years. • Over the long-term, the airlines will continue to add capacity that is in line with demand and economic growth. ■ Long-term nationwide growth in air travel will occur over the Projection Period consistent with forecast growth in the economy. • After a brief period of near record prices, aviation fuel prices will decrease but remain higher relative to historical levels. ■ There will be no major disruption of airline service or airline travel behavior over the Projection Period. 2.4.2 Enplaned Passengers Projection 2.4.2.1 Estimate for FY 2023 An estimate for FY 2023 was developed using year-to-date enplaned passenger counts with current airline schedules for the remainder of the year. Figure 2-17 provides the monthly departing seats from July 2021 through June 2023. From July 2022 through January 2023, there were 7.6 million enplaned passengers at the Airport. Over the same time, there were 8.8 million departing seats, indicating an 86.3% load factor for the first seven months of FY 2023. There are 6.4 million departing seats scheduled for the remainder of FY 2023. Load factors for the remaining months were assumed to mirror those in FY 2022 for domestic and international flights. Based on this assumption, it is estimated that approximately 5.6 million enplaned passengers will depart from the Airport during the remainder of FY 2023. Therefore, it is estimated that there will be 13.3 million enplaned passengers at the Airport in FY 2023. This estimation is lower than the Airport's budgeted amount of 13.9 million enplaned passengers in FY 2023. The analysis shows that domestic and international enplaned passengers would exceed FY 2019 levels in FY 2023. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 163 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Figure 2-17 Scheduled Departing Seats at the Airport ■Domestic ■International 1.6 1.4 1.2 1.0 N 0.— 2- 0.8 �o c m 0.6 0 0.4 0.2 0.0 Jul Aug Sep Oct I Nov Dec Jan I Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Jan I Feb Mar Apr May Jun FY 2022 FY 2023 Sources: Cirium, Diio Mi: Schedule—Dynamic Table; Landrum&Brown Analysis. 2.4.2.2 Long-Term Projection A number of standard industry forecasting techniques were considered in order to project enplaned passengers such as econometric regression modeling, trend analysis, market share, and time series. Landrum & Brown has determined that econometric regression models are the most appropriate to project enplaned passengers at the Airport. Econometric regression modeling quantifies the relationship between enplaned passengers and key socioeconomic variables. This methodology recognizes that the key independent variables will change over time and assumes that their fundamental relationships with the dependent variables will remain. The first step in developing the appropriate models was to test the independent, or explanatory, variables against the dependent variables, domestic and international enplaned passengers. For an econometric model to be considered appropriate, the following must be true: ■ Adequate test statistics (i.e., high coefficient of determination (RI)values and low p-value statistics), which indicate that the independent variables are good predictors of passengers at the Airport. ■ The analysis does not result in theoretical contradictions (e.g., the model indicates that GDP growth is negatively correlated with traffic growth). • The results are not overly aggressive or conservative or are incompatible with historical averages. 64 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Through the testing of multiple sets of independent variables, two univariate linear models, one for domestic O&D and the other for international, were selected to project enplaned passengers at the Airport. The domestic O&D model used historical enplaned passenger data from FY 2002 through FY 2019 and the Air Service Area's GRP per capita. The international model used historical enplaned passenger data from FY 2012 through FY 2019 and the Air Service Area's GRP per capita. These models exhibited strong regression statistics when compared to models with other combinations of independent variables. The model was used to determine an estimated number of enplaned domestic O&D and international passengers through FY 2030. In FY 2019, domestic connecting passengers accounted for 41.7% of the total domestic passengers, it was assumed that domestic connecting passengers would recover as to this percentage of total domestic passengers by FY 2027.After recovering to the pre-pandemic share of total passengers, domestic connecting passengers are assumed to increase at the same rate as domestic O&D passengers, maintaining the FY 2019 percentage of O&D and connecting passengers. Based on models and the set of assumptions above, total enplaned passengers are projected to increase at a CAGR of 3.2%for the period of FY 2023 through FY 2030. The result is that enplaned passengers are projected to increase from 13.3 million in FY 2023 to 16.6 million in FY 2030. Table 2-12 provided the enplaned passenger projection by segment. Table 2-12 Enplaned Passenger Projection (FY 2018- FY 2030) Enplaned Passengers (in thousands) Domestic Domestic Year-Over- Percent of Fiscal Year O&D Connecting International Total Year Growth FY 2019 FY 2018 Actual 6,989 4,941 208 10,125 FY 2019 Actual 7,324 5,232 534 13,090 5.4% 100.0% FY 2020 Actual 5,695 4,019 382 10,096 -22.9% 77.1% FY 2021 Actual 4,241 3,293 176 7,710 -23.6% 58.9% FY 2022 Actual 7,417 4,960 425 12,802 66.0% 97.8% FY 2023 Estimate 7,642 4,957 659 13,258 3.6% 101.3% FY 2024 7,858 5,220 684 13,762 3.8% 105.1% FY 2025 8,073 5,493 710 14,276 3.7% 109.1% FY 2026 8,290 5,779 736 14,806 3.7% 113.1% FY 2027 8,509 6,078 763 15,351 3.7% 117.3% FY 2028 8,730 6,236 783 15,749 2.6% 120.3% FY 2029 8,952 6,395 803 16,150 2.5% 123.4% FY 2030 9,177 6,555 823 16,555 2.5% 126.5% Range Average Annual Growth Rate FY 2019-22 0.4% -1.8% -7.3% -0.7% FY 2022-30 2.7% 3.5% 8.6% 3.3% FY 2023-30 2.6% 4.1% 3.2% 3.2% Sources: Salt Lake City Department of Airports,Air Traffic Statistics. Landrum&Brown analysis. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 165 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 2.4.3 Aircraft Landed Weight Projection During the height of the pandemic, passenger aircraft landed weight per enplaned passenger increased significantly as load factors dropped due to lower demand and the need to implement social distancing practices. However, the passenger aircraft landed weight per enplaned passenger declined in FY 2022 and was within the normal range experienced over the previous eight years. Therefore, it was assumed that this factor would remain constant through the Projection Period. The result is that passenger landed weight is projected to increase from approximately 14.7 million-pound units in FY 2022 to 18.4 million-pound units in FY 2030, which represents a CAGR of 2.9%from FY 2022 through FY 2030. From FY 2012 through FY 2020, there was a consistent upward trend in all-cargo landed weight. In FY 2021, there was a higher than anticipated growth in all-cargo landed weight. However, in FY 2022 and year-to-date FY 2023, all-cargo landed weight has been trending downwards. Landrum & Brown believes that this is a correction to higher growth at the start of the COVID-19 pandemic and is not representative of a long-term trend. For FY 2023, it was assumed that the all-cargo weight would remain at the same rate as it has been year-to-date. For future years, a linear trend model was used to project future landed weight for all-cargo. The result is that all- cargo landed weight is projected to increase at a CAGR of 3.3%, increasing from 1.3 million-pound units in FY 2022 to 1.7 million-pound units in FY 2030. Table 2-13 provides the landed weight projection by segment. Table 2-13 Landed Weight Projection (FY 2018- FY 2030) Landed Weight(In Millions of Pounds) Year-Over- Percent of Fiscal Year Passenger All-Cargo Total Year Growth FY 2019 FY 2018 Actual 13,737 1,172 14,909 FY 2019 Actual 14,264 1,201 15,465 3.7% 100.0% FY 2020 Actual 12,315 1,246 13,562 -12.3% 87.7% FY 2021 Actual 12,631 1,356 13,988 3.1% 90.4% FY 2022 Actual 14,669 1,320 15,989 14.3% 103.4% FY 2023 Estimate 15,940 1,220 17,160 7.3% 111.0% FY 2024 15,280 1,290 16,570 -3.4% 105.9% FY 2025 15,850 1,360 17,210 3.9% 108.5% FY 2026 16,440 1,430 17,870 3.8% 111.2% FY 2027 17,050 1,500 18,550 3.8% 113.9% FY 2028 17,490 1,570 19,060 2.7% 116.6% FY 2029 17,940 1,640 19,580 2.7% 119.3% FY 2030 18,380 1,710 20,090 2.6% 122.1% Range Average Annual Growth Rate FY 2019-22 0.9% 3.2% 1.1% FY 2022-30 2.9% 3.3% 2.9% FY 2023-30 2.1% 4.9% 2.3% Sources: Salt Lake City Department of Airports,Air Traffic Statistics. Landrum &Brown analysis. 66 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 2.5 Enplaned Passenger Sensitivity Projection The sensitivity projection used the same models developed under the base case but assumed a 10% reduction in the growth in the economic forecasts and assumed that domestic connecting passengers would only recover to 40% of the total domestic passengers, down from 41.7% assumed in the base case. Based on models and the set of assumptions above, total enplaned passengers are projected to increase at a CAGR of 2.5%for the period of FY 2022 through FY 2030. The result is that enplaned passengers are projected to increase from 12.8 million in FY 2022 to 15.8 million in FY 2030. Table 2-14 provided the enplaned passenger projection by segment. Table 2-14 Enplaned Passenger Sensitivity Projection (FY 2018- FY 2030) Enplaned Passengers (in thousands) Domestic Domestic Year-Over- Percent of Fiscal Year O&D Connecting International Total Year Growth FY 2019 FY 2018 Actual 6,989 4,941 208 10,125 FY 2019 Actual 7,324 5,232 534 13,090 5.4% 100.0% FY 2020 Actual 5,695 4,019 382 10,096 -22.9% 77.1% FY 2021 Actual 4,241 3,293 176 7,710 -23.6% 58.9% FY 2022 Actual 7,417 4,960 425 12,802 66.0% 97.8% FY 2023 Estimate 7,642 4,957 659 13,258 3.6% 101.3% FY2024 7,836 5,118 678 13,632 2.8% 104.1% FY 2025 8,030 5,280 697 14,007 2.7% 107.0% FY 2026 8,225 5,446 715 14,386 2.7% 109.9% FY 2027 8,421 5,614 735 14,769 2.7% 112.8% FY 2028 8,618 5,745 752 15,115 2.3% 115.5% FY 2029 8,816 5,878 769 15,463 2.3% 118.1% FY 2030 9,016 6,011 786 15,813 2.3% 120.8% Range Average Annual Growth Rate FY 2019-22 0.4% -1.8% -7.3% -0.7% FY 2022-30 2.5% 2.4% 8.0% 2.7% FY 2023-30 2.4% 2.8% 2.5% 2.5% Sources: Salt Lake City Department of Airports,Air Traffic Statistics. Landrum &Brown analysis. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 167 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 3 Airport Facilities and Capital Improvement Program This Chapter provides an overview of existing Airport facilities and describes the New SLC (described herein)and other planned capital improvements at the Airport, referred to as Other Capital Projects for the purposes of this Report. 3.1 Existing Airport Facilities The Airport comprises approximately 9,400 acres of land in Salt Lake County, Utah. It is located approximately five miles west of downtown Salt Lake City. The Airport is relatively distant from other comparable airports and is the primary commercial air passenger and cargo service facility for the Salt Lake Valley, the State of Utah, and portions of southwestern Wyoming, southeastern Idaho, northeastern Nevada, and northwestern Colorado. Access to the Airport is primarily provided from Interstate 80 via Terminal Drive. Existing Airport facilities are described in sections below and are graphically illustrated in Figure 3-1. Figure 3-1 Airport Layout(As of DATE—see note—to be updated) a oe000 X1I - -- :will Source: Department management records 68 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 3.1.1 Airport History Originally used for aerobatic flights, the Airport began as a cinder-covered landing strip in a marshy pasture called Basque Flats in 1911. The City purchased 100 acres surrounding the landing strip for$40.00 per acre in 1920, and the resulting airfield was named Woodward Field. The first commercial passenger flight took place in 1926 with two passengers perched atop U.S. mail sacks, and in 1943, the Airport became a training base and replacement depot for the U.S.Army Air Force.A history of the Airport's growth over historical time periods is summarized below.49 ■ 1930s and 1940s: In 1930, the Airport was renamed Salt Lake City Municipal Airport and consisted of approximately 400 acres, 11 hangars and two gravel runways. In 1933, the City built an airport administration building that housed a passenger waiting room, mail room, airport manager's office, other facilities, and leased office space to the airlines.A third runway was also added in 1933. The Airport became a training base and replacement depot for the U.S.Army Air Force in 1943. • 1950s and 1960s: The three runways were upgraded in 1950 to accommodate the largest commercial jet aircraft of that time. The first terminal building, former Terminal One, was constructed and dedicated in 1961. In 1968, the Airport was renamed the Salt Lake City International Airport. • 1970s and 1980s:Airport property expanded to an area of approximately 7,500 acres. In 1978, Terminal Two was completed to accommodate the operations of former Western Airlines, a new executive terminal was opened to serve general aviation needs, and the west runway and taxiway systems were extended. Terminal One was expanded and remodeled in 1981. The Airport became an operational hub for former Western Airlines in 1982, which led to facility upgrades. In 1984, Terminal Two was expanded to accommodate an additional concourse. In 1987, Western Airlines merged with Delta and additional facilities were constructed to accommodate an expansion of the hub. ■ 1990s and 2000s:A third air carrier runway was added in 1995, in addition to Concourse E and the International Arrivals Building. In 1999, the FAA opened a new airport traffic control tower(ATCT)and terminal radar approach control facility. The City hosted the 2002 Olympic Winter Games. ■ 2010s to Present: In FY 2015, the Terminal Redevelopment Program (TRP)started construction for the quick turn-around facility(QTA), rental car facility site work, rental car service buildings, infrastructure, and temporary roadway construction and realignments. Construction of the NCP began in January 2018. In September 2020, the terminal and western portion of Concourse A of the TRP opened. In October 2020, the western portion of Concourse B opened. The prior terminal building and airside concourses were demolished shortly after the opening of these facilities.As described later in this chapter, the New SLC program consists of the TRP and NCP. 3.1.2 Airfield Facilities The existing airfield consists of three air carrier runways and a general aviation runway. The air carrier runways are, generally, in a parallel north/south alignment(Runways 16L-34R, 16R-34L, and 17-35). The general aviation runway is oriented in a northwest/southeast direction (Runway 14-32). Runway 16L-34R is 12,003 feet in length, Runway 16R-34L is 12,000 feet in length, Runway 17-35 is 9,596 feet in length, and Runway 14-32 is 4,900 feet in length.All runways are 150 feet wide. The air carrier runways are equipped with high intensity runway lighting systems, centerline lighting, and touchdown zone lights. Precision instrument landing systems (ILS)were installed on all ends of each air carrier runway for approaches during instrument flight rules (IFR) conditions. The general aviation runway (14-32) is not equipped with an ILS. 49 Salt Lake City Department of Airports website(https://www.slcairport.com/about-the-airport/airport-overview/airport-history/),accessed June 2016. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 169 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 3.1.3 Terminal Facilities The current terminal and western airside concourses were completed as part of the New SLC program and opened in the fall of 2020. The passenger terminal complex consists of a consolidated passenger terminal, one attached airside concourse (Concourse A—formerly referred to as the South Concourse), and one parallel concourse (Concourse B—formerly referred to as the North Concourse) comprising over 1.8 million square feet of total space.An approximately 1,000-linear-foot underground tunnel connects the western portions of the airside concourses. This tunnel area provides pedestrian access to Concourse B from Concourse A. The new central tunnel is expected to open in 2024, with both tunnels remaining open. The terminal is also connected to the parking garage via the Gateway Center. Figure 3-2 illustrates the Airport's terminal complex and shows the general area for future facilities that are under construction. Level 1 of the Terminal contains a federal inspection services (FIS)area, international baggage claim and recheck area, tenant administrative offices, a centralized security checkpoint for dedicated employee access, ground transportation counters, and also serves commercial curbs and other ground transportation functions. Level 2 provides passenger circulation areas and connects landside and airside components of the facility. Public areas prior to the security checkpoint provide for baggage claim and airline baggage service offices, an expansive meeter-greeter area, food and beverage and retail concessions, and a centralized security screening checkpoint. Areas beyond security screening include the main terminal plaza area consisting of 79,000 square feet of concessions, seating, and circulation space. Level 3 contains the ticketing area for departing passengers, a 30,000-square foot Delta SkyClub, and administrative offices for the Department and other tenants at the Airport. Departing passengers being dropped off at the Airport arrive on the Level 3 curb. The Airport is served by the TRAX light rail system owned and operated by the Utah Transit Authority (UTA), which connects the Airport with downtown Salt Lake City. There are also two remote hardstand facilities: one with 15 positions being used by Delta and its regional affiliate partners and another 5-position facility being used on a common-use basis. The 15-gate facility is located east of Concourse B and the 5-gate facility is north of Concourse B. Delta and its regional affiliate partners operate from both airside concourses, while all other airlines at the Airport operate on Concourse B.As of May 2023, the existing airside concourses and hardstand facilities provide for a total of 71 aircraft parking positions, associated passenger waiting areas and security screening facilities. Of the 71 positions, 51 have passenger loading bridges and the 20 remote hardstand positions are served through a busing operation and have aircraft access directly on the apron without passenger loading bridges On October 31, 2023, 17 additional gates are planned to come online on the eastern portion of the southern concourse, while 15 of the hardstand positions will be closed. Table 3-1 presents the current number of aircraft gate positions at the Airport by concourse and used by the Signatory Airlines. Section 3.6 of this Report describes future gate counts planned as part of the New SLC. 70 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Figure 3-2 SLC Terminal Complex THE NEW SALT LAKE CITY �� •- INTERNATIONAL AIRPORT h — , r NORTH COMCOURSE - _ CONSTRUCTION AREA CENTRALTUNNEL (UNDER CONSTRUCTION) ._ I 1 . . CONSTRUCTION AREA ,, ' _m-.-r-. �,.. - __- • .•^^ � �' III r4 MOM Me IM TURN AROUND s z rz_ a YOL r -- c s � �� ^i�•ddt 41 .I 1 ! �e� 3EIr ' }e: r j •�� 1 1 .�A��iS�.� ,I1�t � I �I � ��• ; }}. �.,. `ai ��R+r �luic ..F�tsa. ' t r� i ,a � _�' - - •-fie 4. � �.�.ia &�ff BF :}� ( 'i 1 �„ � � ' ._ i 'R-e wA. a R s YF• y ' Hyri � � Est. hb 4M _ Jkr �' � 9F�.Rct•T M �F '�'. - u Y' ''r .•, `-` .1.. ? 1 :��/ j'. w i •�,Y s R {pp': 1 a��.�e�� ,.t i r � I •n- � wMar. i'ati.:— <" Ir. 'Ic c'�'"s .:i' �' .y..Ry'�� .� h./,. _ Source: Airport management records,April 2023 Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 171 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Table 3-1 Aircraft Gate Use at the Airport(As of May 2023) Airline Concourse A Concourse B Hardstand Total Alaska - 1 - 1 American - 2 - 2 Delta 30 7 15 52 Frontier - 1 - 1 JetBlue - 1 - 1 Southwest - 4 - 4 United - 3 - 3 Department(common use) - 2 5 8 Total 30 21 20 71 Source: Salt Lake City Department of Airports management records 3.1.4 Public Parking Facilities Public parking facilities currently located at the Airport consist of the new five-level, short-term parking garage near the terminal complex that opened as part of the New SLC in September 2020 and long-term economy surface parking lots.As part of the TRP, the economy lots were reconfigured. In total, these Airport parking facilities comprise about 152 acres, including the five levels of the garage, and have 14,401 public parking spaces. The short-term parking garage has 3,469 public parking spaces on levels two through five and is located adjacent to the passenger terminal. The first floor is dedicated to rental car operations and contains approximately 1,200 ready/return parking spaces. Upper floors are served via two helical ramps. Current pricing for the short- term parking garage is $35 per day or$55 per day for the Premium Reserved Parking service. In addition to the new Parking Garage, the Airport also has a substantial amount of surface parking available for Airport patrons, including a new surface parking area located east of the new parking structure. The surface lot has 384 parking spaces. The South Economy Parking Lot opened in July 2014 and consists of approximately 2,900 additional parking spaces replacing the economy parking that was displaced by the construction of the new rental car facilities. The South Economy Parking Lot is integrated with the remainder of the Economy Parking Lot. To help reduce vehicle traffic congestion in the terminal area, the Department maintains a 132-space Park and Wait lot and adjacent Touch n' Go service plaza located west of Terminal Drive,just south of the terminal, where motorists meeting arriving passengers may wait without charge until passengers are ready to be picked up. The Park and Wait lot has large electronic signs displaying flight arrival information. Once a flight has arrived and sufficient time has elapsed for passengers to claim their luggage, the sign indicates"ready for pick up."To reduce congestion at the curb, however, the Department encourages drivers to wait until passengers are at the curb, confirming with their driver via cell phone. 3.1.5 Rental Car Facilities Rental car operations at the Airport currently are located on the ground floor of the new parking garage adjacent to the terminal building and include approximately 1,200 ready/return parking spaces. Nine rental car brands are currently located at the Airport:Alamo,Avis, Budget, Dollar, Enterprise, Hertz, National, Payless and Thrifty. In addition, six brands are located off-Airport and their customers must use shuttle bus services. 72 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 The rental car service facilities were placed in service in March 2016. These facilities consist of a `quick-turn- around' (QTA)facility for fueling and washing cars and three facilities for performing light vehicle maintenance. The QTA is a two-level building of approximately 468,000 sf with 14 wash and service bays on the first floor and vehicle storage and parking on the second floor. The Rental Car Service Site (RSS)facility consists of three single-story service buildings containing a total of approximately 34,000 sf of building space located south of the QTA. These buildings provide back-of-house maintenance areas for the rental car providers and contain office, support and storage space. 3.1.6 Transportation Network Companies The Airport is served by several transportation network companies (TNCs), including both Uber and Lyft. The Department has set aside dedicated curb space at the Airport for TNC pick-ups, but TNC drivers are required to wait for customers off-Airport. TNC operations at the Airport have grown substantially since FY 2016, when TNC operations were first permitted at the Airport and 209,800 transactions were reported. During FY 2022, there were approximately 1.30 million TNC transactions reported. In October 2021, the Airport entered into an operating agreement with Turo, a peer-to-peer vehicle sharing company.As part of this agreement, Turo will pay the Airport 10% of gross revenue on vehicle sharing transactions at the Airport. [insert number of Turo transactions] 3.1.7 Ancillary Facilities Ancillary facilities support the aviation-related activities at the Airport. The facilities identified as ancillary are categorized as military, general aviation, FAA, ground support equipment, cargo facilities, aircraft maintenance facilities, and the Boeing facility. ■ Military: The Utah Air National Guard (UTANG) operates on more than 82 acres on the northeast side of the Airport as the Roland R. Wright Air National Guard Base. The 151 st Air Refueling Wing is based at the Airport, which provides personnel to fly, maintain, and support a KC-135R aerial refueling unit. ■ General Aviation: General aviation (GA)facilities are located on the east side of the Airport property. This area includes fixed base operator(FBO)facilities, corporate hangars, maintenance hangar facilities, aircraft parking aprons (aircraft tie-down spaces managed by the FBOs), general aviation aircraft storage hangars (total combination of 200 T-hangars and shade hangars managed by the Department), fuel storage facilities and access roadways. The two FBOs on site sell both jet A and 100 low-lead aviation gasoline. FBOs offer a variety of services including rental cars, catering and transportation.Aircraft maintenance facilities are available on the airfield. • FAA: The FAA occupies the Airport Traffic Control Tower(ATCT)and handles all flight arrivals and departures as well as ground movement. ■ Ground Support Equipment: Ground support equipment(GSE)facilities include areas and buildings that house vehicles and equipment necessary to serve aircraft operations such as aircraft tugs, baggage tugs and carts, catering trucks, fuel trucks, 400-hertz power generators, deicers, lavatory service trucks, etc. GSE is stored in a multi-purpose building and covered areas surrounding the terminal area. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 173 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 ■ Cargo Facilities: Over 1.0 million square feet of cargo space is leased at the Airport. United Parcel Service and DHL each have stand-alone cargo facilities and FedEx has a cargo facility at the Airport constructed in recent years of just under 70,000 square feet. ■ Aircraft Maintenance Facilities: Delta and its regional partner, SkyWest, currently lease from the Department and maintain aircraft maintenance hangars at the Airport. Routine and heavy aircraft maintenance is performed at these facilities. • Boeing Facility: Boeing leases a 100,000-square foot fabrication and assembly facility on a 16-acre site on the east side of the Airport.At this site, Boeing is assembling the horizontal stabilizer for its 787-9 Dreamliner aircraft. Boeing also has an option to lease an additional 157 acres of adjacent Airport property. 3.2 The Auxiliary Airports The Department also operates two general aviation airports owned by the City: South Valley Regional Airport and Tooele Valley Airport, referred to collectively as the Auxiliary Airports. These airports support the GA needs of the region and complement the airport services provided at the Airport.A general description of each GA airport is provided below. South Valley Regional Airport(U42) currently supports business-related flying, law enforcement/fire/rescue flying services, recreational flying, flight training, and air charters.A Utah National Guard Army Aviation Support Facility is also housed on the airfield. South Valley Regional Airport comprises about 880 acres and is located approximately 10 miles south of the Airport in West Jordan, Utah. U42 has a single runway, Runway 16-34, which is 5,862 feet in length and 100 feet in width. The runway is constructed of asphalt and is equipped with pilot- controlled medium intensity runway lights (MIRL) and four lighted precision approach path indicators (PAPIs). In addition, each end of the runway is also equipped with runway end identifier lights (REILs). The primary landside area at U42 consists of a linear layout, running north to south along the west side. Facilities include the Utah National Guard Army Aviation Support Facility, FBO facilities, maintenance hangar facilities, aircraft parking aprons (100 aircraft tie-down spaces), general aviation aircraft storage hangars (total combination of 155 T- hangars and shade hangars managed by the Department), fuel storage facilities and access roadways. The Department sells both jet A and 100 low-lead aviation gasoline.Aircraft maintenance facilities are available on the airfield. The Department is currently providing fueling, ground handling, aircraft storage and parking and ground power(GPU)services at South Valley Regional Airport; however, the Department is currently seeking proposals from FBO operators to enter into a long-term lease to provide those services going forward.A third-party maintenance provider and flight school are also available. Tooele Valley Airport (TVY)currently provides many aviation-related services, including business-related flying, sky diving, law enforcement/fire/rescue flying services, recreational flying, and flight training. Tooele Valley Airport comprises about 600 acres and is located in Erda, Utah, approximately five miles northwest of Tooele, near State Highway 138. It is operated with one primary runway, oriented in a general north-south direction, along with a supporting parallel taxiway system. The single runway at the airport, Runway 17-35, is 6,050 feet in length and 100 feet in width. The runway is constructed of asphalt and is equipped with pilot-controlled MIRLs. Threshold lights are located at each end as well as runway end identifier lights for the Runway 35 approach. Four light PAPIs service the runway. The airport has ILS for Runway 17 in addition to a non-directional beacon. The Iandside area consists of a linear layout, running north to south along the east side. The facilities include six individual privately- owned hangars, aircraft parking aprons (24 aircraft tie-down spaces), self-service fuel storage and dispensing facilities and access roadways. The Bureau of Land Management maintains a Single Engine Air Tanker base at Tooele Valley Airport and is in the process of constructing a permanent base through a long-term lease recently executed with the Department. Self-serve 100 low-lead aviation fuel is available 24 hours a day. 74 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 The Department operates the Airport and the Auxiliary Airports as an Airport System. This is defined within the Master Indenture to include the operation and maintenance costs and revenues of the Auxiliary Airports within the definitions of Operation and Maintenance Expenses of the Airport System and Revenues. Therefore, the costs and revenues of the Auxiliary Airports are included for the purposes of the Master Indenture, including the Rate Covenant (defined later in Chapter 4 of this Report). 3.3 Summary of Capital Projects For purposes of this Report, the Department's current capital program is organized into the following categories, each of which is discussed in the sections that follow in this chapter of the Report: The New SLC: The New SLC consists of both the TRP and NCP as described below: ■ The Terminal Redevelopment Program: The TRP is the major capital program currently under construction that upon completion will have replaced and rebuilt the Airport's landside and terminal facilities and is currently replacing its airside concourse facilities over the next few years in conjunction with the NCP. The western portion of the airside concourse (Concourse A)was opened in September 2020 and is operational. The initial eastern portion of Concourse A containing five aircraft gates on the north side was opened in May 2023 and is currently operational. The remainder of the eastern portion of Concourse A containing 16 additional aircraft gates is planned to open on October 31, 2023. The TRP has been funded, in part, with proceeds of the Existing Bonds, and is planned to be funded, in part, with proceeds of the Series 2023 Bonds and future additional Bonds along with other funding sources to be described below. In addition, the Department has entered into a short-term revolving credit facility with JPMorgan Chase Bank, National Association, pursuant to which the City can access up to $150 million (Line of Credit). The Line of Credit is currently intended to be used as an interim funding facility. The capital and operating costs associated with the TRP have been included in the financial analysis in this Report and are further described in Chapter 4. ■ The North Concourse Program: The NCP is also currently under construction and includes the development of a midfield airside concourse (Concourse B)to the north of the new airside concourse to be developed simultaneously with the TRP (i.e., Concourse A). The western portion of Concourse B opened in October 2020 and is currently operational. The eastern portion of Concourse B is anticipated to be opened in various phases. In October 2024, the central tunnel connecting Concourse A and B along with the central node of Concourse B and four aircraft gates on the south side of the initial eastern portion of Concourse B are planned to open. In October 2025, four aircraft gates on the north side of the initial eastern portion of Concourse B are planned to open, which completes Phase III of the NCP. Phase IV of the New SLC was recently approved in FY 2023. This will extend Concourse B further to the east and add 16 gates as well as adding permanent aircraft hardstands, which will be accessible from the east end of the completed Concourse B. The first five aircraft gates associated with Phase IV are planned to be open in January 2026 and the remaining 11 gates are planned to open in January 2027. The NCP has been funded, in part, with proceeds of the Existing Bonds, and will also be funded, in part, with proceeds of the Series 2023 Bonds, the Line of Credit as an interim funding source, and additional Bonds along with other funding sources to be described herein. The capital and operating costs associated with the NCP have been included in the financial analysis in this Report and are further described in Chapter 4. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 175 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Other Capital Projects: These projects are in addition to the elements of the New SLC and are the other Airport System capital projects that currently are anticipated by the Department to be undertaken over the projection period, or from FY 2023 through FY 2030. Such projects are referred to in this Report as the `Other Capital Projects.'The estimated capital funding and operating costs, if any, and estimated revenue impacts, if any, associated with the Other Capital Projects have also been included as part of the financial analysis in this Report. 3.4 The New SLC The New SLC is a comprehensive capital program that is in various stages including certain components that are in operation, under construction, or being designed to completely redevelop and replace the existing landside and terminal complex of the Airport. The New SLC is comprised of two capital programs known as the TRP and the NCP.A significant portion of the New SLC has been completed and is currently operational. Remaining portions of the New SLC currently under construction or in design primarily consist of airside concourse development, the new central passenger tunnel, and associated airside improvements. Figure 3-3 illustrates the New SLC and shows the facilities that are complete and in operation and the future airside concourse elements currently under construction. The next several sections provide additional details on the TRP and the NCP. 3.4.1 The Terminal Redevelopment Program In 2014, the Signatory Airlines operating at the Airport approved the implementation of the TRP through execution of the current AUA that incorporates the TRP and is effective through June 30, 2024. The TRP is estimated to cost approximately$2.83 billion, including design, engineering, construction, escalation for inflation, and contingency amounts, but excluding financing costs. Sources of funding for the TRP are presented in Exhibit A of this Report.Approximately$2.83 billion of project costs have already been incurred through January 2023. Table 3-2 presents project costs of the TRP by element in chronological order for when each element is planned to be operational.A description of the major project elements of the TRP is then contained in the next several subsections. 76 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Table 3-2 TRP Project Costs by Element(thousands of dollars) TRP Element Current Budget' Planned Operation South Economy Parking Lot $15,944 Operational Rental Car Facilities: QTA and RSS 129,286 Operational Central Utility Plant 59,837 Operational Terminal Facilityz 961,698 Operational Gateway Center 82,513 Operational Concourse A(West) 420,357 Operational Parking Garage 239,721 Operational Terminal Roadway System 107,831 Operational Concourse A(East) 498,039 May 2023 (west portion) October 2023 (east portion) Terminal Apron, Fuel Hydrant System, and Taxilanes 292,927 Operational Miscellaneous Landside/Parking Lot Improvements 21,902 Operational Total $2,830,056 Notes: ' Approximately$2.63 billion of project costs have been incurred through January 2023. Amounts may not add because of rounding. 2 Includes baggage handling system Source: Airport records, March 2023. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 177 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Figure 3-3 The New SLC THE NEW SALT LAKE CITY INTERNATIONAL AIRPORT FUTURE DEVELOPMENT WIN I ARG in -71 oil �JI .d - ,;islvNarn.!c:7l6ts! .e.. a +a � F � , , 'r — ��t ��' ��' ' �'fi � fl°"rF.' — �� % ¢ 7rr e r- :' ,' ",rip$4�„-°Py� It 1 m � 1 a ! F: !�F •/% S'k Ask D d 'I Source: Department management records,April 2023 78 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 The eastern portion of Concourse A is currently under construction and is the only remaining portion of the TRIP to be completed. This facility continues the configuration of Concourse A and is comprised of approximately 376,000 square feet of space that will be contiguous with the terminal facility. Level 1 of Concourse A will contain non- public areas that accommodate airline operations offices and support areas, outbound and transfer baggage facilities, storage facilities, and house MEP systems. Level 2 of the facility will serve as the main passenger circulation level serving enplaning and deplaning passengers and will include passenger amenities such as moving sidewalks and expanded food and beverage and retail concessions. In total, the eastern portion of Concourse A will ultimately accommodate 22 aircraft gate positions. The eastern section of Concourse A is currently planned to be completed on October 31, 2023 with the early opening of five gates, which occurred in May 2023. Because of the substantial decreases in air traffic resulting from the impacts associated with the COVID-19 pandemic that temporarily reduced the need for aircraft gates, the Department was able to accelerate the demolition of its former airside concourses. The demolition of these former airside concourses cleared the site for the development of Concourse A and simplified its construction phasing. The demolition of the former facilities accelerated the planned opening of all the aircraft gates on Concourse A by nearly two years. 3.4.2 The North Concourse Program The NCP consists of a planned 47-gate midfield concourse, of which 21 gates opened in October 2020.As described above, Phase IV of the New SLC was recently approved in FY 2023. This phase extends Concourse B further to the east to add 16 contact aircraft gates to the NCP as well as adding permanent aircraft hardstands at the east end of the future Concourse B. With the inclusion of Phase IV, it is currently estimated that the NCP will cost approximately$2.30 billion. Table 3-3 presents project costs of the NCP by element in chronological order for when each element is planned to be operational.A description of the major project elements of the NCP follows the table. The first phase of the NCP was opened in October 2020, about one month after the terminal and the Concourse A (west). This initial phase was the west portion of Concourse B and includes 21 aircraft gate positions and comprises approximately 361,000 square feet of space. The second phase of the NCP will add an additional nine aircraft gate positions. The second phase is planned to be approximately 246,000 square feet of building space. The Central Tunnel connecting Concourse B to Concourse A and terminal will be approximately 1,000 linear feet and will also be constructed during this phase. The Central Tunnel will become the primary pedestrian access; however, the mid-concourse tunnel will also remain operational to serve connecting passenger needs. This phase (Phase III) of the NCP is planned to be initially operational in October 2024 and fully operational by October 2025. Phase IV of the NCP was recently approved during FY 2023. This phase will add 16 additional gates on Concourse B and permanent hardstands at the east end of Concourse B. The first five aircraft gates on this Concourse B extension are planning to be operational in January 2026, and the remaining 11 aircraft gates are planned to open in January 2027. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 179 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Table 3-3 NCP Project Costs by Element(thousands of dollars) TRP Element Current Budget' Planned Operation Concourse B (west) $364,554 Operational Concourse B (east— Phase III) 380,941 October 2024 (west portion) October 2025 (east portion) Baggage Handling System 35,578 May 2024 Central Tunnel 109,456 October 2024 Mid Concourse Tunnel 21,063 Operational Apron/Taxilanes 397,634 Various Hydrant Fueling System 43,137 Various Concourse A(east) Modifications 250,641 October 2023 Hardstand Operation 46,439 Operational Phase IV- Concourse B 585,347 January 2026 (west portion) January 2027 (east portion) Phase IV-Apron & Hydrant Fueling 70,127 Various System Total $2,304,917 Notes: ' Approximately$981.3 million of project costs have been incurred through January 2023. Amounts may not add because of rounding. Source: Airport records, March 2023 3.4.3 New SLC Aircraft Gate Positions Prior to construction of the New SLC, the Airport had 56 aircraft gates with loading bridges and 30 aircraft gates without loading bridges on Concourse E.All of the prior concourses and terminal complex were demolished after the opening of the initial phases of the New SLC in FY 2021.As described earlier, the Airport currently has 71 aircraft positions with 51 of these having loading bridge access to aircraft, and the remaining 20 ground-loaded positions on the remote aircraft hardstand facility are without loading bridges. The construction phasing plan for the New SLC has been developed to maintain active aircraft gate positions throughout construction. When completed, the New SLC is planned to provide 98 aircraft gate positions at the Airport. Of the 98 aircraft gates, 94 will have loading bridge access to aircraft, while the remaining four will be ground-loading accessible through hardstands.As compared to the former facilities, the Airport is planned to have 38 more loading bridge capable gates upon completion of the New SLC to accommodate future requirements more efficiently and effectively. Table 3-4 presents the current plan for aircraft parking positions through various phases of the New SLC construction. 80 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Table 3-4 Planned Aircraft Parking Positions During the New SLC Construction Total Conc. Conc. Conc. Conc. Conc. Conc. Conc. Hard- with Date C D E' F2 G3 A B Stand' LB5 Total Before Construction of 13 13 30 22 8 0 0 30 56 86 New SLC Current 0 0 0 0 0 30 21 20 51 71 November 2023 0 0 0 0 0 47 21 5 68 73 October 2024 0 0 0 0 0 47 26 5 73 78 October 2025 0 0 0 0 0 47 30 5 77 82 January 2026 0 0 0 0 0 47 35 5 82 87 November 2027 0 0 0 0 0 47 47 4 94 98 Concourse E did not provide loading bridge access to aircraft. 2 Formerly Concourse B 3 Formerly Concourse A 4 The aircraft hardstand does not provide loading bridge access. 5 Loading bridge (LB) Source: Airport management records, accessed February 2023. 3.4.4 The New SLC Program Management Team Program management for the New SLC is comprised of a selected staff of professionals chosen from 10 companies of which 46 personnel were engaged as of December 2022.At the peak of construction 68 full-time personnel were engaged. Pursuant to this approach, the Department maintains complete control as opposed to a more typical approach where this responsibility is contracted to a firm or team of firms that provide this function with their staff. The Department's process allows it to select individuals from the pool of firms for each program management position. In addition, the Department outlines key performance requirements for each of these program management positions and has the ability to replace those not meeting appropriate performance requirements. In such circumstances, the Department will request companies from the external pool to provide potential candidates to be interviewed by the Department. The Department will then select the most qualified individual from the pool of candidates. Key external program management staff, which lead the program management team, include a Program Director, a Financial and Program Controls coordinator, and an Airline Technical Representative. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 181 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 The Program Director reports to the Department's Executive Director and is responsible for the overall implementation of the TRP. The lead architectural firm for the New SLC is HOK(formerly known as Helmuth, Obata & Kassabaum, Inc.), which has multiple sub-consultant firms engaged in various engineering and design efforts. In October 2013, the Department selected Holder-Big-D,A Joint Venture (HDJV) as the Construction Manager at Risk(CMAR)for the TRP. HDJV is a joint venture between Holder Construction Company and Big-D Construction. Big-D Construction is a local Salt Lake City based company and Holder Construction Company is Georgia-based. In April 2017, the Department selected Austin Okland Aviation as the CMAR for the NCP. The CMAR Contract with AOJV was terminated for convenience following the reduction in passengers associated with the impacts of the COVID-19 pandemic and AOJV has de-mobilized. HDJV added the second phase of the NCP to its existing CMAR. The New SLC has been broken down into CGMP contracts between the Department, on behalf of the City, and the CMAR. Each CGMP constitutes an amendment to the CMAR contract that provides that the CMAR will construct the elements of the New SLC described in the scope of the applicable CGMP for a guaranteed maximum price, within the schedule set forth in the CGMP and in accordance with the CMAR contract. The CMAR contract also requires the CMAR, as applicable, to provide specified pre-construction and general conditions services during its term.As of March 2023, 100% of the TRP project costs and NCP project costs are subject to an executed CGMP. Each CGMP is designed and bid separately.All subcontracts must be competitively awarded, and the subcontracts are held by the CMAR, as applicable, and expressly provide that the Department has no contractual relationship with the subcontractors. Before the Department enters into a CGMP, the Department's Financial Oversight Committee must approve the guaranteed maximum price and its Construction Committee must approve the scope of the work of the CGMP and recommend to the Executive Director that the CGMP be approved and executed. The CMAR contract provides for a formal dispute resolution process that must be undertaken in the event of a disagreement between the Department and the CMAR, as applicable, before any legal action may be commenced. 3.5 Other Capital Projects Other Capital Projects currently anticipated by the Department to be undertaken or completed during the projection period that are not part of the New SLC are shown in Exhibit A. Preliminary cost estimates for the Other Capital Projects total approximately$322.3 million through FY 2030. Projects expected to be undertaken include rehabilitation of taxiways as well as improvements at Tooele and South Valley Airports. It should be noted that certain capital projects included in Other Capital Projects could be potentially deferred or not otherwise undertaken by the Department during the projection period, depending on circumstances such as aviation demand levels and availability of project funding. For the purposes of this analysis, all such projects have been incorporated in this Report and the accompanying financial tables to demonstrate the full financial effect of undertaking all of the Other Capital Projects along with the New SLC. 3.5.1 Financial Impact for Other Capital Projects Sources of funding for the Other Capital Projects are described below and presented on Exhibit A. The estimated financial impacts of the Other Capital Projects are incorporated in this Report. 82 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 It is possible that during the projection period, the Department may consider other potential future Airport improvements not planned at this time. However, it is assumed that the Department will only undertake construction on any other potential future projects when demand warrants, necessary environmental reviews have been completed, necessary approvals have been obtained, and associated project costs can be supported by a reasonable level of Airport user fees or other discrete funding sources such as state and federal grants, PFCs, Department funds, CFCs, and third-party funds. 3.6 Plan of Finance Exhibit A presents the total project costs along with estimated funding sources for the New SLC and Other Capital Projects. These estimates are based on currently available information regarding the estimated cost and timing of the New SLC and Other Capital Projects, and the estimated receipt of federal, state, and other grants and other funds.As presented in Exhibit A, the TRP is estimated to cost approximately$2.83 billion, the NCP is estimated to cost$2.30 billion, and the Other Capital Projects are estimated to cost$322.3XXX million.Additional details regarding the estimated funding sources for the New SLC and Other Capital Projects is presented in this section. 3.6.1 Federal, State and Other Grants The Department receives federal grants for Airport capital development under the FAAAirport Improvement Program (AIP). The Department received AIP entitlement grants of approximately$3.8 million in FY 2020 based on (1) levels of funding authorized and appropriated by Congress for the program, (2)the number of passengers and amount of cargo at the Airport, and (3)a 75% reduction in entitlement grants associated with the Department's$4.50 PFC level. The Auxiliary Airports receive a total of approximately$150,000 in FAAAIP entitlements per year per airport. The Department also receives AIP discretionary grants for specific projects pursuant to grant applications for such funding, and FAA discretionary grant awards, which are a function of the amounts authorized and appropriated by Congress and the FAA's prioritization of competing projects. No future BIL funds are assumed in the plan of finance, but they will be applied for and used if awarded. As shown in Exhibit A, the Department expects to be able to fund a portion of its capital development with FAA AIP and TSA grants.Approximately$373.3 million in federal grants are anticipated to fund a portion of the New SLC and the Other Capital Projects. 3.6.2 Passenger Facility Charge Revenues PFC revenues are used to pay for certain FAA-approved, PFC-eligible projects, either by using certain PFC revenues to pay for approved project costs on a pay-as-you-go basis or by applying certain PFC revenues to pay debt service associated with bonds used to fund approved projects. Pursuant to the Master Indenture, unless otherwise provided in a Supplemental Indenture or a certificate of the City, PFC revenues are excluded from the definition of Revenues, and therefore, are not pledged to the payment of debt service on the Bonds. However, PFC revenues may still be applied to pay debt service on Bonds in two separate ways. First, the City may designate specified PFC revenues as Passenger Facility Charges Available for Debt Service. Passenger Facility Charges Available for Debt Service are transferred to the Trustee and deposited directly into a City designated Debt Service Fund to be used to pay debt service on a specific Series of Bonds. Secondly, the City can designate specified PFC revenues as Pledged Passenger Facility Charges. Pledged Passenger Facility Charges are transferred to the Trustee and deposited directly into a City designated Debt Service Fund to be used to pay debt service on a specific Series of Bonds. For purposes of the Rate Covenant,Annual Debt Service on the Bonds does not include principal or interest paid with PFC revenues that have been designated as Passenger Facility Charges Available for Debt Service and/or Pledged Passenger Facility Charges. For the purposes of the financial analysis for the Series 2021 Bonds, it is assumed that the City will designate certain PFC revenues as Passenger Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 183 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Facility Charges Available for Debt Service and such PFC revenues will be used to pay a portion of the debt service on Bonds. As of March 31, 2023, the Department is authorized by the FAA, to impose and use approximately$2.2 billion of PFC revenues (at the$4.50 level)for various projects. The Department received approval from the FAA on June 3, 2020 of its amendment request to increase its PFC funding for the TRP by$72.3 million. The FAA's estimated charge-expiration date is April 1, 2037.As of March 31, 2023, the Department had collected approximately$936.8 million of its total approved collection and had disbursed approximately$916.5 million on approved projects. The Department received approval for its PFC Application number 16 in February 2016 for the TRP. The application and subsequent amendment was approved at the PFC collection rate of$4.50 for a total approved use of approximately$1.38 billion. As presented in Exhibit A, the Department has planned for approximately$332.8 million of PFCs to fund TRP project costs on a pay-as-you-go basis.At this time, the Department does not expect to fund any additional costs of the TRP with PFC revenues on a pay-as-you-go basis. In addition, the Department intends to fund eligible debt service for the TRP with a significant portion of its annual PFC collections into the foreseeable future. 3.6.3 Department Funds The Department historically used its internal funds from the operation of the Airport System to fund certain projects in the CIR Per the Master Indenture, any Revenues remaining in the Surplus Fund, after all obligations have been satisfied, are available for use by the Department for any lawful Airport System purpose. Per the AUA, the Department may include in airline rates and charges a cost for the use of Department funds (net of PFCs, CFCs, grants, and other funding sources), along with imputed interest, that pay for capital development in airline cost and revenue centers. This cost is referred to as Amortization in the AUA. The AUA specifically prohibits Amortization to be included in airline rates and charges for Department funds paying for costs of the TRP. There is no prohibition for the use of Amortization for NCR As presented in Exhibit A, the Department is currently planning to apply internally generated Department funds to the New SLC of approximately$571.2 million. The Department intends to use approximately$326.3 million of Department funds for Other Capital Projects. 3.6.4 Existing Bonds, Series 2023 Bonds, and Future Bonds The remaining portions of the New SLC are planned to be funded with proceeds of Bonds. The Department has issued the Existing Bonds, and plans to issue the Series 2023 Bonds to pay the costs of implementing a portion of the New SLC. Currently, the Department also is planning to issue additional Bonds over the next several years to fund remaining portions of the New SLC based on future timing and cash flow needs.As presented on Exhibit A, approximately$925.7 million of Series 2017 Bonds proceeds (including interest earnings) have been used to fund project costs of the New SLC, approximately$798.8 million of Series 2018 Bonds proceeds have been used to fund project costs of the New SLC, approximately$974.6 million of Series 2021 Bond proceeds have been used to fund project costs of the New SLC, and approximately$1.15 billion of future Bonds (including the Series 2023 Bonds) proceeds are planned to fund project costs of the New SLC. Of the future Bonds proceeds approximately $400.0 million are Series 2023 Bonds proceeds and approximately$752.6 million are future Bonds proceeds. Assumptions related to the issuance of the Series 2023 Bonds and future Bonds are provided in Section 4.4. 84 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 3.6.5 Customer Facility Charges On July 1, 2011, the Department began requiring the rental car companies at the Airport to charge a customer facility charge (CFC)to be used to pay, or to reimburse the Department, for capital costs for construction and improvement of rental car facilities at the Airport. The CFC was initially$4.00, with the current rate of$5.00 effective July 1, 2012. The$5.00 CFC is a per transaction daily fee up to a maximum of 12 days and is collected by the on-airport rental car companies from each of their customers and subsequently remitted to the Department. Although federal law does not restrict the use of CFCs, a City ordinance restricts the use of CFCs to finance capital improvements at the Airport that support rental car services, including a pro rata share of joint use infrastructure such as roadways, the portions of the Parking Garage needed for ready/return facilities, funding debt service associated with rental car facilities or funding the City's costs for such other rental car related purposes as the City may determine. The City currently does not expect to apply proceeds of Bonds to finance rental car facilities or, accordingly, to pay debt service on Bonds with CFCs. CFCs are not included in Revenues. The Department is applying the CFC revenues on a pay-as-you-go basis to fund eligible portions of the TRP that are used by rental cars.As shown on Exhibit A, the Department intends to fund approximately$199.0 million of rental car-related improvements of the TRP from CFC revenues. The Department has expended all of the CFC eligible project costs through March 2023. The Department has already constructed the QTA, RSS, rental car portion of the parking garage, and rental car portion of the Gateway Center, and has used available CFCs and Department cash to fund these projects. The Department has been reimbursing its internal cash expenditures on these elements of the TRP from CFC revenues as they become available. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 185 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 4 Financial Framework and Analysis This Chapter discusses the financial framework for the Airport System, including an overview of the governing body, management structure of the Department, financial structure including Airport System cost centers, certain obligations of the Master Indenture, and certain provisions contained in the AUA(defined herein)and in other key agreements at the Airport System.Additionally, the Department's plan for funding sources, including the use of proceeds of the Existing Bonds, the planned Series 2023 Bonds, and future Bonds, along with Debt Service projections, Operating Expenses, Revenues projections, debt service coverage, and other key financial analyses are described in this Chapter. Exhibits contained at the end of this Chapter present actual results for FY 2022, and projections for FY 2023 through FY 2030, also referred to as the Projection Period. 4.1 Airport Governing Body The Airport System is operated and managed by the Salt Lake City Department of Airports, a department of the City. The Mayor of the City, the City Council and the 11-member Airport Advisory Board of citizen volunteers oversee its affairs. In February 1976, the City created the Airport Advisory Board to provide advice with respect to broad matters of policy affecting the operation of the Airport System.All actions taken by the Airport Advisory Board constitute recommendations to the Mayor. The Mayor has the power to review any action submitted by the Airport Advisory Board. 4.2 Management Structure The day-to-day operations of the Airport System are managed by the Executive Director, who reports directly to the Mayor. The Executive Director, appointed by the Mayor, leads the management staff of the Department along with the Department's Division Directors. Nine Division Directors of the Department lead the following nine Divisions: Operations; Maintenance; Finance;Airport Design and Construction Management; Planning and Environmental;Administration and Commercial Services; Communication and Marketing; Information Technology; and Operational Readiness,Activation, and Transition for the New SLC. In addition, the executive team of the Department is comprised of the Chief Operating Officer, to whom the Director of Operations reports, along with Airport police and firefighting. The executive team of the Department is a full-time staff of professional and technical personnel located at the Airport. 86 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 4.3 Financial Structure The Department's Airport System includes the Airport and the Auxiliary Airports, general aviation airports owned by the City and operated by the Department. For accounting purposes, the Airport System is operated as an independent enterprise fund of the City and is separate from other City enterprises.As described in Section 5.3.2 below, funds deposited into the Revenue Account are not commingled with any other funds of the City and are used and applied only in the manner as specified in the Master Indenture.A discussion of the application of revenues is also described below. The Department funds its operation of the Airport System with revenues generated from Airport System rentals, fees, and charges. The Airport System is financially self-sustaining with Revenues generated from airline and other tenant fees, grants, Passenger Facility Charges (PFCs), rental car CFCs, concession fees, and other Revenues of the Airport System. Capital improvements at the Airport System are funded by the Department with: (1)federal, state, and other grants-in-aid, (2) Revenues generated from Airport System rentals, fees and charges; (3)Airport System revenue bond proceeds; (4) PFC revenues, (5) CFC revenues, and (6)other Department funds. 4.3.1 Accounting Structure Pursuant to the AUA for the Airport, the Department has created various cost and revenue centers and cost centers for the purpose of accounting for and allocating costs and revenues of the Airport System in order to establish airline rates and charges for the use of the Airfield and the Terminal. Per the AUA, the airline cost and revenue centers are referred to as the Airfield Cost and Revenue Center and the Terminal Cost and Revenue Center. In addition to the two-airline cost and revenue centers, the Department also allocates costs and revenues to five other Department cost centers and two indirect cost centers. Landside, General Aviation, Support Areas, Auxiliary Airports, and Other comprise the other direct Department cost and revenue centers. The General Administration and Roads cost centers are the Department's indirect cost centers, which are allocated to the direct cost centers.As described below, rate-setting at the Airport is a hybrid methodology, where Landing Fees are calculated on a residual basis and the Terminal Rents are calculated on a modified commercial compensatory basis that includes financial incentives for additional enplaned passengers. In the Airfield Cost and Revenue Center, the Signatory Airlines have the primary responsibility and risk and benefit from non-airline revenues. In the Terminal Cost and Revenue Center, the Department and the Signatory Airlines share the responsibility and risk. The AUA also has an adjustment-to-actual provision that sets a process for the reconciliation of rates and charges with the Signatory Airlines at the end of each FY. The Airfield Cost and Revenue Center and Terminal Cost and Revenue Center include allocated shares of Operating Expenses and Capital Outlays, debt service, amortization charges, Rolling Coverage Amount requirements, O&M Reserve Requirements, Renewal, and Replacement Requirements, other required reserve deposits, and Revenues. The Existing Bonds, and the Series 2023 Bonds are payable on a parity from the Airport System Net Revenues from all Cost and Revenue Centers of the Department. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 187 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Direct Cost and Revenue Centers: • Airfield Cost and Revenue Center: The cost and revenue center to which revenues and expenses associated with those portions of the Airport providing for the landing, taking off, and taxiing of aircraft, including without limitation approach and turning zones, clear zones, avigation or other easements, runways, a fully integrated taxiway system, runway and taxiway lights, GSE storage areas, remote aircraft parking aprons, and other appurtenances related to the aeronautical use of the Airport, including any airfield property purchased for noise or other environmental mitigation purposes. ■ Terminal Cost and Revenue Center: The cost and revenue center to which revenues and expenses associated with the Terminal buildings and Terminal Aircraft Aprons including but not limited to aircraft gates, ticket counters, baggage claim areas, baggage make up areas, security checkpoint areas, office space, storage areas, concourses, lobbies, VIP lounges, FIS facilities, employee break rooms and public areas located within terminal building at the Airport. Terminal Aircraft Aprons include those areas of the Airport that primarily are designated for parking of passenger aircraft and support vehicles and the loading and unloading of passenger aircraft. • Landside Cost and Revenue Center: The cost center and revenue center to which revenues and expenses associated with areas and facilities accommodating ground transportation, including Terminal public access roadways and curbside, public automobile and employee parking facilities, rental car operations, and taxi and transportation network companies (TNCs). ■ General Aviation: The cost and revenue center to which revenues and expenses associated with general aviation areas and facilities provided at the Airport. These include, but are not limited to, hangar, building, land and space rentals and fuel flowage fees. ■ Support Areas: The cost and revenue center to which revenues and expenses associated with, but not limited to,Airport support areas are allocated. These include flight kitchens, non-terminal buildings, cargo ramps, and other areas. • Auxiliary Airports: The cost and revenue center to which revenues and expenses associated with areas and facilities provided at the Auxiliary Airports. These include, but are not limited to, hangar, building, land and space rentals and fuel flowage fees. • Other: The cost and revenue center to which revenues and expenses associated with areas and facilities leased or provided for air cargo activities, improved land and buildings, and unimproved land. Indirect Cost Centers • General Administration: Expenses associated with salaries, benefits, materials, and supplies of the Airport's administrative staff and not attributable to any Direct Cost and Revenue Center but allocated among all cost centers for purposes of rate making based on share of expenses among the Direct Cost and Revenue Centers. • Roads: Expenses associated with Airport roadways are allocated to the Department's Direct Cost and Revenue Centers based on amounts specified in the AUA. 88 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 4.3.2 Master Indenture The Master Trust Indenture, dated as of February 1, 2017 by and between the City and Wilmington Trust, National Association, as Trustee (the Master Indenture), authorizes the issuance of airport revenue bonds to pay the costs of acquiring and constructing Airport System improvements, among other items. The Existing Bonds were issued pursuant to the Master Indenture and the First, Second, and Third Supplemental Trust Indentures and the Series 2023 Bonds are being issued pursuant to the provisions of the Master Indenture and the Fourth Supplemental Trust Indenture to be dated as of August 1, 2023, referred to as the Fourth Supplemental Indenture, by and between the City and the Trustee. The Master Indenture and the Fourth Supplemental Indenture are collectively referred to as the Indenture. The Series 2023 Bonds are payable solely from the Net Revenues of the Airport System, certain funds and accounts held by the Trustee under the Indenture, and other amounts payable under the Indenture.As of July 2, 2023, the Department had $2.706 billion of Bonds Outstanding. Pursuant to the Master Indenture, the City has pledged Net Revenues to the payment of the Bonds issued thereunder. Net Revenues are all Revenues of the Airport System remaining after payment of Operation and Maintenance Expenses of the Airport System. Revenues include, among other things, all amounts derived from all rates, tolls, fees, rentals, charges and any other payments collected, or received by the City in connection with the operation of the Airport System, any amounts designated as Other Pledged Revenues pursuant to the procedures in the Master Indenture, and all investment income earned by the City on such Revenues except as otherwise expressly provided in the Master Indenture. Flow of Funds The Master Indenture and the Subordinate Indenture (as described below) established certain funds and accounts and the priority for the flow of Revenues and certain other amounts to such funds and accounts, as described below. Figure 4-1 illustrates the flow of funds as set forth in the Master Indenture and the Subordinate Indenture (as described below). Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 189 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Figure 4-1 Flow of Funds Flow of Funds Pursuant to Master Indenture REVENUES Jr REVENUE ACCOUNT O OPERATION AND MAINTENANCE SUBACCOUNT Passenger Facility Charges Available 2OF DEBT SERVICE FUNDS for Debt Service and Pledged Passenger Facility Charges COMMON DEBT SERVICE ORESERVE FUND AND SERIES DEBT SERVICE RESERVE FUNDS O SUBORDINATE OBLIGATION DEBT SERVICE O SUBORDINATE OBLIGATION DEBT SERVICE RESERVE FUNDS O OPERATION AND MAINTENANCE RESERVE SUBACCOUNT O RENEWAL AND REPLACEMENT SUBACCOUNT OROLLING COVERAGE ACCOUNT Any Lawful O SURPLUS FUND Purpose of Department *Maintained within the Revenue Account of the Department Revenues do not include Passenger Facility Charges. **Held and maintained by Trustee IF**Held and maintained by Subordinate Trustee Source: Master Indenture and Subordinate Indenture 90 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 As long as there are Outstanding Bonds and Subordinate Obligations, all Revenues are required to be deposited into the Revenue Account, which is administered by the Department on behalf of the City. Revenues will be set aside for the payment of the following amounts or deposited or transferred to the following funds, accounts and subaccounts in the following order of priority: 1. Operation and Maintenance Subaccount 2. Debt Service Funds 3. Common Debt Service Reserve Fund and Series Debt Service Reserve Funds 4. Subordinate Obligation Debt Service 5. Subordinate Obligation Debt Service Reserve Funds 6. Operation and Maintenance Reserve Subaccount 7. Renewal and Replacement Subaccount 8. Rolling Coverage Account 9. Surplus Fund Rate Covenant In the Master Indenture, the City covenants, while any Bonds are Outstanding, to establish, fix, prescribe, and collect rates, tolls, fees, rentals and charges in connection with the Airport System and for services rendered in connection therewith, so that Revenues in each FY will be at least equal to the following amounts: • Operation and Maintenance Expenses of the Airport System due and payable during such FY • the Annual Debt Service on any Outstanding Bonds required to be funded by the City in such FY as required by the Master Indenture or any Supplemental Indenture with respect to the Outstanding Bonds; ■ the required deposits to the Common Debt Service Reserve Fund or any Series Debt Service Reserve Fund which may be established by a Supplemental Indenture; ■ the reimbursement owed to any Credit Provider or Liquidity Provider as required by a Supplemental Indenture; ■ the interest on and principal of any indebtedness of the Department required to be funded during such FY, other than for Outstanding Bonds, but including Subordinate Obligations; and ■ funding of any debt service reserve funds created with respect to any indebtedness of the Department, other than Outstanding Bonds, but including Subordinate Obligations. The City also covenants and agrees that it shall establish, fix, prescribe and collect rates, tolls, fees, rentals and charges in connection with the Airport System and for services rendered in connection therewith, so that during each FY the Net Revenues, together with any Transfer from the Rolling Coverage Account, will be equal to at least 125% of Annual Debt Service on the Outstanding Bonds for such Fiscal Year. The amount of any Transfer from the Rolling Coverage Account taken into account shall not exceed 25% of Annual Debt Service on the Outstanding Bonds in such FY. When calculating Annual Debt Service on the Outstanding Bonds for purposes of the rate covenants described above,Annual Debt Service on the Outstanding Bonds shall be reduced by the amount of principal and/or interest paid with Capitalized Interest, Passenger Facility Charges Available for Debt Service and/or Pledged Passenger Facility Charges. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 191 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Additional Bonds Pursuant to the Master Indenture, the Department is authorized to issue additional Bonds, subject to meeting certain conditions. To issue such Bonds, including the Series 2023 Bonds, the Department must provide either: (i) a certificate, dated as of a date between the date of pricing of the Bonds being issued and the date of delivery of such Bonds (both dates inclusive), prepared by an Authorized City Representative showing that the Net Revenues for the last audited FY or any 12 consecutive months out of the most recent 18 consecutive months immediately preceding the date of issuance of the proposed Series of Bonds, together with any Transfer for the most recently ended Fiscal Year, were at least equal to 125% of Maximum Aggregate Annual Debt Service with respect to all Outstanding Bonds and the proposed Series of Bonds, calculated as if the proposed Series of Bonds were then Outstanding; or (ii) a certificate, dated as of a date between the date of pricing of the Bonds being issued and the date of delivery of such Bonds (both dates inclusive), prepared by a Consultant, nationally recognized as an expert in the area of air traffic and airport financial analysis, showing that: (A) the Net Revenues for the last audited Fiscal Year or for any 12 consecutive months out of the most recent 18 consecutive months immediately preceding the date of issuance of the proposed Series of Bonds, together with any Transfer for the most recently ended Fiscal Year, were at least equal to 125% of the sum of the Annual Debt Service due and payable with respect to all Outstanding Bonds for such applicable period; and (B) for the period from and including the first full Fiscal Year following the issuance of such proposed Series of Bonds, during which no interest on such Series of Bonds is expected to be paid from the proceeds thereof, through and including the later of: (1)the fifth full Fiscal Year following the issuance of such Series of Bonds, or(2)the third full Fiscal Year during which no interest on such Series of Bonds is expected to be paid from the proceeds thereof, the estimated Net Revenues, together with any estimated Transfer, for each such Fiscal Year, will be at least equal to 125% of the Aggregate Annual Debt Service for each such Fiscal Year with respect to all Outstanding Bonds and calculated as if(1)the proposed Series of Bonds were then Outstanding, and (2) any future Series of Bonds which the City estimates will be required to complete payment of the estimated costs of construction of such portion of the Specified Project and any other uncompleted portion of the Specified Project from which the Consultant projects additional Revenues will be generated were then Outstanding. For purposes of subparagraphs (i)and (ii) above, the amount of any Transfer taken into account shall not exceed 25% of the Aggregate Annual Debt Service on the Outstanding Bonds and the proposed Series of Bonds. The City will be required to meet this test with respect to the Series 2023 Bonds. L&B is providing this Report along with a certificate described in clause (ii) above with respect to the Series 2023 Bonds. PFC Revenues used to pay Debt Service Revenues do not include PFCs. However, PFCs may still be used to pay the principal of and interest on Bonds in two separate ways under the Master Indenture. The City may designate specified PFCs as Passenger Facility Charges Available for Debt Service or as Pledged Passenger Facility Charges.Any PFCs designated as Passenger Facility Charges Available for Debt Service or as Pledged Passenger Facility Charges will be deposited directly to the Debt Service Fund or Funds directed by the City and will be used to pay debt service on the applicable Series of Bonds. The City expects, to the extent approved by the FAA, to designate certain PFCs as Passenger Facility Charges Available for Debt Service and to use such PFCs to pay a portion of the debt service on Existing Bonds, the planned Series 2023 Bonds, and certain of the Bonds to be issued in the future. The City does not have any current plans to designate any PFCs as Pledged Passenger Facility Charges. When 92 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 calculating debt service for purposes of the rate covenant set forth in the Master Indenture and the additional bonds test set forth in the Master Indenture, debt service is reduced by the amount of PFCs, whether designated as Pledged Passenger Facility Charges Available for Debt Service or as Pledged Passenger Facility Charges, used or expected to be used, as applicable, to pay debt service on Outstanding Bonds, Series 2023 Bonds, or any additional Bonds. 4.3.3 Subordinate Indenture The Master Subordinate Trust Indenture, dated as of March 1, 2021 (the Subordinate Indenture), by and between the City and Zions Bancorporation, National Association, as Subordinate Trustee (the "Subordinate Trustee"), authorizes the issuance of Subordinate Obligations to pay the costs of acquiring and constructing Airport System Improvements, among other items. Pursuant to the Subordinate Indenture, Subordinate Obligations will be secured by a pledge of and lien on Subordinate Revenues. Subordinate Revenues include Net Revenues less all amounts required to pay debt service and reserve replenishment on and related to the Bonds. Rate Covenant In the Subordinate Indenture, the City covenants, while any Subordinate Obligations are Outstanding, to establish, fix, prescribe, and collect rates, tolls, fees, rentals and charges in connection with the Airport System and for services rendered in connection therewith, so that Revenues in each FY will be at least equal to the following amounts: • Operation and Maintenance Expenses of the Airport System due and payable during such FY • the principal of and interest on any outstanding Bonds required to be funded by the City in such FY as required by the Master Indenture or any Supplemental Indenture with respect to the Outstanding Bonds; ■ the required deposits to the Common Debt Service Reserve Fund or any Series Debt Service Reserve Fund; ■ the reimbursement owed to any Credit Provider or Liquidity Provider as required by a Supplemental Indenture; ■ the annual debt service on any outstanding Subordinate Obligations required to be funded by the City in such FY as required by the Subordinate Indenture or any supplemental subordinate obligation indenture with respect to the outstanding Subordinate Obligations; • the required deposits to any debt service reserve fund which may be established by a supplemental subordinate obligation indenture; ■ the reimbursement owed to any credit provider or liquidity provider as required by a supplemental Subordinate Indenture; ■ the interest on and principal of any indebtedness of the City with respect to the Department of Airports required to be funded during such Fiscal Year, other than for Outstanding Bonds and outstanding Subordinate Obligations; and ■ funding of any debt service reserve funds created with respect to any indebtedness of the Department, other than Outstanding Bonds and Subordinate Obligations. The City further covenanted that it shall establish, fix, prescribe and collect rates, tolls, fees, rentals and charges in connection with the Airport System and for services rendered in connection therewith, so that during each FY the Subordinate Revenues, together with any transfer, will be equal to at least 115% of annual debt service on the outstanding Subordinate Obligations for such FY. For purposes of this subsection (b), the amount of any transfer taken into account shall not exceed 15% of annual debt service on the outstanding Subordinate Obligations in such Fiscal Year. When calculating annual debt service on the outstanding Subordinate Obligations for purposes of the rate covenants, annual debt service on the outstanding Subordinate Obligations shall be reduced by the Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 193 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 amount of principal and/or interest paid with capitalized interest, Passenger Facility Charges available for debt service and/or pledged Passenger Facility Charges. Additional Subordinate Obligations Additional Subordinate Obligations may be issued under the Subordinate Obligation Trust Indenture on parity with outstanding Subordinate Obligations, provided, among other things, there shall be delivered to the Subordinate Trustee either: (i) a certificate, dated as of a date between the date of pricing of the Subordinate Obligations being issued and the date of delivery of such Subordinate Obligations (both dates inclusive), prepared by an authorized city representative showing that the Subordinate Revenues for the last audited FY or any 12 consecutive months out of the most recent 18 consecutive months immediately preceding the date of issuance of the proposed series of Subordinate Obligations, together with any transfer for the most recently ended FY, were at least equal to 115% of maximum aggregate annual debt service with respect to all outstanding Subordinate Obligations and the proposed series of Subordinate Obligations, calculated as if the proposed series of Subordinate Obligations were then outstanding; or (ii) a certificate, dated as of a date between the date of pricing of the Subordinate Obligations being issued and the date of delivery of such Subordinate Obligations (both dates inclusive), prepared by a consultant, nationally recognized as an expert in the area of air traffic and airport financial analysis, showing that: (A) the Subordinate Revenues for the last audited FY or for any 12 consecutive months out of the most recent 18 consecutive months immediately preceding the date of issuance of the proposed series of Subordinate Obligations, together with any transfer for the most recently ended FY, were at least equal to 115% of the sum of the annual debt service due and payable with respect to all outstanding Subordinate Obligations for such applicable period; and (B) for the period from and including the first full FY following the issuance of such proposed series of Subordinate Obligations during which no interest on such series of Subordinate Obligations is expected to be paid from the proceeds thereof through and including the later of: (1)the fifth full FY following the issuance of such series of Subordinate Obligations, or(2)the third full Fiscal Year during which no interest on such series of Subordinate Obligations is expected to be paid from the proceeds thereof, the estimated Subordinate Revenues, together with any estimated Transfer, for each such FY, will be at least equal to 115% of the aggregate annual debt service for each such Fiscal Year with respect to all outstanding Subordinate Obligations and calculated as if(y)the proposed series of Subordinate Obligations were then outstanding, and (z) any future series of Subordinate Obligations which the City estimates will be required to complete payment of the estimated costs of construction of such portion of the specified project and any other uncompleted portion of the specified project from which the consultant projects additional Revenues will be generated were then outstanding. For purposes of subparagraphs (i)and (ii)above, the amount of any transfer taken into account shall not exceed 15% of the aggregate annual debt service on the outstanding Subordinate Obligations, the proposed series of Subordinate Obligations and any future series of Subordinate Obligations included pursuant to subparagraph (ii)(B)(z)of the previous paragraph. 94 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 For purposes of subsections (ii)(B)above, in estimating Subordinate Revenues, the consultant may take into account(1) Revenues from specified projects or other Airport Facilities reasonably expected to become available during the period for which the estimates are provided, (2) any increase in fees, rates, charges, rentals or other sources of Revenues which have been approved by the City and will be in effect during the period for which the estimates are provided, and (3) any other increases in Revenues which the consultant believes to be a reasonable assumption for such period. With respect to Operation and Maintenance Expenses of the Airport System, the consultant shall use such assumptions as the consultant believes to be reasonable, taking into account: (x) historical Operation and Maintenance Expenses of the Airport System, (y) Operation and Maintenance Expenses of the Airport System associated with the specified projects and any other new Airport Facilities, and (z)such other factors, including inflation and changing operations or policies of the City, as the consultant believes to be appropriate. The consultant shall include in the certificate or in a separate accompanying report the calculations and assumptions made in determining the estimated Subordinate Revenues and shall also set forth the calculations of aggregate annual debt service, which calculations may be based upon information provided by another Consultant. In certain circumstances, neither of the certificates described above under subsection (a)shall be required for the issuance of additional Subordinate Obligations. For instance, if Subordinate Obligations are being issued for the purpose of refunding then outstanding Subordinate Obligations and there is delivered to the Subordinate Trustee, instead, a certificate of an authorized city representative or a consultant showing that maximum aggregate annual debt service after the issuance of such refunding, Subordinate Obligations will not exceed maximum aggregate annual debt service prior to the issuance of such refunding Subordinate Obligations. 4.3.4 Airline Use Agreement The Department entered into 10-year AUA with the Signatory Airlines operating at the Airport effective July 1, 2014. The AUA is effective through June 30, 2024. The AUA establishes, among other things, procedures for setting and adjusting rentals, rates, fees and charges to be collected for the use of Airport facilities. The Signatory Airlines at the Airport include the following:Alaska,American, Delta, Frontier, JetBlue, Southwest and United. Together, the Signatory Airlines and their respective regional affiliates accounted for nearly 100% of enplaned passengers at the Airport in FY 2022. In 2021, the Department offered extension amendments to the AUA and Delta and United Airlines extended their AUAs through June 30, 2034. Subsequently in FY 2023 as part of negotiations over the fourth phase of the NCP, Delta agreed to an additional amendment extending the term of its new AUA from July 1, 2024 through June 30, 2044 with options to extend through June 20, 2054 (Second Amendment). In addition to revising the term of the agreement, the Second Amendment updates and modernizes various provisions to the AUA, including key business terms to bolster the Department's ability to fund the New SLC, generate additional cash flow to fund capital development, and maintain financial stability as it has agreed to the new fourth phase of the NCP. One key result per the change to the Second Amendment is the mitigation of terminal vacancy risk to the Department as the Second Amendment provides a fixed airline share of the terminal requirement at 82% as opposed to the ratio of space leased to the airlines. Revenue sharing with the signatory airlines has also been enhanced in the Second Amendment. These changes are further described below under the `Airline Rate-Setting Methodology' section. The Department is currently in discussions with the other Signatory Airlines regarding their execution of the Second Amendment; however, expects Alaska Airlines and Southwest airlines will execute the Second Amendment. Other Signatory Airlines are currently reviewing the Second Amendment and are also expected to sign for a term through June 30, 2034.. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 195 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 The AUA and Second Amendment govern airline use of certain Airport facilities, including Airfield, Terminal, Aircraft Aprons, baggage claim, ticket counters and gate areas and permits the Signatory Airlines to lease Exclusive Use Premises, Preferential Use Premises, and Joint Use Premises. Exclusive Premises generally includes office space, storage areas, airline club lounges, and employee break rooms; and Preferential Use Premises is Airport space, including holdroom areas and gates, ticket counters, and certain baggage makeup areas, leased to a Signatory Airline and to which the Signatory Airline has a higher and continuous priority of use over all other air carriers. Joint Use Premises generally includes baggage claim areas and baggage makeup equipment. The key provisions of the AUA and Second Amendment are summarized in the following sections and are used as the basis for projecting airline revenues for this Report. Airline Rate-Setting Methodology As described earlier in this Chapter, the Airport has been segregated into seven direct cost and revenue centers and two indirect cost centers for the purposes of setting rates and charges: two cost centers associated with the airlines'operations and five other Department cost and revenue centers. The cost centers associated with the airlines are the Airfield Cost and Revenue Center and the Terminal Cost and Revenue Center, each of which is a direct cost and revenue center, plus their allocated portions of the indirect cost centers. The Department's other five direct cost and revenue centers are Landside, General Aviation, Support,Auxiliary Airports, and Other, plus their allocated portions of the indirect cost centers. Landing Fees under the AUA and Second Amendment are calculated on an Airfield Cost and Revenue Center residual basis where the Signatory Airlines are required to guarantee the total requirement. The cost of Capital Investments allocable to the Airfield, including debt service on Bonds or amortization of Department equity, may be included in the calculation of the Landing Fees upon approval from at least one Signatory Airline. Terminal Rents under the AUA are calculated on a commercial compensatory basis where the Signatory Airlines essentially pay rent for only the space they lease. However, in the Second Amendment effective July 1, 2024, the terminal rental rate charged to the airlines will be based on a fixed 82% of the net terminal requirement being charged to the airlines. The cost of Capital Investments allocable to the Terminal, including debt service on Bonds or amortization of Department equity, may be included in the calculation of the Terminal Rents upon approval from the Signatory Airlines. The Capital Investment costs associated with the New SLC, including debt service on Bonds, has received the required approvals from the Signatory Airlines pursuant to the AUA. The AUA and Second Amendment allow for the calculation and adjustment of Landing Fees and Terminal Rents each FY, using budgeted aviation activity, expenses, and non-airline revenues. The Department may also adjust Landing Fees and Terminal Rents during the current FY if certain conditions warrant an adjustment per the AUA. The AUA also allows for a final adjustment of Landing Fees, Terminal Rents, and Revenue Sharing credits after the annual audit of Department records.Any resulting Adjustment-to-Actual resulting from the final settlement is included in the budget for the second subsequent FY and included as part of the calculation of Landing Fees and Terminal Rents for such FY. 96 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Revenue Sharing The AUA provides for the sharing of certain in-terminal and rental car concession revenues, excluding parking, with the Signatory Airlines (Revenue Sharing). In the current AUA, all Revenue Sharing is applied directly to each Signatory Airline based on a credit of$1 per enplaned passenger for up to 10 million enplaned passengers carried by all Signatory Airlines at the Airport. If during any FY, the Signatory Airlines collectively carry more than 10 million enplaned passengers, the Department will provide an additional enhancement to Revenue Sharing for only those enplaned passengers that exceed the 10 million base; provided, however, that the total revenue sharing amount in any FY cannot exceed the least of(i) 30% of Net Remaining Revenue; (ii)the total amount of Annual Adjusted Gross Revenues for Selected Concessions; and (iii)the Calculated Revenue Sharing Amount. The Department's obligation to provide Revenue Sharing to the Signatory Airlines in a given FY shall be solely from annual adjusted gross revenues for selected concessions for such FY. In the Second Amendment effective July 1, 2024, Revenue Sharing has been modified to increase to $1.40 per enplaned passenger for up to 14 million enplaned passengers carried by all Signatory Airlines at the Airport. If during any FY, the Signatory Airlines collectively carry more than 14 million enplaned passengers, the Department will provide an additional enhancement to Revenue Sharing for only those enplaned passengers that exceed the 14 million base; provided, however, that the total revenue sharing amount in any FY cannot exceed the least of(i) 40% of Net Remaining Revenue; (ii)the total amount of Annual Adjusted Gross Revenues for Selected Concessions; and (iii)the Calculated Revenue Sharing Amount. The Department's obligation to provide Revenue Sharing to the Signatory Airlines in a given FY shall be solely from annual adjusted gross revenues for selected concessions for such FY. Exhibit G following this Chapter presents the Department's Revenue Sharing methodology pursuant to the AUA. Throughout the FY, budgeted Revenue Sharing amounts are applied uniformly as a monthly credit to Signatory Airlines' invoices for Terminal Rents. For budgeting purposes, the Department applies only 95% of forecast Revenue Sharing amounts throughout the FY. Revenue Sharing Adjustments-to-Actual are performed after the end of the FY during the annual settlement process described above. Department Cost Centers The Department's non-airline Cost and Revenue Centers are not subject to an airline rate-setting methodology. Airport Revenues generated in these Cost and Revenue Centers can be used by the Department to meet various obligations or be used for other authorized Airport System-related purposes. The Department bears the responsibility and risk for the Department's non-airline Cost and Revenue Centers. The TRP The AUA also contemplated the development of the TRIP during the course of the term. Section 10.06 of the AUA specifies special provisions regarding the TRIP including memorializing that the Signatory Airlines have approved and support the TRIP and that the Department will use reasonable efforts to achieve the shared goal of a target airline cost per enplaned passenger.Additional provisions regarding the TRIP include procedures for designating an airline technical representative, the development of contract documents, estimated costs and potential budget overruns, change orders, the notice of claims, and for funding the development of the TRIP including best efforts to fund the project with federal and state grants, PFCs, CFCs, and the use of Bonds. Signatory Airline Approval of Capital Improvement Projects The Department and the Signatory Airlines agreed in the AUA that costs of certain Capital Investments are subject to Signatory Airline consideration. Section 10.02 of the Second Amendment specifies that no costs or amortization of Capital Investments, including debt service on Bonds, shall be charged to the Signatory Airlines in Landing Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 197 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Fees or Terminal Rents for any Capital Investments in the Airfield Cost and Revenue Center or in the Terminal Cost and Revenue Center, respectively, unless Signatory Airlines accounting for at least 15% of enplaned passengers have approved such Capital Investments. In the event the Department decides to undertake a Capital Investment in these airline Cost and Revenue Centers, the Department and representatives from the Signatory Airlines shall meet to discuss the methods for amortizing or allocating any associated Bonds debt service along with the associated impacts to the Landing Fees and/or Terminal Rents resulting from such Capital Investment. The Department has received all required approvals from the Signatory Airlines to undertake the capital development projects described herein including the NCP, and to include debt service, including the Existing Bonds, the Series 2023 Bonds, and additional Bonds allocable to the Airfield Cost and Revenue Center and Terminal Cost and Revenue Center in the calculation of Landing Fees and Terminal Rents, respectively. The Department may implement, at any time, certain types of Capital Investments that are not subject to Signatory Airline consideration. These include the following: ■ Projects mandated by the FAA, DOT, TSA, or similar government authority ■ Projects to repair casualty damage to Airport property that must be rebuilt or replaced in order for the City to meet its obligations pursuant to the AUA, Master Indenture, or other agreements with lessees at the Airport • Projects undertaken in Cost and Revenue Centers other than the Airfield Cost and Revenue Center and the Terminal Cost and Revenue Center • Reasonable repairs, rebuilding, improvements or additions, including the associated costs therefor, necessary to comply with the AUA or applicable law or to settle lawful claims, satisfy judgements, or comply with judicial orders against City by reason of its ownership, operation, maintenance or use of the Airport ■ Expenditures of any emergency nature which, if not made within 48 hours, would result in the closing of any portion of the Airport ■ Projects funded directly or indirectly by PFCs, CFCs or grants; provided, however, that this provision shall not be interpreted as a waiver of Signatory Airline consultation rights under applicable laws ■ Projects undertaken to satisfy the specific requirements of any Signatory Airline so long as such Signatory Airline agrees to pay all increased rentals, fees, charges, and operating and maintenance costs that are sufficient to cover annual debt service and operating and maintenance costs associated with the project • Projects related to special purpose facilities for which the user agrees to pay or reimburse the Department Extraordinary Coverage Protection Section 8.11 of the AUA and Second Amendment also contains an extraordinary coverage protection provision that allows for the Department to collect additional payments from the Signatory Airlines to satisfy the Rate Covenant set forth in the Master Indenture. These amounts collected from the Signatory Airlines, if ever required, are in addition to Landing Fees and Terminal Rents and are to be allocated to the Signatory Airlines in a fair and not unjustly discriminatory manner in the reasonable discretion of the Executive Director of the Department. 4.3.5 Other Principal Business Agreements New in-terminal concession contracts commenced with the opening of the New SLC in the fall of 2020, and all former contracts terminated at that time with the full demolition of the former facilities. In-terminal concession contracts have been timed with the New SLC opening. New contracts constitute 59 locations in the initial phase opening of the New SLC, with all locations fully operational and following normal business hours The Department issued a second request for proposals (RFP)for Phase II and awarded contracts during the summer of 2022. Design and construction work for Phase II concessions is under way with planned openings to occur during the 98 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 summer and fall of 2023. Proposals from a third RFP issued in the fall of 2022 are currently being reviewed for openings to occur in 2024 and 2025. The Department will issue RFPs for a third-party/common use lounge and concessions in 2024 as part of Phase IV of the New SLC. Continuing on with practices in the initial phase, the Department intends to award locations in packages of varying, albeit smaller sizes, to existing and new concessionaire partners with successful proposals. In regard to rental cars and as indicated previously, the following nine brands operate at the Airport:Alamo,Avis, Budget, Dollar, Enterprise, Hertz, National, Payless, and Thrifty.All of these rental car companies pay privilege fees and must collect and remit CFCs. The Department contracts with SP Plus Corporation to manage and operate on-Airport automobile parking facilities. In addition, the Department has agreements with cargo facility and fixed base operators and tenants leasing hangars and buildings. Airport non-airline agreements have various terms and conditions. In general, the business terms of these agreements are based on industry standards and practices.Additional summaries of key non-airline agreement terms are provided below: Terminal Food and Beverage Agreements: • Concession fees range between 15% and 22% of gross revenues • Minimum annual guarantee (MAG)equal to 90% of prior year percentage rents or 103% of prior year MAG, whichever is greater ■ Total MAG amounts for 2023 are currently estimated at$11 million ■ New contracts were initially planned to commence with the opening of the New SLC facilities in September 2020 and October 2020 for a term of 10 years, but were revised because of the COVID-19 pandemic impacts ■ The 10-year term of the revised contracts commenced upon the sooner of achieving 90% of 2019 enplaned passenger levels for three consecutive months or September 1, 2021. ■ A second phase of concessions contracts is expected to be subject to a competitive process and scheduled to open commensurate with the facilities remaining to be completed as part of the New SLC. Terminal Retail Agreements: ■ Percentage rents range between 10% and 25% of gross revenues ■ MAG equal to 90% of prior year percentage rents or 103% of prior year MAG, whichever is greater ■ Total MAG amounts for 2023 are currently estimated at$8 million ■ New contracts were initially planned to commence with the opening of the New SLC facilities in September 2020 and October 2020 for a term of eight years, but were revised because of the COVID-19 pandemic impacts ■ The term of the revised contracts commenced upon the sooner of achieving 90% of 2019 enplaned passenger levels for three consecutive months or September 1, 2021. ■ A second phase of concessions contracts is expected to be subject to a competitive process and scheduled to open commensurate with the facilities remaining to be completed as part of the New SLC. Parking and Shuttle Management Agreement: ■ Includes automobile parking facilities, shuttle bus operations, and aircraft hardstand bus operations ■ Term of agreement with SP Plus Corporation expires June 30, 2026, with two, 2-year extension options at the Department's sole discretion Rental Car Concession Agreement: Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 199 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 ■ Concession fees equal to 11.11% on all on-Airport customer contracts or the MAG, whichever is greater annually ■ MAG equal to 85% of prior year gross revenues or 103% of prior year MAG, whichever is greater, and it reset in September 2020 at the opening of new parking garage and continues at the greater value through term ■ Total MAG amounts for 2023 are approximately$22 million ■ In addition to the MAG, each on-Airport rental car company will pay fair market value rent for the use of the QTA, RSS, parking stalls, and customer service counters ■ Term of agreement is 10 years expiring on February 28, 2026 4.3.6 CARES Act Grant Assistance The CARES Act was approved by the U.S. Congress and signed by President Trump on March 27, 2020. It is one of the legislative actions taken to address the crisis associated with the COVID-19 pandemic and includes among its relief measures $10 billion of direct aid in the form of grants for U.S. airports, as well as direct aid, loans and loan guarantees for passengers and cargo airlines. The FAA announced in April 2020 that it had allocated approximately$82.5 million to the Department for the Airport System. The Department may draw on such funds, on a reimbursement basis, for any purpose for which airport revenues may be lawfully used in accordance with FAA rules and regulations. The Department used approximately$3.9 million of CARES Act funds in FY 2020 for the reimbursement of Operating Expenses, approximately$66.0 of CARES Act funds in FY 2021, and approximately$12.6 million of CARES Act funds in FY 2022. For the purposes of the Rate Covenant and the test for Additional Bonds pursuant to the Master Indenture, Operating Expenses net of such reimbursement amounts are the amounts used in those calculations. 4.3.7 Coronavirus Response and Relief Supplemental Appropriation Act On December 27, 2020, the Consolidated Appropriations Act, 2021 was signed. Division M of that Act is the CRRSAA. Title IV of CRRSAA provides approximately$2 billion in economic relief to airports to prevent, prepare for, and respond to the COVID-19 public health emergency, including funds set aside for relief from rent and MAGs for eligible airport concessions at primary airports. The FAA announced on February 12, 2021 that it had allocated approximately$23.4 million to the Department. Of that amount, approximately$2.8 million must be used for concessionaire relief. Under the grant program, the Department may use these funds to retain its workforce, make debt service payments, or offset increased operational costs from enhanced mitigation efforts to limit the spread of COVID-19. The Department applied $20.6 million for the reimbursement of Operating Expenses in FY 2022.As described above, for the purposes of the Rate Covenant and the test for Additional Bonds pursuant to the Master Indenture, Operating Expenses net of such reimbursement amounts are the amounts used in those calculations. 4.3.8 American Rescue Plan Act On March 11, 2021, the President signed the ARPA, a $1.9 trillion economic stimulus package designed to help the United States' economy recover from the adverse impacts of the COVID-19 pandemic. In addition to other economic relief,ARPA includes financial relief for certain eligible airports. For eligible airports,ARPA appropriates $8 billion to assist such airports to prevent, prepare for, and respond to COVID-19, and such amounts remain available until September 30, 2024. 100 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 The FAA announced on June 22, 2021 that it had allocated approximately$91.7 million to the Department. Of that amount, approximately$11.0 million must be used for concessionaire relief. The Department applied $6.8 million to the reimbursement of Operating Expenses in FY 2022. It has applied $37.0 million to the reimbursement of Operating Expenses in FY 2023 and plans to apply the remaining $37.0 million for reimbursement of Operating Expenses in FY 2024. The Department is planning to have all of its allocated ARPA funds reimbursed by December 2023. Table 4-1 presents the summary of federal relief funding by program and year applied. Table 4-1 Summary of Federal Funding Application by Fiscal Year(dollars in millions) Actual Budget FY 2020 FY 2021 FY 2022 FY 2023 FY 2024 Total CARES Act $3.9 $66.0 $12.6 $82.5 CRRSSA 20.6 20.6 ARPA 6.8 37.0 37.0 80.8 BIL(Infrastructure) 25.2 25.2 25.2 125.8 ATP (Airport 29.0 29.0 Terminal Program) Total $3.9 $66.0 $65.2 $62.2 $91.2 $338.7 4.4 Debt Service The Department plans to issue the Series 2023 Bonds to (1)fund a portion of the costs of the New SLC, (2)fund capitalized interest on the Series 2023 Bonds, (3)fund a deposit to the Common Debt Service Reserve Fund, and (4) pay the costs of issuance of the Series 2023 Bonds. Table 4-2 presents the estimated sources and uses for the Series 2023 Bonds and future Bonds currently estimated to be required to fund the remaining portions of the New SLC. The estimated sources and uses of funds and debt service for the proposed Series 2023 Bonds were prepared by the Department's municipal advisor, PFM Financial Advisors LLC (PFM). Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 1 101 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Table 4-2 Outstanding Bonds, Series 2023 Bonds and Future Bonds Estimated Sources and Uses (dollars in thousands) Sources Series 2023 Future Bonds Total Par Amount of Bonds $445,240 $861,025 $1,306,265 Premium 11,326 15,385 26,711 Total Sources $456,566 $876,410 $1,332,976 Uses: Construction Funds $400,000 $752,606 $1,152,606 Capitalized Interest 23,638 55,293 78,930 Common Debt Service Reserve Fund 30,252 63,339 93,592 Cost of Issuance 2,676 5,172 7,847 Total Uses $456,566 $876,410 $1,332,976 Note: Amounts may not add because of rounding. Source: PFM Financial Advisors LLC,April 2023 Exhibit B presents annual Debt Service for the Projection Period of FY 2023 through 2030. Existing Bonds debt service, planned Series 2023 Bonds debt service, and future debt service, net of capitalized interest, is projected to be approximately$275.1 million in FY 2028 upon completion of the New SLC. Total annual debt service, net of PFC revenues applied to pay debt service on the Existing Bonds, planned Series 2023 Bonds, and future Bonds, is estimated to be approximately$217.1 million by FY 20XX when all elements of the New SLC are expected to be operational, and approximately$XXX million by FY 2030. Debt Service estimates were provided by PFM and are based on the assumptions included in Table 4-3. Table 4-3 Assumptions for the Series 2023 Bonds and Future Bonds (dollars in millions) Assumption Series 2023 Future Bonds Issuance Date 7/1/2023 7/1/2024; 1/1/2026 Par Amount $445,240 $861,025 Project Fund Deposit $400,000 $752,606 Bond Yield %5.05 %5.60 Final Maturity 7/1/2053 7/1/2054; 7/1/2055 Source: PFM Financial Advisors LLC,April 2023 102 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 4.5 Operating Expenses Table 4-4 presents historical Operating Expenses and capital outlays of the Department for the last five FYs or for FY 2019 through FY 2023.51 This period has been chosen to present trends immediately following the onset of the COVID-19 pandemic (FY 2020 versus FY 2019)and trends during the recovery period (FY 2020 through FY 2023). For the period of FY 2019 through FY 2023, total Operating Expenses increased from approximately $108.1 million in FY 2019 to approximately$130.3 million in FY 2023, a CAGR of approximately 4.8%. While the Department had budgeted a significant increase in Operating Expenses in FY 2020 of$120.4 million primarily due to the upcoming opening of the New SLC, it was able to stabilize Operating Expenses upon the arrival of the pandemic and limit increases such that they increased by 4.0% to $112.4 million. For each year since FY2020, the Airport has applied CARES, CRRSAA, and ARPA grants to eligible operating expenses: $3.9 million in FY 2020, $66.1 million in FY 2021, and $39.7 million in FY 2022. It is estimated in FY 2023 that$37 million in federal grants will be applied to eligible operating expenses. Table 4-4 Historical Operating Expenses and Capital Outlays (dollars in millions)' FY FY FY FY FY CAGR 2019 2020 2021 2022 20232 19-20 20-23 19-23 Salaries and Benefits $48.7 $48.5 $50.4 $54.7 $60.6 (0.4%) 7.7% 5.6% Materials and Supplies 12.6 12.4 11.0 13.7 16.0 (1.8%) 8.9% 6.1% Services' 29.2 27.8 43.9 54.4 59.4 -4.8% 28.8% 19.4% Other Operating Expenses4 2.8 3.0 3.6 3.8 7.1 6.6% 33.8% 26.5% Intergovernmental Charges 13.5 18.1 18.4 20.3 22.0 33.8% 6.6% 12.9% Capital Outlays 1.2 2.6 4.7 2.5 2.2 109.5% (4.9%) 15.9% Total Operating Expenses $108.1 $112.4 $132.0 $149.5 $167.3 4.0% 14.2% 11.5% &Capital Outlays Federal Grants Credits5 0.0 (3.9) (66.1) (39.7) (37.0) Net Operating Expenses& $108.1 $108.5 $65.9 $109.8 $130.3 0.4% 6.3% 4.8% Capital Outlays ' Amounts shown are those included in airline rates and charges and may vary from the Department's financial reports for various reasons, including the treatment of non-cash items. 2 Estimated results 3 Includes utilities 4 Includes insurance premiums 5 Includes amounts allocated to the Airport from the CARES Act and CRRSA Act that were used to reimburse the Department for eligible Operating Expenses. Amounts may not add because of rounding. Source: Department records, March 2023 50 Data for FY 2021 is estimated based on partial year data. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 1 103 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 The primary categories of Operating Expenses include salaries and benefits, materials and supplies, services, other operating expenses, intergovernmental charges, and capital outlays less than $100,000.Additionally, Exhibit C after this Chapter presents annual Operating Expenses of the Department for the Airport System for the Projection Period. Key Operating Expenses categories and assumptions in projecting future growth are summarized below. These categories account for about 96% of the Airport System's total Operating Expenses for FY 2022. ■ Salaries and Benefits: This expense category includes salaries, wages, and benefits associated with Department staff. It is the largest single category of Operating Expenses at the Airport System as it represented approximately 37% of total Operating Expenses at the Airport System for FY 2022. The Department was able to keep salaries and benefits expenses relatively flat in FY 2020 as compared to FY 2019 (-0.4%). Since FY 2020, salaries have increased at a CAGR of 7.7%through estimated FY 2023. As presented above, these expenses increased at a CAGR of approximately 5.6%for the period FY 2019 through FY 2023. In FY 2024, these expenses are budgeted to increase by approximately 17.3%from FY 2023 (estimated)to approximately$71.1 million. Salaries and Benefits expenses are projected to increase at a CAGR of 4.0%from budget FY 2024 through FY 2030. ■ Services: This expense category includes costs associated with the Department's outsourcing for janitorial services, maintenance contracts, professional services, other contractual services, and utilities at the Airport System. It is the second largest category of Operating Expenses at the Airport System as it represented approximately 36% of total Operating Expenses at the Airport for FY 2022.In FY 2020, the Department was able to decrease these expenses by 4.8%, from $29.2 million to $27.8 million. Between FY 2020 and FY 2023, this category of expenses increased at a rate of 28.8% [as maintenance contracts for the new terminal facilities and the busing operation for the aircraft hardstand operation come online.] . Future services Operating Expenses are projected to decrease in FY 2025 by 6.4%, reflecting the decrease in aircraft hardstand operation costs, and then increase at a CAGR of approximately 4.0%for FY 2026 through FY 2030. ■ Materials and Supplies: Materials and supplies expenses of the Airport System comprised approximately 9% of total Operating Expenses for FY 2022. This category of expenses dropped (1.8%) between FY2019 and FY2020, But has grown at a CAGR of 8.9 between FY 2020 and FY 2023. Future material and supplies Operating Expenses are projected to increase at a CAGR of approximately 4.0% through FY 2030. • Intergovernmental Charges: This expense category includes charges to the Department for the use of aircraft rescue and firefighting services, the use of the City's Police Department effective in October 2018, and for other allocable costs for the use of City services. Intergovernmental charges expenses at the Airport System comprised approximately 14% of total Operating Expenses at the Airport System for FY 2022. Future intergovernmental Operating Expenses are projected to increase at a CAGR of approximately 4.0% through FY 2030. Overall, the projection of Operating Expenses is based on historical trend reviews, the anticipated impacts of inflation, the recovery from the impacts associated with the COVID-19 pandemic, projected activity levels, and cost impacts associated with the New SLC and Other Capital Projects. Exhibit C presents Operating Expenses by category and cost center through FY 2030. Total Operating Expenses are projected to increase at a CAGR of approximately 4.1% over the projection period from budget FY 2024 to FY 2030. 104 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 4.6 Non-Airline Revenues Table 4-5 presents historical non-airline revenues along with growth rates for the Airport System for the period of FY 2019 to FY 2023 (estimated).51 As shown for FY 2022, the three primary categories of non-airline revenues (e.g., auto parking, car rental, and terminal concessions)accounted for approximately 70% of the Airport System's total non-airline revenues. The significant decline in passenger traffic at the Airport associated with the COVID-19 pandemic had a major effect on non-airline revenues. In FY 2020, total non-airlines revenues declined from FY 2019 levels by 14.2%, from $117.9 million to $101.1 million, with a further decline to$96.5 million in FY 2021. However, with the recovery of passenger traffic in FY2022, Non-Airline Revenues have increased past pre-pandemic levels. Exhibit D presents non-airline revenues at the Airport System for the Projection Period, including assumed incremental impacts associated with the NCP. Non-airline revenues, including Airfield and Terminal offsets to airline rates and charges, are [projected] at approximately$169 million in FY 2024 and are projected to increase to approximately$213 million in FY 2030. This increase in non-airline revenues between FY 2024 and FY 2030 represents a CAGR of approximately 4.0%. In general, the projection of non-airline revenues is based on historical trend reviews, projected activity levels, the recovery from the COVID-19 pandemic, and impacts associated with the New SLC. Non-airline revenues are further described in the following sections. Table 4-5 Historical Airport Non-Airline Revenues (dollars in millions)' FY FY FY FY FY CAGR 2019 2020 2021 2022 20232 19-20 20-23 19-23 Auto Parking $36.3 $28.0 $23.5 $48.8 $58.2 (22.9%) 27.7% 12.6% Car Rental 29.9 25.4 24.3 34.5 36.3 (15.1%) 12.6% 5.0% Terminal Concessions 20.5 16.7 11.9 20.7 24.0 (18.5%) 12.9% 4.1% Other 31.3 31.1 36.8 44.6 37.3 (0.5%) 6.2% 4.5% Total Non-Airline Revenues $117.9 $101.1 $96.5 $148.6 $155.8 (14.2%) 15.5% 7.2% Enplaned Passengers 13.1 10.1 7.7 12.8 13.3 (22.9%) 9.6% 0.4% (millions) Non-Airline Revenues per $9.00 $10.00 $12.53 $11.61 $11.71 11.1% 5.4% 6.8% Enplaned Passenger ' Amounts shown are those included in airline rates and charges and may vary from the Department's financial reports for various reasons, including the treatment of non-cash items. 2 Estimated results. Source: Department records, March 2023 51 Data for FY 2023 is estimated based on partial year data as audited data is not available. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 1 105 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 4.6.1 Auto Parking Auto parking revenues historically have represented the largest component of non-airline revenues at the Airport System, accounting for approximately 32% of total non-airline revenues for FY 2022. Parking revenue fell significantly between FY 2019 and FY 2020, dropping proportionately with enplanements by 22.9%. However, since FY2020, the recovery in parking revenues has outpaced the recovery in enplanements, growing at a CAGR of 27.7%from FY 2020 to FY 2023. The Department has implemented certain parking rate changes during this period including increases in the Economy Lot, Parking Garage, and the implementation of Premium Reserved Parking. The Department also opened Lot E on the eastern side of the new parking garage and QTA facility where customers can walk to the terminal. Table 4-6 presents public parking rates at the Airport since FY 2015.As shown in the table, the Department monitors public parking rates and implements rate changes periodically.Additionally, the Department offers a variety of parking options to address the differing needs of its customer base. The Department has been able to realize revenue gains resulting from these increases and the differing products as demand has continued to increase. In addition, the new parking garage opened in September 2020, which essentially has doubled garage parking capacity. These factors have led to a CAGR of 12.6% between FY 2019 and FY 2023, even though enplanements have only just reached pre-pandemic levels. As of April 2023, three primary off-airport parking companies also provide parking services to passengers, in competition with the Department. Table 4-6 Public Parking Rates at the Airport(daily maximum rates) FY FY FY FY FY FY FY FY FY Parking Facility 2015 2016 2017 2018 2019 2020 2021 2022 2023 Economy Lot $9 $9 $9 $9 $9 $10 $10 $10 $10 Lot E' n/a n/a n/a n/a n/a $21 $21 $21 $21 Parking Garage2 $28 $32 $32 $32 $32 $35 $35 $35 $35 Premium Reserved Parking n/a $50 $50 $50 $50 $55 $55 $55 $55 Lot E opened in September 2020. 2 The new parking garage opened in September 2020. Source: Department records For the period of FY 2024 through FY 2030, auto parking revenues are projected to increase at a CAGR of 4.2%. The projection assumes rate increases generally in line with inflationary trends combined with O&D passenger count growth. 106 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 4.6.2 Car Rental Rental car concessions are the second largest source of non-airline revenue at the Airport, approximately 23% in FY 2022. In FY 2020, rental car revenues decreased primarily because of the impacts associated with the COVID-19 pandemic to $25.4 million. The car rental revenue rate of decline of 15.1%was more favorable than the rate of the decrease associated with enplaned passengers. Since FY 2020, the recovery in rental car concessions has outpaced the enplanement recovery, growing at a CAGR of 12.6% through FY 2023. Rental car concessions are projected at approximately$38 million in FY 2024. For the period of FY 2024 through FY 2030, car rental revenues are projected to increase at a CAGR of 3.6%. The projection assumes increases associated with the passenger recovery and inflationary trends. 4.6.3 Terminal Concessions In FY 2020, terminal concessions decreased primarily because of the impacts associated with the COVID-19 pandemic to$16.7 million. The revenue rate of decline of 18.5%was more favorable than the rate of the decrease associated with enplaned passengers. Since FY 2020, terminal concessions have recovered beyond FY 2019 levels, at a CAGR of 12.9% between FY 2020 and FY 2023. The Departments unaudited sales per enplaned passenger have increased from $8.72 in August 2019 to$12.04 for the month of January 2023. Given the lack of space for terminal concessions in the legacy airport, additional revenue improvements are being realized as the concessions program continues to expand along with new phases of construction. Terminal Concessions are projected at approximately$24 million in FY 2024. For the period of FY 2024 through FY 2030, terminal concession revenues are projected to increase at a CAGR of 3.9%. The projection assumes increases related to the passenger recovery, the opening of new concessions related to the New SLC, and inflationary trends. 4.6.4 Other Other non-airline revenues primarily include a State of Utah aviation fuel tax, other tenant leases, ground transportation and TNC revenues, cargo building rents, hangar rents, fixed base operator rents, and other buildings at the Airport leased by the Department. Ground transportation and TNC revenues were significantly impacted by the COVID-19 pandemic, decreasing from $6.2 million in FY 2019 to$2.9 million in FY 2021. However, these revenues have recovered along with enplanements since then, growing to $7.0 million in FY 2023. Many of the other revenues in the category are not as impacted by air traffic activity as the other categories described above. In FY 2020, other revenues remained relatively flat from the prior year at$31.1 million. The projection for other non-airline revenues assumes increases generally in line with inflationary trends. 4.7 Airline Revenues Airline revenues at the Airport include Landing Fees and Terminal Rents. The rate-setting formulas for Landing Fees and Terminal Rents are consistent with the rate-setting methodologies set forth in the AUA and described earlier in this Chapter. Exhibits E and F further illustrate the rate-setting methodologies for the Landing Fees and Terminal Rents, respectively. In addition, projected Revenue Sharing consistent with the AUA is presented on Exhibit G. The business terms of the AUA are used as the basis for projecting airline revenues for the purposes of this Report. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 1107 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 4.7.1 Landing Fees Exhibit E presents the calculation of Landing Fees for FY 2022 (actual) and the Projection Period. Per the residual rate-setting methodology, the Department fully recovers direct and allocated indirect costs for airline use of the Airfield cost center. The total requirement is reduced by estimated non-airline revenues projected in each FY to calculate the Airfield Revenue Requirement. As presented in Exhibit E, the Signatory Airline Landing Fee Rate per 1,000-pound unit of landed weight was $2.70 for FY 2022. Throughout the Projection Period, the Signatory Airline Landing Fee rate is projected to increase up to $5.51 by FY 2030. Total Landing Fees are projected to increase from approximately$43.1 million in FY 2022 to approximately$110.7 million in FY 2030. This represents a CAGR of approximately 17.0%. 4.7.2 Terminal Rents Exhibit F presents the calculation of Terminal Rents for FY 2022 and the Projection Period. Per the rate-setting methodology, the Department recovers Terminal Rents from the Signatory Airlines based on a commercial compensatory methodology per the current AUA and a fixed cost recovery rate per the amended AUA that starts in FY 2025. The conditioned terminal rental rate per square foot in 2022 was $150.66. Over the Projection Period, the conditioned terminal rate is expected to increase to $328.71 in FY 2030. Exhibit F presents the projected Terminal Rents over the Projection Period. Total Terminal Rents are projected to increase from approximately$69.0 million in FY 2022 to approximately $251.1 million in FY 2030. This represents a CAGR of approximately 24.0% as the Terminal Rents include future debt service and increased operating expense impacts associated with the New SLC. 4.7.3 Revenue Share Exhibit G presents the calculation of Revenue Share pursuant to the AUA, which is allocated to each Signatory Airline on the basis of their enplaned passenger market share.As described above in Section 4.3.3 and as shown on Exhibit G, Revenue Sharing amounts for FY 2022 were approximately$13.5 million. Revenue Sharing is projected to be approximately$15.1 million in FY 2024, the final year of the existing agreement's calculation methodology. In FY 2025, the first year of the new agreement's calculation, revenue sharing is projected to increase to $19.9 million. For the period of FY 2026 through FY 2030, Revenue Sharing amounts are projected to range between $20.7 million and $23.6 million. 4.7.4 Signatory Airline Cost per Enplaned Passenger A key indicator for airline costs at an airport is the average Cost per Enplaned Passenger(CPE). Exhibit H presents the projection of CPE for the Signatory Airlines at the Airport.As shown, the Signatory Airline CPE includes the Signatory Landing Fees and Terminal Rents less the Revenue Sharing amounts divided by total Signatory enplaned passengers. CPE for FY 2022 was $7.43. Over the projection period, Signatory Airline CPE is expected to increase as the elements of the New SLC become operational and the associated costs are included within the airline rate base. In FY 2025, CPE is projected to increase to $18.37 and peak in FY 2028 at$20.49. Signatory Airline CPE throughout this period is projected to remain at levels competitive with other Large Hub airports in the western U.S. 108 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 4.8 Application of Airport Revenues Exhibit I presents the application of Revenues for the Airport System throughout the projection period consistent with the requirements of the Master Indenture.As presented, the City is expected to experience an annual net surplus (amount deposited into the Surplus Fund) after the payment of Operating Expenses and debt service and required deposits to the Operations and Maintenance Reserve Fund and the Renewal and Replacement Fund in each year of the projection period. The deposit to the Surplus Fund for FY 2022 was approximately$67.1 million. Over the Projection Period, the annual deposit to the Surplus Fund is expected to decrease through FY 2024, down to $52.4 million.After the Second Amendment becomes effective in FY 2025, the deposit to the Surplus Fund is expected to increase to$74.9 million and grow each year, with the largest projected deposit of approximately$91.7 million occurring in FY 2030. Revenues deposited into the Surplus Fund are planned to be used to fund the ongoing New SLC and Other Capital Projects throughout the projection period. 4.9 Net Revenues and Debt Service Coverage Exhibit J presents Net Revenues and debt service coverage ratio projections throughout the projection period.As presented, the Airport System Net Revenues are projected to increase from $139.9 million in FY 2022 to $308.7 million in FY 2030. This increase in Net Revenues is primarily driven by the increased revenue requirements included in airline rates and charges because of the future debt service associated with the New SLC. Per the Master Indenture, the City is able to include amounts available in the Rolling Coverage Account on the last business day of the applicable FY for the purposes of calculating debt service coverage. Total amounts available for debt service (e.g., Net Revenues plus amounts available in the Rolling Coverage Account) are projected to increase from approximately$155.2 million in FY 2022 to approximately$362.7 million in FY 2030.As the City issues additional Bonds to fund the New SLC, debt service coverage ratios are projected to range from 2.45x in FY 2022 to 1.66x in FY 2028. As required pursuant to the Rate Covenant, Revenues must be sufficient in each FY to pay the following amounts: (1) Operation and Maintenance Expenses of the Airport System due and payable during each FY; (2)the Annual Debt Service on any Outstanding Bonds required to be funded by the City in each FY as required by the Master Indenture or any Supplemental Indenture with respect to the Outstanding Bonds; (3)the required deposits to the Common Debt Service Reserve Fund or any Series Debt Service Reserve Fund which may be established by a Supplemental Indenture; (4)the reimbursement owed to any Credit Provider or Liquidity Provider as required by a Supplemental Indenture; (5)the interest on and principal of any indebtedness of the Department required to be funded during each FY, other than for Outstanding Bonds, but including Subordinate Obligations; and (6)funding of any debt service reserve funds created with respect to any indebtedness of the Department, other than Outstanding Bonds, but including Subordinate Obligations.As presented on Exhibit J, the City is projected to satisfy the Rate Covenant requirement in each year. In summary, Table 4-7 presents projections of debt service coverage ratios and airline CPE under the baseline projection. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 1 109 Salt Lake City Department of Airports Report of the Airport Consultant DRAFT 3-April 20,2023 Table 4-7 Debt Service Coverage and Passenger Airline CPE Projections Fiscal Year Debt Service Coverage Ratio Airline CPE 2022 (actual) 2.45 $7.43 2023 2.14 $7.65 2024 1.86 $11.83 2025 1.85 $18.37 2026 1.71 $19.32 2027 1.68 $19.85 2028 1.66 $20.49 2029 1.67 $20.23 2030 1.68 $19.88 Source: Landrum &Brown, Inc. 4.10 Sensitivity Scenario Financial Analysis [TO BE PROVIDED] As presented in Chapter 3, L&B prepared a enplaned passengers projection sensitivity scenario in addition to the baseline projection. This scenario was prepared because of the ongoing uncertainty related to the level of impact and duration of the COVID-19 pandemic on air traffic recovery. The assumptions for this scenario are described in more detail in Section 3.4.5 of this Report. For the purposes of the financial analysis, key assumptions are as follows: ■ Current Airline Agreements business terms and conditions remain in effect through the projection period. ■ Funding and timing of the New SLC and the Other Capital Projects remain as assumed in the baseline financial analysis. ■ Operating Expenses increase as projected in the baseline financial analysis. • Non-airline revenues are assumed to remain at a consistent ratio of revenues per enplanement as the baseline financial analysis, however, projected non-airline revenues are reduced based on the assumed slower recovery of enplaned passengers. • PFC revenues are lower as compared to the baseline financial analysis based on lower enplaned passengers projected. Table 4-8 presents projected debt service coverage and airline CPE for the slower recovery scenario.As shown, under each scenario, the Department is projected to continue to satisfy its Rate Covenant set forth in the Master Indenture throughout the projection period. However, it should be noted that, given the uncertainty regarding the COVID-19 pandemic, it is possible that airline traffic recovery could be delayed beyond what is assumed under the slower recovery scenario. Such a scenario may require additional steps to be taken by the Department to reduce Operating Expenses or undertake other financial or operational measures beyond what is contemplated in this Report in order to continue to meet its Rate Covenant obligations and mitigate airline CPE. 110 1 Landrum&Brown Report of the Airport Consultant Salt Lake City Department of Airports DRAFT 3-April 20,2023 Table 4-8 Sensitivity Analysis Results: Debt Service Coverage and Airline CPE Enplaned % of Baseline Debt Service Fiscal Year Passengers Enplaned Passengers Coverage Ratio Airline CPE 2022 (actual) 12,802 100.0% 2.45 $7.41 2023 % $ 2024 % $ 2025 % $ 2026 % $ 2027 % $ 2028 % $ 2029 $ 2030 $ Source: Landrum& Brown. As previously indicated, many of the factors affecting air travel demand are not necessarily quantifiable.As a result, all projections are subject to uncertainty. While the global COVID-19 pandemic is currently ongoing, other economic disturbances could occur over the Projection Period. Therefore, these projected financial results, as with any projection, should be viewed as a general indication of future results as opposed to a precise prediction. Actual future results are likely to vary from this projection, and such variances could be material. Airport Revenue Bonds,Series 2023 Salt Lake City International Airport 1111 Exhibit A THE NEW SLC AND OTHER CAPITAL PROJECTS-PLAN OF FINANCE SALT LAKE CITY DEPARTMENT OF AIRPORTS (Dollars in Thousands for Fiscal Years Ending June 30) Funding Sources(a) Total PFC Revenues CFC Revenues Existing Future Project costs AIP/TSA (pay-as-you-go) (pay-as-you-go) Airport Funds Bonds(b) Bonds(c) Terminal Redevelopment Program(TRP) $2,830,055 $62,747 $332,838 $199,036 $275,214 $1,831,532 $128,688 North Concourse Program(NCP) 2,304,919 117,386 0 0 295,952 867,663 1,023,918 Other Capital Projects 519,437 193,180 0 0 326,257 0 0 Total TRP,North Concourse Program,and Other Capital Projects $5,654,411 $373,313 $332,838 $199,036 $897,423 $2,699,196 $1,152,605 Note: Amounts may not add due to rounding. Sources: Salt Lake City Department of Airports(project costs,AIP/TSA,PFC Revenues,and CFC Revenues);Landrum&Brown,Inc.(Airport Funds and Future Bonds);PFM Financial Advisors LLC(Series Series 2018 Bonds,and Series 2021 Bonds) Compiled by: Landrum&Brown,Inc. (a) Includes capital projects that have been paid for with Airport funds,PFC revenues and CFC revenues prior to January 31,2023. (b) Includes interest earnings from the Series 2017 Debt Service Fund and 2018 Debt Service Fund that is accrued prior to the first year of debt service. (c) Includes planned Series 2023 Bonds and Future Bonds. Exhibit B DEBT SERVICE SALT LAKE CITY DEPARTMENT OF AIRPORTS (Dollars in Thousands for Fiscal Years Ending June 30) Actual Projected 2022 2023 2024 2025 2026 2027 2028 2029 2030 Debt service(a) Series 2017 Bonds $70,288 $48,926 $56,946 $61,425 $63,590 $71,034 $73,657 $73,659 $73,662 Series 2018 Bonds 33,224 57,224 49,578 59,563 59,558 59,558 59,560 59,556 59,559 Series 2021 Bonds 6,369 7,030 28,559 52,880 57,411 57,411 57,411 57,413 57,410 Debt service on Future Bonds(a) Future Bonds(b) $0 $0 $26,862 $41,713 $58,610 $70,054 $84,511 $86,243 $86,243 Line of Credit 2,100 2,100 788 0 0 0 0 0 0 Total debt service $111,980 $115,279 $162,732 $215,579 $239,169 $258,057 $275,139 $276,871 $276,874 Less:PFCs applied to debt service ($48,676) ($45,290) ($49,749) ($61,232) ($54,597) ($56,607) ($58,075) ($59,555) ($61,046) Total net debt service $63,304 $69,989 $112,982 $154,347 $184,572 $201,450 $217,063 $217,316 $215,828 Allocation of debt service to Cost Centers Airfield $5,830 $6,857 $9,679 $18,889 $20,956 $22,611 $24,108 $24,260 $24,260 Terminal 51,385 56,820 94,393 130,077 157,646 172,397 186,087 186,145 184,657 Landside 6,088 6,312 8,911 5,381 5,970 6,441 6,868 6,911 6,911 Total net debt service $63,304 $69,989 $112,982 $154,347 $184,572 $201,450 $217,063 $217,316 $215,828 Note: Amounts may not add because of rounding. Source: Airport records(actual and budget);PFM Financial Advisors LLC(Series 2017 Bonds,Series 2018 Bonds,and Series 2021 Bonds);Landrum&Brown(Future Bonds) Compiled by: Landrum&Brown,Inc. (a) Debt service is net of capitalized interest. (b)Includes planned Series 2023 Bonds and Future Bonds. Exhibit C OPERATING EXPENSES AND CAPITAL OUTLAYS SALT LAKE CITY DEPARTMENT OF AIRPORTS (Dollars in Thousands for Fiscal Years Ending June 30) Actual Projected 2022 2023 2024 2025 2026 2027 2028 2029 2030 Operating Expenses and Capital Outlays Salaries and benefits $55,047 $60,520 $71,074 $73,933 $76,890 $79,966 $83,164 $86,491 $89,951 Materials and supplies 13,673 15,968 18,940 19,697 20,485 21,304 22,157 23,043 23,965 Services 54,444 59,428 74,969 70,159 72,965 75,884 78,919 82,076 85,359 Other Operating Expenses 3,806 7,141 7,129 7,414 7,710 8,019 8,339 8,673 9,020 Intergovernmental charges 20,312 21,966 23,502 24,442 25,420 26,436 27,494 28,594 29,737 Capital Outlays 2,542 2,249 2,768 2,879 2,994 3,113 3,238 3,367 3,502 Subtotal Operating Expenses and Capital Outlays $149,824 $167,272 $198,381 $198,523 $206,464 $214,722 $223,311 $232,244 $241,534 Less: CARES Act grants ($12,610) $0 $0 $0 $0 $0 $0 $0 $0 CRRSAA grants ($20,585) 0 0 0 0 0 0 0 0 ARPA grants (6,800) (36,935) (36,935) 0 0 0 0 0 0 Incremental TRP,NCP,and Other Capital Projects impact $0 $0 $0 $8,178 $9,011 $9,845 $10,215 $10,624 $11,049 Total Operating Expenses and Capital Outlays $109,828 $130,337 $161,446 $206,701 $215,475 $224,567 $233,526 $242,867 $252,582 Allocation of Operating Expenses and Capital Outlays to Cost Centers Airfield $35,325 $42,551 $54,950 $66,270 $68,972 $71,778 $74,647 $77,633 $80,738 Terminal 52,717 55,352 69,726 91,577 95,619 99,799 103,774 107,925 112,242 Landside 14,177 18,332 21,457 28,681 29,904 31,172 32,415 33,712 35,060 Aux.Airports 2,356 4,945 5,376 7,084 7,367 7,662 7,968 8,287 8,619 Other 3,300 5,009 6,030 7,516 7,817 8,130 8,455 8,793 9,145 General Aviation 704 1,671 1,476 2,472 2,571 2,674 2,781 2,892 3,008 Support 1,249 2,477 2,431 3,100 3,224 3,353 3,487 3,626 3,771 Total Operating Expenses and Capital Outlays $109,828 $130,337 $161,446 $206,701 $215,475 $224,567 $233,526 $242,867 $252,582 Note: Amounts may not add because of rounding. Source: Airport records(actual and budget);Landrum&Brown,Inc.(projected) Compiled by: Landrum&Brown,Inc. Exhibit D NONAIRLINE REVENUES AND AIRFIELD AND TERMINAL OFFSETS SALT LAKE CITY DEPARTMENT OF AIRPORTS (Dollars in Thousands for Fiscal Years Ending June 30) Actual Projected 2022 2023 2024 2025 2026 2027 2028 2029 2030 Airfield offsets Fuel farm $1,804 $1,852 $2,730 $2,730 $2,730 $2,730 $2,730 $2,730 $2,730 Cargo ramp use fee 241 294 347 447 488 531 577 626 678 Flight kitchen 2,209 2,664 2,930 3,083 3,244 3,412 3,552 3,696 3,844 State aviation fuel tax 2,891 3,099 3,161 3,283 3,409 3,539 3,636 3,735 3,832 Fuel oil royalties 769 765 781 807 835 863 888 914 939 Glycol recycling sales 505 451 500 518 535 553 569 586 602 Other Airfield Revenues(a) 684 670 678 700 723 746 765 785 804 Subtotal Airfield offsets $9,102 $9,794 $11,127 $11,568 $11,963 $12,374 $12,717 $13,071 $13,429 Terminal offsets Jet bridges $1,631 $1,732 $2,031 $2,504 $2,604 $2,709 $2,817 $2,930 $3,047 CRDC Revenue 2,092 2,151 2,326 2,396 2,467 2,541 2,618 2,618 2,618 IAB use fees 2,665 2,577 3,089 3,809 3,961 4,119 4,284 4,456 4,634 Shared tenant telephone fees 59 59 59 60 62 64 66 68 70 Leased site areas 1,711 2,027 2,129 2,129 2,129 2,129 2,129 2,129 2,129 EDS utilities and janitorial 166 38 38 39 40 42 43 44 45 Other Terminal Revenues(b) 494 447 467 479 491 504 517 531 544 Subtotal Terminal offsets $8,818 $9,031 $10,138 $11,416 $11,755 $12,108 $12,474 $12,774 $13,087 Other Nonairline Revenues Car rental-commissions(c) $27,578 $28,136 $29,366 $30,623 $31,919 $33,252 $34,626 $36,041 $37,498 Car rental-fixed rents(c) 6,948 8,130 8,252 8,376 8,501 8,629 8,758 8,890 9,023 Auto parking 48,814 58,294 60,842 63,447 66,130 68,894 72,241 75,172 78,190 Ground transportation 7,215 8,221 8,577 8,940 9,315 9,700 10,097 10,506 10,926 General aviation hangars 1,065 1,032 1,084 1,116 1,149 1,184 1,219 1,256 1,294 Hardstand Passenger Boarding revenue 4,907 4,809 0 0 0 0 0 0 0 FBO hangars 21 37 39 40 41 43 44 45 47 Cargo buildings 1,505 1,605 1,670 1,720 1,772 1,825 1,879 1,936 1,994 Other buildings 3,735 3,950 3,986 4,106 4,229 4,356 4,486 4,621 4,759 Office space 1,778 2,025 2,032 2,093 2,156 2,220 2,287 2,356 2,426 Food service(c) 11,916 14,157 15,062 15,937 16,769 17,734 18,558 19,309 20,082 Vending/Publictelephone 158 62 178 188 197 208 216 225 234 News&gifts(c) 7,764 9,117 9,134 9,665 10,170 10,755 11,255 11,715 12,188 Leased site areas 2,778 3,391 3,387 3,489 3,593 3,701 3,812 3,927 4,044 Advertising media fees(c) 827 683 683 706 730 754 775 797 819 Other revenues(d) 3,709 (6,643) 3,128 3,192 3,242 3,293 3,345 3,398 3,452 Subtotal Other Nonairline Revenues $130,717 $137,008 $147,420 $153,637 $159,914 $166,548 $173,601 $180,193 $186,976 Total Nonairline Revenues and Airfield and Terminal offsets $148,637 $155,833 $168,685 $176,621 $183,632 $191,031 $198,791 $206,038 $213,492 Note: Amounts may not add because of rounding. Source: Airport records(actual and budget);Landrum&Brown,Inc.(projected) Compiled by: Landrum&Brown,Inc. (a) Includes leased areas on airfield,K-9 grants,Utah Air National Guard,and RON(overnight)fees. (b) Includes UTA revenues,LEO charges reimbursed by TSA,and K-9 grants. (c) Included as Select Concessions for the Revenue Sharing test. (d)Includes CRRSAA Act Grants used for concessionaire MAG relief. Exhibit E LANDING FEES SALT LAKE CITY DEPARTMENT OF AIRPORTS (Dollars in Thousands for Fiscal Years Ending June 30) Actual Projected 2022 2023 2024 2025 2026 2027 2028 2029 2030 Airfield Revenue Requirement Operating Expenses and Capital Outlays $35,325 $42,551 $54,950 $66,270 $68,972 $71,778 $74,647 $77,633 $80,738 Net debt service 5,830 6,857 9,679 18,889 20,956 22,611 24,108 24,260 24,260 Rolling Coverage Amount 78 131 639 615 449 251 232 4 (22) Amortization 9,973 10,157 11,287 15,725 16,187 19,084 19,623 19,445 18,648 Reserve Requirements(a) 1,104 1,151 2,066 1,887 450 468 478 498 518 Less:Airfield offsets (9,102) (9,794) (11,127) (11,568) (11,963) (12,374) (12,717) (13,071) (13,429) Less:Adjustments-to-Actual (73) (5,649) 0 0 0 0 0 0 0 Total Airfield Revenue Requirement $43,136 $45,403 $67,495 $91,818 $95,051 $101,817 $106,370 $108,768 $110,712 Landed Weight(million-pound units) 15,989 17,160 16,570 17,210 17,870 18,550 19,060 19,580 20,090 Landing Fee(per 1,000-pound unit) $2.70 $2.65 $4.07 $5.34 $5.32 $5.49 $5.58 $5.56 $5.51 Signatory Airline Landing Fee revenue $39,097 $41,667 $61,490 $83,543 $86,391 $92,456 $96,432 $98,457 $100,067 Non-signatory Airline Landing Fee revenue 4,039 3,736 6,005 8,275 8,660 9,361 9,938 10,312 10,644 Total Landing Fee revenue $43,136 $45,403 $67,495 $91,818 $95,051 $101,817 $106,370 $108,768 $110,712 Note: Amounts may not add because of rounding. Source: Airport records(actual and budget);Landrum&Brown,Inc.(projected) Compiled by: Landrum&Brown,Inc. (a) Includes deposits to the Operation and Maintenance Reserve and the Renewal and Replacement subaccounts. Exhibit F TERMINAL RENTS SALT LAKE CITY DEPARTMENT OF AIRPORTS (Dollars in Thousands for Fiscal Years Ending June 30) Actual Projected 2022 2023 2024 2025 2026 2027 2028 2029 2030 Net Terminal Revenue Requirement Operating Expenses and Capital Outlays $52,717 $55,352 $69,726 $91,577 $95,619 $99,799 $103,774 $107,925 $112,242 Net debt service 51,385 56,820 94,393 130,077 157,646 172,397 186,087 186,145 184,657 Rolling Coverage Amount 1,340 1,945 9,521 9,160 6,693 3,738 3,457 56 (330) Reserve Requirements(a) 1,648 1,453 2,396 3,642 674 697 662 692 719 Amortization 12,953 10,343 12,356 17,570 18,082 18,725 19,662 22,294 22,015 Less:Terminal offsets (8,818) (9,031) (10,138) (11,416) (11,755) (12,108) (12,474) (12,774) (13,087) Less:Adjustments-to-Actual (1,428) (76) (119) 0 0 0 0 0 0 Total Terminal Revenue Requirement $109,798 $116,807 $178,133 $240,610 $266,958 $283,248 $301,169 $304,337 $306,216 Total Net Terminal Revenue Requirement(b) $197,300 $218,905 $232,264 $246,959 $249,557 $251,097 Total rentable space(s.f.) 897,869 895,831 1,009,921 Airline rented space(s.f.)(c) 836,745 887,722 923,025 948,232 948,232 948,232 Average Terminal rental rate $122.29 $130.39 $176.38 $235.79 $246.59 $251.63 $260.44 $263.18 $264.81 Airline rented space(c) Conditioned space(s.f.) 351,814 349,776 432,619 498,912 531,870 560,763 579,560 579,560 579,560 Unconditioned space(s.f.) 212,617 212,617 222,704 337,833 355,852 362,262 368,672 368,672 368,672 Total Airline rented space(s.f.) 564,431 562,393 655,323 836,745 887,722 923,025 948,232 948,232 948,232 Airline Net Terminal Revenue Requirement $69,023 $73,330 $115,588 $197,300 $218,905 $232,264 $246,959 $249,557 $251,097 Weighted Airline rented space Conditioned space(s.f.) 351,814 349,776 432,619 498,912 531,870 560,763 579,560 579,560 579,560 Unconditioned space(s.f.) 106,309 106,309 111,352 168,917 177,926 181,131 184,336 184,336 184,336 Total weighted Airline rented space(s.f.) 458,123 456,085 543,971 667,829 709,796 741,894 763,896 763,896 763,896 Airline rented space Conditioned space(s.f.) 351,814 349,776 432,619 498,912 531,870 560,763 579,560 579,560 579,560 Unconditioned space(s.f.) 212,617 212,617 222,704 337,833 355,852 362,262 368,672 368,672 368,672 Total Airline rented space(s.f.) 564,431 562,393 655,323 836,745 887,722 923,025 948,232 948,232 948,232 Airline Terminal rental rate-conditioned space $150.66 $160.78 $212.49 $295.43 $308.41 $313.07 $323.29 $326.69 $328.71 Airline Terminal rental rate-unconditioned space $75.33 $80.39 $106.24 $147.72 $154.20 $156.53 $161.64 $163.34 $164.35 Airline Terminal Rents-conditioned space $53,006 $56,238 $91,927 $147,396 $164,032 $175,557 $187,365 $189,336 $190,505 Airline Terminal Rents-unconditioned space 16,017 17,092 23,661 49,904 54,873 56,706 59,594 60,221 60,592 Total Airline Terminal Rents(d) $69,023 $73,330 $115,588 $197,300 $218,905 $232,264 $246,959 $249,557 $251,097 Note: Amounts may not add because of rounding. Source: Airport records(actual and budget);HOK(projected space);Landrum&Brown,Inc.(projected) Compiled by: Landrum&Brown,Inc. (a) Includes deposits to the Operation and Maintenance Reserve and the Renewal and Replacement subaccounts. (b) Beginning in FY 2025,reflects an 82%airline cost recovery percentage in the Terminal. (c) Airline space assumptions are based on HOK space drawings. (d)Assumes that all Terminal Rents are reflective of Signatory Airlines. Exhibit G REVENUE SHARING CALCULATION SALT LAKE CITY DEPARTMENT OF AIRPORTS (Dollars in Thousands for Fiscal Years Ending June 30) Actual Projected 2022 2023 2024 2025 2026 2027 2028 2029 2030 Per 8.07.1(b)Revenue sharing amount rebated to Signatory Airlines for a particular Fiscal Year shall not exceed the LEAST of: 1. Percent of Net Remaining Revenues in such Fiscal Year Net Remaining Revenues $57,350 $47,053 $52,357 $74,874 $76,534 $80,809 $83,185 $89,134 $91,670 Percent required of Net Remaining Revenues(a) 30% 30% 30% 40% 40% 40% 40% 40% 40% Amount of Net Remaining Revenues [A] $17,205 $14,116 $15,707 $29,949 $30,614 $32,324 $33,274 $35,653 $36,668 2. Total Annual Adjusted Gross Revenues for Selected Concessions [B] $55,191 $49,699 $62,675 $65,495 $68,286 $71,332 $74,189 $76,976 $79,843 3. Calculated Revenue Sharing Amount Enplanement Detail for Credit in Future Agreement Signatory Enplaned Passengers 12,741 13,195 13,696 14,208 14,735 15,277 15,674 16,073 16,475 Growth in Enplaned Passengers from 2015 base Enplaned Passengers 28.3% 32.9% 37.9% Growth in Enplaned Passengers from 2025 base Enplaned Passengers 0.0% 3.7% 7.5% 10.3% 13.1% 16.0% Enplaned Passengers over 10,000,000 2,741 3,195 3,696 Enplaned Passengers over 14,000,000 208 735 1,277 1,674 2,073 2,475 Rates: For Enplaned Passengers of 10,000,000 or less: $1.00 $1.00 $1.00 $1.40 $1.40 $1.40 $1.40 $1.40 $1.40 Revenue sharing rate for Enplaned Passengers over 10,000,000(a) 1.28 1.33 1.38 Revenue sharing rate for Enplaned Passengers over 14,000,000(b) 1.40 1.45 1.51 1.54 1.58 1.62 Calculated Revenue Sharing Amount First 10,000,000 Enplaned Passengers 10,000 10,000 10,000 Enplaned Passengers over 10,000,000(a) 3,516 4,245 5,098 First 14,000,000 Enplaned Passengers 19,600 19,600 19,600 19,600 19,600 19,600 Enplaned Passengers over 14,000,000(b) 291 1,067 1,923 2,585 3,283 4,019 Total calculated Revenue Sharing Amount [C] $13,516 $14,245 $15,098 $19,891 $20,667 $21,523 $22,185 $22,883 $23,619 Total Revenue Sharing Amount to be used [Minimum of A,B,or C] $13,516 $14,116 $15,098 $19,891 $20,667 $21,523 $22,185 $22,883 $23,619 Note: Amounts may not add because of rounding. Source: Airport records(actual and budget);Landrum&Brown,Inc.(projected) Compiled by: Landrum&Brown,Inc. (a) Percentage of Net Remaining Revenues increases from 30%to 40%under the future airline agreement in FY 2025. (b) Increased Revenue Sharing is only applied to those Enplaned Passengers over 10,000,000. (c) Increased Revenue Sharing is only applied to those Enplaned Passengers over 14,000,000. Exhibit H SIGNATORY AIRLINE COST PER ENPLANED PASSENGER SALT LAKE CITY DEPARTMENT OF AIRPORTS (Dollars in Thousands for Fiscal Years Ending June 30) Actual Projected 2022 2023 2024 2025 2026 2027 2028 2029 2030 Signatory Airline Terminal Rents $69,023 $73,330 $115,588 $197,300 $218,905 $232,264 $246,959 $249,557 $251,097 Signatory Airline Landing Fee revenue 39,097 41,667 61,490 83,543 86,391 92,456 96,432 98,457 100,067 LESS:Revenue Sharing (13,516) (14,116) (15,098) (19,891) (20,667) (21,523) (22,185) (22,883) (23,619) Net passenger Signatory Airline Revenue Requirement $94,603 $100,881 $161,981 $260p952 $284,630 $303,197 $321,206 $325,130 $327,546 Signatory Airline Enplaned Passengers(000s) 12,741 13,195 13,696 14,208 14,735 15,277 15,674 16,073 16,475 Passenger Signatory Airline Cost per Enplaned Passenger $7.43 $7.65 $11.83 $18.37 $19.32 $19.85 $20.49 $20.23 $19.88 Note: Amounts may not add because of rounding. Source: Airport records(actual and budget);Landrum&Brown,Inc.(projected) Compiled by: Landrum&Brown,Inc. Exhibit I APPLICATION OF REVENUES SALT LAKE CITY DEPARTMENT OF AIRPORTS (Dollars in Thousands for Fiscal Years Ending June 30) Actual Projected 2022 2023 2024 2025 2026 2027 2028 2029 2030 Revenues Terminal Rents $69,023 $73,330 $115,588 $197,300 $218,905 $232,264 $246,959 $249,557 $251,097 Landing Fee revenue 43,136 45,403 67,495 91,818 95,051 101,817 106,370 108,768 110,712 Nonairline revenue 148,637 155,833 168,685 176,621 183,632 191,031 198,791 206,038 213,492 Revenue Sharing Amount (13,516) (14,116) (15,098) (19,891) (20,667) (21,523) (22,185) (22,883) (23,619) Interest income 2,463 2,000 6,835 7,958 8,677 8,973 9,235 9,458 9,645 Total Revenues $249,742 $262,450 $343,505 $453,806 $485,599 $512,562 $539,171 $550,937 $561,327 Application of Revenues(a) 1. Operation and Maintenance Subaccount $109,828 $130,337 $161,446 $206,701 $215,475 $224,567 $233,526 $242,867 $252,582 2. Debt Service Funds(b) 63,304 69,989 112,982 154,347 184,572 201,450 217,063 217,316 215,828 3. Debt Service Reserve Funds 0 0 0 0 0 0 0 0 0 4. Subordinate Obligation Debt Service 2,100 0 788 0 0 0 0 0 0 5. Subordinate Obligation Debt Service Reserve Funds 0 0 0 0 0 0 0 0 0 6. O&M Reserve Requirement Subaccount 5,948 3,433 5,185 7,542 1,462 1,515 1,493 1,557 1,619 7. Renewal and Replacement Subaccount 0 0 0 0 0 0 0 0 0 8. Rolling Coverage Account 1,500 2,196 10,748 10,341 7,556 4,220 3,903 63 (372) 9. Surplus Fund 67,062 56,495 52,357 74,874 76,534 80,809 83,185 89,134 91,670 Total Application of Revenues $249,742 $262,450 $343,505 $453,806 $485,599 $512,562 $539,171 $550,937 $561,327 Note: Amounts may not add because of rounding. Source: Airport records(actual and budget);Landrum&Brown,Inc.(projected) Compiled by: Landrum&Brown,Inc. (a) Reflects only incremental amounts required for each year. (b) Net of PFC revenues applied to debt service and capitalized interest. Exhibit J NET REVENUES AND DEBT SERVICE COVERAGE SALT LAKE CITY DEPARTMENT OF AIRPORTS (Dollars in Thousands for Fiscal Years Ending June 30) Actual Projected 2022 2023 2024 2025 2026 2027 2028 2029 2030 Revenues $249,742 $262,450 $343,505 $453,806 $485,599 $512,562 $539,171 $550,937 $561,327 Operating Expenses and Capital Outlays 109,828 130,337 161,446 206,701 215,475 224,567 233,526 242,867 252,582 Net Revenues $139,914 $132,113 $182,059 $247,105 $270,124 $287,995 $305,644 $308,070 $308,745 Plus:Rolling Coverage Account 15,301 17,497 28,246 38,587 46,143 50,363 54,266 54,329 53,957 Net Revenues&Rolling Coverage Account $155,215 $149,610 $210,305 $285,692 $316,267 $338,357 $359,910 $362,399 $362,702 Debt service(a) $63,304 $69,989 $112,982 $154,347 $184,572 $201,450 $217,063 $217,316 $215,828 Debt service coverage 2.45 2.14 1.86 1.85 1.71 1.68 1.66 1.67 1.68 Note: Amounts may not add because of rounding. Source: Airport records(actual and budget);Landrum&Brown,Inc.(projected) Compiled by: Landrum&Brown,Inc. (a) Net of PFC revenues applied to debt service and capitalized interest. APPENDIX C FORM OF MASTER INDENTURE C-1 APPENDIX D FORM OF AIRLINE USE AGREEMENT D-1 KKR Draft 4/21/2023 APPENDIX E BOOK-ENTRY ONLY SYSTEM Book-Entry Only System The information in this Appendix concerning DTC and DTC's book-entry only system has been obtained from sources the City and the Underwriters believe to be reliable,but neither the City nor the Underwriters take any responsibility for the accuracy or completeness thereof. DTC will act as securities depository for the Series 2023 Bonds. The Series 2023 Bonds will be issued as fully registered securities registered in the name of Cede&Co. (DTC's partnership nominee)or such other name as may be requested by an authorized representative of DTC. One fully-registered Bond certificate will be issued for each maturity of the Series 2023 Bonds of each Series or, if applicable, each Subseries of each in the aggregate principal amount of such maturity,and will be deposited with DTC. DTC,the world's largest securities depository,is a limited-purpose trust company organized under the New York Banking Law, a"banking organization"within the meaning of the New York Banking Law, a member of the Federal Reserve System, a"clearing corporation"within the meaning of the New York Uniform Commercial Code, and a"clearing agency"registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934. DTC holds and provides asset servicing for over 3.5 million issues of U.S. and non-U.S.equity issues,corporate and municipal debt issues, and money market instruments from over 100 countries that DTC participants ("Direct Participants") deposit with DTC. DTC also facilitates the post-trade settlement among Direct Participants of sales and other securities transactions in deposited securities, through electronic computerized book-entry transfers and pledges between Direct Participants' accounts. This eliminates the need for physical movement of securities certificates. Direct Participants include both U.S.and non-U.S.securities brokers and dealers,banks,trust companies, clearing corporations,and certain other organizations. DTC is a wholly-owned subsidiary of The Depository Trust& Clearing Corporation("DTCC"). DTCC is the holding company for DTC,National Securities Clearing Corporation and Fixed Income Clearing Corporation, all of which are registered clearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the DTC system is also available to others such as both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, and clearing corporations that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly ("Indirect Participants"). DTC has a Standard&Poor's rating of"AA+." The DTC Rules applicable to its Participants are on file with the Securities and Exchange Commission. More information about DTC can be found at www.dtcc.com. Purchases of Series 2023 Bonds under the DTC system must be made by or through Direct Participants, which will receive a credit for the Series 2023 Bonds on DTC's records. The ownership interest of each actual purchaser of each Series 2021 Bond ("Beneficial Owner") is in turn to be recorded on the Direct and Indirect Participants'records. Beneficial Owners will not receive written confirmation from DTC of their purchase. Beneficial Owners are,however,expected to receive written confirmations providing details of the transaction,as well as periodic statements of their holdings,from the Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interests in Series 2023 Bonds are to be accomplished by entries made on the books of Direct and Indirect Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership interests in the Series 2023 Bonds,except in the event that use of the book- entry system for the Series 2023 Bonds is discontinued. To facilitate subsequent transfers, all Series 2023 Bonds deposited by Direct Participants with DTC are registered in the name of DTC's partnership nominee, Cede & Co, or such other name as may be requested by an authorized representative of DTC. The deposit of Series 2023 Bonds with DTC and their registration in the name of Cede&Co. or such other DTC nominee do not effect any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the Series 2023 Bonds; DTC's records reflect only the identity of the Direct Participants to whose accounts such Series 2023 Bonds are credited,which may or may not be the Beneficial Owners. The Direct and Indirect Participants will remain responsible for keeping account of their holdings on behalf of their customers. E-1 KKR Draft 4/21/2023 Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements among them,subject to any statutory or regulatory requirements as may be in effect from time to time. Redemption notices shall be sent to DTC. If less than all of the Bonds of a Series within a maturity are being redeemed,DTC's practice is to determine by lot the amount of the interest of each Direct Participant in such maturity to be redeemed. Neither DTC nor Cede&Co. (nor any other DTC nominee)will consent or vote with respect to the Series 2023 Bonds unless authorized by a Direct Participant in accordance with DTC's MMI Procedures. Under its usual procedures,DTC mails an Omnibus Proxy to the City as soon as possible after the record date. The Omnibus Proxy assigns Cede&Co.'s consenting or voting rights to those Direct Participants to whose accounts the Series 2023 Bonds are credited on the record date(identified in a listing attached to the Omnibus Proxy). Principal and interest payments(including redemption proceeds)on the Series 2023 Bonds will be made to Cede&Co.,or such other nominee as may be requested by an authorized representative of DTC. DTC's practice is to credit Direct Participants' accounts upon DTC's receipt of funds and corresponding detail information from the Trustee or the City,on payable date in accordance with their respective holdings shown on DTC's records. Payments by Participants to Beneficial Owners will be governed by standing instructions and customary practices,as is the case with securities held for the accounts of customers in bearer form or registered in "street name," and will be the responsibility of such Participant and not of DTC, the Trustee or the City, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of principal and interest(including redemption proceeds) to Cede & Co. (or such other nominee as may be requested by an authorized representative of DTC) is the responsibility of the City or the Trustee,disbursement of such payments to Direct Participants will be the responsibility of DTC,and disbursement of such payments to the Beneficial Owners will be the responsibility of Direct and Indirect Participants. DTC may discontinue providing its services as securities depository with respect to the Series 2023 Bonds at any time by giving reasonable notice to the City or the Trustee. Under such circumstances, in the event that a successor securities depository is not obtained,certificates for the affected Series 2023 Bonds are required to be printed and delivered. The City may decide to discontinue use of the system of book-entry transfers through DTC(or a successor securities depository). In that event,certificates for the affected Series 2023 Bonds will be printed and delivered. THE TRUSTEE,ANY PAYING AGENT AND THE CITY WILL NOT HAVE ANY RESPONSIBILITY OR OBLIGATION TO ANY PARTICIPANT, ANY PERSON CLAIMING A BENEFICIAL OWNERSHIP INTEREST IN ANY SERIES 2023 BONDS UNDER OR THROUGH DTC OR ANY PARTICIPANT, OR ANY OTHER PERSON THAT IS NOT SHOWN ON THE REGISTRATION BOOKS OF THE TRUSTEE AS BEING A BONDOWNER,WITH RESPECT TO THE ACCURACY OF ANY RECORDS MAINTAINED BY DTC OR ANY PARTICIPANT, THE PAYMENT BY DTC OR ANY PARTICIPANT OF ANY AMOUNT IN RESPECT OF PRINCIPAL OF OR PREMIUM, IF ANY,OR INTEREST ON ANY SERIES 2021 BOND,ANY NOTICE THAT IS REQUIRED TO BE GIVEN TO BONDOWNERS UNDER THE INDENTURE (EXCEPT IN CONNECTION WITH CERTAIN NOTICES OF DEFAULT AND REDEMPTION), THE SELECTION BY DTC OR ANY PARTICIPANT OF ANY PERSON TO RECEIVE PAYMENT IN THE EVENT OF A PARTIAL REDEMPTION OF THE SERIES 2023 BONDS, OR ANY CONSENT GIVEN OR OTHER ACTION TAKEN BY DTC OR ITS NOMINEE AS THE REGISTERED OWNER OF THE SERIES 2023 BONDS. E-2 KKR Draft 4/21/2023 APPENDIX F FORM OF CONTINUING DISCLOSURE AGREEMENT CONTINUING DISCLOSURE AGREEMENT For the Purpose of Providing Continuing Disclosure Information Under Section(b)(5)of Rule 15c2-12 This Continuing Disclosure Agreement(this"Agreement")is executed and delivered by Salt Lake City,Utah (the"CitZ")in connection with the issuance of its$ Airport Revenue Bonds,Series 2023A(Non-AMT) (the "Series 2023A Bonds"), and its $ Airport Revenue Bonds, Series 2023B (AMT) (the "Series 2023B Bonds"and,collectively with the Series 2023A Bonds,the"Bonds"). In consideration of the issuance of the Bonds by the City and the purchase of such Bonds by the beneficial owners thereof,the City covenants and agrees as follows: SECTION 1. PURPOSE OF THIS AGREEMENT. This Agreement is being executed and delivered by the City for the benefit of the Bondholders and the Beneficial Owners(hereinafter defined) and in order to assist the Participating Underwriters(hereinafter defined)in complying with subsection(b)(5)of the Rule(hereinafter defined). SECTION 2. DEFINITONS. In addition to the definitions set forth in the Master Indenture(hereinafter defined),which apply to any capitalized term used in this Agreement unless otherwise defined herein,the following capitalized terms shall have the following meanings. "Annual Report" shall mean any financial statements of the Department provided by the City pursuant to, and as described in, Sections 3 and 4 of this Agreement. "Beneficial Owner" shall mean any person which has or shares the power, directly or indirectly, to make investment decisions concerning ownership of any Bonds (including any person holding Bonds through nominees, depositories or other intermediaries). "Department"shall mean the City's Department of Airports. "EMMA" shall mean the MSRB's Electronic Municipal Market Access System, or such other system, Internet Web site,or repository hereafter prescribed by the MSRB for the submission of electronic filings pursuant to the Rule. "GAAP"shall mean generally accepted accounting principles,as such principles are prescribed, in part,by the Financial Accounting Standards Board and modified by the Governmental Accounting Standards Board and in effect from time to time. "Listed Events"shall mean any of the events listed in Section 5(a)of this Agreement. "MSRB"shall mean the Municipal Securities Rulemaking Board. "Master Indenture"means the Master Indenture as such term is defined in the Official Statement. "1934 Act"shall mean the Securities Exchange Act of 1934,as amended. "Obligated Person"shall mean the City(acting through the Department)and each airline or other entity using the Airport under a lease or use agreement extending for more than one year from the date in question and including bond debt service as part of the calculation of rates and charges,under which lease or use agreement such airline or other entity has paid amounts equal to at least twenty percent(20%) of the Revenues of the Department for each of the prior two(2)fiscal years of the Department. F-1 KKR Draft 4/21/2023 "Official Statement"shall mean the final Official Statement for the Bonds dated July_,2023. "Participating Underwriters" shall mean any of the original underwriters of the Bonds required to comply with the Rule in connection with the primary offering of the Bonds. "Rule" shall mean Rule 15c2-12 promulgated by the SEC pursuant to the 1934 Act, as the same may be amended from time to time, together with all interpretive guidance or other official interpretations or explanations thereof that are promulgated by the SEC. "SEC"shall mean the Securities and Exchange Commission. "SEC Reports"means reports and other information required to be filed pursuant to Sections 13(a), 14 or 15(d)of the 1934 Act. "Securities Counsel" shall mean legal counsel expert in federal securities law, and may include, but is not limited to Bond Counsel or Disclosure Counsel with respect to the Bonds. "State"shall mean the State of Utah. SECTION 3. PROVISIONS OF ANNUAL REPORTS. (a) Each year,the City shall provide by January 2,commencing with January 2,2024 for the Annual Report for the Department's fiscal year ended June 30, 2023, to the MSRB through EMMA an Annual Report for the preceding fiscal year which is consistent with the requirements of Section 4 of this Agreement. In each case, the Annual Report may be submitted as a single document or as separate documents comprising a package, and may include by specific reference other information as provided in Section 4 of this Agreement;provided,however,that if the audited financial statements of the Department are not available by the deadline for filing the Annual Report,they shall be provided when and if available,and unaudited financial statements in a format similar to the audited financial statements then most recently prepared for the Department shall be included in the Annual Report. (b) If the City is unable to provide to the MSRB,through EMMA,in an electronic format as prescribed by the MSRB,an Annual Report by the date required in subsection(a),the City shall send a notice,in a timely manner, to the MSRB,through EMMA,in substantially the form attached as Exhibit A. (c) If the City's fiscal year changes,the City shall send written notice of such change to the MSRB through EMMA,in an electronic format as prescribed by the MSRB,in substantially the form attached as Exhibit B. (d)Whenever any Annual Report or portion thereof is filed as described above,it shall be attached to a cover sheet in substantially the form attached as Exhibit C,or such other form as may be prescribed by the SEC from time to time. SECTION 4. CONTENT OF ANNUAL REPORTS. The Annual Report shall contain or include by reference the following: (a) The audited financial statements of the Department for its fiscal year immediately preceding the due date of the Annual Report,of substantially the same nature as that included in the Official Statement as Appendix A; (b) Operating information for the fiscal year immediately preceding the due date of the Annual Report otherwise presented in the Official Statement as follows: (1) in the table under the heading "SALT LAKE CITY INTERNATIONAL AIRPORT O&D AND CONNECTING ENPLANED PASSENGERS"; (2) in the table under the heading "AIRLINES OPERATING AT SALT LAKE CITY INTERNATIONAL AIRPORT"; F-2 KKR Draft 4/21/2023 (3) in the table under the heading"SALT LAKE CITY INTERNATIONAL AIRPORT AIRLINE MARKET SHARE OF ENPLANED PASSENGERS"; (4) in the table under the heading "SALT LAKE CITY INTERNATIONAL AIRPORT HISTORICAL AIRCRAFT OPERATIONS"; (5) in the table under the heading "SALT LAKE CITY INTERNATIONAL AIRPORT HISTORICAL LANDED WEIGHTS"; (6) in the table under the heading "SALT LAKE CITY INTERNATIONAL AIRPORT HISTORICAL AIR CARGO AND MAIL"; (7) in the table under the heading"SALT LAKE CITY DEPARTMENT OF AIRPORTS TOTAL ANNUAL REVENUES AND EXPENSES"; (8) in the table under the heading "SALT LAKE CITY DEPARTMENT OF AIRPORTS SUMMARY OF OPERATING REVENUES"; (9) in the table under the heading "SALT LAKE CITY DEPARTMENT OF AIRPORTS SOURCES OF AIRLINE REVENUES";and (10) in the table under the heading "SALT LAKE CITY DEPARTMENT OF AIRPORTS SUMMARY OF OPERATING EXPENSES." If any information described in this paragraph(a)is published or provided by a third party and is no longer publicly available,the City shall include a statement to that effect as part of the Annual Report for the year in which such lack of availability arises;and (b) An annual debt service coverage calculation table for the prior Fiscal Year in accordance with Section 5.04(b)of the Master Indenture,substantially in the following format: Annual Debt Service Coverage(FY ) Revenues $ Less Operating and Maintenance Expenses of the Airport System $ Net Revenues $ Plus Transfers $ Total Available for Debt Service: $ Annual Debt Service on Outstanding Bonds* $ Annual Debt Service Coverage x *In accordance with Section 5.04 of the Master Indenture,Annual Debt Service on Outstanding Bonds for this purpose shall not include principal and/or interest paid with Other Moneys Available for Debt Service or Passenger Facility Charges. The Department's financial statements shall be audited and prepared in accordance with GAAP; provided, however, that the City may from time to time, in accordance with GAAP and subject to applicable federal or State legal requirements,modify the basis upon which its financial statements are prepared. Notice of any such modification shall be provided to the MSRB,through EMMA,in an electronic format as prescribed by the MSRB. Any or all of the items listed above may be included by specific reference to other documents that previously have been provided to the MSRB, through EMMA. The City shall clearly identify each such other document so included by reference. F-3 KKR Draft 4/21/2023 SECTION 5. REPORTING OF LISTED EVENTS. (a) The City covenants to provide or cause to be provided to the MSRB through EMMA, in an electronic format as prescribed by the MSRB,in a timely manner not in excess of ten(10)business days after the occurrence of the event,notice of the occurrence of any of the following events listed in Section(b)(5)(i)(C)of the Rule with respect to the Bonds: (1) principal and interest payment delinquencies; (2) non-payment related defaults,if material; (3) unscheduled draws on debt service reserves reflecting financial difficulties; (4) unscheduled draws on credit enhancements reflecting financial difficulties; (5) substitution of credit or liquidity providers,or their failure to perform; (6) adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701- TEB) or other material notices or determinations with respect to the tax status of the Bonds, or other material events affecting the tax status of the Bonds; (7) modifications to rights of holders of the Bonds,if material; (8) bond calls,if material,and tender offers; (9) defeasances; (10) release,substitution,or sale of property securing repayment of the Bonds,if material; (11) rating changes; (12) bankruptcy,insolvency,receivership or similar event of the City,which is considered to occur when any of the following occur:the appointment of a receiver,fiscal agent or similar officer for the City or the Department in a proceeding under the U.S.Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the Department or the City, or if such jurisdiction has been assumed by leaving the existing governing body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority,or the entry of an order confirming a plan of reorganization,arrangement or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the Department or the City; (13) the consummation of a merger, consolidation, or acquisition involving the Department or the City or the sale of all or substantially all of the assets of the Department or the City, other than in the ordinary course of business,the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material; (14) appointment of a successor or additional trustee or the change of name of a trustee,if material; (15) incurrence of a financial obligation of the Department,if material,or agreement to covenants,events of default, remedies, priority rights, or other similar terms of a financial obligation of the Department,any of which affect Bondholders,if material; or F-4 KKR Draft 4/21/2023 (16) default,event of acceleration,termination event,modification of terms,or other similar events under the terms of a financial obligation of the Department,any of which reflect financial difficulties. (b) The City covenants that its determination of materiality will be made in conformance with federal securities laws. (c) Upon the occurrence of a Listed Event,the City shall promptly cause a notice of such occurrence to be filed with the MSRB,through EMMA,in an electronic format as prescribed by the MSRB,together with a cover sheet in substantially the form attached as Exhibit C. In connection with providing a notice of the occurrence of a Listed Event described in subsection(a)(9),the City shall include in the notice explicit disclosure as to whether the Bonds have been escrowed to maturity or escrowed to call,as well as appropriate disclosure of the timing of maturity or call. (d) The City acknowledges that the "rating changes" referred to above in Section (5)(a)(11) of this Agreement may include,without limitation, any change in any rating on the Bonds,including changes in the ratings of bond insurers or banks that may be providing credit enhancement on a portion of the Bonds. (e) The City acknowledges that it is not required to provide a notice of a Listed Event with respect to credit enhancement when the credit enhancement is added after the primary offering of the Bonds,the City does not apply for or participate in obtaining such credit enhancement,and such credit enhancement is not described in the Official Statement. SECTION 6. TERMINATION OF REPORTING OBLIGATION. (a) The City's obligations under this Agreement shall terminate upon the legal defeasance of the Bonds under the Master Indenture or the prior redemption or payment in full of all of the Bonds. If the City's obligation to pay the principal of and interest on the Bonds is assumed in full by some other entity, such entity shall be responsible for compliance with this Agreement in the same manner as if it were the City, and the City shall have no further responsibility hereunder. (b) This Agreement,or any provision hereof,shall be null and void in the event that the City(i)receives an opinion of Securities Counsel,addressed to the City,to the effect that those portions of the Rule,which require such provisions of this Agreement,do not or no longer apply to the Bonds,whether because such portions of the Rule are invalid,have been repealed,amended or modified,or are otherwise deemed to be inapplicable to the Bonds, as shall be specified in such opinion, and(ii) delivers notice to such effect to the MSRB, through EMMA, in an electronic format as prescribed by the MSRB. SECTION 7. AMENDMENT;WAIVER. (a) Notwithstanding any other provision of this Agreement, this Agreement may be amended, and any provision of this Agreement may be waived,provided that the following conditions are satisfied: (1) if the amendment or waiver relates to the provisions of Section 3(a),(b),(c),4 or 5(a),it may only be made in connection with a change in circumstances that arises from a change in legal requirements, a change in law or a change in the identity, nature or status of the City or the Department or type of business conducted by the City or the Department; (2) this Agreement, as so amended or taking into account such waiver, would, in the opinion of Securities Counsel, have complied with the requirements of the Rule at the time of the original issuance of the Bonds, after taking into account any amendments or interpretations of the Rule, as well as any change in circumstances;and (3) the amendment or waiver either(A)is approved by the Bondholders in the same manner as provided in the Master Indenture for amendments to the Master Indenture with the consent of the Bondholders, or(B) does not, in the opinion of Securities Counsel,materially impair the interests of the Bondholders. F-5 KKR Draft 4/21/2023 (b) In the event of any amendment to, or waiver of a provision of,this Agreement, the City shall describe such amendment or waiver in the next Annual Report and shall include an explanation of the reason for such amendment or waiver. In particular,if the amendment results in a change to the annual financial information required to be included in the Annual Report pursuant to Section 4 of this Agreement,the first Annual Report that contains the amended operating data or financial information shall explain, in narrative form,the reasons for the amendment and the impact of such change in the type of operating data or financial information being provided. Further,if the annual financial information required to be provided in the Annual Report can no longer be generated because the operations to which it related have been materially changed or discontinued, a statement to that effect shall be included in the first Annual Report that does not include such information. (c) If the amendment results in a change to the accounting principles to be followed in preparing financial statements as set forth in Section 4 of this Agreement,the Annual Report for the year in which the change is made shall include a comparison between the financial statements or information prepared on the basis of the new accounting principles and those prepared on the basis of the former accounting principles. The comparison shall include a qualitative discussion of such differences and the impact of the changes on the presentation of the financial information. To the extent reasonably feasible,the comparison shall also be quantitative. A notice of the change in accounting principles shall be sent by the City to the MSRB,through EMMA, in an electronic format as prescribed by the MSRB. SECTION 8. ADDITIONAL INFORMATION. Nothing in this Agreement shall be deemed to prevent the City from disseminating any other information,using the means of dissemination set forth in this Agreement or any other means of communication,or including any other information in any Annual Report or notice of occurrence of a Listed Event, in addition to that which is required by this Agreement. If the City chooses to include any information in any Annual Report or notice of occurrence of a Listed Event in addition to that which is specifically required by this Agreement, the City shall have no obligation under this Agreement to update such information or include it in any future Annual Report or notice of occurrence of a Listed Event. SECTION 9. FAILURE TO COMPLY. In the event of a failure of the City to comply with any provision of this Agreement, any Bondholder or Beneficial Owner may bring an action to obtain specific performance of the obligations of the City under this Agreement,but no person or entity shall be entitled to recover monetary damages hereunder under any circumstances, and any failure to comply with the obligations under this Agreement shall not constitute a default with respect to the Bonds or under the Master Indenture. SECTION 10. BENEFICICIARIES. This Agreement shall inure solely to the benefit of the City, the Participating Underwriters,the Bondholders and the Beneficial Owners,and shall create no rights in any other person or entity. SECTION 11. TRANSMISSION OF INFORMATION AND NOTICES;DISSEMINATION AGENT. Unless otherwise required by law or this Agreement, and, in the sole determination of the City, subject to technical and economic feasibility, the City shall employ such methods of information and notice transmission as shall be requested or recommended by the herein-designated recipients of such information and notices. Any filing with the MSRB under this Agreement may be made by transmitting such filing to a dissemination agent. SECTION 12. OTHER OBLIGATED PERSONS. Currently,Delta Air Lines,Inc. ("Delta")is the only Obligated Person other than the City,and Delta is required by the 1934 Act to file annual financial information in the form of its SEC Reports with the SEC as described in the Official Statement. The City assumes no responsibility for the accuracy or completeness of the SEC Reports or other annual financial information disseminated by Delta or any future Obligated Person. The City shall report as part of its Annual Report any change in Obligated Persons and that an Obligated Person's SEC Reports constitute its annual financial information under this Agreement, if such is the case. Unless no longer required by the Rule,the City shall use diligent efforts to cause each Obligated Person other than the City (to the extent that such party is not required to file SEC Reports) to disseminate annual financial information substantially equivalent to that contained in SEC Reports to the MSRB,through EMMA,in an electronic format as prescribed by the MSRB,not later than nine months after the last day of the Obligated Person's fiscal year. The City has no obligation to file or disseminate any SEC Reports relating to another Obligated Person. F-6 KKR Draft 4/21/2023 SALT LAKE CITY,UTAH By: Name: Title: Dated: ,2023. [Signature Page to Continuing Disclosure Agreement] F-7 EXHIBIT A TO CONTINUING DISCLOSURE AGREEMENT NOTICE TO THE MSRB OF FAILURE TO FILE ANNUAL REPORT Name of Obligated Person: Salt Lake City,Utah Name of Bond Issue: Airport Revenue Bonds,Series 2023A(AMT) Airport Revenue Bonds, Series 2023B(Non-AMT) Date of Bonds: August ,2023 NOTICE IS HEREBY GIVEN that the City has not provided an Annual Report with respect to the above- named Bonds as required by Section 3 of its Continuing Disclosure Agreement with respect to the Bonds. The City anticipates that the Annual Report will be filed by SALT LAKE CITY,UTAH By: Name: Its: Dated: F-A-1 EXHIBIT B TO CONTINUING DISCLOSURE AGREEMENT NOTICE TO THE MSRB OF CHANGE IN AUTHORITY'S FISCAL YEAR Name of Obligated Person: Salt Lake City,Utah Name of Bond Issue: Airport Revenue Bonds,Series 2023A(AMT) Airport Revenue Bonds, Series 2023B(Non-AMT) Date of Bonds: August ,2023 NOTICE IS HEREBY GIVEN that the fiscal year of the [City/Department] changed. Previously, the [City/Department]'s fiscal year ended on . It now ends on SALT LAKE CITY,UTAH By: Name: Its: Dated: F-B-1 EXHIBIT C TO CONTINUING DISCLOSURE AGREEMENT MUNICIPAL SECONDARY MARKET DISCLOSURE INFORMATION COVER SHEET This cover sheet should be sent with all submissions made to the Municipal Securities Rulemaking Board,pursuant to Securities and Exchange Commission Rule 15c2-12 or any analogous state statute. Issuer's and/or Other Obligated Person's name: Salt Lake City,Utah CUSIP Numbers(attach additional sheet if necessary): Nine-Digit CUSIP Number(s)to which the information relates: Information relates to all securities issued by the City having the following six-digit number(s): Number of pages of attached information: Description of Material Events Notice/Financial Information(Check One): 1. Principal and interest payment delinquencies 2. Material non-payment related defaults 3. Unscheduled draws on debt service reserves reflecting financial difficulties 4. Unscheduled draws on credit enhancements reflecting financial difficulties 5. Substitution of credit or liquidity providers or their failure to perform 6. Adverse tax opinions,the issuance by the Internal Revenue Service of proposed or final determinations of taxability,Notices of Proposed Issue(IRS Form 5701-TEB)or other material notices or determinations with respect to the tax status of the bonds,or other material events affecting the tax status of the bonds 7. Material modifications to rights of securities holders 8. Bond calls,if material,or tender offers 9. Defeasances 10. Material release,substitution,or sale of property securing repayment of the bonds 11. Rating changes 12. Bankruptcy, insolvency, receivership or similar event of the Department or the City F-C-1 KKR Draft 4/21/2023 13. The consummation of a merger, consolidation, or acquisition involving the Department or the City or the sale of all or substantially all of the assets of the Department or the City, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms,if material 14. Appointment of a successor or additional trustee or the material change of name of a trustee 15. Incurrence of a financial obligation of the Department, if material, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a financial obligation of the Department,any of which affect Bondholders,if material 16. Default,event of acceleration,termination event,modification of terms, or other similar events under the terms of a financial obligation of the Department, any of which reflect financial difficulties 17. Failure to provide annual financial information as required 18. Other material event notice(specify) 19. Financial Information:Please check all appropriate boxes: ACFR (a)_includes _does not include Annual Financial Information (b)_audited _unaudited Fiscal Period Covered: I hereby represent that I am authorized by the City or its agent to distribute this information publicly: Signature: Name: Title: Employer: Address: City,State,Zip Code: Voice Telephone Number: ( ) F-C-2 APPENDIX G FORM OF OPINION OF BOND COUNSEL G-1 G-3 EXHIBIT D [ATTACH FORM OF BOND PURCHASE AGREEMENT] 4854-1788-4237 DRAFT BOND PURCHASE AGREEMENT SALT LAKE CITY,UTAH $[PAR A] AIRPORT REVENUE BONDS, SERIES 2023A(AMT) July , 2023 Salt Lake City 451 South State Street Salt Lake City, Utah 84111 The undersigned BofA Securities, Inc. (the "Representative"), acting on behalf of itself and as the representative of J.P. Morgan Securities LLC, Barclays Capital Inc., Goldman Sachs & Co. LLC, Samuel A. Ramirez & Co., Inc., Siebert Williams Shank & Co., LLC, and Wells Fargo Bank, National Association (collectively, the "Underwriters"), offers to enter into this Bond Purchase Agreement (this "Bond Purchase Agreement") with Salt Lake City, Utah, a municipal corporation and political subdivision of the State of Utah (the "Issuer") which upon acceptance by the Issuer will be binding upon the Issuer and upon the Underwriters. On the basis of the representations and covenants contained herein and subject to the terms and conditions herein set forth,the Underwriters hereby offer to purchase from the Issuer $[PAR A] of the Salt Lake City, Utah Airport Revenue Bonds, Series 2023A (AMT) (the "Series 2023 Bonds"), to be issued under and pursuant to a Master Trust Indenture dated as of February 1, 2017 (the "Master Indenture"), and a Fourth Supplemental Trust Indenture dated as of August 1, 2023 (the"Fourth Supplemental Indenture,"and together with the Master Indenture,the "Indenture"), each by and between the Issuer and Wilmington Trust, National Association, as trustee (the "Trustee"). The issuance and sale of the Series 2023 Bonds has been authorized pursuant to Resolution No. [ ] of 2023 adopted by the City Council of the Issuer on [May 16, 2023] (the "Bond Resolution"). Capitalized terms used but not defined herein have the meanings assigned to such terms in the hereinafter defined Official Statement. The Series 2023 Bonds are being issued to (i)provide funds to finance portions of the Terminal Redevelopment Program and the North Concourse Program (as described in the Official Statement referenced below) and related costs of the Salt Lake City International Airport (the "Airport"), including capitalized interest and any necessary reserves and(ii)pay costs of issuance of the Series 2023 Bonds. 4857-0284-5277,v. 3 Bond Purchase Agreement Section 1. Representations, Warranties and Agreements of the Issuer. By acceptance hereof, the Issuer hereby represents and warrants to the Underwriters, and agrees with the Underwriters that: (a) The Issuer is authorized pursuant to the Local Government Bonding Act, Title 11, Chapter 14, Utah Code Annotated 1953, as amended (the "Act"), to issue the Series 2023 Bonds for the purposes set forth in the Indenture. The Issuer has full power and authority to consummate all transactions contemplated by this Bond Purchase Agreement,the Indenture,the Series 2023 Bonds,the Airline Use Agreement(the"AUA" defined in the Official Statement), and the Continuing Disclosure Agreement executed by the Issuer with respect to the Series 2023 Bonds(the"Continuing Disclosure Agreement" and, collectively with the Indenture, the Airline Use Agreement, and this Bond Purchase Agreement, the "Bond Documents"), and any and all other agreements relating thereto. By all necessary official action of the Issuer taken prior to or concurrently with the acceptance hereof, the Issuer has duly authorized all necessary action to be taken by it for (i) the execution and delivery of the Fourth Supplemental Indenture and the issuance and sale of the Series 2023 Bonds, (ii) the approval, execution and delivery of, and the performance by the Issuer of its obligations contained in the Bond Documents and the Series 2023 Bonds, (iii) the approval, distribution and use of the Preliminary Official Statement dated July [ ], 2023 (the "Preliminary Official Statement"), and the approval, execution, distribution and use of the Official Statement dated July , 2023 (the "Official Statement"), for use by the Underwriters in connection with the public offering of the Series 2023 Bonds, and (iv) the consummation by the Issuer of all other transactions described in the Official Statement,the Bond Documents and any and all such other agreements and documents as may be required to be executed, delivered or received by the Issuer in order to carry out, give effect to, and consummate the transactions described herein and in the Official Statement. (b) This Bond Purchase Agreement has been duly authorized, executed and delivered, and constitutes a legal, valid and binding obligation of the Issuer, enforceable against the Issuer in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium, and other similar laws and principles of equity relating to or affecting the enforcement of creditors' rights. (c) The Master Indenture constitutes, and the Fourth Supplemental Indenture and the Continuing Disclosure Agreement, when duly executed and delivered, will constitute legal, valid and binding obligations of the Issuer, enforceable against the Issuer in accordance with their respective terms, subject to bankruptcy, insolvency, reorganization, moratorium, and other similar laws and principles of equity relating to or affecting the enforcement of creditors' rights. (d) The Series 2023 Bonds,when issued, delivered and paid for, in accordance with the Indenture and this Bond Purchase Agreement, will have been duly authorized, executed, issued and delivered by the Issuer and will constitute the valid and binding obligations of the Issuer, enforceable against the Issuer in accordance with their terms, subject to bankruptcy, insolvency,reorganization, moratorium, and other similar laws and principles of equity relating to or affecting the enforcement of creditors' rights; upon the 4857-0284-5277,v. 3 2 Bond Purchase Agreement issuance, authentication and delivery of the Series 2023 Bonds as aforesaid, the Indenture will provide, for the benefit of the holders, from time to time, of the Series 2023 Bonds, the legally valid and binding pledge of and lien it purports to create as set forth in the Indenture. (e) The Issuer is not in material breach of or material default under any applicable constitutional provision, law or administrative regulation of the State or the United States relating to the issuance of the Series 2023 Bonds or any applicable judgment or decree or any material loan agreement, indenture, bond, note, resolution, agreement or other instrument to which the Issuer is a party with respect to obligations incurred or issued by or on behalf of the Issuer, or to which the Issuer or any of its property or assets is otherwise subject (or to which any of the Issuer's property or assets relating to obligations issued on behalf of the Issuer is otherwise subject), and no event which would have a material and adverse effect upon the financial condition of the Issuer has occurred and is continuing which constitutes or with the passage of time or the giving of notice, or both, would constitute a default or event of default by the Issuer under any of the foregoing. (f) The execution and delivery of the Series 2023 Bonds and the Bond Documents and the adoption of the Bond Resolution, and compliance with the provisions on the Issuer's part contained therein,will not conflict with or constitute a material breach of or material default under any constitutional provision, administrative regulation, judgment, decree, loan agreement, indenture, bond, note, resolution, agreement or other instrument to which the Issuer is a party or to which the Issuer is, or to which any of its property or assets are, otherwise subject; nor will any such execution, delivery, adoption or compliance result in the creation or imposition of any lien, charge or other security interest or encumbrance of any nature whatsoever upon any of the property or assets of the Issuer to be pledged to secure the Series 2023 Bonds or under the terms of any such law, regulation or instrument, except as provided by the Series 2023 Bonds and the Indenture. (g) All authorizations, approvals, licenses, permits, consents and orders of any governmental authority, legislative body,board, agency or commission having jurisdiction of the matter which are required for the due authorization of, which would constitute a condition precedent to, or the absence of which would materially adversely affect the approval of the Bond Documents, the issuance of the Series 2023 Bonds or the due performance by the Issuer of its obligations under the Bond Documents and the Series 2023 Bonds, have been duly obtained. (h) The Series 2023 Bonds and the Indenture conform to the descriptions thereof contained in the Preliminary Official Statement and the Official Statement under the captions, "THE SERIES 2023 BONDS," "SECURITY FOR THE SERIES 2023 BONDS," and in APPENDIX C to the Preliminary Official Statement and the Official Statement; the proceeds of the sale of the Series 2023 Bonds will be applied generally as described in the Preliminary Official Statement and the Official Statement under the captions, `ESTIMATED SOURCES AND USES OF FUNDS" and"THE NEW SLC." (i) Except to the extent disclosed in the Preliminary Official Statement and the Official Statement,no action, suit,or proceeding,with merit,has been served on the Issuer 4857-0284-5277,v. 3 3 Bond Purchase Agreement or is, to the best knowledge of the Issuer, threatened against the Issuer (i) affecting the existence of the Issuer or the titles of its officers to their respective offices, (ii) affecting or seeking to prohibit, restrain or enjoin the sale, issuance or delivery of the Series 2023 Bonds, (iii) in any way contesting or affecting the validity or enforceability of the Series 2023 Bonds or the Bond Documents or the design and construction of the New SLC or the procurement of contracts with respect thereto, (iv) contesting the exclusion from gross income of interest on the Series 2023 Bonds for federal income tax purposes,(v)contesting in any way the completeness or accuracy of the Preliminary Official Statement or the Official Statement or any supplement or amendment thereto, or(vi) contesting the powers of the Issuer or any authority for the issuance of the Series 2023 Bonds,the adoption of the Bond Resolution, or the execution and delivery of the Bond Documents, nor, to the best knowledge of the Issuer,is there any basis therefor,wherein an unfavorable decision,ruling or finding would materially adversely affect the validity or enforceability of the Series 2023 Bonds or the Bond Documents. 0) The Preliminary Official Statement was in a form deemed final by the Issuer for purposes of Rule 15c2-12 (the "Rule") of the Securities and Exchange Commission (the "SEC"), except for the omission of not more than the following: offering prices, interest rates, selling compensation, aggregate principal amount, delivery dates, and terms depending on such matters (collectively, the "Omitted Information"). The Official Statement shall be in a form which the Issuer deems final and complete for purposes of paragraph (b)(1) of the Rule. The Issuer shall provide or cause to be provided to the Underwriters, no later than the seventh business day after the date of this Bond Purchase Agreement, a final Official Statement in "designated electronic format" (as defined in Municipal Securities Rulemaking Board Rule G-32) and in sufficient quantity to permit the Underwriters to comply with the Rule and other applicable rules of the SEC and the Municipal Securities Rulemaking Board (the "MSRB"). The Issuer hereby confirms that it does not object to distribution of the Official Statement in electronic format and hereby authorizes and directs the Underwriters to file the Official Statement with the MSRB's Electronic Municipal Market Access (EMMA) system. (k) The Preliminary Official Statement, as of its date and as of the date of this Bond Purchase Agreement, did not and does not contain any untrue statement of a material fact or omit to state a material fact (except for the Omitted Information) required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, except no representation is made regarding information concerning The Depository Trust Company, its book-entry only system, CUSIP numbers, the Trustee, and the Underwriters. (1) At the time of the Issuer's acceptance hereof and (unless the Official Statement is amended or supplemented pursuant to paragraph (m) of this Section) at all times subsequent thereto during the period up to and including the Closing Date (defined below), the Official Statement does not and will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, except no representation is made regarding information concerning The 4857-0284-5277,v. 3 4 Bond Purchase Agreement Depository Trust Company, its book-entry only system, CUSIP numbers, the Trustee, and the Underwriters. (m) If at any time from the date hereof until the Closing Date, and for a period of 25 days following the "end of the underwriting period" (defined below), any event known to the Issuer relating to or affecting the Issuer or the Series 2023 Bonds or any agreement related to the Series 2023 Bonds shall occur which might affect the accuracy or completeness of any statement of a material fact contained in the Official Statement or any document incorporated by reference therein, the Issuer shall promptly notify the Representative in writing of the circumstances and details of such event. The Issuer will cooperate with the Underwriters in the preparation of such amendments and supplements to the Official Statement as may be advisable, in the reasonable judgment of the Representative or the Issuer, to assure that the Official Statement as amended or supplemented will at no time include any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements made in the Official Statement, in light of the circumstances under which they are made, not misleading. The Issuer shall not supplement or amend the Official Statement or cause the Official Statement to be supplemented or amended without the prior written consent of the Representative, which consent shall not be unreasonably withheld (provided, however, that the providing of any such consent by the Representative shall not limit the Underwriters' right to cancel their obligations hereunder pursuant to Section 4(a)). (n) If the Official Statement is supplemented or amended pursuant to paragraph (m), at the time of each supplement or amendment thereto and (unless subsequently again supplemented or amended pursuant to such paragraph) at all times subsequent thereto until 25 days from the "end of the underwriting period" (defined below), the Official Statement as so supplemented or amended will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which made, not misleading. For purposes of this Bond Purchase Agreement,the"end of the underwriting period" shall mean the Closing Date, unless the Representative otherwise notifies the Issuer in writing by the Closing Date that a later date is designated as the "end of the underwriting period." (o) The Issuer maintains disclosure controls and procedures to ensure that material information relating to the Issuer generally, and in particular the Airport, is made known to the financial officers of the Issuer that are primarily responsible for the review and/or preparation of the Preliminary Official Statement and Official Statement and other appropriate officers by others within the Issuer's organization. (p) The Issuer has the legal authority to apply and will apply, or cause to be applied, the proceeds from the sale of the Series 2023 Bonds as provided in and subject to all of the terms and provisions of the Indenture and will not take or omit to take any action which action or omission will adversely affect the exclusion from gross income for federal income tax purposes of the interest on the Series 2023 Bonds. (q) The Issuer will furnish such information and execute such instruments and take such action in cooperation with the Underwriters, at no expense to the Issuer, as the 4857-0284-5277,v. 3 5 Bond Purchase Agreement Underwriters may reasonably request (A) to (y) qualify the Series 2023 Bonds for offer and sale under the Blue Sky or other securities laws and regulations of such states and other jurisdictions in the United States as the Representative may designate and (z) determine the eligibility of the Series 2023 Bonds for investment under the laws of such states and other jurisdictions and(B) to continue such qualifications in effect so long as required for the distribution of the Series 2023 Bonds (provided, however, that the Issuer will not be required to qualify as a foreign corporation or to file any general or special consents to service of process under the laws of any jurisdiction) and will advise the Representative immediately of receipt by the Issuer of any written notification with respect to the suspension of the qualification of the Series 2023 Bonds for sale in any jurisdiction or the initiation or threat of any proceeding for that purpose. (r) The financial statements of, and other financial information regarding, the Issuer's Department of Airports and the Airport in the Preliminary Official Statement and in the Official Statement fairly present the financial position and results of the Department of Airports as of the dates and for the periods therein set forth. The financial statements of the Department of Airports have been prepared in accordance with generally accepted accounting principles consistently applied, and except as noted in the Preliminary Official Statement and in the Official Statement,the other historical financial information set forth in the Preliminary Official Statement and in the Official Statement has been presented on a basis consistent with that of the Department of Airport's audited financial statements included in the Preliminary Official Statement and in the Official Statement. (s) Prior to the Closing, the Issuer will not take any action within or under its control that will cause any adverse change of a material nature in such financial position, results of operations or condition, financial or otherwise, of the Department of Airports or the Airport System. (t) Other than the Issuer's (1) Airport Revenue Bonds, Series 2017A (AMT) and Series 2017B (Non-AMT); (2) Airport Revenue Bonds, Series 2018A (AMT), and Series 2018B (Non-AMT); and (3) Airport Revenue Bonds, Series 2021A (AMT), and Series 2021B (Non-AMT)(collectively,the"Outstanding Parity Bonds"), as of the date of the Closing, the Issuer will not have outstanding any indebtedness which indebtedness is secured by a lien on the Net Revenues on a parity with the lien of the Series 2023 Bonds on the Net Revenues. As of the date of the Closing, the Issuer will not have outstanding any indebtedness which indebtedness is secured by a lien on the Net Revenues superior to the lien of the Series 2023 Bonds and the Outstanding Parity Bonds on the Net Revenues. (u) The Issuer will not, prior to the Closing, offer or issue any bonds, notes or other obligations for borrowed money or incur any material liabilities direct or contingent in each case with respect to the Airport System, except in the ordinary course of business and without prior notice to the Representative. (v) Any certificate, signed by any official of the Issuer authorized to do so in connection with the transactions described in this Bond Purchase Agreement, shall be deemed a representation and warranty by the Issuer to the Underwriters as to the statements made therein. 4857-0284-5277,v. 3 6 Bond Purchase Agreement (w) The Issuer will enter into the Continuing Disclosure Agreement for the benefit of owners of the Series 2023 Bonds, in substantially the form set forth as APPENDIX F to the Official Statement. Except as described in the Preliminary Official Statement and the Official Statement, the Issuer has not failed during the previous five years to comply with any previous undertakings in a written continuing disclosure contract or agreement under Rule 15c2-12. (x) The Issuer has complied, and will at the Closing be in compliance, in all respects, with the Act and other laws applicable to the Series 2023 Bonds and the Bond Documents. (y) The Issuer shall not amend, terminate, or rescind, or agree to any amendment, termination, or rescission, of the Bond Resolution or the Bond Documents without the prior written consent of the Representative prior to the Closing Date. (z) The Issuer is a municipality and a public body corporate and politic duly organized and existing under the laws of the State of Utah (the "State") with full legal right, power and authority to carry out and consummate all transactions contemplated by the Bond Documents. The Issuer has lawful authority to own and operate the Airport System facilities described in the Preliminary Official Statement and the Official Statement and to fix and collect rents, rates, fees and other charges in connection with such facilities. The Issuer has complied with all applicable provisions of law and has taken all actions required to be taken by it in connection with the transactions contemplated by the Bond Documents, except as may be required under the blue sky laws of any jurisdiction. Section 2. Purchase, Sale and Delivery of the Series 2023 Bonds. On the basis of the representations,warranties and covenants contained herein, and subject to the terms and conditions herein set forth, on the Closing Date, the Underwriters agree to purchase from the Issuer and the Issuer agrees to sell to the Underwriters the Series 2023 Bonds at a purchase price equal to $ (being the par amount thereof plus a [net] reoffering premium of$ and less an Underwriters' discount of$ The Series 2023 Bonds shall be issued under and secured, shall mature and bear interest and be subject to redemption, as set forth in the Indenture and the Official Statement. The Series 2023 Bonds shall be dated their date of original issuance and delivery and shall have the principal maturities and bear interest at the rates per annum shown on Exhibit A hereto. The Underwriters intend to make a bona fide initial public offering of all the Series 2023 Bonds at prices not in excess of the initial offering prices set forth in the Official Statement. The Underwriters reserve the right to lower such initial offering prices as they deem necessary in connection with the marketing of the Series 2023 Bonds. Subject to Section 3 hereof, the Underwriters may offer and sell the Series 2023 Bonds to certain dealers (including dealers depositing the Series 2023 Bonds into investment trusts) and others at prices lower than the initial public offering price or prices set forth in the Official Statement. The Underwriters also reserve the right to: (i) over-allot or effect transactions which stabilize or maintain the market price of the Series 2023 Bonds at levels above those 4857-0284-5277,v. 3 7 Bond Purchase Agreement that might otherwise prevail in the open market and (ii) discontinue such stabilizing, if commenced, at any time without prior notice. The Representative shall send,by electronic form or equally prompt means, a copy of the Official Statement to the MSRB. Payment for the Series 2023 Bonds shall be made by wire transfer in immediately available federal funds payable to the order of the Issuer, at the time of the closing for the Series 2023 Bonds in Salt Lake City, Utah, at approximately 9:00 a.m., on [August , 2023], or such other place, time or date as shall be mutually agreed upon by the Issuer and the Representative. The date of such delivery and payment is herein called the "Closing Date," and the hour and date of such delivery and payment is herein called the "Closing." Delivery of the Series 2023 Bonds shall be made through the facilities of The Depository Trust Company's ("DTC") book-entry-only system. The Series 2023 Bonds will be delivered as fully-registered bonds,bearing CUSIP numbers,with a single bond for each Series and maturity of the Series 2023 Bonds, and registered in the name of Cede & Co., as nominee of DTC,which will act as securities depository for the Series 2023 Bonds. Unless otherwise agreed by the Representative, the Series 2023 Bonds will be delivered under DTC's FAST delivery system. Section 3. Establishment of Issue Price. (a) The Representative,on behalf of the Underwriters,agrees to assist the Issuer in establishing the issue price of the Series 2023 Bonds and shall execute and deliver to the Issuer at Closing an"issue price"or similar certificate,together with the supporting pricing wires or equivalent communications, substantially in the form attached hereto as Exhibit B,with such modifications as may be appropriate or necessary, in the reasonable judgment of the Representative, the Issuer and Bond Counsel (as defined herein), to accurately reflect, as applicable, the sales price or prices or the initial offering price or prices to the public of the Series 2023 Bonds. (b) Except for the Hold-the-Price Maturities, if any, described in subsection(c) below and Exhibit A attached hereto, the Issuer will treat the first price at which 10% of each maturity of the Series 2023 Bonds (the "10% test") is sold to the public as the issue price of that maturity (if different interest rates apply within a maturity, each separate CUSIP number within that maturity will be subject to the 10% test). Exhibit A attached hereto sets forth the maturities of the Series 2023 Bonds for which the 10% test has been satisfied as of the date of this Bond Purchase Agreement(the"10% Test Maturities")and the prices at which the Underwriters have sold such 10% Test Maturities to the public. (c) With respect to the maturities of the Series 2023 Bonds, if any, that are not 10% Test Maturities, as described in Exhibit A attached hereto (the "Hold-the-Price Maturities"), the Representative confirms that the Underwriters have offered such maturities of the Series 2023 Bonds to the public on or before the date of this Bond Purchase Agreement at the offering price or prices (the "initial offering price"), or at the corresponding yield or yields, set forth in Exhibit A attached hereto. The Issuer and the 4857-0284-5277,v. 3 8 Bond Purchase Agreement Representative, on behalf of the Underwriters, agree that the restrictions set forth in the next sentence shall apply to the Hold-the-Price Maturities, which will allow the Issuer to treat the initial offering price to the public of each such maturity as of the sale date as the issue price of that maturity (the "hold-the-offering-price rule"). So long as the hold-the- offering-price rule remains applicable to any maturity of the Hold-the-Price Maturities,the Representative will neither offer nor sell unsold bonds of such maturity of the Hold-the- Price Maturities to any person at a price that is higher than the initial offering price to the public during the period starting on the sale date and ending on the earlier of the following: (i) the close of the fifth (5th)business day after the sale date; or (ii) the date on which the Representative has sold at least 10% of that maturity of the Hold-the-Price Maturities to the public at a price that is no higher than the initial offering price to the public. The Representative shall advise the Issuer promptly after the close of the fifth(5th) business day after the sale date whether it has sold 10% of that maturity of the Hold-the- Price Maturities to the public at a price that is no higher than the initial offering price to the public. (d) The Representative confirms that: (i) any agreement among underwriters, any selling group agreement and each third-party distribution agreement(to which the Representative is a party) relating to the initial sale of the Series 2023 Bonds to the public, together with the related pricing wires,contains or will contain language obligating each underwriter, each dealer who is a member of the selling group and each broker-dealer that is a party to such third-party distribution agreement, as applicable: (A) (1) to report the prices at which it sells to the public the unsold Series 2023 Bonds of each maturity allocated to it, whether or not the Closing Date has occurred, until either all Series 2023 Bonds of that maturity allocated to it have been sold or it is notified by the Representative that the 10% test has been satisfied as to the Series 2023 Bonds of that maturity,provided that, the reporting obligation after the Closing Date may be at reasonable periodic intervals or otherwise upon request of the Representative, and (2) to comply with the hold-the-offering-price rule, if applicable, if and for so long as directed by the Representative and as set forth in the related pricing wires; (B) to promptly notify the Representative of any sales of Series 2023 Bonds that, to its knowledge, are made to a purchaser who is a related party to an underwriter participating in the initial sale of the Series 2023 Bonds to the public (each such term being used as defined below); and (C) to acknowledge that, unless otherwise advised by the underwriter, dealer or broker-dealer, the Representative shall assume that 4857-0284-5277,v. 3 9 Bond Purchase Agreement each order submitted by the underwriter, dealer or broker-dealer is a sale to the public; (ii) any agreement among underwriters or selling group agreement relating to the initial sale of the Series 2023 Bonds to the public, together with the related pricing wires, contains or will contain language obligating each underwriter or dealer that is a party to a third-party distribution agreement to be employed in connection with the initial sale of the Series 2023 Bonds to the public to require each broker-dealer that is a party to such third-party distribution agreement to (A) report the prices at which it sells to the public the unsold Series 2023 Bonds of each maturity allocated to it, whether or not the Closing Date has occurred, until either all Series 2023 Bonds of that maturity allocated to it have been sold or it is notified by the Representative or such underwriter or dealer that the 10% test has been satisfied as to the Series 2023 Bonds of that maturity, provided that, the reporting obligation after the Closing Date may be at reasonable periodic intervals or otherwise upon request of the Representative or such underwriter or dealer, and(B) comply with the hold-the-offering-price rule, if applicable, if and for so long as directed by the Representative or the underwriter or the dealer and as set forth in the related pricing wires. (e) The Issuer acknowledges that,in making the representations set forth in this subsection,the Representative will rely on(i)the agreement of each underwriter to comply with the requirements for establishing the issue price of the Series 2023 Bonds, including, but not limited to, its agreement to comply with the hold-the-offering-price rule, if applicable to the Series 2023 Bonds, as set forth in an agreement among underwriters and the related pricing wires, (ii) in the event a selling group has been created in connection with the initial sale of the Series 2023 Bonds to the public, the agreement of each dealer who is a member of the selling group to comply with the requirements for establishing issue price of the Series 2023 Bonds, including,but not limited to, its agreement to comply with the hold-the-offering-price rule, if applicable to the Series 2023 Bonds, as set forth in a selling group agreement and the related pricing wires, and (iii) in the event that an underwriter or dealer who is a member of the selling group is a party to a third-party distribution agreement that was employed in connection with the initial sale of the Series 2023 Bonds to the public, the agreement of each broker-dealer that is a party to such agreement to comply with the requirements for establishing the issue price of the Series 2023 Bonds, including, but not limited to, its agreement to comply with the hold-the- offering-price rule, if applicable to the Series 2023 Bonds, as set forth in the third-party distribution agreement and the related pricing wires. The Issuer further acknowledges that each underwriter shall be solely liable for its failure to comply with its agreement to adhere to the requirements for establishing issue price of the Series 2023 Bonds, including, but not limited to, its agreement to comply with the hold-the-offering-price rule, if applicable to the Series 2023 Bonds, and that no underwriter shall be liable for the failure of any other underwriter, or of any dealer who is a member of a selling group, or of any broker-dealer that is a party to a third-party distribution agreement, to comply with its corresponding agreement to comply with the requirements for establishing the issue price of the Series 2023 Bonds, including, but not limited to, its agreement to comply with the hold-the- offering-price rule, if applicable to the Series 2023 Bonds. 4857-0284-5277,v. 3 10 Bond Purchase Agreement (f) The Underwriters acknowledge that sales of any Series 2023 Bonds to any person that is a related party to an underwriter participating in the initial sale of the Series 2023 Bonds to the public(each such term being used as defined below) shall not constitute sales to the public for purposes of this section. Further, for purposes of this section: (i) "public" means any person other than an underwriter or a related party, (ii) "underwriter" means (A) any person that agrees pursuant to a written contract with the Issuer (or with the lead underwriter to form an underwriting syndicate)to participate in the initial sale of the Series 2023 Bonds to the public and (B) any person that agrees pursuant to a written contract directly or indirectly with a person described in clause (A) to participate in the initial sale of the Series 2023 Bonds to the public (including a member of a selling group or a party to a third-party distribution agreement participating in the initial sale of the Series 2023 Bonds to the public), (iii) a purchaser of any of the Series 2023 Bonds is a "related party" to an underwriter if the underwriter and the purchaser are subject, directly or indirectly, to (A) more than 50% common ownership of the voting power or the total value of their stock, if both entities are corporations (including direct ownership by one corporation of another), (B)more than 50% common ownership of their capital interests or profits interests, if both entities are partnerships (including direct ownership by one partnership of another), or (C) more than 50% common ownership of the value of the outstanding stock of the corporation or the capital interests or profit interests of the partnership, as applicable, if one entity is a corporation and the other entity is a partnership (including direct ownership of the applicable stock or interests by one entity of the other), and (iv) "sale date" means the date of execution of this Bond Purchase Agreement by all parties. Section 4. Conditions to the Underwriters' Obligations. The Underwriters' obligations hereunder shall be subject to the due performance by the Issuer of its obligations and agreements to be performed hereunder at or prior to the Closing and to the accuracy of and compliance with the Issuer's representations and warranties contained herein, as of the date hereof and as of the Closing, and are also subject to the following conditions: (a) The Series 2023 Bonds, the Bond Resolution and the Indenture shall have been duly authorized, executed and delivered in the form approved by the Representative. (b) At Closing the Underwriters shall receive: (1) (A) the unqualified approving opinion of Kutak Rock LLP, as bond counsel to the Issuer ("Bond Counsel"), dated the Closing Date, substantially in the form of APPENDIX G to the Official Statement and(B) 4857-0284-5277,v. 3 11 Bond Purchase Agreement the supplemental opinion of Bond Counsel dated as of the Closing Date, substantially in the form of Exhibit C hereto; (2) the opinion of the City Attorney, dated the Closing Date, substantially in the form of Exhibit D hereto; (3) the opinion of Kaplan Kirsch&Rockwell LLP,as disclosure counsel to the Issuer, dated the Closing Date, substantially in the form of Exhibit E hereto; (4) the opinion of Gilmore & Bell, P.C., as Underwriters' counsel, dated the Closing Date, substantially in the form of Exhibit F hereto; (5) the opinion of counsel to the Trustee,dated the Closing Date, to the effect that: (A) the Trustee is a national banking association, validly existing under the laws of the United States of America and is authorized to exercise trust powers; (B) in accordance with the laws of the State of Utah, the Trustee is authorized to exercise trust powers in the State of Utah; (C) the Trustee has all requisite corporate power, authority and legal right to execute and deliver the Indenture, as trustee and to perform its obligations under the Indenture and has taken all necessary corporate action to authorize the execution and delivery of the Indenture,including the authentication and delivery of the Series 2023 Bonds in its capacity as trustee under the Indenture; (D) the Trustee has duly authorized, executed and delivered the Indenture, as trustee and duly authenticated the Series 2023 Bonds in its capacity as trustee under the Indenture; (E) assuming the due authorization, execution and delivery thereof by the City, the Master Indenture and the Fourth Supplemental Indenture are valid and binding agreements of the Trustee, enforceable in accordance with their terms against the Trustee; and (F) to such counsel's knowledge, no authorization, approval, consent or order of any governmental agency or regulatory authority having jurisdiction over the Trustee that has not been obtained by the Trustee is required for the authorization, execution and delivery by the Trustee, as trustee of the Indenture or the authentication of the Series 2023 Bonds by the Trustee, as trustee. (6) a certificate, satisfactory to the Representative, of the Mayor of the Issuer and the Executive Director of the Department of Airports, and/or any other duly authorized officers of the Issuer satisfactory to the Representative,dated as of the Closing Date,to the effect that: (i)the Issuer has duly performed all of its obligations to be performed at or prior to the Closing and that each of the representations, warranties, and agreements of the Issuer herein are true and correct as of the Closing with the same effect as if made on the Closing; (ii) the Issuer has authorized, by all necessary action, the execution, delivery, receipt and due performance of the Bond Documents and any and all such other agreements and documents as may 4857-0284-5277,v. 3 12 Bond Purchase Agreement be required to be executed and delivered by the Issuer to carry out, give effect to and consummate the transactions contemplated hereby and by the Official Statement; (iii) to the knowledge of the Issuer no action, suit or proceeding with merit has been served on the Issuer or is threatened: (1) contesting or affecting the validity or authority for the issuance or delivery of the Series 2023 Bonds or seeking to restrain or enjoin the issuance or delivery of the Series 2023 Bonds; (2)contesting or affecting the validity or powers of the Issuer or its right to use the proceeds of the Series 2023 Bonds as contemplated or the design and construction of the New SLC or the procurement of contracts with respect thereto; (3) contesting or affecting the operation of the Airport System or the validity or enforceability of the Indenture, this Bond Purchase Agreement, the Continuing Disclosure Agreement or the Airline Use Agreement; (4) contesting, affecting or seeking to restrain or enjoin the collection of Net Revenues pledged under the Indenture which, if determined adversely to the Issuer, would have a material impact on the Issuer's collection of the income or revenues pledged under the Indenture, or the pledge thereof, (5) contesting the completeness or accuracy of the Official Statement; or (6) contesting the power of the officials of the Issuer or the Department of Airports or their authority with respect to the Indenture, the Series 2023 Bonds, the Official Statement, the Continuing Disclosure Agreement or this Bond Purchase Agreement; (iv) the financial statements and other financial information of the Airport System contained in the Preliminary Official Statement and the Official Statement present fairly the financial position of the Airport System as of the dates indicated and the results of its operations for the periods specified therein, and such financial statements have been prepared in conformity with generally accepted accounting principles for governmental entities applied in all material respects on a consistent basis (except as described in the Preliminary Official Statement and the Official Statement)with respect to such period; (v) since June 30, 2022, there has not been any material adverse change in the properties or financial condition of the Airport System, except as set forth in the Preliminary Official Statement and the Official Statement; (vi) the execution, delivery, receipt and due performance of the Bond Documents and the other agreements contemplated hereby and by the Official Statement under the circumstances contemplated hereby and thereby and the Issuer's compliance with the provisions thereof will not conflict with or constitute on its part a material breach of or a material default under any court decree or order or any material agreement, indenture, lease or other instrument or, to the Issuer's knowledge, any existing law or administrative regulation, decree or order to which the Issuer is subject or by which the Issuer is or may be bound; and (vii) as of their dates, the Preliminary Official Statement and the final Official Statement did not, and as of the Closing Date, the Official Statement does not, contain any untrue statement of a material fact or omit to state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading 4857-0284-5277,v. 3 13 Bond Purchase Agreement (other than with respect to information relating to the DTC and the book- entry system, CUSIP numbers, the Trustee and the Underwriters, as to which no representation is made); (7) Evidence satisfactory to the Representative that the Series 2023 Bonds have received ratings of [" " (outlook: )] by S&P Global Ratings ("S&P"), [" " (outlook: )] by Moody's Investors Service, Inc. ("Moody's"), and [" " (outlook: )] by Kroll Bond Rating Agency, Inc. ("Kroll"). (8) executed or certified copies of the Bond Resolution, the Indenture and the Continuing Disclosure Agreement; (9) a letter from Eide Bailly LLP, Certified Public Accountants, consenting to the inclusion in the Official Statement of the audited financial statements of the Department of Airports for the fiscal year ended June 30, 2022; (10) an executed copy of the Official Statement; (11) evidence that the federal tax information forms 8038 and 8038-G have been prepared for filing; (12) a tax compliance certificate relating to certain items regarding the federal income tax implications of interest on the Series 2023 Bonds in form satisfactory to Bond Counsel, including accompanying certificate of the Representative and the Municipal Advisor; (13) a Certificate, dated the Closing Date from the Trustee,to the effect that (A) the Trustee is duly organized and existing as a national banking association organized and existing under the laws of the United States of America, having the full power and authority to enter into, accept the trusts created under, and perform its duties under the Indenture and to authenticate the Series 2023 Bonds; (B) the execution and delivery by the Trustee of the Indenture, and compliance with the terms of the Indenture, will not conflict with, or result in a violation or breach of, or constitute a default under, any loan agreement, indenture, bond, note, resolution or any other agreement or instrument to which the Trustee is a party or by which it is bound, or, to the best knowledge of the Trustee, any law or any rule, regulation, order or decree of any court or governmental agency or body having jurisdiction over the Trustee or any of its activities or properties (except that no representation, warranty or agreement is made by the Trustee with respect to any federal or state securities or blue sky laws or regulations); (C) there is no action, suit, proceeding or investigation at law or in equity before or by any court,public board or body,pending or, to the best knowledge of the Trustee,threatened against or affecting the existence of the Trustee or in any way contesting or affecting the validity or 4857-0284-5277,v. 3 14 Bond Purchase Agreement enforceability of the Series 2023 Bonds or the Indenture, or contesting the powers of the Trustee or its authority to enter into and perform its obligations under any of the foregoing, or wherein an unfavorable decision, ruling or finding would adversely affect the Trustee or the transactions contemplated in connection with the issuance and sale of the Series 2023 Bonds, or which, in any way, would adversely affect the validity of the Series 2023 Bonds, the Indenture or any agreement or instrument to which the Trustee is a party and which is used or contemplated for use in the Indenture, or the consummation of the transactions contemplated in connection with the issuance and sale of the Series 2023 Bonds; (D) the Series 2023 Bonds have been duly authenticated by the Trustee, as trustee of the Series 2023 Bonds; and(E) subject to the provisions of the Indenture, the Trustee will apply the proceeds of the Series 2023 Bonds to the purposes specified in the Fourth Supplemental Indenture. (14) a certificate, dated the Closing Date from Landrum & Brown, Incorporated,the Airport Consultant to the Department of Airports, to the effect that (A) consenting to the inclusion and publication of the Report of the Airport Consultant in the Preliminary Official Statement and Official Statement used in connection with the sale of the Series 2023 Bonds and (B) consenting to the references to the Airport Consultant in the Preliminary Official Statement and the Official Statement and stating that nothing has come to the attention of the Airport Consultant in relation to the preparation of the Report of the Airport Consultant which would cause them to believe the Report of the Airport Consultant was, as of its date, or any statements in the Preliminary Official Statement specifically attributed to the Airport Consultant were, as of the date of the Preliminary Official Statement, inaccurate in any material respect; (15) a copy of the Letter of Representations to DTC executed by the Issuer; and (16) such additional legal opinions, certificates, proceedings, instruments and other documents, as the Representative,Bond Counsel,the City Attorney, Disclosure Counsel, or Underwriters' Counsel may reasonably request to evidence compliance by the Issuer with legal requirements, the truth and accuracy, as of the Closing Date, of all representations herein contained, the exemption of amounts received (whether characterized as interest or discount)by holders of the Series 2023 Bonds from federal and state income taxation, and the due performance or satisfaction by the Issuer at or prior to such date of all agreements then to be performed and all conditions then to be satisfied as contemplated under this Bond Purchase Agreement. Section 5. The Underwriters' Right to Cancel. The Underwriters shall have the right to cancel their obligations hereunder to purchase the Series 2023 Bonds (such cancellation shall not constitute a default hereunder) by notification from the 4857-0284-5277,v. 3 15 Bond Purchase Agreement Representative to the Issuer if, after the execution hereof and prior to the Closing, any of the following events shall occur in the reasonable judgment of the Representative: (a) an event shall occur which makes untrue or incorrect in any material respect, as of the time of such event, any statement or information contained in the Official Statement or which is not reflected in the Official Statement but should be reflected therein in order to make the statements contained therein in the light of the circumstances under which they were made not misleading in any material respect and, in either such event, (a) the Issuer refuses to permit the Official Statement to be supplemented to supply such statement or information in a manner satisfactory to the Representative or(b) the effect of the Official Statement as so supplemented is, in the judgment of the Representative, to materially adversely affect the market price or marketability of the Series 2023 Bonds or the ability of the Underwriters to enforce contracts for the sale,at the contemplated offering prices (or yields), of the Series 2023 Bonds; or (b) legislation shall be introduced in, enacted by, reported out of committee, or recommended for passage by the State, either House of the Congress, or recommended to the Congress or otherwise endorsed for passage (by press release, other form of notice or otherwise) by the President of the United States, the Treasury Department of the United States, the Internal Revenue Service or the Chairman or ranking minority member of the Committee on Finance of the United States Senate or the Committee on Ways and Means of the United States House of Representatives, or legislation is proposed for consideration by either such committee by any member thereof or presented as an option for consideration by either such committee by the staff or such committee or by the staff of the Joint Committee on Taxation of the Congress of the United States, or a bill to amend the Code (which, if enacted, would be effective as of a date prior to the Closing) shall be filed in either House, or a decision by a court of competent jurisdiction shall be rendered, or a regulation or filing shall be issued or proposed by or on behalf of the Department of the Treasury or the Internal Revenue Service of the United States,or other agency of the federal government, or a release or official statement shall be issued by the President, the Department of the Treasury or the Internal Revenue Service of the United States, in any such case with respect to or affecting(directly or indirectly)the federal or state taxation of interest received on obligations of the general character of the Series 2023 Bonds which, in the reasonable judgment of the Representative, materially adversely affects the market price or marketability of the Series 2023 Bonds or the ability of the Underwriters to enforce contracts for the sale, at the contemplated offering prices (or yields), of the Series 2023 Bonds; or (c) a stop order, ruling, regulation, proposed regulation or statement by or on behalf of the Securities and Exchange Commission or any other governmental agency having jurisdiction of the subject matter shall be issued or made to the effect that the issuance, offering, sale or distribution of obligations of the general character of the Series 2023 Bonds (including any related underlying obligations) is in violation or would be in violation of any provisions of the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or the Trust Indenture Act of 1939, as amended; or 4857-0284-5277,v. 3 16 Bond Purchase Agreement (d) legislation introduced in or enacted (or resolution passed) by the Congress or an order, decree,or injunction issued by any court of competent jurisdiction,or an order, ruling, regulation (final, temporary, or proposed), press release or other form of notice issued or made by or on behalf of the Securities and Exchange Commission, or any other governmental agency having jurisdiction of the subject matter,to the effect that obligations of the general character of the Series 2023 Bonds, including any or all underlying arrangements, are not exempt from registration under or other requirements of the Securities Act of 1933, as amended (the "Securities Act"), or that the Indenture is not exempt from qualification under or other requirements of the Trust Indenture Act of 1939, as amended, or that the issuance, offering, or sale of obligations of the general character of the Series 2023 Bonds, including any or all underlying arrangements, as contemplated hereby or by the Official Statement is or would be in violation of the federal securities law as amended and then in effect; (e) there shall have occurred (1) any outbreak or escalation of hostilities, declaration by the United States of a national or international emergency or war; or(2) any other calamity or crisis in the financial markets of the United States or elsewhere or escalation thereof; or(3) a downgrade of the sovereign debt rating of the United States by any major credit rating agency or payment default on United States Treasury obligations; which, in the reasonable judgment of the Representative, materially adversely affects the market price or marketability of the Series 2023 Bonds or the ability of the Underwriters to enforce contracts for the sale,at the contemplated offering prices(or yields),of the Series 2023 Bonds; or (f) there shall have occurred a general suspension of trading, minimum or maximum prices for trading shall have been fixed and be in force or maximum ranges or prices for securities shall have been required on the New York Stock Exchange or other national stock exchange whether by virtue of a determination by that Exchange or by order of the Securities and Exchange Commission or any other governmental agency having jurisdiction or any national securities exchange shall have: (i) imposed additional material restrictions not in force as of the date hereof with respect to trading in securities generally, or to trading in the Series 2023 Bonds or similar obligations; or (ii) materially increased restrictions now in force with respect to the extension of credit by or the charge to the net capital requirements of underwriters or broker-dealers which, in the reasonable judgment of the Representative, materially adversely affects the market price or marketability of the Series 2023 Bonds or the ability of the Underwriters to enforce contracts for the sale, at the contemplated offering prices (or yields), of the Series 2023 Bonds; or (g) a general banking moratorium shall have been declared by federal or New York or State of Utah state authorities or a major financial crisis or a material disruption in commercial banking or securities settlement or clearances services shall have occurred which, in the reasonable judgment of the Representative, materially adversely affects the market price or the marketability for the Series 2023 Bonds or the ability of the Underwriters to enforce contracts for the sale, at the contemplated offering prices (or yields), of the Series 2023 Bonds; or 4857-0284-5277,v. 3 17 Bond Purchase Agreement (h) a downgrading or suspension of any rating (without regard to credit enhancement), or an official statement as to a possible downgrading (such as being placed on "credit watch" or "negative outlook"), by Moody's, S&P, Fitch, or Kroll of any debt securities issued by the Issuer, including the Series 2023 Bonds. Section 6. Payment of Expenses. The Issuer shall pay or cause to be paid from the proceeds of the Series 2023 Bonds or other funds available to the Issuer the expenses incident to the performance of its obligations hereunder, including but not limited to (a) the cost of printing and mailing or delivering the Preliminary Official Statement and the Official Statement and all other documents (other than as set forth in the next succeeding paragraph)prepared in connection with the transactions contemplated hereby; (b) the fees and disbursements of the Trustee and the paying agent in connection with the issuance of the Series 2023 Bonds; (c) the fees and disbursements of Bond Counsel, Disclosure Counsel, the City Attorney, the Municipal Advisor, the Airport Consultant, and any other experts or consultants retained by the Issuer in connection with the transactions contemplated hereby; and (d) the costs related to obtaining ratings on the Series 2023 Bonds. The Issuer shall pay for any expenses (included in the expense component of the Underwriters' discount) incurred by the Underwriters on behalf of Issuer employees and representatives in connection with this Bond Purchase Agreement or the Series 2023 Bonds, including,but not limited to,meals,transportation, and lodging of those employees and representatives. The Underwriters shall pay (a)the cost of preparation and printing of any blue sky and legal investment memoranda to be used by them; (b) all advertising expenses in connection with the public offering of the Series 2023 Bonds; (c)the fees and expenses of any counsel employed by the Underwriters; (d)the fees of Digital Assurance Certification, L.L.C. or any other compliance review entity for a continuing disclosure undertaking compliance review; and (e) all other expenses incurred by them in connection with their public offering and distribution of the Series 2023 Bonds. The Issuer acknowledges that some or all of the expenses to be paid by the Underwriters may be included as part of the expense component of the underwriting discount or may be reimbursed to the Underwriters as out-of-pocket expenses. Section 7. Conditions of the Issuer's Obligations. The Issuer's obligations hereunder are subject to the Underwriters' performance of their obligations hereunder. Section 8. No Advisory or Fiduciary Role. The Issuer acknowledges and agrees that (i) the purchase and sale of the Series 2023 Bonds pursuant to this Bond Purchase Agreement is an arm's-length commercial transaction between the Issuer and the Underwriters, (ii) in connection therewith and with the discussions, undertakings and procedures leading up to the consummation of such transaction, the Underwriters are and have been acting solely as principals and are not acting as the agents or fiduciaries of the Issuer, (iii) the Underwriters have not assumed a financial advisory or other advisory or fiduciary responsibility, including acting as a municipal advisor (within the meaning of Section 15B of the Exchange Act), in favor of the Issuer with respect to the offering contemplated hereby or the discussions, undertakings and procedures leading thereto (irrespective of whether the Underwriters have provided other services or are currently 4857-0284-5277,v. 3 18 Bond Purchase Agreement providing other services to the Issuer on other matters) and the Underwriters have no obligation to the Issuer with respect to the offering contemplated hereby except the obligations expressly set forth in this Bond Purchase Agreement, and (iv) the Issuer has consulted its own legal,financial and other advisors to the extent it has deemed appropriate. Section 9. Representations, Warranties and Agreements to Survive Delivery. All of the Issuer's representations, warranties and agreements shall remain operative and in full force and effect,regardless of any investigations made by the Underwriters and shall survive delivery of the Series 2023 Bonds to the Underwriters. Section 10. Use of Official Statement. The Issuer hereby ratifies and confirms the Underwriters' authority to use the Preliminary Official Statement and authorizes the use of, and will make available, the Official Statement for use by the Underwriters in connection with the sale of the Series 2023 Bonds. Section 11. Representation Regarding Ethical Standards for Issuer Officers and Employees and Former Issuer Officers and Employees. The Representative represents that the Underwriters have not: (i) provided an illegal gift or payoff to an Issuer officer or employee or former Issuer officer or employee, or his or her relative or business entity; (ii) retained any person to solicit or secure this contract upon an agreement or understanding for a commission, percentage, or brokerage or contingent fee, other than bona fide employees or bona fide commercial selling agencies for the purpose of securing business; (iii) knowingly breached any of the ethical standards set forth in the Issuer's conflict of interest ordinance, Chapter 2.44, Salt Lake City Code; or (iv) knowingly influenced, and hereby promises that the Underwriters will not knowingly influence, an Issuer officer or employee or former Issuer officer or employee to breach any of the ethical standards set forth in the Issuer's conflict of interest ordinance, Chapter 2.44, Salt Lake City Code. Section 12. Notice. Any notice or other communication to be given to the Issuer under this Bond Purchase Agreement may be given by mailing or delivering the same in writing to Salt Lake City Corporation, 451 South State Street, Salt Lake City, Utah 84111 Attention: Mayor, with a copy to the same address Attention: City Attorney and to Salt Lake City Department of Airports,3920 West Terminal Drive, Salt Lake City,Utah 84122, Attention: Executive Director; and any notice or other communication to be given to the Representative under this Bond Purchase Agreement may be given by delivering the same in writing to BofA Securities, Inc., One Bryant Park, 12th Floor, New York, New York 10036, Attention: Section 13. Entire Agreement; Amendments. This Bond Purchase Agreement constitutes the entire agreement between the parties hereto with respect to the matters covered hereby, and supersedes all prior agreements and understandings between the parties. This Bond Purchase Agreement shall only be amended, supplemented or modified in a writing signed by both of the parties hereto. Section 14. No Third-Party Beneficiary; Non-Assi ng ability. This Bond Purchase Agreement is made solely for the benefit of the signatories hereto and no other 4857-0284-5277,v. 3 19 Bond Purchase Agreement person shall acquire or have any right hereunder or by virtue hereof. This Bond Purchase Agreement may not be assigned by the Issuer or the Underwriters. Section 15. Execution of Counterparts. This Bond Purchase Agreement may be executed in several counterparts, each of which shall be regarded as an original and all of which shall constitute one and the same document. Each party hereto acknowledges and agrees that it may execute this Bond Purchase Agreement, and any variation or amendment hereto, using Electronic Signatures (as defined below). Such Electronic Signatures are intended to authenticate this writing and to have the same force and effect as handwritten signatures. "Electronic Signature" means any electronic sound, symbol, or process attached to or logically associated with a record and executed and adopted by a party with the intent to sign such record, including facsimile or email electronic signatures, pursuant to the applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, the Utah Uniform Electronic Transaction Act, or any other similar state laws based on the Uniform Electronic Transactions Act, as amended from time to time. Section 16. Governing Law. The right and obligations of the parties to this Agreement shall be governed by, construed and enforced in accordance with the laws of the State of Utah. [Remainder of page intentionally left blank; signature page follows] 4857-0284-5277,v. 3 20 Bond Purchase Agreement Very truly yours, BOFA SECURITIES, INC., acting on behalf of itself and as the representative of J.P. MORGAN SECURITIES LLC, BARCLAYS CAPITAL INC., GOLDMAN SACHS & CO. LLC, SAMUEL A. RAMIREZ & CO., INC., SIEBERT WILLIAMS SHANK & CO., LLC, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Underwriters By: Managing Director Accepted as of the date first above written: Time of acceptance: SALT LAKE CITY, UTAH, a municipal SALT LAKE CITY DEPARTMENT OF corporation and political subdivision of the AIRPORTS State of Utah By: By: Mayor Chief Financial Officer APPROVED AS TO FORM: By: Senior City Attorney ATTEST: (SEAL) By: City Recorder S-1 SIGNATURE PAGE TO BOND PURCHASE AGREEMENT EXHIBIT A MATURITY SCHEDULE AND REDEMPTION PROVISIONS FOR THE SERIES 2023 BONDS SALT LAKE CITY, UTAH $[PAR A] AIRPORT REVENUE BONDS, SERIES 2023A (AMT) Due Principal Interest (Jul-) Amount Rate Yield Price [* Term Bonds, subject to mandatory sinking fund redemption.] [** 10% Test Maturities] [c Priced to par call on ]. 4857-0284-5277,v. 3 A-1 Redemption Provisions: Optional Redemption: The Series 2023 Bonds maturing on or before July 1, 20 , are not subject to optional redemption prior to maturity. The Series 2023A Bonds maturing on or after July 1, 20 , are redeemable at the option of the Issuer on or after July 1, 20 , in whole or in part at any time, from any moneys that may be provided for such purpose, at a redemption price equal to 100% of the principal amount of the Series 2023 Bonds to be redeemed plus accrued interest to the date fixed for redemption, without premium. [Mandatory Sinking Fund Redemption: The Series 2023 Bonds maturing on July 1,20 ,are subject to mandatory sinking fund redemption in part,by lot,at a redemption price equal to 100%of the principal amount thereof, plus accrued interest thereon to the date fixed for redemption, without premium, on July 1 of the following years and in the following principal amounts: July 1 of the Year Principal Amount *Final Maturity Date 4857-0284-5277,v. 3 A-2 EXHIBIT B ISSUE PRICE CERTIFICATE $[PAR A] Salt Lake City, Utah Airport Revenue Bonds Series 2023A (AMT) The undersigned on behalf of BofA Securities, Inc., (the "Representative"), on its own behalf and on behalf of, J.P. Morgan Securities LLC, Barclays Capital Inc., Goldman Sachs & Co. LLC, Samuel A. Ramirez & Co., Inc., Siebert Williams Shank & Co., LLC, and Wells Fargo Bank, National Association (collectively, the "Underwriting Group"), hereby certifies as set forth below with respect to the sale and issuance of the above- captioned obligations (the "Series 2023 Bonds"). 1. Sale of the 10% Test Maturities. As of the date of this certificate, for each Maturity of the Series 2023 Bonds listed as a"10% Test Maturity"in Schedule A attached hereto, the first price at which at least 10% of such Maturity was sold to the Public is the respective price listed in Schedule A attached hereto. [2. Initial Offering Price of the Hold-the-Price Maturities. (a) The Underwriting Group offered the "Hold-the-Price Maturities" (as listed in Schedule A attached hereto)to the Public for purchase at the respective initial offering prices listed in Schedule A attached hereto (the "Initial Offering Prices") on or before the Sale Date. (b) With respect to the Hold-the-Price Maturities,as agreed to in writing by the Representative in the Bond Purchase Agreement, dated [July , 2023], between the Representative, on behalf of itself and the other members of the Underwriting Group, and the Issuer, the Representative has not offered or sold unsold Series 2023 Bonds of any of the Hold-the-Price Maturities to any person at a price that is higher than or a yield lower than the respective Initial Offering Prices for such Maturities of the Series 2023 Bonds during the Holding Period.] 3. Pricing Wire or Equivalent Communication. A copy of the pricing wire or equivalent communication for the Series 2023 Bonds is attached to this certificate as Schedule B. 4. Establishment of Common Reserve Fund. The establishment of the Common Reserve Fund(as defined in the hereinafter defined Tax Compliance Certificate), at the level of funding described in Section of the Tax Compliance Certificate, in the best judgment of the undersigned, was reasonably required to market the Series 2023 Bonds at the prices and yields listed in Schedule A attached hereto and is reasonable and customary in marketing obligations of the same general type as the Series 2023 Bonds. 4857-0284-5277,v. 3 B-1 5. Defined Terms. (a) 10% Test Maturities means those Maturities of the Series 2023 Bonds listed in Schedule A hereto as the "10%Test Maturities." (b) [Hold-the-Price Maturities means those Maturities of the Series 2022 Bonds listed in Schedule A hereto as the "Hold-the-Price Maturities."] (c) [Holding Period means, with respect to a Hold-the-Price Maturity, the period starting on the Sale Date and ending on the earlier of(i) the close of the fifth business day after the Sale Date, or(ii)the date on which at least 10% of such Hold-the-Price Maturity was sold to the Public at prices that are no higher than or yields that are no lower than the Initial Offering Price for such Hold-the-Price Maturity.] (d) Issuer means Salt Lake City, Utah. (e) Maturity means Series 2023 Bonds with the same credit and payment terms. Series 2023 Bonds with different maturity dates, or Series 2023 Bonds with the same maturity date but different stated interest rates, are treated as separate maturities. (f) Public means any person (including an individual, trust, estate, partnership, association, company, or corporation) other than an Underwriter or a related party to an Underwriter. (g) Related Party. A purchaser of any Series 2023 Bonds is a"Related Party" to an Underwriter if the Underwriter and the purchaser are subject, directly or indirectly, to (i) more than 50% common ownership of the voting power or the total value of their stock, if both entities are corporations (including direct ownership by one corporation of another), (ii) more than 50% common ownership of their capital interests or profits interests, if both entities are partnerships (including direct ownership by one partnership of another), or(iii) more than 50% common ownership of the value of the outstanding stock of the corporation or the capital interests or profit interests of the partnership, as applicable, if one entity is a corporation and the other entity is a partnership (including direct ownership of the applicable stock or interests by one entity of the other). (h) [Sale Date means the first day on which there is a binding contract in writing for the sale of a Maturity of the Series 2023 Bonds. The Sale Date of the Series 2023 Bonds is July , 2023.] (i) Tax Compliance Certificate means the Tax Compliance Certificate, dated [August , 2023], executed and delivered by the Issuer in connection with the issuance of the Series 2023 Bonds. 0) Underwriter means (i) any person that agrees pursuant to a written contract with the Issuer (or with the lead underwriter to form an underwriting 4857-0284-5277,v. 3 B-2 syndicate) to participate in the initial sale of the Series 2023 Bonds to the Public, and (ii) any person that agrees pursuant to a written contract directly or indirectly with a person described in clause (i) of this paragraph to participate in the initial sale of the Series 2023 Bonds to the Public (including a member of a selling group or a party to a third-party distribution agreement participating in the initial sale of the Series 2023 Bonds to the Public). The representations set forth in this certificate are limited to factual matters only. Nothing in this certificate represents the Representative's interpretation of any laws, including specifically Sections 103 and 148 of the Internal Revenue Code of 1986, as amended, and the Treasury Regulations thereunder. The undersigned understands that the foregoing information will be relied upon by the Issuer with respect to certain of the representations set forth in the Tax Certificate and with respect to compliance with the federal income tax rules affecting the Series 2023 Bonds,and by Kutak Rock LLP,as Bond Counsel to the Issuer,in connection with rendering its opinion that the interest on the Series 2023 Bonds is excluded from gross income for federal income tax purposes,the preparation of the Internal Revenue Service Form 8038 and Form 8038-G, and other federal income tax advice that it may give to the Issuer from time to time relating to the Series 2023 Bonds. The certifications contained herein are not necessarily based on personal knowledge, but may instead be based on either inquiry deemed adequate by the undersigned or institutional knowledge (or both)regarding the matters set forth herein. BOFA SECURITIES, INC., as Representative of the Underwriting Group By Authorized Representative Dated: [August , 2023]. 4857-0284-5277,v. 3 B-3 SCHEDULE A SALE PRICES SALT LAKE CITY, UTAH $[PAR A] AIRPORT REVENUE BONDS, SERIES 2023A(AMT) Due Principal Interest (July 1) Amount Rate Yield Price [* Term Bonds, subject to mandatory sinking fund redemption.] [** 10% Test Maturities] [c Priced to par call on ] 4857-0284-5277,v. 3 B-4 SCHEDULE B PRICING WIRE OR EQUIVALENT COMMUNICATION (To be attached 4857-0284-5277,v. 3 B-5 EXHIBIT C (FORM OF SUPPLEMENTAL OPINION OF BOND COUNSEL) August , 2023 Salt Lake City Salt Lake City, Utah BofA Securities, Inc. As Representative of the Underwriters New York, New York $[PAR A] Salt Lake City, Utah Airport Revenue Bonds Series 2023A (AMT) Ladies and Gentlemen: We have acted as Bond Counsel to Salt Lake City, Utah (the "City") in connection with the issuance by the City of its$[PAR A] Salt Lake City,Utah Airport Revenue Bonds, Series 2023A (AMT) (the "Series 2023 Bonds"). We are delivering this opinion letter pursuant to Section 3(b)(1)(B)of the Bond Purchase Agreement, dated July ,2023 (the "Bond Purchase Agreement"), between BofA Securities, Inc., as representative of the underwriters of the Series 2023 Bonds, and the City. Capitalized terms used herein and not otherwise defined shall have the meanings as set forth in the Bond Purchase Agreement. In connection with the issuance of the Series 2023 Bonds and the opinions set forth below, we have examined the Master Trust Indenture, dated as of February 1, 2017 (the "Master Indenture"),by and between the City and Wilmington Trust,National Association, as trustee (the "Trustee"); the Fourth Supplemental Trust Indenture, dated as of August 1, 2023 (the "Fourth Supplemental Indenture," and together with the Master Indenture, the "Indenture"),by and between the City and the Trustee; the Bond Purchase Agreement; the Continuing Disclosure Agreement, dated August , 2023 (the "Continuing Disclosure Agreement"), by the City; the Tax Compliance Certificate, dated August , 2023, with respect to the Series 2023 Bonds (the "Tax Compliance Certificate"), by the City; Resolution No. [ ] of 2023, adopted by the City Council of the City on [May 16, 2023] (the"Bond Resolution");the Official Statement,dated July ,2023,relating to the Series 2023 Bonds (the "Official Statement"); and such other documents, instruments and materials as we deemed necessary to render this opinion. The opinions and conclusions expressed herein are based on an analysis of existing laws, regulations, rulings and court decisions and cover certain matters not directly addressed by such authorities. Such opinions or conclusions may be affected by actions taken or omitted or events occurring after the date hereof. We have not undertaken to 4857-0284-5277,v. 3 C-1 determine,or to inform any person,whether any such actions are taken or omitted or events do occur or any other matters come to our attention after the date hereof. We have assumed the genuineness of all documents and signatures presented to us (whether as originals or as copies) and the due and legal execution and delivery thereof by, and validity against, any parties other than the City. We have assumed, without undertaking to verify,the accuracy of the factual matters represented,warranted or certified in the documents referred to in the second paragraph hereof. We have further assumed compliance with all covenants and agreements contained in such documents. In addition, we call attention to the fact that the rights and obligations under the Series 2023 Bonds, the Bond Resolution, the Master Indenture, the Fourth Supplemental Indenture, the Bond Purchase Agreement, the Continuing Disclosure Agreement and the Tax Compliance Certificate and their enforceability may be subject to bankruptcy, insolvency, reorganization, arrangement, fraudulent conveyance, moratorium and other laws relating to or affecting creditors' rights,to the application of equitable principles, and to the exercise of judicial discretion in appropriate cases. We express no opinion with respect to any indemnification, contribution, penalty, choice of law, choice of forum or waiver provisions contained in the foregoing documents. Except as expressly set forth in numbered paragraph 3 below, we have not undertaken any responsibility for the accuracy, completeness or fairness of the Official Statement or any other offering material relating to the Series 2023 Bonds and express no opinion relating thereto. From such examination we are of the opinion that: (1) The Bond Purchase Agreement and the Continuing Disclosure Agreement have been duly authorized, executed and delivered by the City and, assuming the due authorization, execution and delivery by the other parties thereto, as applicable, constitute binding and enforceable obligations of the City. (2) The Series 2023 Bonds are exempt from registration under Section 3(a)(2)of the Securities Act of 1933, as amended, and the Master Indenture and the Fourth Supplemental Indenture are exempt from qualification under the Trust Indenture Act of 1939, as amended. (3) The information in the Official Statement under the headings "THE SERIES 2023 BONDS—General Provisions," "THE SERIES 2023 BONDS— Redemption of the Series 2023 Bonds," "SECURITY FOR THE SERIES 2023 BONDS," and "TAX MATTERS," and under "APPENDIX G—FORM OF OPINION OF BOND COUNSEL," excluding any material that may be treated as included under such captions by cross-reference, insofar as such statements expressly summarize certain provisions of the Master Indenture and the Fourth Supplemental Indenture and our opinions concerning certain federal tax matters and certain State of Utah tax matters relating to the Series 2023 Bonds, are accurate in all material respects. 4857-0284-5277,v. 3 C-2 This opinion letter is furnished by us as Bond Counsel to the City. No attorney- client relationship has existed or exists between our firm and BofA, Securities, Inc. or any of the underwriters of the Series 2023 Bonds in connection with the Series 2023 Bonds or by virtue of this opinion letter. This opinion letter is issued to and for the sole benefit of the addressees hereof and is issued for the sole purpose of the transaction specifically referred to herein. No person other than the addressees hereof may rely upon this opinion letter without our express prior written consent. This opinion letter may not be utilized by the addressees hereof for any other purpose whatsoever and may not be quoted by such addressees without our express prior written consent. Our engagement with respect to the Series 2023 Bonds has concluded with their issuance. We assume no obligation to review or supplement this opinion letter subsequent to its date, whether by reason of a change in the current laws, by legislative or regulatory action, by judicial decision or for any other reason. Very truly yours, 4857-0284-5277,v. 3 C-3 EXHIBIT D (FORM OF CITY ATTORNEY OPINION) August , 2023 Salt Lake City Salt Lake City, Utah BofA Securities, Inc., as Representative of the Underwriters New York, New York Re: $[PAR A] Salt Lake City, Utah, Airport Revenue Bonds, Series 2023A (AMT) Ladies and Gentlemen: I am the City Attorney of Salt Lake City,Utah(the"City"),a municipal corporation and political subdivision of the State of Utah, and have acted as counsel to the City in connection with the issuance,sale and delivery of the City's Airport Revenue Bonds,Series 2023A(AMT) (the "Series 2023 Bonds") in the aggregate principal amount of$[PAR A]. For purposes of this opinion, capitalized terms used herein and not defined have the meanings assigned to them in the Bond Purchase Agreement relating to the Series 2023 Bonds dated July , 2023 (the "Bond Purchase Agreement") between the Underwriters identified therein and the City and in the Official Statement dated July , 2023, relating to the Series 2023 Bonds. I, or others in this office under my supervision, have examined (i) the documents referred to in the Bond Purchase Agreement, (ii) the AUA (as defined in the Official Statement), and(iii) such other documents and records of the City and any other papers as I or they have deemed relevant and necessary as the basis for the opinions hereinafter set forth. In this connection, I or they have examined fully executed counterparts of such documents, original or copies or copies of records of the City, certificates or letters of officers of the City and certificates of certain public officials. In such examination, I or they have assumed the genuineness and authenticity of all documents submitted to me or us as originals and the conformity to original documents of documents submitted to me or us as certified or photostatic copies. I or they have relied upon such certificates of public officials and such certificates of officers of the City with respect to the accuracy of factual matters contained therein as I or they have deemed relevant and necessary as a basis for the opinions hereinafter set forth and I or they know of no reason why I or they should not rely thereon. All references herein to agreements, instruments, documents, laws, statutes, regulations, orders, writs, decrees and injunctions are as of the date hereof. 4857-0284-5277,v. 3 D-1 Based upon the foregoing, I am of the opinion that: 1. The City has been duly and validly created as a municipality and public body corporate and politic existing under the laws of the State of Utah,with full power and authority (a)to enter into, execute and perform its obligations under the Indenture, the AUA, the Continuing Disclosure Agreement and the Bond Purchase Agreement; and (b) to adopt and perform its obligations under the Bond Resolution and to authorize and issue, sell and deliver the Series 2023 Bonds under the Bond Resolution and the Indenture. 2. The officials of the City and the Airport Board named in the Official Statement have been duly elected or appointed and, to the best of my knowledge, are, as of the date hereof, qualified to serve in their respective positions. 3. The Bond Resolution was duly adopted at a meeting of the City Council of the City, which was called and held pursuant to law and with all public notice required by law and at which a quorum was present and acting throughout and has not been modified, amended, supplemented, superseded or repealed from the date of its adoption. 4. The Indenture, the Series 2023 Bonds, the Bond Purchase Agreement, the AUA and the Continuing Disclosure Agreement have been duly authorized, executed and delivered by the City and assuming due authorization, execution and delivery by the other parties, if any,thereto, all such instruments constitute valid and binding limited obligations of the City enforceable in accordance with their respective terms, except that the enforceability thereof may be limited by bankruptcy,insolvency,moratorium,or other laws affecting creditors' rights generally or usual equity principles in the event equitable remedies are sought. 5. The Indenture creates a valid first lien and charge against the Net Revenues, moneys, securities and funds pledged therein for the benefit of the payment of the Series 2023 Bonds. 6. Other than the Series 2017 Bonds, the Series 2018 Bonds, and the Series 2021 Bonds, there are no other bonds or other obligations which are secured by a lien on the Net Revenues,moneys, securities and funds pledged pursuant to the Indenture superior to or on a parity with the lien of the Series 2023 Bonds on such Net Revenues, moneys, securities and funds. 7. To the best of my knowledge, the adoption or execution and delivery, as applicable, of the Bond Resolution, the Indenture, the Series 2023 Bonds, the Continuing Disclosure Agreement, the AUA and the Bond Purchase Agreement by the City and compliance with the provisions thereof will not conflict with or constitute a material breach or material default under any applicable law, administrative regulation, court order or consent decree of the State of Utah or, to my knowledge after due inquiry, of the United States of America or of any department, division, agency or instrumentality of either or any ordinance, agreement,note,resolution, indenture or other instrument to which the City is a party or by which it or its property is bound. 4857-0284-5277,v. 3 D-2 8. Pursuant to the Governmental Immunity Act of Utah, Title 63G, Chapter 7, Utah Code Annotated 1953, as amended, the City does not enjoy any defense on the grounds of immunity (sovereign or otherwise) with respect to its obligations under the Indenture. 9. To the best of my knowledge, after due inquiry, there is no amendment or proposed amendment certified for placement on a statewide ballot to the Constitution of the State of Utah that would materially adversely affect the Series 2023 Bonds or any holder thereof in its capacity as such or the ability of the City to perform its obligations under the Indenture. 10. To the best of my knowledge, all approvals, consents and orders, if any, of any governmental entity,authority,board,agency or commission having jurisdiction which would constitute conditions precedent to the performance by the City of its obligations under the Bond Resolution, the Indenture, the Series 2023 Bonds, the Continuing Disclosure Agreement, the AUA or the Bond Purchase Agreement have been obtained. 11. To the best of my knowledge, the use of the Airport System materially complies with all applicable federal, state and local laws or ordinances (including rules and regulations)relating to zoning, building, the environment and safety. 12. To my knowledge after due inquiry, except as disclosed in the Official Statement, no action, suit, or proceeding with merit, has been served on the City or is, to my knowledge after due inquiry, threatened: (i) in any way affecting the existence of the City or contesting or affecting the validity or authority for the issuance of the Series 2023 Bonds or seeking to restrain or enjoin the issuance or delivery of the Series 2023 Bonds; (ii) contesting or affecting the operation or improvement of the Airport System or the validity of the Bond Resolution, the Indenture, the Series 2023 Bonds, the Bond Purchase Agreement,the Continuing Disclosure Agreement or the AUA; (iii)contesting or affecting or seeking to restrain or enjoin the collection of revenues or other moneys pledged or to be pledged to pay the principal of and interest on the Series 2023 Bonds or otherwise under the Indenture or the pledge thereof;(iv)contesting in any way the completeness or accuracy of the Preliminary Official Statement or the Official Statement; or (v) contesting the title or the power of the officials of the City or the authority of the City with respect to the Bond Resolution, the Indenture, the Series 2023 Bonds, the Preliminary Official Statement, the Official Statement,the Continuing Disclosure Agreement,the AUA, or the Bond Purchase Agreement. 13. While not passing upon, and not assuming responsibility for, the accuracy, completeness or fairness of the statements contained in the Preliminary Official Statement and the Official Statement, no facts have come to my attention which lead me to believe that the Preliminary Official Statement or the Official Statement(apart from the financial, statistical data and forecasts contained therein,and information concerning The Depository Trust Company, its book-entry only system,the Trustee, and the Underwriters, as to which no opinion or belief is expressed) contained at their respective dates or contain on the date hereof any untrue statement of a material fact or omitted to state at its date or omits at the 4857-0284-5277,v. 3 D-3 date hereof to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. This opinion is furnished solely for the benefit of its addressees and may not be relied upon by any other person. Very truly yours, Katherine N. Lewis City Attorney 4857-0284-5277,v. 3 D-4 EXHIBIT E (FORM OF DISCLOSURE COUNSEL OPINION) August , 2023 Salt Lake City Salt Lake City, Utah BofA Securities, Inc. as Representative of the Underwriters New York, New York Re: $[PAR A] Salt Lake City, Utah Airport Revenue Bonds, Series 2023A (AMT) Ladies and Gentlemen: We have served as Disclosure Counsel to Salt Lake City, Utah (the "City") in connection with the issuance of the above-referenced bonds(the"Bonds"),which are today being delivered BofA Securities, Inc. (the"Representative"), acting on behalf of and as the representative of itself and J.P. Morgan Securities LLC, Barclays Capital Inc., Goldman Sachs & Co. LLC, Samuel A. Ramirez & Co., Inc., Siebert Williams Shank & Co., LLC, and Wells Fargo Bank, National Association (together with the Representative, the "Underwriters"). All capitalized undefined terms used herein shall have the meaning set forth in Bond Purchase Agreement dated July , 2023, between the City and the Representative. We have participated in the preparation and review of the Continuing Disclosure Agreement, the Preliminary Official Statement and the Official Statement relating to the Bonds. We have reviewed such proceedings, records, certificates, documents and questions of law as we have considered necessary to enable us to render this opinion. To the extent that the opinions expressed herein relate to or are dependent upon the determination that the proceedings and actions relating to the authorization, issuance and sale of the Bonds are lawful and valid under the laws of the State of Utah, and that the Bonds and the interest thereon is excluded from the gross income of the owners of the Bonds for federal income tax purposes, we understand that you are relying upon the opinions delivered to you on the date hereof of Kutak Rock LLP, Bond Counsel, and the City Attorney, and,with your permission,we have assumed the accuracy of such opinions and we have made no independent determination thereof. We have assumed,but not independently verified,the genuineness of the signatures on all documents and certificates that we have examined, the authenticity of documents submitted as originals, the conformity to originals of documents submitted as copies and the legal capacity of all individuals or entities executing documents or certificates relied on by us. 4857-0284-5277,v. 3 E-1 Because the primary purpose of our professional engagement was not to establish factual matters and because of the wholly or partially nonlegal character of many of the determinations involved in the preparation of the Preliminary Official Statement and the Official Statement,we are not passing upon,and assume no responsibility for,the accuracy, completeness or fairness of the statements contained in the Preliminary Official Statement and the Official Statement. However,we can advise,in our capacity as Disclosure Counsel for the City and on the basis of the information and documents we have reviewed, in the course of our performance of the services referred to above and without having undertaken to verify independently the accuracy, completeness or fairness thereof or of the contents of the Preliminary Official Statement and the Official Statement, nothing has come to our attention which leads us to believe that Preliminary Official Statement (other than with respect to the omission of certain information permitted to be excluded from the Preliminary Official Statement pursuant to Rule 15c2-12 prescribed under the Securities Exchange Act of 1934, as amended and excluding those portions noted in the following paragraph) as of its date or the Official Statement (excluding those portions noted in the following paragraph) as of its date or as of this date, contained or contains any untrue statement of a material fact or omitted or omits to state any material fact necessary in order to make the statements made therein, in light of the circumstances under which they were made, not misleading. Reference in this opinion to the Preliminary Official Statement and the Official Statement does not include (a) information relating to The Depository Trust Company and its book-entry system, (b)any financial,technical, demographic or statistical data included in the Preliminary Official Statement and the Official Statement, (c)any information in the Preliminary Official Statement and the Official Statement relating to the exclusion from gross income for federal income tax purposes and other tax treatment of the interest on the Bonds and(d)Appendices A, B, E and G, as to all of which we express no opinion. By accepting this letter, the Underwriters acknowledge and agree that delivery of this letter to the Underwriters does not create an attorney-client relationship with our firm. This opinion is furnished to you solely for your benefit,and is rendered solely in connection with the transaction to which this opinion relates. This opinion may only be relied upon by you in connection with this transaction and may not be relied upon by anyone else without our prior written consent. This opinion is rendered as of the date hereof and we expressly disclaim any obligation to update any matter in this opinion or to advise you of any matters which may be brought to our attention subsequent to the date hereof. Respectfully submitted, 4857-0284-5277,v. 3 E-2 EXHIBIT F (FORM OF UNDERWRITERS' COUNSEL OPINION) August , 2023 BofA Securities, Inc., J.P. Morgan Securities LLC, Barclays Capital Inc., Goldman Sachs & Co. LLC, Samuel A. Ramirez & Co., Inc., Siebert Williams Shank& Co., LLC, and Wells Fargo Bank,National Association (collectively, the "Underwriters") Re: $[PAR A] Salt Lake City, Utah Airport Revenue Bonds, Series 2023A (AMT) We have acted as counsel to you, the Underwriters, in connection with your purchase from Salt Lake City, Utah (the "City"), pursuant to that Bond Purchase Agreement dated July , 2023 (the "Purchase Agreement") between you and the City, of $[PAR A] Salt Lake City, Utah Airport Revenue Bonds, Series 2023A (AMT) (the "Bonds"), issued under a Master Trust Indenture dated as of February 1, 2017, as heretofore supplemented(collectively,the"Master Indenture"),and a Fourth Supplemental Trust Indenture dated as of August 1, 2023 (the "Fourth Supplemental Indenture," and together with the Master Indenture, the "Indenture"), each by and between the City and Wilmington Trust,National Association, as trustee. Capitalized terms used herein and not otherwise defined shall have the meanings given to such terms in the hereinafter defined Official Statement. In that connection, we have examined originals, or copies certified or otherwise identified to our satisfaction, of the Purchase Agreement, the Indenture, the Preliminary Official Statement dated July [ ], 2023 (the "Preliminary Official Statement") and the Official Statement dated July , 2023 (the "Official Statement") relating to the Bonds, the Continuing Disclosure Agreement of the City relating to the Bonds dated August , 2023 (the "Continuing Disclosure Agreement"), and the other documents, certificates and opinions delivered pursuant to Section 3(b) of the Purchase Agreement. In arriving at the conclusions hereinafter expressed, we are not expressing any opinion or view on,but are assuming and relying on,the validity, accuracy and sufficiency of the documents and opinions referred to above (including the accuracy of all factual matters represented and legal conclusions contained therein) and the due authorization, issuance, delivery,validity and enforceability of the Bonds,the exclusion of interest on the Bonds from gross income for federal income tax purposes and the exemption of interest on the Bonds from State of Utah individual income tax. We have assumed that all documents, certificates and opinions that we have reviewed are genuine. 4857-0284-5277,v. 3 F-1 Based upon and subject to the foregoing, and in reliance thereon, we are of the opinion that, 1. The Bonds are not subject to the registration requirements of the Securities Act of 1933, as amended, and the Indenture is exempt from qualification under the Trust Indenture Act of 1939, as amended. 2. The provisions of the Continuing Disclosure Agreement comply with the requirements of Rule 15c2-12 under the Securities Exchange Act of 1934, as amended. While we have not verified and are not passing upon, and do not assume responsibility for,the accuracy, completeness or fairness of the statements contained in the Preliminary Official Statement and the Official Statement, we have participated in conferences with representatives of and counsel for the City,the Salt Lake City Department of Airports, Bond Counsel, Disclosure Counsel, the Municipal Advisor, the Airport Consultant and your representatives at which the contents of the Preliminary Official Statement and the Official Statement were discussed and revised. Based on our participation in the above-mentioned conferences, and in reliance thereon, and on the documents and other items herein mentioned and without independent verification, we advise you that, during the course of our representation of you in connection with the issuance of the Bonds, no facts came to the attention of the attorneys in our firm rendering legal services in connection with such representation which caused them to believe that the Preliminary Official Statement as of its date or the Official Statement contained as of its date or as of the date hereof contains any untrue statement of a material fact or omitted or omits (other than with respect to the omission of certain information permitted to be excluded from the Preliminary Official Statement pursuant to Rule 15c2-12 prescribed under the Securities Exchange Act of 1934, as amended) to state a material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they were made,not misleading in any material respect(except that no opinion or belief is expressed as to (i)the expressions of opinion, the assumptions, the projections, the financial statements, or other financial, numerical, economic, demographic or statistical data contained in the Official Statement;(ii)the information with respect to DTC and DTC's book-entry system, and (iii) the information contained in Appendix A, Appendix B, Appendix C, Appendix D, Appendix E, or Appendix G to the Preliminary Official Statement and the Official Statement). We are furnishing this letter to you solely for your benefit. We disclaim any obligation to update this letter. This letter is delivered to you as the Underwriters of the Bonds, is solely for the benefit of the Underwriters and is not to be used, circulated, quoted or otherwise referred to or relied upon for any other purpose or by any other person. This letter is not intended to be relied upon by holders of the Bonds or any other persons other than the Underwriters. Respectfully submitted, 4857-0284-5277,v. 3 F-2 EXHIBIT E [ATTACH FORM OF CONTINUING DISCLOSURE AGREEMENT] 4854-1788-4237 DRAFT CONTINUING DISCLOSURE AGREEMENT For the Purpose of Providing Continuing Disclosure Information Under Section(b)(5)of Rule 15c2-12 This Continuing Disclosure Agreement(this"Agreement")is executed and delivered by Salt Lake City, Utah (the "City") in connection with the issuance of its $ Airport Revenue Bonds, Series 2023A(Non-AMT) (the"Series 2023A Bonds"),and its $ Airport Revenue Bonds, Series 2023B (AMT) (the "Series 2023B Bonds" and, collectively with the Series 2023A Bonds, the "Bonds"). In consideration of the issuance of the Bonds by the City and the purchase of such Bonds by the beneficial owners thereof,the City covenants and agrees as follows: SECTION 1. PURPOSE OF THIS AGREEMENT. This Agreement is being executed and delivered by the City for the benefit of the Bondholders and the Beneficial Owners (hereinafter defined) and in order to assist the Participating Underwriters (hereinafter defined) in complying with subsection (b)(5)of the Rule(hereinafter defined). SECTION 2. DEFINITIONS. In addition to the definitions set forth in the Master Indenture (hereinafter defined),which apply to any capitalized term used in this Agreement unless otherwise defined herein,the following capitalized terms shall have the following meanings. "Annual Report" shall mean any financial statements of the Department provided by the City pursuant to, and as described in, Sections 3 and 4 of this Agreement. "Beneficial Owner"shall mean any person which has or shares the power, directly or indirectly,to make investment decisions concerning ownership of any Bonds (including any person holding Bonds through nominees,depositories or other intermediaries). "Department"shall mean the City's Department of Airports. "EMMA" shall mean the MSRB's Electronic Municipal Market Access System, or such other system,Internet Web site,or repository hereafter prescribed by the MSRB for the submission of electronic filings pursuant to the Rule. "GAAP"shall mean generally accepted accounting principles,as such principles are prescribed,in part, by the Financial Accounting Standards Board and modified by the Governmental Accounting Standards Board and in effect from time to time. "Listed Events"shall mean any of the events listed in Section 5(a) of this Agreement. "MSRB"shall mean the Municipal Securities Rulemaking Board. "Master Indenture"means the Master Indenture as such term is defined in the Official Statement. "1934 Act"shall mean the Securities Exchange Act of 1934, as amended. "Obligated Person" shall mean the City(acting through the Department) and each airline or other entity using the Airport under a lease or use agreement extending for more than one year from the date in 1 4856-9292-0926.1 DRAFT question and including bond debt service as part of the calculation of rates and charges,under which lease or use agreement such airline or other entity has paid amounts equal to at least twenty percent(20%)of the Revenues of the Department for each of the prior two(2) fiscal years of the Department. "Official Statement"shall mean the final Official Statement for the Bonds dated July_,2023. "Participating Underwriters" shall mean any of the original underwriters of the Bonds required to comply with the Rule in connection with the primary offering of the Bonds. "Rule" shall mean Rule 15c2-12 promulgated by the SEC pursuant to the 1934 Act, as the same may be amended from time to time, together with all interpretive guidance or other official interpretations or explanations thereof that are promulgated by the SEC. "SEC" shall mean the Securities and Exchange Commission. "SEC Reports"means reports and other information required to be filed pursuant to Sections 13(a), 14 or 15(d)of the 1934 Act. "Securities Counsel" shall mean legal counsel expert in federal securities law, and may include, but is not limited to Bond Counsel or Disclosure Counsel with respect to the Bonds. "State"shall mean the State of Utah. SECTION 3. PROVISIONS OF ANNUAL REPORTS. (a) Each year, the City shall provide by January 2, commencing with January 2, 2024 for the Annual Report for the Department's fiscal year ended June 30, 2023, to the MSRB through EMMA an Annual Report for the preceding fiscal year which is consistent with the requirements of Section 4 of this Agreement. In each case, the Annual Report may be submitted as a single document or as separate documents comprising a package, and may include by specific reference other information as provided in Section 4 of this Agreement;provided,however,that if the audited financial statements of the Department are not available by the deadline for filing the Annual Report,they shall be provided when and if available, and unaudited financial statements in a format similar to the audited financial statements then most recently prepared for the Department shall be included in the Annual Report. (b) If the City is unable to provide to the MSRB, through EMMA, in an electronic format as prescribed by the MSRB, an Annual Report by the date required in subsection (a), the City shall send a notice,in a timely manner,to the MSRB,through EMMA,in substantially the form attached as Exhibit A. (c) If the City's fiscal year changes,the City shall send written notice of such change to the MSRB through EMMA, in an electronic format as prescribed by the MSRB, in substantially the form attached as Exhibit B. (d)Whenever any Annual Report or portion thereof is filed as described above,it shall be attached to a cover sheet in substantially the form attached as Exhibit C,or such other form as may be prescribed by the SEC from time to time. SECTION 4. CONTENT OF ANNUAL REPORTS. The Annual Report shall contain or include by reference the following: 2 4856-9292-0926.1 DRAFT (a) The audited financial statements of the Department for its fiscal year immediately preceding the due date of the Annual Report,of substantially the same nature as that included in the Official Statement as Appendix A; (b) Operating information for the fiscal year immediately preceding the due date of the Annual Report otherwise presented in the Official Statement as follows: (1) in the table under the heading"SALT LAKE CITY INTERNATIONAL AIRPORT O&D AND CONNECTING ENPLANED PASSENGERS"; (2) in the table under the heading "AIRLINES OPERATING AT SALT LAKE CITY INTERNATIONAL AIRPORT"; (3) in the table under the heading "SALT LAKE CITY INTERNATIONAL AIRPORT AIRLINE MARKET SHARE OF ENPLANED PASSENGERS"; (4) in the table under the heading "SALT LAKE CITY INTERNATIONAL AIRPORT HISTORICAL AIRCRAFT OPERATIONS"; (5) in the table under the heading "SALT LAKE CITY INTERNATIONAL AIRPORT HISTORICAL LANDED WEIGHTS"; (6) in the table under the heading "SALT LAKE CITY INTERNATIONAL AIRPORT HISTORICAL AIR CARGO AND MAIL"; (7) in the table under the heading "SALT LAKE CITY DEPARTMENT OF AIRPORTS TOTAL ANNUAL REVENUES AND EXPENSES"; (8) in the table under the heading "SALT LAKE CITY DEPARTMENT OF AIRPORTS SUMMARY OF OPERATING REVENUES"; (9) in the table under the heading "SALT LAKE CITY DEPARTMENT OF AIRPORTS SOURCES OF AIRLINE REVENUES"; and (10) in the table under the heading "SALT LAKE CITY DEPARTMENT OF AIRPORTS SUMMARY OF OPERATING EXPENSES." If any information described in this paragraph(a)is published or provided by a third party and is no longer publicly available, the City shall include a statement to that effect as part of the Annual Report for the year in which such lack of availability arises; and (a) An annual debt service coverage calculation table for the prior Fiscal Year in accordance with Section 5.04(b) of the Master Indenture, substantially in the following format: 3 4856-9292-0926.1 DRAFT Annual Debt Service Coverage (FY ) Revenues $ Less Operating and Maintenance Expenses of the Airport System $ Net Revenues $ Plus Transfers $ Total Available for Debt Service: $ Annual Debt Service on Outstanding Bonds* $ Annual Debt Service Coverage x *In accordance with Section 5.04 of the Master Indenture,Annual Debt Service on Outstanding Bonds for this purpose shall not include principal and/or interest paid with Other Moneys Available for Debt Service or Passenger Facility Charges. The Department's financial statements shall be audited and prepared in accordance with GAAP; provided,however,that the City may from time to time,in accordance with GAAP and subject to applicable federal or State legal requirements, modify the basis upon which its financial statements are prepared. Notice of any such modification shall be provided to the MSRB, through EMMA, in an electronic format as prescribed by the MSRB. Any or all of the items listed above may be included by specific reference to other documents that previously have been provided to the MSRB, through EMMA. The City shall clearly identify each such other document so included by reference. SECTION 5. REPORTING OF LISTED EVENTS. (a) The City covenants to provide or cause to be provided to the MSRB through EMMA, in an electronic format as prescribed by the MSRB, in a timely manner not in excess of ten (10) business days after the occurrence of the event, notice of the occurrence of any of the following events listed in Section (b)(5)(i)(C)of the Rule with respect to the Bonds: (1) principal and interest payment delinquencies; (2) non-payment related defaults,if material; (3) unscheduled draws on debt service reserves reflecting financial difficulties; (4) unscheduled draws on credit enhancements reflecting financial difficulties; (5) substitution of credit or liquidity providers,or their failure to perform; (6) adverse tax opinions,the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701- TEB) or other material notices or determinations with respect to the tax status of the Bonds,or other material events affecting the tax status of the Bonds; (7) modifications to rights of holders of the Bonds,if material; (8) bond calls, if material, and tender offers; 4 4856-9292-0926.1 DRAFT (9) defeasances; (10) release, substitution, or sale of property securing repayment of the Bonds, if material; (11) rating changes; (12) bankruptcy, insolvency, receivership or similar event of the City, which is considered to occur when any of the following occur: the appointment of a receiver, fiscal agent or similar officer for the City or the Department in a proceeding under the U.S.Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the Department or the City, or if such jurisdiction has been assumed by leaving the existing governing body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the Department or the City; (13) the consummation of a merger, consolidation, or acquisition involving the Department or the City or the sale of all or substantially all of the assets of the Department or the City,other than in the ordinary course of business,the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions,other than pursuant to its terms,if material; (14) appointment of a successor or additional trustee or the change of name of a trustee, if material; (15) incurrence of a financial obligation of the Department,if material,or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a financial obligation of the Department, any of which affect Bondholders, if material; or (16) default, event of acceleration, termination event, modification of terms, or other similar events under the terms of a financial obligation of the Department, any of which reflect financial difficulties. (b) The City covenants that its determination of materiality will be made in conformance with federal securities laws. (c) Upon the occurrence of a Listed Event, the City shall promptly cause a notice of such occurrence to be filed with the MSRB,through EMMA,in an electronic format as prescribed by the MSRB, together with a cover sheet in substantially the form attached as Exhibit C. In connection with providing a notice of the occurrence of a Listed Event described in subsection(a)(9),the City shall include in the notice explicit disclosure as to whether the Bonds have been escrowed to maturity or escrowed to call, as well as appropriate disclosure of the timing of maturity or call. (d) The City acknowledges that the"rating changes"referred to above in Section(5)(a)(11)of this Agreement may include, without limitation, any change in any rating on the Bonds, including changes in the ratings of bond insurers or banks that may be providing credit enhancement on a portion of the Bonds. 5 4856-9292-0926.1 DRAFT (e) The City acknowledges that it is not required to provide a notice of a Listed Event with respect to credit enhancement when the credit enhancement is added after the primary offering of the Bonds, the City does not apply for or participate in obtaining such credit enhancement, and such credit enhancement is not described in the Official Statement. SECTION 6. TERMINATION OF REPORTING OBLIGATION. (a) The City's obligations under this Agreement shall terminate upon the legal defeasance of the Bonds under the Master Indenture or the prior redemption or payment in full of all of the Bonds. If the City's obligation to pay the principal of and interest on the Bonds is assumed in full by some other entity, such entity shall be responsible for compliance with this Agreement in the same manner as if it were the City, and the City shall have no further responsibility hereunder. (b) This Agreement, or any provision hereof, shall be null and void in the event that the City (i) receives an opinion of Securities Counsel,addressed to the City,to the effect that those portions of the Rule, which require such provisions of this Agreement,do not or no longer apply to the Bonds,whether because such portions of the Rule are invalid, have been repealed, amended or modified, or are otherwise deemed to be inapplicable to the Bonds, as shall be specified in such opinion, and(ii)delivers notice to such effect to the MSRB,through EMMA, in an electronic format as prescribed by the MSRB. SECTION 7. AMENDMENT; WAIVER. (a) Notwithstanding any other provision of this Agreement,this Agreement may be amended,and any provision of this Agreement may be waived,provided that the following conditions are satisfied: (1) if the amendment or waiver relates to the provisions of Section 3(a), (b), (c), 4 or 5(a),it may only be made in connection with a change in circumstances that arises from a change in legal requirements, a change in law or a change in the identity, nature or status of the City or the Department or type of business conducted by the City or the Department; (2) this Agreement, as so amended or taking into account such waiver,would, in the opinion of Securities Counsel,have complied with the requirements of the Rule at the time of the original issuance of the Bonds, after taking into account any amendments or interpretations of the Rule,as well as any change in circumstances; and (3) the amendment or waiver either (A) is approved by the Bondholders in the same manner as provided in the Master Indenture for amendments to the Master Indenture with the consent of the Bondholders, or (B) does not, in the opinion of Securities Counsel,materially impair the interests of the Bondholders. (b) In the event of any amendment to, or waiver of a provision of, this Agreement, the City shall describe such amendment or waiver in the next Annual Report and shall include an explanation of the reason for such amendment or waiver. In particular, if the amendment results in a change to the annual financial information required to be included in the Annual Report pursuant to Section 4 of this Agreement, the first Annual Report that contains the amended operating data or financial information shall explain, in narrative form,the reasons for the amendment and the impact of such change in the type of operating data or financial information being provided. Further,if the annual financial information required to be provided in the Annual Report can no longer be generated because the operations to which it related have been materially changed or discontinued, a statement to that effect shall be included in the first Annual Report that does not include such information. 6 4856-9292-0926.1 DRAFT (c) If the amendment results in a change to the accounting principles to be followed in preparing financial statements as set forth in Section 4 of this Agreement,the Annual Report for the year in which the change is made shall include a comparison between the financial statements or information prepared on the basis of the new accounting principles and those prepared on the basis of the former accounting principles. The comparison shall include a qualitative discussion of such differences and the impact of the changes on the presentation of the financial information. To the extent reasonably feasible,the comparison shall also be quantitative. A notice of the change in accounting principles shall be sent by the City to the MSRB, through EMMA,in an electronic format as prescribed by the MSRB. SECTION 8. ADDITIONAL INFORMATION. Nothing in this Agreement shall be deemed to prevent the City from disseminating any other information, using the means of dissemination set forth in this Agreement or any other means of communication, or including any other information in any Annual Report or notice of occurrence of a Listed Event, in addition to that which is required by this Agreement. If the City chooses to include any information in any Annual Report or notice of occurrence of a Listed Event in addition to that which is specifically required by this Agreement,the City shall have no obligation under this Agreement to update such information or include it in any future Annual Report or notice of occurrence of a Listed Event. SECTION 9. FAILURE TO COMPLY. In the event of a failure of the City to comply with any provision of this Agreement, any Bondholder or Beneficial Owner may bring an action to obtain specific performance of the obligations of the City under this Agreement, but no person or entity shall be entitled to recover monetary damages hereunder under any circumstances, and any failure to comply with the obligations under this Agreement shall not constitute a default with respect to the Bonds or under the Master Indenture. SECTION 10. BENEFICIARIES. This Agreement shall inure solely to the benefit of the City, the Participating Underwriters, the Bondholders and the Beneficial Owners, and shall create no rights in any other person or entity. SECTION 11. TRANSMISSION OF INFORMATION AND NOTICES;DISSEMINATION AGENT. Unless otherwise required by law or this Agreement, and, in the sole determination of the City, subject to technical and economic feasibility,the City shall employ such methods of information and notice transmission as shall be requested or recommended by the herein-designated recipients of such information and notices. Any filing with the MSRB under this Agreement may be made by transmitting such filing to a dissemination agent. SECTION 12. OTHER OBLIGATED PERSONS. Currently,Delta Air Lines,Inc. ("Delta")is the only Obligated Person other than the City,and Delta is required by the 1934 Act to file annual financial information in the form of its SEC Reports with the SEC as described in the Official Statement. The City assumes no responsibility for the accuracy or completeness of the SEC Reports or other annual financial information disseminated by Delta or any future Obligated Person. The City shall report as part of its Annual Report any change in Obligated Persons and that an Obligated Person's SEC Reports constitute its annual financial information under this Agreement, if such is the case. Unless no longer required by the Rule, the City shall use diligent efforts to cause each Obligated Person other than the City (to the extent that such party is not required to file SEC Reports)to disseminate annual financial information substantially equivalent to that contained in SEC Reports to the MSRB, through EMMA, in an electronic format as prescribed by the MSRB,not later than nine months after the last day of the Obligated Person's fiscal year. The City has no obligation to file or disseminate any SEC Reports relating to another Obligated Person. 7 4856-9292-0926.1 DRAFT SALT LAKE CITY,UTAH By: Name: Title: Dated: , 2023. 8 4856-9292-0926.1 EXHIBIT A TO CONTINUING DISCLOSURE AGREEMENT NOTICE TO THE MSRB OF FAILURE TO FILE ANNUAL REPORT Name of Obligated Person: Salt Lake City,Utah Name of Bond Issue: Airport Revenue Bonds, Series 2023A(AMT) Airport Revenue Bonds, Series 2023B(Non-AMT) Date of Bonds: August ,2023 NOTICE IS HEREBY GIVEN that the City has not provided an Annual Report with respect to the above-named Bonds as required by Section 3 of its Continuing Disclosure Agreement with respect to the Bonds. The City anticipates that the Annual Report will be filed by SALT LAKE CITY,UTAH By: Name: Title: Dated: A-1 4856-9292-0926.1 EXHIBIT B TO CONTINUING DISCLOSURE AGREEMENT NOTICE TO THE MSRB OF CHANGE IN CITY'S FISCAL YEAR Name of Obligated Person: Salt Lake City,Utah Name of Bond Issue: Airport Revenue Bonds, Series 2023A(AMT) Airport Revenue Bonds, Series 2023B(Non-AMT) Date of Bonds: August ,2023 NOTICE IS HEREBY GIVEN that the fiscal year of the [City/Department] changed. Previously, the [City/Department]'s fiscal year ended on . It now ends on SALT LAKE CITY,UTAH By: Name: Title: Dated: B-1 4856-9292-0926.1 DRAFT EXHIBIT C TO CONTINUING DISCLOSURE AGREEMENT MUNICIPAL SECONDARY MARKET DISCLOSURE INFORMATION COVER SHEET This cover sheet should be sent with all submissions made to the Municipal Securities Rulemaking Board,pursuant to Securities and Exchange Commission Rule 15c2-12 or any analogous state statute. Issuer's and/or Other Obligated Person's name: Salt Lake City,Utah CUSIP Numbers(attach additional sheet if necessary): Nine-Digit CUSIP Number(s)to which the information relates: Information relates to all securities issued by the City having the following six-digit number(s): Number of pages of attached information: Description of Material Events Notice/Financial Information(Check One): 1. Principal and interest payment delinquencies 2. Material non-payment related defaults 3. Unscheduled draws on debt service reserves reflecting financial difficulties 4. Unscheduled draws on credit enhancements reflecting financial difficulties 5. Substitution of credit or liquidity providers or their failure to perform 6. Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations with respect to the tax status of the bonds, or other material events affecting the tax status of the bonds 7. Material modifications to rights of securities holders 8. Bond calls,if material,or tender offers 9. Defeasances 10. Material release, substitution,or sale of property securing repayment of the bonds 11. Rating changes 12. Bankruptcy,insolvency,receivership or similar event of the Department or the City C-1 4856-9292-0926.1 DRAFT 13. The consummation of a merger, consolidation,or acquisition involving the Department or the City or the sale of all or substantially all of the assets of the Department or the City, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material 14. Appointment of a successor or additional trustee or the material change of name of a trustee 15. Incurrence of a financial obligation of the Department, if material, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a financial obligation of the Department,any of which affect Bondholders,if material 16. Default, event of acceleration, termination event, modification of terms, or other similar events under the terms of a financial obligation of the Department, any of which reflect financial difficulties 17. Failure to provide annual financial information as required 18. Other material event notice(specify) 19. Financial Information: Please check all appropriate boxes: ACFR (a)_includes _does not include Annual Financial Information (b)_audited _unaudited Fiscal Period Covered: I hereby represent that I am authorized by the City or its agent to distribute this information publicly: Signature: Name: Title: Employer: Address: City, State,Zip Code: Voice Telephone Number: ( ) C-2 4856-9292-0926.1 EXHIBIT F NOTICE OF PUBLIC HEARING NOTICE IS HEREBY GIVEN that Salt Lake City(the"City") shall hold a public hearing with respect to the City's plans to issue, from time to time, the City's Airport Revenue Bonds, Series 2023 (with any other or additional series or title designation determined by the City, the "Bonds"). PURPOSE, TIME, PLACE AND LOCATION OF PUBLIC HEARING The City shall hold a public hearing on June 6,2023, at the hour of 7:00 p.m. via electronic means and in person. The purpose of the hearing is to receive input from the public with respect to (a) the issuance of the Bonds, from time to time, and(b)the potential economic impact that the Bond Projects (as hereinafter defined) to be financed with the proceeds of the Bonds will have on the private sector. All members of the public are invited to attend and participate. All persons interested and present will be given an opportunity to be heard in this matter. This meeting will be held via electronic means, while also providing for an in-person opportunity to attend or participate in the hearing at the City and County Building, located at 451 South State Street, Room 326, Salt Lake City, Utah. For more information please visit www.slc.gov/council/virtual-meetings or call 801-535-7654. Persons wishing to make comments in writing about the Bonds, the proposed plan of financing related to the Bonds and the Bond Projects shall do so within fourteen (14) days following the publication hereof through any of the following methods: • Calling the 24-Hour comment line at(801) 535-7654 • Emailing council.comments@slcgov.com. • Postal Mail: PO Box 145476 Salt Lake City UT 84111-5476 All comments received through any source are shared with the City Council and added to the public record. In addition to attending the meeting in person, the public may watch the meeting using the following platforms: Facebook Live: www.facebook.com/sIcCouncil/ YouTube: www.youtube.com/slclivemeetings Web Agenda: www.slc.gov/council/agendas/ SLCty Channel 17 Live: www.slctv.com/livestream/SLCty-Live/2 This Notice is the notice required by Utah Code Section 11-14-318 and Section 147(f) of the Internal Revenue Code of 1986, as amended(the "IRC"). 4854-1788-4237 ISSUANCE OF BONDS Purpose for Issuing the Bonds The public hearing with respect to the Bonds is being held in accordance with Utah Code Section 11-14-318 and Section 147(f) of the IRC. Pursuant to the provisions of the Local Government Bonding Act, Title 11, Chapter 14 Utah Code Annotated 1953, as amended (the "Act")on May 16,2023 the City Council of the City(the"Council"),adopted a resolution in which it authorized, among other things, a plan of financing involving the issuance of the Bonds. The Bonds will be issued pursuant to a plan of finance to provide proceeds to (a) finance the Bond Projects (as described in the following paragraph), (b) fund capitalized interest on all or a portion of the Bonds, (c) fund any required deposits to a debt service reserve fund, and (d) pay costs of issuance of the Bonds(including,but not limited to,the purchase of one or more municipal bond insurance policies) The "Bond Projects,"which are all necessary for the integrated operation of the Salt Lake City International Airport in accordance with Section 142(a)(1) of the Code, to be financed with the proceeds of the Bonds include the acquisition, construction, reconstruction, development, expansion, improvement, equipping and/or modification, as appropriate, of various capital improvement projects at the Salt Lake City International Airport, including: (a) runway, taxiway, apron and other airfield improvements, (b)utilities, (c)replacement of substantially all of the Salt Lake City International Airport's terminal complex facilities,including,but not limited to,terminal buildings and concourses, and (d) other related improvements at the Salt Lake City International Airport. The Bond Projects will be located at the Salt Lake City International Airport. The City will be the owner of the Bond Projects to be financed and also will be the initial operator, except to the extent the use thereof is permitted by leases and other agreements with air carriers and other tenants utilizing the Bond Projects. The proposed Bonds will be paid solely from revenues and other moneys derived by the City from or with respect to the Salt Lake City International Airport and the other facilities of the Salt Lake City Airport System (as defined in the hereinafter defined Senior Indenture). Parameters of the Bonds The City intends to issue the Bonds in one or more series,in the aggregate principal amount of not more than $600,000,000, to mature in not more than 40 years from their date or dates of delivery, to be sold at a price not less than 98% of the total principal amount thereof, and bearing interest at a rate or rates not to exceed 6.00%per annum. The Bonds are to be issued and sold by the City pursuant to a Master Trust Indenture (previously executed and delivered by the City) and a Fourth Supplemental Trust Indenture (collectively, the "Senior Indenture"). Net Revenues Proposed to be Pledged The City proposes to pledge Net Revenues (as defined in the Senior Indenture) derived by the City from the operations of the Salt Lake City Airport System (as defined in the Senior F-2 4854-1788-4237 Indenture), and certain funds and accounts established under the Senior Indenture to secure the Bonds. The Bonds will be limited obligations of the City, payable solely from and secured by a pledge of Net Revenues derived by the City from the operations of the Salt Lake City Airport System and certain funds and accounts. None of the properties of the Salt Lake City Airport System will be subject to any mortgage or other lien for the benefit of the owners of the Bonds, and neither the full faith and credit nor the taxing power of the City,the State of Utah(the"State") or any political subdivision or agency of the State will be pledged to the payment of the principal of,premium, if any, or interest on the Bonds. OUTSTANDING BONDS SECURED BY NET REVENUES AND OUTSTANDING OBLIGATIONS SECURED BY SUBORDINATE REVENUES In addition to the proposed Bonds, the following airport revenue bonds of the City are secured by Net Revenues on parity with the Bonds and are currently outstanding: (a) Salt Lake City, Utah Airport Revenue Bonds, Series 2017A (AMT) outstanding in the aggregate principal amount of$808,925,000; (b) Salt Lake City, Utah Airport Revenue Bonds, Series 2017B (Non- AMT) outstanding in the aggregate principal amount of$169,590,000; (c) Salt Lake City, Utah Airport Revenue Bonds, Series 2018A (AMT) outstanding in the aggregate principal amount of $753,855,000; (d) Salt Lake City, Utah Airport Revenue Bonds, Series 2018B (Non-AMT) outstanding in the aggregate principal amount of$96,695,000; (e) Salt Lake City, Utah Airport Revenue Bonds, Series 2021A (AMT) outstanding in the aggregate principal amount of $775,520,000; and (f) Salt Lake City, Utah Airport Revenue Bonds, Series 2021B (Non-AMT) outstanding in the aggregate principal amount of$127,475,000 (collectively with the Bonds, the "Senior Bonds"). In addition to the Senior Bonds, the City established a short-term borrowing program for the benefit of the Department of Airports of the City, which is implemented through the issuance and/or incurrence, from time to time, by the City of its Subordinate Airport Revenue Short-Term Revolving Obligations (the "Subordinate Revolving Obligations"). The Subordinate Revolving Obligations may be outstanding, at any one time, in an aggregate principal amount not exceeding $150,000,000. The Subordinate Revolving Obligations are issued and/or incurred pursuant to a Master Subordinate Trust Indenture, a First Supplemental Subordinate Trust Indenture and a Revolving Credit Agreement entered into by the City and JPMorgan Chase Bank, National Association. The Subordinate Revolving Obligations are paid solely from the Subordinate Revenues (as defined in the Master Subordinate Trust Indenture) derived by the City from the operations of the Salt Lake City Airport System, and certain funds and accounts established under the Master Subordinate Trust Indenture and the First Supplemental Subordinate Trust Indenture. Other than the Subordinate Revolving Obligations (and certain obligations of the City set forth in the Revolving Credit Agreement) the City has no other bonds or obligations secured by the Subordinate Revenues. OTHER OUTSTANDING BONDS OF THE CITY Additional information regarding the City's outstanding bonds may be found in the City's financial report (the "Financial Report") at: https://reporting.auditor.utah.gov/SearchReport. For F-3 4854-1788-4237 additional information, including any information more recent than as of the date of the Financial Report, please contact the office of the Salt Lake City Treasurer at(801) 535-7946. Dated this [ ] day of[ ], 2023. By City Recorder F-4 4854-1788-4237 EXHIBIT G NOTICE OF BONDS TO BE ISSUED NOTICE IS HEREBY GIVEN pursuant to the provisions of the Local Government Bonding Act,Title 11, Chapter 14,Utah Code Annotated 1953, as amended,that on May 16,2023 the City Council (the "Council") of Salt Lake City, Utah (the "City"), adopted a resolution (the "Resolution") in which it authorized the plan of financing involving the issuance of the City's Airport Revenue Bonds, Series 2023 (with any other or additional series or title designation determined by the City, the"Bonds"). PURPOSE FOR ISSUING THE BONDS The Bonds will be issued pursuant to a plan of finance to provide proceeds to (a) finance the Projects (as described in the following paragraph), (b) fund capitalized interest on all or a portion of the Bonds, (c) fund any required deposits to a debt service reserve fund, and (d) pay costs of issuance of the Bonds(including,but not limited to,the purchase of one or more municipal bond insurance policies) The "Projects" to be financed with the proceeds of the Bonds include the acquisition, construction, reconstruction, development, expansion, improvement, equipping and/or modification, as appropriate, of various capital improvement projects at the Salt Lake City International Airport, including: (a) runway, taxiway, apron and other airfield improvements, (b)utilities, (c) replacement of substantially all of the Salt Lake City International Airport's terminal complex facilities, including, but not limited to, terminal buildings and concourses, and (d) other related improvements at the Salt Lake City International Airport. The Projects will be located at the Salt Lake City International Airport. The City will be the owner of the Projects to be financed and also will be the initial operator, except to the extent the use thereof is permitted by leases and other agreements with air carriers and other tenants utilizing the Projects. The proposed Bonds will be paid solely from revenues and other moneys derived by the City from or with respect to the Salt Lake City International Airport and the other facilities of the Salt Lake City Airport System(as defined in the hereinafter defined Indenture). PARAMETERS OF THE BONDS The City intends to issue the Bonds in one or more series,in the aggregate principal amount of not more than $600,000,000,to mature in not more than 40 years from their date or dates, to be sold at a price not less than 98%of the total principal amount thereof, and bearing interest at a rate or rates not to exceed 6.00%per annum. The Bonds are to be issued and sold by the City pursuant to a Master Trust Indenture (previously executed and delivered by the City) and a Fourth Supplemental Trust Indenture (collectively, the "Indenture"), which Fourth Supplemental Trust Indenture was before the Council in substantially final form at the time of the adoption of the Resolution. 4854-1788-4237 NET REVENUES PROPOSED TO BE PLEDGED The City proposes to pledge Net Revenues(as defined in the Indenture)derived by the City from the operations of the Salt Lake City Airport System(as defined in the Indenture), and certain funds and accounts established under the Indenture,to the payment of the principal of and interest on the Bonds. The Bonds will be limited obligations of the City, payable solely from and secured by a pledge of Net Revenues derived by the City from the operations of the Salt Lake City Airport System and certain funds and accounts. None of the properties of the Salt Lake City Airport System will be subject to any mortgage or other lien for the benefit of the owners of the Bonds, and neither the full faith and credit nor the taxing power of the City,the State of Utah(the"State") or any political subdivision or agency of the State will be pledged to the payment of the principal of,premium, if any, or interest on the Bonds. OUTSTANDING BONDS SECURED BY NET REVENUES AND OUTSTANDING OBLIGATIONS SECURED BY SUBORDINATE REVENUES In addition to the proposed Bonds, the following airport revenue bonds of the City secured by Net Revenues on parity with the Bonds are currently outstanding: (a) Salt Lake City, Utah Airport Revenue Bonds, Series 2017A (AMT) outstanding in the aggregate principal amount of $808,925,000; (b) Salt Lake City, Utah Airport Revenue Bonds, Series 2017B (Non-AMT) outstanding in the aggregate principal amount of$169,590,000; (c) Salt Lake City, Utah Airport Revenue Bonds, Series 2018A (AMT) outstanding in the aggregate principal amount of $753,855,000; (d) Salt Lake City, Utah Airport Revenue Bonds, Series 2018B (Non-AMT) outstanding in the aggregate principal amount of$96,695,000; (e) Salt Lake City, Utah Airport Revenue Bonds, Series 2021A (AMT) outstanding in the aggregate principal amount of $775,520,000; and (f) Salt Lake City, Utah Airport Revenue Bonds, Series 2021B (Non-AMT) outstanding in the aggregate principal amount of $127,475,000 (collectively, the "Existing Bonds"). In addition to the Bonds and the Existing Bonds secured by Net Revenues, the City established a short-term borrowing program for the benefit of the Department of Airports of the City which has been implemented through the issuance and/or incurrence, from time to time, by the City of its "Salt Lake City, Utah Subordinate Airport Revenue Short-Term Revolving Obligations" (the Subordinate Revolving Obligations"). The Subordinate Revolving Obligations may be outstanding at any one time in an aggregate principal amount not exceeding$150,000,000. The Subordinate Revolving Obligations are secured by Subordinate Revenues (Net Revenues remaining after(i)the payment of debt service on the Bonds,the Existing Bonds and any additional bonds issued with a lien on Net Revenues, and (ii) the funding of any debt service reserve funds for the Bonds, the Existing Bonds and any additional bonds issued with a lien on Net Revenues). OTHER OUTSTANDING BONDS OF THE CITY Additional information regarding the City's outstanding bonds may be found in the City's financial report (the "Financial Report") at: https://reporting.auditor.utah.gov/SearchReport. For additional information, including any information more recent than as of the date of the Financial Report, please contact the office of the Salt Lake City Treasurer at(801) 535-7946. G-2 4854-1788-4237 TOTAL ESTIMATED COST Based on the City's current plan of finance and a current estimate of interest rates,the total principal and interest cost of the Bonds, if held until maturity, is approximately $[--]. A copy of the Resolution and the Indenture are on file (print and electronic) in the office of the Salt Lake City Recorder, located at 451 South State Street, Room 415, Salt Lake City,Utah, where they may be examined by appointment during regular business hours of the City Recorder from 8:00 a.m. to 5:00 p.m. for a period of at least thirty (30) days from and after the date of publication of this notice. Additionally, a protected,pdf copy of the Resolution and the Indenture may be requested by sending an email to the City Recorder at SLCRecorder@slcgov.com. NOTICE IS FURTHER GIVEN that a period of thirty (30) days from and after the date of the publication of this notice is provided by law during which any person in interest shall have the right to contest the legality of the Resolution,the Indenture (but only as it relates to the Bonds), or the Bonds, or any provision made for the security and payment of the Bonds, and that after such time, no one shall have any cause of action to contest the regularity, formality, or legality thereof for any cause whatsoever. Dated this [ ] of[ ], 2023. By City Recorder G-3 4854-1788-4237 COUNCIL STAFF REPORT CITY COUNCIL of SALT LAKE CITY ,,, ,V I'n u ,,,,, Item Schedule: Briefing:May 16,2023 TO: City Council Members Set Date:May 16,2023 Public Hearing:June 6,2023 FROM: Brian Fullmer Potential Action:June 13,2023 Policy Analyst DATE: May 16, 2023 RE: Sign Ordinance Text Amendment to Allow Pole Signs on Public and Private School Property PLNPCM2021-00190 The Council will be briefed about a proposal initiated by the Salt Lake City School District to allow freestanding pole signs on school property. Some zoning districts on which schools are located do not allow pole signs under the current ordinance.An enforcement case for a pole sign at a high school prompted the requested text amendment. The Administration recommends allowing pole signs on public and private K-12 school property within the city regardless of the zoning district if they meet the following requirements: • One pole sign per school property. • Maximum freestanding pole sign height is 15 feet for local streets,and 25 feet along collector and arterial streets. • Maximum of three sign faces with a combined sign face area of 18o square feet for signs on local streets, and 540 square feet for signs on collector or arterial streets. • No minimum setback,but all portions of the sign must be on school property, and not overhang into the public right-of-way. • No advertising of off-premises events,goods, or services. • Animated images would not be allowed. • Pole signs would be subject to all other requirements for signs,and applicable zoning overlay requirements. Planning staff recommended the Planning Commission forward a positive recommendation to the Council. The Planning Commission reviewed the proposal at its February 8, 2023 meeting and held a public hearing at which no one spoke.Commissioners voted 9-2 in favor of forwarding a positive recommendation to the CITY COUNCIL OF SALT LAKE CITY 451 SOUTH STATE STREET,ROOM 304 SLCCOUNCIL.COM P.O.BOX 145476,SALT LAKE CITY,UTAH 84114-5476 TEL 801-535-7600 FAX 801-535-7651 City Council.A Commissioner who voted against the proposal stated she was not supportive of additional pole signs in the city.The other Commissioner opposed did not state a reason for her opposition. Goal of the briefing:Review the proposed zoning map amendments, determine if the Council supports moving forward with the proposal. POLICY QUESTIONS 1. The Council may wish to discuss limiting how close pole signs can be placed to homes near schools. 2. The Council may wish to discuss limiting overall brightness of signs or require dimming the sign displays after sunset. 3. The Council may wish to consider whether the School District should notify immediately adjacent neighbors of any changes to existing signs or installations of new signs. KEY CONSIDERATIONS Planning staff identified three key considerations related to the proposal which are found on pages 6-7 of the Planning Commission staff report and summarized below. For the complete analysis,please see the staff report. Consideration 1-Public Process As noted above,the Glendale Neighborhood Council sent a letter expressing support for the proposal. Planning staff and a representative from the Salt Lake City School District attended the December 12, 2022 Sugar House Community Council meeting.Meeting attendees expressed general support for standards permitting the signs at local schools.The signs were said to be appreciated by the public for providing information about events at the schools. Scenic Utah provided a letter in December 2022 recommending smaller signage with limited impact to the neighborhood and displays only school related information.Additional recommendations included issuing permits for new school signs on a case-by-case basis, and an impact assessment. Consideration 2-Compliance with Master Plan Policies Planning staff found the proposed text amendment aligns with initiatives found in Plan Salt Lake,and stated: "The amendment supports the vision of neighborhoods that provide a safe environment, opportunity for social interaction, and services needed for the wellbeing of the community therein. Schools are frequently regarded as cultural resources,as well as places of learning and social interaction.Active communication with the public about ongoing events is a resource for residents." Consideration 3-Compliance with the Standards for General Amendments Planning staff reviewed the proposed text amendment against the following criteria City Code says the City Council should consider. Please see Attachment C(page 15)of the Planning Commission staff report for additional information. Factor • Whether a proposed text amendment is consistent Complies with the purposes,goals,objectives,and policies of the City as stated through its various adopted planning documents. Page 12 Whether a proposed text amendment furthers the Complies specific purpose statements of the zoning ordinance. A proposed text amendment is consistent with the Complies purposes and provisions of any applicable overlay zoning districts which may impose additional standards. The extent to which a proposed text amendment Complies implements the best current,professional practices of urban planning and design. City Department Review During City review of the petition the City Attorney's Office suggested constraints to address potential issues with the signs. • Limit nuisance lighting on adjacent properties. • Prohibit off-premises advertising. • Designate setbacks. • Limit sign size. No other responding departments or divisions expressed concerns with the proposal,but stated additional review and permits would be required as signs are installed. PROJECT CHRONOLOGY • March 3, 2021-Petition for zoning map amendment received by Planning Division. • October 26, 2022-Petition assigned to Meagan Booth, Principal Planner. • November 16, 2022-Information about petition sent to all community councils. Project posted to City website for an online open house. o January 26, 2023-Planning Commission agenda posted to City website and emailed to listserv. • February 8, 2023-Planning Commission meeting and public hearing.The Planning Commission voted 9-2 to forward a positive recommendation to the City Council for the proposed zoning text amendment. • March 2, 2023-Ordinance requested from Attorney's Office. • March 21, 2023-Planning received signed ordinance from the Attorney's Office. • April 5, 2023-Transmittal received in City Council Office. Page 13 ERIN MENDENHALL L DEPARTMENT of COMMUNITY Mayor �' � and NEIGHBORHOODS �' =x Blake Thomas Director CITY COUNCIL TRANSMITTAL Date Received: 04/05/2023 Lisa Shaffer, Chief Administrative Officer Date sent to Council: 04/05/2023 TO: Salt Lake City Council DATE: April 5, 2023 Darin Mano, Chair FROM: Blake Thomas, Director, Department of Community &Neighborhoods 12 � SUBJECT: PLNPCM2021-00190 Salt Lake School District Signs STAFF CONTACT: Meagan Booth, Principal Planner meagan.booth@slcgov.com or 801-535-7213 DOCUMENT TYPE: Ordinance RECOMMENDATION: That the City Council adopt the changes to the Sign Ordinance to allow pole signs on public and private school property as recommended by the Planning Commission. BUDGET IMPACT:None BACKGROUND/DISCUSSION: Paul Schulte with the Salt Lake School District proposed a petition to amend the Sign Ordinance to allow pole signs on school property. This change does not affect any other sign type or land use. The amendment permits the size and height of the sign to be regulated depending on the type of street it is situated on. The signs would still need to adhere to basic construction regulations and couldn't be used for off-premise advertising. More specific information regarding the petition can be found in the Planning Commission Staff Report. The Planning Commission considered the request at a public hearing and sent a positive recommendation to the City Council based on staff s proposed zoning text. SALT LAKE CITY CORPORATION 451 SOUTH STATE STREET,ROOM 404 WWW.SLC.GOV P.O.BOX 145486,SALT LAKE CITY, UTAH 84114-5486 TEL 801.535.6230 FAX 801.535.6005 PUBLIC PROCESS: Community Council Notice: A notice of application was sent to all recognized community organizations on November 15, 2022, per City Code Chapter 2.60 with a link to the online open house webpage. The recognized organizations were given 45 days to respond with any concerns or to request staff to meet with them and discuss the proposed zoning amendment. Staff and the applicant attended the Sugar House Community Council Meeting on December 12th. The Sugar House Community Council and the Glendale Community Council sent letters of support for the amendment. The 45-day public engagement period ended on December 30, 2022. Public Open House: An online open house was held from November 15, 2022, to December 30, 2022. One emailed comment was submitted to the Planning Division. This comment has been included as an exhibit. Planning Commission Meeting: The Planning Commission held a public hearing on February 8, 2023. The Planning Commission provided a positive recommendation to City Council on the proposed amendment. Planning Commission (PC) Records: a) PC Agenda for February 8, 2023 (Click to Access) b)PC Minutes for February 8, 2023 (Click to Access) c) PC Staff Report for February 8, 2023 (Click to Access EXHIBITS: 1) Project Chronology 2)Notice of City Council Public Hearing 3) Original Petition 4) Public Comment SALT LAKE CITY ORDINANCE No. of 2023 (Amending the zoning text of Section 21A.46.052 of the Salt Lake City Code pertaining to pole signs on school property) An ordinance amending the text of Section 21A.46.052 of the Salt Lake City Code pertaining to pole signs on school property pursuant to Petition No. PLNPCM2021-00190. WHEREAS, on March 3, 2021, Paul Schulte on behalf of the Salt Lake City School District("Applicant") submitted an application to amend the text of the Section 21A.46.052 to allow freestanding pole signs on school premises pursuant to Petition No. PLNPCM2021-00190; and WHEREAS the Applicant sought to have the text modified consistent with Salt Lake City master plans; and WHEREAS, on February 8, 2023, the Salt Lake City Planning Commission ("Planning Commission") held a public hearing regarding the Applicant's petition; and WHEREAS, at its February 8, 2023,meeting, the planning commission voted in favor of forwarding a positive recommendation to the Salt Lake City Council ("City Council") on said application; and WHEREAS, after a public hearing on this matter the City Council has determined that adopting this ordinance is in the city's best interests. NOW, THEREFORE, be it ordained by the City Council of Salt Lake City, Utah: SECTION 1. Amending the Zoning Text. That Subsection 21A.46.052 of the Salt Lake City Code (Signs Exempt from Specific Criteria Except Fees and Permits), shall be and hereby is amended to read as follows: 21A.46.052: SIGNS EXEMPT FROM SPECIFIC CRITERIA EXCEPT FEES AND PERMITS: A. Signs within open-air malls, stadiums, or other enclosed spaces that do not have a roof but are otherwise physically confined and separated from the public street right-of-way are required to obtain sign permits and pay fees to ensure public safety and compliance with the City's Building Code. Such signs are subject to Sign Ordinance regulations unless a sign master plan agreement was specifically considered as part of a planned development as outlined in Chapter 21A.55 of this title or was specifically authorized through the design review process as outlined in Chapter 21A.59 of this title. The sign master plan agreement shall only be authorized for signage within the open-air mall or stadium that is not oriented to the public street. Signage oriented to a public street or to a surface parking lot is specifically not exempt from Sign Ordinance requirements and not subject to modification through a sign master plan agreement. B. Pole Signs on School Property: Pole signs on property used for K-12 public school or K-12 private school are allowed regardless of the zoning district. Pole signs on K-12 public school or K-12 private school property are permitted provided such signs comply with the following requirements: 1. The maximum number of signs permitted is one pole sign; 2. The maximum height of a freestanding pole sign is 15 feet, except that pole signs on the property along a collector or arterial street may be a maximum height of 25 feet; 3. There is no minimum setback requirement; however, all portions of the sign must be located on school property. No portion of the sign may overhang onto the public right-of- way 4. The sign will be allowed to have a maximum of three sign faces. For pole signs located on school properties, the sign face is the total sign area of each side of the sign. A sign face may include multiple separate sign panels; 5. The total combined sign face areas of a pole sign shall not exceed 180 square feet, except that pole signs on the property along a collector or arterial street may have a maximum total combined sign face area of 540 square feet; 6. No sign may be used as an off premises sign; and 7. The pole sign is subject to all other requirements as stated in this chapter and all applicable zoning overlay requirements. SECTION 2. Effective Date. This ordinance shall become effective on the date of its first publication. Passed by the City Council of Salt Lake City, Utah, this day of , 2023. CHAIRPERSON ATTEST AND COUNTERSIGN: CITY RECORDER Transmitted to Mayor on Mayor's Action: Approved. Vetoed. MAYOR CITY RECORDER (SEAL) APPROVED AS TO FORM Bill No. of 2023. Salt Lake City Attomey's Office Date:Mar5p 21, .023 By: ul Ni lson, enior City Attorney SALT LAKE CITY ORDINANCE No. of 2023 (Amending the zoning text of Section 21A.46.052 of the Salt Lake City Code pertaining to pole signs on school property) An ordinance amending the text of Section 21A.46.052 of the Salt Lake City Code pertaining to pole signs on school property pursuant to Petition No. PLNPCM2021-00190. WHEREAS, on March 3, 2021, Paul Schulte on behalf of the Salt Lake City School District("Applicant") submitted an application to amend the text of the Section 21A.46.052 to allow freestanding pole signs on school premises pursuant to Petition No. PLNPCM2021-00190; and WHEREAS the Applicant sought to have the text modified consistent with Salt Lake City master plans; and WHEREAS, on February 8, 2023, the Salt Lake City Planning Commission("Planning Commission")held a public hearing regarding the Applicant's petition; and WHEREAS, at its February 8, 2023, meeting, the planning commission voted in favor of forwarding a positive recommendation to the Salt Lake City Council ("City Council") on said application; and WHEREAS, after a public hearing on this matter the City Council has determined that adopting this ordinance is in the city's best interests. NOW, THEREFORE, be it ordained by the City Council of Salt Lake City, Utah: SECTION 1. Amending the Zoning Text. That Subsection 21A.46.052 of the Salt Lake City Code (Signs Exempt from Specific Criteria Except Fees and Permits), shall be and hereby is amended to read as follows: 21A.46.052: SIGNS EXEMPT FROM SPECIFIC CRITERIA EXCEPT FEES AND PERMITS: A. Signs within open-air malls, stadiums, or other enclosed spaces that do not have a roof but are otherwise physically confined and separated from the public street right-of-way are required to obtain sign permits and pay fees to ensure public safety and compliance with the City's Building Code. Such signs are subject to Sign Ordinance regulations unless a sign master plan agreement was specifically considered as part of a planned development as outlined in eChapter 21A.55 of this title or was specifically authorized through the design review process as outlined in eChapter 21A.59 of this title. The sign master plan agreement shall only be authorized for signage within the open-air mall or stadium that is not oriented to the public street. Signage oriented to a public street or to a surface parking lot is specifically not exempt from Sign Ordinance requirements and not subject to modification through a sign master plan agreement. B. Pole Signs on School Property: Pole signs on property used for K-12 public school or K-12 private school are allowed regardless of the zoning district. Pole signs on K-12 public school or K-12 private school grope are permitted provided such signsply with the following requirements: 1. The maximum number of signs permitted is one pole sign; 2. The maximum height of a freestanding pole sign is 15 feet, except that pole signs on the grope . along a collector or arterial street may be a maximum height of 25 feet; 3. There is no minimum setback requirement; however, all portions of the sign must be located on school property. No portion of the sign may overhang onto the public right-of- way 4. The sign will be allowed to have a maximum of three sign faces. For pole signs located on school properties, the sign face is the total sign area of each side of the sign. A sign face may include multiple separate sign panels; 5. The total combined sign face areas of a pole sign shall not exceed 180 square feet, except that pole signs on the property along a collector or arterial street may have a maximum total combined sign face area of 540 square feet; 6. No sign may be used as an off premises sign; and 7. The pole sign is subject to all other requirements as stated in this chapter and all applicable zoning_ o verlay requirements. SECTION 2. Effective Date. This ordinance shall become effective on the date of its first publication. Passed by the City Council of Salt Lake City, Utah, this day of , 2023. CHAIRPERSON ATTEST AND COUNTERSIGN: CITY RECORDER Transmitted to Mayor on Mayor's Action: Approved. Vetoed. MAYOR CITY RECORDER (SEAL) Bill No. of 2023. 1. CHRONOLOGY ERIN MENDENHALL L DEPARTMENT of COMMUNITY Mayor V �� -7 and NEIGHBORHOODS Blake Thomas to= n Director CI T•� PROJECT CHRONOLOGY Petition: PLNPCM2021-00190 March 3, 2021 Application Accepted October 26, 2022 Petition assigned to Meagan Booth, Principal Planner November 15, 2022 Petition was reviewed internally, and staff provided comments to the applicant. November 16, 2022 Notice mailed to all Community Councils November 16, 2022 Application posted for the online open house. January 26, 2023 Planning Commission agenda posted to the website and emailed to the listserv. February 3, 2023 Staff report posted to Planning's website. February 8, 2023 Planning Commission Meeting and Public Hearing: A positive recommendation was forwarded to City Council. 2. NOTICE OF CITY COUNCIL PUBLIC HEARING NOTICE OF PUBLIC HEARING The Salt Lake City Council is considering Petition PLNPCM2021-00190, a request by Paul Schulte representing the Salt Lake City School District for an amendment to the Salt Lake City Zoning Ordinance to allow pole signs on school properties. Public and private schools are located in various zoning districts around the city, and not all of the zoning districts permit freestanding pole signs. The signs are used to educate the community about activities at the school. The proposal would amend Chapter 21A.46of the Salt Lake City Zoning Ordinance. As part of their study, the City Council is holding an advertised public hearing to receive comments regarding the petition. During this hearing, anyone desiring to address the City Council concerning this issue will be given an opportunity to speak. The hearing will be held: DATE: TIME: 7:00 p.m. PLACE: Room 315 City & County Building 451 South State Street Salt Lake City, Utah If you have any questions relating to this proposal or would like to review the file, please call Meagan Booth at 801-535-7213 between the hours of 8:00 a.m. and 5:00 p.m., Monday through Friday or via e-mail at meagan.booth(cr�,slcgov.com The City & County Building is an accessible facility. People with disabilities may make requests for reasonable accommodation, which may include alternate formats, interpreters, and other auxiliary aids and services. Please make requests at least two business days in advance. To make a request, please contact the City Council Office at council.commentskslcgov.com , 801- 535-7600, or relay service 711. 3. ORIGINAL PETITION I_ ZoningAmendment FvJ Amend the text of the Zoning Ordinance Amend the Zoning Map OFFICE USE ONLY T� Received By: Date Received: Project#: Name or Zoning s of Section/ g Amendment: PLEASE PROVIDE THE FOLLOWING INFORMATION Address of Subject Property (or Area): All Salt Lake City School District schools Name of Applicant: Phone: Paul Schulte �801-974-8372 Address of Applicant: 995 West Beardsley Place E-mail of Applicant: Cell/Fax: Paul.Schulte@slcschools.org Applicant's Interest in Subject Property: ® Owner ® Contractor ® Architect ❑✓ Other: Name of Property Owner (if different from applicant): Board of Education of Salt Lake City E-mail of Property Owner: Phone: Please note that additional information may be required by the project planner to ensure adequate information is provided for staff analysis. All information required for staff analysis will be copied and made public, including professional architectural or engineering drawings, for the purposes of public review by any interested party. AVAILABLE CONSULTATION If you have any questions regarding the requirements of this application, please contact Salt Lake City Planning Counter at zoning@slcgov.com prior to submitting the application. REQUIRED FEE Map Amendment: filing fee of$1,058 plus$121 per acre in excess of one acre Text Amendment: filing fee of$1,058, plus fees for newspaper notice. Plus, additional fee for mailed public notices. Noticing fees will be assessed after the application is submitted. SIGNATURE If applicable, a notarized statement of consent authorizing applicant to act as an agent will be required. Signature of Owner or Agent: Date: updated 11/20/2020 SUBMITTAL REQUIREMENTS 3 v v Ln 1. Project Description (please electronically attach additional sheets. See Section 21A.50 for the Amendments ordinance.) ❑ A statement declaring the purpose for the amendment. ❑ A description of the proposed use of the property being rezoned. 0 List the reasons why the present zoning may not be appropriate for the area. 0 Is the request amending the Zoning Map? If so, please list the parcel numbers to be changed. ❑ Is the request amending the text of the Zoning Ordinance? If so, please include language and the reference to the Zoning Ordinance to be changed. WHERE TO FILE THE COMPLETE APPLICATION Apply online through the Citizen Access Portal.There is a step-by-step guide to learn how to submit online. INCOMPLETE APPLICATIONS WILL NOT BE ACCEPTED I acknowledge that Salt Lake City requires the items above to be submitted before my application can be processed. I understand that Planning will not accept my application unless all of the following items are included in the submittal package. updated 11/20/2020 CSALT LAKE CITY AUXILIARY SERVICES SCHOOL DISTRICT 995 West 248o South Tour(Best Choice Salt Lake City,Utah 84119 C ZCB 8oi.974.8367 The Salt Lake City School District would like to request an amendment of the Sign Zoning Ordinance to allow for pole signs on public and private school campuses. Regardless of the zoning district, freestanding signs on public and private school property must comply with the following: i. The maximum area per sign at 18o square feet per gross sign face. ii. The maximum size is 540 square feet of the structure iii. The maximum height of a freestanding sign is 30 feet. iv. No signs will be allowed to project the project over the property line. V. The number of signs permitted is one pole sign,which allows four sign panels per sign face, one of which may be an electronic changeable copy sign, and one logo sign. (12 total signs for a triangular pole). The Salt Lake City School District recommends this amendment so to maintain essential communication for neighborhoods. Name Address Backman Elementary 601 N 1500 W Beacon Heights Elementary 1850 S 2500 E Bonneville Elementary 1145 S 1900 E Dilworth Elementary 1953 S 2100 E Edison Elementary 430 South Cheyenne St Emerson Elementary 1017 East Harrison Ave Ensign Elementary 775 E 12th Ave Escalante Elementary 1810 W 900 N Franklin Elementary 1115 W 300 S Hawthorne Elementary 1675 S 600 E Highland Park Elementary 1738 E 2700 S Indian Hills Elementary 2496 East St Mary Drive Liberty Elementary 1085 S Roberta St Mary W.Jackson Elementary 750 W 200 N Meadowlark Elementary 497 N Morton Dr M. Lynn Bennion Elementary 429 S 800 E Mountain View Elementary 1380 S 1340 W Newman Elementary 1269 N Colorado St North Star Elementary 1545 N Morton Dr Parkview Elementary 970 S Emery St Riley Elementary 1410 S 800 W Rose Park Elementary 1105 W 1000 N Uintah Elementary 1571 E 1300 S Wasatch Elementary 30 R Street Washington Elementary 420 N 200 W Whittier Elementary 1600 S 300 E Nibley Park School 2785 S 800 E Clayton Middle School 1470 S 1900 E Glendale Middle School 1430 E Andrew Ave Hillside Middle School 1825 S Nevada St Northwest Middle School 1730 W 1700 N Salt Lake Center for Science Education-Bryant 40 S 800 E East High School 840 S 1300 E Highland High School 2166 S 1700 E Horizonte Instruction and Training Center 1234 S Main St Innovations Early College High School 1633 S Edison St West High School 241 N 300 W Open Classroom 134 N D Street Salt Lake Center for Science Education 1400 W Goodwin Ave Salt Lake School for the Performing Arts 2291 S 2000 E 4. PUBLIC COMMENTS From: Turner Bitton To: Booth,Meagan Subject: (EXTERNAL)Re: Salt Lake School District Signs Text Amendment Early Notification Date: Tuesday,December 6,2022 11:17:30 PM Hi Meagan, Thank you for the opportunity to weigh in on this proposal. Please consider this email a letter of support from the Glendale Neighborhood Council. Thanks, Turner C. Bitton(he/him) Chair, Glendale Neighborhood Council (801) 564-3860 www.glendaleslc.org On Nov 15, 2022, at 12:46 PM, Booth, Meagan<Meagan.Booth@slcgov.com> wrote: Hello to all the Community Council Chairs, The purpose of this email is to inform you of a text amendment initiated by the Salt Lake City School District. This is a city-wide text amendment.As a recognized community organization,you have 45 days to provide comments on the proposed petition. The public comment period ends on Friday,December 30,2022.This project is also scheduled for an open house,which will be posted online and run until the Planning Commission Hearing which has not yet been scheduled. I have attached the following materials for your review: 1. Notice to All Community Council Chairs 2. Application 3. Proposed Text Amendment Please let me know if you have any questions,please feel free to contact me. Thank you! MEAGAN BOOTH Principal Planner Planning Division DEPARTMENT of COMMUNITY and NEIGHBORHOODS SALT LAKE CITY CORPORATION TEL 801-535-7213 EMAIL meagan.booth&slcgov.com www.slc.gov/planning Disclaimer: The Planning Division strives to give the best customer service possible and to respond to questions as accurately as possible based upon the information provided. However, answers given at the counter and/or prior to application are not binding and they are not a substitute for formal Final Action, which may only occur in response to a complete application to the Planning Division. Those relying on verbal input or preliminary written feedback do so at their own risk and do not vest any property with development rights. gUiUNITYHouse COUNCIL December 20, 2022 TO: Salt Lake City Planning Commission From: Judi Short,Vice Chair and Land Use Chair Sugar House Community Council RE: PLNPCM2021-00190 Salt Lake City School District Signs Text Amendment We have all seen the signs on the various schools around our city. What the school district recently learned was that none of these signs were legal as far as the Sign Zoning Ordinance. This is an attempt to amend the sign ordinance to incorporate existing signs, so they become legal, and to give guidance to schools, public and private, when designing new signs. We put this in our Sugar House Community Council December newsletter(circulation 2500), and on our website with a comment form for people to tell us what they think. It was also on the SHCC LUZ agenda December 12. Sugar House Trustees and LUZ Committee members were notified (another 125) and we did not receive a single comment. Paul Schulte from the SLC School District attended our meeting, explained what they were trying to do, and answered a few questions. No one had any concerns. We ask that you approve this amendment. Letter to PC SHCC School Signs.doc www.sugarhousecouncil.org Page 1 of 1 • �25cot CUTAH TO: Meagan Booth, Principal Planner—Salt Lake City FROM: Ralph Becker—Scenic Utah Chair Kate Kopischke—Scenic Utah Director DATE: Dec. 29, 2022 SUBJECT: Sign Zoning Ordinance Amendment Request by SLC School District Scenic Utah appreciates the opportunity to comment on the Salt Lake City School District's request to amend the Sign Zoning Ordinance to allow for pole signs on public and private school campuses. Scenic Utah is a nonprofit organization working to protect the visual qualities of our communities and landscapes. We advocate for sensible outdoor advertising laws and policies, and we work with towns, cities, businesses, community groups and individuals on a range of issues related to the impacts of signs and billboards. Since launching in 2018, we have received multiple requests from individuals and businesses throughout Utah for support in opposing the placement of digital and other pole signs in neighborhoods and small business districts. In each case,the signage was installed with no prior consultation or engagement with impacted residents and businesses. One example is Salt Lake Regional Medical Center's placement in 2020 of four digital signs on each corner of its property, which encompasses an entire city block in the South Temple historic district. Nearby residents who contacted Scenic Utah were outraged by the intrusion of flashing light into their homes, and by sign owners' failure to consult or notify them prior to the signs going in. In addition to Salt Lake City, we have received similar complaints and requests for help from residents or businesses owners in Clearfield, Orem, Salem,Vernal,South Salt Lake, Ogden, St. George, and Millcreek. Scenic Utah supports the right of any business or organization to advertise goods and services and post information relevant to the community. And we appreciate the School District's interest in using dynamic, digital media to "maintain essential communication for neighborhoods." Should the City agree to change its Zoning Sign Ordinance, however, and allow the school district to erect pole signs,we urge you to consider the following comments and suggestions for minimizing the many potential negative impacts of digital and other types of signage. • Sign sizes as indicated in the proposed amendment are far larger than necessary to convey information to a school community or neighborhood. Should signs be built to the maximum proposed sizes—180 square-foot sign face, 540 square foot structure, and 30 feet in height—would www.scenicutah.org W 5 South 500 West#102 * Salt Lake City, UT 84101 /✓ 801-554-5263 be visual intrusions by most community standards, and unnecessarily large for the district's stated purpose. o Limitations that reflect neighborhood character,values, and aesthetics should be established for size, location, height, brightness, dwell/twirl times, and hours of operation. o If freestanding signs are necessary, Scenic Utah recommends they be pedestal signs, no higher than necessary for visibility from nearby roads and sidewalks. In most cases 15 feet is a reasonable height limit for this purpose. Signs attached to buildings typically are more aesthetically appropriate and require fewer materials and building/ maintenance costs. o The photograph of the sign depicted your Petition Number PLNCPM2021-00190 document reflects an appropriate design and good starting point for establishing sign standards on school campuses. • Messages should reflect public, school-related information only, and commercial advertising should be prohibited. • Schools seeking to place signs on their campuses should be required to undertake an impact assessment that includes: o The signs' likely digital carbon footprint—or amount of additional fossil-fuel generated electricity that the signs will require. o Identification of and consultation with neighbors and businesses who may be impacted by the signage. o Accurate renderings of the proposed signage that impacted residents and City officials can review and amend accordingly. • Permits for new school signs should be issued on a case-by-case basis, subject to outcomes of the completed assessments and public input from surrounding communities. We would be happy to discuss these comments and suggestions with the Planning Commission and City, and to provide any additional input at your request. And we thank you for considering Scenic Utah's comments. Respectfully submitted: 44L Ralp Becker Kate Kopischke Chair Director cc: Community Council Chairs www.scenicutah.org W 5 South 500 West#102 * Salt Lake City, UT 84101 /✓ 801-554-5263 ERIN MENDENHALL MARY BETII TIIOMPSON Mayor Chief Financial Officer CITY COUNCILTRANSMITTAL Lis e (A pr 11,2023 14:48 MDT) Date Received: 04/11/2023 Lisa Shaffer, Chief Administrative Officer Date sent to Council: 04/11/2023 TO: Salt Lake City Council Darin Mano, Chair DATE: April 11, 2023 FROM: Mary Beth Thompson, Chief Financial Officer SUBJECT: Council Consent Agenda #8 Items Fiscal Year 2022-23 STAFF CONTACTS: Mary Beth Thompson (801) 535-6403 or John Vuyk, Budget Director (801) 535-6394 DOCUMENT TYPE: Consent Agenda/Establish Grant Projects from Grant Holding Account RECOMMENDATION: The Administration recommends that the City Council consent to the transfer of these grants and donations from the holding account and establish a project budget for them. BUDGET IMPACT: Grant Holding Account ($ 144,739.00) New Grant Project 144,739.00 BACKGROUND/DISCUSSION: The grant holding account was established to fund grants between budget amendments with the understanding that the grants would be submitted as part of the next budget opening. Items transmitted are placed on a Council Consent agenda and then formally approved during the following budget amendment. On occasion, a similar process is employed for donations to the City. Where necessary, resolutions were previously passed authorizing the Mayor to sign and accept these grants and donations. EXHIBITS: Consent Agenda Detail Consent Agenda Summary DEPARTMENT OF FINANCE 451 SOUTH STATE STREET,ROOM 245 SALT LAKE CITY,UTAH 84114 TEL 801-535-6403 ction Cy&Coy&cil Consent Agenda - Grant Awards G-i: Utah Dept.of Transportation,Railroad Safety Grant 2022 Misc. Grants $1O1,OO5.00 Round 3 Department:Community&Neighborhoods Prepared By: Mark Stephens/Ann Garcia The Dept of Community&Neighborhood,Division of Engineering applied for and received$101,005.00 for the Utah Railroad Safety Grant 2022(Round 3)for safety improvements to the railroad crossing at 4900 West 700 South. Planned safety improvements include widening the roadway,improving sight distance by raising the street grade approach, adding sidewalk on the south side of the crossing,adding bike lanes,and replacing the railroad crossing signals. This grant has no match requirement and is a continuation of the project already funded by Round 1 and Round 2 of the Railroad Safety Grant program. A public hearing was held on October 4,2022. G-2: State of Utah,Department of Public Safety First Responder Mental Misc. Grants $31,98O.00 Health Services Grant Department:Police Department Prepared By: Shellie Dietrich/Ann Garcia The Salt Lake City Police Department applied for and has received a$31,980 grant award from The State of Utah,Department of Public Safety under the First Responder Mental Health Services Program.The funds are to enhance its Wellness and Peer Support Program.The department plans to purchase three neurofeedback or"brain training"systems. These systems are being used in public safety agencies to improve symptoms of post-traumatic stress disorder,sleeping difficulties,anxiety, trauma,panic,depression and more. There is an Annual Subscription of$1,995 and the Police Department will fund to sustain the program. A public hearing was held on 04/04/2023 for the grant application on this award. G-3:Marathon Petroleum Community Investment,Marathon Misc. Grants $4,400.00 Petroleum Department:Fire Department Prepared By: Brittany Blair/Ann Garcia The Fire Department submitted an application to Marathon Petroleum and was awarded$4,400 for their Training Division. These funds would be used to improve the Training Tower with a Multitrae 4 gas system and PID monitor.The equipment will be used in training for responses to gas related and hazard incidents. No match is required. A public hearing will be held for this grant application on 04/04/2023. G-4: Utah Department of Health-Bureau of Emergency Medical Services(EMS)Grant, FY23 Per Capita Allocation Misc. Grants $7,354.00 Department:Fire Department Prepared By:Brittany Blair/Ann Garcia **FUNDING INCREASE** On 3/30/23,the State of Utah informed the city they were increasing the per capita grant funding under this program grant for FY2023 to$18,302. This will be an increase of$7,354 to the Fire Cost Center 72-72304 budget. The Fire Department applied for and was awarded$10,948 of grant funding from the Utah Department of Health,Bureau of Emergency Medical Services.This funding will be used towards the purchase of medical equipment relating to the provision of Emergency Medical Services as funding permits. Council approved this award under consent agenda*3,on September 6,2022. A Public Hearing was held on 4-5-22 for the grant application on this award. 1 Fiscal Year 2022-23 Consent Agenda#8 Initiative Number/Name Fund Expenditure Amount Revenue Amount Ongoing or One-time FrEs Section G: Council Consent Agenda-Grant AwardsW IF 1 Utah Dept.of Transportation,Railroad Safety Grant 2022 Misc Grants 101,005.00 One Time o Round 3 2 State of Utah,Department of Public Safety First Responder Mental Health Services Misc Grants 31,980.00 One Time 0 Grant 3 Marathon Petroleum Community Investment,Marathon Petroleum Misc Grants 4,400.00 One Time o 4 Utah Department of Health-Bureau of Emergency Medical Services(EMS)Grant, Misc Grants 7,354.00 One Time 0 FY23 Per Capita Allocation Section I: Council Added Items Total of Budget Amendment Items 0.00 144,739.00 0 Signature: Alejandro Sanc ez(Apr 11,202314:37 MDT) Email: alejandro.sanchez@slcgov.com ERIN MENDENHALL OFFICE OF THE MAYOR Mayorv� L9 srn= =Arj CITY COUNCIL TRANSMITTAL Date Received.. 4/3/2023 Rac el Otto, Chief of Staff Date Sent to Council: 4/3/2023 TO: Salt Lake City Council DATE 4/3/2023 Darin Mano, Chair FROM: Rachel Otto, Chief of Staff Office of the Mayor SUBJECT: Board Appointment Recommendation: Sister Cities Board STAFF CONTACT: April Patterson April.Patterson@slcgov.com DOCUMENT TYPE: Board Appointment Recommendation: Sister Cities Board RECOMMENDATION: The Administration recommends the Council consider the recommendation in the attached letter from the Mayor and appoint Ricardo Becerra a member of the Sister Cities Board. P.O. BOX 145474 451 SOUTH STATE STREET, ROOM 306 WWW.SLCMAYOR.COM SALT LAKE CITY, UT 841 14-5474 TEL 801-535-7704 ERIN MENDENHALL OFFICE OF THE MAYOR Mayorv� L9 srn= =Arj April 3, 2023 Salt Lake City Council 451 S State Street Room 304 PO Box 145476 Salt Lake City, UT 84114 Dear Council Member Mano, Listed below is my recommendation for the membership appointment for Sister Cities Board. Ricardo Becerra to be appointed for a four year term, starting from date of City Council advice and consent and term ending on Monday,July 6, 2027. I respectfully ask for your consideration and support for this appointment. Respectfully, Erin Mendenhall,Mayor cc: file P.O. BOX 145474 451 SOUTH STATE STREET, ROOM 306 WWW.SLCMAYOR.COM SALT LAKE CITY, UT 841 14-5474 TEL 801-535-7704 ERIN MENDENHALL OFFICE OF THE MAYOR Mayorv� L9 srn= =Arj CITY COUNCIL TRANSMITTAL C1 Gt,C Date Received: 4/6/2023 Rac el Otto, Chief of Staff Date Sent to Council: 4/6/2023 TO: Salt Lake City Council DATE 4/6/2023 Darin Mano, Chair FROM: Rachel Otto, Chief of Staff Office of the Mayor SUBJECT: Board Appointment Recommendation: Sister Cities Advisory Board STAFF CONTACT: April Patterson April.Patterson@slcgov.com DOCUMENT TYPE: Board Appointment Recommendation: Sister Cities Advisory Board RECOMMENDATION: The Administration recommends the Council consider the recommendation in the attached letter from the Mayor and appoint Ronald Joe Zeidner a member of the Sister Cities Advisory Board. P.O. BOX 145474 451 SOUTH STATE STREET, ROOM 306 WWW.SLCMAYOR.COM SALT LAKE CITY, UT 841 14-5474 TEL 801-535-7704 ERIN MENDENHALL OFFICE OF THE MAYOR Mayorv� L9 srn= =Arj April 6, 2023 Salt Lake City Council 451 S State Street Room 304 PO Box 145476 Salt Lake City, UT 84114 Dear Council Member Mano, Listed below is my recommendation for the membership appointment for Sister Cities Advisory Board. Ronald Joe Zeidner to be appointed for a four year term, starting from date of City Council advice and consent and term ending on Tuesday, July 6, 2027. I respectfully ask for your consideration and support for this appointment. Respectfully, Erin Mendenhall, Mayor cc: file P.O. BOX 145474 451 SOUTH STATE STREET, ROOM 306 WWW.SLCMAYOR.COM SALT LAKE CITY, UT 841 14-5474 TEL 801-535-7704 ERIN MENDENHALL OFFICE OF THE MAYOR Mayorv� L9 srn= =Arj CITY COUNCIL TRANSMITTAL C1 Gt,C Date Received: 4/6/2023 Rac el Otto, Chief of Staff Date Sent to Council: 4/6/2023 TO: Salt Lake City Council DATE 4/6/2023 Darin Mano, Chair FROM: Rachel Otto, Chief of Staff Office of the Mayor SUBJECT: Board Appointment Recommendation: Sister Cities Advisory Board STAFF CONTACT: April Patterson April.Patterson@slcgov.com DOCUMENT TYPE: Board Appointment Recommendation: Sister Cities Advisory Board RECOMMENDATION: The Administration recommends the Council consider the recommendation in the attached letter from the Mayor and appoint Ahimara Suarez a member of the Sister Cities Advisory Board. P.O. BOX 145474 451 SOUTH STATE STREET, ROOM 306 WWW.SLCMAYOR.COM SALT LAKE CITY, UT 841 14-5474 TEL 801-535-7704 ERIN MENDENHALL OFFICE OF THE MAYOR Mayorv� L9 srn= =Arj April 6, 2023 Salt Lake City Council 451 S State Street Room 304 PO Box 145476 Salt Lake City, UT 84114 Dear Council Member Mano, Listed below is my recommendation for the membership appointment for Sister Cities Advisory Board. Ahimara Suarez to be appointed for a four year term, starting from date of City Council advice and consent and term ending on Tuesday, July 6, 2027. I respectfully ask for your consideration and support for this appointment. Respectfully, Erin Mendenhall, Mayor cc: file P.O. BOX 145474 451 SOUTH STATE STREET, ROOM 306 WWW.SLCMAYOR.COM SALT LAKE CITY, UT 841 14-5474 TEL 801-535-7704 ERIN MENDENHALL OFFICE OF THE MAYOR Mayorv� L9 srn= =Arj CITY COUNCIL TRANSMITTAL Date Received: 3/23/2023 Rac el Otto, Chief of Staff Date Sent to Council: 3/23/2023 TO: Salt Lake City Council DATE 3/23/2023 Darin Mano, Chair FROM: Rachel Otto, Chief of Staff Office of the Mayor SUBJECT: Board Re-Appointment Recommendation: Sister Cities Board STAFF CONTACT: April Patterson April.Patterson@slcgov.com DOCUMENT TYPE: Board Re-Appointment Recommendation: Sister Cities Board RECOMMENDATION: The Administration recommends the Council consider the recommendation in the attached letter from the Mayor and re-appoint Olga Efimova as a non- voting member of the Sister Cities Board. P.O. BOX 145474 451 SOUTH STATE STREET, ROOM 306 WWW.SLCMAYOR.COM SALT LAKE CITY, UT 841 14-5474 TEL 801-535-7704 EFJN MENDENHALL OFFICE OF THE MAYOR Mayorv� L9 srn= =Arj March 23, 2023 Salt Lake City Council 451 S State Street Room 304 PO Box 145476 Salt Lake City, UT 84114 Dear Council Member Mano, Listed below is my recommendation for the membership re-appointment for Sister Cities Board. Olga Efimova to be re-appointed as a non-voting member for four year term, starting from date of City Council advice and consent and term ending on Tuesday,July 6, 2027. I respectfully ask for your consideration and support for this appointment. Respectfully, Erin Mendenhall,Mayor cc: file P.O. BOX 145474 451 SOUTH STATE STREET, ROOM 306 WWW.SLCMAYOR.COM SALT LAKE CITY, UT 841 14-5474 TEL 801-535-7704 ERIN MENDENHALL OFFICE OF THE MAYOR Mayorv� L9 srn= =Arj CITY COUNCIL TRANSMITTAL Date Received: 3/23/2023 Rac el Otto, Chief of Staff Date Sent to Council: 3/23/2023 TO: Salt Lake City Council DATE 3/23/2023 Darin Mano, Chair FROM: Rachel Otto, Chief of Staff Office of the Mayor SUBJECT: Board Re-Appointment Recommendation: Sister Cities Board STAFF CONTACT: April Patterson April.Patterson@slcgov.com DOCUMENT TYPE: Board Re-Appointment Recommendation: Sister Cities Board RECOMMENDATION: The Administration recommends the Council consider the recommendation in the attached letter from the Mayor and re-appoint Sheri Sorensen as non- voting member of the Sister Cities Board. P.O. BOX 145474 451 SOUTH STATE STREET, ROOM 306 WWW.SLCMAYOR.COM SALT LAKE CITY, UT 841 14-5474 TEL 801-535-7704 EFJN MENDENHALL OFFICE OF THE MAYOR Mayorv� L9 srn= =Arj March 23, 2023 Salt Lake City Council 451 S State Street Room 304 PO Box 145476 Salt Lake City, UT 84114 Dear Council Member Mano, Listed below is my recommendation for the membership re-appointment for Sister Cities Board. Sheri Sorensen to be re-appointed as a non-voting member for a year term starting from the date of City Council consent and sending on Tuesday,July 6, 2027. I respectfully ask for your consideration and support for this appointment. Respectfully, Erin Mendenhall,Mayor cc: file P.O. BOX 145474 451 SOUTH STATE STREET, ROOM 306 WWW.SLCMAYOR.COM SALT LAKE CITY, UT 841 14-5474 TEL 801-535-7704