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12/08/2020CITY OF GRAND TERRACE CITY COUNCIL, CITY COUNCIL AS THE SUCCESSOR AGENCY TO THE COMMUNITY REDEVELOPMENT AGENCY AND HOUSING AUTHORITY [AMENDED] AGENDA ● DECEMBER 8, 2020 Council Chambers Regular Meeting 6:00 PM Grand Terrace Civic Center ● 22795 Barton Road City of Grand Terrace Page 1 PUBLIC ADVISORY: THE COUNCIL CHAMBER IS NOW OPEN TO THE PUBLIC!! Beginning June 15, 2020, the City of Grand Terrace will reopen its public meetings. Therefore, the regular meeting of the City Council for December 8, 2020 is open to the public. Please be advised that face masks are required, social distancing will be practiced, and occupancy limits will be enforced. Please note that Pursuant to Section 3 of Executive Order N-29-20, issued by Governor Newsom on March 17, 2020, the regular meeting of the City Council for December 8, 2020 will also be conducted telephonically through Zoom and broadcast live on the City’s website. COMMENTS FROM THE PUBLIC The public is encouraged to address the City Council on any matter posted on the agenda or on any other matter within its jurisdiction. If you wish to address the City Council, you are invited to provide your name to the City Clerk who will be compiling a list of speakers. Speakers will be called upon by the Mayor at the appropriate time and each person is allowed three (3) minutes speaking time. If you would like to participate telephonically and speak on an agenda item, you can access the meeting by dialing the following telephone number and you will be placed in the waiting room, muted until it is your turn to speak: *67 1-669-900-9128 Enter Meeting ID: 811 5686 2986 Password: 266658 The City wants you to know that you can also submit your comments by email to ccpubliccomment@grandterrace-ca.gov. To give the City Clerk adequate time to print out your comments for consideration at the meeting, please submit your written comments prior to 5:00 p.m.; or if you are unable to email, please call the City Clerk’s Office at (909) 824-6621 x230 by 5:00 p.m. If you wish to have your comments read to the City Council during the appropriate Public Comment period, please indicate in the Subject Line “FOR PUBLIC COMMENT” and list the item number you wish to comment on. Comments that you want read to the City Council will be subject to the three (3) minute time limitation (approximately 350 words). Pursuant to the provisions of the Brown Act, no action may be taken on a matter unless it is listed on the agenda, or unless certain emergency or special circumstances exist. The City Council may direct staff to investigate and/or schedule certain matters for consideration at a future City Council meeting. PLEASE NOTE: Copies of staff reports and supporting documentation pertaining to each item on this agenda are available for public viewing and inspection at City Hall, 1st Floor Lobby Area and 2nd Floor Reception Area during regular business hours and on the City’s website www.grandterrace-ca.gov. For further information regarding agenda items, please contact the office of the City Clerk at (909) 824-6621 x230, or via e-mail at dthomas@grandterrace-ca.gov. Agenda Grand Terrace City Council, Successor Agency and Housing Authority December 8, 2020 City of Grand Terrace Page 2 Any documents provided to a majority of the City Council regarding any item on this agenda will be made available for public inspection in the City Clerk’s office at City Hall located at 22795 Barton Road during normal business hours. In addition, such documents will be posted on the City’s website at www.grandterrace-ca.gov. AMERICANS WITH DISABILITIES ACT In compliance with the Americans with Disabilities Act, if you need special assistance to participate in this meeting, please contact the City Clerk’s Office, (909) 824-6621 x230 at least 48 hours prior to the advertised starting time of the meeting. This will enable the City to make reasonable arrangements to ensure accessibility to this meeting. Later requests will be accommodated to the extent feasible. CALL TO ORDER Convene City Council, City Council as the Successor Agency to the Community Redevelopment Agency and Housing Authority. Pledge of Allegiance Roll Call Attendee Name Present Absent Late Arrived Mayor Darcy McNaboe    Mayor Pro Tem Doug Wilson    Council Member Sylvia Robles    Council Member Bill Hussey    Council Member Jeff Allen    A. ELECTION RESULTS 1. Declaration of Results for the November 3, 2020 Municipal Election RECOMMENDATION: ADOPT A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GRAND TERRACE, CALIFORNIA, RECITING THE FACT OF THE CONSOLIDATED MUNICIPAL ELECTION HELD ON NOVEMBER 3, 2020, ACCEPTING THE OFFICIAL CANVASS AND OFFICIAL STATEMENT OF VOTES CAST FROM THE SAN BERNARDINO COUNTY REGISTRAR RECORDER/COUNTY CLERK, AND DECLARING THE RESULTS THEREOF DEPARTMENT: CITY CLERK B. SPECIAL PRESENTATIONS - NONE Agenda Grand Terrace City Council, Successor Agency and Housing Authority December 8, 2020 City of Grand Terrace Page 3 C. INSTALLATION OF OFFICERS AND OATHS OF OFFICE D. REORDERING OF, ADDITIONS TO, OR REMOVAL OF ITEMS FROM THE AGENDA E. CONSENT CALENDAR The following Consent Calendar items are expected to be routine and noncontroversial. They will be acted upon by the City Council at one time without discussion. Any Council Member, Staff Member, or Citizen may request removal of an item from the Consent calendar for discussion. 1. Waive Full Reading of Ordinances on Agenda DEPARTMENT: CITY CLERK 2. Approval of Minutes – Regular Meeting – 10/27/2020 DEPARTMENT: CITY CLERK 3. Approval of Minutes – Regular Meeting – 11/10/2020 DEPARTMENT: CITY CLERK 4. City Department Monthly Activity Report - October 2020 RECOMMENDATION: Receive and file. DEPARTMENT: CITY MANAGER 5. Adoption of a Resolution Regarding the Preparing of the 2021 Local Appointments List and Posting of the Same RECOMMENDATION: ADOPT A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GRAND TERRACE, CALIFORNIA, REGARDING THE PREPARATION OF THE 2021 LOCAL APPOINTMENTS LIST AND POSTING OF THE SAME DEPARTMENT: CITY CLERK 6. Approval of the October-2020 Check Register in the Amount of $192,886.42 RECOMMENDATION: Approve the Check Register No. 10312020 in the amount of $192,886.42 as submitted, for the period ending October 31, 2020. DEPARTMENT: FINANCE Agenda Grand Terrace City Council, Successor Agency and Housing Authority December 8, 2020 City of Grand Terrace Page 4 Agenda Item E.7 is a City Council and City Council as the Successor Agency to the Community Redevelopment Agency item. 7. Treasurer's Report as of June 30, 2020 RECOMMENDATION: Receive and file the Treasurer's Report for the period ending June 30, 2020. DEPARTMENT: FINANCE 8. Approval of the Revised Annual Appropriation Limits for Fiscal Years 2019-2020 and 2020-2021 RECOMMENDATION: Adopt the following two resolutions: (1) A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GRAND TERRACE, CALIFORNIA, AMENDING RESOLUTION 2019-18 BY REVISING THE APPROPRIATIONS LIMIT FOR FISCAL YEAR 2019-20, INCLUDING THE ADOPTION OF THE PRICE FACTOR AND POPULATION CHANGE FACTOR FOR THE APPROPRIATIONS LIMIT CALCULATION (2) A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GRAND TERRACE, CALIFORNIA, AMENDING RESOLUTION 2020-20 BY REVISING THE APPROPRIATIONS LIMIT FOR FISCAL YEAR 2020-21, INCLUDING THE ADOPTION OF THE PRICE FACTOR AND POPULATION CHANGE FACTOR FOR THE APPROPRIATIONS LIMIT CALCULATION DEPARTMENT: FINANCE 9. Community Benefit Fund Grand Award to Living-4-Giving Foundation in the Amount of $1,695 RECOMMENDATION: Approve the Community Benefit Fund grant application from the Living-4-Giving Foundation in the amount of $1,695 to support the Grand Terrace High School Seniors Class of 2021 Blue Mountain Hike. DEPARTMENT: CITY MANAGER 10. Approval of a Comprehensive Employer-Employee Relations Resolution RECOMMENDATION: Adopt RESOLUTION NO. ____ ENTITLED A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GRAND TERRACE, CALIFORNIA ADOPTING A COMPREHENSIVE EMPLOYER-EMPLOYEE RELATIONS RESOLUTION PERTAINING TO COMMUNICATIONS AND LABOR RELATIONS BETWEEN THE CITY, ITS EMPLOYEES AND ITS EMPLOYEE ORGANIZATIONS DEPARTMENT: CITY MANAGER Agenda Grand Terrace City Council, Successor Agency and Housing Authority December 8, 2020 City of Grand Terrace Page 5 F. PUBLIC COMMENT This is the opportunity for members of the public to comment on any items not appearing on the regular agenda. Because of restrictions contained in California Law, the City Council may not discuss or act on any item not on the agenda, but may briefly respond to statements made or ask a question for clarification. The Mayor may also request a brief response from staff to questions raised during public comment or may request a matter be agendized for a future meeting. G. PUBLIC HEARINGS - NONE H. UNFINISHED BUSINESS - NONE I. NEW BUSINESS 11. Selection of Mayor Pro Tempore RECOMMENDATION: Select a Council Member to serve as Mayor Pro Tempore for a term of two years until the next regular election. DEPARTMENT: CITY CLERK 12. Mayor's Appointments to Boards, Commissions, and Committees RECOMMENDATION: Mayor to Appoint Representatives to the various Boards, Commissions, and Committees for Council Approval. DEPARTMENT: CITY CLERK 13. Amendment of April 19, 2017 Memorandum of Understanding with Lewis Land Developers, LLC and the City of Grand Terrace RECOMMENDATION: Approve Amendment to Memorandum of Understanding with Lewis Land Developers, LLC. and Authorize the Mayor to Execute Subject to City Attorney Approval as to Form DEPARTMENT: CITY MANAGER J. REQUESTS FOR FUTURE AGENDA ITEMS BY CITY COUNCIL - NONE Agenda Grand Terrace City Council, Successor Agency and Housing Authority December 8, 2020 City of Grand Terrace Page 6 K. CITY COUNCIL COMMUNICATIONS Council Member Jeff Allen Council Member Bill Hussey Council Member Sylvia Robles Mayor Pro Tem Doug Wilson Mayor Darcy McNaboe L. CITY MANAGER COMMUNICATIONS M. RECESS TO CLOSED SESSION CLOSED SESSION 1. PUBLIC EMPLOYEE PERFORMANCE EVALUATION, pursuant to Government Code Section 54957.6 Title: City Manager RECONVENE TO OPEN SESSION REPORT OUT OF CLOSED SESSION N. ADJOURN The Next Regular City Council Meeting will be held on Tuesday, January 12, 2021 at 6:00 PM. Any request to have an item placed on a future agenda must be made in writing and submitted to the City Clerk’s office and the request will be processed in accordance with Council Procedures. AGENDA REPORT MEETING DATE: December 8, 2020 Council Item TITLE: Declaration of Results for the November 3, 2020 Municipal Election PRESENTED BY: Debra Thomas, City Clerk RECOMMENDATION: ADOPT A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GRAND TERRACE, CALIFORNIA, RECITING THE FACT OF THE CONSOLIDATED MUNICIPAL ELECTION HELD ON NOVEMBER 3, 2020, ACCEPTING THE OFFICIAL CANVASS AND OFFICIAL STATEMENT OF VOTES CAST FROM THE SAN BERNARDINO COUNTY REGISTRAR RECORDER/COUNTY CLERK, AND DECLARING THE RESULTS THEREOF 2030 VISION STATEMENT: This staff report supports all adopted Goals of the City Council’s 2030 Vision and supports all adopted Core Values. BACKGROUND: The City of Grand Terrace consolidated with the San Bernardino County Registrar of Voters its November 3, 2020 Statewide General Municipal Election for three (3) positions of four-year Council Members. In accordance with the Elections Code, the San Bernardino County Registrar of Voters completed the official canvass and issued the certified results on December 1, 2020. DISCUSSION: The Elections Code requires the City Council to adopt a resolution reciting the fact of the election and declare the results not later than the next, regular, scheduled City Council meeting following the presentation of the canvass of the returns, or at a Special Meeting called for this purpose. Adoption of the attached Resolution will satisfy the requirements to declare the results and authorize the presentation of the Oath of Office to the elected Council Members. FISCAL IMPACT: None. ATTACHMENTS: A.1 Packet Pg. 7 • 2020-XX CC Reso - Certification of Election Results (DOCX) • Exhibit A - District Total Canvass_20201201094824089 (PDF) APPROVALS: Debra Thomas Completed 12/01/2020 2:17 PM City Attorney Completed 12/02/2020 10:35 AM Finance Completed 12/02/2020 11:57 AM City Manager Completed 12/02/2020 1:35 PM City Council Pending 12/08/2020 6:00 PM A.1 Packet Pg. 8 Reso No. 2020-xx Page 1 of 2 December 8, 2020 RESOLUTION NO. 2020-xx A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GRAND TERRACE, CALIFORNIA, RECITING THE FACT OF THE CONSOLIDATED MUNICIPAL ELECTION HELD ON NOVEMBER 3, 2020, ACCEPTING THE OFFICIAL CANVASS AND OFFICIAL STATEMENT OF VOTES CAST FROM THE SAN BERNARDINO COUNTY REGISTRAR RECORDER/COUNTY CLERK, AND DECLARING THE RESULTS THEREOF WHEREAS, a Consolidated General Municipal Election was held and conducted in the City of Grand Terrace, California, on Tuesday, November 3, 2020, as required by law; and WHEREAS a notice of the election was given in time, form and manner as provided by law; that voting precincts were properly established; that the election officers were appointed and that in all respects the election was held and conducted and the votes were cast, received and canvassed and the returns made and declared in time, form and manner as required by the provisions of the Elections Code of the State of California for the holding of elections in general law cities; and WHEREAS, the San Bernardino County Registrar of Voters canvassed the returns of the election and has certified the results to this City Council, the results are received, attached and made a part hereof as “Exhibit A.” NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF GRAND TERRACE, CALIFORNIA, DOES RESOLVE, DECLARE, DETERMINE AND ORDER AS FOLLOWS: SECTION 1. Per Election Code 10264, the City Clerk shall enter on the record of the City Council of the City, a statement of the result of the election showing: (a) The whole number of ballots cast in the City; (b) The names of the persons voted for; (c) For what office each person was voted for; and (d) The number of votes given at each precinct to each person. SECTION 2. The whole number of ballots cast in the precincts except vote by mail voter ballots was 1,948. That the whole number of vote by mail voter ballots cast in the City was 9,995, making a total of 11,943 ballots cast in the City. SECTION 3. (a) The names of persons voted for at the election for three (3) Members of the City Council for a four-year term are as follows: Sylva A. Robles William “Bill” A. Hussey Jeff Allen Jeremy Briggs Ken H. Stewart Jeffrey McConnell A.1.a Packet Pg. 9 At t a c h m e n t : 2 0 2 0 - X X C C R e s o - C e r t i f i c a t i o n o f E l e c t i o n R e s u l t s [ R e v i s i o n 1 ] ( C e r t i f i c a t i o n o f E l e c t i o n R e s u l t s ) Reso No. 2020-xx Page 2 of 2 December 8, 2020 SECTION 4. The number of votes given at each precinct to each person and the number of votes given in the City to each person for the respective offices are listed on Exhibit "A", attached. SECTION 5. The City Council does hereby declare and determine that: (a) Sylvia Robles was elected as Council Member for a four-year term; and (b) Bill Hussey was elected as a Council Member for a four-year term; and (c) Jeff Allen was elected as a Council Member for a four-year term. SECTION 6. Per Election Code 10265, the City Clerk shall immediately make and deliver to each of the person so elected a Certificate of Election signed by the City Clerk and authenticated; that the City Clerk shall also administer to each person elected the Oath of Office prescribed in the Constitution of the State of California and shall have them subscribe to it and file it in the office of the City Clerk. Each and all of the persons so elected shall then be inducted into the respective office to which they were elected. SECTION 7. That the City Clerk shall certify to the passage and adopting of this Resolution and enter it into the book of original Resolutions. PASSED, APPROVED AND ADOPTED by the City Council of the City of Grand Terrace, California, at a regular meeting held on the 8th day of December 2020. ____________________________ Darcy McNaboe Mayor ATTEST: ___________________________ Debra L. Thomas City Clerk APPROVED AS TO FORM: ___________________________ Adrian R. Guerra City Attorney A.1.a Packet Pg. 10 At t a c h m e n t : 2 0 2 0 - X X C C R e s o - C e r t i f i c a t i o n o f E l e c t i o n R e s u l t s [ R e v i s i o n 1 ] ( C e r t i f i c a t i o n o f E l e c t i o n R e s u l t s ) 1 City of Grand Terrace Member, City Council 11111111 Re g i s t e r e d Vo t e r s Vo t e r s C a s t Tu r n o u t ( % ) JE R E M Y CE C I L BR I G G S JE F F A L L E N WI L L I A M "B I L L " A . HU S S E Y KE N H . ST E W A R T JE F F R E Y MC C O N N E L L SY L V I A A . RO B L E S Ov e r V o t e s Un d e r V o t e s United States Representative, District 31 Total 7624 6323 82.94 % 1171 1827 2940 1678 1757 2570 6 7020 State Senator, District 20 Total 7624 6323 82.94 % 1171 1827 2940 1678 1757 2570 6 7020 State Assembly, District 47 Total 7624 6323 82.94 % 1171 1827 2940 1678 1757 2570 6 7020 State of California, Board of Equalization, District 4 Total 7624 6323 82.94 % 1171 1827 2940 1678 1757 2570 6 7020 County of San Bernardino Total 7624 6323 82.94 % 1171 1827 2940 1678 1757 2570 6 7020 Board of Supervisors, District 3 Total 7624 6323 82.94 % 1171 1827 2940 1678 1757 2570 6 7020 City of Grand Terrace Total 7624 6323 82.94 % 1171 1827 2940 1678 1757 2570 6 7020 Printed: Tuesday, December 1, 2020 9:48 AM Page 143 of 173Data Refreshed: Tuesday, December 1, 2020 9:47 AM County of San Bernardino San Bernardino 2020 General Statement of Vote - District Total Canvass Election Date: November 3, 2020 A.1.b Packet Pg. 11 At t a c h m e n t : E x h i b i t A - D i s t r i c t T o t a l C a n v a s s _ 2 0 2 0 1 2 0 1 0 9 4 8 2 4 0 8 9 ( C e r t i f i c a t i o n o f E l e c t i o n R e s u l t s ) CITY OF GRAND TERRACE CITY COUNCIL MINUTES ● OCTOBER 27, 2020 Council Chambers Regular Meeting 6:00 PM Grand Terrace Civic Center ● 22795 Barton Road City of Grand Terrace Page 1 CALL TO ORDER Convene City Council Pledge of Allegiance The Pledge of Allegiance was led by Mayor Darcy McNaboe. Attendee Name Title Status Arrived Darcy McNaboe Mayor Present Doug Wilson Mayor Pro Tem Present Sylvia Robles Council Member Absent Bill Hussey Council Member Present Jeff Allen Council Member Present G. Harold Duffey City Manager Present Adrian Guerra City Attorney Present Debra Thomas City Clerk Present Steven Weiss Planning & Development Services Director Present Craig Bradshaw Interim Public Works Director Present Cynthia A. Fortune Assistant City Manager Absent A. SPECIAL PRESENTATIONS - NONE B. REORDERING OF, ADDITIONS TO, OR REMOVAL OF ITEMS FROM THE AGENDA None. C. CONSENT CALENDAR E.2 Packet Pg. 12 Mi n u t e s A c c e p t a n c e : M i n u t e s o f O c t 2 7 , 2 0 2 0 6 : 0 0 P M ( C o n s e n t C a l e n d a r ) Minutes Grand Terrace City Council October 27, 2020 City of Grand Terrace Page 2 RESULT: APPROVED [UNANIMOUS] MOVER: Jeff Allen, Council Member SECONDER: Bill Hussey, Council Member AYES: Darcy McNaboe, Doug Wilson, Bill Hussey, Jeff Allen ABSENT: Sylvia Robles 1. Waive Full Reading of Ordinances on Agenda DEPARTMENT: CITY CLERK 2. Approval of Minutes – Regular Meeting – 10/13/2020 3. Approval of the September-2020 Check Register in the Amount of $567,034.67 APPROVE THE CHECK REGISTER NO. 09302020 IN THE AMOUNT OF $567,034.67 AS SUBMITTED, FOR THE PERIOD ENDING SEPTEMBER 30, 2020. 4. Termination of Emergency Declaration for the Rehabilitation of Grand Terrace Road, North of Newport Avenue, Accepting Such Work as Complete, and Authorizing the Filing of a Notice of Completion Related Thereto ADOPT A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GRAND TERRACE, CALIFORNIA FINDING AND DETERMINING THAT THE EMERGENCY REHABILITATION OF GRAND TERRACE ROAD, NORTH OF NEWPORT AVENUE, HAS BEEN COMPLETED IN A MANNER THAT ADDRESSES THE EMERGENCY EVENT DECLARED BY RESOLUTION NO. 2020-31 AND, THEREFORE, TERMINATING THE ACTIONS AUTHORIZED THEREUNDER; AND FURTHER ACCEPTING THEREOF; AND AUTHORIZING THE FILING OF A NOTICE OF COMPLETION RELATED THERETO 5. Request by Grocery Outlet for a Waiver of City Fees Related to a Thanksgiving Food Distribution Special Event WAIVE THE SPECIAL EVENT FILING AND PERMITTING FEES IN THE AMOUNT OF $310.00 FOR GROCERY OUTLET'S THANKSGIVING FOOD DISTRIBUTION D. PUBLIC COMMENT Ken Stewart, Grand Terrace recommended the following items be addressed by City Council: • Place a stop sign at Whistler and De Berry Streets • Offer tax incentives or other incentives that potential residents can use • Provide safety to the residents on the west side of the City from fire, debris, and displaced individuals • Address displaced individuals E.2 Packet Pg. 13 Mi n u t e s A c c e p t a n c e : M i n u t e s o f O c t 2 7 , 2 0 2 0 6 : 0 0 P M ( C o n s e n t C a l e n d a r ) Minutes Grand Terrace City Council October 27, 2020 City of Grand Terrace Page 3 E. PUBLIC HEARINGS - NONE F. UNFINISHED BUSINESS - NONE G. NEW BUSINESS 6. Approve the Proposed Coronavirus Relief Funds (CRF) Programs and the Corresponding Revenue and Expense Appropriations G. Harold Duffey, City Manager gave the PowerPoint presentation for this item. APPROVE THE PROPOSED PROGRAMS AND THE REVENUE AND EXPENSE APPROPRIATIONS OF $153,425 IN ADDITIONAL CORONAVIRUS RELIEF FUNDS (CRF) RECEIVED FROM THE COUNTY OF SAN BERNARDINO'S CRF ALLOCATION FROM THE U.S. TREASURY DEPARTMENT RESULT: APPROVED [UNANIMOUS] MOVER: Doug Wilson, Mayor Pro Tem SECONDER: Jeff Allen, Council Member AYES: Darcy McNaboe, Doug Wilson, Bill Hussey, Jeff Allen ABSENT: Sylvia Robles 7. Ordinance and Resolution Adopting and Establishing Procurement Procedures for Public Projects Per the Uniform Public Construction Cost Accounting Act and for Maintenance Work Adrian Guerra, City Attorney gave the PowerPoint presentation for this item. (1) ADOPT A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GRAND TERRACE ELECTING TO BECOME SUBJECT TO THE UNIFORM PUBLIC CONSTRUCTION COST ACCOUNTING ACT. (2) CONDUCT FIRST READING BY TITLE ONLY AND WAIVE FURTHER READING OF AN ORDINANCE ADDING CHAPTER 3.26 TO TITLE 3 AND AMENDING SECTION 3.24.060 OF CHAPTER 3.24 OF TITLE 3 OF THE GRAND TERRACE MUNICIPAL CODE, WHICH ESTABLISH PROCUREMENT PROCEDURES FOR PUBLIC PROJECTS, PURSUANT TO THE UNIFORM PUBLIC CONSTRUCTION COST ACCOUNTING ACT, AND FOR MAINTENANCE WORK. E.2 Packet Pg. 14 Mi n u t e s A c c e p t a n c e : M i n u t e s o f O c t 2 7 , 2 0 2 0 6 : 0 0 P M ( C o n s e n t C a l e n d a r ) Minutes Grand Terrace City Council October 27, 2020 City of Grand Terrace Page 4 RESULT: APPROVED [UNANIMOUS] MOVER: Jeff Allen, Council Member SECONDER: Bill Hussey, Council Member AYES: Darcy McNaboe, Doug Wilson, Bill Hussey, Jeff Allen ABSENT: Sylvia Robles 8. California High Speed Rail Authority - Authorization to Enter into Reimbursement Agreement and Issuance of Comment Letter Steve Weiss, Planning & Development Services Director gave the PowerPoint presentation for this item. 1. AUTHORIZE THE CITY ATTORNEY TO PREPARE A REIMBURSEMENT AGREEMENT WITH THE CALIFORNIA HIGH SPEED RAIL AUTHORITY (CHSRA), CONSISTENT WITH THE SAMPLE AGREEMENT PROVIDED BY THE CHSRA, TO REIMBURSE THE CITY FOR COSTS RELATED TO TECHNICAL/ENGINEERING REVIEW SUPPORT AND RELATED WORK, AND AUTHORIZE THE CITY MANAGER TO EXECUTE IT SUBJECT TO CITY ATTORNEY APPROVAL AS TO FORM; AND 2. AUTHORIZE THE MAYOR TO SIGN ENVIRONMENTAL NOTICE OF INTENT/NOTICE OF PREPARATION COMMENT LETTER TO THE CHSRA. RESULT: APPROVED [UNANIMOUS] MOVER: Jeff Allen, Council Member SECONDER: Doug Wilson, Mayor Pro Tem AYES: Darcy McNaboe, Doug Wilson, Bill Hussey, Jeff Allen ABSENT: Sylvia Robles H. REQUESTS FOR FUTURE AGENDA ITEMS BY CITY COUNCIL Pursuant to City Council policy set forth in the 2030 Vision and 2014 ‐2020 Strategic Plan, if a City Council Member is interested in a task or project that will require more than one hour of staff time to complete, the item will be agendized to ask the City Council if time should be spent on preparing a report on the proposed item. In accordance with this policy, this is the opportunity for City Council Members to request that an item be placed on a future agenda and authorize staff to prepare an agenda report. To ensure compliance with the Brown Act, the request shall be submitted to the City Manager at least one week in advance of the meeting so that the topic can be included on the agenda under this section. In order for any listed item to be placed on a future agenda, the City Council must act by formal motion (i.e., requires a motion and a second) to direct the City Manager to place the item on a future agenda. Pursuant to the requirements of the Brown Act, no other items may be considered other than those listed below. E.2 Packet Pg. 15 Mi n u t e s A c c e p t a n c e : M i n u t e s o f O c t 2 7 , 2 0 2 0 6 : 0 0 P M ( C o n s e n t C a l e n d a r ) Minutes Grand Terrace City Council October 27, 2020 City of Grand Terrace Page 5 1. Motion: Enforcement (or Condition of Approval) for 24-Hour Security Patrol for Apartments in the City Requested by: Council Member Bill Hussey The motion was amended to remove the term 24-hour security patrol and the item will be brought back for discussion to determine what the City can enforce regarding security at apartment complexes. RESULT: ADOPTED [UNANIMOUS] MOVER: Bill Hussey, Council Member SECONDER: Darcy McNaboe, Mayor AYES: Darcy McNaboe, Doug Wilson, Bill Hussey, Jeff Allen ABSENT: Sylvia Robles I. CITY COUNCIL COMMUNICATIONS Council Member Jeff Allen Nothing to Report. Council Member Bill Hussey Nothing to Report. Council Member Sylvia Robles Absent. Mayor Pro Tem Doug Wilson Mayor Pro Tem Doug Wilson attended the League of California Cities Annual Conference & Expo 2020. To view report, click here. Mayor Darcy McNaboe On October 14, 2020, Mayor Darcy McNaboe attended the San Bernardino County Transportation Authority General Policy Committee Meeting and on October 15, 2020, she attended the SBCTA Metro Valley Study Session. To view report, click here. J. CITY MANAGER COMMUNICATIONS None. K. CLOSED SESSION - NONE E.2 Packet Pg. 16 Mi n u t e s A c c e p t a n c e : M i n u t e s o f O c t 2 7 , 2 0 2 0 6 : 0 0 P M ( C o n s e n t C a l e n d a r ) Minutes Grand Terrace City Council October 27, 2020 City of Grand Terrace Page 6 L. ADJOURN E.2 Packet Pg. 17 Mi n u t e s A c c e p t a n c e : M i n u t e s o f O c t 2 7 , 2 0 2 0 6 : 0 0 P M ( C o n s e n t C a l e n d a r ) CITY OF GRAND TERRACE CITY COUNCIL MINUTES ● NOVEMBER 10, 2020 Council Chambers Regular Meeting 6:00 PM Grand Terrace Civic Center ● 22795 Barton Road City of Grand Terrace Page 1 CALL TO ORDER Convene City Council. PLEDGE OF ALLEGIANCE The Pledge of Allegiance was led by Council Member Bill Hussey. Attendee Name Title Status Arrived Darcy McNaboe Mayor Present Doug Wilson Mayor Pro Tem Remote Sylvia Robles Council Member Present Bill Hussey Council Member Present Jeff Allen Council Member Present G. Harold Duffey City Manager Present Adrian Guerra City Attorney Present Debra Thomas City Clerk Present Steven Weiss Planning & Development Services Director Remote Craig Bradshaw Interim Public Works Director Remote Cynthia A. Fortune Assistant City Manager Remote A. SPECIAL PRESENTATIONS - NONE B. REORDERING OF, ADDITIONS TO, OR REMOVAL OF ITEMS FROM THE AGENDA C. CONSENT CALENDAR Debra Thomas, City Clerk removed Agenda Item No. C.2 Approval of Minutes – Regular Meeting – 10/27/2020 form the Consent Calendar and will bring those minutes back to City Council for approval at the December 8, 2020 Regular Meeting of the City Council. E.3 Packet Pg. 18 Mi n u t e s A c c e p t a n c e : M i n u t e s o f N o v 1 0 , 2 0 2 0 6 : 0 0 P M ( C o n s e n t C a l e n d a r ) Minutes Grand Terrace City Council November 10, 2020 City of Grand Terrace Page 2 RESULT: APPROVED [UNANIMOUS] MOVER: Sylvia Robles, Council Member SECONDER: Doug Wilson, Mayor Pro Tem AYES: McNaboe, Wilson, Robles, Hussey, Allen 1. Waive Full Reading of Ordinances on Agenda 2. September 10, 2020 Parks & Recreation Advisory Committee Meeting Minutes RECEIVE AND FILE. 3. City Department Monthly Activity Report - September 2020 RECEIVE AND FILE. 4. Second Reading and Adoption of an Ordinance Establishing Procurement Procedures for Public Projects Pursuant to the Uniform Public Construction Cost Accounting Act and for Maintenance Work CONDUCT SECOND READING BY TITLE ONLY, WAIVE FURTHER READING OF, AND ADOPT AN ORDINANCE ADDING CHAPTER 3.26 TO TITLE 3 AND AMENDING SECTION 3.24.060 OF CHAPTER 3.24 OF TITLE 3 OF THE GRAND TERRACE MUNICIPAL CODE, WHICH ESTABLISHES PROCUREMENT PROCEDURES FOR PUBLIC PROJECTS, PURSUANT TO THE UNIFORM PUBLIC CONSTRUCTION COST ACCOUNTING ACT, AND FOR MAINTENANCE WORK. D. PUBLIC COMMENT None. E. PUBLIC HEARINGS - NONE F. UNFINISHED BUSINESS - NONE G. NEW BUSINESS 5. Assignment of Agreement for Option to Purchase Real Property Located at 21893 Barton Road, Grand Terrace, California G. Harold Duffey, City Manager gave the PowerPoint presentation for this item. APPROVE ASSIGNMENT AGREEMENT WITH DIBA REAL ESTATE INVESTMENTS LLC, FOR ASSIGNMENT OF OPTION TO PURCHASE REAL PROPERTY LOCATED AT 21893 BARTON ROAD E.3 Packet Pg. 19 Mi n u t e s A c c e p t a n c e : M i n u t e s o f N o v 1 0 , 2 0 2 0 6 : 0 0 P M ( C o n s e n t C a l e n d a r ) Minutes Grand Terrace City Council November 10, 2020 City of Grand Terrace Page 3 RESULT: APPROVED [UNANIMOUS] MOVER: Sylvia Robles, Council Member SECONDER: Jeff Allen, Council Member AYES: McNaboe, Wilson, Robles, Hussey, Allen 6. Appropriation of San Bernardino County CARES Act Infrastructure Funding (Incl. City Match) for City Hall/Library HVAC Improvements & Replacement Cynthia Fortune, Assistant City Manager gave the PowerPoint presentation for this item. 1. APPROVE THE REVENUE AND EXPENSE APPROPRIATIONS IN THE AMOUNT OF $267,700 RESPECTIVELY (INCLUDES CITY’S MATCHING FUNDS), FOR THE CITY’S APPROVED SAN BERNARDINO COUNTY CARES ACT CORONAVIRUS RELIEF FUNDS INFRASTRUCTURE PROJECT (CITY HALL/LIBRARY HVAC IMPROVEMENTS & REPLACEMENT); AND 2. APPROVE THE APPROPRIATION OF $60,425 FROM THE FACILITIES DEVELOPMENT IMPACT FEES (DIF) FUND TO BE USED AS PART OF THE CITY’S MATCHING FUNDS FOR THE ABOVE-MENTIONED PROJECT (THE ABOVE-MENTIONED $267,700 INCLUDES THIS APPROPRIATION OF $60,425). RESULT: APPROVED [UNANIMOUS] MOVER: Jeff Allen, Council Member SECONDER: Doug Wilson, Mayor Pro Tem AYES: McNaboe, Wilson, Robles, Hussey, Allen 7. City Hall Closure During the 2020 Holidays G. Harold Duffey, City Manager gave the PowerPoint presentation for this item. RECEIVE AND FILE THE REPORT ON THE CLOSURE OF CITY HALL FROM THURSDAY, DECEMBER 24, 2020 THROUGH FRIDAY, JANUARY 1, 2021. RESULT: APPROVED [UNANIMOUS] MOVER: Doug Wilson, Mayor Pro Tem SECONDER: Jeff Allen, Council Member AYES: McNaboe, Wilson, Robles, Hussey, Allen H. REQUESTS FOR FUTURE AGENDA ITEMS BY CITY COUNCIL 1. Motion: Discuss Options City Council May Have to Address the Condemned Building Located at 22130 Barton Road Owned by Colton Joint Unified School District Requested by: Council Member Bill Hussey E.3 Packet Pg. 20 Mi n u t e s A c c e p t a n c e : M i n u t e s o f N o v 1 0 , 2 0 2 0 6 : 0 0 P M ( C o n s e n t C a l e n d a r ) Minutes Grand Terrace City Council November 10, 2020 City of Grand Terrace Page 4 RESULT: ADOPTED [UNANIMOUS] MOVER: Bill Hussey, Council Member SECONDER: Doug Wilson, Mayor Pro Tem AYES: McNaboe, Wilson, Robles, Hussey, Allen I. CITY COUNCIL COMMUNICATIONS Council Member Jeff Allen Nothing to Report. Council Member Bill Hussey Nothing to Report. Council Member Sylvia Robles Nothing to Report. Mayor Pro Tem Doug Wilson Nothing to Report. Mayor Darcy McNaboe On November 4, 2020, Mayor Darcy McNaboe attended the Omnitrans Board of Directors meeting and the San Bernardino Council of Governments Board of Directors meeting. To view report, click here. J. CITY MANAGER COMMUNICATIONS None. K. RECESS TO CLOSED SESSION Mayor McNaboe recessed the regular meeting of City Council at 6:45 p.m. CLOSED SESSION 1. CONFERENCE WITH LABOR NEGOTIATORS, pursuant to Government Code Section 54957.6 Agency Designated Representatives: G. Harold Duffey, City Manager Cynthia Fortune, Assistant City Manager Adrian R. Guerra, City Attorney Colin Tanner, Deputy City Attorney Employee Organization: Teamsters Local 1932 E.3 Packet Pg. 21 Mi n u t e s A c c e p t a n c e : M i n u t e s o f N o v 1 0 , 2 0 2 0 6 : 0 0 P M ( C o n s e n t C a l e n d a r ) Minutes Grand Terrace City Council November 10, 2020 City of Grand Terrace Page 5 2. CONFERENCE WITH REAL PROPERTY NEGOTIATORS, pursuant to Government Code Section 54956.8 Property: 22325 Barton Road (APN 1167-311-02-0000) City Negotiator: G. Harold Duffey, City Manager Negotiating parties: RBP Grand Terrace RE LLC Under negotiation: Price and terms of payment 3. CONFERENCE WITH REAL PROPERTY NEGOTIATORS, pursuant to Government Code Section 54956.8 Property: APN 1167-151-22-0000 APN 1167-151-68-0000 APN 1167-151-71-0000 APN 1167-151-74-0000 City negotiator: G. Harold Duffey, City Manager Negotiating parties: Lewis Land Developers, LLC Under negotiation: Price and terms of payment RECONVENE TO OPEN SESSION Mayor McNaboe reconvened the regular meeting of City Council at 7:52 p.m. REPORT OUT OF CLOSED SESSION Agenda Item K.1 - Mayor McNaboe announced there was no reportable action. Agenda Item K.2 - Mayor McNaboe announced there was no reportable action and direction was provided to staff. Agenda Item K.3 – Mayor McNaboe announced there was no reportable action and direction was provided to staff. L. ADJOURN Mayor McNaboe adjourned the Regular Meeting of the City Council at 7:55 p.m. The Next Regular meeting of the City Council will be held on Tuesday, December 8, 2020 at 6:00 p.m. _________________________________ Darcy McNaboe, Mayor of the City of Grand Terrace _________________________________ Debra L. Thomas, City Clerk of the City of Grand Terrace E.3 Packet Pg. 22 Mi n u t e s A c c e p t a n c e : M i n u t e s o f N o v 1 0 , 2 0 2 0 6 : 0 0 P M ( C o n s e n t C a l e n d a r ) AGENDA REPORT MEETING DATE: December 8, 2020 Council Item TITLE: City Department Monthly Activity Report - October 2020 PRESENTED BY: G. Harold Duffey, City Manager RECOMMENDATION: Receive and file. 2030 VISION STATEMENT: This staff report identifies the monthly tasks associated with the delivery of projects to support City Council’s Goals 1) Ensure Our Fiscal Viability - Explore Creative Means to Provide Services and 4) Develop and Implement Successful Partnerships - Work with Local, Regional and State Agencies to secure Funding for Programs and Projects. BACKGROUND: The City Council of Grand Terrace established a 2030 Vision for the City of Grand Terrace and followed up with a 2014-2020 Strategic Plan. The Strategic Plan is a roadmap to ensure that the City remains on target and reaches its overall goals. The 2030 Vision and Strategic Plan will be achieved as staff accomplishes tasks and projects that are aligned with the 2030 Vision goals. The goals include: • Ensure Our Fiscal Viability • Maintain Public Safety • Promote Economic Development • Develop and Implement Successful Partnerships • Engage in Proactive Communications DISCUSSION: This Monthly report includes October 2020 data for each department in the City. The number of projects and activities reported do not reflect everything staff is doing but rather highlights things they have worked on in the past month which may be of interest to City Council and the public. This report is updated monthly and posted to the City’s website on the fourth week of each month. FISCAL IMPACT: The Monthly report has no fiscal impact. The monthly reports do not provide budgetary status. The Finance Department will continue to produce individual monthly financial reports which are separate from the Department monthly reports. ATTACHMENTS: • October 2020 Monthly Report (PDF) E.4 Packet Pg. 23 APPROVALS: G. Harold Duffey Completed 12/02/2020 8:54 AM City Attorney Completed 12/02/2020 10:12 AM Finance Completed 12/02/2020 10:29 AM City Manager Completed 12/02/2020 5:01 PM City Council Pending 12/08/2020 6:00 PM E.4 Packet Pg. 24 MONTHLY REPORT October 2020 PRESENTED BY THE CITY MANAGER’S OFFICE E.4.a Packet Pg. 25 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) E.4.a Packet Pg. 26 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) i Organizational Chart .........................................................................................1 City Clerk ...........................................................................................................2 Committee/Commissions ........................................................................7 City Manager .....................................................................................................8 Senior Center ....................................................................................... 12 Senior Bus Program ............................................................................. 15 Communications ................................................................................... 20 Planning and Development ............................................................................ 24 Code Enforcement ............................................................................... 38 Weekend Code ..................................................................................... 39 Parking/Graffiti ................................................................................ 39, 40 Animal Control ...................................................................................... 41 Public Works .................................................................................................. 45 Engineering Division ............................................................................. 46 Maintenance ......................................................................................... 47 Park Maintenance ................................................................................ 52 Burrtec Waste Generation Report ........................................................ 53 Public Works Administration ................................................................. 55 CIP Project Contracts ........................................................................... 56 Sheriff’s Contract ............................................................................................ 57 Law Enforcement Services ................................................................... 58 San Bernardino County Fire ........................................................................... 60 Emergency Management Services ...................................................... 61 E.4.a Packet Pg. 27 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) CITY MANAGER Organization Chart City Manager City Clerk Planning & Development Public Works Finance Public Safety Agenda Processing Land Use Planning Engineering Accounting Fire District Elections Planning Commission NPDES Budgeting & Purchasing Law Enforcement Records Management Building & Safety Storm Drain Maintenance Payroll FPPC Filings Code Enforcement Facilities Maintenance Treasury Public Records Enforcement Program Parks Maintenance Senior Bus Program Page | 1 E.4.a Packet Pg. 28 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) City of Grand Terrace City Clerk’s Department City Clerk •Agenda Processing •Elections •Records Management •FPPC Filings •Public Records Page | 2 E.4.a Packet Pg. 29 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) City of Grand Terrace City Clerk’s Department . DATE: December 1, 2020 TO: G. Harold Duffey, City Manager City Manager’s Office FROM: Debra Thomas, City Clerk City Clerk’s Office SUBJECT: OCTOBER 2020 CITY CLERK MONTHLY REPORT This monthly report is presented to the City Manager to keep him informed of the activities and responsibilities within the City Clerk’s Department over the last six (6) months. The City Clerk’s Office is staffed with one position that includes the City Clerk. The primary responsibilities for this department are Council Support Services, Records Management, Administrative Processing, Board Administration and Election Services. Each of these functions require a collaborative effort between the department staff to ensure that all components within the process are completed from origin to file. As the official records manager for all City documents it is imperative that this process be accurate to ensure the preservation of the City’s history. AGENDAS/POSTINGS The City Clerk is responsible for preparing agendas and postings for all City Council Regular and Special Meetings, as well as for the Housing Authority and Successor Agency to the Community Redevelopment Agency. The total number of agendas processed for the month of October 2020 is two (2), spending a total of sixteen (16) hours preparing the agenda packet producing 379 pages. AGENDA PROCESSING/POSTING MONTH Regular Meeting Special Meeting Totals May 2 2 4 June 2 0 2 July 2 0 2 August 2 1 3 September 2 0 2 October 2 0 2 Total Processed 12 3 15 Page | 3 E.4.a Packet Pg. 30 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) RESOLUTIONS & ORDINANCES The City Clerk is responsible for the security of all official City records including Resolutions. Additionally, it is the City Clerk’s responsibility to ensure those Resolutions are executed, certified, and published, when appropriate. It is also the responsibility of the City Clerk to ensure all City Council Ordinances presented to Council have been certified and made available for review by the public. The City Clerk must coordinate with the local adjudicated newspaper to publish Ordinance summaries for its first and second readings. The number of Resolutions processed for the month of October is two (2) and the number of Ordinances processed for the month of October is zero (0). RESOLUTIONS AND ORDINANCES PROCESSED RESOLUTIONS ORDINANCES MONTHLY TOTALS May 4 2 6 June 10 0 10 July 5 1 6 August 3 0 3 September 2 0 2 October 2 0 2 Total Processed 26 3 29 RECOGNITION ACTIVITY Its purpose is to recognize individuals, groups, and events of significance to the Grand Terrace community by the issuance of Certificates, Recognition, Acknowledgment and Commendation Pins. It is the responsibility of the City Clerk to ensure that all signatures of City Council are obtained on the document, coordinate attendance at Council meetings for the individual, group or event representative to accept the recognition, as well as prepare Council with all necessary information to present the recognition if presentation will be held at another venue. For the month of October 2020, one Commendation (1) was prepared on behalf of the City Council. Month Certificate of Acknowledgment w/Pin Certificate of Recognition w/Pin Commendation w/Pin In Memoriam Adjournments Certificate of Participation Proclamation Total May 0 1 0 0 0 1 2 June 0 1 0 0 0 0 1 July 0 0 0 1 0 0 1 August 0 9 0 1 0 0 10 September 0 0 0 0 0 0 0 October 0 0 1 0 0 0 1 Total 0 11 1 2 0 1 15 Page | 4 E.4.a Packet Pg. 31 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) CONTRACTS AND AGREEMENTS PROCESSED The City Clerk works closely with the City Council and is responsible for processing follow-up documentation. Management of these documents include contracts and agreements and it is the responsibility of the City Clerk to obtain signatures, distribute originals, log, scan, and file. For the month of October 2020, Council approved two (2) agreements. CONTRACTS & AGREEMENTS PROCESSED May 4 June 2 July 5 August 1 September 3 October 2 Total 17 RECORDS REQUESTS The City Clerk’s office received eight (8) Requests for Copies of Public Records for the month of October 2020. Eight (8) requests were completed within the Government Code Section 6253(c)’s requirement of ten (10) calendar days. The total number of pages provided in response to those requests were 40. RECORDS REQUEST SUMMARY Month Requests Received Completed Within 10 Days Completed with 14-Day Extension # of Pages Provided Letter to Requestor – No Records May 11 11 0 131 5 June 6 6 0 83 1 July 12 7 5 303 5 August 15 15 0 194 0 September 10 10 0 223 3 October 8 8 0 40 1 Total Requests 62 57 0 974 15 Page | 5 E.4.a Packet Pg. 32 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) CUSTOMER SERVICE – TELEPHONE CALLS The City Clerk is responsible for receiving and responding to inquiries and external customer service requests, communicating, coordinating, and responding to internal department requests, external agency cooperation and legislative bodies. For the month of October 2020, the City Clerk’s office responded to 321 telephone calls from residents, contractors, vendors, consultants, and in-house customer service assistance to City staff. TELEPHONE CUSTOMER SERVICE May 367 June 308 July 287 August 205 September 241 October 321 Total Calls 1,729 HISTORICAL & CULTURAL COMMITTEE ACTIVITY The Historical and Cultural Activities Committee preserves the history of Grand Terrace and facilitates cultural activities for the benefit of all citizens in the City. The City Clerk serves as a liaison facilitating communication between the committee and City Manager and City Council, maintains the committee minutes of its proceedings and provides support for the Annual Art Show, Country Fair and City Birthday Party. No activity is reported for the month of July as the Committee has cancelled its 2020 events and meetings due to the COVID-19 pandemic. Month Committee Meeting Emails w/Committee Members & Vendors Written Correspondence w/Committee Members Telephone Calls with Committee Members & Vendors Art Show/Country Fair & City Birthday Prep & Attendance Total # of Hours May 0 0 0 0 0 0 June 0 0 0 0 0 0 July 0 0 0 0 0 0 August 0 0 0 0 0 0 September 0 0 0 0 0 0 October 0 0 0 0 0 0 TOTAL # HOURS 0 0 0 0 0 0 Page | 6 E.4.a Packet Pg. 33 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) COMMITTEES/COMMISSIONS The City Clerk is responsible for maintaining Appointed Committee/Commission Rosters and ensuring that all information is current and up-to-date for each. Listed below are the number of current Appointed City Committees/Commissions, including the number of alternates and vacancies that may exist: COMMITTEES/COMMISSIONS # OF MEMBERS # OF ALTERNATES # OF VACANCIES Historical & Cultural Activities Committee 7 0 0 Planning Commission 5 0 0 Parks & Recreation Committee 5 0 0 Page | 7 E.4.a Packet Pg. 34 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) City of Grand Terrace City Manager’s Office City Manager’s Office •City Manager’s Office •Human Resources •Senior Center Page | 8 E.4.a Packet Pg. 35 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) DATE: December 1, 2020 TO: G. Harold Duffey, City Manager City Manager’s Office FROM: Debra L. Thomas, City Clerk SUBJECT: October-2020 Monthly Services Report This monthly report is presented to the City Manager to keep the City Manager and Policy Makers informed of the activities within the City Manager’s Office and programs administered by the office to meet service demands. The tasks and projects identified within the monthly report represent programs administered by the City Manager’s Office. The projects identified in this report do not represent the City Manager’s Office’s larger policy and fiscal oversight. Reports on those issues are presented to the Council in separate and distinct reports. The attached monthly report addresses the City Manager’s Office administration of the following activities:  Human Resources  Senior Center  Finance (currently ACM is Acting Finance Director)  IT and Communications OUR MISSION To preserve and protect our community and its exceptional quality of life through thoughtful planning, within the constraints of a fiscally responsible government. OUR VISION Grand Terrace is an exceptionally safe and well managed City, known for its natural beauty and recreational opportunities; a vibrant and diverse local economy; a place where residents enjoy an outstanding quality of life that fosters pride and an engaged community, encouraging families to come and remain for generations. Page | 9 E.4.a Packet Pg. 36 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) HUMAN RESOURCES Mission: It is the mission of human resources to support the organization in meeting its mission and goals through one of its most valuable resources - its PEOPLE. Values: Develop An attitude of teamwork and quality in our day-to-day operations and create an atmosphere that fosters camaraderie, fellowships, challenges, and safety. Increase Participation in City and community activities while seeking knowledge, enthusiasm, and an improved quality of life for ourselves, co-workers, and the community. Respect Team member values that may be different from our own and accept responsibility for promoting ethical and legal conduct in personal and business practices. Communicate In a candid and fair manner with the diverse workforce from whom our City derives its strength. CORE SERVICES 1. Hiring the most qualified employees by: pre-planning staffing needs, ensuring an effective internal interview process, conducting thorough reference checks. 2. Properly balancing the needs of the employees and the needs of the organization. 3. Ensuring a diverse workforce in a safe and discrimination/harassment free environment by: maintaining compliance with employment laws and government regulations, providing management and employee training, and developing policies and procedures. 4. Providing training and development in areas of: effective leadership and career development of employees, and, employment law and government regulation. 5. Retaining our valued employees by: assuring effective leadership qualities in our managers; furnishing technical, interpersonal and career development training and coaching; supplying relevant feedback to management; and enhancing two-way communication between employees and management. Page | 10 E.4.a Packet Pg. 37 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) TABLE 1 Recruitment Activity Description Jul- 2020 Aug- 2020 Sept- 2020 Oct- 2020 Nov- 2020 Dec- 2020 Recruitments Initiated 0 1 1 0 Recruitments in Progress 0 0 1 2* Recruitments Pending 0 1 0 0 Applications Processed 0 0 0 8 New Hires Processed 0 0 0 0 Description Jan- 2021 Feb- 2021 Mar- 2021 Apr- 2021 May- 2021 Jun- 2021 Recruitments Initiated Recruitments in Progress Recruitments Pending Applications Received/Processed New Hires Processed Note: *Recruitment for the Senior Accountant positions. TABLE 2 Employee Job Performance Activity Description Jul- 2020 Aug- 2020 Sept2020 Oct- 2020 Nov- 2020 Dec- 2020 Evaluations Processed 6 0 0 0 Description Jan- 2021 Feb- 2021 Mar- 2021 Apr- 2021 May- 2021 Jun- 2021 Evaluations Processed Page | 11 E.4.a Packet Pg. 38 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) SENIOR CENTER Mission: To provide recreational, educational, and social activities for the seniors in the community and to enrich our seniors lives through friendship, activities, education, and nourishment. Core Values: Seniors are recognized as a valuable asset. Seniors have the opportunity to contribute and expand their talents and knowledge. Seniors strengthen our community and benefit personally by their involvement. Seniors have access to a full spectrum of services, including social, emotional, educational, and recreational opportunities appropriate to their unique needs and interests. Seniors are treated respectfully and with dignity. Senior of all economic circumstances are served. TABLE 1 - Senior Center Activities Description Jul- 2020 Aug- 2020 Sept- 2020 Oct- 2020 Nov- 2020 Dec- 2020 Nutrition Program (# of meals served) 875 640 905 725 Homebound Meals 250 315 295 315 Bingo Bridge Bunco Coffee with Megan Exercise Classes Garden Club Morning Glories (quilting) Movies with Solomon Paint Classes Card Game Night (Wednesday) Zumba Kings Corner Cribbage Cell Phone Class Loteria SPECIAL EVENTS Monthly Birthday Celebration Entertainment (2nd Fri. each mo.) Volunteer Meeting Hydration Station Bus Pass Distribution 4th of July Party / Sept Pizza Party / Health Screening Christmas / Holiday Celebration Monthly Summary Attendance (Accounts for a senior participating in any activity/program. One senior may have participated in 2 or more programs, not including meals.) Page | 12 E.4.a Packet Pg. 39 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) Description *Jan -2021 *Feb2021 **Mar-2021 Apr- 2021 May- 2021 Jun- 2021 Nutrition Program (# of meals served) Homebound Meals Arts and Crafts Classes Bingo Bridge Bunco Coffee with Shari Exercise Classes Garden Club Morning Glories (quilting) Movies with Solomon Paint Classes Card Game Night (Wednesday) Zumba Kings Corner Cribbage Cell Phone Class Loteria SPECIAL EVENTS Monthly Birthday Celebration Entertainment (2nd Fri. each mo.) Volunteer Meeting Hydration Station Bus Pass Distribution 4th of July Party / Sept Pizza Party Health Screening Monthly Summary Attendance (Accounts for a senior participating in any activity/program. One senior may have participated in 2 or more programs, not including meals.) ** - Due to COVID-19, the Senior Center will only be providing limited meals. Page | 13 E.4.a Packet Pg. 40 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) 0 100 200 300 400 500 600 700 800 900 July August September October November December 875 640 905 725 0 0 250 315 295 315 0 0 Senior Center (2020-21) July-2020 -December-2020 # of Meals Served Homebound Meals 0 100 200 300 400 500 600 700 800 900 January February March April May June 0 0 0 0 0 000000 0 Senior Center (2020-21) January-2020 -June-2020** # of Meals Served Homebound Meals ** - Due to COVID-19, the Senior Center will only be providing limited meals. Page | 14 E.4.a Packet Pg. 41 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) TABLE 2 Senior Center Blue Mountain Silver Liner # of Passengers Description Jul- 2020 Aug- 2020 Sept- 2020 Oct- 2020 Nov- 2020 Dec- 2020 Within City Limits (Senior Center, Stater Brothers, Library) 135 104 152 141 Outside City Limits (Walmart, 99cent store, Ross) 0 0 0 0 Special Events/Trips 0 0 0 0 Description Jan- 2021 Feb- 2021 Mar- 2021 Apr- 2021 May- 2021 Jun- 2021 Within City Limits (Senior Center, Stater Brothers, Library) Outside City Limits (Walmart, 99cent store, Ross) Special Events/Trips TABLE 3 # of Rides Description Jul- 2020 Aug- 2020 Sept- 2020 Oct- 2020 Nov- 2020 Dec- 2020 Within City Limits (Senior Center, Stater Brothers, Library) 270 208 304 282 Outside City Limits (Walmart, 99cent store, Ross) 0 0 0 0 Special Events/Trips 0 0 0 0 Description Jan- 2021 Feb- 2021 Mar- 2021 Apr- 2021 May- 2021 Jun- 2021 Within City Limits (Senior Center, Stater Brothers, Library) Outside City Limits (Walmart, 99cent store, Ross) Special Events/Trips Page | 15 E.4.a Packet Pg. 42 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) 0 50 100 150 200 250 300 July August September October November December 135 104 152 141 0 0 270 208 304 282 0 0 Senior Transportation July-2020 -December-2020 # of Passengers # of Rides 0 50 100 150 200 250 300 July August September October November December 0 0 0 0 0 000000 0 Senior Transportation January-2020 -June -2020 # of Passengers # of Rides Page | 16 E.4.a Packet Pg. 43 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) Oc-17 7%5% FINANCE Mission: To efficiently and effectively manage the City’s finances, preserve its assets by conforming to the highest ethical standards, implement sound internal controls, and provide meaningful, timely, and accurate financial reporting. Values: Transparency (Accessibility of Information): The Finance Department will ensure openness, clarity and comprehensibility when providing reliable, relevant, and timely financial information to the public. Integrity (Reliability on Information Provided): The Finance Department commits adherence to the highest ethical standards. The financial services provided will be honest, fair, and unbiased. Quality (Commitment to Excellence): The Finance Department will deliver financial services expeditiously and provide valuable support services to other departments and the community. Teamwork (Mutual Respect and Cooperation): The Finance Department will work together collaboratively with others, recognize the role and contribution each person makes, and provide assistance as necessary to achieve the City’s 2030 Mission, Vision and Goals. CORE SERVICES The Finance Department has 4 core services: Accounting, Purchasing, Revenue Management and Treasury. The Finance Department works in partnership with other departments to effectively develop, manage and safeguard the City’s fiscal resources to enable and enhance the delivery of City services and projects. 1. Disbursements – to facilitate timely and accurate payments of the City’s financial obligations which includes vendor payments, employee and resident reimbursements, and payroll. 2. Financial Reporting – to provide accurate and meaningful reporting on the City’s financial condition through the City’s monthly and annual financial reports. 3. Purchasing – to authorize the purchase of quality products in a cost-effective manner. 4. Revenue and Treasury Management – to bill and collect revenue while providing cost- effective financing, investments, and cash collection of the City’s resources to enhance the City’s financial condition. Page | 17 E.4.a Packet Pg. 44 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) TABLE 1 Financial Activity Description Jul- 2020 Aug- 2020 Sept- 2020 Oct- 2020 Nov- 2020 Dec- 2020 Invoices Processed 165 68 87 135 Checks Issued 76 74 65 73 Purchase Orders Established 18 16 20 21 Revenue Receipts Recorded 22 39 12 0 Description Jan- 2021 Feb- 2021 Mar- 2021 Apr- 2021 May- 2021 Jun- 2021 Invoices Processed Checks Issued Purchase Orders Established Revenue Receipts Recorded 76 18 22 68 74 16 39 87 65 20 12 135 73 21 0000 0000 0 0 20 40 60 80 100 120 140 160 Invoices Processed Checks Issued P.Os Established Revenue Receipts Recorded Financial Activity Jul-20 Aug-20 Sep-20 Oct-20 Nov-20 Dec-20 Page | 18 E.4.a Packet Pg. 45 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) FINANCIAL REPORTS SUBMITTED TO CITY COUNCIL: Monthly: 1. Check Register; and 2. General Fund Monthly Financial Report (revenues less expenditures). Quarterly: 1. Business License Report; and 2. Treasurer’s Report (current cash flow and fund balance); and 3. 1st Quarter, Mid-Year and Year-end Financial Reports (General Fund). Annual: Audited Annual Financial Reports for the following: 1. City – all Funds; 2. Measure I – Fund 20; 3. Air Quality Management District (AQMD) – Fund 15; and 4. Housing Authority- Fund 52. 0 0 0 0000 0000 0000 0000 0000 0 0 0.1 0.2 0.3 0.4 0.5 0.6 0.7 0.8 0.9 1 Invoices Processed Checks Issued P.Os Established Revenue Receipts Recorded Financial Activity Jan-20 Feb-19 Mar-21 Apr-21 May-21 Jun-21 Page | 19 E.4.a Packet Pg. 46 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) COMMUNICATIONS Mission: To develop, implement and provide comprehensive internal and external communications for the City and its community. Core Services: Plan, organize and disseminate timely and accurate information and promote awareness of City operations, services, programs, projects, events, and issues to the community. Promote and provide positive and proactive media relations for the City. Disseminate news materials in a timely manner. Initiate and write press releases, public service announcements, articles, and websites for media distribution. Maintain and improve the City’s website for distributing mass media information under various situations. Channel 3: Jul Aug Sep Oct Nov Dec City Council Meeting Replays 62 62 60 62 Activities/Items Added to Slideshow 0 0 0 0 Channel 3: Jan Feb Mar Apr May Jun City Council Meeting Replays Activities/Items Added to Slideshow Eblast Jul Aug Sep Oct Nov Dec Number of E-newsletters Distributed 1 1 8 2 Number of Subscribers 811 819 822 826 Change in Subscribers 9 8 3 4 Number of E-newsletters Opened* No Data No Data No Data No Data No Data No Data Eblast Jan Feb Mar Apr May Jun Number of E-newsletters Distributed Number of Subscribers Change in Subscribers Number of E-newsletters Opened* No Data No Data No Data No Data No Data No Data * New e-newsletter management system does not currently track emails opened. 2020-2021 City Communications Data: Page | 20 E.4.a Packet Pg. 47 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) Facebook Jul Aug Sep Oct Nov Dec Posts 19 8 24 15 Total Reach* 22,753 11,924 20,993 9,575 Total Engagement** 5,341 2,371 3,243 1,474 Page Followers 2,400 2,411 2,416 2,424 New Page Followers 18 11 5 8 Facebook Jan Feb Mar Apr May Jun Posts Total Reach Total Engagement Page Followers New Page Followers * Reach refers to the number of unique people to have seen a post's content. ** Engagement refers to interactions with a post, such as post clicks, Likes, Comments or Shares. 5 Most Popular City Facebook Pages (By % of population) – San Bernardino County % of Pop. 1) Twentynine Palms 27.70% 2) Apple Valley 24.13% 3) Yucca Valley 22.49% 4) Grand Terrace 19.26% 5) Hesperia 16.20% 2,127 2,136 2,144 2,180 2,207 2,276 2,298 2,382 2,400 2,411 2,416 2,424 1,500 1,750 2,000 2,250 2,500 FACEBOOK PAGE FOLLOWERS Page | 21 E.4.a Packet Pg. 48 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) Twitter Jul Aug Sep Oct Nov Dec Tweets 0 0 3 1 Impressions 1,519 1,035 1,467 1,938 Followers 322 329 330 328 New Followers -2 7 1 -2 Twitter Jan Feb Mar Apr May Jun Tweets Impressions Followers New Followers YouTube Jul Aug Sep Oct Nov Dec Video Uploads 2 3 2 2 Video Views 202 137 129 1-0 Subscribers 167 167 166 166 Change in Subscribers 3 0 -1 0 YouTube Jan Feb Mar Apr May Jun Video Uploads Video Views Subscribers Change in Subscribers *** Impressions refers to the number of times a tweet has been seen. 289 291 291 295 307 309 310 324 322 329 330 328 200 225 250 275 300 325 350 TWITTER PAGE FOLLOWERS Page | 22 E.4.a Packet Pg. 49 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) City News Jul Aug Sep Oct Nov Dec Featured (Front Page Article and Image) 0 0 0 0 Articles 3 0 1 1 1/2-Page Ad 1 0 0 0 1/4-Page Ad 2 1 1 1 City News Jan Feb Mar Apr May Jun Featured (Front Page Article and Image) Articles 1/2-Page Ad 1/4-Page Ad AM 1640 Jul Aug Sep Oct Nov Dec Advertisement of City Events 0 0 0 0 AM 1640 Jan Feb Mar Apr May Jun Advertisement of City Events Burrtec Newsletter Jul Aug Sep Oct Nov Dec Bi-Monthly Newsletter 1 0 1 0 Burrtec Newsletter Jan Feb Mar Apr May Jun Bi-Monthly Newsletter Page | 23 E.4.a Packet Pg. 50 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) City of Grand Terrace Planning and Development Services Department Planning & Development •Land Use Planning •Planning Commission •Building & Safety •Code Enforcement •Enforcement Program Page | 24 E.4.a Packet Pg. 51 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) City of Grand Terrace Planning and Development Services Department . DATE: December 1, 2020 TO: G. Harold Duffey, City Manager City Manager’s Office FROM: Planning and Development Services Department SUBJECT: OCTOBER 2020 PLANNING AND DEVELOPMENT SERVICES MONTHLY REPORT This monthly report is presented to the City Manager to keep him informed of the activities within the Planning and Development Services Department, comprised of Planning, Building and Safety, Code Enforcement, Animal Control, and Public Works. OUR MISSION To preserve and protect our community and its exceptional quality of life through thoughtful planning, within the constraints of a fiscally responsible government. OUR VISION Grand Terrace is an exceptionally safe and well managed City, known for its natural beauty and recreational opportunities; a vibrant and diverse local economy; a place where residents enjoy an outstanding quality of life that fosters pride and an engaged community, encouraging families to come and remain for generations. PLANNING DIVISION Planning and Building and Safety Core Services ➢ Permit New Businesses ➢ Permit Alterations to Existing Uses ➢ Zoning Code & General Plan Administration ➢ RDA Dissolution ➢ Planning Commission ➢ Building Permit Issuance ➢ Building Plans Review & Inspections The Planning Division is budgeted for one full time Director and one full time Assistant Planner. Both positions are filled and together constitute a minimum of 320 monthly service hours. Page | 25 E.4.a Packet Pg. 52 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) Activity Summary for Planning Planning Counter Requests for Information: 64 Planning Phone Calls Received: 113 Planning E-mails Received/Answered:570 COVID-19 Related E-mails Received: 113 Application Summary The Planning Division received 25 new applications in October and carried over 15 from the previous month. Action was taken on 23 of them. Minor applications such as a new business, patio cover, or small room additions are handled as a Land Use application and typically processed within 2-3 days. Larger additions over 500 square feet or second dwelling units are handled administratively by staff with noticing, and those projects that are either new development or exceed the Director’s administrative authority are handled as Major Permits and are reviewed by the Planning Commission. Home occupation permits are for home based business, such as consulting, housekeeping, and small craft businesses. Application Summary for October 2020 Applications Number Received Carried Over Completed Under Review Major 0 9 0 9 Administrative 3 3 1 5 Land Use 17 2 17 2 Home Occupation 0 0 0 0 Sign 3 1 4 0 Special Event 1 0 1 0 DAB 1 0 0 1 Total 25 15 23 17 0 2 4 6 8 10 12 14 16 18 Major Administrative Land Use Home Occupation Sign Special Event DAB Applications Received and Carried Over in October 2020 Under Review Completed Carried Over Received Page | 26 E.4.a Packet Pg. 53 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) Applications Received, Approved and/or Under Review Fiscal year 200-2021 to date the Planning Division has received 72 applications for review, 17 applications remained under review. A comprehensive list of the applications and their status is at the end of the Planning Division’s report. A Land Use application for five new businesses were received in October, “Healthcare Packaging Inc.” (Office/Desiccants Sales), “Mazzullis’ Family Kitchen” (Italian Restaurant), “B2 Resources Corporation” (Staffing Services), “The Wholeness Empowerment Group” (Social Worker Services), and “Health Redesigned LLC, DBA Senior Helpers San Bernardino.” (Office for Non-Medical Home Care Services). Planning also received one Land Use application proposing a business expansion for “Custom Wellness” (Health Coach/Personal Training). Overall Land Use applications are the most predominant applications that the Planning Division processes. Seventeen Land Use applications were received in October. 0 10 20 30 40 50 60 Major Administrative Land Use Home Occupation Signs Special Event DAB Zoning Verification Applications Received Fiscal Year to Date July August September October November December January February March April May June 3 2 6 2 4 Land Use Applications Wall/Fence Shed Patio Covers/Sunroom Pools New business Minor Improvements Temporary Uses/Special Events Page | 27 E.4.a Packet Pg. 54 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) Projects in Plan Check or Under Construction Projects in Plan Check or Under Construction Date Submitted Case No. Applicant Description Location Status 3/29/2019 SA 19-04 E 19-03 Leonardo and Anel Aguayo Single Family Residence 0275-083-09 Under Construction 10/23/2018 SA 18-10 V 18-02 E 18-10 Crestwood Communities 17 Detached Single-Family Residences Pico Street and Kingfisher Under Construction 4/14/2016 SA 16-01 V 16-01 TTM 16-01 E 16-05 Aegis Builders, Darryl Moore Planned Residential Development – 17 Lots and 17 to-Story Housing Units 22404 Van Burren Under Construction 5/11/2018 ASA 18-06 E 18-06 Tim Boyes Two lots Grading Plans 0276-431-21, 22 Under Construction 8/19/2019 SA 19-08 V 19-01 Troy Rogers Taco Bell 22172 Barton Road Under Construction Landscaping 1st Plan Check 3/11/2020 11/15/2020 SA 18-04 E 17-09 Todd Kesseler Single Family Residence 23400 Westwood Street Under Construction Development Advisory Board (DAB) The Development Advisory Board is made up of the Planning and Development Services Director, Public Works Director, Consultant Building Official, Fire Marshal’s Office, the RHWCO Superintendent, and Colton Wastewater. The DAB meets to review conceptual plans for various projects and new development applications, and is conducted free of charge. No DAB meetings took place during the month of October; however, one meeting was received and scheduled for the month of November. Development Advisory Board (DAB) Date Submitted Case No. Applicant Description Location Status 10/21/2020 DAB 20-06 Condor Energy Storage, LLC Battery Energy Storage System APN: 1167-151-77-0000 Meeting scheduled for 11/2/2020 Planning Commission The Planning Commission reviews new construction, subdivisions, variances and conditional use permits. They also make recommendations on zone changes, zoning code amendments, and general plan changes. There were no Planning Commission meetings held during the month of October. Conforming Uses and Buildings Grants Page | 28 E.4.a Packet Pg. 55 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) The City was awarded funding for its Blue Mountain Trailhead and Trail application and continues to implement the grant. Staff was informed that through the efforts of Assembly Member Reyes, the City is the recipients of a $1.2 Million Dollar Specified Grant for the acquisition and development of the Blue Mountain Trail and Trailhead. This grant is funded through the State Budget and is non-competitive. Staff met with State representatives on August 15, 2019. Grant Status Grant Amount Blue Mountain Trailhead and Trail Grant Submitted on October 1, 2017. Site visit completed in November 2017. Awarded. Community workshop held on 4/11/2019. $212,500 (Estimated Project cost $520,000) Specified Grant - Blue Mountain Trailhead and Trail Grant Non Competitive. Staff met with State Representatives and on August 15, 2019 and March 18, 2020 $1.2 Million Housing Successor Agency The Housing Successor Agency has a current balance of approximately $225,000.00. Each year $50,000 is received from the Successor Agency. On June 15, 2018, title transferred to Aegis Builders, Inc. on the Canal property. Buyer has 18 months to commence construction, and a development application is being processed. The Housing Successor Agency holds the following interests: Property Description 22293 Barton Road Vacant 1.42-acre commercial property. 22317 Barton Road Vacant 1.43-acre commercial property. 11695 Canal Street Vacant 0.80-acre property, designated R3-20. Sold on 6/15/2018 to Aegis Builders, Inc. Buyer has 18 months to commence construction or Agency may repurchase property. 12569 Michigan Street Project completed. The Housing Successor Agency holds covenants on the property for two low income residents. Community Emergency Response Team Due to COVID-19 social distancing restrictions, the regular CERT volunteer meeting scheduled for October 6, 2020, was cancelled. Page | 29 E.4.a Packet Pg. 56 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) Attachment to Planning Division’s Report Applications Received, Approved and/or Under Review Major Applications - Site and Architectural Review Date Submitted Case No. Applicant Description Location Status 8/12/2020 GPA 20-02 SPA 20-02 SA 20-03 CUP 20-01 E 2-03 Greens INV 15 LLC 22317, 22273, 22293 Barton Road Multi Family, Hotel, Restaurant Retail Incomplete on 9/23/2020 3/16/2020 GPA 20-01 ZCA 20-01 Darryl Moore Change of Zoning from R1-7.2 to R2 12266 Michigan Street Incomplete on 4/17/2020 3/16/2020 SA 20-02 TTM 20-01 SP 20-01 E 20-02 Darryl Moore 22 single Homes and TTM 122667 Michigan Street Incomplete on 4/17/2020 5/31/2019 SA 19-05 CUP 19-04 E 19-06 ZC 19-01 MD 19-01 Edwin Renewable Fuels Plastic Recycling and office/educational uses 21801 Barton Road Deemed Incomplete on 6/26/2019. Resubmitted Plans received on 6/2/2020 were distributed for review Staff continues to work with Applicant on Project. 10/2/2018 SA 18-09 TTM 18-02 V 18-01 E 18-08 Aegis Builders, Inc 12 Townhomes 11695 Canal Street Deemed Incomplete on 10/31/2018 & 3/26/2019 New concept drawings reviewed, Incomplete on 7/23/2020 3/27/2018 SA 18-04 E 17-10 Lewis Development Residential Project (707 Homes) 1167-151-22, 68, 71, 73, 74, 75 Incomplete on 3/27/2018 Major Applications – Specific Plan Date Submitted Case No. Applicant Description Location Status 12/8/2017 SP 17-01 E 17-10 Lewis Development Specific Plan East side of the 215 Fwy. Revised draft March 2018. EIR work being performed Page | 30 E.4.a Packet Pg. 57 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) Major Applications – Conditional Use Permit Date Submitted Case No. Applicant Description Location Status 1/2/2019 CUP 19-01 SA 19-03 E 19-05 GrandT-1 Inc. Industrial Semi- Trailer Storage Facility APN: 0275- 191-06, 30 The PC appeal was approved by the City Council on 8/25/020 9/17/2017 CUP 17-08 E 17-07 National Logistics Team Recycling Pallets 21496 Main Street Incomplete on 10/18/2017 & 2/27/2018. Initial Study being prepared Administrative Applications Date Submitted Case No. Applicant Description Location Status 10/22/2020 ASA 20-07 E 20-07 Paul Espino House Addition 12435 Willet Avenue In Review 10/19/2020 ASA 20-06 E 20-06 Khanh Tran House Addition 21910 Vivienda Avenue In Review 10/15/2020 ASA 20-05 E 20-05 Edna Medrano Adult Day Health Care 22400 Barton Road, Unit 200 In Review 9/10/2020 ASA 20-04 E 20-04 Christopher Pena House Addition 23146 Vista Grande Way Approved 11/7/2019 ASA 19-11 E 19-12 Paul Bustos Parking Lot Addition 22038 Van Buren Deemed Incomplete on 12/18/2019 10/28/2019 LL 19-01 Boyes and Sons Lot Line Adjustment 23173 Vista Grande Way Deemed Incomplete on 1/14/2020 Land Use Review Date Submitted Case No. Applicant Description Location Status 10/30/2020 LU 20-92 Efrain Garcia Fence 12026 Preston Street Approved 10/29/2020 LU 20-91 AAA Alumawood Patio Patio 22840 Pico Street Approved 10/29/2020 LU 20-90 Jane Recktenwald Patio 11837 Greenbriar Lane Approved 10/29/2020 LU 20-89 Patricia Acosta POD 22808 Minona Drive Approved 10/22/2020 LU 20-88 Jocelyn Nipsen Non-Medical Home Care 12139 Mt. Vernon Avenue Approved 10/22/2020 LU 20-87 Francisco Madrid Fence/Pilasters 12672 Mt. Vernon Avenue Approved 10/20/2020 LU 20-86 Frances Ohaeri Social Worker 22365 Barton Road Approved 10/20/2020 LU 20-85 Gabriel Huerta Pool and Spa 2298 De Berry Approved 10/20/2020 LU 20-84 Danielle Contreras Retaining Wall/Concrete 22850 Pico Street Approved Page | 31 E.4.a Packet Pg. 58 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) 10/17/2020 LU 20-83 Shilo Luna Wellness Services 12210 Michigan, Suite D Approved 10/16/2020 LU 20-82 B2 Resources Staffing Company 12139 Mt Vernon, Suite 105 Approved 10/14/2020 LU 20-81 Passquale Mazzuli Mazzuli Restaurant 22320 Barton Road Approved 10/13/2020 LU 20-80 Church Fire in Christ Patio Cover 12354 Mt. Vernon Avenue Approved 10/7/2020 LU 20-79 Bran Hollinsgsworth Pool and Spa 12750 Palomino Approved 10/5/2020 LU 20-78 Brandon Davis Wood Fence 22677 Robin Way Approved 10/5/2020 LU 20-77 Robert Crossno Office Sales 12139 Mt. Vernon Approved 10/1/2020 LU 20-76 Sandra Cardenas Temporary Outdoor Dining 22488 Barton Road Approved 8/20/2020 LU 20-51 Alton Green Retaining Wall 22081 De Berry Street Incompleteness Letter 9/16/2020 4/15/2019 LU 19-31 Ricky Komorida Café Lounge 22417 Barton Road Resubmittal received on 6/23/2020 Second Incompleteness letter prepared on 8/17/2020 Sign Application Date Submitted Case No. Applicant Description Location Status 10/21/2020 TEMP SGN 20-16 Morgan Helton Temporary Special Event Signs 22441 Barton Road Approved 10/15/2020 TEMP SGN 20-15 Teresa Craig Estate Sale Redlands Approved 10/13/2020 TEMP SGN 20-14 Alida Venegas Banner Sign 22240 Barton Road Approved 9/8/2020 SIGN 20-04 Taco Bell Wall and Monument 22172 Barton Road Approved Special Event Date Submitted Case No. Applicant Description Location Status 10/2/020 SE 20-03 Grocery Outlet Thanksgiving Food Drive 22441 Barton Road Approved Page | 32 E.4.a Packet Pg. 59 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) BUILDING AND SAFETY DIVISION Building and Safety and Planning Core Services ➢ Permit New Businesses ➢ Permit Alterations to Existing Uses ➢ Zoning Code & General Plan Administration ➢ RDA Dissolution ➢ Planning Commission ➢ Building Permit Issuance ➢ Building Plans Review & Inspections The Building and Safety Division is budgeted for one full time Permit Technician and one full time Building Official. The Building Official position is currently being filled through a contract with Interwest Consulting Group. These two positions constitute up to 240 monthly service hours. Additionally, the Department budgets for plan checking and inspection services. Inspection services are conducted daily. The cost of these services is offset through the collection of fees and deposits. Activity Summary for Building and Safety Building Permit Activity includes 44 permits issued in October. Year to date a total of 161 permits have been issued with a total revenue of $47,269.33. In addition, a total number of 52 customers were assisted at the Building & Safety counter for the month of October. Monthly Revenue Year to Date Revenue $11,090.36 $47,269.33 Permits Issued Permit Activity -October 2020 Applications recv'd (50)Permits issued (44) Permits final (24)Business Occupancies (4) Expired Permits (2) Permit Activity -Year to Date Applications recv'd (173)Permits issued (161) Permits final (117)Business Occupancies (10) Expired Permits (11) Page | 33 E.4.a Packet Pg. 60 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) Permits issued in October include, HVAC replacements, block walls, re-roofs, PV solar, patio covers, and residential remodels. Permits mostly consisted of residential work. * Residential Alteration / Repair consists of: Remodels, Room Additions, Stucco / Siding Work, Interior Demolition / Construction of Walls, Windows, Garage Doors. * Residential Alteration / Repair consists of: Remodels, Room Additions, Stucco / Siding Work, Interior Demolition / Construction of Walls, Windows, Garage Doors. Residential Permits Issued-October 2020 (N) SFR (0)Block Wall (4)Reroofs (10) Water Heater / Plumbing (3)HVAC Mechanical (1)Solar (11) Panel Upgrades / Electrical (5)Patio Covers (3)Res. Alteration / Addition (5) Pool Spa (2) Residential Permits Issued-Year to Date FY 2020-2021 SFR New (1)Block Walls / Retaining Walls (8)Reroofs (44) Water Heater / Plumbing (9)HVAC Mechanical (18)Solar (26) Panel Upgrades / Electrical (18)Patio Covers (7)Residential Alteration / Repair (24) Pools/Spa (2)Grading (0) Page | 34 E.4.a Packet Pg. 61 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) Inspections A total of 55 inspections were conducted in October, with 26 of them being final inspections. Major Projects Under Construction Commercial Permits Issued -Year to Date FY 2020-21 Commercial Tenant Improvement (0) Signs (0) Electrical (2) Demolition (1) 0 50 100 150 200 250 BUILDING ELECTRICAL MECHANICAL PLUMBING DEMOLITION TOTAL NUMBER OF INSPECTIONS CONDUCTED July Aug Sept Oct Nov Dec Jan Feb Mar Apr May June Page | 35 E.4.a Packet Pg. 62 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) Major projects under construction include construction of new single-family residences at 12040 La Cadena Dr., 23400 Westwood St., and 22144 De Berry St. Additionally, a new 2,080 square foot Taco Bell restaurant building is under construction at 22172 Barton Rd. Project Description/Location Status Tim Boyes, Vista Grande Way Parcel Map 16945 – Street Improvement Project & Rough Grading (Vista Grande Way) Grading pre-construction meeting held in June 2019. Anel Aguayo – 12040 La Cadena Dr. 12040 La Cadena Dr. – Precise grading for new single-family residence Sheath/Shear inspection complete Frank Randall 23400 Westwood St. 23400 Westwood St. – Precise grading & new single-family residence Under Construction CM Corp 22172 Barton Rd. 22172 Barton Rd. – Precise grading and street improvements for new 2,080 sq. ft. Taco Bell Under Construction Plan Checking Activity For October 2020, a total number of nine plans were submitted for review and re-submittal. Plans submitted include, PV solar, residential remodel, patio covers, and precise grading. Project Description/Location Status Tim Boyes, Vista Grande Way Parcel Map 16945 – Precise grading for (1) lot / (N) SFR In Plan Check – (N) SFR and precise grading plans issued corrections Richardson’s RV – 12438 Michigan St 12438 Michigan St. – Precise grading for RV parking lot & upgrades to a parts building In Plan Check – Precise grading plans issued corrections Paul Tickner – 22633 Palm Ave. 22633 Palm Ave. – Interior remodel of commercial kitchen for Azure Hills Church In Plan Check – Provided 1st set of corrections to applicant Komos Café – 22417 Barton Rd. 22417 Barton Rd. – Tenant Improvement for Komos Café In Plan Check – Provided 1st set of corrections to applicant Loud Burger – 22497 Barton Rd. 22497 Barton Rd. – Tenant Improvement for Loud Burger In Plan Check – Received 2nd plan review submittal Certificate of Occupancy A Certificate of Occupancy was issued for the following businesses: • Space Between Counseling Services located at 12139 Mt. Vernon Ave. Ste. 200 • Max Window Tinting located at 12210 Michigan St. Unit 10 • Custom Wellness located at 12210 Michigan St. Suite D • So Cal Development and Maintenance located at 21935 Van Buren St. Ste. C-15 Page | 36 E.4.a Packet Pg. 63 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) Public Works Encroachment Permits Five Public Works/Encroachment Permit applications were taken in for the month of October. Five permits were issued for the month, which includes applications that were received in the previous month. 0 10 20 30 40 SoCal Gas Edison Optimum AT&T Other Total Encroachment Permits Issued July Aug Sept Oct Nov Dec Jan Feb Mar Apr May June Page | 37 E.4.a Packet Pg. 64 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) ANIMAL CONTROL AND CODE ENFORCEMENT DIVISION Core Services ➢ Zoning & Municipal Code Enforcement ➢ Animal Control Services ➢ Street Sweeping Traffic Enforcement The Division is budgeted for one full time Officer, a 36-hour Specialist, and a full- time Office Specialist. On-call coverage is provided to handle after hour emergency animal control calls. The City is divided into seven zones, including commercial centers, and the zones are inspected on a continual rotating basis over a two-week period. A set route is driven each day in addition to the zones. The route includes Mount Vernon Avenue, Main Street, Michigan Street, Barton Road, Preston Street, Palm Avenue, Observation Drive, and Van Buren Street. Activity Summary for Code Enforcement Code Enforcement had 69 cases carried over from the previous month, 34 new cases opened, and 26 cases were closed. The Division closed out October with 77 open cases. The chart below demonstrates a breakdown of Code cases by detailing how many cases were carried over from the previous month, opened, closed, and still being addressed. 45 67 71 69 52 70 52 34 33 66 54 26 67 71 69 77 JUL AUG SEP OCT NOV DEC JAN FEB MAR APR MAY JUN 2020/2021 CODE CASES Number of Cases Carried Over Number of Cases Opened Number of Cases Closed Number of Cases In Process Page | 38 E.4.a Packet Pg. 65 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) The following table shows the number of inspections conducted, the number of citations, and corrective notices issued. Column1 Jul Aug Sep Oct Inspections Conducted 85 118 110 66 Notice of Corrections Issued 41 67 33 44 Notice of Violations Issued 24 20 13 10 Citations Issued 7 10 7 7 *The number of corrections issued does not include vehicle related complaints, illegal dumping referred to Burrtec, or homelessness on public property referred Sheriff’s Department. Weekend Code Enforcement Activities The Weekend Animal Control/Code Enforcement Specialist patrols the weekends and conducts zone inspections and scheduled re-inspections. Weekend code enforcement also handles code violations such as unpermitted yard sales, open house signs, and parking violations. The table below demonstrates weekend code enforcement activities by type for this fiscal year. Parking Citations: In October, 326 vehicle related citations were issued; 292 of the citations issued were related to street sweeping enforcement. Street Sweeping in residential areas occurs on the first, second, and third Thursdays of each month. 3 3 4 11 1 0 24 7 10 6 11 1655 3 21 26 27 21 11 17 15 14 JULY AUG SEP OCT Weekend Code Enforcement Graffiti Unpermitted Yard sale signs Open house and other signs Illegal Dumping Follow-up inspections Parking violations Page | 39 E.4.a Packet Pg. 66 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) As of June 4th, Code Enforcement has resumed issuing street sweeping citations for vehicles parked on the street during street sweeping hours which was suspended due to COVID-19. Other parking citations include expired registration, parking on unpaved surfaces, and commercial vehicles in residential areas. Parking citations are issued by Code Enforcement Staff, as well as Sheriff Deputies. Graffiti/Vandalism/Illegal Dumping There was 4 cases of illegal dumping and 11 cases of graffiti reported in October; all cases have been resolved. 216 204 218 292 Jul Aug Sep Oct # o f C i t a t i o n s Street Sweeping Citations Jul Aug Sep Oct Parking Facing Wrong Direction 8 5 5 2 Vehicles Blocking Sidewalk/Driveway 14 12 11 8 Other Parking Violations 8 6 20 4 Expired Registration/Missing plates or tabs 21 3 10 1 Commercial Vehicle Violations 3 0 1 2 Recreational Vehicle Violations 8 1 10 7 Vehicles on Unpaved Surface 2 0 0 2 72 Hour Parking Warning/Cite 15 5 7 8 0 10 20 30 40 50 60 70 80 90 Other Parking Citations 2019/2020 Page | 40 E.4.a Packet Pg. 67 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) Non-Owner Occupied/Rental Property Program There are approximately 377 properties in the Program (number is subject to change as properties get sold or becomes owner occupied) consisting of both single-family units and multiple family units (i.e. apartments, duplexes, triplexes, and quadruplexes). 111 properties are enrolled in the Good Landlord/Tenant Program signifying they have kept well-maintained properties and have passed inspections for 3-4 consecutive years. Property owners in the Good Landlord Program also receive reduced inspection fees and windshield inspections. In August, Code Enforcement issued an Application for Non-Owner Occupied/Rental Inspection to current rental property owners to add additional rental properties, renew information, or if qualified, opt out of the program. Owners may currently opt out of the program if their entire home is owner/family occupied (as a courtesy), if they no longer own the property, or if the property is a condominium in which ownership consists of the interior only. As a result of the notices 14 properties have been approved to opt out of the program. In October, all of the rental properties were inventoried to determine whether they passed the 2020 Annual Inspection on the first try or if they failed because it determines whether properties will continue to be in the Good Landlord Program or be removed. Also, properties entering their 11th year in the program are removed from the Good Landlord Program and revert to first year status. There are 111 properties in the Good Landlord Program for 2021 which is a 26% increase from 88 in 2020. In November, Code Enforcement will issue annual Non-owner Occupied/Rental renewal notices for all properties enrolled in our program and renewal fees are due January 1st. Civic Live There were nine complaints received via Civic Live in October generally pertaining to noise, property maintenance, and vehicle issues. Five cases have been resolved; four cases are still being worked by Code Enforcement. Animal Control Services With the implementation of Animal Control Services, the City has instituted the practice of first making every effort to return stray dogs to its owner, by checking it for tags or microchip. If the owner cannot be identified, the City will place a photograph of the impounded animal on the City’s Facebook page so that owners can reclaim their pet. Animal Control is also working to identify animals via Facebook who have been sent to the animal shelter and have since been returned to their owner so their status can be updated for the public. If the dog is unlicensed the owner will be given a citation, but the fine is dismissed if the dog is licensed within 7 days. Riverside County Department of Animal Services is a month behind on stats. Page | 41 E.4.a Packet Pg. 68 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) Animal Control Sheltering Services Jul Aug Sep Animal Intakes Strays 2 0 3 Stray Dead 3 9 4 Owner Surrender 2 0 0 Other 3 0 1 Total 10 9 8 Animal Disposition Adopted 2 18 2 Returned to Owner 0 0 0 Euthanized 0 2 1 Other 0 0 0 Total 2 20 3 The following stats are from Grand Terrace Animal Control. 0 2 4 6 8 10 12 14 JUL AUG SEP OCT 1 1 2 1 2 1 0 0 1 1 6 1 0 1 4 33 2 0 0 14 11 7 6 0 1 0 0 2 10 1 1 Animal Control Investigations Barking Complaints Unlicensed Dogs Loose Dogs Loose Dogs Returned to Owner Animal Welfare Check Dead Animals Bites Other (unfounded, wildlife, etc.) Page | 42 E.4.a Packet Pg. 69 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) Dog Licensing Revenue $503.00 $581.00 $1,312.00 $1,103.00 $- $200.00 $400.00 $600.00 $800.00 $1,000.00 $1,200.00 $1,400.00 Jul Aug Sep Oct Dog License Revenue (Over the Counter) $253.00 $223.00 $30.00 $186.00 $- $50.00 $100.00 $150.00 $200.00 $250.00 $300.00 Jul Aug Sep Oct Dog License Revenue (Online) Page | 43 E.4.a Packet Pg. 70 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) $756.00 $804.00 $1,342.00 $1,289.00 $- $200.00 $400.00 $600.00 $800.00 $1,000.00 $1,200.00 $1,400.00 $1,600.00 Jul Aug Sep Oct Combined Dog License Revenue Page | 44 E.4.a Packet Pg. 71 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) This page left intentionally blank. E.4.a Packet Pg. 72 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) City of Grand Terrace Public Works Department Public Works • Engineering • Waste Generation Report • Missed Pick-Up Report • Public Works Administration • CIP Contracts Page | 45 E.4.a Packet Pg. 73 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) City of Grand Terrace Public Works Department DATE: December 8, 2020 TO: G. Harold Duffey, City Manager City Manager’s Office FROM: Public Works Department SUBJECT: OCTOBER 2020-MONTHLY REPORT –PUBLIC WORKS DEPARTMENT This monthly report is presented to the City Manager to keep him informed of the activities within the Public Works Maintenance Department. Engineering Division The Engineering Division is responsible for managing the City’s Capital Improvement Program (CIP). This includes for the administration, planning, programming, design, construction management, and construction of capital projects throughout the City. Grant funding (when available) are sought after to supplement project funding. The following table summarizes the current projects, status and associated funding source(s). Project Name Funds Status Fund Source(s) Barton Bridge Replacement Project $ 3,500,000 Preliminary Design Started, technical studies started Fed, State, City Commerce Way Extension $ 5,500,000 Completed Final Design of City Section, coordinating with developer on southern portion and grant funding State, City CIP Year 3 Street Slurry/Resurfacing combined with Year 4 $1,600,000 Assemble Bid Package, funding from LCC bond sale in July State, City HSIP Cycle 8, Mt. Vernon Safety Project $350,000 Received additional grant funding to complete project. Coordinating with contractor to complete project Federal Grant HSIP Cycle 9 Guardrail Project $650,000 Prepared Preliminary Engineering Documents and requested proposals, no proposals submitted Federal Grant EV Charging Stations $180,000 Easement in process for SCE, equipment, submitted grant paperwork MSRC, SCIP, AQMD Grants Grand Terrace, north of Newport Ave. Rehabilitation and Resurfacing $60,000 Joint emergency project with SCE to rehabilitate and resurface street. Project completed. Notice of Completion filed. City Preston Signal Modification $117,000 Project completed Final Payment and Notice of Completion Spring Mountain Ranch Fund, DIF and Insurance Settlement Page | 46 E.4.a Packet Pg. 74 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) WORK RELEASE HOURS Maintenance was supplemented by 392 work releases hours during the month of October. October 2020 REQUEST RECEIVED THIS MONTH REQUEST RESOLVED THIS MONTH REQUEST IN PROCESS CIVICLIVE WORK ORDERS ONLY 80 74 6 REQUEST ROLLOVER FROM PREVIOUS MONTHS 24 TOTAL WORK ORDERS TO BE COMPLETED 30 OCTOBER 2020 (80 work orders) # Status Open Date Resolved Date Type 397982 resolved 10/01/2020 08:52 10/06/2020 Drainage Issues 398240 resolved 10/01/2020 12:14 10/05/2020 Internal Issue with Park/Facility Equipment 398241 resolved 10/01/2020 12:15 10/05/2020 Internal Issue with Park/Facility Equipment 398246 resolved 10/01/2020 12:19 10/06/2020 Water Leak Issue 398862 resolved 10/02/2020 11:03 10/06/2020 Tree Issues 399414 resolved 10/03/2020 16:52 10/05/2020 Illegal Dumping 399413 resolved 10/03/2020 16:52 10/05/2020 Illegal Dumping 399647 resolved 10/04/2020 12:37 10/06/2020 Street Sign issues 400412 resolved 10/05/2020 11:35 10/21/2020 Sidewalk Issues 401299 resolved 10/06/2020 10:45 10/09/2020 Pothole 401490 resolved 10/06/2020 13:17 10/06/2020 Internal Issue with Park/Facility Equipment 401552 resolved 10/06/2020 14:16 10/08/2020 Internal Overgrown Grass/Weeds 401653 resolved 10/06/2020 16:24 10/08/2020 Tree Issues 401911 resolved 10/07/2020 07:10 10/07/2020 Internal Issue with Park/Facility Equipment 402731 resolved 10/08/2020 06:05 10/08/2020 Internal Issue with Park/Facility Equipment 402733 resolved 10/08/2020 06:06 10/08/2020 Internal Issue with Park/Facility Equipment 402734 resolved 10/08/2020 06:08 10/08/2020 Internal Event Set-up/Breakdowns 402986 resolved 10/08/2020 09:35 10/09/2020 Internal Issue with Park/Facility Equipment 402990 resolved 10/08/2020 09:37 10/09/2020 INTERNAL- General Office 402994 resolved 10/08/2020 09:38 10/19/2020 INTERNAL- General Office 403004 resolved 10/08/2020 09:41 10/08/2020 Internal Issue with Park/Facility Equipment 403171 resolved 10/08/2020 12:30 10/09/2020 INTERNAL- General Office CICIVIC LIVE MONTHLY STATS CITY OF GRAND TERRACE Page | 47 E.4.a Packet Pg. 75 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) 403932 resolved 10/09/2020 13:12 10/09/2020 Issue with Park/Facility Equipment 403930 resolved 10/09/2020 13:12 10/09/2020 INTERNAL- General Office 403937 resolved 10/09/2020 13:18 10/14/2020 Water Leak Issue 405412 resolved 10/12/2020 13:38 10/19/2020 Tree Issues 406274 resolved 10/13/2020 12:21 11/05/2020 Drainage Issues 406750 resolved 10/14/2020 06:45 10/15/2020 Graffiti 406979 resolved 10/14/2020 08:55 10/14/2020 INTERNAL- General Office 408227 resolved 10/15/2020 20:11 10/19/2020 Pothole 409195 resolved 10/17/2020 19:51 10/21/2020 Street Sign issues 409445 resolved 10/18/2020 15:02 10/19/2020 Illegal Dumping 410013 resolved 10/19/2020 10:51 10/19/2020 Internal Sidewalk Issue 410045 resolved 10/19/2020 11:04 10/21/2020 Illegal Dumping 410522 resolved 10/20/2020 06:05 10/27/2020 Street Light Issue 411612 resolved 10/21/2020 09:12 10/22/2020 Overgrown Grass / Weeds 411674 resolved 10/21/2020 09:56 10/21/2020 Internal Tree Issues 411869 resolved 10/21/2020 12:37 10/22/2020 Water Leak Issue 412736 received 10/22/2020 11:55 -- Street Sign issues 414655 resolved 10/26/2020 06:07 10/26/2020 Pothole 414663 resolved 10/26/2020 06:17 10/26/2020 Internal Street Sign Issues 414662 resolved 10/26/2020 06:17 10/26/2020 INTERNAL- General Office 414661 resolved 10/26/2020 06:17 10/26/2020 Internal Street Sign Issues 414659 resolved 10/26/2020 06:17 10/26/2020 Internal Issue with Park/Facility Equipment 414658 resolved 10/26/2020 06:17 10/26/2020 Internal Tree Issues 414657 resolved 10/26/2020 06:17 10/26/2020 INTERNAL- General Office 414656 resolved 10/26/2020 06:17 10/26/2020 Internal Sidewalk Issue 414744 resolved 10/26/2020 07:48 10/26/2020 Tree Issues 414976 resolved 10/26/2020 10:35 10/27/2020 Tree Issues 415393 received 10/26/2020 14:37 -- Tree Issues 415390 resolved 10/26/2020 14:37 10/27/2020 Tree Issues 415386 resolved 10/26/2020 14:37 10/27/2020 Tree Issues 415385 resolved 10/26/2020 14:37 10/30/2020 Street Sign issues 415383 resolved 10/26/2020 14:37 10/27/2020 Tree Issues 415381 resolved 10/26/2020 14:37 10/27/2020 Tree Issues 415445 resolved 10/26/2020 15:33 10/28/2020 Tree Issues 415906 resolved 10/27/2020 09:47 10/30/2020 Tree Issues 415905 resolved 10/27/2020 09:47 10/28/2020 Tree Issues 415903 resolved 10/27/2020 09:47 10/27/2020 Tree Issues 415899 resolved 10/27/2020 09:47 10/27/2020 Tree Issues 415898 resolved 10/27/2020 09:47 10/28/2020 Tree Issues 415896 resolved 10/27/2020 09:47 10/28/2020 Tree Issues 415893 resolved 10/27/2020 09:47 10/27/2020 Street Light Issue 416113 resolved 10/27/2020 13:04 10/28/2020 Internal Overgrown Grass/Weeds 416871 resolved 10/28/2020 12:15 10/30/2020 INTERNAL- General Office 416867 resolved 10/28/2020 12:15 10/30/2020 INTERNAL- General Office 416914 resolved 10/28/2020 12:58 10/28/2020 Internal Tree Issues Page | 48 E.4.a Packet Pg. 76 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) 416920 received 10/28/2020 13:03 -- Internal Pothole 416927 resolved 10/28/2020 13:05 11/02/2020 Internal Pothole 416923 resolved 10/28/2020 13:05 11/02/2020 Internal Pothole 416930 received 10/28/2020 13:12 10/28/2020 Pothole 417490 resolved 10/29/2020 09:34 11/03/2020 Tree Issues 417629 resolved 10/29/2020 11:39 10/30/2020 Street Sign issues 417632 resolved 10/29/2020 11:40 11/02/2020 Tree Issues 417631 resolved 10/29/2020 11:40 10/30/2020 Tree Issues 418039 received 10/30/2020 06:21 -- Internal Street Sign Issues 418041 resolved 10/30/2020 06:23 10/30/2020 Internal Overgrown Grass/Weeds 418043 received 10/30/2020 06:25 -- Internal Street Sign Issues 418044 resolved 10/30/2020 06:26 10/30/2020 Internal Tree Issues 418182 resolved 10/30/2020 09:40 11/02/2020 Other Drainage Issues 3% Internal Issue with Park/Facility Equipment 11% Illegal Dumping 5% Internal Event Set- up/BreakDowns 1% INTERNAL-General Office 11%Sidewalk Issues 1%Issue with Park/Facility Equipment 1% Overgrown Grass / Weeds 1%Pothole 5% Tree Issues 25% Street Sign Issues 6% Property Maintenance 0% Internal Street Signs Issues 5% Other 1% Graffiti 1% Water Leak Issue 4% Internal Tree Issues 5% Internal Drainage Issue 0% Internal Sidewalk Issue 3%Internal Overgrown Vegatation 4%Internal Pothole 4% Street Light Issue 3% OCTOBER 2020 CIVIC LIVE WORK ORDERS Page | 49 E.4.a Packet Pg. 77 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) Potholes The table below shows the potholes reported via Civic Live for the current calendar year. It takes on average 8.71 days to have a pothole repaired. Factors that contribute to delays are staffing issues, size of potholes, and readily available supplies dependent on the size of the pothole. No. Location Date Reported Date Repaired # Days Reported By 226532 Michigan St south of Deberry 1/2/2020 1/9/2020 7 Alan 226664 Pico between Michigan/Mt Vernon 1/3/2020 1/21/2020 18 Civic Live 229338 Michigan, De Berry, Mt Vernon 1/8/2020 1/9/2020 1 Civic Live 233311 12344 Whistler 1/16/2020 1/21/2020 5 Civic Live 233401 Barton Rd near dental clinic 1/16/2020 1/21/2020 5 Civic Live 236607 Barton Rd in front of Bank of America 1/16/2020 1/21/2020 5 Civic Live 239008 N Van Buren 1/28/2020 1/28/2020 0 Civic Live 239327 La Cadena/Litton #1land s/b 1/29/2020 1/30/2020 1 Civic Live 240840 Mt Vernon south of Van Buren 1/31/2020 2/3/2020 3 Civic Live 244003 21971 De Berry 2/6/2020 2/10/2020 4 Civic Live 248309 Rosedale from Saville to Palm s/b 2/13/2020 2/14/2020 1 Civic Live 256460 w/b Palm Ave 2/28/2020 3/3/2020 4 Alan 257513 s/b lane of Mt Vernon south of Barton Rd 3/2/2020 3/3/2020 1 Alan 257546 w/b Westwood Ave 3/2/2020 3/3/2020 1 Civic Live 272187 Garden/Pico St 3/27/2020 3/31/2020 4 Civic Live 274101 Warbler/Thrush near gutter 3/31/2020 4/1/2020 1 Civic Live 287828 22430 Pico 4/27/2020 5/15/2020 18 Civic Live 290576 Palm and Observation (cross gutter) 5/1/2020 5/20/2020 19 Ruben 290576 N Jensen and Palm 5/1/2020 5/20/2020 19 Ruben 290576 Barton westbound before Colton city limits 5/1/2020 5/20/2020 19 Ruben 290576 Mt Vernon north of Barton Rd 5/1/2020 5/20/2020 19 Ruben 297007 SW Corner of Van Buren and Michigan 5/12/2020 5/15/2020 3 Kristin 297248 22122 Deberry 5/12/2020 5/15/2020 3 Kristin 300994 12043 Mt Vernon 5/19/2020 5/19/2020 0 Alan Page | 50 E.4.a Packet Pg. 78 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) 290576 Michigan/ Mt Vernon East 5/1/2020 5/20/2020 19 Ruben 290576 Michigan/ Mt Vernon West 5/1/2020 5/20/2020 19 Ruben 290576 La Cadena n/b Palm/Litton 5/1/2020 5/20/2020 19 Ruben 290576 La Cadena s/b Litton/Palm 5/1/2020 5/20/2020 19 Ruben 290576 Michigan/ Pico (cross gutter) 5/1/2020 5/20/2020 19 Ruben 290576 Barton (before Colton) Brudge (Tapout building) 5/1/2020 5/20/2020 19 Ruben 309257 22522 Van Buren St 6/1/2020 6/2/2020 1 Alan 314635 11881 Mt Vernon 6/9/2020 7/13/2020 34 Civic Live 316125 22475 Raven Way 6/10/2020 6/16/2020 6 Civic Live 317516 23064 Barton Rd 6/12/2020 6/22/2020 10 Civic Live 317952 22576 Pico 6/13/2020 6/22/2020 9 Civic Live 319225 22734 De Soto 6/15/2020 6/24/2020 9 Civic Live 347210 22322 Van Buren 7/16/2020 7/28/2020 12 Civic Live 348456 22466 Van Buren 7/19/2020 7/28/2020 9 Civic Live 351402 Mt Vernon s/b #1 north of Van Buren 7/23/2020 7/29/2020 6 Civic Live 352187 Palm Ave past triangle 7/24/2020 7/28/2020 4 Civic Live 357374 12710 Garden 8/1/2020 8/10/2020 9 Civic Live 363976 Litton St 8/11/2020 10/19/2020 Ruben 368575 Van Buren/ Mt Vernon 8/18/2020 10/14/2020 Ruben 371512 Oriole/ De Berry 8/23/2020 Kristin 375412 22735 Raven Way 8/28/2020 10/19/2020 Civic Live 378641 Barton/Mt Vernon 9/2/2020 9/3/2020 1 Ruben 392966 22905 Arliss 9/23/2020 Civic Live 401299 Eastbound lane of Barton Rd 10/6/2020 10/9/2020 3 Civic Live 408227 22735 Raven Way 10/15/2020 10/19/2020 4 Civic Live 414655 Michigan St/Pico St 10/26/2020 10/26/2020 0 Civic Live 416930 Pico St east side of Mt Vernon 10/28/2020 Park Shelter Reservations and Community Room Reservations Park and Community Room reservations have been affected by COVID-19 and it is open for limited use. Page | 51 E.4.a Packet Pg. 79 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) Park Maintenance Park Grass mowed Full-service planter maintenance Gopher service Restroom service (a.m.) Trash receptacle service Richard Rollins Park Weekly Once Once Daily M-Fr, S* Pico Park Weekly Once Once Daily M-Fr, S* TJ Austin Park Weekly Once --- --- M-Fr, S* Gwen Karger Park Weekly Once --- --- M-Fr, S* Fitness Park --- Once (pull weeds) Daily M-Fr, S* Griffin Park --- Location Grass mowed Full-service planter maintenance Trash service receptacle Greenbelt Weekly Once Canal Strip Weekly --- Oriole slope --- Once Orange Grove Parkway --- Once (pull weeds) Civic Center Weekly Once Daily Bike Stations Bi-monthly M & Th Page | 52 E.4.a Packet Pg. 80 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) City of Grand Terrace Public Works Department Waste Management Services Burrtec Waste Industries Waste Generation Report: - Burrtec releases Waste Generation Reports two months following month of service. - Year-to-Date (YTD) Summaries are also available September 2020: Concise Waste Generation Report (Unit of Measure: Tons) Service Description Refuse Recycling E-Waste Green- waste Tires Tin/ White Scrap Metal Inert C&D Food Comm’l Select / Floor-sort Total Tonnage Generated Total Tonnage Generated by Category Residential 328.10 113.68 223.69 665.47 Christmas Tree Bulky Item 10.15 0.57 2.19 12.91 678.38 Residential Clean Up Multi-Family 96.91 4.89 5.99 107.79 107.79 Multi-Family Commercial 101.86 7.02 2.27 0.10 0.65 7.34 119.24 School 39.00 11.69 50.69 169.93 Commercial Roll off 58.48 1.77 60.25 60.25 Roll off Grand Total 634.50 137.28 0.57 233.72 2.19 0.10 0.65 7.34 1,016.35 Page | 53 E.4.a Packet Pg. 81 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) Missed Pick-Up Report Date Reported Address Description Date Pick Up Completed 11/03/20 21645 Vivienda Missed Trash Bin 11/03/20 11/03/20 12592 Mount Vernon Ave Missed Green Waste Bin 11/03/20 11/03/20 22847 Wren St Missed Green Waste Bin 11/04/20 11/05/20 22835 Minona Dr Missed Green Waste Bin 11/06/20 11/06/20 22837 Minona Dr Missed Green Waste Bin 11/06/20 11/09/20 22822 Palm Ave Missed Recycle Bin 11/09/20 11/10/20 22315 Blue Lupine Cir Missed Trash Bin 11/10/20 11/10/20 22584 Lark St Missed Trash Bin 11/11/20 11/11/20 22970 Wren St Missed Green Waste Bin 11/11/20 Page | 54 E.4.a Packet Pg. 82 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) Public Works Administration Contracts, Bids, Reports, Grants, Project Management & Events Contracts: Public Works Services for FY 2020-21: Contractor Name Service Contract Amount Remaining Balance as of OCT. 31, 2020 ACCO Engineered Systems HVAC Maintenance $22,850 $22,850 Albert A Webb Associates Commerce Way Final Design Southern Portion $170,880 $4,119 Clean Street Street Sweeping Services $54,508 $39,204 City of Colton Cooperative Agreement with Grand Terrace Traffic Signal Maintenance for signal on Litton Avenue N/A N/A EZ Sunnyday Landscape Landscape Maintenance $47,830 $31,700 Gopher Patrol Gopher Abatement Services $7,227 $4,047 Hardy and Harper, Inc Street Maintenance Services $10,000 $3,300 Interwest Consulting Group TKE Engineering, HR Green On-Call Public Works Inspection Services $40,000 $40,000 Interwest Consulting Group, TKE Engineering, WIlldan Group On-Call Engineering Services $50,000 $50,000 Interwest Consulting Group Interim Public Works Services $165,000 $152,070 Lynn Merrill NPDES Services $10,000 $10,000 Moran Janitorial Services Janitorial Services for City Hall and City Parks $19,980 $19,980 Otis Elevator Elevator Maintenance $5,291 $0 San Bernardino County Dept of Public Works – Flood Control Flood Control Facilities $22,770 $22,770 San Bernardino County Fire Dept – Hazardous Material Household Hazardous Waste (HHW) Services $18,065 $9,304 San Bernardino County Land Use Services Fire and Weed Hazard Abatement Services $13,526 $13,526 St. Francis Electric, LLC. Traffic Signal Maintenance Services $20,000 $19,561 County of Riverside TLMA Administration Main Street Traffic Signal Maintenance Services $6,000 $5,645 West Coast Arborist 5 Year Tree Maintenance Program $38,560 ($192,802: 5-yr term) $38,560 ($192,802: 5-yr term) Western Exterminator Co. Pest Control Services $7,502 $7,502 Willdan Engineering Services (incl. Landscape and Lighting Assessment District) $7,000 (paid with Dev. fees) N/A (Developer Fee and LLMD Assess.) TOTAL PUBLIC WORKS CONTRACT VALUE FOR FY 2020-21: $736,989 $494,138 balance Page | 55 E.4.a Packet Pg. 83 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) FY 2020-21 Capital Improvement Project Contracts Contractor Name Service Contract Amount Contract Balance TSR Construction and Inspection Mt. Vernon Safety Improvement $367,208 $53,193 HR Green Mt. Vernon Safety Improvement Inspection $22,500 $15,013 Interwest Consulting Group Commerce Way Extension Real Estate & Engineering Services $360,005 $229,627 City of Colton Eastern Barton Road Bridge Repair $23,896 $18,852 TOTAL CIP PROJECT CONTRACT VALUE FOR FY 2020-21 $773,609 $316,685 Bids: - N/A Major Reports: Measure I Capital Project Needs Analysis for Fiscal Year 2020-2021 through 2024-2025 Update on Emergency Rehabilitation of Grand Terrace Road, North of Newport Avenue Grand Terrace/Mount Vernon Intersection Safety Improvements Update Grants: - MSRC Funding for Clean Transportation Projects EV Chargers - HSIP – Highway Safety Improvement funding for Mt. Vernon Construction - HSIP – Guardrail Safety Project Project Management: - Senior Center ADA Door Installation - HSIP Cycle 9 Guardrail Project - HSIP – Highway Safety Improvement funding for Mt. Vernon Major Meetings / Events: - N/A Page | 56 E.4.a Packet Pg. 84 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) Sheriff’s Contract •Law Enforcement Services Page | 57 E.4.a Packet Pg. 85 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) San Bernardino County Sheriff’s Department Services September 2020 October 2020 Officer Contact and Calls 1,193 1,595 Monthly Citation Data September 2020 October 2020 Stops 200 294 Citations Issued 56 114 Calls to Dispatch September 2020 October 2020 Emergency 1 1 Priority 1 133 126 Priority 2 46 65 Priority 3 180 178 Priority 4 106 110 Totals 466 479 vankagans@gmail.com 1 1 133 126 46 65 180 178 106 110 0 100 200 300 400 500 600 Sep-20 Oct-20 Calls to Dispatch Emergency Priority 1 Priority 2 Priority 3 Priority 4 Page | 58 E.4.a Packet Pg. 86 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) Emergency – 911 calls (evaluated for substance). Priority 1 – Currently active, 15 minutes or less. Priority 3 – Calls over 30 minutes ago. Priority 2 – Just occurred, 15 minutes or more. Priority 4 – Incident calls, counter calls. Note: As dispatch receives more information during the call, the level of priority can change to a higher or lower level priority. Citizens on Patrol (COP) - Weekly Hours for March 2020: Mar. 9th Mar. 16th Total Hours 8 2 10 * - On March 17th all patrol activities for the Citizens on Patrol were suspended. Page | 59 E.4.a Packet Pg. 87 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) This page left intentionally blank. E.4.a Packet Pg. 88 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) San Bernardino County Fire Page | 60 E.4.a Packet Pg. 89 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) City of Grand Terrace Fire Department Incidents 10/01/20 – 10/31/20 Call Type Number of Calls Carbon Monoxide Alarm 2 Fire – Improvement 3 Fire – Unknown Type 2 Medical Aid 96 Move Up (Cover Engine into FS#23) 7 Outside Electrical Incident 3 Residential Alarm 2 Traffic Collision with Extrication 2 Traffic Collision Unknown Injuries 1 Traffic Collision Unknown Injuries – Freeway 4 Total Calls 122 Page | 61 E.4.a Packet Pg. 90 At t a c h m e n t : O c t o b e r 2 0 2 0 M o n t h l y R e p o r t ( D e p a r t m e n t M o n t h l y A c t i v i t y R e p o r t - O c t o b e r 2 0 2 0 ) AGENDA REPORT MEETING DATE: December 8, 2020 Council Item TITLE: Adoption of a Resolution Regarding the Preparing of the 2021 Local Appointments List and Posting of the Same PRESENTED BY: Debra Thomas, City Clerk RECOMMENDATION: ADOPT A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GRAND TERRACE, CALIFORNIA, REGARDING THE PREPARATION OF THE 2021 LOCAL APPOINTMENTS LIST AND POSTING OF THE SAME 2030 VISION STATEMENT: This staff report supports Goal #5, Engage in Proactive Communication. BACKGROUND: Prior to December 31st of each year, the Maddy Act requires municipal agencies to prepare and post a list of appointments of all regular and ongoing boards, commissions, and committees. This list is known as the Local Appointments List. DISCUSSION: Government Code Sections 54970-54975 were enacted to ensure that members of the public are aware of opportunities to serve on local commissions. The Code mandates that on or before December 31 of each year, the City Council prepare an appointments list of all regular and ongoing boards, commissions, and committees which are appointed by the City Council. The list must include the name of the incumbent, date of appointment, date of term expiration, and the necessary qualifications for the position. The City Clerk will be directed to make the Local Appointments List available to members of the public consistent with the requirements of the Maddy Act, including posting at City Hall bulletin board, City’s website and San Bernardino County Library. FISCAL IMPACT: None. ATTACHMENTS: • 2020-xx - Adopt 2021 Local Appointments List (DOC) • Exhibit A - Committee/Commission List (DOC) E.5 Packet Pg. 91 APPROVALS: Debra Thomas Completed 12/01/2020 3:56 PM City Attorney Completed 12/01/2020 5:19 PM Finance Completed 12/01/2020 5:28 PM City Manager Completed 12/02/2020 1:49 PM City Council Pending 12/08/2020 6:00 PM E.5 Packet Pg. 92 RESOLUTION NO. 2020-xx A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GRAND TERRACE, STATE OF CALIFORNIA, REGARDING THE PREPARATION OF THE 2021 LOCAL APPOINTMENTS LIST AND POSTING OF THE SAME WHEREAS, pursuant to the Maddy Act, California Government Code Section 54970 et seq., requires the City Council to prepare a Local Appointments List, which lists all regular and ongoing boards, commissions and committees which are appointed by the City Council; and WHEREAS, the Local Appointments List is required to be made available to members of the public; and WHEREAS, the City Council of the City of Grand Terrace desires to adopt the 2021 Local Appointments List. NOW, THEREFORE, THE CITY COUNCIL OF GRAND TERRACE DOES RESOLVE, DETERMINE, FIND AND ORDER AS FOLLOWS: SECTION 1. The Mayor has prepared an appointments list of all regular and ongoing boards, commissions, and committees which are appointed by the City Council, the 2021 Local Appointments List, which is attached as Exhibit “A”. The City Council has reviewed and approves the List as prepared. The City Clerk is directed to make the Local Appointments List available to members of the public consistent with the requirements of the Maddy Act, including posting at Grand Terrace City Hall’s bulletin board, City of Grand Terrace’ website and the San Bernardino County Library located at 27955 Barton Road, Grand Terrace, CA 92313. PASSED, APPROVED AND ADOPTED by the City Council of the City of Grand Terrace at a regular meeting held on the 8th day of December 2020. __________________________ Darcy McNaboe, Mayor ATTEST: Debra L. Thomas City Clerk APPROVED AS TO FORM: Adrian Guerra City Attorney E.5.a Packet Pg. 93 At t a c h m e n t : 2 0 2 0 - x x - A d o p t 2 0 2 1 L o c a l A p p o i n t m e n t s L i s t ( 2 0 2 0 L o c a l A p p o i n t m e n t s L i s t ) “EXHIBIT A” CITY OF GRAND TERRACE LOCAL APPOINTMENTS LIST COMMISSIONS/COMMITTEES I, Debra L. Thomas, City Clerk of the City of Grand Terrace, California do hereby certify that the following is a list of all regular Boards/Commissions/Committees, which are appointed by the City Council of the City of Grand Terrace and serve at the pleasure of the City Council. PLANNING COMMISSION (4-Year Term - Must be a Resident of the City of Grand Terrace. Meets at 6:30 p.m. the First and Third Thursday of each Month.) Name of Appointee Date of Appointment/ Reappointment Term Expiration Edward Giroux 07/01/2018 06/30/2022 Tara Ceseña 07/01/2020 06/30/2024 Jeffrey McConnell 07/19/2018 06/30/2022 Jeremy Briggs 02/21/2019 06/30/2022 David Alaniz 02/25/2020 06/30/2024 HISTORICAL & CULTURAL ACTIVITIES COMMITTEE (4-Year Term – Must be a Resident of the City of Grand Terrace. Meets at 6:00 p.m. the First Monday of Each Month.) Name of Appointee Date of Appointment/ Reappointment Term Expiration Ann Petta 07/01/2020 06/30/2024 Shirley Hogue 07/02/2018 06/30/2022 Martha Monteon 07/01/2018 06/30/2022 Martina Boentaran 07/01/2020 06/30/2024 Francis Carter 07/01/2018 06/30/2022 Rochelle Rosenkild 07/01/2018 06/30/2022 Lynn Smith 02/25/2020 06/30/2024 PARKS & RECREATION ADVISORY COMMITTEE (Must be a Resident of the City of Grand Terrace. Meets at 4:15 p.m. the Second Thursday of Each Month.) Name of Appointee Date of Appointment/ Reappointment Term Expiration Brian Phelps 01/09/2018 Until Successor Appointed Julia Cook-Firnkoess 09/26/2017 Until Successor Appointed Jeremy Rivera 09/11/2018 Until Successor Appointed Cheri Freund 11/13/2018 Until Successor Appointed Terry A. Reagan 12/10/2019 Until Successor Appointed Vacant – Youth Member Until Successor Appointed Dated this 8th day of December 2020 _____________________________________ Debra L. Thomas, City Clerk E.5.b Packet Pg. 94 At t a c h m e n t : E x h i b i t A - C o m m i t t e e / C o m m i s s i o n L i s t ( 2 0 2 0 L o c a l A p p o i n t m e n t s L i s t ) AGENDA REPORT MEETING DATE: December 8, 2020 Council Item TITLE: Approval of the October-2020 Check Register in the Amount of $192,886.42 PRESENTED BY: Cynthia Fortune, Assistant City Manager RECOMMENDATION: Approve the Check Register No. 10312020 in the amount of $192,886.42 as submitted, for the period ending October 31, 2020. 2030 VISION STATEMENT: This staff report supports Goal #1, “Ensuring Our Fiscal Viability”, through the continuous monitoring of expenditure budgets, allocations and operational costs. BACKGROUND: The check register for the month of October 2020 has been prepared in accordance with Government Code §37202 and is hereby submitted for City Council’s approval. The check register lists all vendor payments for the respective month, along with a brief description of the type of goods or services purchased and the account code(s) associated with each payment. The check registers list all payments made to vendors and employee reimbursements during the month of October 2020. The attached index to the Check Register is a guideline account list only and is not intended to replace the comprehensive chart of accounts used by the City and Grand Terrace Successor Agency. Expenditure account number formats are XX-XXX-XXX [Fund-Department-Account]. Expenditures may be made from trust/agency accounts (Fund 23-XXX-) or temporary clearing accounts which do not have a budgetary impact. DISCUSSION: CHECK REGISTER A total of $192,886.42 in accounts payable checks and/or wires were issued during the period for services, reimbursements, supplies and contracts and are detailed in the individual monthly register. Below is a table that lists payments larger than $10,000 for the month of October 2020. E.6 Packet Pg. 95 Payments larger than $10,000: Check No. Payee Description Amount 16180109 CA PUBLIC EMPLOYEES RETIREMENT SYSTEM OCT-2020 PERS HEALTH INSURANCE $13,569.30 TOTAL PAYMENTS LARGER THAN $10,000 $13,569.30 PAYROLL Payroll costs for the month: Pay Per. Period Start Period End Pay Date Amount Oct-20 8 From 9/19/2020 to 10/2/2020 10/8/2020 $43,563.23 9 From 10/3/2020 to 10/16/2020 10/22/2020 $45,722.67 $89,285.90 FISCAL IMPACT: All disbursements (including payroll) were made in accordance with the Approved Budget for Fiscal Year 2020-21 in the amount of: Description Amount Oct-20 Check Register $192,886.42 Payroll $89,285.90 $282,172.32 ATTACHMENTS: • Check Register Account Index (PDF) • October-2020 Check Register (PDF) APPROVALS: Cynthia A. Fortune Completed 11/15/2020 12:13 PM Finance Completed 11/15/2020 12:13 PM City Attorney Completed 11/28/2020 4:18 PM City Manager Completed 12/02/2020 6:15 PM City Council Pending 12/08/2020 6:00 PM E.6 Packet Pg. 96 CITY OF GRAND TERRACE FY2020-21 GRAND TERRACE CIVIC CENTER 22795 BARTON ROAD GRAND TERRACE, CA 92313 CHECK REGISTER Account Index Darcy McNaboe, Mayor Doug Wilson, Mayor Pro Tem Sylvia Robles, Council Member Bill Hussey, Council Member Jeff Allen, Council Member The Grand Terrace City Council meets on the Second and Fourth Tuesday of each month at 6:00 pm. E.6.a Packet Pg. 97 At t a c h m e n t : C h e c k R e g i s t e r A c c o u n t I n d e x ( O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r i n t h e A m o u n t o f $ 1 9 2 , 8 8 6 . 4 2 ) Fund No.Fund Name Dept No.Department Cost Center Acct No.General Account Numbers 09 CHILD CARE FUND 110 CITY COUNCIL 110 SALARIES/WAGES 10 GENERAL FUND 120 CITY MANAGER 115 OVERTIME 11 STREET FUND 125 CITY CLERK 120 COUNCIL STIPENDS 12 STORM DRAIN FUND 140 FINANCE 138 MEDICARE / SUI 13 PARK FUND 160 CITY ATTORNEY 139 EMPLOYEES' BENEFIT PLAN 14 AB 3229 COPS FUND 172 BUILDING & SAFETY 140 RETIREMENT 15 AIR QUALITY IMPROVEMENT FUND 175 PUBLIC WORKS 142 HEALTH/LIFE INSURANCE 16 GAS TAX FUND 180 COMMUNITY EVENTS 143 WORKERS' COMPENSATION 17 TRAFFIC SAFETY FUND 185 RENTAL INSPECTION PROGRAM 210 OFFICE EXPENSE 18 TRANS. DEV. ACT (T D A FUND)187 ENFORCEMENT PROGRAM 211 POSTAGE & MAILING 19 FACILITIES DEVELOPMENT FUND 190 NON-DEPARTMENTAL 220 SPECIAL DEPARTMENTAL EXP 20 MEASURE I FUND 195 FACILITIES MAINTENANCE 230 ADVERTISING 21 WASTE WATER DISPOSAL FUND 370 PLANNING & DEVELOPMENT SVCS 235 COMMUNICATIONS 22 COMMUNITY DEV. BLOCK GRANT 380 MGT INFORMATION SYSTEMS 238 UTILITIES 25 SPRING MOUNTAIN RANCH FUND 410 LAW ENFORCEMENT 240 RENTS & LEASES 26 LSCPG/ LGHTG ASSESSMENT DIST.411 ASSET FORFEITURES 244 CUSTODIAL SERVICES 32 S/A CAPITAL PROJECTS FUND 430 RECREATION SERVICES 245 MAINT BLDG GRNDS EQUIPMNT 36 S/A 2011 TABS BOND PROCEEDS 441 CHILD CARE - NUTRITION GRANT 246 MAINT/OPER OF EQUIPMNT 45 CIP - COMMERCE WAY 445 CHILD CARE - TINY TOTS 250 PROFESSIONAL SERVICES 46 CIP - STREET IMPROVEMENTS 446 CHILD CARE - AFTER SCHOOL 251 BANKING SERVICE CHARGES 47 CIP - BARTON RD. BRIDGE PROJECT 447 CHILD CARE - PRE-SCHOOL 252 ROAD MAINTENANCE 48 CIP - CAPITAL PROJECTS FUND 450 PARKS MAINTENANCE 254 STREET SWEEPING 49 CIP - PARKS 461 COMMUNITY GRANTS 255 CONTRACTUAL SERVICES 50 CAPITAL PROJECT BOND PROCEEDS 500 AIR QUALITY PROGRAMS 256 ANIMAL SHELTERING SVCS 52 HOUSING AUTHORITY 510 STREET & SIGNAL LIGHTING 260 INSURANCE & SURETY BONDS 61 COMMUNITY BENEFITS FUND 573 LINE MAINTENANCE 265 MEMBERSHIPS & DUES 62 LIGHT UP GRAND TERRACE FUND 600 ZONE 1 13364 CANAL -TERR PINES 268 TRAINING 63 ILLEGAL FIREWORKS FUND 601 ZONE 3 TRACT 14471 PICO & ORIOLE 270 TRAVEL/CONFERENCES/MTGS 64 PUBLIC SAFETY FUND 602 ZONE 2 14264 FORREST CITY PHASE II 271 MILEAGE 65 SENIOR BUS PROGRAM FUND 603 ZONE 4 TRACT 17766 GREENBRIAR 625 NPDES 66 CAL RECYCLE GRANT 604 ZONE 5 TRACT 18793 PALOMINO 631 STORM DRAIN MAINTENANCE 67 PUBLIC EDUC & GOVT ACCESS (PEG)605 ZONE 6 TRACT 18071 JADEN 801 PLANNING COMMISSION 68 40TH YR CELEBRATION FUND 606 ZONE 7 TRACT 18604 TESORO/VAN BUREN 804 HISTORICAL & CULTURAL COMM. 69 COMMUNITY DAY FUND 625 NPDES 311 FACILITY IMPROVEMENTS 70 FIXED ASSED/EQUIP REPL FUND 631 STORM DRAIN MAINTENANCE 570 WASTEWATER TREATMENT 73 ACTIVE TRANS PRGM (ATP) GRANT 700 CAPITAL OUTLAY 400 OTHER COMMUNITY GRANTS 74 HIGHWAY SFTY IMPV PRGM (HSIP)705 EVERY 15 MINUTES 601 ELECTRICAL VEHICLE STATIONS 75 EMER MGMT PREP GRANT (EMPG)801 PLANNING COMMISSION 700 COMPUTER EQUIPMENT 76 ENHANCED INFRA FIN DIST (EIFD)804 HISTORICAL & CULTURAL COMMITTEE 701 CAPITAL IMPROVEMENT OTHER 77 SO CAL INCENTIVE PROJECT (SCIP)805 SENIOR CITIZENS PROGRAM 705 VEHICLES 90 COVID-19 EMERGENCY FUND 808 EMERGENCY OPERATIONS PROG.998 OVERHEAD COST ALLOCATION 95 DOG PARK ENDOWMENT FUND 999 TRANSFERS 999 TRANSFERS OUT City of Grand Terrace Check Register Index E.6.a Packet Pg. 98 At t a c h m e n t : C h e c k R e g i s t e r A c c o u n t I n d e x ( O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r i n t h e A m o u n t o f $ 1 9 2 , 8 8 6 . 4 2 ) CITY OF GRAND TERRACE FY2020-21 GRAND TERRACE CIVIC CENTER 22795 BARTON ROAD GRAND TERRACE, CA 92313 MONTHLY CHECK REGISTER For the Period Ending October 31, 2020 Darcy McNaboe, Mayor Doug Wilson, Mayor Pro Tem Sylvia Robles, Council Member Bill Hussey, Council Member Jeff Allen, Council Member The Grand Terrace City Council meets on the Second and Fourth Tuesday of each month at 6:00 pm. E.6.b Packet Pg. 99 At t a c h m e n t : O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r ( O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r i n t h e A m o u n t o f $ 1 9 2 , 8 8 6 . 4 2 ) This page left intentionally blank. E.6.b Packet Pg. 100 At t a c h m e n t : O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r ( O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r i n t h e A m o u n t o f $ 1 9 2 , 8 8 6 . 4 2 ) Invoice # E 10-185-255-000-000 490.00 490.00 490.00 E 10-190-235-000-000 2,678.23 2,678.23 2,678.23 77616 10/03/2020 COUNTY OF RIVERSIDE AN0000002055 AUG20 ANIMAL SHELTERING SERVICES 09/25/2020 E 10-805-245-000-000 160.83 160.83 364.88 77615 10/03/2020 CENTURYLINK 151222398 AUG & SEP 2020 PHONE & INTERNET SERVICES 09/17/2020 E 10-195-247-000-000 204.05 204.05 202841037 2ND Q 2ND QUARTER SENIOR CENTER SECURITY 10/03/2020 8,205.27 8,205.27 77614 10/03/2020 ADT COMMERCIAL LLC 136108761 2ND QUARTER SECURITY MONITORING 09/08/2020 E 10-808-210-000-000 BOTTLED WATER 12.57 E 65-425-272-000-000 BUS REPAIR 105.00 E 90-450-245-000-000 HAND WASHING STATIONS 2,350.00 E 10-195-245-000-000 MATERIALS & SUPPLIES 126.44 E 10-380-210-000-000 OFFICE SUPPLIES 135.96 E 10-450-245-000-000 PARK SUPPLIES 719.87 E 10-185-272-000-000 VEHICLE TIRES 158.40 E 10-190-265-000-000 BUSINESS MEMBERSHIP 193.86 E 10-175-210-000-000 OFFICE SUPPLIES 153.19 E 10-175-218-000-000 WORKBOOTS (MAINT)214.92 E 10-175-272-000-000 VEHICLE REPAIRS 231.99 E 10-125-210-000-000 OFFICE SUPPLIES 525.78 E 10-125-265-000-000 ANNUAL MEMBERSHIP 1,400.00 E 10-140-210-000-000 ADOBE ANNUAL LICENSE 876.78 E 10-110-210-000-000 ADOBE ANNUAL LICENSE 679.56 E 10-110-270-000-000 LEAGUE CONFERENCE 150.00 E 10-120-210-000-000 OFFICE SUPPLIES 170.95 Inv. Date Amount P id Check Total 77613 10/01/2020 ARROWHEAD CREDIT UNION AUG 2020 VISA VISA CHARGES AUG - SEP 2020 09/02/2020 Check #Date Vendor Invoice Description Check Register CITY OF GRAND TERRACE As of 10/31/2020 E.6.b Packet Pg. 101 At t a c h m e n t : O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r ( O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r i n t h e A m o u n t o f $ 1 9 2 , 8 8 6 . 4 2 ) Invoice #Inv. Date Amount P id Check TotalCheck #Date Vendor Invoice Description Check Register CITY OF GRAND TERRACE As of 10/31/2020 E 10-172-210-000-000 53.86 53.86 308.61 E 10-190-210-000-000 113.11 113.11 125604724001 LENOVO KEYBOARD 09/18/2020 E 10-175-210-000-000 84.56 E 10-190-211-000-000 57.08 141.64 126059214001 COPY PAPER 09/22/2020 E 10-955-800-106-000 4,397.60 4,397.60 4,397.60 77620 10/03/2020 OFFICE DEPOT 125605118001 STAMPS, HP INK AND PENCILS 09/21/2020 E 10-172-250-100-000 3,920.00 3,920.00 3,920.00 77619 10/03/2020 KTUA 32350 AUG20 BARTON ROAD STREETSCAPE PLAN 09/16/2020 E 10-450-245-000-000 88.50 88.50 1,038.50 77618 10/03/2020 INTERWEST CONSULTING GROUP 63184 AUG20 DEPUTY BUILDING OFFICIAL AND 09/28/2020 E 10-450-245-000-000 225.00 225.00 429740 AUG20 RICHRD ROLLINS 09/21/2020 E 10-195-245-000-000 325.00 325.00 430695 AUG20 DOG PARK 09/22/2020 E 10-450-245-000-000 400.00 400.00 429972 AUG20 CITY HALL 09/18/2020 77617 10/03/2020 GOPHER PATROL 429557 AUG20 PICO PARK 09/18/2020 E.6.b Packet Pg. 102 At t a c h m e n t : O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r ( O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r i n t h e A m o u n t o f $ 1 9 2 , 8 8 6 . 4 2 ) Invoice #Inv. Date Amount P id Check TotalCheck #Date Vendor Invoice Description Check Register CITY OF GRAND TERRACE As of 10/31/2020 E 10-190-212-000-000 23.57 23.57 23.57 E 10-370-270-000-000 210.00 210.00 210.00 77626 10/03/2020 XEROX CORPORATION 167041490 LENS & MIRROR CLEANER & HANDLING CHRG 09/17/2020 E 90-120-250-304-000 976.00 976.00 4,736.00 77625 10/03/2020 STEVEN WEISS CONFIRM XCNZZ REIMB- APA CA 2020 VIRTUAL CONF ON 09/14/202 10/03/2020 E 90-120-250-304-000 3,760.00 3,760.00 2977 COVID-19 TESTING OF CITY EMPLOYEES 08/31/2020 E 16-900-220-000-000 36.26 36.26 107.31 77624 10/03/2020 VITAL MEDICAL SERVICES LLC 2879 COVID-19 TESTING OF CITY EMPLOYEES 08/12/2020 E 16-900-220-000-000 71.05 71.05 dsb20195288 SEPT20 CA STATE FEE FOR REGULATORY COST 10/01/2020 E 10-805-238-000-000 83.91 83.91 198.89 77623 10/03/2020 UNDERGROUND SERVICE ALERT 920200298 SEPT20 DATABASE MAINT FEE & TICKET CHRGS 10/01/2020 E 10-190-238-000-000 114.98 114.98 0153825092320 SR CENTER INTERNET HSD3 - SEP-OCT 09/23/2020 E 10-110-142-000-000 144.60 144.60 144.60 77622 10/03/2020 TIME WARNER CABLE 0228510092520 CITY HALL CABLE - CITY HALL - SEP-OCT 09/25/2020 77621 10/03/2020 SYLVIA ROBLES SEP-2020-SR SEP-2020-SR MEDICARE REIMB 10/03/2020 E.6.b Packet Pg. 103 At t a c h m e n t : O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r ( O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r i n t h e A m o u n t o f $ 1 9 2 , 8 8 6 . 4 2 ) Invoice #Inv. Date Amount P id Check TotalCheck #Date Vendor Invoice Description Check Register CITY OF GRAND TERRACE As of 10/31/2020 B 10-022-71-00 87.03 87.03 87.03 6,950.00 6,950.00 77631 10/10/2020 EYEMED FIDELITY SECURITY LIFE 164494130 OCT 2020 EMPLOYEE PAID VISION INSURANCE 09/22/2020 E 10-175-240-000-000 2,316.00 E 10-185-255-000-000 2,317.00 E 10-370-250-000-000 2,317.00 E 16-900-254-000-000 5,101.24 5,101.24 5,101.24 77630 10/10/2020 DIGITAL MAP PRODUCTS INC 42968-IN FY 2020-21 GIS SOFTWARE 08/19/2020 E 10-808-235-000-000 376.08 2,150.58 2,150.58 77629 10/10/2020 CLEAN STREET 98259 SEPT20 STREET SWEEPING SERVICES 09/30/2020 E 10-190-235-000-000 1,129.64 E 10-450-235-000-000 227.14 E 10-805-235-000-000 417.72 77628 10/10/2020 AT AND T OCT 2020 AT&T OCT 2020 AT&T 10/01/2020 E 10-175-210-000-000 21.44 E 10-190-211-000-000 247.22 268.66 268.66 77627 10/10/2020 ACCENT GRAPHICS AND DESIGN 20-1447 C. BRADSHAW BUSINESS CARDS AND CITY ENVE 09/30/2020 E.6.b Packet Pg. 104 At t a c h m e n t : O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r ( O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r i n t h e A m o u n t o f $ 1 9 2 , 8 8 6 . 4 2 ) Invoice #Inv. Date Amount P id Check TotalCheck #Date Vendor Invoice Description Check Register CITY OF GRAND TERRACE As of 10/31/2020 20610 E 10-195-245-000-000 15.98 E 10-450-245-000-000 50.78 66.76 218.26 E 10-450-245-000-000 6.17 E 90-450-245-000-000 145.33 151.50 92178268 SPRAY PAINT, PEST INSECTICIDAL, STRING TRIM 09/30/2020 E 10-190-224-000-000 70.00 70.00 70.00 77635 10/10/2020 FRUIT GROWERS SUPPLY 92179421 SOAP DISPENSER, GLOVES, HAND SOAP, GLOVE 10/06/2020 E 90-450-245-000-000 343.22 343.22 343.22 77634 10/10/2020 FOX OCCUPATIONAL MEDICAL CTR 121650 PRE-EMPL PHYSICAL: HALL, LAWRENCE 10/01/2020 240.00 2,295.00 77633 10/10/2020 FASTSIGNS SAN BERNARDINO INV-19045 COVID SAFETY SIGNS FOR PARKS 10/05/2020 250.00 20594 WEED ABATEMENT ON VICTORIA DITCH 09/28/2020 E 10-450-245-000-000 240.00 395.00 20602 PROVIDE TREE TRIMMING AND REMOVAL SVCS 10/03/2020 E 26-602-245-000-000 250.00 E 10-450-245-000-000 500.00 500.00 TREE TRIMMING SVCS- BY CITY SIGN AND BARTO 10/07/2020 E 10-450-245-000-000 395.00 E 10-450-245-000-000 910.00 910.00 20601 PROVIDE TREE TRIMMING AND REMOVAL SVCS 10/03/2020 77632 10/10/2020 EZ SUNNYDAY LANDSCAPE 20603 TREE REMOVAL AND WEED ABATEMENT 10/05/2020 E.6.b Packet Pg. 105 At t a c h m e n t : O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r ( O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r i n t h e A m o u n t o f $ 1 9 2 , 8 8 6 . 4 2 ) Invoice #Inv. Date Amount P id Check TotalCheck #Date Vendor Invoice Description Check Register CITY OF GRAND TERRACE As of 10/31/2020 8,035.08 8,035.08 E 10-450-238-000-000 1,076.93 E 16-510-238-000-000 467.64 E 26-604-238-000-000 51.93 E 10-172-238-000-000 182.61 E 10-175-238-000-000 182.61 E 10-190-238-000-000 6,073.36 E 10-187-258-000-000 4,651.73 4,651.73 4,651.73 77642 10/10/2020 SO CA EDISON COMPANY SEP 2020 EDISO SEP 2020 ENERGY USAGE 10/01/2020 E 10-190-211-000-000 785.90 785.90 785.90 77641 10/10/2020 SAN BERNARDINO COUNTY FIRE DEP GT221CC HOUSEHOLD HAZARDOUS WASTE SVCS- 2ND QT 10/01/2020 E 10-370-250-000-000 1,125.00 1,125.00 1,125.00 77640 10/10/2020 QUADIENT LEASING USA INC N8513131 AUG-NOV 2020 POSTAGE METER LEASE 10/02/2020 E 10-370-250-000-000 1,225.00 1,225.00 1,225.00 77639 10/10/2020 MOORE IACOFANO GOLTSMAN INC 0065631 JUL 2020 ON-CALL CASE PLANNER SERVICES 08/18/2020 E 10-175-257-010-000 8,336.00 8,336.00 8,336.00 77638 10/10/2020 MICHAEL BAKER INTERNATIONAL 1096515 SEPT20 ON-CALL PLANNING AND ENVIRONMENT 10/06/2020 E 10-110-142-000-000 269.42 269.42 269.42 77637 10/10/2020 JONESCAPE INC 918 CONCRETE REPAIR OF CITY STREETS 10/18/2020 77636 10/10/2020 WILLIAM HUSSEY OCT 2020 BH HL OCT-2020-BH HEALTH REIMBURSEMENT 10/01/2020 E.6.b Packet Pg. 106 At t a c h m e n t : O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r ( O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r i n t h e A m o u n t o f $ 1 9 2 , 8 8 6 . 4 2 ) Invoice #Inv. Date Amount P id Check TotalCheck #Date Vendor Invoice Description Check Register CITY OF GRAND TERRACE As of 10/31/2020 E 10-172-250-100-000 756.00 756.00 E 10-172-250-100-000 882.00 882.00 00415854 FEB20 PARCEL MAP 16945 03/17/2020 E 10-172-250-100-000 926.00 926.00 00415820 TRACT 18071 ROUGH GRADE INSPECTION ON 02/18/2020 E 10-190-235-000-000 190.05 190.05 1,025.92 77646 10/10/2020 WILLDAN 00415819 INSPECTION ON CALL PROF SERVICES JAN 02/18/2020 E 10-175-240-000-000 674.61 E 10-185-235-000-000 161.26 835.87 9863541032 ALPR CARD LINE CHARGES AUG-SEP 09/23/2020 E 10-190-238-000-000 78.00 78.00 234.93 77645 10/10/2020 VERIZON WIRELESS 9863909124 SEP-OCT 2020 MONTHLY PHONES CHARGES 10/01/2020 E 10-190-238-000-000 119.94 E 10-805-238-000-000 36.99 156.93 16179154 092620 SEP 2020 WATER FILTRATION SYSTEM RENTAL 09/26/2020 77644 10/10/2020 SPARKLETTS 9637116 100120 SEP 2020 BOTTLED WATER SERVICES 10/01/2020 E 10-190-238-000-000 30.58 E 10-805-238-000-000 68.45 99.03 99.03 77643 10/10/2020 SO CA GAS COMPANY SEP 2020 GAS SEP 2020 GAS SERVICE 10/01/2020 E.6.b Packet Pg. 107 At t a c h m e n t : O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r ( O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r i n t h e A m o u n t o f $ 1 9 2 , 8 8 6 . 4 2 ) Invoice #Inv. Date Amount P id Check TotalCheck #Date Vendor Invoice Description Check Register CITY OF GRAND TERRACE As of 10/31/2020 E 90-450-245-000-000 116.62 116.62 266.52 E 90-450-245-000-000 149.90 149.90 92180135 SOAP DISPENSER, HAND SOAP, AND TRASH PICK 10/09/2020 E 10-450-245-000-000 750.00 750.00 750.00 77650 10/17/2020 FRUIT GROWERS SUPPLY 92179720 COVID ITEMS- DISINFECTANT, GLOVES, MASKS, 10/07/2020 E 10-195-245-000-000 125.45 125.45 125.45 77649 10/17/2020 EZ SUNNYDAY LANDSCAPE 20613 WEED ABATEMENT GLENDORA TO COLTON CITY 10/10/2020 E 90-120-250-302-000 2,250.00 2,250.00 8,250.00 77648 10/17/2020 COUNTY OF RIVERSIDE TLMA ADM TL0000015500 AUG20 TRAFFIC SIGNAL MONITORING 10/02/2020 E 90-120-250-302-000 3,000.00 3,000.00 GT-SAP-2020-00 COVID-19 GRANT - LEASE/RENT AID- BARBERETT 10/09/2020 E 90-120-250-302-000 3,000.00 3,000.00 GT-SAP-2020-00 COVID-19 GRANT - LEASE/RENT AID- A HEALING 10/09/2020 E 10-172-250-100-000 65.00 65.00 3,162.00 77647 10/17/2020 BARRY LEE O CONNER ASSO GT-SAP-2020-00 COVID-19 GRANT - LEASE/RENT AID- ROYAL NAIL 10/09/2020 E 10-172-250-100-000 533.00 533.00 002-22941 JUN20 PW PLAN CHECK AND REVIEW SVCS 07/07/2020 00415853 INSPECTION ON CALL PROF SERVICES FEB 03/17/2020 E.6.b Packet Pg. 108 At t a c h m e n t : O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r ( O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r i n t h e A m o u n t o f $ 1 9 2 , 8 8 6 . 4 2 ) Invoice #Inv. Date Amount P id Check TotalCheck #Date Vendor Invoice Description Check Register CITY OF GRAND TERRACE As of 10/31/2020 E 10-380-250-000-000 5,434.00 5,434.00 5,434.00 77656 10/17/2020 ON SITE COMPUTING 54001362 NOV 2020 IT SERVICES 10/01/2020 E 10-190-210-000-000 503.56 E 10-370-210-000-000 4.41 507.97 507.97 E 10-140-250-000-000 4,058.10 4,058.10 4,058.10 77655 10/17/2020 OFFICE DEPOT 514742768001 HP TONER AND RUBBERBANDS 09/29/2020 E 90-120-250-302-000 3,000.00 3,000.00 6,000.00 77654 10/17/2020 HINDERLITER DE LLAMAS ASSOC SIN003389 SALES TAX CONTRACT SERVICES & QTR 1 2020 A 09/28/2020 E 90-120-250-302-000 3,000.00 3,000.00 GT-SAP-2020-00 COVID-19 GRANT - LEASE/RENT AID- SWEET LIFE 10/09/2020 E 90-120-250-302-000 3,000.00 3,000.00 3,000.00 77653 10/17/2020 H AND K INTERNATIONAL GT-SAP-2020-004 COVID-19 GRANT - LEASE/RENT AID- AMERICAN N 10/09/2020 E 90-120-250-302-000 3,000.00 3,000.00 3,000.00 77652 10/17/2020 GOKSTAD GROUP LP GT-SAP-2020-00 COVID-19 GRANT - LEASE/RENT AID- SARA'S BAR 10/13/2020 77651 10/17/2020 GENESIS BTY CORP GT-SAP-2020-01 COVID-19 GRANT - LEASE AID- GENESIS HAIR SA 10/15/2020 E.6.b Packet Pg. 109 At t a c h m e n t : O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r ( O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r i n t h e A m o u n t o f $ 1 9 2 , 8 8 6 . 4 2 ) Invoice #Inv. Date Amount P id Check TotalCheck #Date Vendor Invoice Description Check Register CITY OF GRAND TERRACE As of 10/31/2020 E 90-120-250-302-000 3,000.00 3,000.00 9,000.00 E 90-120-250-302-000 3,000.00 3,000.00 GT-SAP-2020-00 COVID-19 GRANT - LEASE/RENT AID- MONGOLIAN 10/15/2020 E 90-120-250-302-000 3,000.00 3,000.00 GT-SAP-2020-00 COVID-19 GRANT - LEASE/RENT AID- THAI KITCHE 10/15/2020 E 16-900-229-000-000 195.54 195.54 195.54 77661 10/17/2020 VIKING INVESTMENT PROPERTIES GT-SAP-2020-00 COVID-19 GRANT -LEASE/RENT AID- RTM HOLDIN 10/13/2020 E 10-805-238-000-000 278.22 278.22 278.22 77660 10/17/2020 TRAFFIC MANAGEMENT INC 667100 4 ALUMINUM SIGNS RED ON WHITE 10/07/2020 E 10-450-245-000-000 36.11 36.11 36.11 77659 10/17/2020 TIME WARNER CABLE 0007245100720 SR CTR CABLE INTERNET BLDG3 - OCT-NOV 10/07/2020 77658 10/17/2020 SO CAL LOCKSMITH 48107 CITY KEYS FOR RICHIE 10/07/2020 E 26-602-238-000-000 34.71 E 26-603-238-000-000 5.79 5,519.35 5,519.35 E 16-510-238-000-000 5,422.92 E 26-600-238-000-000 30.86 E 26-601-238-000-000 25.07 77657 10/17/2020 SO CA EDISON COMPANY SEP 2020 EDISO SEP 2020 ENERGY USAGE 10/01/2020 E.6.b Packet Pg. 110 At t a c h m e n t : O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r ( O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r i n t h e A m o u n t o f $ 1 9 2 , 8 8 6 . 4 2 ) Invoice #Inv. Date Amount P id Check TotalCheck #Date Vendor Invoice Description Check Register CITY OF GRAND TERRACE As of 10/31/2020 E 90-450-245-000-000 56.85 56.85 249.37 E 10-450-245-000-000 183.73 E 90-450-245-000-000 8.79 192.52 92181575 NITRILE GLOVES AND HAND SOAP 10/16/2020 E 10-175-210-000-000 43.25 43.25 43.25 77667 10/24/2020 FRUIT GROWERS SUPPLY 92181245 TALSTAR, ANT KILLER, BRASS NOZZLE, FIRE HOS 10/15/2020 E 10-450-245-000-000 675.00 675.00 675.00 77666 10/24/2020 FEDEX 7-145-90539 MAILING TO BAVCO 10/09/2020 E 10-195-245-000-000 115.50 115.50 115.50 77665 10/24/2020 EZ SUNNYDAY LANDSCAPE 20618 PINE TREE REMOVAL CITY HALL PARKING LOT 10/13/2020 E 47-400-250-001-000 5,044.66 5,044.66 5,044.66 77664 10/24/2020 COUNTY OF RIVERSIDE TLMA ADM TL0000015543 SEPT20 TRAFFIC SIGNAL MONITORING - MAIN ST 10/16/2020 E 10-955-800-106-000 2,594.25 2,594.25 2,594.25 77663 10/24/2020 CITY OF COLTON 2 EASTERN BARTON ROAD BRIDGE REPLACEMENT 07/02/2020 77662 10/17/2020 KTUA 32125 MAY20 BARTON ROAD STREETSCAPE PLAN 06/17/2020 E.6.b Packet Pg. 111 At t a c h m e n t : O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r ( O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r i n t h e A m o u n t o f $ 1 9 2 , 8 8 6 . 4 2 ) Invoice #Inv. Date Amount P id Check TotalCheck #Date Vendor Invoice Description Check Register CITY OF GRAND TERRACE As of 10/31/2020 E 90-120-250-000-000 3,133.86 3,133.86 3,133.86 E 90-120-250-000-000 2,313.09 2,313.09 2,313.09 77673 10/24/2020 KAZ RAMEN LLC GT-TOD-LU20-59 COVID COMPLIANT BUSINESS ASST PRGM 10/15/2020 E 74-175-250-010-000 2,034.00 2,034.00 7,487.00 77672 10/24/2020 HZ MONGOLIAN BBQ GT-TODLU20-66 COVID COMPLIANT BUSINESS TEMP OUTDOOR D 10/19/2020 E 74-175-250-010-000 5,453.00 5,453.00 138377 MT VERNON CORRIDOR INTERSECTION IMPRV 10/01/2020 E 10-175-257-010-000 6,700.00 6,700.00 6,700.00 77671 10/24/2020 HR GREEN PACIFIC INC 137699 MT VERNON CORRIDOR INTERSECTION IMPRV 09/02/2020 E 10-450-245-000-000 400.00 400.00 400.00 77670 10/24/2020 HARDY AND HARPER INC 46862 POTHOLE REPAIRS AT VARIOUS LOCATIONS 10/14/2020 E 90-120-250-000-000 3,210.00 3,210.00 8,052.43 77669 10/24/2020 GOPHER PATROL 435131 SEPT20 PICO PARK GOPHER CONTROL SERVICE 10/09/2020 E 90-120-250-000-000 4,842.43 4,842.43 GT-TOD-LU20-62 COVID COMPLIANT BUSINESS TEMP OUTDOOR D 10/15/2020 77668 10/24/2020 GOKSTAD GROUP LP GT-TOD-LU20-63 COVID COMPLIANT BUSINESS TEMP OUTDOOR D 10/15/2020 E.6.b Packet Pg. 112 At t a c h m e n t : O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r ( O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r i n t h e A m o u n t o f $ 1 9 2 , 8 8 6 . 4 2 ) Invoice #Inv. Date Amount P id Check TotalCheck #Date Vendor Invoice Description Check Register CITY OF GRAND TERRACE As of 10/31/2020 E 90-120-250-000-000 2,516.44 2,516.44 2,516.44 E 90-120-250-000-000 2,120.22 2,120.22 2,120.22 77680 10/24/2020 THE VENUE GT-TOD-LU20-64 COVID COMPLIANT BUSINESS TEMP OUTDOOR D 10/15/2020 E 16-510-255-000-000 438.55 438.55 438.55 77679 10/24/2020 THE BEER ROOM LLC GT-TOD-LU20-60 COVID COMPLIANT BUSINESS TEMP OUTDOOR D 10/15/2020 77678 10/24/2020 ST FRANCIS ELECTRIC 17103380 JUL 2020 SIGNAL LIGHT MAINTENANCE 07/31/2020 E 10-175-210-000-000 53.83 E 10-370-210-000-000 64.24 118.07 118.07 E 90-120-250-000-000 5,000.00 5,000.00 5,000.00 77677 10/24/2020 OFFICE DEPOT 127025824001 WEBCAM AND WHITE BOARD 10/01/2020 E 10-110-142-000-000 596.19 596.19 596.19 77676 10/24/2020 MICHAEL MILLER GT-TOD-LU20-65 COVID COMPLIANT BUSINESS TEMP OUTDOOR D 10/15/2020 E 10-955-800-106-000 86.40 86.40 3,248.90 77675 10/24/2020 DARCY MCNABOE NOV 2020 DM NOV 2020 HEALTH REIMBURSEMENT 10/22/2020 E 10-955-800-108-000 3,162.50 3,162.50 32430 SEPT20 BARTON ROAD STREETSCAPE PLAN 10/09/2020 77674 10/24/2020 KTUA 32298 JUL20 MICHIGAN STREET WALK-ABILITY STREET 08/15/2020 E.6.b Packet Pg. 113 At t a c h m e n t : O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r ( O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r i n t h e A m o u n t o f $ 1 9 2 , 8 8 6 . 4 2 ) Invoice #Inv. Date Amount P id Check TotalCheck #Date Vendor Invoice Description Check Register CITY OF GRAND TERRACE As of 10/31/2020 011534091 B 10-022-62-00 5,997.98 5,997.98 5,997.98 322.19 728.64 16139938 10/09/2020 PUBLIC EMPLOYEES RETIREMENT PAYDTE 0910202 RETIREMENT CONTRIBUTIONS FOR PAY DATE 09 09/10/2020 E 10-190-212-000-000 406.45 406.45 SEP XEROX 5955APT COPIER EXPENSE 10/01/2020 E 10-190-212-000-000 322.19 E 10-172-250-100-000 875.00 875.00 875.00 77683 10/24/2020 XEROX CORPORATION 011534092 SEP XEROX W7970P COPIER EXPENSE 10/01/2020 E 10-450-246-000-000 390.00 390.00 1,190.00 77682 10/24/2020 WILLDAN 002-23328 SEPT20 PLAN CHECK/ INSPECTION SVCS -PW & B 10/07/2020 E 10-450-246-000-000 800.00 800.00 0810020-03 ELECTRIC REPAIR SERVICES FOR PICO PARK 08/10/2020 77681 10/24/2020 TODD PETERS ELECTRICAL CONTRAC 0810020-02 ELECTRIC REPAIR SERVICES FOR PICO PARK 08/10/2020 E.6.b Packet Pg. 114 At t a c h m e n t : O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r ( O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r i n t h e A m o u n t o f $ 1 9 2 , 8 8 6 . 4 2 ) Invoice #Inv. Date Amount P id Check TotalCheck #Date Vendor Invoice Description Check Register CITY OF GRAND TERRACE As of 10/31/2020 Cynthia A. Fortune, Assistant City Manager City of Grand Terrace Total Checks:192,886.42 IN ACCORDANCE WITH CALIFORNIA GOVERNMENT CODE SECTION 37202, I HEREBY CERTIFY THAT, TO THE BEST OF MY KNOWLEDGE, THE AFORE LISTED CHECKS FOR PAYMENT OF CITY LIABILITIES HAVE BEEN AUDITED BY ME AND ARE ACCURATE, NECESSARY AND APPROPRIATE EXPENDITURES FOR THE OPERATION OF THE CITY. I FURTHER CERTIFY, TO THE BEST OF MY KNOWLEDGE, THAT THE CITY HAS AVAILABLE FUNDS FOR PAYMENT THEREOF. E 74-175-142-000-000 64.69 13,569.30 13,569.30 E 16-175-142-000-000 1,132.10 E 52-400-142-000-000 64.69 E 65-425-142-000-000 646.91 E 10-190-142-000-000 2,261.65 E 10-370-142-000-000 1,035.06 E 10-450-142-000-000 517.53 E 10-172-142-000-000 517.53 E 10-175-142-000-000 1,196.79 E 10-185-142-000-000 1,293.82 B 10-022-61-00 2,148.98 E 10-120-142-000-000 2,042.64 E 10-125-142-000-000 646.91 16180109 10/09/2020 CA PUB EMPLOYEES RETIRE SYSTEM 10012020 HPERS OCT 2020 PERS HEALTH INSURANCE ACH 10/01/2020 E.6.b Packet Pg. 115 At t a c h m e n t : O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r ( O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r i n t h e A m o u n t o f $ 1 9 2 , 8 8 6 . 4 2 ) This page left intentionally blank. E.6.b Packet Pg. 116 At t a c h m e n t : O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r ( O c t o b e r - 2 0 2 0 C h e c k R e g i s t e r i n t h e A m o u n t o f $ 1 9 2 , 8 8 6 . 4 2 ) AGENDA REPORT MEETING DATE: December 8, 2020 Council & Successor Agency Item TITLE: Treasurer's Report as of June 30, 2020 PRESENTED BY: Cynthia Fortune, Assistant City Manager RECOMMENDATION: Receive and file the Treasurer's Report for the period ending June 30, 2020. 2030 VISION STATEMENT: This staff report supports Goal #1, “Ensuring Our Fiscal Viability”, through the continuous monitoring of expenditure budgets, allocations and operational costs. BACKGROUND: The Treasurer’s Report of funds held as cash or invested by the City and the Successor Agency to the Community Redevelopment Agency should be presented to the governing body periodically. DISCUSSION: The purpose of the Treasurer’s Report is to provide the governing body with the following information: • Current cash position of the City and Successor Agency. • Identify where all cash is held and, if invested, provide information regarding the Book Value, PAR Value, Market Value, yield, and maturity: ▪ Book Value is the value of an asset as it is listed in the City’s balance sheet or statement of financial position. The book value of the City’s cash is the amount listed in the City’s bank statement as of June 30, 2019 and recorded in the City’s financial system. ▪ PAR value or face value is the value listed on an invested stock or bond. Had the City invested the cash in stocks or bonds, the PAR value would be the current value of the stocks or bonds. ▪ Market value of an investment is the amount that someone will pay for it now, or the sale price. The investment value calculates what the investment will earn and likely will be worth in the future. Had the City invested the cash in stocks or bonds, the investment would have both a E.7 Packet Pg. 117 PAR value and a Market value. ▪ Yield describes the amount in cash (in percentage terms) in the form of interest or dividends received from an investment in stocks or bonds. ▪ Maturity or maturity date refers to the payment date of a financial instrument (stock, bond, certificate of deposit (CD) at which point the principal (and all remaining interest) is due to be paid. ▪ The attached Treasurer’s Report as of June 30th indicates book, PAR and market value of total cash and investments. • Show that there are sufficient cash resources to make economic commitments for the next six months. One way the governing body can monitor the fiscal condition of the City and the Successor Agency is to review the cash position. The common benchmarks to do this, is to compare the current quarter to the prior quarter and the current quarter to the same quarter in the prior fiscal year. For the Treasurer’s Report of June 30, 2019, the quarter summary would be compared to March 31, 2019 and the annual summary would be compared to June 30, 2018. Information on the benefits of these two cash reporting comparison periods is provided below: Quarterly Change in Cash Position: This compares the cash position at the end of a quarter to the end of the prior quarter. The cyclical nature of revenues to the City and the Successor Agency versus the relatively constant nature of expenditures is shown in a quarterly comparison. An example of this would be property tax revenue of which the majority is received in December and May versus monthly labor and utility costs. Generally, the cash position tends to decrease in the first and second quarter of a fiscal year and to increase in the third and fourth quarters. One-time revenues such as bond proceeds may also be easier to highlight first in a quarterly change report. City of Grand Terrace CHANGE IN TREASURY POSITION Fiscal Year-to-Date Compared to Previous Quarter Table 1 Description March 31, 2020 June 30, 2020 $ Change % Chg Total Cash and Investments $10,545,051 $11,795,715 $1,250,664 11.86% Funds with Fiscal Agent $0 $0 $0 Total $10,545,051 $11,795,715 $1,250,664 11.86% • As shown in the Table 1 above, the Cash & Investments Report indicates an increase of approximately $1.2 million. Below are the causes for the increase (revenue receipts) or decrease (expenditure disbursements) in the City’s cash E.7 Packet Pg. 118 balance: ➢ Receipts of the 2nd installment of the City’s Redevelopment Property Tax Trusts Fund (RPTTF) in June 2020 of $908,313; and ➢ Due to the onset of COVID-19, the City saw a slight delay in sales tax allocations, receiving $326,636 is sales tax receipts during the 4th quarter (April 2020 to June 2020) of FY2019-20. City of Grand Terrace CHANGE IN TREASURY POSITION Fiscal Year-to-Date Compared to Previous Year (Same Quarter) Table 2 Description June 30, 2019 June 30, 2020 $ Change % Chg Total Cash and Investments $26,910,599 $11,795,715 ($15,114,884) -56.17% Funds with Fiscal Agent $1,764,350 $0 ($1,764,350) -100.00% Total $28,674,949 $11,795,715 ($16,879,234) -58.86% • As shown in Table 2, the current cash position compared to a year ago on June 30, 2019 decreased by approximately $16.9 million. The decrease in cash for the quarter ending June 2020 compared to June 2019 was a result of the Successor Agency’s 2011 Tax Allocation Bonds (TABs) Series A and B, defeasance. Cash Balance by Fund City of Grand Terrace CASH BALANCE by FUND As of June 30, 2020 Table 3 Fund Fund Title Cash Balances City 09 CHILD CARE CENTER FUND $94,260 10 GENERAL FUND $5,022,590 11 STREET FUND $656,770 12 STORM DRAIN FUND $288,239 13 PARK FUND $86,937 14 SLESF (AB3229 COPS) $89,262 15 AIR QUALITY IMPROVEMENT FUND $37 16 GAS TAX FUND $292,825 17 TRAFFIC SAFETY FUND $16,168 19 FACILITIES FUND $384,277 E.7 Packet Pg. 119 City of Grand Terrace CASH BALANCE by FUND As of June 30, 2020 Table 3 Fund Fund Title Cash Balances 20 MEASURE "I" FUND $223,533 21 WASTEWATER DISPOSAL FUND $628,805 22 CDBG ($36,067) 23 REFUNDABLE DEPOSITS TRUST FUND $589,020 25 SPRING MOUNTAIN RANCH $725,510 26 LNDSCP & LGTG ASSESSMENT DIST $38,169 45 COMMERCE WAY PROJECT $815,012 46 CAPITAL IMPROVEMENTS - STREETS $46,287 47 CAP.PRJ. BARTON/COLTON BRIDGE ($2,650) 49 CAPITAL PROJECTS FUND- PARKS $247,794 52 HOUSING AUTHORITY $966,147 61 COMMUNITY BENEFITS FUND $33,617 62 LIGHT UP GRAND TERRACE ($497) 63 GT ILLEGAL FIREWORKS ENFORCEMENT $224 64 PUBLIC SAFETY FUND $22,053 65 SENIOR BUS PROGRAM FUND $12,260 66 CAL RECYCLE GRANT $8,303 67 PUBLIC, EDUCATIONAL & GOVT ACCESS $87,150 68 40TH YEAR BIRTHDAY CELEBRATION FND ($10) 69 COMMUNITY DAY FUND $5 70 EQUIPMENT REPLACEMENT RESERVE FUND $1,022 73 ACTIVE TRANSPORTATION PRGRM FUND $0 74 HIGHWAY SFTY IMPROV PRGRM GRANT ($11,479) 75 EMER MGMT PREP GRANT (EMPG) FUND $0 76 ENHANCED INFRA FIN DIST (EIFD) FUND ($9,523) 77 SCIP (SO. CA INCENTIVE PROJ) GRANT ($109) 90 COVID-19 EMERGENCY FUND ($28,673) 95 DOG PARK ENDOWMENT FUND $19,608 TOTAL CITY $11,306,876 Successor Agency 31 S/A RDA OBLIGATION RETIREMENT FUND $27,933 32 S/A CAPITAL PROJECTS FUND $0 33 S/A DEBT SERVICE FUND $0 34 S/A LOW INCOME HOUSING FUND $0 36 2011 TABS A & B BOND PROCEEDS $460,906 37 S/A CRA PROJECTS TRUST $0 TOTAL SUCCESSOR AGENCY $488,839 TOTAL CASH AND INVESTMENTS $11,795,715 E.7 Packet Pg. 120 The table below and the attached Treasurer’s Report also shows that the City of Grand Terrace (less Successor Agency funds) can meet its expenditure requirements for the next six months and that sufficient funds are available to meet its operating needs. CITY OF GRAND TERRACE CASH AND INVESTMENT REPORT AGAINST ADOPTED BUDGET As of June 30, 2020 Table 4 Description Amount Total Cash and Investments, City $11,306,876 FY2020-21 Adopted Budget $8,042,957 Less: Successor Agency Budget ($602,876) Net, City budget $7,440,081 Cash required for six (6) months: ($7,440,081 / 2) $3,720,041 At a cash balance of $11,306,876, the City has sufficient cash to cover operating expenditures for a six-month period. As stated earlier in the report, the cash balances shown above are as of a certain date in time, specifically, June 30, 2020. FISCAL IMPACT: The purpose of the Treasurer’s Report is to provide information regarding the current cash and investment position of the City and the Successor Agency to the Community Redevelopment Agency. There is no fiscal impact to receiving and filing the report. ATTACHMENTS: • Treasurer's Report - June 2020 (PDF) APPROVALS: Cynthia A. Fortune Completed 11/21/2020 11:33 AM Finance Completed 11/21/2020 11:34 AM City Attorney Completed 11/28/2020 4:10 PM City Manager Completed 12/02/2020 5:05 PM City Council Pending 12/08/2020 6:00 PM E.7 Packet Pg. 121 City of Grand Terrace & Successor Agency to the CRA of Grand Terrace Cash & Investment Report June 30, 2020 City Successor Agency Total PAR Market Yield (in %)Maturity California Asset Management Program $4,153,602 $4,153,602 $4,153,602 $4,216,321 1.510%N/A State Treasurer- LAIF: City Account $2,887,452 $2,887,452 $2,887,452 $2,922,592 1.217%N/A State Treasurer- LAIF: Successor Agency $103,820 $103,820 $103,820 $105,083 1.217%N/A TOTAL FUNDS IN INVESTMENT POOLS $7,041,054 $103,820 $7,144,874 $7,144,874 $7,243,996 US BANK - Safekeeping- First American Treasury Fund $1,186 $1,186 $1,186 $1,198 1.01%N/A Bank of America - Savings Acct. - Insured $50,305 $50,305 $50,305 $50,320 0.03%N/A TOTAL FUNDS OTHER INVESTMENTS $51,491 $0 $51,491 $51,491 $51,518 TOTAL INVESTMENTS $7,092,545 $103,820 $7,196,365 $7,196,365 $7,295,514 Bank of America - Gen. Operating Acct. - Collateralized $4,212,322 $384,477 $4,596,799 $4,596,799 $4,596,799 0.000%N/A CitiEscrow Client Checking Acct. (Data Ticket)$2,009 $2,009 $2,009 $2,009 0.000%N/ABank of America - Successor Agency Acct. - Insured $542 $542 $542 $542 0.000%N/ATOTAL CASH $4,214,331 $385,019 $4,599,350 $4,599,350 $4,599,350 INVESTMENTS $7,092,545 $103,820 $7,196,365 $7,196,365 $7,295,514 CASH $4,214,331 $385,019 $4,599,350 $4,599,350 $4,599,350TOTAL CASH & INVESTMENTS $11,306,876 $488,839 $11,795,715 $11,795,715 $11,894,864 CASH WITH FISCAL AGENT (RESERVE FUNDS) U.S. Bank - First American Treasury Obligations 2011A TABS $0 $0 $0 $0 $0 0.00%N/AU. S. Bank - First American Treasury Obligations 2011B TABS $0 $0 $0 $0 $0 0.00%N/ATOTAL FUNDS WITH FISCAL AGENT $0 $0 $0 $0 $0 TOTAL CASH, INVESTMENTS & CASH WITH FISCAL AGENT $11,306,876 $488,839 $11,795,715 $11,795,715 $11,894,864 95.86%4.14%100.00% E.7.a Packet Pg. 122 At t a c h m e n t : T r e a s u r e r ' s R e p o r t - J u n e 2 0 2 0 [ R e v i s i o n 1 ] ( T r e a s u r e r ' s R e p o r t a s o f J u n e 3 0 , 2 0 2 0 ) AGENDA REPORT MEETING DATE: December 8, 2020 Council Item TITLE: Approval of the Revised Annual Appropriation Limits for Fiscal Years 2019-2020 and 2020-2021 PRESENTED BY: Cynthia Fortune, Assistant City Manager RECOMMENDATION: Adopt the following two resolutions: (1) A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GRAND TERRACE, CALIFORNIA, AMENDING RESOLUTION 2019-18 BY REVISING THE APPROPRIATIONS LIMIT FOR FISCAL YEAR 2019-20, INCLUDING THE ADOPTION OF THE PRICE FACTOR AND POPULATION CHANGE FACTOR FOR THE APPROPRIATIONS LIMIT CALCULATION (2) A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GRAND TERRACE, CALIFORNIA, AMENDING RESOLUTION 2020-20 BY REVISING THE APPROPRIATIONS LIMIT FOR FISCAL YEAR 2020-21, INCLUDING THE ADOPTION OF THE PRICE FACTOR AND POPULATION CHANGE FACTOR FOR THE APPROPRIATIONS LIMIT CALCULATION 2030 VISION STATEMENT: This staff report supports City Council Goal #1, “Ensure Our Fiscal Viability,” through the continuous monitoring of revenue receipts and expenditure disbursements against approved budget appropriations. BACKGROUND: PROPOSITION 4 On November 6, 1979, California voters approved the Gann Spending Limitation Initiative (Proposition 4) establishing Article XIIIB of the State Constitution. Article XIIIB sets limits on the amount of tax revenues that the State and most local governments can appropriate within a given fiscal year. Its basic provisions are as follows: • Each year, the State and local governments must adopt a resolution establishing an Appropriations Limit, also known as the “Gann Limit”. Fiscal Year 1984-85 appropriations serve as the base for this limit, with adjustments being made annually to reflect increases in population, the cost of living, and financial E.8 Packet Pg. 123 responsibility transfers. • Only tax proceeds are subject to the limit. Charges for services, regulatory fees, grants, loans, donations, and other non-tax proceeds are not subject to the limit. Exemptions are also made for voter-approved debt, debt that existed prior to January 1, 1979, and for the cost of compliance with court or Federal government mandates. • All tax revenues received in excess of the Appropriations Limit must be refunded to taxpayers within a two-year period. • The voters may approve an increase in the Appropriations Limit. For the increase to remain in effect, however, it must be re-approved by voters at four- year intervals. PROPOSITION 111 On June 5, 1990, California voters approved the Traffic Congestion Relief and Spending Limitation Act (Proposition 111), which made various amendments to Article XIIIB of the State Constitution. The major changes, which became effective July 1, 1990, are as follows: • The change in the cost of living is defined to be either the change in California per capita personal income or the change in assessed valuation due to the addition of non-residential new construction. Previously, the change in the cost of living was defined as the lesser of the change in the U.S. Consumer Price Index or the change in California per capita personal income. • The change in population is defined as either a change in the City’s population or a change in the County’s population, whichever is greater. • “Qualified capital outlay projects” were added to the items exempted from the Appropriations Limit. Qualified capital outlay projects must have a useful life of ten or more years and a cost that equals or exceeds $100,000. • Tax revenues received in excess of the Appropriations Limit must be refunded to taxpayers only if the limit is exceeded over a two-year period. The annual Appropriations Limit are updated every fiscal year and are submitted for City Council’s review and approval in conjunction with the annual Operating Budget. DISCUSSION: As indicated above, Proposition 111 made several changes to the method used to calculate the Appropriations Limit. Over the past few years, the City has used the following formulas to calculate its annual Appropriations Limit: E.8 Packet Pg. 124 1) Change in in California per capita personal income; information is provided annually by California Department of Finance (DOF) in their “Price Factor and Population Information Letter,” which is distributed to all local agencies In May of each year; and 2) Change in the City or County’s population, whichever is higher; information is also found in the “Price Factor and Population Information Letter” provided by the DOF. FY2019-20 Appropriations Limit On May 16, 2019, City Council approved the Annual Appropriations Limit for FY2019-20 in the amount of $14,637,091, as submitted by City staff. As provided in the DOF’s “Price Factor and Population Information Letter” for FY2019-20, the factors in the annual appropriations limit were: Per Capita Cost of Living Adjustment = 3.85% Population Change = 0.90% percent Per Capita Cost of Living converted to a ratio: 3.85 + 100 = 1.0385 100 Population converted to a ratio: 0.90 + 100 = 1.0090 100 Calculation Factor for FY 2019-20: 1.0385 x 1.0090 = 1.0478 While Exhibit A showed the above factors, the actual calculation against the City’s revenues subject to the calculation factor was keyed in error, resulting in a lower increase to the FY2019-20 Appropriation Limit. The table below shows the original calculation submitted to City Council and the revised calculations using the correct calculation factor (highlighted in yellow). The miscalculation presented an incorrect Appropriations Limit that needs to be revised. Table 1 EXHIBIT A CITY OF GRAND TERRACE APPROPRIATIONS (GANN) LIMIT CALCULATION FISCAL YEAR 2019-20 Original Revised Variance Calculation Calculation Inc. (Dec.) APPROPRIATIONS SUBJECT TO THE LIMIT FY 2019-20 Total Revenue* $7,812,234 $7,812,234 $0 Less: Non-Proceeds of Tax $3,558,029 $3,558,029 $0 E.8 Packet Pg. 125 EXHIBIT A CITY OF GRAND TERRACE APPROPRIATIONS (GANN) LIMIT CALCULATION FISCAL YEAR 2019-20 Original Revised Variance Calculation Calculation Inc. (Dec.) A) Total Appropriations Subject to the Limit $4,254,205 $4,254,205 $0 APPROPRIATIONS LIMIT B) FY 2018-19 Appropriations Limit $13,993,395 $13,993,395 $0 C) Change Factor % Inc. Factor Cost of Living Adjustment 3.85 1.0385 Population Adjustment 0.90 1.0090 Change Factor (1.0385 x 1.0090) 1.0478 D) Increase (decrease) in Appropriations Limit $643,696 $668,884 $25,188 E) FY2019-20 Appropriations Limit (B x C) $14,637,091 $14,662,279 $25,188 REMAINING APPROPRIATIONS CAPACITY (E - A) $10,382,887 $10,408,725 $25,188 Remaining Capacity as Percent of the FY 2019-20 Appropriations Limit 70.94% 70.99% 0.05% *Revenues are based on FY 2019-20 Proposed Budget (all City funds excluding Successor Agency). As the Annual Appropriations Limit is part of the annual budget adoption documents, City staff is recommending that City Council adopt a revision to the Annual Appropriations Limit for FY2019-20 with its corresponding documents, reflecting the correct Annual Appropriations Limit for FY2019-20 of $14,662,279 (highlighted in blue). FY2020-21 Appropriations Limit On June 23, 2020, City Council approved the Annual Appropriations Limit for FY2020- 21 in the amount of $15,262,095, as submitted by City staff. Although the correct calculation factor was used for FY2020-21, its base appropriation limit is that of the prior year (FY2019-20). Since the FY2019-20’s appropriation limit ($14,637,091) was incorrect, that led to the current year’s appropriation limit also being off as shown in the table below: Table 2 EXHIBIT A CITY OF GRAND TERRACE E.8 Packet Pg. 126 APPROPRIATIONS (GANN) LIMIT CALCULATION FISCAL YEAR 2020-21 Original Revised Variance Calculation Calculation Inc. Dec.) APPROPRIATIONS SUBJECT TO THE LIMIT FY 2020-21 Total Revenue* $7,457,507 $7,457,507 $0 Less Non-Proceeds of Tax $2,920,634 $2,920,634 $0 A) Total Appropriations Subject to the Limit $4,536,873 $4,536,873 $0 APPROPRIATIONS LIMIT B) FY 2019-20 Appropriations Limit $14,637,091 $14,662,279 $25,188 C) Change Factor % Inc. Factor Cost of Living Adjustment 3.73 1.0373 Population Adjustment 0.52 1.0052 Change Factor (1.0373 x 1.0052) 1.0427 D) Increase (decrease) in Appropriations Limit $625,004 $626,079 $1,076 E) FY 2020-21 Appropriations Limit (B x C) $15,262,095 $15,288,358 $26,264 REMAINING APPROPRIATIONS CAPACITY (E - A) $10,725,222 $10,751,485 $26,264 Remaining Capacity as Percent of the FY 2020-21 Appropriations Limit 70.27% 70.32% 0.05% *Revenues are based on FY 2020-21 Proposed Budget (all City funds excluding Successor Agency) As mentioned earlier, since the Annual Appropriations Limit is part of the annual budget adoption documents, City staff is also recommending a revision to the Annual Appropriations Limit for FY2020-21 with its corresponding documents, reflecting the correct Annual Appropriations Limit for FY2020-21 of $15,288,358 (highlighted in blue). Staff is recommending that City Council approve the revised Annual Appropriation Limit Resolutions, with their corresponding documents for Fiscal Years 2019-20 and 2020-21. FISCAL IMPACT: There is no fiscal impact associated with adoption of the revised FY 2019-2020 and FY 2020-2021 Annual Appropriations Limits. E.8 Packet Pg. 127 ATTACHMENTS: • Resolution 2020 Revising the Appropriations Limit 2019-20 FINAL(DOCX) • Exhibit A Adjusted FY 2019-20 Appropriations Limit Calculation (PDF) • Exhibit B Proceeds of Tax Calculation for FY 2019-20 Appropriations Limit (PDF) • Exhibit C Price Factor & Population Information for FY 2019-20 Appropriations Limit (PDF) • Resolution 2020 Revising the Appropriations Limit 2020-21 FINAL(DOCX) • Exhibit A Adjusted FY 2020-21 Appropriations Limit Calculation (PDF) • Exhibit B Proceeds of Tax Calculation for FY 2020-21 Appropriations Limit (PDF) • Exhibit C Price Factor & Population Information for FY 2020-21 Appropriations Limit (PDF) APPROVALS: Cynthia A. Fortune Completed 11/14/2020 12:02 PM Finance Completed 11/15/2020 12:14 PM City Attorney Completed 11/30/2020 8:47 AM City Manager Completed 12/02/2020 5:02 PM City Council Pending 12/08/2020 6:00 PM E.8 Packet Pg. 128 RESOLUTION NO. 2020-______ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GRAND TERRACE, CALIFORNIA, AMENDING RESOLUTION 2019-18 BY REVISING THE APPROPRIATIONS LIMIT FOR FISCAL YEAR 2019-20, INCLUDING THE ADOPTION OF THE PRICE FACTOR AND POPULATION CHANGE FACTOR FOR THE APPROPRIATIONS LIMIT CALCULATION WHEREAS, Article XlllB of the California Constitution and Section 7910 of the California Government Code require that each year the City of Grand Terrace shall, by resolution, establish an Appropriations Limit for the fiscal year; and WHEREAS, the City Council has adopted the Budget for Fiscal Year 2019-20 on June 25, 2019 and has prepared adjustments to said budget, a copy of which is on file in the Office of the City Clerk and available for public inspection, and WHEREAS, the said Budget and proposed amendments contains the estimates of the services, activities and projects comprising the budget, and contains expenditure requirements and the resources available to the City; and WHEREAS, the City’s Finance Department has prepared calculations and documentation required for and to be used in the determination of certain matters and for the establishment of an Appropriations Limit for the City for Fiscal Year 2019-20; and WHEREAS, in accordance with Section 7910 of the California Government Code, documentation used in the determination of the appropriations limit and other necessary determinations was made available to the public in accordance with the requirements set forth therein; and WHEREAS, the City Council has considered pertinent data such as price and population factors and made such determinations as may be required by law, and has adopted this Resolution at a regularly scheduled meeting of the City Council: and WHEREAS, On June 25, 2019, the City Council of the City of Grand Terrace adopted Resolution 2019-18, that established the City’s Annual Appropriations Limit for Fiscal Year 2019- 20; and WHEREAS, Resolution 2019-18, contained an inadvertent error relating to the City’s Annual Appropriations Limit for Fiscal Year 2019-20; and WHEREAS, City Council desires to correct the inadvertent error relating to the City’s Annual Appropriations Limit for Fiscal Year 2019-20; and WHEREAS, the Appropriations Limit for the City of Grand Terrace for Fiscal Year 2019- 20 is hereby established at $14,662,279 and the total annual appropriations subject to such limitation for Fiscal Year 2019-20 are determined to be $4,254,205. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF GRAND TERRACE, CALIFORNIA, DOES HEREBY RESOLVE AS FOLLOWS: E.8.a Packet Pg. 129 At t a c h m e n t : R e s o l u t i o n 2 0 2 0 R e v i s i n g t h e A p p r o p r i a t i o n s L i m i t 2 0 1 9 - 2 0 F I N A L [ R e v i s i o n 3 ] ( R e v i s i o n o f A n n u a l A p p r o p r i a t i o n s L i m i t f o r F i s c a l 1. The Recitals set forth above are incorporated herein by this reference. 2. Resolution 2019-18 is hereby amended such that the Annual Appropriations Limit for the City of Grand Terrace for Fiscal Year 2019-20 shall be established as $14,662,279. 3. The City Council hereby adopts the findings and methods of calculation set forth in Exhibit A (Appropriations Limit Calculation) and Exhibit B (Proceeds of Tax Calculation). 4. The City of Grand Terrace reserves the right to revise the factors associated with the calculation of the limit established pursuant to Article XlllB of the California Constitution if such changes or revisions would result in a more advantageous Appropriations Limit in the future. 5. This Resolution shall take effect immediately on the date of its adoption. PASSED, APPROVED AND ADOPTED by the City Council of the City of Grand Terrace, California, at a regular meeting on the 8th day of December, 2020. ______________________________ Darcy McNaboe, Mayor ATTEST: _______________________________ Debra Thomas, City Clerk APPROVED AS TO FORM: ______________________ Adrian R. Guerra, City Attorney E.8.a Packet Pg. 130 At t a c h m e n t : R e s o l u t i o n 2 0 2 0 R e v i s i n g t h e A p p r o p r i a t i o n s L i m i t 2 0 1 9 - 2 0 F I N A L [ R e v i s i o n 3 ] ( R e v i s i o n o f A n n u a l A p p r o p r i a t i o n s L i m i t f o r F i s c a l APPROPRIATIONS SUBJECT TO THE LIMIT FY 2019-20 Total Revenue*7,812,234$ Less Non-Proceeds of Tax 3,558,029 A) Total Appropriations Subject to the Limit 4,254,205$ APPROPRIATIONS LIMIT B) FY 2018-19 Appropriations Limit 13,993,395 C) Change Factor**% Increase Factor Cost of Living Adjustment 3.85 1.0385 Population Adjustment 0.90 1.0090 Change Factor (1.0385 x 1.0090)1.0478 D) Increase (decrease) in Appropriations Limit 668,884$ E) FY 2019-20 Appropriations Limit (B x C)14,662,279$ REMAINING APPROPRIATIONS CAPACITY (E-A)10,408,075$ Remaining Capacity as Percent of the FY 2019-20 Appropriations Limit 70.99% *Revenues are based on FY 2019-20 Proposed Budget (all City funds excluding Successor Agency). ** State Department of Finance Percent of Change in California Per Capita Income Percent of Change in County of San Bernardino Population EXHIBIT A CITY OF GRAND TERRACE APPROPRIATIONS (GANN) LIMIT CALCULATIONFISCAL YEAR 2019-20 E.8.b Packet Pg. 131 At t a c h m e n t : E x h i b i t A A d j u s t e d F Y 2 0 1 9 - 2 0 A p p r o p r i a t i o n s L i m i t C a l c u l a t i o n ( R e v i s i o n o f A n n u a l A p p r o p r i a t i o n s L i m i t f o r F i s c a l Y e a r s 2 0 1 9 - 2 0 CITY OF GRAND TERRACE APPROPRIATIONS (GANN) LIMIT PROCEEDS OF TAX CALCULATION FISCAL YEAR 2019-20 BUDGETED BUDGETED PROCEEDS NON-PROCEEDS TOTAL REVENUE SOURCE OF TAX OF TAX REVENUE TAXES Property Tax (1)3,363,090$ 3,363,090$ Sales Tax (2) 785,400 785,400 Business License Tax 91,000 91,000 FEES Franchise Fees 534,790$ 534,790 Building Fees 129,540 129,540 Planning Fees 166,800 166,800 Other Permits/Fees 490,678 490,678 Intergovernmental 345,660 345,660 Use of Money & Property 323,000 323,000 Child Care Fees - - Gas Tax/Highway User Fees 519,800 519,800 Measure "I" Transportation 193,000 193,000 SLESF (AB 3229 COPS)100,050 100,050 CDBG 47,876 47,876 Other 126,500 126,500 OPERATING BUDGET SUBTOTAL 4,239,490$ 2,977,694$ 7,217,184$ % of Total 58.74%41.26%100.00% Interest Allocation (3)14,715 10,335 25,050 CAPITAL PROJECT FUNDING Gas Tax/Measure "I"/Transfers 570,000 570,000 State Grants - - Bond Proceeds - - CAPITAL PROJECT SUBTOTAL -$ 570,000$ 570,000$ TOTAL 4,254,205$ 3,558,029$ 7,812,234$ Revenues are based on FY 2019-20 Proposed Budget (all City funds excluding Successor Agency). Notes: (1) Includes Property Tax In-Lieu of Vehicle License Fees & RPTTF Residual Receipts (2) Includes Property Tax In-Lieu of Sales Tax (3) Based on percentage of Tax/Non-Tax Proceeds EXHIBIT B E.8.c Packet Pg. 132 At t a c h m e n t : E x h i b i t B P r o c e e d s o f T a x C a l c u l a t i o n f o r F Y 2 0 1 9 - 2 0 A p p r o p r i a t i o n s L i m i t ( R e v i s i o n o f A n n u a l A p p r o p r i a t i o n s L i m i t f o r F i s c a l May 2019 Dear Fiscal Officer: Subject: Price Factor and Population Information Appropriations Limit California Revenue and Taxation Code section 2227 requires the Department of Finance to transmit an estimate of the percentage change in population to local governments. Each local jurisdiction must use their percentage change in population factor for January 1, 2019, in conjunction with a change in the cost of living, or price factor, to calculate their appropriations limit for fiscal year 2019-20. Attachment A provides the change in California’s per capita personal income and an example for utilizing the price factor and population percentage change factor to calculate the 2019-20 appropriations limit. Attachment B provides the city and unincorporated county population percentage change. Attachment C provides the population percentage change for counties and their summed incorporated areas. The population percentage change data excludes federal and state institutionalized populations and military populations. Population Percent Change for Special Districts Some special districts must establish an annual appropriations limit. California Revenue and Taxation Code section 2228 provides additional information regarding the appropriations limit. Article XIII B, section 9(C) of the California Constitution exempts certain special districts from the appropriations limit calculation mandate. The code section and the California Constitution can be accessed at the following website: http://leginfo.legislature.ca.gov/faces/codes.xhtml. Special districts required by law to calculate their appropriations limit must present the calculation as part of their annual audit. Any questions special districts have on this requirement should be directed to their county, district legal counsel, or the law itself. No state agency reviews the local appropriations limits. Population Certification The population certification program applies only to cities and counties. California Revenue and Taxation Code section 11005.6 mandates Finance to automatically certify any population estimate that exceeds the current certified population with the State Controller’s Office. Finance will certify the higher estimate to the State Controller by June 1, 2019. Please Note: The prior year’s city population estimates may be revised. If you have any questions regarding this data, please contact the Demographic Research Unit at (916) 323-4086. KEELY BOSLER Director By: Vivek Viswanathan Chief Deputy Director Attachment E.8.d Packet Pg. 133 At t a c h m e n t : E x h i b i t C P r i c e F a c t o r & P o p u l a t i o n I n f o r m a t i o n f o r F Y 2 0 1 9 - 2 0 A p p r o p r i a t i o n s L i m i t ( R e v i s i o n o f A n n u a l A p p r o p r i a t i o n s L i m i t f o r May 2019 Attachment A A. Price Factor: Article XIII B specifies that local jurisdictions select their cost of living factor to compute their appropriation limit by a vote of their governing body. The cost of living factor provided here is per capita personal income. If the percentage change in per capita personal income is selected, the percentage change to be used in setting the fiscal year 2019-20 appropriation limit is: Per Capita Personal Income Fiscal Year Percentage change (FY) over prior year 2019-20 3.85 B. Following is an example using sample population change and the change in California per capita personal income as growth factors in computing a 2019-20 appropriation limit. 2019-20: Per Capita Cost of Living Change = 3.85 percent Population Change = 0.47 percent Per Capita Cost of Living converted to a ratio: 3.85 + 100 = 1.0385 100 Population converted to a ratio: 0.47 + 100 = 1.0047 100 Calculation of factor for FY 2019-20: 1.0385 x 1.0047 = 1.0434 E.8.d Packet Pg. 134 At t a c h m e n t : E x h i b i t C P r i c e F a c t o r & P o p u l a t i o n I n f o r m a t i o n f o r F Y 2 0 1 9 - 2 0 A p p r o p r i a t i o n s L i m i t ( R e v i s i o n o f A n n u a l A p p r o p r i a t i o n s L i m i t f o r Fiscal Year 2019-20 Attachment B Annual Percent Change in Population Minus Exclusions* January 1, 2018 to January 1, 2019 and Total Population, January 1, 2019 Total County Percent Change ---Population Minus Exclusions ---Population City 2018-2019 1-1-18 1-1-19 1-1-2019 San Bernardino Adelanto 0.07 34,466 34,489 35,136 Apple Valley 0.79 72,891 73,464 73,464 Barstow 0.20 23,682 23,730 24,150 Big Bear Lake 0.63 5,427 5,461 5,461 Chino 2.43 82,328 84,329 89,829 Chino Hills 1.18 83,379 84,364 84,364 Colton 0.61 54,061 54,391 54,391 Fontana 1.25 209,455 212,078 212,078 Grand Terrace 0.67 12,570 12,654 12,654 Hesperia 1.30 95,127 96,362 96,362 Highland 0.82 55,326 55,778 55,778 Loma Linda 1.41 23,922 24,259 24,335 Montclair 0.87 39,220 39,563 39,563 Needles 0.36 5,067 5,085 5,085 Ontario 2.31 174,244 178,268 178,268 Rancho Cucamonga 0.44 178,619 179,412 179,412 Redlands 0.56 71,441 71,839 71,839 Rialto 0.65 106,582 107,271 107,271 San Bernardino 0.11 217,452 217,695 219,233 Twentynine Palms 1.85 18,502 18,845 28,958 Upland 0.58 78,027 78,481 78,481 Victorville 0.78 122,052 123,010 126,543 Yucaipa 1.01 54,293 54,844 54,844 Yucca Valley 0.66 21,905 22,050 22,050 Unincorporated 0.53 303,177 304,788 312,654 County Total 0.90 2,143,215 2,162,510 2,192,203 *Exclusions include residents on federal military installations and group quarters residents in state mental institutions, state and federal correctional institutions and veteran homes. E.8.d Packet Pg. 135 At t a c h m e n t : E x h i b i t C P r i c e F a c t o r & P o p u l a t i o n I n f o r m a t i o n f o r F Y 2 0 1 9 - 2 0 A p p r o p r i a t i o n s L i m i t ( R e v i s i o n o f A n n u a l A p p r o p r i a t i o n s L i m i t f o r RESOLUTION NO. 2020-______ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GRAND TERRACE, CALIFORNIA, AMENDING RESOLUTION 2020-20 BY REVISING THE APPROPRIATIONS LIMIT FOR FISCAL YEAR 2020-21, INCLUDING THE ADOPTION OF THE PRICE FACTOR AND POPULATION CHANGE FACTOR FOR THE APPROPRIATIONS LIMIT CALCULATION WHEREAS, Article XlllB of the California Constitution and Section 7910 of the California Government Code require that each year the City of Grand Terrace shall, by resolution, establish an Appropriations Limit for the fiscal year; and WHEREAS, the City Council has adopted the Budget for Fiscal Year 2020-21 on June 23, 2020 and has prepared adjustments to said budget, a copy of which is on file in the Office of the City Clerk and available for public inspection, and WHEREAS, the said Budget and its proposed amendments contains the estimates of the services, activities and projects comprising the budget, and contains expenditure requirements and the resources available to the City; and WHEREAS, the City’s Finance Department has prepared calculations and documentation required for and to be used in the determination of certain matters and for the establishment of an Appropriations Limit for the City for Fiscal Year 2020-21; and WHEREAS, in accordance with Section 7910 of the California Government Code, documentation used in the determination of the appropriations limit and other necessary determinations was made available to the public in accordance with the requirements set forth therein; and WHEREAS, the City Council has considered pertinent data such as price and population factors and made such determinations as may be required by law, and has adopted this Resolution at a regularly scheduled meeting of the City Council: and WHEREAS, On June 23, 2020, the City Council of the City of Grand Terrace adopted Resolution 2020-20, that established the City’s Annual Appropriations Limit for Fiscal Year 2020- 21; and WHEREAS, Resolution 2020-20, contained an inadvertent error relating to the City’s Annual Appropriations Limit for Fiscal Year 2020-21; and WHEREAS, City Council desires to correct the inadvertent error relating to the City’s Annual Appropriations Limit for Fiscal Year 2020-21; and WHEREAS, the Appropriations Limit for the City of Grand Terrace for Fiscal Year 2020- 21 is hereby established at $15,288,358 and the total annual appropriations subject to such limitation for Fiscal Year 2020-21 are determined to be $4,536,873. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF GRAND TERRACE, CALIFORNIA, DOES HEREBY RESOLVE AS FOLLOWS: E.8.e Packet Pg. 136 At t a c h m e n t : R e s o l u t i o n 2 0 2 0 R e v i s i n g t h e A p p r o p r i a t i o n s L i m i t 2 0 2 0 - 2 1 F I N A L [ R e v i s i o n 2 ] ( R e v i s i o n o f A n n u a l A p p r o p r i a t i o n s L i m i t f o r F i s c a l 1. The Recitals set forth above are incorporated herein by the reference. 2. Resolution 2020-20 is hereby amended such that the Annual Appropriations Limit for the City of Grand Terrace for Fiscal Year 2020-21 shall be established at $15,288,358. 3. The City Council hereby adopts the findings and methods of calculation set forth in Exhibit A (Appropriations Limit Calculation) and Exhibit B (Proceeds of Tax Calculation). 4. The City of Grand Terrace reserves the right to revise the factors associated with the calculation of the limit established pursuant to Article XlllB of the California Constitution if such changes or revisions would result in a more advantageous Appropriations Limit in the future. 5. This resolution shall take effect immediately upon its adoption. PASSED, APPROVED AND ADOPTED by the City Council of the City of Grand Terrace, California, at a regular meeting on the 8th day of December, 2020. ______________________________ Darcy McNaboe, Mayor ATTEST: _______________________________ Debra Thomas, City Clerk APPROVED AS TO FORM: ______________________ Adrian R. Guerra, City Attorney E.8.e Packet Pg. 137 At t a c h m e n t : R e s o l u t i o n 2 0 2 0 R e v i s i n g t h e A p p r o p r i a t i o n s L i m i t 2 0 2 0 - 2 1 F I N A L [ R e v i s i o n 2 ] ( R e v i s i o n o f A n n u a l A p p r o p r i a t i o n s L i m i t f o r F i s c a l APPROPRIATIONS SUBJECT TO THE LIMIT FY 2020-21 Total Revenue*7,457,507$ Less Non-Proceeds of Tax 2,920,634 A) Total Appropriations Subject to the Limit 4,536,873$ APPROPRIATIONS LIMIT B) FY 2019-20 Appropriations Limit 14,662,279 C) Change Factor**% Increase Factor Cost of Living Adjustment 3.73 1.0373 Population Adjustment 0.52 1.0052 Change Factor (1.0373 x 1.0052)1.0427 D) Increase (decrease) in Appropriations Limit 626,079$ E) FY 2020-21 Appropriations Limit (B x C)15,288,358$ REMAINING APPROPRIATIONS CAPACITY (E-A)10,751,485$ Remaining Capacity as Percent of the FY 2020-21 Appropriations Limit 70.32% *Revenues are based on FY 2020-21 Proposed Budget (all City funds excluding Successor Agency). ** State Department of Finance Percent of Change in California Per Capita Income Percent of Change in City of Grand Terrace Population EXHIBIT A CITY OF GRAND TERRACE APPROPRIATIONS (GANN) LIMIT CALCULATIONFISCAL YEAR 2020-21 E.8.f Packet Pg. 138 At t a c h m e n t : E x h i b i t A A d j u s t e d F Y 2 0 2 0 - 2 1 A p p r o p r i a t i o n s L i m i t C a l c u l a t i o n ( R e v i s i o n o f A n n u a l A p p r o p r i a t i o n s L i m i t f o r F i s c a l Y e a r s 2 0 1 9 - 2 0 CITY OF GRAND TERRACE APPROPRIATIONS (GANN) LIMIT PROCEEDS OF TAX CALCULATION FISCAL YEAR 2020-21 BUDGETED BUDGETED PROCEEDS NON-PROCEEDS TOTAL REVENUE SOURCE OF TAX OF TAX REVENUE TAXES Property Tax (1)3,688,234$ 3,688,234$ Sales Tax (2) 725,000 725,000 Business License Tax 77,373 77,373 FEES Franchise Fees 445,000$ 445,000 Building Fees 91,900 91,900 Planning Fees 137,600 137,600 Other Permits/Fees 414,147 414,147 Intergovernmental 418,260 418,260 Use of Money & Property 327,509 327,509 Gas Tax/Highway User Fees 560,000 560,000 Measure "I" Transportation 200,000 200,000 SLESF (AB 3229 COPS)150,000 150,000 CDBG 69,934 69,934 Other 76,500 76,500 OPERATING BUDGET SUBTOTAL 4,490,607$ 2,890,850$ 7,381,457$ % of Total 60.84%39.16%100.00% Interest Allocation (3)46,266 29,784 76,050 CAPITAL PROJECT FUNDING Gas Tax/Measure "I"/Transfers 15,000 15,000 State Grants - - Bond Proceeds - - CAPITAL PROJECT SUBTOTAL -$ 15,000$ 15,000$ TOTAL 4,536,873$ 2,935,634$ 7,472,507$ Revenues are based on FY 2020-21 Proposed Budget (all City funds excluding Successor Agency). Notes: (1) Includes Property Tax In-Lieu of Vehicle License Fees & RPTTF Residual Receipts (2) Includes Property Tax In-Lieu of Sales Tax (3) Based on percentage of Tax/Non-Tax Proceeds EXHIBIT B E.8.g Packet Pg. 139 At t a c h m e n t : E x h i b i t B P r o c e e d s o f T a x C a l c u l a t i o n f o r F Y 2 0 2 0 - 2 1 A p p r o p r i a t i o n s L i m i t ( R e v i s i o n o f A n n u a l A p p r o p r i a t i o n s L i m i t f o r F i s c a l E.ot-lT 01>-,..,.. ",. ~ "1-« ,. Q. Z \01 0 o ", 'I-DEPARTMENT OF" ~INANC:E GAVIN NE\NSCM -GOVERNOR <:'..ql/.o .... ',.. r --S---"'-A-Te:--=-C -AP-'T-O-L-=.:-:R---O-O-M---:""l 1-4~5::-=-. -=5-A'-'CR..;..A-M--'e:N-T-O....;C::'A':-'::: • .....;9"'::5-=a-:l-:4--4-:9-:9-:a...;..'"'"w~w"-w.;.. • ....;.oO'-.-.c-A.;..:.;::.GO.:..c.v OF"F"ICE OF" THE DIRECTOR May 2020 Dear Fiscal Officer: Subject: Price Factor and Population Information Appropriations Limit California Revenue and Taxation Code section 2227 requires the Department of Finance to transmit an estimate of the percentage change in population to local governments. Each local jurisdiction must use their percentage change in population factor for January 1, 2020, in conjunction with a change in the cost of living, or price factor, to calculate their appropriations limit for fiscal year 2020-21 . Attachment A provides the change in California's per capita personal income and an example for utilizing the price factor and population percentage change factor to calculate the 2020-21 appropriations limit. Attachment B provides the city and unincorporated county population percentage change. Attachment C provides the population percentage change for counties and their summed incorporated areas. The population percentage change data excludes federal and state institutionalized populations and military populations. Population Percent Change for Special Districts Some special districts must establish an annual appropriations limit. California Revenue and Taxation Code section 2228 provides additional information regarding the appropriations limit. Article XIII B, section 9(C) of the California Constitution exempts certain special districts from the appropriations limit calculation mandate. The code section and the California Constitution can be accessed at the following website: http://ieginfo.legislature.ca.gov/faces/codes.xhtmi. Special districts required by law to calculate their appropriations limit must present the calculation as part of their annual audit. Any questions special districts have on this requirement should be directed to their county, district legal counsel, or the law itself. No state agency reviews the local appropriations limits. Population Certification The population certification program applies only to cities and counties. California Revenue and Taxation Code section 11005.6 mandates Finance to automatically certify any population estimate that exceeds the current certified population with the State Controller's Office. Finance will certify the higher estimate to the State Controller by June 1, 2020. Please Note: The prior year's city population estimates may be revised. The per capita personal income change is based on historical data. Given the stay-at-home orders due to COVID-19, growth in the coming years may be substantially lower than recent trends. If you have any questions regarding this data, please contact the Demographic Research Unit at (916) 323-4086. lsI Keely Martin Bosler KEELY MARTIN BOSLER Director Attachment E.8.h Packet Pg. 140 At t a c h m e n t : E x h i b i t C P r i c e F a c t o r & P o p u l a t i o n I n f o r m a t i o n f o r F Y 2 0 2 0 - 2 1 A p p r o p r i a t i o n s L i m i t ( R e v i s i o n o f A n n u a l A p p r o p r i a t i o n s L i m i t f o r May 2020 Attachment A A. Price Factor: Article XIII B specifies that local jurisdictions select their cost of living factor to compute their appropriation limit by a vote of their governing body. The cost of living factor provided here is per capita personal income. If the percentage change in per capita personal income is selected, the percentage change to be used in setting the fiscal year 2020-21 appropriation limit is: Per Capita Personal Income Fiscal Year (FY) Percentage change over prior year 2020-21 3.73 B. Following is an example using sample population change and the change in California per capita personal income as growth factors in computing a 2020-21 appropriation limit. 2020-21: Per Capita Cost of Living Change = 3.73 percent Population Change = 0.22 percent Per Capita Cost of Living converted to a ratio: Population converted to a ratio: Calculation of factor for FY 2020-21 : 3.73 + 100 = 1 .0373 100 0.22 + 100 = 1.0022 100 1.0373 x 1.0022 = 1.0396 E.8.h Packet Pg. 141 At t a c h m e n t : E x h i b i t C P r i c e F a c t o r & P o p u l a t i o n I n f o r m a t i o n f o r F Y 2 0 2 0 - 2 1 A p p r o p r i a t i o n s L i m i t ( R e v i s i o n o f A n n u a l A p p r o p r i a t i o n s L i m i t f o r Fiscal Year 2020-21 AHachment B Annual Percent Change In Population Minus Exclusions* January 1, 2019 to January 1, 2020 and Total Population, January 1, 2019 IQtgL County ~im:eot Cbgoge ~gl:2ulgtigo Mious ~x~lusigos ---~gl:2UlgtigO City 2019-2020 1-1-19 1-1-20 1-1-2020 San Bernardino Adelanto 0.73 34,857 35,113 35,663 Apple Valley 0.34 74,140 74,394 74,394 Barstow 0.13 23,790 23,822 24,268 Big Bear Lake 0.29 5,191 5,206 5,206 Chino 2.18 82,094 83,883 89,109 Chino Hills 0.12 82,310 82,409 82,409 Colton 0.48 53,862 54,118 54,118 Fontana 0.33 212,304 213,000 213,000 Grand Terrace 0.52 12,362 12,426 12,426 Hesperia 0.93 95,509 96,393 96,393 Highland 0.18 55,222 55,323 55,323 Loma Linda 0.53 24,329 24,459 24,535 Montclair 0.10 39,452 39,490 39,490 Needles -0.78 5,289 5,248 5,248 Ontario 1.32 180,494 182,871 182,871 Rancho Cucamonga 0.18 175,201 175,522 175,522 Redlands 0.36 70,700 70,952 70,952 Rialto 0.21 104,334 104,553 104,553 San Bernardino 0.13 216,104 216,395 217,946 Twentynine Palms 2.55 18,365 18,834 29,258 Upland 0.32 78,564 78,814 78,814 Victorville 0.86 121,109 122,155 126,432 Yucaipa 0.15 55,629 55,712 55,712 Yucca Valley 0.14 22,205 22,236 22,236 Unincorporated 0.32 295,855 296,797 304,659 County Total 0.51 2,139,271 2,150,125 2,180,537 "Exclusions include residents on federal military installations and group quarters residents in state mental institutions, state and federal correctional institutions and veteran homes. E.8.h Packet Pg. 142 At t a c h m e n t : E x h i b i t C P r i c e F a c t o r & P o p u l a t i o n I n f o r m a t i o n f o r F Y 2 0 2 0 - 2 1 A p p r o p r i a t i o n s L i m i t ( R e v i s i o n o f A n n u a l A p p r o p r i a t i o n s L i m i t f o r AGENDA REPORT MEETING DATE: December 8, 2020 Council Item TITLE: Community Benefit Fund Grand Award to Living-4-Giving Foundation in the Amount of $1,695 PRESENTED BY: Cynthia Fortune, Assistant City Manager RECOMMENDATION: Approve the Community Benefit Fund grant application from the Living-4-Giving Foundation in the amount of $1,695 to support the Grand Terrace High School Seniors Class of 2021 Blue Mountain Hike. 2030 VISION STATEMENT: This staff report supports the following City Council Goals: • Goal #1 - Ensure Our Fiscal Viability, through the continuous monitoring of revenue receipts and expenditure disbursements against approved budget appropriations; and • Goal #4 – Develop and Implement Successful Partnerships through productive collaboration with community groups, youth programs and senior organizations. BACKGROUND: For the past five (5) fiscal years, the City Council has approved the use of funds for the establishment of the Community Benefits Fund Grant Program. The purpose of the Community Benefits Fund Grant Program is to provide funding for local youth programs, community events, community fee waivers, and be used as an economic development tool for small business development in the City. Each year, part of these funds has been designated for the City’s annual Light Up Grand Terrace event. For Fiscal Year 2019-20, the City Council has approved the use of $15,000 toward community benefit funded programs and activities. Various youth and senior program activities have benefited from the Community Benefits Fund including the Foundation of Grand Terrace, the REC Center, several youth sports leagues, and the Friends of the Grand Terrace Library. Attachment A provides a summary of awarded grants by fiscal year and the recipients of said grants awarded in each fiscal year. E.9 Packet Pg. 143 DISCUSSION: I. Application received from the Living-4-Giving Foundation The Living-4-Giving Foundation’s mission is to provide food, clothing, shoes, toiletries, school supplies, toys, and other resources to families in need to help make the holidays a little easier. The Living-4-Giving Foundation also provides these, and other necessary resources, throughout the year because they believe that a healthy and happy community is one that thrives. Given that the Foundation was made aware of the struggles that the GTHS Graduating Class of 2021 has experienced as a result of the COVID-19 pandemic, they are supporting them and applying for a Community Benefits Grant ($1,695) on their behalf so that the Seniors may hike Blue Mountain on January 9 2020. Below summarizes the current application submitted by Living-4Giving Foundation: Project Title: GTHS Class of 2021 Senior Blue Mountain Hike Project Activity: It is a one-day event on Saturday, January 9, 2021, for Seniors with the theme "Overcoming every Obstacle." It is aimed at challenging the Seniors with a hike just under 2 miles starting at the entrance at Palm Ave. to the top of Blue Mountain. Public Purpose: The event will promote student participation, for GTHS Seniors during a year marred by restrictions from the pandemic. Overcoming the obstacles of adversities is a part of life, and as we help the Seniors navigate the last year of their public school experience, we also teach them that with commitment and perseverance, they can overcome any obstacle before them. It is an event organized by GTHS Senior parents to support GTHS students. Amount Requested: $1,695.00 Utilization of Funds: Funds would be utilized to pay for the following: 1. Liability Insurance - $735; 2. Portable restrooms (2) - $650; and 3. City Special Event Permit - $310. Total requested: $1,695. RECOMMENDATION: Staff recommends that the City Council: E.9 Packet Pg. 144 1. Approve the Community Benefit Fund grant application in the amount of $1,695 to the Living-4-Giving Foundation to sponsor the GTHS Seniors Class of 2021 Blue Mountain Hike to be held on Saturday, January 9, 2021. Upon City Council approval, the applicant will comply with the following, if they have not already done so: 1. Issue the City of Grand Terrace an invoice for the grant amount; 2. Ensure that the City is mentioned/included as a sponsor in any material advertising the activity or event; 3. Complete a W-9 form for reporting purposes; and 4. Submit receipts within 30 days of the event/activity showing that the funds provided were used for their original intent. Attached are the application received from the Living-4-Giving Foundation. FISCAL IMPACT: Funds in the amount of $15,000.00 have been approved for the program and established in the Community Benefits Fund (Fund 61). If approved, the table below will show the balances of each category remaining in the fund: FY2019-20 Community Benefits Fund Fund No. Acct. No. Account Title Approved Budget Awarded Grants Balance as of Nov- 2020 Proposed Grant Awards Revised Balance 61 461- 100 Youth/School Programs $10,000 $0 $10,000 ($1,695) $8,305 TOTAL $10,000 $0 $10,000 ($1,695) $8,305 ATTACHMENTS: • CBF Award History as of NOV-2020-4 (PDF) • CBF 2020-21-01 - Grand Terrace High School Senior Hike (PDF) APPROVALS: Cynthia A. Fortune Completed 12/02/2020 11:55 AM Finance Completed 12/02/2020 11:56 AM City Attorney Completed 12/02/2020 4:09 PM City Manager Completed 12/02/2020 5:01 PM E.9 Packet Pg. 145 City Council Pending 12/08/2020 6:00 PM E.9 Packet Pg. 146 Title 2015-16 2016-17 2017-18 2018-19 2019-20 TOTAL 2020-21 TOTAL Actuals Actuals Actuals Actuals Actuals TO DATE Proposed Dec-2020 REVISED YOUTH / SCHOOL ORGANIZATIONS Grand Terrace Community Basketball $1,136 $0 $0 $1,450 $0 $2,586 $0 $2,586 Grand Terrace High School Football Boosters $0 $0 $0 $2,000 $2,000 $4,000 $0 $4,000 Grand Terrace High School Legacy Regiment Boosters $0 $0 $0 $2,000 $0 $2,000 $0 $2,000 Grand Terrace High School Boys Basketball $0 $0 $0 $0 $2,000 $2,000 $0 $2,000 Grand Terrace High School Titan Wrestling Team $0 $0 $0 $0 $1,997 $1,997 $0 $1,997 Grand Terrace Little League $2,000 $0 $2,000 $0 $0 $4,000 $0 $4,000 Grand Terrace Youth Football & Cheer $0 $4,000 $2,000 $0 $0 $6,000 $0 $6,000 Terrace View Elementary PTA $1,000 $671 $1,517 $700 $0 $3,888 $0 $3,888 $4,136 $4,671 $5,517 $6,150 $5,997 $26,471 $0 $26,471 NON-PROFIT / SERVICE ORGANIZATIONS American Cancer Society $0 $0 $2,000 $0 $0 $2,000 $0 $2,000 Drug Alternative Program $0 $2,000 $0 $0 $0 $2,000 $0 $2,000 Foundation of Grand Terrace $2,350 $2,000 $1,830 $0 $0 $6,180 $0 $6,180 Friends of Grand Terrace Library $3,750 $2,000 $2,000 $4,000 $0 $11,750 $0 $11,750 Grand Terrace Lions Club $0 $620 $0 $0 $0 $620 $0 $620 Sheriff’s Central Station Explorer Program $0 $0 $0 $2,000 $2,000 $4,000 $0 $4,000 The REC Center $2,187 $310 $0 $3,100 $0 $5,597 $0 $5,597 Living-4 Giving Foundation $0 $0 $0 $0 $0 $0 $1,695 $1,695 $8,287 $6,930 $5,830 $9,100 $2,000 $32,147 $1,695 $33,842 TOTAL $12,423 $11,601 $11,347 $15,250 $7,997 $58,618 $1,695 $60,313 City of Grand Terrace Community Benefit Grant Awards GRANT AWARD HISTORY as of November 30, 2020 and Proposed Applications for December-2020 E.9.a Packet Pg. 147 At t a c h m e n t : C B F A w a r d H i s t o r y a s o f N O V - 2 0 2 0 - 4 ( C o m m u n i t y B e n e f i t F u n d G r a n d A w a r d s - CITY OF GRAND TERRACE COMMUNITY BENEFITS FUND (GT-CBF) of Grand Terrace, 22795 Barton Road, Grand Terrace, CA 92313-5295 www.grandterrace-ca.gov ORGANIZATION INFORMATION Organization Name: Organization Mission: Organization Contact #1: Name: Title: Mailing Address: City, State, Zip Code Phone & E-mail: Phone: E-mail: Organization Contact #2: Name: Title: Mailing Address: City, State, Zip Code Phone & E-mail: Phone: E-mail: Have you ever applied for funding through the City’s Community Benefit FUND (CBH) before? ☐ Yes ☐ No If yes, please list each time you’ve applied, the outcome, whether you were granted funding or not, the amount your organization originally requested and the amount approved, if any. Purpose of Prior Funding Requests (if any) Request Date Amount Requested Amount Approved (if any) 1. 2. 3. 4. 5. Date of Application: Requested Amount: E.9.b Packet Pg. 148 At t a c h m e n t : C B F 2 0 2 0 - 2 1 - 0 1 - G r a n d T e r r a c e H i g h S c h o o l S e n i o r H i k e ( C o m m u n i t y B e n e f i t F u n d G r a n d A w a r d s - D e c e m b e r 2 0 2 0 ) CITY OF GRAND TERRACE COMMUNITY BENEFITS FUND (GT-CBF) City of Grand Terrace, 22795 Barton Road, Grand Terrace, CA 92313-5295 www.grandterrace-ca.gov PROJECT INFORMATION Project/Activity Title: Project/Activity Description (description of event the organization is seeking funding for) Describe how the project/activity is for a public purpose and benefits the residents and or community of Grand Terrace Project/Activity Target Population: ☐ Youth ☐ Seniors ☐ Women ☐ Low- Income ☐ Businesses ☐ Disabled Persons ☐ Yes ☐ Entire Community Project/Activity Date: Location of Project/Activity: Detailed description of how the funds will be utilized. Negative Impact should funding not be approved: Submit completed application to: City of Grand Terrace City Manager’s Office 22795 Barton Road Grand Terrace, CA 92313-5295 Attn: G. Harold Duffey E.9.b Packet Pg. 149 At t a c h m e n t : C B F 2 0 2 0 - 2 1 - 0 1 - G r a n d T e r r a c e H i g h S c h o o l S e n i o r H i k e ( C o m m u n i t y B e n e f i t F u n d G r a n d A w a r d s - D e c e m b e r 2 0 2 0 ) AGENDA REPORT MEETING DATE: December 8, 2020 Council Item TITLE: Approval of a Comprehensive Employer-Employee Relations Resolution PRESENTED BY: Cynthia Fortune, Assistant City Manager RECOMMENDATION: Adopt RESOLUTION NO. ____ ENTITLED A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GRAND TERRACE, CALIFORNIA ADOPTING A COMPREHENSIVE EMPLOYER-EMPLOYEE RELATIONS RESOLUTION PERTAINING TO COMMUNICATIONS AND LABOR RELATIONS BETWEEN THE CITY, ITS EMPLOYEES AND ITS EMPLOYEE ORGANIZATIONS 2030 VISION STATEMENT: This staff report supports City Council Goal #1, 2, 3, and 4, by promoting full communication and improved employer-employee relations by settling forth clear procedures for represented employees, thereby ensuring that City staff can support and implement the City’s strategic plan. BACKGROUND: On December 5, 2019, Teamsters Local 1932 (“Teamsters”), an employee organization, filed a request for recognition with the Public Employment Relations Board (“PERB”) seeking to represent a proposed “Miscellaneous Bargaining Unit” of City employees. Teamsters was able to show PERB a majority of support from employees for their representation. On February 27, 2020, the City filed with PERB a response to the Teamsters petition asserting that proposed unit was not appropriate. On May 4, 2020, the parties participated in a PERB settlement conference in an attempt to settle the aforesaid dispute. The City and Teamsters reached a settlement of the dispute before PERB and agreed the proposed unit would include all permanent and full-time employees, and exclude all management, confidential, and supervisory employees; all part-time, temporary, and at-will probationary employees; all retired annuitants; and the classifications of Assistant Planner, Principal Accountant, and Management Analyst. On May 26, 2020, the City Council approved the written settlement agreement between E.10 Packet Pg. 150 the City and Teamsters. With the City’s recognition of Teamsters as the lawful representative of the Miscellaneous Bargaining Unit and the introduction of represented employees, there is now a need to adopt formal local policies and procedures to govern the City’s relationship with represented employees and their employee organization(s). DISCUSSION: Chapter 10, Division 4, Title 1 of the Government Code of the State of California (Section 3500 et seq.), also referred to as the Meyers-Milias-Brown Act (“MMBA”), was enacted for the purpose of promoting full communication and improved employer-employee relations between public employers and their employees by establishing uniform and orderly methods of communication between employees and the public agencies by which they are employed. Within the MMBA, Government Code Section 3507 empowers a city to adopt reasonable rules and regulations for the administration of employer-employee relations, often referred to as an Employer-Employee Relations Resolution (“EERR”), after consultation in good faith with representatives of recognized employee organizations. Adopting an EERR gives the City more flexibility in establishing its own local procedures, as opposed to PERB’s standard state-wide procedures, subject to a deferential reasonableness standard which must conform to the overall purpose and principles described in the MMBA. If a public employer does not adopt local rules, PERB regulations apply. The proposed EERR will be the City’s guiding administrative resolution to, among other things, determine and recognize appropriate employee units and representatives and/or organizations. The EERR will establish procedures for the determination of confidential, managerial, and supervisory employees, and account for and incorporate certain MMBA statutory impasse rules. Moreover, the EERR will establish a reasonable, uniform, and orderly method for the resolution of questions regarding wages, hours, and other terms and conditions of employment of City employees. City staff has met and conferred in good faith with Teamsters and reached agreement regarding the City’s adoption of the proposed EERR. On November 10, 2020, Teamsters confirmed agreement in writing to the City’s adoption of the proposed EERR. FISCAL IMPACT: There is no fiscal impact associated with adoption of the EERR ATTACHMENTS: • Resolution Adopting EERR 12-02-2020 (DOCX) E.10 Packet Pg. 151 APPROVALS: Cynthia A. Fortune Completed 12/01/2020 4:01 PM Finance Completed 12/01/2020 4:01 PM City Attorney Completed 12/02/2020 7:51 AM City Manager Completed 12/02/2020 4:48 PM City Council Pending 12/08/2020 6:00 PM E.10 Packet Pg. 152 01247.0004/678222.3 jt RESOLUTION NO. _____ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GRAND TERRACE, CALIFORNIA ADOPTING A COMPREHENSIVE EMPLOYER-EMPLOYEE RELATIONS RESOLUTION PERTAINING TO COMMUNICATIONS AND LABOR RELATIONS BETWEEN THE CITY, ITS EMPLOYEES AND ITS EMPLOYEE ORGANIZATIONS WHEREAS, Chapter 10, Division 4, Title 1 of the Government Code of the State of California (Section 3500 et seq.), also referred to as the Meyers-Milias-Brown Act (“MMBA”), was enacted for the purpose of promoting full communication and improved employer- employee relations between public employers and their employees by establishing uniform and orderly methods of communication between employees and the public agencies by which they are employed; and WHEREAS, Government Code Section 3507 empowers a city to adopt reasonable rules and regulations for the administration of employer-employee relations, often referred to as an Employer-Employee Relations Resolution, after consultation in good faith with representatives of its employee organizations regarding such proposed rules and regulations; and WHEREAS, the City of Grand Terrace (“City”) has not previously adopted an Employer-Employee Relations Resolution; and WHEREAS, there is a need to adopt local policies and procedures to, inter alia, determine appropriate employee units, to recognize employee organizations as representatives of the employees in an employee unit, to provide for changes to appropriate units and/or employee organizations, to establish procedures for the determination of confidential, managerial, and supervisory employees, and to account for and incorporate certain statutory impasse rules; and WHEREAS, the municipal employee relations officer of the City, as defined herein below, through his designees has met and conferred in good faith and reached agreement with the employee representatives of the City's recognized employee organization, as hereinafter defined, regarding the preparation of reasonable rules and regulations for the administration of employer-employee relations in the form of a comprehensive Employer- Employee Relations Resolution; and WHEREAS, the City Council believes that it is in the best interests of the City and its employees to adopt a comprehensive Employer-Employee Relations Resolution. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF GRAND TERRACE, CALIFORNIA, DOES RESOLVE, DECLARE, DETERMINE AND ORDER AS FOLLOWS: E.10.a Packet Pg. 153 At t a c h m e n t : R e s o l u t i o n A d o p t i n g E E R R 1 2 - 0 2 - 2 0 2 0 ( A p p r o v a l o f a C o m p r e h e n s i v e E m p l o y e r - E m p l o y e e R e l a t i o n s R e s o l u t i o n ) 01247.0004/678222.3 jt SECTION 1. That pursuant to the MMBA, the City will administer employer- employee relations according to the following reasonable local rules and regulations: ARTICLE I. GENERAL PROVISIONS Section 1.1. Title of Resolution This Resolution shall be known as the Employer-Employee Relations Resolution of the City of Grand Terrace, California (“City”). Section 1.2. Statement of Purpose This Resolution is adopted as authorized under Chapter 10, Division 4, Title 1 of the California Government Code (Sections 3500 et seq.), entitled the Meyers-Milias-Brown Act (“MMBA”), to provide reasonable, uniform and orderly local procedures for the administration of employer-employee relations between the City and its employees, procedures for the recognition and/or decertification of employee organizations, procedures for determining appropriate units of representation and/or modifying such units, and a reasonable, uniform and orderly method for the resolution of questions regarding wages, hours, and other terms and conditions of employment of City employees. This Resolution rescinds and supersedes all other resolutions pertaining to procedures for the administration of employer-employee relations between the City, its employees and its employee organizations. Section 1.3. Definitions Except as otherwise specifically provided below, the terms used in this Resolution shall be defined the same as such terms are defined in the MMBA. In addition, the following definitions are adopted for terms used in this Resolution. A. Appropriate Unit – means a unit established pursuant to Article II of this Resolution. B. City – means the City of Grand Terrace, California, a municipal corporation, and where appropriate herein, refers to the City Council, the governing body of said City, or any duly authorized representative of the City. C. Consult or Consultation in Good Faith – means to communicate orally or in writing for the purpose of presenting and obtaining views or advising of intended actions in a good faith effort to reach a consensus; and, as distinguished from meeting and conferring in good faith regarding matters within the required scope of the meet and confer process, does not involve an exchange of proposals and counterproposals in an endeavor to reach E.10.a Packet Pg. 154 At t a c h m e n t : R e s o l u t i o n A d o p t i n g E E R R 1 2 - 0 2 - 2 0 2 0 ( A p p r o v a l o f a C o m p r e h e n s i v e E m p l o y e r - E m p l o y e e R e l a t i o n s R e s o l u t i o n ) 01247.0004/678222.3 jt agreement in the form of a memorandum of understanding, nor is it subject to Article IV hereof. D. Employee – means any person employed by the City in a position approved in the City's allocated positions and compensation plan, as approved by the City Council, except in a position designated in that plan as temporary. E. Employee, Confidential – means any employee who is privy to the decisions of City management relative to the City's position on matters concerning employer-employee relations and shall include employees in administrative or secretarial support positions to such employees. The City may designate confidential positions, subject to the procedures in Section 2.2 of this Resolution. (Note, this is distinct from another common use of the term “confidential employee” in public administration that refers to an employee that handles confidential legal or personnel information.) Positions included in the City’s position classification plan to be initially deemed to be confidential for the purpose of this resolution are: City Manager, Assistant City Manager, and Finance/Accounting Manager, with additional positions to be possibly added in the future as provided above. F. Employee, Management – includes: 1. An employee having significant responsibility for the formulation and/or administration of program objectives and/ or the development of policies and procedures for their accomplishment. Management Employees include, but are not limited to: the City Manager, Assistant City Manager, City Clerk, Human Resources Officer/Director, Director of Finance/ City Treasurer, Director of Public Works/ City Engineer, Director of Planning and Development Services, and Finance/Accounting Manager. 2. Any employee having authority to exercise independent judgment in carrying out City policy to hire, transfer, suspend, lay off, recall, promote, discharge, assign, award or discipline other employees, or having the responsibility to direct them, or to adjust their grievances, or effectively to recommend such action if in connection with the foregoing, the exercise of such authority is not a merely routine and clerical nature, but requires the use of independent judgment. G. Employee, Professional – means employees engaged in work requiring specialized knowledge and skill attained through completion of a recognized course of instruction, including, but not limited to, attorneys, planners, librarians, analysts, engineers, recreation specialists, teachers and various types of physical, chemical and biological scientists. E.10.a Packet Pg. 155 At t a c h m e n t : R e s o l u t i o n A d o p t i n g E E R R 1 2 - 0 2 - 2 0 2 0 ( A p p r o v a l o f a C o m p r e h e n s i v e E m p l o y e r - E m p l o y e e R e l a t i o n s R e s o l u t i o n ) 01247.0004/678222.3 jt H. Employee Organization – means any organization which includes employees of the City, and which has as one of its primary purposes representing such employees in their employment relations with the City. I. Employer-Employee Relations – means the relationship between the City and its employees and their Employee Organization, or when used in a general sense, the relationship between City management and individual employees or Employee Organizations. J. Exclusively Recognized Employee Organization – means a sole employee organization certified as the representative of all employees in a unit or units, whether or not those employees are its members, and having the exclusive right and duty to meet and confer in good faith on behalf of said employees concerning statutorily required subjects pertaining to unit employees and thereby assuming the corresponding obligation of fairly representing said employees. K. Filing Period – means the period between November 1st and December 31st of every year following the adoption of this Resolution during which Employee Organizations may submit petitions to be recognized, decertified, or modified, or the period within which an Employee Organization may propose to modify any existing unit of representation. L. Impasse – means that the representatives of the City and an Exclusively Recognized Employee Organization have reached a deadlock or point in their meeting and conferring in good faith at which differences in positions on matters to be included in a memorandum of understanding or on more general mandatory bargaining matters within the scope of representation, and concerning that which they are required to meet and confer, are so substantial or prolonged that future meetings would be futile. M. Mediation or Conciliation – means the efforts of an impartial third person or persons, functioning as intermediaries, to assist the City and an Exclusively Recognized Employee Organization in reaching a voluntary resolution to an impasse, through interpretation, suggestion, and advice. As used herein, Mediation and Conciliation are interchangeable terms. N. Meet and Confer in Good Faith – (sometimes referred to herein as “Meet and Confer” or “Meeting and Conferring”) means performance by duly authorized City and Exclusively Recognized Employee Organization representatives of their mutual obligations. The City and a representative of an Exclusively Recognized Employee Organization shall have the mutual obligation personally to meet within the time periods established by Section 1.6 of this Resolution upon request, exchange information on matters within the scope of representation, including wages, hours and other terms and conditions of employment, in a good faith effort to 1) reach agreement on E.10.a Packet Pg. 156 At t a c h m e n t : R e s o l u t i o n A d o p t i n g E E R R 1 2 - 0 2 - 2 0 2 0 ( A p p r o v a l o f a C o m p r e h e n s i v e E m p l o y e r - E m p l o y e e R e l a t i o n s R e s o l u t i o n ) 01247.0004/678222.3 jt those matters within the authority of such representatives, 2) freely exchange information, opinions and proposals, and 3) reach agreement in the form of a tentative agreement and/or a memorandum of understanding, on what will be recommended to the City Council on those matters within the decision making authority of the City Council. This does not require either party to agree to a proposal or to make a concession. Q. Memorandum of Understanding – means a written document jointly prepared by the City’s Municipal Employee Relations Officer, or designee(s), and a Recognized Employee Organization or Exclusively Recognized Employee Organization enumerating any agreement reached as the result of meeting and conferring on matters within the scope of representation, and the same signed by the parties involved and ratified by the majority of the relevant bargaining unit and approved by the City Council. R. Municipal Employee Relations Officer – means the City's principal representative in all matters of employer-employee relations designated pursuant to Section 2.1, or his or her duly authorized representative. S. Proof of Employee Support – means (1) an authorization card recently signed and personally dated by an employee, provided that the card has not been subsequently revoked in writing by the employee or (2) a verified authorization petition or petitions recently signed and personally dated by an employee. T. Resolution – means, unless the context indicates otherwise, this Resolution. U. Scope of Representation – means all matters relating to employment conditions, and employer-employee relations, including, but not limited to, wages, hours and other terms and conditions of employment. City rights as defined herein in Section 1.5 are excluded from the scope of representation. V. Tentative Agreement – means a written agreement reached by the authorized labor relations representatives of the City and an Exclusively Recognized Employee Organization that has been ratified by the members of the affected represented employee organization(s) and signed by the labor representatives of the City and an Exclusively Recognized Employee Organization, which is intended to be considered by City Council at a duly noticed public meeting for acceptance and adoption or rejection. W. Days – means calendar days unless otherwise stated. Section 1.4. Employee Rights E.10.a Packet Pg. 157 At t a c h m e n t : R e s o l u t i o n A d o p t i n g E E R R 1 2 - 0 2 - 2 0 2 0 ( A p p r o v a l o f a C o m p r e h e n s i v e E m p l o y e r - E m p l o y e e R e l a t i o n s R e s o l u t i o n ) 01247.0004/678222.3 jt Employees of the City shall have the right to form, join, and participate in the activities of employee organizations of their own choosing for the purpose of representation on matters within the scope of representation. Employees of the City shall also have the right to refuse to join or participate in the activities of employee organizations and shall have the right to represent themselves individually in their employment relations with the City. No employee shall be interfered with, intimidated, restrained, coerced, or discriminated against by the City or by any employee organization because of the exercise of these rights. Professional Employees shall not be denied the right to be represented separately from non-professional employees by an employee organization consisting of such Professional Employees. No Management or Confidential Employee may represent any employee organization, which represents other non-Management, or non-Confidential employees of the City, on matters within the scope of representation, unless as permitted by the City of Grand Terrace Personnel Rules, and no Management or Confidential Employee may engage in any activity with or on behalf of any employee organization which would result in an actual or apparent conflict of interest, as determined by the Municipal Employee Relations Officer, which includes sharing confidential labor relations information derived from their confidential status with anyone outside the City’s authorized labor representatives and designated confidential employees. Section 1.5. City Rights and Responsibilities The City, on its own behalf and on behalf of its electors, has and will retain all powers, rights, authority, duties and responsibilities conferred and vested in it by the laws and the constitution of the State of California, the Constitution of the United States, the Grand Terrace Municipal Code and any modifications made thereto and any resolution passed by City officials. Nothing in this Resolution shall be construed to limit or impair the right of the City to exercise its own discretion on all of the following matters, whatever may be the effect upon employment, when in its sole discretion it may determine it to be in the public interest to do any or all of the following: A. To manage the municipality generally and to determine issues of public policy; B. To determine the necessity or organization of any service or activity conducted by the City and expand or diminish services; C. To determine and change the facilities, methods, means and personnel by which City operations are to be conducted; D. To determine and change the number of locations, relocations, and types of operations, and the processes and materials to be included in carrying out all City functions including, but not limited to, the right to contract for or E.10.a Packet Pg. 158 At t a c h m e n t : R e s o l u t i o n A d o p t i n g E E R R 1 2 - 0 2 - 2 0 2 0 ( A p p r o v a l o f a C o m p r e h e n s i v e E m p l o y e r - E m p l o y e e R e l a t i o n s R e s o l u t i o n ) 01247.0004/678222.3 jt subcontract any work or operation; without prejudice to the right of the employee organization to thereafter meet and confer on the effect thereof; E. To determine the size and composition of the work force, to assign work to employees in accordance with requirements as determined by the City, and to establish and change work schedules and assignments, and to establish the days and hours when employees shall work; F. To relieve employees from duty because of lack of work or similar non- disciplinary reasons; G. To discharge, suspend or otherwise discipline employees for proper cause; H. To determine job classifications; I. To hire, transfer, promote, and demote employees for non-disciplinary reasons; J. To determine policies, procedures and standards for selection, training and promotion of employees; K. To establish employee performance standards including but not limited to quality and quantity standards; L. To maintain order and efficiency of its facilities and operations; M. To take any and all necessary actions to carry out its missions in emergency and other situations of unusual or temporary circumstances; N. To exercise complete control and discretion over its organization and the technology of performing its work and services; and O. To establish reasonable work and safety rules and regulations in order, to maintain the efficiency and economy desirable in the performance of City services. Section 1.6. Meet and Confer A. The City, through its representative(s), shall meet and confer in good faith with Employee representative(s) of any Recognized Employee Organization or Exclusively Recognized Employee Organization regarding matters within the scope of representation for its members or for all employees, whichever applies, in the unit for which such organization is recognized. B. Where a Recognized Employee Organization or Exclusively Recognized Employee Organization desires to meet and confer with the City, through its E.10.a Packet Pg. 159 At t a c h m e n t : R e s o l u t i o n A d o p t i n g E E R R 1 2 - 0 2 - 2 0 2 0 ( A p p r o v a l o f a C o m p r e h e n s i v e E m p l o y e r - E m p l o y e e R e l a t i o n s R e s o l u t i o n ) 01247.0004/678222.3 jt representative(s), on matters within the scope of representation, said organization shall make a request in writing and specify the subjects to be discussed. C. The Recognized Employee Organization or Exclusively Recognized Employee Organization shall submit any and all request(s) to meet and confer on matters within the scope of representation that have a fiscal impact and are not currently accounted for in the current budget in the manner specified below: 1) By March 1st if it intends to have the requested item(s) considered for the budget for the next fiscal year, or, if there is a Memorandum of Understanding in existence between the parties, for the fiscal year following the expiration date of the Memorandum of Understanding, where March 1st immediately precedes the commencement of said fiscal year. 2) Written requests submitted by the Recognized Employee Organization or Exclusively Recognized Employee Organization may be changed during the meet and confer process so long as the total cost of the requests as changed does not exceed the cost of the requests made as of March 1st, or as of any other extension of time agreed upon by the parties. 3) Promptly after such written requests have been made, a meeting shall be arranged at a time and place mutually satisfactory to the parties involved. 4) The meet and confer process discussed in this Section 1.6(C) shall be completed by May 30 immediately preceding the commencement of the fiscal year in which the changes and/or requests are to become effective, or by any other extension of time as agreed upon by the parties in writing. In the event the meet and confer process has not been completed or an agreement is not reached within the time period(s) set forth in this Section 1.6(C), either party may declare an Impasse and initiate Impasse procedures in accordance with Article IV. D. Where the City proposes to take action on matters regarding wages, hours, and other terms and conditions of employment within the scope of representation, whether such action be by ordinance, resolution, rule, or regulations, reasonable written notice shall be given to each Recognized Employee Organization or Exclusively Recognized Employee Organization affected thereby, and each shall be given the opportunity to meet and confer with the City, through its representative(s), prior to the adoption of same. In cases of emergency when the City Council determines that an ordinance, resolution, rule or regulation must be adopted immediately without prior notice or meeting with any Recognized Employee Organization or Exclusively Recognized Employee Organization, the City shall provide such notice and opportunity to meet at the earliest practicable time following the adoption of the same. E.10.a Packet Pg. 160 At t a c h m e n t : R e s o l u t i o n A d o p t i n g E E R R 1 2 - 0 2 - 2 0 2 0 ( A p p r o v a l o f a C o m p r e h e n s i v e E m p l o y e r - E m p l o y e e R e l a t i o n s R e s o l u t i o n ) 01247.0004/678222.3 jt 1) In the event the City gives notice of an anticipated action pursuant to this Section, the City may specify in said notice a reasonable period of time within which the meet and confer process must be completed. 2) If a Recognized Employee Organization or Exclusively Recognized Employee Organization fails to deliver to the City a written request for a meeting within seven (7) days after receipt of the notice given by the City, or within such other noticed time as specified by the City due to an emergency, said employee organization(s) shall be deemed conclusively to have waived any right to meet and confer as to any matter noticed by the City pursuant to this Section. E. If a Tentative Agreement is reached by the authorized representatives of the City and an Employee Organization and ratified by the Employee Organization, the City Council shall vote to accept or reject the tentative agreement within thirty (30) days of the date it is first considered at a duly noticed public meeting. If the City Council accepts the Tentative Agreement, then the parties shall jointly prepare a written Memorandum of Understanding, signed by the City’s representatives and the duly authorized Employee representatives, which shall be brought back for approval, adoption and implementation by the City Council. Said Memorandum of Understanding shall not be binding until approved and adopted by the City Council. F. If a side-letter agreement is reached by the representatives of the City and any recognized employee organization, all agreed matters shall be incorporated as joint recommendations to the City Council in a written side-letter agreement signed by the City’s representatives, and the duly authorized employee representatives, and ratified by the members of the recognized employee organization. Said side letter agreement shall not be binding until approved and adopted by the City Council. Section 1.7. Consultation in Good Faith The City, through its representatives, shall consult in good faith with representatives of Recognized Employee Organizations or Exclusively Recognized Employee Organizations prior to the modification of any rules and regulations for the administration of employer-employee relations, including any amendments to this Resolution. ARTICLE II: REPRESENTATION PROCEEDINGS Section 2.1. Designation of Municipal Employee Relations Officer Unless otherwise specifically designated by Council, the City Manager or such representative as he or she may designate in writing, is hereby designated the Municipal Employee Relations Officer (“MERO”), who shall be the City's principal representative on all matters of employer/employee relations, with authority to meet and confer in good faith on matters within the scope of representation, including wages, hours and other terms E.10.a Packet Pg. 161 At t a c h m e n t : R e s o l u t i o n A d o p t i n g E E R R 1 2 - 0 2 - 2 0 2 0 ( A p p r o v a l o f a C o m p r e h e n s i v e E m p l o y e r - E m p l o y e e R e l a t i o n s R e s o l u t i o n ) 01247.0004/678222.3 jt and conditions of employment. The MERO may adopt reasonable rules and regulations for the conduct of elections provided for in Section 2.8. Section 2.2. Designation of Confidential and Management Employees A. The MERO is authorized to designate, from time to time, and after consultation with any affected recognized employee organization, Confidential Employees and Management Employees, as defined in Section 1.3 of this Resolution, and may at any time revoke such designations. Upon such designation being made, the MERO may assign such Confidential Employee to an appropriate confidential representation unit and such Management Employee to an appropriate management employee unit, if applicable and/or appropriate. Upon revocation of such designation as a Confidential or Management Employee, the MERO shall assign the affected employee to an appropriate representational unit. B. The MERO may, from time to time, combine, alter or modify confidential employee representation units, and after consultation with any Recognized Employee Organization or Exclusively Recognized Employee Organizations concerned, combine, alter or modify management employee representation units. C. Any Recognized Employee Organization or Exclusively Recognized Employee Organizations directly affected by an action taken by the MERO in accordance with subsection A or B above may appeal such decision in accordance with Section 2.13 to the Municipal Employee Relations Officer from such action. Failure to initiate an appeal within thirty (30) days shall be deemed a waiver of the organization’s right to appeal the action of the MERO. D. No action taken by the MERO in accordance with subsection A or B above shall have force and effect until expiration of the 30-day appeal period prescribed in subsection C above. If an appeal from such action is filed by an employee organization within the thirty (30) day time period prescribed above, such action shall not become effective pending hearing of the appeal and completion of the impasse procedure if invoked. Section 2.3. Employee Unit of Representation A. The City recognizes Teamsters Local 1932 as the Recognized Employee Organization of the Miscellaneous Bargaining Unit, which includes all permanent and full time employees, and excludes all management, confidential, and supervisory employees, all part-time, temporary, and at-will probationary employees, all retired annuitants, and the classifications of Assistant Planner, Principal Accountant, and Management Analyst. B. Additional, different or modified employee units of representation may be created by action of the City Council as it deems appropriate, upon the City's own written notice given to the appropriate employee organization or upon a petition filed by an E.10.a Packet Pg. 162 At t a c h m e n t : R e s o l u t i o n A d o p t i n g E E R R 1 2 - 0 2 - 2 0 2 0 ( A p p r o v a l o f a C o m p r e h e n s i v e E m p l o y e r - E m p l o y e e R e l a t i o n s R e s o l u t i o n ) 01247.0004/678222.3 jt employee organization pursuant to Section 2.4 of this Resolution. In making its determination, the City Council will investigate and consider the following factors: 1) Whether and which employees share a similar community of interests, kinds of work performed, types of qualifications required, and general working conditions; 2) The City's needs to maintain an efficient operation; 3) The units of representation historically recognized by the City, except however, that no unit shall be deemed to be an appropriate unit solely on the basis of the extent to which employees in the proposed unit have organized; 4) Consistency with the organizational patterns of the City; 5) Number of employees and classifications, and the effect on the administration of employer-employee relations created by the fragmentation of classifications and proliferation of units; and 6) Other matters considered relevant by the City to promoting sound employer- employee relations and efficient operation of the City. Section 2.4. Requirements For and Process of Becoming a Recognized or Exclusively Recognized Employee Organization A. Only one employee organization shall be recognized as an employee organization representing employees in a unit and, after the effective date of this Resolution, only exclusive recognition on behalf of a unit established in accordance with this Resolution or amendment hereto shall be conferred. B. Process of Becoming Recognized. An employee organization seeking to become certified as the Exclusively Recognized Employee Organization representing employees in an appropriate unit shall file a petition (“Recognition Petition”) with the MERO during the Filing Period. The Recognition Petition shall contain all of the following information and documentation declared by the duly authorized signatory under penalty of perjury to be true, correct, and complete: 1) Name and address of the employee organization; 2) Names and titles of its officers; 3) Names of employee organization representatives who are authorized to speak on behalf of the organization; E.10.a Packet Pg. 163 At t a c h m e n t : R e s o l u t i o n A d o p t i n g E E R R 1 2 - 0 2 - 2 0 2 0 ( A p p r o v a l o f a C o m p r e h e n s i v e E m p l o y e r - E m p l o y e e R e l a t i o n s R e s o l u t i o n ) 01247.0004/678222.3 jt 4) Names and addresses of no more than two (2) employee representatives to whom notices, if sent pursuant to this Resolution, will be deemed sufficient notice to the employee organization for any purpose; 5) A copy of the employee organization's current constitution and bylaws, which shall contain a statement that the employee organization has, as one of its primary purposes, the representation of employees in their employment relations with the City; 6) A statement whether the employee organization is a subordinate body of, or affiliated directly or indirectly in any manner with, any regional or state or international organization and, if so, the name and address of each such regional, state, national, or international organization; 7) A statement that the employee organization has no restriction on membership based on race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status of any person; 8) The job classifications or position titles of employees in the unit claimed to be appropriate and the approximate number of member employees therein; 9) A statement that the employee organization has in its possession Proof of Employee Support to establish that a majority of the employees in the unit claimed to be appropriate have designated the employee organization to represent them in their employment relations with the City. Such written proof shall be submitted for confirmation to the MERO or to a representative of the California State Mediation and Conciliation Service; and 10) A request that the MERO formally acknowledge the employee organization as the Exclusively Recognized Employee Organization representing the employees in the unit claimed to be appropriate for the purpose of meeting and conferring in good faith. Section 2.5. City Response to Recognition Petition for an Exclusively Recognized Employee Organization A. Upon receipt of the Recognition Petition, the MERO shall determine whether: 1) The Recognition Petition satisfies the requirements of Section 2.4 B. 2) The proposed representation unit is an appropriate unit, in accordance with Section 2.3. E.10.a Packet Pg. 164 At t a c h m e n t : R e s o l u t i o n A d o p t i n g E E R R 1 2 - 0 2 - 2 0 2 0 ( A p p r o v a l o f a C o m p r e h e n s i v e E m p l o y e r - E m p l o y e e R e l a t i o n s R e s o l u t i o n ) 01247.0004/678222.3 jt B. If an affirmative determination is made by the MERO on the foregoing matters listed in subsection A above, then the MERO shall inform the petitioning employee organization, give written notice of the Recognition Petition to all the employees in the unit and any other employee organization(s) representing any employee in the same unit, and take no action on said request for thirty (30) days thereafter. C. If either of the foregoing matters listed in subsection A above are not affirmatively determined, then the MERO shall deny the Recognition Petition and inform the petitioning employee organization of the reasons therefor in writing. The petitioning employee organization shall have seven (7) days to cure any defects in the Recognition Petition. All defaults must be cured, and a valid Recognition Petition must be submitted by the end of the Filing Period, unless the submission deadline is extended by the MERO, who shall not extend the cure period more than fifteen (15) days beyond the end of the Filing Period. Neither the MERO nor the City is obligated to assist the petitioning employee organization in curing the alleged defects to the Recognition Petition. D. The petitioning employee organization may appeal such determination in accordance with Section 2.13. Section 2.6. Open Period for Filing Challenging Petition to an Exclusively Recognized Employee Organization Within thirty (30) days of the date written notice was given to affected employees that a valid Recognition Petition for an appropriate unit has been filed, any other employee organization may file a competing request to be formally acknowledged as the Exclusively Recognized Employee Organization of the employees in the same or in an overlapping unit (one which corresponds with respect to some, but not all the classifications or positions set forth in the Recognition Petition being challenged), by filing a petition evidencing Proof of Employee Support in the unit claimed to be appropriate of at least thirty (30) percent and otherwise in the same form and manner as set forth in Section 2.4. If such challenging petition seeks establishment of an overlapping unit, the MERO shall call for a meeting on such overlapping Recognition Petitions for the purpose of ascertaining the more appropriate unit, at which time the petitioning employee organizations shall be heard. Thereafter, the City Council shall determine the appropriate unit or units in accordance with the standards in Section 2.3. The petitioning employee organizations shall have fifteen (15) days from the date notice of such unit determination is communicated to them by the MERO to amend their petitions to conform to such determination or to appeal such determination pursuant to Section 2.13. Section 2.7. Granting Recognition to an Exclusively Recognized Employee Organization Without an Election If the Proof of Employee Support shows that a majority of the employees in the appropriate unit have designated the petitioning employee organization to represent them, and if no other employee organization files a challenging petition, the petitioning employee organization and the MERO shall request the California State Mediation and E.10.a Packet Pg. 165 At t a c h m e n t : R e s o l u t i o n A d o p t i n g E E R R 1 2 - 0 2 - 2 0 2 0 ( A p p r o v a l o f a C o m p r e h e n s i v e E m p l o y e r - E m p l o y e e R e l a t i o n s R e s o l u t i o n ) 01247.0004/678222.3 jt Conciliation Service, or another agreed upon neutral third party, to review the count, form, accuracy, and propriety of the Proof of Employee Support. If the neutral third party makes an affirmative determination, then the MERO shall certify the petitioning employee organization as the Exclusively Recognized Employee Organization for the appropriate unit. Section 2.8. Granting Recognition to an Exclusively Recognized Employee Organization Through an Election Process A. Upon the submission of valid Recognition Petitions of more than one employee organization for employees in the same or overlapping units, the MERO shall arrange for a secret ballot election to be conducted by the City Clerk or such other third party agreed to by the MERO and the concerned employee organization(s), in accordance with such party's rules and procedures, subject to the provisions of this Resolution. All employee organizations who have duly submitted Recognition Petitions which have been determined to be in conformance with this Resolution shall be included on the ballot. The ballot shall also reserve to employees the choice of representing themselves individually in their employment relations with the City. Employees entitled to vote in such election shall be those persons employed in regular, permanent positions within the designated appropriate unit who were employed during the pay period immediately prior to the date which ended at least fifteen (15) days before the date the election commences, including those who did not work during such period because of illness, vacation or other authorized leaves of absence, and who are employed by the City in the same unit on the date of the election. An employee organization shall be formally acknowledged as the Exclusively Recognized Employee Organization for the designated appropriate unit following an election or run-off election, if it received a numerical majority of all valid votes cast in the election. In an election involving three or more choices, where none of the choices receives a majority of the valid votes cast, a run-off election shall be conducted between the two choices receiving the largest number of valid votes cast. The rules governing an initial election are applicable to a run-off election. B. There shall be no more than one election under this Resolution pursuant to any Recognition Petition in a twelve (12) month period affecting the same unit. C. In the event that the parties are unable to agree on a third party to conduct the election, the election shall be conducted by the California State Mediation and Conciliation Service. If a third party conducts the election, then the costs of conducting elections shall be borne in equal shares by the City and by each employee organization appearing on the ballot. D. An Exclusively Recognized Employee Organization of the unit for which a decertification election is being conducted shall also appear on the ballot, unless within fourteen (14) days of receipt of the notice of the Decertification or Recognition Petition, or notice of the unit determined by the City Council, whichever is later, said employee organization provides written notice to the MERO that it does not intend to participate in E.10.a Packet Pg. 166 At t a c h m e n t : R e s o l u t i o n A d o p t i n g E E R R 1 2 - 0 2 - 2 0 2 0 ( A p p r o v a l o f a C o m p r e h e n s i v e E m p l o y e r - E m p l o y e e R e l a t i o n s R e s o l u t i o n ) 01247.0004/678222.3 jt the election. Notice of the intention not to participate in the election shall constitute withdrawal from representation of the unit effective the date the notice of intention not to participate in the election is received by the MERO. E. The MERO shall announce the date of the election and the voting location or locations at least twenty-eight (28) days before the date of such election. Employees shall vote in person. Alternate means of voting will be allowed if and when situations (i.e. pandemic) arise that are in accordance with legal and health organizations. Section 2.9. Procedure for Decertification of Exclusively Recognized Employee Organization A. A decertification petition alleging that the incumbent Exclusively Recognized Employee Organization no longer represents a majority of the employees in an established appropriate unit (“Decertification Petition”) may be filed with the MERO only during the Filing Period or the twenty-nine (29) day period less than 120 days, but no more than 90 days, prior to the expiration date of a Memorandum of Understanding then in effect, provided that a Decertification Petition may not be filed within twelve (12) months of initial recognition of an Exclusively Recognized Employee Organization. A Decertification Petition may be filed by two or more employees or their representative, or an employee organization, and shall contain the following information and documentation declared by the duly authorized signatory under penalty of perjury to be true, correct, and complete: 1) The name, address and telephone number of the petitioner and a designated representative authorized to receive notices or requests for further information. 2) The name of the established appropriate unit and the incumbent Exclusively Recognized Employee Organization sought to be decertified as a representative of that unit. 3) An allegation that the incumbent Exclusively Recognized Employee Organization no longer represents a majority of the employees in the appropriate unit, and any other relevant and material facts relating thereto. 4) Proof of Employee Support that at least thirty (30) percent of the employees in the established appropriate unit no longer desire to be represented by the incumbent Exclusively Recognized Employee Organization. Such proof shall be submitted for confirmation to the MERO or to a mutually agreed upon disinterested third party within the time limits specified in the first paragraph of this Section. An employee organization may, in satisfaction of the Decertification Petition requirements hereunder, file a petition under this Section in the form of a Recognition Petition that evidences Proof of Employee Support of at least thirty (30) percent, that includes the allegation and information required under this Section, and otherwise conforms to the requirements of Section 2.4. E.10.a Packet Pg. 167 At t a c h m e n t : R e s o l u t i o n A d o p t i n g E E R R 1 2 - 0 2 - 2 0 2 0 ( A p p r o v a l o f a C o m p r e h e n s i v e E m p l o y e r - E m p l o y e e R e l a t i o n s R e s o l u t i o n ) 01247.0004/678222.3 jt B. The MERO shall initially determine whether the Decertification Petition has been filed in compliance with the applicable provisions of this Resolution. 1) If the foregoing matters listed in subsection A above are not affirmatively determined, then the MERO shall deny the Decertification Petition and inform the petitioning employee organization of the reasons therefor in writing. The petitioning employee organization shall have seven (7) days to cure any defects in the Decertification Petition. Neither the MERO nor the City is obligated to assist the petitioning employee organization in curing the alleged defects to the Decertification Petition. 2) If the foregoing matters listed in subsection A of this section are affirmatively determined by the MERO, or if his/her negative determination is reversed on appeal, then the MERO shall give written notice of such Decertification or Recognition Petition to the incumbent Exclusively Recognized Employee Organization and to unit employees. The MERO shall thereafter arrange for a secret ballot election to be held to determine the wishes of unit employees as to the question of decertification and, if a Recognition Petition was duly filed hereunder, the question of representation. Such election shall be conducted within the same timeframe and under the same procedures as set forth in Section 2.8. 3) The petitioning employee organization may appeal such determination in accordance with Section 2.13. C. During the Filing Period or the twenty-nine (29) day period less than 120 days, but more than 90 days, prior to the expiration of a Memorandum of Understanding then in effect, the MERO may give written notice of the City’s specific intent to the affected employee organization, when the MERO has reason to believe that a majority of unit employees no longer wish to be represented by the incumbent Exclusively Recognized Employee Organization, give notice to said organization and all unit employees that an election will be arranged and held by the MERO to determine that issue. In such event, any other employee organization may, within fifteen (15) days of such notice, file a Recognition Petition in accordance with Section 2.4 B, which the MERO shall act on in accordance with this Section. D. If, pursuant to this Section, a different employee organization is formally acknowledged as the Exclusively Recognized Employee Organization, such organization shall be bound by all the terms and conditions of any Memorandum of Understanding then in effect for its remaining term. Section 2.10. Procedure for Modification of Established Appropriate Units A. Requests by employee organizations for modifications of established appropriate units (“Modification Petition”) may be considered by the MERO. The Modification Petition shall be submitted during the Filing Period or the twenty-nine (29) E.10.a Packet Pg. 168 At t a c h m e n t : R e s o l u t i o n A d o p t i n g E E R R 1 2 - 0 2 - 2 0 2 0 ( A p p r o v a l o f a C o m p r e h e n s i v e E m p l o y e r - E m p l o y e e R e l a t i o n s R e s o l u t i o n ) 01247.0004/678222.3 jt day period less than 120 days, but not more than 90 days prior to the expiration of a Memorandum of Understanding then in effect. The Modification Petition shall be in the form of a Recognition Petition, and, in addition to the requirements set forth in Section 2.4 B, shall contain a complete statement of all relevant facts and citations in support of the proposed modified unit in terms of the policies and standards set forth in Section 2.3. The MERO shall process the Modification Petition consistent with the requirements applicable to a Recognition Petition under this Resolution. B. Proof of Support: When an employee organization requests the addition of classifications or positions to its established unit, and the addition of the positions would increase the existing unit size by ten (10) percent or more, the MERO will require proof of majority support of persons employed in the classifications or positions to be added. The MERO will require proof of at least thirty (30) percent support among the affected employees if a pending representation petition by another employee organization overlaps the positions at issue in the unit modification petition. C. At any time, the MERO may, by giving written notice of City’s intent to the affected employee organization, propose that an established unit be modified. The MERO shall give written notice of the proposed modification(s) to any affected employee organization(s), and each employee within said affected unit or units, and shall hold a meeting concerning the proposed modification(s), at which time all affected employee organizations shall be heard. Thereafter the MERO shall determine the composition of the appropriate unit or units in accordance with Section 2.3, and shall give written notice of such determination to the affected employee organizations. 1) The MERO's determination may be appealed in accordance with Section 2.13. 2) If a unit is modified pursuant to the written notice of the MERO hereunder, employee organizations may thereafter file Recognition Petitions seeking to become the Exclusively Recognized Employee Organization for such new appropriate unit or units pursuant to Section 2.4. Section 2.11. Procedure for Processing Severance Requests A. An employee organization may file a request to become the Exclusively Recognized Employee Organization of a unit alleged to be appropriate that consists of a group of employees who are already a part of a larger established unit represented by another Exclusively Recognized Employee Organization (“Severance Request”). The timing, form, and processing of the Severance Request shall be as specified in Section 2.10 for a Modification Petition. B. Proof of Support: When an employee organization requests severance of classifications or positions to its established unit, and the severance of the positions would decrease the existing unit size by ten (10) percent or more, the MERO will require proof of majority support of persons employed in the classifications or positions to be severed. E.10.a Packet Pg. 169 At t a c h m e n t : R e s o l u t i o n A d o p t i n g E E R R 1 2 - 0 2 - 2 0 2 0 ( A p p r o v a l o f a C o m p r e h e n s i v e E m p l o y e r - E m p l o y e e R e l a t i o n s R e s o l u t i o n ) 01247.0004/678222.3 jt The MERO may require proof of at least thirty (30) percent support among the affected employees. The MERO's determination may be appealed in accordance with Section 2.13. Section 2.12. Amendment of Certification A. Employee Organization Petition 1) An Exclusively Recognized Employee Organization shall file with the MERO a petition to amend its certification or recognition (“Amendment Petition”) in the event of a merger, amalgamation, change in affiliation, or transfer of jurisdiction. 2) The Amendment Petition shall be in writing, signed by an authorized agent of the employee organization, and contain the following information: (a) The name, address and telephone number of the employee organization and the name, address and telephone number of the agent to be contacted; (b) A brief description and the title of the established unit; (c) A clear and concise statement of the nature of the merger, amalgamation, affiliation, or other change in jurisdiction, and the new name of the employee organization. The statement shall include the following information: (i) Whether the new organization has the same structure as the former organization (e.g., eligibility for membership, dues/fees structure, continuation of the manner in which contract negotiations, administration and grievance processing will be effectuated), and if not, an explanation of the change(s) in structure; (ii) Whether the officers and representatives of the new organization are the same as the former organization, and if not, a specification of the changes in officers and/or representatives; (iii) Whether the power of the members to control the organization’s agents is the same as it was in the former organization (e.g., input into contract proposals, contract ratification, frequency of membership meetings, preservation of the former organization’s physical facilities, books, and assets, choosing/oversight of executive board members), and if not, a specification of what changes have been made; and E.10.a Packet Pg. 170 At t a c h m e n t : R e s o l u t i o n A d o p t i n g E E R R 1 2 - 0 2 - 2 0 2 0 ( A p p r o v a l o f a C o m p r e h e n s i v e E m p l o y e r - E m p l o y e e R e l a t i o n s R e s o l u t i o n ) 01247.0004/678222.3 jt (iv) Whether the organization’s members were given an opportunity to vote on the change in status, and if so, a description of the voting process and results. B. Review Process 1) Upon receipt of a petition filed pursuant to Section 2.12 A above, the MERO shall conduct such inquiries and investigations, and hold such meetings as deemed necessary and/or conduct a representation election in order to decide the questions raised by the Amendment Petition. 2) The MERO may dismiss the Amendment Petition if the petitioner has no standing to petition for the action requested or if the Amendment Petition is improperly filed. 3) In determining whether to grant the Amendment Petition, the MERO will examine the following issues: (a) Whether the new organization has the same or similar structure as the former organization; (b) Whether the officers and representatives of the new organization are substantially the same as the former organization; (c) Whether the power of the members to control the organization’s agents are substantially the same; and (d) Whether the organization’s members were given an opportunity to vote on the change in status. C) Determination 1) Unless the MERO finds that there is no substantial continuity of identity and representation between the former and new organizations, the MERO will issue an amendment of certification reflecting the new identity of the Exclusively Recognized Employee Organization. Such certification shall not be considered to be a new certification for the purpose of computing time limits pursuant to Section 2.9. The terms and conditions of a Memorandum of Understanding then in effect shall remain in effect until said Memorandum of Understanding expires. 2) If the MERO determines that there is no substantial continuity of identity and representation between the former and new organizations, then the MERO shall order an election in conformance with Section 2.9. E.10.a Packet Pg. 171 At t a c h m e n t : R e s o l u t i o n A d o p t i n g E E R R 1 2 - 0 2 - 2 0 2 0 ( A p p r o v a l o f a C o m p r e h e n s i v e E m p l o y e r - E m p l o y e e R e l a t i o n s R e s o l u t i o n ) 01247.0004/678222.3 jt 3) The MERO's determination may be appealed in accordance with Section 2.13. Section 2.13. Appeals A. Within fifteen (15) days of a final decision of the MERO, (i) an employee organization aggrieved by a determination of an appropriate unit or that a Recognition Petition (Sec. 2.4), Challenging Petition (Sec. 2.6), Decertification Petition (Sec. 2.9), Modification Petition (Sec. 2.10), Severance Request (Sec. 2.11), or Amendment Petition (Sec. 2.12) has not been filed in compliance with Article II; or (ii) employees aggrieved by a determination that a Decertification Petition (Sec. 2.9) or Severance Request (Sec. 2.11) has not been filed in compliance with Article II, may request to submit the matter to mediation by the State Mediation and Conciliation Service. In lieu thereof, or fifteen (15) days after such mediation proceedings, said employee organization or employees may appeal such determination to the City Council for final decision. B. Appeals to the City Council shall be filed in writing with the City Clerk, and a copy thereof served on the MERO. The City Council shall commence to consider the matter within thirty (30) days of the filing of the appeal. The City Council may, in its discretion, refer the dispute to a third party hearing process. Any decision of the City Council on the use of such procedure, and/or any decision of the City Council determining the substance of the dispute, shall be final and binding. Any costs for the appeal shall be borne equally by the City and the appealing employee organization. ARTICLE III. ADMINISTRATION Section 3.1. Submission of Current Information by Employee Organizations All Recognized and Exclusively Recognized Employee Organizations shall advise the MERO in writing immediately of any changes in the information enumerated in Section 2.4 C within fourteen (14) days of such change. Section 3.2. Employee Organization Activities – Use of City Resources Access to City work locations and the use of City paid time, facilities, equipment and other resources by employee organizations and those representing them, shall be authorized only to the extent provided for in Memoranda of Understanding and/or administrative procedures, shall be limited to lawful activities consistent with the provisions of this Resolution that pertain directly to the employer-employee relationship and not to such internal employee organization business as soliciting membership, campaigning for office, or organization meetings and elections, and shall not interfere with the efficiency, safety, and security of City operations. ARTICLE IV. IMPASSE PROCEDURES E.10.a Packet Pg. 172 At t a c h m e n t : R e s o l u t i o n A d o p t i n g E E R R 1 2 - 0 2 - 2 0 2 0 ( A p p r o v a l o f a C o m p r e h e n s i v e E m p l o y e r - E m p l o y e e R e l a t i o n s R e s o l u t i o n ) 01247.0004/678222.3 jt Section 4.1. Initiation of Impasse Procedures If the meet and confer process has reached an Impasse, then either party to the negotiations may initiate the Impasse procedure by filing with the other party a written request for an Impasse meeting together with a statement of its position on all remaining disputed issues. An Impasse meeting shall then be scheduled by the MERO forthwith after the date of filing of the written request for such meeting. The purpose of the impasse meeting is two-fold: (a) To review the position of the parties in a final effort to reach agreement on the negotiable subjects at hand, including but not limited to a Memorandum of Understanding; and (b) If the Impasse cannot be not resolved, then to discuss arrangements for the utilization of the Impasse procedures provided herein. Section 4.2. Impasse Procedures Impasse procedures may be invoked if the matters remaining in dispute are so substantial or prolonged that future meetings would be futile and/or the possibility of a settlement by direct discussion have been reasonably exhausted. The Impasse procedures are as follows: (a) If the parties agree to submit the dispute to mediation, then mediation will be conducted by a mediator from the California State Mediation and Conciliation Service, unless the parties agree to use another mediator. All mediation proceedings shall be private. The mediator shall make no public recommendation, nor take any public position at any time concerning the issues. If there is a cost for the services of a mediator, then such costs shall be borne equally by the City and the involved employee organization. (b) If the parties, having so agreed to mediation, fail to resolve the dispute within thirty (30) days after the appointment of the mediator, then the employee organization thereafter may request to submit the Impasse to factfinding, as provided by state law. The parties are free to mutually extend the time limit if confirmed in writing. (c) If the parties do not agree to mediation, then the employee organization may request to submit the Impasse to factfinding, as provided in Section 4.3 below. (d) If the Impasse has not been resolved through factfinding, or the employee organization fails to request factfinding, then the Impasse will be sent to the City Council, which shall hold a public hearing on the Impasse and take such action regarding the Impasse as it, in its E.10.a Packet Pg. 173 At t a c h m e n t : R e s o l u t i o n A d o p t i n g E E R R 1 2 - 0 2 - 2 0 2 0 ( A p p r o v a l o f a C o m p r e h e n s i v e E m p l o y e r - E m p l o y e e R e l a t i o n s R e s o l u t i o n ) 01247.0004/678222.3 jt discretion, deems appropriate as in the public interest, including but not limited to, unilaterally implementing its last, best, and final offer or such terms as must be reasonably comprehended from the last, best, and final offer. Any legislative action by the City Council on the Impasse shall be final and binding. Section 4.3. Factfinding Procedures A. Upon failure to agree to, or upon failure to reach an agreement through, mediation, the employee organization may submit a written request to the MERO and the Public Employment Relations Board for a factfinding panel in accordance with state law: 1) If the dispute was submitted to mediation, then the written request for a factfinding panel must be submitted not sooner than thirty (30) days, but not more than forty-five (45) days, after the appointment of the mediator. 2) If the dispute was not submitted to mediation, then the written request for a factfinding panel must be submitted not later than thirty (30) days following the date that either party provided the other with a written notice of an Impasse and request for an Impasse meeting. B. The request for fact-finding shall be filed with the Public Employment Relations Board - Los Angeles Regional Office located at 700 N. Central Ave., Glendale, California 91203-3219, with a proof of service, containing a declaration signed under penalty of perjury with the following information: (1) the name of the declarant; (2) the county and state in which the declarant is employed or resides; (3) a statement that the declarant is over the age of 18 years and not a party to the case; (4) the address of the declarant; (5) a description of the documents served; (6) the method of service and a statement that any postage or other costs were prepaid; (7) the name(s), address(es) and, if applicable, fax number(s) used for service on the party(ies); and (8) the date of service. Approval or disapproval of all requests for factfinding shall be in the discretion of the Public Employment Relations Board. C. Within five (5) working days after notification from the Public Employment Relations Board that the factfinding request has been approved, each party shall select a person to serve as its member of the factfinding panel and notify the Public Employment Relations Board of its selection. The parties shall then select the chairperson by utilizing a strike procedure whereby each side strikes a member of the list provided by PERB until one is selected. Within five (5) working days after a chairperson is selected through this procedure, the parties may alternatively mutually agree upon another person to serve as chairperson. The strike procedure will be initiated by a coin toss by a representative of the City, who shall flip the coin and call the chosen side, witnessed by the employee organization, with the winning party having the election to strike first or second. The costs for the services of the chairperson, including per diem fees, if any, and actual and necessary travel and subsistence expenses, shall be divided equally between the parties. Any other mutually incurred costs shall be divided equally between the parties. Any E.10.a Packet Pg. 174 At t a c h m e n t : R e s o l u t i o n A d o p t i n g E E R R 1 2 - 0 2 - 2 0 2 0 ( A p p r o v a l o f a C o m p r e h e n s i v e E m p l o y e r - E m p l o y e e R e l a t i o n s R e s o l u t i o n ) 01247.0004/678222.3 jt separately incurred costs for the panel member selected by each party shall be borne by that party. The parties are free to mutually extend the time limit if confirmed in writing. D. Within ten (10) days of its appointment, the factfinding panel shall meet with the parties or their representatives, either jointly or separately, and may make inquiries and investigations, hold hearings, and take any other steps it deems appropriate, including issuance of subpoenas requiring attendance and testimony and production of evidence. The parties are free to mutually extend the time limit if confirmed in writing. E. Within thirty (30) days of its appointment, or upon agreement by the parties for a longer period, and if the dispute is not settled by the parties within said time period, the factfinding panel shall make findings of fact and recommend terms of settlement, which shall be advisory only. In making its findings and recommendations, the fact-finding panel shall consider the following criteria: 1) State and federal laws that are applicable to the City; 2) Local rules, regulations, or ordinances; 3) Stipulations of the parties; 4) The interests and welfare of the public and the financial ability of the City; 5) Comparison of the wages, hours, and conditions of employment to employees performing similar services in comparable public agencies; 6) The consumer price index for goods and services, commonly known as the cost of living; 7) The overall compensation presently received by the employees, including direct wage compensation, vacations, holidays, and other excused time, insurance and pensions, medical and hospitalization benefits, the continuity and stability of employment and all other benefits received; and 8) Any other facts which are normally or traditionally taken into consideration in making the findings and recommendations. F. The factfinding panel shall submit its findings and recommendations in writing to the parties prior to making them available to the public for the purpose of resolving the impasse. The City shall make the findings and recommendations available to the public within ten (10) calendar days after its receipt. If the Impasse has not been resolved within ten (10) calendar days after the City’s receipt of the factfinding panel findings and recommendations, then the Impasse shall be sent to the City Council, which shall then hold a hearing on the Impasse and take such action regarding the Impasse as it, in its discretion, deems appropriate as in the public interest, including but not limited to unilaterally implementing its last, best, and final offer or such terms as may be reasonably E.10.a Packet Pg. 175 At t a c h m e n t : R e s o l u t i o n A d o p t i n g E E R R 1 2 - 0 2 - 2 0 2 0 ( A p p r o v a l o f a C o m p r e h e n s i v e E m p l o y e r - E m p l o y e e R e l a t i o n s R e s o l u t i o n ) 01247.0004/678222.3 jt comprehended therefrom. Any legislative action by the City Council on the Impasse shall be final and binding, including but not limited to unilaterally implementing its last, best, and final offer or such terms as may be reasonably comprehended therefrom. ARTICLE V. MISCELLANEOUS PROVISIONS Section 5.1. Rules and Regulations The City Council may from time to time adopt such additional rules and regulations necessary or convenient to implement the provisions of this Resolution and provisions of the MMBA after meeting and consulting with all recognized employee organizations. Section 5.2. Construction Nothing in this Resolution shall be construed to deny any person the rights granted by federal and state laws and the provisions of the Grand Terrace Municipal Code. The rights, power and authority of the City Council on all matters, including the right to maintain any legal action, shall not be modified or restricted by this Resolution. Provisions of this Resolution are not intended to conflict with the provisions of the MMBA or the provisions of the City's personnel system which provides for other methods of administering employee relations. Section 5.3. Severability If any provision of this Resolution or the application of such provision to any person or circumstance, shall be held invalid, then the remainder of this Resolution or the application of such provision to persons to circumstances other than those to which it is held invalid, shall not be affected thereby. SECTION 2. This Resolution shall take effect immediately upon adoption. PASSED, APPROVED AND ADOPTED by the City Council of the City of Grand Terrace at a regular meeting held on the 8th day of December 2020. _______________________________ Darcy McNaboe, Mayor ATTEST: _______________________________ E.10.a Packet Pg. 176 At t a c h m e n t : R e s o l u t i o n A d o p t i n g E E R R 1 2 - 0 2 - 2 0 2 0 ( A p p r o v a l o f a C o m p r e h e n s i v e E m p l o y e r - E m p l o y e e R e l a t i o n s R e s o l u t i o n ) 01247.0004/678222.3 jt Debra Thomas City Clerk APPROVED AS TO FORM: ______________________________ Adrian R. Guerra City Attorney STATE OF CALIFORNIA ) COUNTY OF SAN BERNARDINO ) CITY OF GRAND TERRACE ) I, Debra L. Thomas, City Clerk of the CITY OF GRAND TERRACE, CALIFORNIA, DO HEREBY CERTIFY that the forgoing Resolution, being Resolution No. _____, was duly passed, approved and adopted by the City Council, approved and signed by the Mayor, and attested to by the City Clerk, at the regular meeting of said City Council held on the 8th day of December 2020, and that the same was passed and adopted by the following vote: AYES: NOES: ABSENT: ABSTAIN: Executed this ___ day of December 2020, at Grand Terrace, California. ______________________________ Debra L. Thomas City Clerk E.10.a Packet Pg. 177 At t a c h m e n t : R e s o l u t i o n A d o p t i n g E E R R 1 2 - 0 2 - 2 0 2 0 ( A p p r o v a l o f a C o m p r e h e n s i v e E m p l o y e r - E m p l o y e e R e l a t i o n s R e s o l u t i o n ) AGENDA REPORT MEETING DATE: December 8, 2020 Council Item TITLE: Selection of Mayor Pro Tempore PRESENTED BY: Debra Thomas, City Clerk RECOMMENDATION: Select a Council Member to serve as Mayor Pro Tempore for a term of two years until the next regular election. 2030 VISION STATEMENT This staff report supports all adopted Goals of the City Council’s 2030 Vision and supports all adopted Core Values. BACKGROUND: Following the regular municipal election date held every two years, the City Council selects one of its Members to serve as Mayor Pro Tempore. It is, therefore, appropriate for the City Council to now select a Mayor Pro Tempore following the regular municipal election conducted in November. DISCUSSION: Government Code Section 34905 provides that, for cities with elected mayors, “A Mayor Pro Tempore shall be chosen in the manner provided by Government Code Section 36801, which provides as follows: “The City Council shall meet at the meeting at which the declaration of the election results for a general municipal election is made pursuant to Sections 10262 and 10263 of the Elections Code and, following the declaration of the election results and the installation of elected officials, choose one of its number … as Mayor Pro Tempore.” Government Code Section 36802 provides that “The Mayor shall preside at the meetings of the Council. If he/she is absent or unable to act, the Mayor Pro Tempore shall serve until the Mayor returns or is able to act. The Mayor Pro Tempore has all of the powers and duties of the Mayor”. Therefore, if in the event the Mayor is unable to perform his/her duties, the Mayor Pro Tempore will perform those duties in the Mayor’s absence. The City of Grand Terrace Council Procedures also establishes duties of the Mayor Pro Tempore as follows: I.11 Packet Pg. 178 • “The meeting of the Council shall be called to order by the Mayor or, in his/her absence, the Mayor Pro Tempore.” (Section 2.3.) • “[I]n the absence of the Mayor, the Mayor Pro Tempore shall preside.” (Section 3.1.) • “Subject to Council policy, the Mayor shall sign ordinances, resolutions, and contracts approved by the Council at meetings at which he/she is in attendance. In the event of his/her absence, the Mayor Pro Tempore shall sign all such documents approved and adopted by Council”. (Section 3.4.) It is staff’s recommendation that the Council select amongst themselves a Mayor Pro Tempore from a member of the City Council who is not the directly elected Mayor. The term of office for the selected Mayor Pro Tempore will be for two years until the next regular election. FISCAL IMPACT: None. APPROVALS: Debra Thomas Completed 11/23/2020 9:35 AM City Attorney Completed 11/28/2020 4:31 PM Finance Completed 12/01/2020 9:15 AM City Manager Completed 12/02/2020 1:34 PM City Council Pending 12/08/2020 6:00 PM I.11 Packet Pg. 179 AGENDA REPORT MEETING DATE: December 8, 2020 Council Item TITLE: Mayor's Appointments to Boards, Commissions, and Committees PRESENTED BY: Debra Thomas, City Clerk RECOMMENDATION: Mayor to Appoint Representatives to the various Boards, Commissions, and Committees for Council Approval. 2030 VISION STATEMENT: This staff report supports all adopted Goals of the City Council’s 2030 Vision and supports all adopted Core Values. BACKGROUND: The City of Grand Terrace has the opportunity to participate on various boards, commissions, and committees as a member of various municipal organizations and associations. Historically, these assignments are reviewed every two years following the regular municipal elections date, or as necessary. DISCUSSION: If Council wishes to reorganize the positions on Boards, Committees and Commissions, it would be appropriate to make those changes at this time. State law provides under Government Code Section 40605 states: In general law cities where the office of mayor is an elective office pursuant to Article 5 (commencing with Section 34900) of Chapter 7 of Part 1 of Division 2 of Title 4, the mayor, with the approval of the city council, shall make all appointments to boards, commissions, and committees unless otherwise specifically provided by statute. Additionally, contact was made with the various Boards, Committees and Commission to identify which Boards, Commissions, and Committees mandate that the Mayor serve as delegate. After review of those that have bylaws and inquiries made both verbally and via email, it is determined that none of the Boards, Commission and Committees on the attached list mandate that the Mayor serve as delegate. All that is required is that the Mayor or Council Member, selected by the legislative body as a whole, serve as delegate and/or alternate. To assist Council in their discussion for the reorganization, attached is the City’s list of I.12 Packet Pg. 180 Boards, Commissions, and Committees and their established time, date and place of meetings. At this time, Staff recommends that, subject to the advice and consent of the City Council, the Mayor appoint representatives to fill both the delegate and alternate positions. FISCAL IMPACT: None ATTACHMENTS: • 2018-2020 Council Appointments Boards, Commissions & Committees (PDF) APPROVALS: Debra Thomas Completed 11/23/2020 9:47 AM City Attorney Completed 11/28/2020 4:41 PM Finance Completed 12/01/2020 9:31 AM City Manager Completed 12/02/2020 1:34 PM City Council Pending 12/08/2020 6:00 PM I.12 Packet Pg. 181 COUNCIL LIAISON TO BOARDS, COMMISSIONS, AND COMMITTEES 2018 - 2020 1 Revised 02/10/2020 08/02/201 8 COMMITTEE BOARD MEMBER ALTERNATE MEETING DAY & TIME Omnitrans Board of Directors 1700 5th St San Bernardino, CA 92411 700-yes McNaboe Allen 1st Wednesday of Month 8:00 a.m. COMMITTEE MEMBER ALTERNATE California Joint Powers Insurance Authority (CJPIA) 8081 Moody Street La Palma, CA 90623 700-yes McNaboe Wilson 4th Wednesday of Each Month Annual Meeting: TBD VOTING DELEGATE ALTERNATE League of California Cities/Inland Empire Division 1400 K Street Sacramento, CA 95814 Wilson Allen Division Meeting (Meets Quarterly) Annual Meeting TBD COMMUNITY CABINET MEMBER ALTERNATE Colton Joint Unified School District Community Cabinet 1212 Valencia Drive Colton, CA 92324 Hussey Allen 2nd Wednesday of Each Month 10:00 a.m. Joe Baca Middle School 1640 S. Lilac Ave. Bloomington, CA 92316 VOTING DELEGATE ALTERNATE Southern California Association of Governments General Assembly (SCAG) 1170 West 3rd Street, Suite 140 San Bernardino, CA 92410 Wilson Robles Annual Meeting Usually April or May TBD I.12.a Packet Pg. 182 At t a c h m e n t : 2 0 1 8 - 2 0 2 0 C o u n c i l A p p o i n t m e n t s B o a r d s , C o m m i s s i o n s & C o m m i t t e e s ( A p p o i n t m e n t s t o COUNCIL LIAISON TO BOARDS, COMMISSIONS, AND COMMITTEES 2018 - 2020 2 Revised 02/10/2020 08/02/201 8 COMMITTEE COMMITTEE MEMBER ALTERNATE MEETING DAY & TIME San Bernardino Valley Municipal Water District Advisory Commission on Water Policy 380 E. Vanderbilt Way San Bernardino, CA 92408 700-yes Wilson Robles Next Meeting Date: TBD BOARD MEMBER ALTERNATE San Bernardino County Transportation Authority 1170 W. 3rd Street, 2nd Floor San Bernardino, CA 92410 700-yes McNaboe Robles 1st Wednesday of Month 10:00 a.m. Santa Fe Depot-SBCTA Lobby 1st Floor 1170 W. 3rd Street San Bernardino, CA 92410 CITY REPRESENTATIVE ALTERNATE San Bernardino County Solid Waste Task Force 222 W. Hospitality Lane, 2nd Floor San Bernardino, CA 92415 Allen *VACANT* TBD Solid Waste Management Division-Conf. Rm A 222 W. Hospitality Lane, 2nd Floor San Bernardino, CA 92415 CITY REPRESENTATIVE ALTERNATE San Bernardino County Gang & Drug Task Force San Bernardino County Superintendent of Schools 601 North E Street San Bernardino, CA 92415 Hussey Wilson 2nd Wednesday of Month 7:30 a.m. I.12.a Packet Pg. 183 At t a c h m e n t : 2 0 1 8 - 2 0 2 0 C o u n c i l A p p o i n t m e n t s B o a r d s , C o m m i s s i o n s & C o m m i t t e e s ( A p p o i n t m e n t s t o COUNCIL LIAISON TO BOARDS, COMMISSIONS, AND COMMITTEES 2018 - 2020 3 Revised 02/10/2020 08/02/201 8 DELEGATE ALTERNATE Mayor Darcy McNaboe 3 0 Mayor Pro Tem Doug Wilson 3 2 Council Member Sylvia Robles 0 3 Council Member Bill Hussey 2 0 Council Member Jeff Allen 1 3 I.12.a Packet Pg. 184 At t a c h m e n t : 2 0 1 8 - 2 0 2 0 C o u n c i l A p p o i n t m e n t s B o a r d s , C o m m i s s i o n s & C o m m i t t e e s ( A p p o i n t m e n t s t o AGENDA REPORT MEETING DATE: December 8, 2020 Council Item TITLE: Amendment of April 19, 2017 Memorandum of Understanding with Lewis Land Developers, LLC and the City of Grand Terrace PRESENTED BY: G. Harold Duffey, City Manager RECOMMENDATION: Approve Amendment to Memorandum of Understanding with Lewis Land Developers, LLC. and Authorize the Mayor to Execute Subject to City Attorney Approval as to Form 2030 VISION STATEMENT: This staff report supports 2030 Vison Goal #3 Promote Economic Development by developing a proactive economic development plan to attract new business and invest in infrastructure needed to support business attraction and retention. BACKGROUND: On December 13, 2016, the City Council and Lewis Land Developers, LLC (“Developer”) entered into a Disposition and Development Agreement (“DDA”) providing for Developer’s purchase and development of approximately 53 acres of real property previously owned by the Redevelopment Agency (“Properties”). The DDA establishes the terms of the purchase and tasks in which Developer must undertake. The DDA identified purchase price, terms of escrow, performance timelines, and an option for the City to repurchase the land should Developer fail to develop the Properties. In accordance with the DDA, Developer had a 60-day feasibility period. The purpose of the feasibility period was to allow the Developer time to determine whether development of the Properties is feasible. After determining the project was feasible, the Developer closed escrow within 30 days. Developer’s feasibility determination was dependent on Developer and City entering into a Memorandum of Understanding (“MOU”) identifying anticipated mitigation measures and allocating Developer’s “fair share” of costs for the various infrastructure improvements necessary within the Developer driven 131-acre Specific Plan. Without the guidelines provided by the MOU, the unknown infrastructure costs made the purchase of City land too speculative (Attachment I). DISCUSSION: The MOU does not supersede or modify the provisions of the DDA. As identified in the I.13 Packet Pg. 185 DDA, Developer is required to use commercially reasonable efforts to obtain all land use entitlements required for the development of the Properties, including a Specific Plan, Environmental Impact Report, and Master Development Plan (“Project”) (Attachment II). Nor does the MOU commit or otherwise require the City to approve the Project. Rather, the MOU is intended to set forth the Parties’ understanding of Developer’s responsibilities related to the development of the Properties and the Specific Plan. Within the General Plan, approximately 80 acres fall under the Mixed-Use designation requiring a Specific Plan. It is anticipated that the Developer will include the entire 80- acre area within the 132-acre Specific Plan the Developer will submit to the City (Attachment III). The Specific Plan will identify the future land uses, development guidelines, and infrastructure and improvements (i.e. roadways, traffic signals, storm drainage, water, sewer, etc.) needed to support build-out of the Specific Plan. Although no specific improvements, infrastructure, or mitigation measures were being imposed at the time of the approval of the MOU, it was expected that the Specific Plan will identify improvements needed to build out the entire 132-acres of the Specific Plan area. Under the DDA, Developer is only responsible to develop the 53-acre Properties purchased from the City. Infrastructure necessary for the 131-acre Specific Plan area and mitigation measures necessary to address on and off-site impacts within the Specific Plan area are anticipated to exceed the improvements, infrastructure, and mitigation measures related to development of just the Properties purchased from the City. This MOU was intended to set forth a reasonable “fair share” allocation for such discrepancy (Attachment IV). This Project provides the City, through private/public partnership with Developer, a way to address and find solutions to broader citywide infrastructure issues within the City. For instance, a component of the MOU relates to Parks and Open Space. Developer and City anticipate the relocation, through a land swap, of the non-lighted baseball field at Veterans Freedom Park to the east side of Taylor Street and provide a new lighted baseball field and neighborhood park. The park can be accessed from Taylor St. (Commerce Way) or via the walking path connected to Veterans Freedom Park (Attachment V). Further, it is anticipated that the Developer will install detention basins of greater size and capacity needed for development of the Properties and 131-acres within the Specific Plan. The detention basin will act as a regional basin, capturing storm water runoff from the Blue Mountain between Van Buren and Pico (Attachment VI). The basin may also be used as a ground water recharging station. Another private/public component of the MOU is storm drain improvements. The Developer will be installing storm drain improvements within Van Buren Avenue to support development of the Properties. Developer will also install a southerly stub in I.13 Packet Pg. 186 anticipation of accepting future flows from Michigan and Pico Streets; and if given reasonable advance notice, will upsize the size of the storm pipe to accept the Michigan and Pico Street flows. The stub out and upsizing facilitates the long-run solutions of surface storm water conveyance for the entire Specific Plan area. To facilitate this, the Developer would like to be reimbursed. Exhibit B of the MOU identifies the points of understanding regarding mitigation measures and fair share allocations for the Project. The points include Streets/Circulation, Storm Drainage, Parks & Open Space, Utilities and Other (CEQA and use of railroad property to be acquired). After more than two years of analysis, engineering and environmental studies, the City and the Developer have solid cost estimates for infrastructure improvements within the 132-acre Specific Plan. The Amendment to the MOU (Exhibit B) establishes cost estimates for each infrastructure project and allocates existing resources to specific projects and provides a mechanism to ensure all properties within the Specific Plan, pay their “fair share’ for the infrastructure improvements within the 132-acre Specific Plan (Attachment VII). It is important to note, that no improvements, infrastructure, or mitigation measures are being imposed by this MOU. Rather, the MOU provides Developer assurances that a process is in place to fund infrastructure needs within the Specific Plan. Once the City approved the Amendment to the MOU, the Developer will circulate its Notice of Preparation (NOP) and commence product development and final design of infrastructure projects. Nothing in this MOU reduces or eliminates the City’s ability to approve, reject, or condition the Project at the proper time. FISCAL IMPACT: There is no fiscal impact for the 2020-21 fiscal year. However, the MOU commits the City to a future obligation of approximately $1,500,000 for infrastructure development and improvements. This project could have a significant impact on future city revenues, as the project at build out, has an estimated annual tax roll assessment of $500,000,000, which would result in the City receiving $1,000,000 a year in property tax. ATTACHMENTS: • Attachment I - Memorandum of Understanding (PDF) • Attachment II - Lewis Group DDA (PDF) • Attachment III - Gateway Specific Plan Land Use Summary (PDF) • Attachment IV - Cost Estimate (PDF) • Attachment V - Baseball Field and Park (PDF) • Attachment VI - Storm Drain (PDF) • Attachment VII - 1st Amendment to MOU (PDF) I.13 Packet Pg. 187 APPROVALS: G. Harold Duffey Completed 12/02/2020 4:56 PM Finance Completed 12/02/2020 5:27 PM City Attorney Completed 12/02/2020 5:57 PM City Manager Completed 12/02/2020 6:15 PM City Council Pending 12/08/2020 6:00 PM I.13 Packet Pg. 188 ORIGINAL MEMORANDUM OF UNDERSTANDING This Memorandum of Understanding ("MOU" or "Agreement") is entered into as of the date of the last of the signatures in the signature blocks below ("Effective Date") by and between CITY OF GRANO TERRACE, a public body, corporate and politic ("City") and LEWIS LANO DEVELOPERS, LLC, a Delaware limited liability company ("Developer"). City and Developer are sometimes referred to in this MOU individually as a "Party" or collectively as the "Parties." RECITALS A. City is the owner of approximately 44.86 acres of real property located within the City comprised of APNs 1167-151-22, 1167-151-74, 1167-151-68, & 1167-151-71 and an additional approximately 3.05 acres of real property located within the City comprised of APN's 1167-161-03 & 04 (collectively the "City Property"), as depicted on Map #1 attached hereto. City and Developer have entered into a Disposition and Development Agreement dated as of December 19, 2016 ("DOA") wherein the City has agreed to sell to Developer and Developer has agreed to purchase from City the City Property. B. In connection with its acquisition of the City Property, Developer is in negotiations with the Union Pacific Railroad for Developer's acquisition of an approximately 3.35 acre strip of real property which traverses the Property and is referred to in the DOA and herein as the "Railroad Property", as depicted on Map #2 attached hereto. The City Property and the Railroad Property are legally described on Exhibit "A" attached hereto and are hereafter collectively referred to as the "Project Property". C. Developer desires to acquire the City Property and the Railroad Property for purposes of developing a multi-family residential project and, potentially, additional uses consisting of commercial, industrial, retail, restaurant, office, entertainment, open space, parking and/or other compatible uses, subject to and consistent with the requirements of the California Environmental Quality Act ("CEQA"), related State Guidelines and related local ordinances (collectively, the "Project"). 0. It is anticipated that Developer shall obtain certain land use entitlements required for the development of the Project. including, without limitation, a specific plan complying with CEOA, zone changes, a statutory development agreement, tentative and final subdivision maps, and all related CEQA approvals, including certification of an Environmental Impact Report, a master development plan, and any other entitlements that may be required for the Project once the details of such Project are known ("Project Entitlements"). E. Developer and City understand and acknowledge that the Project will have on-site and off-site impacts that the Project will be required to mitigate, either through the construction of improvements, the payment of fees or other similar measures, land dedication and or agreements (collectively, the "Mitigation Measures") and that such Mitigation Measures to be required for the Project shall be roughly proportional to the Project's impacts and shall not exceed the fair share of the Project's impacts, including, in relation to other properties in the vicinity of the Project (each an "Other Property" and collectively, the "Other Properties") that either are benefiting from or would be expected to benefit from any such improvements. 4·6-17 I.13.a Packet Pg. 189 At t a c h m e n t : A t t a c h m e n t I - M e m o r a n d u m o f U n d e r s t a n d i n g ( L e w i s G r o u p M O U U p d a t e ) .. F. Developer's approval of its feasibility review for its acquisition of the City Property under the ODA and its decision to proceed with the acquisltion of the Railroad Property are dependent on Developer and City entering into the understandings and agreements set forth in this MOU for the purposes of identifying certain anticipated Mitigation Measures and allocating fair share responsibility for the various infrastructure improvements that are anticipated to be necessary for the development of the Project and the Other Properties. Without the certainty provided by this MOU, Developer would not otherwise proceed with the purchase of the City Property or the Railroad Property. G. The Parties understand that full environmental review under CEQA and/or other state, federal, and local environmental laws must be completed as part of the City's evaluation of whether to approve the Project. The Parties further understand that CEQA review must be completed early enough in the planning process that environmental considerations can properly influence project design, but late enough that meaningful information is available for environmental assessment. (State CEQA Guidelines, § 15004.) Here, the Project description is still being developed and does not yet include sufficient information to enable meaningful environmental review, such that CEQA review of the broad, potential terms included in this MOU would be premature. Because of this, and as set forth in greater detail below, the Parties understand and agree that nothing set forth herein commits or otherwise requires the City or any other government agency to approve, in whole or in part, the Project, and that this MOU does not govern federal, state or other local agency approvals required for the Project. H. Nonetheless, as a gesture of good faith and to memorialize the Parties' discussions and understandings to date, the Parties are willing to enter into this MOU which will memorialize their understanding regarding the reasonable allocation of responsibility for the Mitigation Measures that are anticipated to be necessary for the development of the Project in relation to the Other Properties. OPERATIVE PROVISIONS NOW, THEREFORE, in consideration of the agreements set forth herein, and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: 1. Incorporation of Recitals. The recitals above are true and correct and are hereby incorporated herein among the operative provisions of this MOU. 2. Identity of Parties. The legal identities of the parties to this MOU and their addresses are as follows: a. City is the City of Grand Terrace, a public body, corporate and politic. The principal office of the City for purposes of this MOU is 22795 Barton Road, Grand Terrace, CA 92313. Notices to City shall be to City's principal office and clearly marked, "Attention: G. Harold Duffey, City Manager." b. Developer is Lewis land Developers, LLC, a Delaware limited liability company. The principal office of Developer for purposes of this MOU is 1156 N. Mountain Ave., Upland, CA 91786. Notices to Developer shall be to Developer's principal office and clearly marked, "Attention: John M. Goodman." 2 I.13.a Packet Pg. 190 At t a c h m e n t : A t t a c h m e n t I - M e m o r a n d u m o f U n d e r s t a n d i n g ( L e w i s G r o u p M O U U p d a t e ) c. Notices to any Party shall be personally delivered or sent by first class or overnight mail to its principal office address. d. Developer shall not assign, sell or otheiwise transfer any or all of its rights under this Agreement to any third party without the prior written approval of the City. Approval of any assignment shall be in the reasonable discretion of the City. Notwithstanding the foregoing, City understands and acknowledges that Developer may partner with additional development, equity and debt persons and entities and/or may create new affiliate entities to be the developer thereafter, and expects to continue as the manager of such entities. Further notwithstanding with foregoing, Developer intends to and may assign its rights under this Agreement to an entity duly formed and authorized to conduct business in California in which any or all of Richard Lewis, Robert Lewis, Roger Lewis, Randall Lewis and John Goodman directly or indirectly own a controlling interest. 3. Term of MOU. The term ("Term") of this MOU shall commence on the Effective Date and shall remain in force pursuant to this section. a. Tolling. Unless otheiwise agreed by the Parties, the term of this MOU shall be tolled during the pendency of the following events: i. Litigation: If formal legal action is brought by a third party against City or Developer concerning this MOU or the Project Entitlements, and the relief sought in the legal action would inhibit the intent of this MOU, the term of this MOU shall be tolled pending resolution of the legal action. ii. Force Majeure: A Party shall notify the other Party of any delays caused by lockouts, strikes, riots, war, fire, civil insurrection, flood , earthquake, or any other casualty, event or cause beyond a Party's control which might reasonably tend to impede or delay the negotiation of the DOA and/or the submission, processing, and review of the Project Entitlements. In such event, the termination date of this MOU shall be extended by the period of actual delay caused by the events in the preceding sentence. No Party shall be entitled to cancel this Agreement for delays pursuant to a force majeure. b. Termination Date. This MOU shall terminate immediately upon the earliest occurrence of any one of the following events: i. Seven Years: Subject to the tolling under Section 3.a. above and extension under Section 3.c. below, the seventh (ih) anniversary of the Effective Date (the "Outside Date"). ii. Termination of DOA: If the DOA is terminated for any reason excepting City's default, such termination shall have the effect of terminating this MOU. iii. Development Agreement: In the event that a Development Agreement is approved by and entered into between the Parties as contemplated in Section 6 below. 3 I.13.a Packet Pg. 191 At t a c h m e n t : A t t a c h m e n t I - M e m o r a n d u m o f U n d e r s t a n d i n g ( L e w i s G r o u p M O U U p d a t e ) c. Extension bv Mutual Agreement of the Parties. The Parties may agree to extend the Termination Date beyond the seven (7) year base term by written agreement signed by Developer and City. The City Manager, on behalf of the City, is hereby authorized to extend the Termination Date for up to four six-month periods. The City Manager shall provide notice of the extension to the City Council. 4. No Approval or Commitment to Approval of Project. Notwithstanding any other provision of this MOU, nothing herein shall commit or otherwise require the City, or be interpreted as committing or requiring the City, to approve the Project, or any portions thereof, including the Project Entitlements. Further, the Parties acknowledge and agree that the City retains full discretion with respect to the Project Entitlements, and may deny or approve the Project Entitlements, or any portion thereof. Similarly, the City retains full discretion under CEQA and other environmental laws to impose any and all feasible mitigation to reduce potentially significant impacts and to consider and adopt alternatives to the Project, specifically including the "no projecr alternative. It is understood and agreed by the Parties that the Project description is still lacking many details, and that the Project, once fully described, may be subject to discretionary review by governmental agencies, environmental analysis and public comment. 5. Fair Share Allocation of Infrastructure Requirements and Mitigation Measures. After due analysis and consideration, City and Developer agree that the Mitigation Measures, the fair share allocations and the understandings set forth on Exhibit "B" attached hereto for the Project are roughly proportionate to the Project's impacts and do not exceed its fair share in relation to the Other Properties that either are benefiting from or would be expected to benefit from any such improvements. 6. Development Agreement. The Developer has proposed to negotiate a statutory Development Agreement pursuant to Government Code section 65864 with the City as one of the Project Entitlements to be considered by the City following the completion of the CEQA and land use review process described above. The Development Agreement shall be one of the Project Entitlements. If a Development Agreement is approved, the Development Agreement is anticipated to be a separate document from the ODA discussed above. The Parties anticipate that any such Development Agreement, if such a Development Agreement is approved by the City and entered into between the Parties, would include a vesting term for the Project Entitlements, all subsequent entitlements for the Project, and all applicable land use regulations of not less than fifteen (15) years. 7. Defaults. A Party shall be in default of this Agreement if it (i) fails to fulfill its obligations when due, which failure is not caused by the other Party, or otherwise violates any covenant, restriction or obligation contained in this Agreement, (ii) does not negotiate the DA in good faith and upon the terms stated in this Agreement, or (iii) does not reasonably cooperate with the other in fulfilling the other's obligations under this Agreement. The defaulting Party shall have thirty (30) days to cure the default. Should the defaulting Party fail to cure the default within that thirty (30) day period, the non- defaulting Party may, as its sole remedy at law or in equity, terminate this Agreement by written notice to the defaulting Party. This 30-day period in no way, manner or form extends, continues, tolls or modifies the Outside Date under this Agreement. Notwithstanding the terms of this section, if City defaults in its obligations under this Agreement, Developer may seek injunctive relief or specific performance to enforce its rights under this Agreement. After termination of this Agreement for default of Developer, subject to cure rights, Developer shall have no rights under this Agreement. 4 I.13.a Packet Pg. 192 At t a c h m e n t : A t t a c h m e n t I - M e m o r a n d u m o f U n d e r s t a n d i n g ( L e w i s G r o u p M O U U p d a t e ) 8. Attorney Fees; Governing Law; Venue. In the event of the bringing of any action or suit by either Party against the other in connection with this MOU, including but not limited to an alleged uncured material breach of this MOU. the prevailing Party shall be entitled to have and recover of and from the other Party all costs and expenses of the action or suit including, without limitation, actual attorneys' fees and other professional fees resulting therefrom. The interpretation and enforcement of this MOU shall be governed by the laws of the State of California, with venue in the Superior Court of San Bernardino County, California. 9. No Third Party Beneficiaries. This MOU is made and entered into for the sole protection and benefit of the Parties and their respective successors and assigns. No other person or entity shall have any right of action based upon any provision of this Agreement. 10. No Joint Venture. Nothing in this MOU shall be deemed to create any form of business organization between the Parties. including, without limitation, a joint venture or partnership, and no Party shall have any fiduciary duty to the other Party. Except as expressly provided to the contrary in this MOU, nothing contained in this MOU shall authorize or empower any Party to assume or create any obligation or liability whatsoever, express or implied, on behalf of any other Party or its property. 11. Interpretation. The captions and headings of the various sections of this MOU are for convenience only, and are not to be construed as confining or limiting in any way the scope or intent of the provisions hereof. Whenever the context requires or permits, the singular shall include the plural, the plural shall include the singular, and masculine, feminine and neuter shall be freely interchangeable. 12. Construction. The language in all parts of this MOU shall in all cases be construed simply, as a whole and in accordance with its fair meaning and not strictly for or against any Party. The Parties hereto acknowledge and agree that this MOU has been prepared jointly by the Parties and has been the subject of arm's length and careful negotiation over a considerable period of time. that each Party has independently reviewed this MOU with legal counsel, and that each Party has the requisite experience and sophistication to understand, interpret and agree to the particular language of the provisions hereof. Accordingly, in the event of an ambiguity in or dispute regarding the interpretation of this MOU, this MOU shall not be interpreted or construed against the Party preparing it, and instead other rules of interpretation and construction shall be utilized. Any term referencing time, days or period for performance shall be deemed calendar days and not work days, unless expressly stated otherwise. 13. No Liability Upon MOU Termination. Except as set forth in Section 8 above, Owner and Developer agree that, if this MOU expires or is terminated, neither Owner nor Developer shall be under any obligation, nor have any liability to each other or any other person regarding the purchase or sale or other disposition of the Property or the entitlement and development of the Project or the Property. 14. Entire Agreement This MOU constitute the entire agreement between the Parties hereto pertaining to the subject matter hereof and all prior and contemporaneous agreements, representations, negotiations and understandings of the Parties hereto, oral or written, are hereby superseded. 5 I.13.a Packet Pg. 193 At t a c h m e n t : A t t a c h m e n t I - M e m o r a n d u m o f U n d e r s t a n d i n g ( L e w i s G r o u p M O U U p d a t e ) 15. Severability. The provisions of this MOU are intended by the Parties to be severable and divisible and the invalidity or unenforceability of a provision or term herein shall not invalidate or render unenforceable the remainder of this MOU or any part thereof. 16. Signed In Counterparts. This MOU may be executed simultaneously or in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same MOU. 17. Indemnification. Developer shall, and hereby does, indemnify, defend, protect and hold harmless City, and each of its managers, officers, directors, employees, agents, affiliates, representatives, attorneys, successors, and assigns (collectively with City, the "City Parties"), from and against all third party losses, liabilities, claims, demands, costs, damages (including liens, fines, or penalties), obligations, causes of action, disbursements, or expenses of any kind or nature whatsoever, including actual attorneys' fees, court costs, costs of arbitration, and litigation expenses (collectively, "Claims") resulting from any governmental approval or determination made by City in relation to this Agreement. The foregoing indemnity and defense obligations do not apply to any Claims to the extent arising from or related to the negligent acts or willful misconduct of City or the breach or default of the City's obligations under this Agreement. IN WITNESS WHEREOF, City and Developer have duly executed this Agreement as of the date of the last of the signatures below. "CITY" CITY OF GRAND TERRACE By:~ Name: ~-Q{/~ Its: Lt ~&y4~ ") Dated: Apr{a. 2011 APPROVED AS TO FORM ~~~; Its: City Attorney Dated: April..fl. 2017 "DEVELOPER" LEWIS LAND DEVELOPERS , LLC, a Delaware limited liability company 6 By: LEWIS MANAGEMENT CORP., a California corporation -Its Manager By: ~·?#~.u.J Name:t:;3" M Goodman Its: Authorized Agent Dated: April14, 2017 I.13.a Packet Pg. 194 At t a c h m e n t : A t t a c h m e n t I - M e m o r a n d u m o f U n d e r s t a n d i n g ( L e w i s G r o u p M O U U p d a t e ) EXHIBIT "A" LEGAL DESCRIPTION OF PROJECT PROPERTY APPROXIMATELY 44.86 ACRES THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS: PARCEL 1: LOT 26 AND THAT PORTION OF LOT 25 LYING EAST OF THE RIGHT OF WAY OF RIVERSIDE WATER COMPANY'S CANAL, SECTION 5, TOWNSHIP 2 SOUTH, RANGE 4 WEST, SAN BERNARDINO BASE AND MERIDIAN, IN THE COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, ACCORDING TO MAP SHOWING LAND OF THE EAST RIVERSIDE LAND COMPANY, AS PER PLAT RECORDED IN BOOK 6, PAGE 44 OF MAPS, RECORDS OF SAID COUNTY. EXCEPTING THEREFROM THAT PORTION OF LOT 25 GRANTED TO THE SAN BERNARDINO COUNTY FLOOD CONTROL DISTRICT, A BODY CORPORATE AND POLITIC RECORDED DECEMBER 21 , 1964 IN BOOK 6297, PAGE 333 OF OFFICIAL RECORDS. ALSO EXCEPTING THEREFROM THOSE TWO PARCELS CONVEYED TO THE CITY OF RIVERSIDE, A MUNICIPAL CORPORATION, BY DEED RECORDED FEBRUARY 10, 1992 AS INSTRUMENT NO. 92-047279 OF OFFICIAL RECORDS OF SAID COUNTY. PARCEL2: AN EASEMENT FOR ROADWAY PURPOSES OVER THE WESTERLY 30 FEET OF THE FOLLOWING DESCRIBED PROPERTY: THAT PORTION OF LOT 25, SECTION 5, TOWNSHIP 2 SOUTH, RANGE 4 WEST, SAN BERNARDINO BASE AND MERIDIAN, ACCORDING TO MAP SHOWING LAND OF EAST RIVERSIDE LAND COMPANY, IN THE COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER PLAT RECORDED IN BOOK 6, PAGE 44 OF MAPS, RECORDS OF SAID COUNTY, SAID PORTION ALSO BEING DESCRIBED IN DIRECTOR'S DEED RECORDED IN BOOK 5701 , PAGE 635 OF OFFICIAL RECORDS OF SAID COUNTY, SAID PART MORE PARTICULARLY DESCRIBED AS BEING ALL OF SAID PORTION LYING FROM THE RIGHT OF WAY OF RIVERSIDE WATER COMPANY'S CANAL AND SOUTHERLY OF THE SOUTHERLY DESCRIBED LINE: COMMENCING AT THE NORTHEAST CORNER OF SAID LOT 25; THENCE SOUTH 89° 58' 11" WEST ALONG THE NORTH LINE OF SAID LOT 25 A DISTANCE OF 289.05 FEET TO THE WEST LINE OF SAID RIVERSIDE WATER COMPANY'S CANAL RIGHT OF WAY; THENCE SOUTH 28° 41 ' OO"WEST ALONG SAID WEST LINE A DISTANCE OF 213.66 FEET TO THE TRUE POINT OF BEGINNING; 7 I.13.a Packet Pg. 195 At t a c h m e n t : A t t a c h m e n t I - M e m o r a n d u m o f U n d e r s t a n d i n g ( L e w i s G r o u p M O U U p d a t e ) THENCE SOUTH 69° 19' 18" WEST A DISTANCE OF 255.15 FEET TO THE POINT OF TERMINATION, IN THE WESTERLY LINE OF SAID PORTION OF LOT 25 DESCRIBED IN DEED RECORDED IN SAID BOOK 5701 , PAGE 635 OF OFFICIAL RECORDS. PARCEL 3: AN EASEMENT FOR ROADWAY PURPOSES, DESCRIBED AS FOLLOWS: ALL THAT PART OF THAT PORTION OF LOT 25, SECTION 5, TOWNSHIP 2 SOUTH, RANGE 4 WEST, SAN BERNARDINO MERIDIAN, AS SAID LOT IS SHOWN ON THE MAP OF THE LANDS OF THE EAST RIVERSIDE LAND COMPANY, IN THE COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER PLAT RECORDED IN BOOK 6, PAGE 44 OF MAPS, RECORDS OF SAID COUNTY, SAID LOT ALSO BEING SHOWN ON LICENSED LAND SURVEYOR'S MAP RECORDED IN BOOK 7, PAGES 65 AND 66 OF RECORDS OF SURVEY, SAID PORTION BEING THAT REAL PROPERTY CONVEYED BY DEED RECORDED IN BOOK 5786, PAGE 978 OF OFFICIAL RECORDS OF SAID COUNTY, SAID PART BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: THE WESTERLY 30.00 FEET OF SAID PORTION OF LOT 25, LYING EASTERLY FROM, MEASURED AT RIGHT ANGLES TO, THE SOUTHERLY PROLONGATION OF THE WEST LINE OF THAT PARCEL OF LAND CONVEYED TO THE STATE OF CALIFORNIA BY DEED RECORDED IN BOOK 4303, PAGE 150 OF OFFICIAL RECORDS OF SAID COUNTY. APN(s): 1167-151-22-0-000 PARCELS: ALL THAT CERTAIN REAL PROPERTY SITUATED IN THE COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, DESCRIBED AS FOLLOWS: PARCEL 1 OF THAT CERTAIN CERTIFICATE OF COMPLIANCE RECORDED OCTOBER 1, 2002 AS INSTRUMENT NO. 2002-0519050 OF OFFICIAL RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF SAN BERNARDINO COUNTY. EXCEPTING THEREFROM THAT PORTION OF SAID LAND CONVEYED TO THE CITY OF GRAND TERRACE REDEVELOPMENT AGENCY, A MUNICIPAL CORPORATION, MORE PARTICULARLY DESCRIBED IN THAT CERTAIN DOCUMENT RECORDED DECEMBER 19, 2006 AS INSTRUMENT NO. 2006-0873342 OF OFFICIAL RECORDS. APN(s): 1167-151-68-0-000 PARCELC: PARCEL 1 OF THAT CERTAIN LOT LINE ADJUSTMENT, RECORDED AUGUST 16, 2000 AS INSTRUMENT NO. 20000294520 OF OFFICIAL RECORDS OF SAN BERNARDINO COUNTY, CALIFORNIA. EXCEPTING THEREFROM THAT PORTION OF SAID LAND CONVEYED TO THE COL TON JOINT UNIFIED SCHOOL DISTRICT, A CALIFORNIA PUBLIC SCHOOL DISTRICT, MORE PARTICULARLY DESCRIBED IN THAT CERTAIN DOCUMENT RECORDED DECEMBER 19, 2006 AS INSTRUMENT NO. 2006-0873344 OF OFFICIAL RECORDS. 8 I.13.a Packet Pg. 196 At t a c h m e n t : A t t a c h m e n t I - M e m o r a n d u m o f U n d e r s t a n d i n g ( L e w i s G r o u p M O U U p d a t e ) APN(s): 1167-151-71-0-000 PARCEL D: LOT 39 AND LOT 40 OF EAST RIVERSIDE LAND COMPANY PER MAP RECORDED IN BOOK 6, PAGE 44 OF MAPS, RECORDS OF SAN BERNARDINO COUNTY, STATE OF CALIFORNIA. EXCEPTING THEREFROM THAT PORTION OF LOT 39 DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHEAST CORNER OF SAID LOT 39; THENCE NORTH a9° 53' 26" WEST ALONG THE SOUTH LINE OF SAID LOT 39, 329.78 FEET; THENCE NORTH 00° 04' 28" EAST, 331.23 FEET; THENCE SOUTH a9° 53' 27" EAST, 329.85 FEET TO THE EAST LINE OF SAID LOT 39; THENCE SOUTH 00° 05' 10" WEST ALONG SAID EAST LINE, 331 .23 FEET TO THE POINT OF BEGINNING. ALSO EXCEPTING THEREFROM THAT PORTION OF LOT 40 DESCRIBED AS FOLLOWS: THE WEST 15.00 FEET OF SAID LOT 40 AS CONVEYED TO THE SOUTHERN CALIFORNIA ROAD MOTOR COMPANY, RECORDED APRIL 25, 1888 IN BOOK 73, PAGE 345 OF DEEDS, RECORDS OF SAID COUNTY. ALSO EXCEPTING THEREFROM THE NORTH 100.00 FEET OF THE EAST 70.00 FEET OF THE WEST 85.00 FEET OF SAID LOT 40. SAID LEGAL DESCRIPTION IS MADE PURSUANT TO THAT CERTAIN CERTIFICATE OF COMPLIANCE LOT LINE ADJUSTMENT LLA 10-05 RECORDED MARCH 13, 2012 AS INSTRUMENT NO. 2012-0098383 OF OFFICIAL RECORDS. APN(s): 1167-151-74 APPROXIMATELY 3.05 ACRES THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS: PARCEL A: PORTION OF LOT 11 ACCORDING TO MAY SHOWING LANDS OF EAST RIVERSIDE LAND COMPANY, IN THE CITY OF GRAND TERRACE, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER PLAT RECORDED IN BOOK 6 OF MAPS, PAGE 44, RECORDS OF SAID COUNTY, DESCRIBED AS FOLLOWS: 9 I.13.a Packet Pg. 197 At t a c h m e n t : A t t a c h m e n t I - M e m o r a n d u m o f U n d e r s t a n d i n g ( L e w i s G r o u p M O U U p d a t e ) COMMENCING AT THE SOUTHEAST CORNER OF SAID LOT; THENCE IN A NORTHERLY DIRECTION ALONG THE EASTERLY LINE OF SAID LOT, A DISTANCE OF 410.63 FEET TO A POINT 21877 FEET SOUTH OF THE NORTHEAST CORNER OF SAID LOT; THENCE WESTERLY AND PARALLEL TO THE NORTH LINE OF SAID LOT, A DISTANCE OF 50 FEET TO A POINT; THENCE NORTHERLY AND PARALLEL TO THE EAST LINE OF SAID LOT, A DISTANCE OF 218.77 FEET, MORE OR LESS, TO THE NORTH LINE OF SAID LOT; THENCE WESTERLY ALONG THE NORTH LINE OF SAID LOT, A DISTANCE OF 175 FEET TO A POINT; THENCE SOUTHERLY AND PARALLEL TO THE EAST LINE OF SAID LOT, A DISTANCE OF 629.4 FEET, MORE OR LESS, TO THE SOUTH LINE OF SAID LOT; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID LOT, A DISTANCE OF 225 FEET, MORE OR LESS, TO THE POINT OF BEGINNING. EXCEPTING THEREFROM THAT PORTION OF LOT 11, ACCORDING TO MAP SHOWING LANDS OF EAST RIVERSIDE LAND COMPANY AS PER PLAT RECORDED IN BOOK 6 OF MAPS, PAGE 44, RECORDS OF SAID COUNTY, DESCRIBED AS FOLLOWS: COMMENCING 140 FEET WEST OF THE SOUTHEAST CORNER OF SAID LOT; THENCE IN A NORTHERLY DIRECTION AND PARALLEL TO THE EAST LINE OF SAID LOT A DISTANCE OF 130 FEET; THENCE IN A WESTERLY DIRECTION AND PARALLEL TO THE SOUTH LINE OF SAID LOT, A DISTANCE OF 85 FEET; THENCE IN A SOUTHERLY DIRECTION AND PARALLEL TO THE EAST LINE OF SAID LOT, A DISTANCE OF 130 FEET; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID LOT A DISTANCE OF 85 FEET TO THE TRUE POINT OF BEGINNING. TAX ASSESSOR'S NUMBER: 1167-161-03-0-000 PARCEL B: THAT PORTION OF LOT 11, ACCORDING TO MAP SHOWING LANDS OF EAST RIVERSIDE LAND COMPANY, IN THE CITY OF GRAND TERRACE, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER PLAT RECORDED IN BOOK 6 OF MAPS, PAGE 44, RECORDS OF SAID COUNTY, DESCRIBED AS FOLLOWS: COMMENCING 140 FEET WEST OF THE SOUTHEAST CORNER OF SAID LOT; THENCE IN A NORTHERLY DIRECTION AND PARALLEL TO THE EAST LINE OF SAID LOT A DISTANCE OF 130 FEET; THENCE IN A WESTERLY DIRECTION AND PARALLEL TO THE SOUTH LINE OF SAID LOT, A DISTANCE OF 85 FEET; THENCE IN A SOUTHERLY DIRECTION AND PARALLEL TO THE EAST LINE OF SAID LOT, A DISTANCE OF 130 FEET; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID LOT A DISTANCE OF 85 FEET TO THE TRUE POINT OF BEGINNING. TAX ASSESSOR'S NUMBER: 1167-161-04-0-000 10 I.13.a Packet Pg. 198 At t a c h m e n t : A t t a c h m e n t I - M e m o r a n d u m o f U n d e r s t a n d i n g ( L e w i s G r o u p M O U U p d a t e ) RAILROAD PROPERTY THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF GRAND TERRACE, IN THE COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS: THE WEST 15.00 FEET OF LOTS 40, 41, 56 AND 57 OF MAP SHOWING LANDS OF THE EAST RIVERSIDE LAND CO., IN THE CITY OF GRAND TERRACE, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS SHOWN BY MAP ON FILE IN BOOK 6, PAGE 44 OF MAPS, RECORDS OF SAID COUNTY. APN: 1167-151-26-0-000, 1167-151-28-0-000 and 1167-151-65-0-000 11 I.13.a Packet Pg. 199 At t a c h m e n t : A t t a c h m e n t I - M e m o r a n d u m o f U n d e r s t a n d i n g ( L e w i s G r o u p M O U U p d a t e ) • EXHIBIT 11811 MITIGATION MEASURES AND FAIR SHARE ALLOCATIONS FOR PROJECT I. STREETS/CIRCULATION 1. Developer shall be responsible for the full width street improvements (pavement, curb, gutter, sidewalk, median, bicycle path, landscaping and lighting) for the planned 88' wide right~of-way arterial as shown on Exhibit "B-1" attached hereto, Taylor Street and Commerce Way, to the extent that Commerce Way meets Taylor Street at or south of the northerly property line of APN 1167-151-22, from Main St. to the northern property line of APN 1167-151-22 rTaylor/Commerce"), as more particularly depicted on Map #3 attached hereto. 2. Except as expressly set forth in the preceding paragraph 1, City or others will be responsible for all costs and expenses associated with Taylor/Commerce north of the northerly property line of APN 1167-151-22, as more particularly depicted on Map #3 attached hereto, including, without limitation, costs and expenses associated with the acquisition of right of way and the planning, design, construction and maintenance of all improvements. Development of the Project Property will not be conditioned upon nor shall Developer have responsibility for any activities, timing, costs or expenses for any portion of Taylor/Commerce north of the northerly property line of APN 1167-151-22. 3. Developer's responsibility for traffic signalization expenses shall be limited to mitigating the traffic impacts of the Developer's Project. 4. With the exception of possible traffic signalization expenses as set forth in the preceding paragraph 3, Developer will not be responsible for any other work or expense related to Main Street. Notwithstanding the foregoing, Developer shall have the right (but not the obligation) to make improvements, as deemed appropriate for traffic flow and/or aesthetics, subject to submittal and approval of plans by applicable governmental agencies. 5. Developer will be entitled to its pro-rata fair share of funds available from SANBAG attributable to the improvement of Taylor/Commerce (i.e., to the extent that it extends south of the northerly property line of APN 1167-151-22 to Main Street) (currently estimated at 60% of the costs of such improvements), through direct reimbursement and/or other sources such as Development Impact Fee Credits. 6. In conjunction with the storm drain work described below, Developer will remove and replace the surface improvements within Van Buren Street from the eastern property line of the Project Property to intersection with Michigan Street (pavement, curb, gutter, sidewalk (both sides) as shown on Map #4. City shall provide Developer with as-built plans to assist Developer with any owners along Van Buren Street. 7. In the event any portion of Taylor Street, Commerce Way or Van Buren Street is vacated, the underlying land (to centerline) shall revert to the private property owners along the vacated frontage on each side. 12 I.13.a Packet Pg. 200 At t a c h m e n t : A t t a c h m e n t I - M e m o r a n d u m o f U n d e r s t a n d i n g ( L e w i s G r o u p M O U U p d a t e ) 11. STORM DRAINAGE 1. Developer will install storm drainage in Van Buren Street from the eastern property line of the Project Property to the intersection of Van Buren Street with Michigan Street, including extending the pipe and adding catch basins east of Michigan Street for a distance of not greater than approximately 100' sufficient to capture and control normal storm flows from surface crossing Michigan Street as depicted on Map #5 attached hereto. Developer will also install a southerly stub in anticipation of accepting future flows from Michigan Street and/or Pico Street. Any work on Michigan Street or Pico Street related to such future flows would be the responsibility of others and Developer would not be responsible for any work or expense related thereto. nor would the Project be conditioned upon or in any way affected by such work. 2. If Michigan Street and/or Pico Street flows increase the size of the pipe in Van Buren Street and/or across the Project Property, if provided reasonable advance written notice by the City, Developer will upsize the pipe to handle such increased flows. Any expense related to upsizing, including revised plans, permits, other utilities and the increased cost of the pipe shall not be the responsibility of Developer. Rather, Developer would be compensated for such upsizing through payment, reimbursement or Development Impact Fee Credits. Ill. PARKS & OPEN SPACE 1. Developer and City will conduct a land swap of approximately 2.5 acres to enable the relocation of the existing non-lighted ball field to a site west of Taylor Street. Developer will incur the expense to relocate the field, reusing to the extent possible, the current improvements and replacing those improvements that cannot be reused, plus adding lights to the newly relocated field. 2. It is understood that detention basins of greater size and capacity than needed for Developer's Project will be constructed on the Project Property and it is the intention of the Parties to construct such basins so they also serve as a soccer complex with fields, parking and other improvements as shown on Map #3. Given that such basins and soccer complex are a regional facility, Developer, as the developer of the Project, will be responsible for grading the basins for their intended storm drainage use, but will be conditioned to provide no more than 50% of the improvements related to adapting the basins to serve as a soccer complex. 3. Private open-space within the Project will be provided for the residents, including recreational facilities. 4. Developer will be entitled to make application for credits to Development Impact Fees for the provision of certain improvements such as detention basins, baseball field relocation, soccer facilities, and parks as well as private open-space. A development agreement is anticipated to be processed in conjunction with the Project Entitlements where such credits shall be identified, with up to a 50% credit for private open space and 100% credit for public recreation facilities. 13 I.13.a Packet Pg. 201 At t a c h m e n t : A t t a c h m e n t I - M e m o r a n d u m o f U n d e r s t a n d i n g ( L e w i s G r o u p M O U U p d a t e ) c IV. UTILITIES 1. Within Taylor/Commerce, only wet and dry utilities from Main Street to the northern property line of APN 1167-151-22, as reasonably necessary for the Project and/or the Project's connectivity to backbone services in the area shall be required. No land acquisition shall be required beyond the Project Property. 2. Developer will underground electric lines on Taylor Street between southern property line of the Project Property and Main Street as shown on Map #6. V. OTHER 1. Developer, at its sole expense, will manage and process a Specific Plan and a CEQA application for the Project Property and the Other Properties whose owners elect to be included so long as such Other Property owners cooperate in a timely manner and their inclusion does not materially increase the expense of or materially delay the process. CEQA technical studies will be conducted at the program level. If and when a project is submitted to the City for approval by any such property owner, such property owner, not Developer, shall be responsible for conducting further project level studies. The expense of such project level studies and entitlement applications, including project level CEQA and additional studies for their respective projects due to a change in assumptions or not being addressed by prior studies, would be the responsibility of the property owner and shall not be the responsibility of Developer, unless Developer is the applicant. 2. Developer intends to acquire the Railroad Property, which extends from Main Street on south to 1-215 (CAL TRANS) on the north. The area within the Railroad Property north of APN 1167-151-22 as shown on Map #2 is intended to be used in some commercial application, potentially including electronic signage or a cell tower. City is amenable to such use, provided that any future use shall be subject to submittal and approval of plans and permits. 3. Developer will have no responsibility for any work or expense as it relates to the existing electrical substations, high school or any Other Properties that lie immediately south of the Project Property. 4. Developer will underground electric lines on Van Buren as reasonably necessary to complete surface improvements, so long as it does not impact or disrupt private ownership or service laterals thereto as shown on Map #4. 5. The Project will be developed in phases and the improvements identified in this Exhibit "B" shall be constructed pursuant to a schedule and sequence to be agreed upon by the Parties. 14 I.13.a Packet Pg. 202 At t a c h m e n t : A t t a c h m e n t I - M e m o r a n d u m o f U n d e r s t a n d i n g ( L e w i s G r o u p M O U U p d a t e ) c EXHIBIT "B-1" STREET IMPROVEMENTS FOR TAYLOR STREET AND COMMERCE WAY 15 I.13.a Packet Pg. 203 At t a c h m e n t : A t t a c h m e n t I - M e m o r a n d u m o f U n d e r s t a n d i n g ( L e w i s G r o u p M O U U p d a t e ) . .. Cl> u :..... Cl> sauo1 1aADJ 1 E E 0 u >-.. ~ 0 .--~ ~ '° o '-'-:!:: uo1paw pad!J~S 1--0 .a -+-·-CX> .r; ..r:.. CX> C> >< ·-w 0 ~ ::::> +-a. 8 sauo1 1aADJ! c 0 u ... 0 ..... .. ~ -. lO .. .. N ..... ~ N -.-- .--. -N ..... ~ -..... ..... - O""" N -N ..... ... 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STANOA•D USI CODI CAftGOltY DlSC MJSCtl.1.NtEOUS SJANDAaD UR CODI. DISC MlSCEUANtOUS. MISCf.UA,•4fClJS Lr': c 211• Olo;tal Mio Prod:JCtL lol m;f"ts ~ I.13.a Packet Pg. 206 At t a c h m e n t : A t t a c h m e n t I - M e m o r a n d u m o f U n d e r s t a n d i n g ( L e w i s G r o u p M O U U p d a t e ) "'" smZI" DATE TRAMSllR LOf AOIU.GI A91 ..... •ted Lot C9'1nt TUil HILT STANba•o USI! CODI OISC Lr~ Jl67·l5l•7l 92lll smADH OWNlR HAMI l Wed M•t 2) 2016 00:00:00 GHf'4700 (PMJl'lc oo•om. VAlUE TMNSflR ...... , .. ~97 Aftr99MH! Acreate MtSQUANt:O.:S VACANT LAND lOf SQUAlll rtn Z.01\int C) l014 OtQrt1t MID PruducU. Al '1~Plts rtt.ftW1t. 6 THE CITY OF GIW<O TtllAAC! S6.9155SJ 2t6<09l SITE CJTT Ownn •ddr.9• HILDING SQUAii£ fHT AHJQMed~ HU141UI OF UNITS st'•NOARO USI CODI CAT(GOl.Y _,UC GIWIO mtiw:J! lHOSllNITOHlll> 10066CU9J_lU9Ut5A wt:N<Tl.l"'tl .. ' . I.13.a Packet Pg. 207 At t a c h m e n t : A t t a c h m e n t I - M e m o r a n d u m o f U n d e r s t a n d i n g ( L e w i s G r o u p M O U U p d a t e ) .. Map 2 -Railroad Property ID 2014 Di!ltlol Mop ProdvtlS. AN r1Qhts raem:d I. APN 1167·151·26 SITI ADDR StTI! CITY GRAND TCRRACE OWNER NAME l SOUTHERN PAam: TRANSPORATION CO lOTACRIAllE 2 J792 Aggregated A.,.•D• 2.3792 LOT SQUARE fEET 103638 zonlno 2 APN 1167 a1-65 stnADDR smCJTY GRANO TERRACE OWNER NAME l ~UTltEAN CAUFORIHA EDISOH LOT ACREAGE ~.4]l~ Aaar•gated lier.age 0 402676 LOT SQUARE FEIT 11$50 zonlno 3 APN 1167 151·28 SJTE ADDR StTI! CITY GRAllO TERRACE OWNER NAME l SOIJTHERN PAOFlC RR CO LOT ACREAGE I). 54$"7 Aourea•t..S -a• D,54572 LOT SQUARE FEET 23771 Zoning I.13.a Packet Pg. 208 At t a c h m e n t : A t t a c h m e n t I - M e m o r a n d u m o f U n d e r s t a n d i n g ( L e w i s G r o u p M O U U p d a t e ) . .. ..... ... . ....... Planning Area and CommercefTaylor Road Alignment Map3 QCSS AAfA·~ OC'ES ~a U'bll.I Nlt>•ZtJ A::llOS LEGEND -SpedficPlanAre• -Road ObllgatlanJ of City ar OwnerJ Other than Lewi• Updotod: •IS/2017 Prrparrd by: lNR I.13.a Packet Pg. 209 At t a c h m e n t : A t t a c h m e n t I - M e m o r a n d u m o f U n d e r s t a n d i n g ( L e w i s G r o u p M O U U p d a t e ) lillllillllllEiitlill ~ IJGDHIHHK iaaaaaaaa Map 4 -Van Buren Road Surface Improvement and Power Pole Removal and Line Undergrounding BL" .il'Jt~ "":I · ll P' 'I //-~ ., . -~ .:i .... Power Pole Removal and Line Undergrounding Van Buren Street Repair - ti ..,,... ... •• I.13.a Packet Pg. 210 At t a c h m e n t : A t t a c h m e n t I - M e m o r a n d u m o f U n d e r s t a n d i n g ( L e w i s G r o u p M O U U p d a t e ) Map 5 -Van Buren Storm Drainage e 0 500 ,,000 1,500 ...._ _ __. __ __.. __ __._ ______ ..__ _ _,Feet ---Proposed Storm Drain " ---Existing Storm Drain ---Additional S.D.lmprovement r----~ Project Site -~ 7~ • • • • • • Future Storm Drain C l City Boundary OPTION 1A -Additional S.D. on Van Buren and Future S.D. on Michigan Grand Crossing &~I C•T & \VEBB All OCl &T CI I.13.a Packet Pg. 211 At t a c h m e n t : A t t a c h m e n t I - M e m o r a n d u m o f U n d e r s t a n d i n g ( L e w i s G r o u p M O U U p d a t e ) Map 6-Taylor Street Power Pole Removal and Line Undergrounding .+ ...... ,,,:._..,.44"--:·:...~~· r-< f Power Pole Removal and Line Undergrounding I.13.a Packet Pg. 212 At t a c h m e n t : A t t a c h m e n t I - M e m o r a n d u m o f U n d e r s t a n d i n g ( L e w i s G r o u p M O U U p d a t e ) DISPOSITION AND DEVELOPMENT AGREEMENT by and between THE CITY OF GRAND TERRACE, a public body, corporate and politic and LEWIS LAND DEVELOPERS, LLC a Delaware limited liability company Dated: December 19, 2016 I.13.b Packet Pg. 213 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) DISPOSITION AND DEVELOPMENT AGREEMENT THIS DISPOSITION AND DEVELOPMENT AGREEMENT ("Agreement"), which is dated for reference as indicated on the cover page, is hereby entered into by and between the CITY OF GRAND TERRACE, a public body, corporate and politic ("City") and LEWIS LAND DEVELOPERS, LLC, a Delaware limited liability company ("Developer".) on the following terms and conditions: RECITALS The following Recitals are a substantive part of this Agreement. A. The Successor Agency for the Grand Terrace Community Redevelopment Agency ("Successor Agency") owned certain real property, which is more particularly described in Exhibit A of this Agreement ("Property") located in the City and which was acquired for the purpose of developing a shopping center. B. With the dissolution of redevelopment agencies in 2011, as part of the winding up of the affairs of the Grand Terrace Community Redevelopment Agency, pursuant to the Health & Safety Code, the Successor Agency was required to draft a Long Range Property Management Plan ("LRPMP") to control the disposition of its real property assets, which included the Property. C. The LRPMP required that the Property be transferred to the City for future development and also required that the City enter into compensation agreements with the Successor Agency's affected taxing entities prior to transferring the Property to a third party, as described by the Health & Safety Code. D. The Health & Safety Code required that the LRPMP be approved by the California Department of Finance ("DOF") before the Successor Agency's transferred of the Property to the City. The DOF has approved the LRPMP, the Successor Agency has transferred the Property to the City and the City now holds fee title to the Property. E. The Health & Safety Code further requires that for real property transferred from the Successor Agency to the City for future development, the City must enter into compensation agreements with certain affected taxing entities ("Taxing Entities"). The City has entered into such compensation agreements with the Taxing Entities. F. Developer desires to purchase the Property from the City and develop it in accordance with the City's General Plan, as amended, and a future "Specific Plan" (defined below) for the Property and, potentially, other neighboring properties, for commercial, industrial, retail, restaurant, office, residential, entertainment, open space, parking and/or other compatible uses subject to and consistent with the requirements of the California Environmental Quality Act, related State Guidelines and related local ordinances (collectively, the "Project") and the City desires to sell the Property to Developer. G. The conveyance of the Property pursuant to the terms and conditions of this Agreement is in the vital and best interests of the City and the health, safety and welfare of the City's residents, and in accord with the public purposes and provisions of applicable state and 1 12-15-16 I.13.b Packet Pg. 214 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) local laws. MATTERS OF AGREEMENT NOW, THEREFORE, in consideration of the mutual promises set forth in this Agreement, City agrees to sell, and Developer agrees to purchase, the Property described herein on the following terms and conditions: 1. PURCHASE PRICE: Subject to the terms and conditions contained herein, the purchase price ("Purchase Price") of the Property shall be Eight Hundred Fifty-six Thousand and no/100 Dollars ($856,000.00). 2. ESCROW, CONVEYANCE, AND TITLE INSURANCE: Upon mutual delivery of a fully executed counterpart of this Agreement to Attn: Valerie Rapp at Fidelity National Title Company ("Escrow Holder''), which is located at 1300 Dove Street, #300, Newport Beach, CA 92660, Email: valerierappteam@fnf.com; Telephone: (949) 477-3646, the Parties shall open escrow ("Escrow"). The "Effective Date" shall. be the date Escrow Holder receives an Agreement fully- executed by both Parties. A. Close of Escrow. The date Escrow actually closes and the "Deed" (defined below) is recorded in the official records of the County of San Bernardino ("County") shall be referred to as the "Closing" or the "Close of Escrow." Escrow Holder is hereby authorized and instructed to act in accordance with the provisions of this Agreement, which Agreement, together with Escrow Holder's standard general escrow instructions, if executed by the Parties, shall constitute Escrow Holder's Escrow instructions. As between the Parties, if there is a conflict between Escrow Holder's general instructions and this Agreement, this Agreement will control. B. Closing Date. Subject to the terms and conditions contained herein and subject to Developer's approval of the feasibility of the Property, Close of Escrow shall be on or before the date which is thirty (30) days after the date of the expiration of the Feasibility Period (defined in Paragraph 4 below) (the "Closing Date"). C. Taxes and Assessments. All property taxes and assessments assessed against the Property, if any, shall be prorated and paid in full at Close of Escrow using the most recent tax bill issued by the County Assessor. If and when received, City shall deposit the tax bill for the fiscal year in which the Close of Escrow occurs with Escrow Holder at Close of Escrow. D. Title Policy. Developer, at Developer's cost, shall be provided with an A.LT.A. owner's standard coverage policy of title insurance in the full amount of the Purchase Price issued by Fidelity National Title Insurance Company ("Title Company"), subject only to those Approved Exceptions referred to in Paragraph 5 below (the 'Title Policy"). In the event Developer requires an A.L.T.A. owner's extended coverage policy of title insurance or any endorsements, except as expressly provided herein, such costs shall likewise be borne by Developer. E. Escrow and Title Fees. Developer shall pay the documentary transfer tax, recording fees for the Deed (defined below); reasonable and customary Escrow fees and, in the event of a Developer default, the Escrow Holder's Escrow cancelation fees, if any. F. Deed. Title shall be conveyed by grant deed (the "Deed") in the form attached hereto as Exhibit B, subject only to the Approved Exceptions. 2 12·15-16 I.13.b Packet Pg. 215 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) G. Documents to Be Deposited Into Escrow by City. On or before the date one day prior to the Closing Date, City shall deposit into Escrow for recordation and/or delivery to Developer upon the Close thereof: (1) The executed and acknowledged Deed in proper form for recording conveying the Property to Developer (or Developer's assignee pursuant to Paragraph 12 below); (2) The executed and acknowledged Memorandum of Agreement (defined in Paragraph 16 below). (3) All other instruments and documents reasonably required by Escrow Holder to close the Escrow in accordance with the terms of this Agreement. H. Documents and Sums to Be Deposited Into Escrow by Developer. On or before 10:00 a.m. (local time) on the Closing Date and conditioned upon City having deposited the Deed and other instruments and documents referred to in the preceding Paragraph G, Developer shall deposit into Escrow for delivery to City upon the Close thereof: (1) A wire transfer in the amount required in Paragraph 3.C hereof for delivery to City or to the order or account of City or to such other person or persons as City shall designate in writing; (2) The executed and acknowledged Memorandum of Agreement. (3) All other instruments and documents reasonably required by Escrow Holder to close the Escrow in accordance with the terms of this Agreement. I. Duties of Title Company/Escrow Holder. At Close of Escrow, Title Company and/or Escrow Holder shall (i) cause the Deed and the Memorandum of Agreement to be recorded in the Office of the County Recorder, (ii) distribute to the Taxing Entities the portion of the cash proceeds of the purchase and sale as directed by City pursuant to the compensation agreement, excepting any amount attributable to the acquisition of the Railroad Property which the Taxing Entities have no interest in and which amount shall be distributed to City, (iii) deliver to City a duplicate original of the Title Policy, (iv) deliver to Developer the Title Policy; and (v) forward to Developer and City an accounting of all funds received and disbursed and copies of all executed and recorded or filed documents deposited into Escrow, with such recording and filing date endorsed thereon. J. Escrow Holder Authorized to Complete. If necessary, Escrow Holder is hereby authorized to insert the date of Close of Escrow as the execution date of the Deed, and is further authorized to insert the date of Close of Escrow and to fill in blank spaces in any and all documents and instructions delivered to it so long as it is done in conformance with this Agreement. 3. PAYMENT OF PURCHASE PRICE: The following is to be paid by Developer to Escrow Holder for City: A. Deposit. Within three (3) business days following the Effective Date, Developer shall deposit the sum of Fifty Thousand and no/100 Dollars ($50,000.00) ("Deposit") with Escrow Holder. Escrow Holder shall hold and invest the Deposit in an interest bearing account 3 12-15-16 I.13.b Packet Pg. 216 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) as designated by Developer and for the benefit of Developer until the Close of Escrow or earlier termination of this Agreement, as provided herein. The Deposit shall (a) be applied and credited to the Purchase Price upon the Close of Escrow, (b) in the event Developer delivers the Notice of Feasibility Approval (defined in Paragraph 4 below) constitute liquidated damages pursuant to Paragraph 6 below if Developer defaults hereunder and (c) be non-refundable to Developer except as set forth herein. B. Independent Consideration. One Hundred and no/100 Dollars ($100.00) of the Deposit shall constitute independent consideration for the rights and options extended to Developer under this Agreement, including, without limitation, the right and option to terminate the Agreement as provided herein (the "Independent Consideration"). The Independent Consideration shall be released to City in the event of the termination of this Agreement by Developer pursuant to Paragraph 4 below, shall be non-refundable to Developer and shall be retained by City in all instances, including those instances under this Agreement in which Developer elects to terminate or is deemed to have terminated this Agreement. The Independent Consideration shall apply to the Purchase Price in the event of the Close of Escrow. Developer and City expressly acknowledge and agree that (i) the Independent Consideration, plus Developer's agreement to pay the costs provided in this Agreement, has been bargained for as consideration for City's execution and delivery of this Agreement and for Developer's review, inspection and termination rights set forth herein, and (ii) such consideration is adequate for all purposes under any applicable law or judicial decision. Any reference to the return of the Deposit herein to Developer shall exclude the Independent Consideration, except in the event·of City's default. C. Balance of Purchase Price. The (i) Purchase Price, as reduced by the Deposit and (ii) the Title and Escrow closing costs attributed to Developer as set forth herein, shall be paid by federal wire transfer of immediately available funds by Developer at Close of Escrow. 4. FEASIBILITY PERIOD: Close of Escrow shall be subject to Developer's approval, in its sole discretion, of the feasibility of the Property for Developer's intended use and development. Developer shall have until 5:00 p.m. on the date sixty (60) days after the Effective Date (the "Feasibility Period"), to determine whether to approve or disapprove the feasibility of the Property. Developer's failure to deliver to City written notice approving the feasibility of the Property (the "Notice of Feasibility Approval") on or before the last day of the Feasibility Period (the "Feasibility Deadline") shall constitute Developer's disapproval. If Developer does not deliver the Notice of Feasibility Approval within the time required herein, then (a) the Deposit and all interest accrued thereon shall be returned to Developer by Escrow Holder, (b) this Agreement and the Escrow shall terminate, (c) Developer shall pay any Title and Escrow termination charges and (d) the parties shall have no further obligation to one another with respect to this Agreement, except as otherwise expressly provided herein. 5. TITLE: An Amended Preliminary Report dated November 29, 2016 has been issued by Fidelity National Title Insurance Company ("Title Company") (Order No. 989-23081895-A-SG4) ("44.86 Acre Preliminary Report") for an approximately forty-four and 86/100 (44.86) acre portion of the Property ("44.86 Acres"), a copy of which is attached hereto as Exhibit C and an Amended Preliminary Report dated October 28, 2016 has been issued by Title Company (Order No. 989-23081894-A-SG4) ("3.05 Acre Preliminary Report"), for an approximately 3.05 acre portion of the Property ("3.05 Acres"), a copy of which is attached hereto as Exhibit D. Developer and City hereby agree that the fee simple title to the Property to be conveyed by City to Developer shall be subject only to the standard pre-printed exceptions therein and those certain Schedule B Exceptions identified as "Approved Exceptions" in the list of title 4 12-15-16 I.13.b Packet Pg. 217 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) exceptions and endorsements attached hereto as Exhibit E ("List of Approved Title Exceptions and Endorsements"). It shall be a condition to the Close of Escrow for Developer's benefit that the Title Company shall have unconditionally committed to issue to Developer the Title Policy, including any endorsements referred to in the List of Approved Title Exceptions and Endorsements, in the amount of the Purchase Price, showing fee simple title to the Property to be vested in Developer free and clear of all monetary liens and encumbrances other than non- delinquent real property taxes allocated to the Property and prorated to the Closing Date, and subject only to the Approved Exceptions. At Developer's election, Developer may obtain an A.LT.A. extended coverage Title Policy. Any monetary encumbrances (other than non- delinquent taxes and assessments allocated to the Property as set forth in Paragraph 2.C above and prorated to the Closing Date and any liens caused by or through Developer or Developer's employees, agents, contractors or representatives) (the "Monetary Encumbrances") shall be paid by City at or before Close of Escrow. In addition, any New Encumbrance (defined in Paragraph 7.G below) which is not an Approved Exception shall be removed by City at or before Close of Escrow, as a condition to Closing. Notwithstanding anything contained herein to the contrary, City's failure to cause Title Company to remove any encumbrances which (i) were knowingly caused or permitted by any City, and (ii) will interfere with Developer's intended use and development of the Property, shall constitute a City default under this Agreement. Further, City's failure to remove all Monetary Encumbrances shall constitute a City default under this Agreement. A. Railroad Property Acquisition. Union Pacific Railroad ("UPR") currently holds fee title to a certain strip of real property which traverses the Property, as depicted on Exhibit F attached hereto ("Railroad Property"). The Railroad Property was previously utilized as a railroad right of way but is no longer in use. As of the date of this Agreement, City has been in contact with UPR regarding City's proposed acquisition of the Railroad Property. As a covenant that shall survive the Close of Escrow, City shall use commercially reasonable efforts to acquire fee title to the Railroad Property at the reasonably appraised value thereof. In the event that City acquires fee title to the Railroad Property, the term "Property" as defined in Recital A above and as used herein, including, without limitation, in Paragraph 16 below regarding City's Repurchase Right and Buyer's Put Right shall include the Railroad Property. In the event that City's acquisition of the Railroad Property is completed prior to the Close of Escrow, City shall convey the Railroad Property to Developer along with the remainder of the Property at the Close of Escrow and if the City's acquisition of the Railroad Property is completed subsequent to the Close of Escrow, City shall, concurrently with its acquisition thereof, convey the Railroad Property to Buyer. So long as this Agreement is in full force and effect and has not been terminated, Buyer shall, within fifteen (15) days after receipt of written request by City, pay or reimburse to City, as applicable, costs payable to unrelated third parties that are reasonably incurred by the City in connection with the acquisition of the Railroad Property, including, appraisal, title and escrow costs. The purchase price payable to UPR for the Railroad Property, if acquired by the City prior to the Close of Escrow, shall be paid by City upon its acquisition of the Railroad Property and the Purchase Price payable by Buyer hereunder for the Property (which shall then include the Railroad Property) shall be increased by the amount of the purchase price that City paid for the Railroad Property. If the Railroad Property is acquired by the City subsequent to the Close of Escrow, Buyer shall pay the purchase price payable to UPR 5 12-15-16 I.13.b Packet Pg. 218 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) concurrently with the conveyance of the Railroad Property by UPR to the City and the City's conveyance of the Railroad Property to Buyer. 6. REMEDIES OR DEFAULT: A. Developer's Default. In the event of Developer's failure to purchase the Property due to a default or breach by Developer of this Agreement after the Feasibility Period, where such default or breach is not cured by Developer within five (5) business days after Developer's receipt from City of written notice of such default or breach, the amount of the Deposit (the "Liquidated Damages Amount") shall constitute liquidated damages as follows: BY PLACING THEIR INITIALS HERE, Cl~ AND DEVELOPER EACH AGREE THAT IN THE EVENT OF DEVE0L~S FAILURE TO PURCHA_S_E_T_H_E PROPERTY ON ACCOUNT OF A MATERIAL DEFAULT OR BREACH HEREUNDER BY DEVELOPER, THE DAMAGES TO CITY WOULD BE EXTREMELY DIFFICULT AND IMPRACTICABLE TO ASCERTAIN, AND THAT THEREFORE, IN THE EVENT OF DEVELOPER'S FAILURE TO PURCHASE THE PROPERTY ON ACCOUNT OF A MATERIAL DEFAULT OR BREACH HEREUNDER BY DEVELOPER, WHICH DEFAULT OR BREACH IS NOT CURED WITHIN FIVE (5) BUSINESS DAYS AFTER WRITTEN NOTICE IS GIVEN BY CITY TO DEVELOPER, THE LIQUIDATED DAMAGES AMOUNT SHALL SERVE AS DAMAGES FOR SUCH BREACH OR DEFAULT BY DEVELOPER, AS A REASONABLE ESTIMATE OF THE DAMAGES TO CITY, INCLUDING COSTS OF NEGOTIATING AND DRAFTING THIS AGREEMENT, COSTS OF COOPERATING IN SATISFYING CONDITIONS TO CLOSING, COSTS OF SEEKING ANOTHER DEVELOPER, OPPORTUNITY COSTS IN KEEPING THE PROPERTY OUT OF THE MARKETPLACE, AND OTHER COSTS INCURRED IN CONNECTION HEREWITH. DELIVERY TO AND RETENTION BY CITY OF THE LIQUIDATED DAMAGES AMOUNT SHALL BE CITY'S SOLE AND EXCLUSIVE REMEDY AGAINST DEVELOPER IN THE EVENT OF DEVELOPER'S FAILURE TO PURCHASE THE PROPERTY ON ACCOUNT OF A MATERIAL DEFAULT OR BREACH HEREUNDER BY DEVELOPER, AND CITY WAIVES ANY AND ALL RIGHT TO SEEK OTHER RIGHTS OR REMEDIES AGAINST DEVELOPER, INCLUDING WITHOUT LIMITATION, SPECIFIC PERFORMANCE. THE PAYMENT AND RETENTION OF SUCH AMOUNT AS LIQUIDATED DAMAGES IS NOT INTENDED AS A FORFEITURE OR PENAL TY WITHIN THE MEANING OF CALIFORNIA CIVIL CODE SECTIONS 3275 OR 3369, BUT IS INTENDED TO CONSTITUTE LIQUIDATED DAMAGES TO CITY PURSUANT TO CALIFORNIA CIVIL CODE SECTIONS 1671, 1676 AND 1677. CITY HEREBY WAIVES THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTIONS 1680 AND 3389. UPON DEVELOPER'S FAILURE TO PURCHASE THE PROPERTY ON ACCOUNT OF A MATERIAL DEFAULT OR BREACH HEREUNDER BY DEVELOPER, THIS AGREEMENT SHALL BE TERMINATED AND NEITHER PARTY SHALL HAVE ANY FURTHER RIGHTS OR OBLIGATIONS HEREUNDER, EACH TO THE OTHER, EXCEPT FOR THE RIGHT OF CITY TO RETAIN SUCH LIQUIDATED DAMAGES. B. City's Default. In the event that the Close of Escrow does not occur within the time required herein due to a breach of this Agreement by City, (a) this Agreement shall not be terminated automatically, but only upon delivery to Escrow Holder and City of written notice of termination from Developer, in which event Escrow Holder shall automatically return all sums (including the Deposit) deposited by Developer and City shall, within thirty (30) days after receipt of Developer's written demand accompanied by appropriate documentation, reimburse to Developer the actually incurred and reasonable third party out-of-pocket expenses incurred by Developer related to the Property, its development, including Land Use Entitlements (defined 6 12-15-16 I.13.b Packet Pg. 219 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) concurrently with the conveyance of the Railroad Property by UPR to the City and the City's conveyance of the Railroad Property to Buyer. 6. REMEDIES OR DEFAULT: A. Developer's Default. In the event of Developer's failure to purchase the Property due to a default or breach by Developer of this Agreement after the Feasibility Period, where such default or breach Is not cured by Developer within five (5) business days after Developer's receipt from City of written notice of such default or breach, the amount of the Deposit (the "Liquidated Damages Amount") shall constitute liquidated damages as follows: JJ l}I/ BY PLACING THEIR INITIALS HERE, CITY AND DEVELOPER i:Y1_ EACH AGREE THAT IN THE EVENT OF DEVELOPER'S FAILURE TO PURCHASE THE PROPERTY ON ACCOUNT OF A MATERIAL DEFAULT OR BREACH HEREUNDER BY DEVELOPER, THE DAMAGES TO CITY WOULD BE EXTREMELY DIFFICULT AND IMPRACTICABLE TO ASCERTAIN, AND THAT THEREFORE, IN THE EVENT OF DEVELOPER'S FAILURE TO PURCHASE THE PROPERTY ON ACCOUNT OF A MATERIAL DEFAULT OR BREACH HEREUNDER BY DEVELOPER, WHICH DEFAULT OR BREACH IS NOT CURED WITHIN FIVE (5) BUSINESS DAYS AFTER WRITTEN NOTICE IS GIVEN BY CITY TO DEVELOPER, THE LIQUIDATED DAMAGES AMOUNT SHALL SERVE AS DAMAGES FOR SUCH BREACH OR DEFAULT BY DEVELOPER, AS A REASONABLE ESTIMATE OF THE DAMAGES TO CITY, INCLUDING COSTS OF NEGOTIATING AND DRAFTING THIS AGREEMENT, COSTS OF COOPERATING IN SATISFYING CONDITIONS TO CLOSING, COSTS OF SEEKING ANOTHER DEVELOPER, OPPORTUNITY COSTS IN KEEPING THE PROPERTY OUT OF THE MARKETPLACE, AND OTHER COSTS INCURRED IN CONNECTION HEREWITH. DELIVERY TO AND RETENTION BY CITY OF THE LIQUIDATED DAMAGES AMOUNT SHALL BE CITY'S SOLE AND EXCLUSIVE REMEDY AGAINST DEVELOPER IN THE EVENT OF DEVELOPER'S FAILURE TO PURCHASE THE PROPERTY ON ACCOUNT OF A MATERIAL DEFAULT OR BREACH HEREUNDER BY DEVELOPER, AND CITY WAIVES ANY AND ALL RIGHT TO SEEK OTHER RIGHTS OR REMEDIES AGAINST DEVELOPER, INCLUDING WITHOUT LIMITATION, SPECIFIC PERFORMANCE. THE PAYMENT AND RETENTION OF SUCH AMOUNT AS LIQUIDATED DAMAGES IS NOT INTENDED AS A FORFEITURE OR PENAL TY WITHIN THE MEANING OF CALIFORNIA CIVIL CODE SECTIONS 3276 OR 3369, BUT IS INTENDED TO CONSTITUTE LIQUIDATED DAMAGES TO CITY PURSUANT TO CALIFORNIA CIVIL CODE SECTIONS 1671, 1676 AND 1677. CITY HEREBY WAIVES THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTIONS 1680 AND 3389. UPON DEVELOPER'S FAILURE TO PURCHASE THE PROPERTY ON ACCOUNT OF A MATERIAL DEFAULT OR BREACH HEREUNDER BY DEVELOPER, THIS AGREEMENT SHALL BE TERMINATED AND NEITHER PARTY SHALL HAVE ANY FURTHER RIGHTS OR OBLIGATIONS HEREUNDER, EACH TO THE OTHER, EXCEPT FOR THE RIGHT OF CITY TO RETAIN SUCH LIQUIDATED DAMAGES. B. Cjty's Default. In the event that the Close of Escrow does not occur within the time required herein due to a breach of this Agreement by City, (a) this Agreement shall not be terminated automatically, but only upon delivery to Escrow Holder and City of written notice of termination from Developer, in which event Escrow Holder shall automatically return all sums (including the Deposit) deposited by Developer and City shall, within thirty (30) days after receipt of Developer's written demand accompanied by appropriate documentation, reimburse to Developer the actually incurred and reasonable third party out-of-pocket expenses incurred by Developer related to the Property, its development, including Land Use Entitlements (defined 6 12·15·16 I.13.b Packet Pg. 220 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) in Paragraph 11.D below) and/or this transaction in an amount not to exceed Fifty Thousand and no/100 Dollars ($50,000.00), whereupon Developer and City shall each be released from all liability hereunder (except for those provisions which recite that they survive termination), or (b) Developer shall be entitled to keep this Agreement in effect and pursue any and all other remedies available to it against City including the specific performance of this Agreement, and Developer may record a notice of pend ency of action against the Property. C. Escrow Fees on Default. If the failure to close is due to the default of one of the parties, the defaulting party shall bear the sole and full liability for paying any escrow cancellation fee. 7. CITY'S REPRESENTATIONS, COVENANTS, WARRANTIES, AND OBLIGATIONS: City represents, covenants, and warrants as follows and all of these representations and warranties shall be true and correct as of the Effective Date, shall be true and correct at Close of Escrow, and shall survive the Close of Escrow: A. City shall, no later than five (5) days following the Effective Date, provide Developer with a complete compilation of all engineering plans and studies, surveys, soils, environmental, and biological reports, and all other documents concerning the physical condition or development of the Property, if any, in possession of City (collectively, the "Property Documents") all of which shall be conveyed to Developer, and become the property of Developer, at no additional cost to Developer, at Close of Escrow. B. As of the date hereof, City has not received any written notice of any actions, suits or arbitrations pending or, to City's knowledge, threatened, against City with respect to the Property before any court, governmental authority or otherwise. C. Except as disclosed in the Property Documents, to City's knowledge, there are no parties in possession of any portion of the Property as lessees, tenants· at sufferance, or trespassers, and, other than as may be reflected in the title commitment, no party has been granted by City any license, lease, or other right relating to use or possession of the Property that would be binding on the Developer after Close of Escrow. D. To City's knowledge, no consent, approval or authorization of any governmental authority or private party is required in connection with the execution, delivery and performance of this Agreement by City except as disclosed herein. E. Except as disclosed in the Property Documents, to City's knowledge, there is no violation of any ordinance, regulation, law, or statute of any governmental authority or agency pertaining to the Property. F. To the best of City's knowledge, there are no threatened or pending annexation, condemnation, or other proceedings or litigation against or affecting any part of the Property. G. City shall, during the term of this Agreement, keep any existing mortgages or other monetary encumbrances against the Property current (other than any encumbrances caused by or through Developer) and not in default so as to avoid forfeiture of Developer's rights under this Agreement, and will not cause or permit title to the Property to become further encumbered or clouded after the Effective Date (a "New Encumbrance"). 7 12-15-16 I.13.b Packet Pg. 221 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) H. Until the Close of Escrow, City shall not use the Property for any purpose other than its current use, and City shall use the Property in accordance with all applicable laws. Following the Effective Date, City shall not release, and shall not cause or permit any other party to release, any "Hazardous Materials" on the Property. As used in this Agreement, the term "Hazardous Materials" means hazardous substances, hazardous waste, hazardous materials, toxic substances, contamination, pollution and words of similar import which are located in, on, under or about the property (including improvements) which is the subject of this Agreement, giving those terms the broadest meaning as accorded by statutes, regulations and/or court decisions in the federal or State jurisdictions in which the Property is located. Such statutes, regulations and/or court decisions are referred to in this Agreement as "Hazardous Materials Laws". I. City represents and warrants that: (i) the City has no actual knowledge of any Hazardous Materials on, under or about the Property; (ii) the City has no actual knowledge of any Hazardous Materials that are or were generated, stored, released, or disposed of upon or in the Property in violation of any Hazardous Materials Laws; (iii) the City has no actual knowledge that it has received any notice and has no actual knowledge of any actual or alleged violation of Hazardous Materials Laws; and (iv) the City has no actual knowledge of any underground storage tanks currently, previously or ever existing within the Property. City and Successor Agency shall not be responsible for conducting or financing any testing of the Property for Hazardous Materials pursuant to any Hazardous Materials Laws. The City and Successor Agency have not conducted any testing of the Property for any Hazardous Materials pursuant to any applicable laws, statutes, rules and regulations. The term "actual knowledge" as used herein shall mean the actual knowledge of current City staff as of the Effective Date of this Agreement. As used in this Agreement, the term "Hazardous Materials" means hazardous substances, hazardous waste, hazardous materials, toxic substances, contamination, pollution and words of similar import which are located in, on, under or about the Property (including any improvements) which is the subject of this Agreement, giving those terms the broadest meaning as accorded by statutes, regulations and/or court decisions in the federal or State jurisdictions in which the Property is located. Such statutes, regulations and/or court decisions are referred to in this Agreement as "Hazardous Materials Laws". J. City represents and warrants to the best of City's knowledge that no trash, garbage, construction materials, manure or other debris has been buried in any refuse pits within the Property. K. City represents and warrants that neither the entering into this Agreement nor the consummation of this sale constitutes a violation or breach by City of any contract or other instrument to which it is a party, or to which it is subject, or by which any of its assets or properties may be affected, or a violation of any judgment, order, writ, injunction or decree issued against or imposed upon it, or, to the best of City's knowledge, will result in a violation of any applicable law, order, rule or regulation of any governmental authority. L. No elected official or employee of City, during the term of his or her office or service with City, shall have any direct or indirect interest in this Agreement or obtain any present or anticipated material benefit arising therefrom. 8. DEVELOPER'S REPRESENTATIONS, COVENANTS, WARRANTIES AND OBLIGATIONS: Developer makes the following representations and warranties, which shall be true and correct at the Effective Date and as of Close of Escrow: 8 12-15-16 I.13.b Packet Pg. 222 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) A. Developer is a limited liability company, duly formed, validly existing and in good standing under the laws of the State of Delaware and is qualified to do business in the State of California. Developer has duly authorized, executed, and delivered this Agreement, all consents required under Developer's organizational documents have been obtained, the persons signing this Agreement on Developer's behalf are authorized and empowered to do so, this Agreement is binding upon Developer, all documents that are to be executed by Developer and delivered hereunder have been, or on the Closing Date will be, duly executed, authorized by, delivered by, and binding upon Developer and will constitute legal, valid and binding obligations of Developer. B. No other authorizations or approvals will be necessary in order to enable Developer to enter into or to comply with the terms of this Agreement. C. Neither this Agreement nor anything provided to be done under this Agreement violates or shall violate any agreement to which Developer is a party or by which it is bound. D. To ensure that the Project reflects reasonable community interests and desires, Developer may, either before or after Close of Escrow, conduct various outreach efforts, including public meetings and individual contacts, to communicate with and receive input from stakeholders in the Property. Such outreach process shall be done in coordination with the City. Those stakeholders include, but are not limited to, residents, business and property owners within and adjacent to the Property, as well as those who may be affected by impacts from the proposed Project. 9. CONDITIONS PRECEDENT TO CLOSE OF ESCROW: A. City's Conditions Precedent. The following shall constitute conditions precedent to the Close of Escrow for the Property for the benefit of City, which conditions may be waived by City in City's sole discretion. (1) Developer shall have deposited into Escrow the documents and funds required to be deposited by Developer under the terms of this Agreement. (2) All representations and warranties of Developer in Paragraph 8 shall be true and correct as of the Close of Escrow. In the event the foregoing conditions precedent are not satisfied by the Closing Date, City may either (i) waive such conditions and proceed to Close of Escrow or (ii) terminate the Escrow and this Agreement by giving a written notice of termination to Developer and Escrow Holder and in such case, this Agreement shall terminate and each party shall be released from its obligations under this Agreement; provided, however if such failure was due to a Developer default, then, City shall be entitled to retain the Deposit paid to City as Liquidated Damages consistent with Paragraph 6.A herein. Upon the Close of Escrow, the foregoing conditions precedent, and any Developer breach hereunder, shall be deemed satisfied or waived. B. Developer's Conditions Precedent. The following shall constitute conditions precedent to the Close of Escrow for the Property for the benefit of Developer, which conditions may be waived by Developer, in Developer's sole and absolute discretion. 9 12-15-16 I.13.b Packet Pg. 223 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) (1) The Title Company shall be unconditionally committed to issue the Title Policy and the endorsements referred to in the List of Approved Title Exceptions and Endorsements, subject only to the Approved Exceptions as set forth in Paragraph 2.D above; (2) All representations and warranties of City set forth in Paragraph 7 shall be true and correct as of the Close of Escrow; (3) City shall have good and marketable title to the Property in fee and be able to convey the same to Developer in the condition required under this Agreement; ( 4) All leases and tenancies affecting the Property shall have been terminated, all tenants and other parties shall have vacated the Property, and all personal property shall have been removed from the Property; (5) There shall be no material adverse change in the physical condition of the Property, from the condition in which it existed as of the date of this Agreement, that would render the Property unsuitable for Developer's intended development; and (6) The Property shall be free of Hazardous Materials or shall have been remediated to residential standards by City at no cost to Developer, such that development of the Property, including for residential purposes, may proceed without any further environmental restrictions, soil vapor mitigation measures, clean-up, remediation, testing or monitoring (in the case of such remediation, all governmental and/or regulatory agencies asserting jurisdiction over the development or remediation of the Property shall have issued final and unqualified "no further action" letters, site closure letters, and/or similar written determination in a form and substance satisfactory to Developer' in Developer's sole and absolute discretion). In the event any of the foregoing conditions precedent are not satisfied by the Closing Date, Developer may elect any of the following: (i) terminate Escrow and this Agreement by giving a written notice of termination to City and Escrow Holder, in which case, Escrow Holder shall return the Deposit to Developer, and thereafter neither Party shall have any further rights, obligations or liabilities under the Agreement; (ii) waive any such conditions and close Escrow; provided however, if such failure was due to a City default, then, Developer shall be entitled to exercise all remedies set forth in Paragraph 6.B above; or (iii) extend the Closing Date sixty (60) days, which may be further extended in Developer's sole discretion, so that City may satisfy the foregoing conditions. 10. AS-IS SALE: A. Developer acknowledges the following: (i) that it is an experienced and sophisticated purchaser of commercial real estate projects such as the Property; (ii) that Developer is familiar with the Property, and (iii) that, prior to the expiration of the Feasibility Period, it will have a full and complete opportunity to conduct such investigations, examinations, inspections, and analysis of the Property, the Property Documents and market conditions as Developer, in its absolute discretion, may deem appropriate. Developer further acknowledges that, except for the City's Representations, Developer has not relied upon any statements, representations or warranties by City or any agent of City. B. Except for the City's Representations, Developer agrees that the Property shall be sold and that Developer shall accept possession of the Property on the Closing Date strictly on an "AS IS, WHERE IS, WITH ALL FAUL TS" basis. 10 12-15-16 I.13.b Packet Pg. 224 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) 11. LAND USE ENTITLEMENTS: During the period of Developer's ownership of the Property, Developer shall use commercially reasonable efforts to obtain all land use entitlements required for the development of the Project, including, without limitation, a specific plan ("Specific Plan") pursuant to subparagraph (A) below complying with the California Environmental Quality Act ("CEQA"), an Environmental Impact Report pursuant to subparagraph (B) below, and a Master Development Plan pursuant to subparagraph (C) below. The Specific Plan may, at the written request of the City, include certain properties in the immediate vicinity of the Property owned by third parties ("Third Party Property or Properties"), provided that the inclusion of such Third Party Properties does not materially delay or adversely affect the Specific Plan or CEQA process or materially increase the costs to Developer of processing and obtaining approval of the Specific Plan or compliance with CEQA. In the event that the owner of any Third Party Property fails to reasonably cooperate with Developer's Specific Plan or CEQA efforts, including without limitation, failing to timely execute any required applications or other documents, failing to timely provide necessary information or objecting to proposed uses or improvements, Developer shall not be required to include such Third Party Property in the Specific Plan. Developer shall respond fully and in a timely manner to any and all reasonable requests for information from City's consultants in connection with the preparation of the Specific Plan and compliance with CEQA. A. Specific Plan. The goal shall be to adopt a clear and concise Specific Plan that affords sufficient specificity to provide a streamlined administrative process for approving future projects within the Specific Plan. The Specific Plan will include, among other things, the following: (1) The distribution, location, and extent of the uses of land, including open space, within the area covered by the Specific Plan. (2) The proposed distribution, location, and extent and intensity of major components of public and private roads, sewage, water, drainage, solid waste disposal, dry utilities, and other essential facilities proposed to be located within the area covered by the Specific Plan and needed to support the land uses described in the Specific Plan. (3) standards for the applicable. Standards and criteria by which development will proceed, and conservation, development, and utilization of natural resources, where (4) A program of implementation measures including regulations, programs, public works projects and financing measures necessary to carry out the scope identified in the Specific Plan. (5) Implementation of the Project design to maximize compatibility with the abutting and adjacent uses and to minimize negative impacts such as noise, light and traffic intrusion. (6) Operational and maintenance plans for the Project, including the parking and common/open space areas. (7) A financing plan to address any financial participation by the City and any other public agency. (8) All necessary and appropriate plans, including but not limited to a conceptual circulation plan, sewer area plan, hydrology/drainage plan, water improvement plan, and an architectural design theme. 11 12-15-16 I.13.b Packet Pg. 225 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) B. EIR. An Environmental Impact Report ("EIR") shall be prepared by the City for the Project which will include, but not be limited to, the. following studies: cultural, biological, noise, traffic impact, and green-house gas/air quality. The EIR consultant shall be selected by the City through the City's procurement procedures. C. Master Development Plan. Preparation of a single master development plan for the Project comprised of multiple phases that is functional, aesthetic, and minimizes conflicts with and is sensitive to adjacent and nearby properties shall be the responsibility of Developer. Architectural and site design issues to be resolved shall include, but are not limited to, architectural and landscape quality, recreation and open space areas, access and circulation, determination of parcel boundaries, on-site and off-site improvements, perimeter treatment of the Property, landscape buffers, parking, signage, lighting, and easements, as applicable. D. Costs. All costs related to the preparation, processing and development of the Specific Plan (including all reports and plans in connection therewith), EIR (including all required studies) and Master Development Plan (collectively, the "Land Use Entitlements") will be paid for by the Developer. The Specific Plan consultant will be selected by the Developer, subject to the approval of the City. Developer shall, likewise, pay for the services of all necessary consultants to comply with CEQA requirements (including, but not limited to, the preparation and issuance of the EIR, supplemental EIR, negative declaration or mitigated negative declaration, as applicable). E. Land Use Authority Reserved. Notwithstanding any provision or term contained in this Agreement, Developer understands and agrees that City is making no representation, warranties, or guarantees in this Agreement as to the issuance of any governmental determination or approval, including such as is required herein. As the appropriate land use authority, the City retains full discretion regarding any governmental approval or determination required for the Project, including but not limited to, in relation to a Specific Plan or environmental compliance. F. Survival. The covenants set forth in this Paragraph 11 shall survive the Close of Escrow. G. Cessation. Nothing in this Paragraph 11 may be construed to limit or prevent Buyer from exercising its Put Right pursuant to Section 16 below and, in the event of Buyer's exercise of the Put Right, Buyer's obligation hereunder to exercise commercially reasonable efforts to obtain the. land use entitlements shall immediately cease and be of no further force or effect. 12. ASSIGNMENT: Developer understands that City is entering into this Agreement based on the prior experience and qualifications of Developer, its members and affiliates. Therefore, prior to the termination of City's Repurchase Right (defined in Paragraph 16.A below), Developer shall not assign, sell or otherwise transfer any or all of its rights under this Agreement to any third party without the prior written approval of the City. Approval of any assignment shall be in the reasonable discretion of the City. Notwithstanding the foregoing, if there has been Final Approval (defined in Paragraph 16) of a site development plan for the development of the 3.05 Acres as provided in Paragraph 16 below, nothing herein shall be construed to prevent Developer from conveying such 3.05 Acres to a third party free and clear of any obligations under this Agreement. City understands and acknowledges that in 12 12-15-16 I.13.b Packet Pg. 226 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) connection with Developer may partner with additional development, equity and debt persons and entities and/or may create new affiliate entities to be the developer thereafter, and expects to continue as the manager of such entities. Notwithstanding with foregoing, Developer intends to and may assign its rights under this Agreement to an entity duly formed and authorized to conduct business in California in which any or all of Richard Lewis, Robert Lewis, Roger Lewis, Randall Lewis and John Goodman directly or indirectly own a controlling interest. 13. RIGHT OF ENTRY: In connection with Developer's feasibility of the Property and of this transaction, Developer may, at its sole cost and expense, consider any matters and conduct any investigations of the Property that it desires. Developer, its agents, its employees, its consultants, and/or its prospective tenants/users/purchasers (collectively with Developer, the "Developer Parties") may enter the Property at any time prior to the Close of Escrow and perform any inspections and investigations desired by Developer, including without limitation, engineering, water, ecological, and other studies, soils testing, surveys, and Phase I and Phase II environmental site assessments. None of the Developer Parties shall cause any adverse impact to the Property and to the extent reasonably practicable will restore the Property in a timely manner at Developer's sole cost to the condition that existed immediately prior to the Developer Parties' entry thereon. Developer shall keep the Property free and clear of all mechanics' or materialman's liens arising from or related to Developer Parties' entry onto the Property, and shall take all necessary actions, at Developer's sole cost and expense, to remove any such liens that encumber the Property. 14. INSURANCE AND INDEMNIFICATION: A. Insurance. Developer shall maintain a commercial general liability insurance policy with respect to Developer's activities on or about the Property with liability limits of at least Two Million and no/100 Dollars ($2,000,000.00) per occurrence and shall cause City to be named as an additional insured by way of endorsement thereto. Developer shall also maintain Automobile Insurance with liability limits of at least One Million no/100 Dollars ($1,000,000.00) per accident for owned, non-owned, and hired autos and Workers Compensation Insurance as required by law. (1) Nature of Insurance. All Liability Insurance and Automobile Liability Insurance policies required herein shall be issued by carriers that: (a) are listed in the then current "Best's Key Rating Guide-Property/Casualty-United States & Canada" publication (or its equivalent, if such publication ceases to be published) with a minimum financial strength rating of "A-" and a minimum financial size category of "VII" (exception may be made for the State Compensation Insurance Fund when not specifically rated); and (b) are authorized to do business in the State. Developer may provide any insurance under a "blanket" or "umbrella" insurance policy, provided that: (i) such policy or a certificate of such policy shall specify the amount(s) of the total insurance allocated to the Property and the Project, which amount(s) shall equal or exceed the amount(s) required by this Agreement and shall not be reduced for claims made for other properties or projects; and (ii) such policy otherwise complies with this Agreement. (2) Policy Requirements and Endorsements. All insurance policies as required by this Agreement shall contain (by endorsement or otherwise) the following provisions: 13 12-15-16 I.13.b Packet Pg. 227 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) (a) Insured. Liability Insurance and Automobile Liability Insurance policies shall name the City Parties as "additional insured." The coverage afforded to the City shall be at least as broad as that afforded to Developer and may not contain any terms, conditions, exclusions, or limitations applicable to the City that do not apply to Developer. (b) Primary Coverage. All policies shall be written as primary policies, respecting the City. Any insurance or self-insurance maintained by the City shall be excess of all insurance required under this Agreement and shall not contribute with it. (c) Contractual Liability. Liability Insurance policies shall contain contractual liability coverage, for the Developer's indemnity obligations under this Agreement. (3) Deliveries to the City. Evidence of Developer's maintenan'ce of all insurance policies required by this Agreement shall be delivered to the City prior to the Close of Escrow. No later than three (3) days before any insurance required by this Agreement expires, is cancelled or its liability limits are reduced or exhausted, Developer shall deliver to the City evidence of such Party's maintenance of all insurance this Agreement requires. Each insurance policy required by this Agreement shall be endorsed to state that coverage shall not be cancelled, except after thirty (30) calendar days' advance written notice of cancellation or non- renewal has been given to City by certified mail, return receipt requested. Phrases such as "endeavor to" and "but failure to mail such Notice shall impose no obligation or liability of any kind upon the company" shall not be included in the cancellation wording of any certificates or policies of insurance applicable to the City Parties pursuant to this Agreement. ( 4) Waiver of Certain Claims. Developer shall cause each insurance carrier providing any Liability Insurance, Worker's Compensation Insurance, or Automobile Liability Insurance under this Agreement to endorse their applicable policy(ies) with a Waiver of Subrogation with respect to the City, if not already in the policy. (5) Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions under insurance policies required by this Agreement shall be declared to and approved by City . .The insurer under each such insurance policy shall eliminate such deductibles or self-insured retentions as respects the City Parties. · (6) Insurance Independent of Indemnification. The insurance requirements of this Agreement are independent of the Parties' indemnification and other obligations under this Agreement and shall not be construed or interpreted in any way to satisfy, restrict, limit, or modify the parties' indemnification or other obligations or to limit the parties' liability under this Agreement, whether within, outside, or in excess of such coverage, and regardless of solvency or insolvency of the insurer that issues the coverage; nor shall the provision of such insurance preclude the City from taking such other actions as are available to it under any other provision of this Agreement or otherwise at law or in equity. B. Indemnification. Developer shall, and hereby does, indemnify, defend, protect and hold harmless City, and each of its managers, officers, directors, employees, agents, affiliates, representatives, attorneys (collectively with City, the "City Parties") (expressly excluding successors and assigns of the City), from and against all third party losses, liabilities, claims, demands, costs, damages (including liens, fines, or penalties), obligations, causes of action, disbursements, or expenses of any kind or nature whatsoever, including actual attorneys' fees, court costs, costs of arbitration, and litigation expenses (collectively, "Claims"), resulting from the Developer's activities on the Property before the Close of Escrow, including 14 12-15-16 I.13.b Packet Pg. 228 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) any mechanic's lien claims and any Claims by any third party which challenge any approval or determination made by City in relation to this Agreement or the Land Use Entitlements. The foregoing indemnity and defense obligations do not apply to (a) any loss, liability, cost or expense to the extent arising from or related to the sole active negligent acts or willful misconduct of City, (b) any diminution in value of the Property arising from or relating to matters discovered by Developer during its investigation of the Property, (c) any latent defect in the Property discovered by Developer, or (d) the release or spread of any hazardous materials or regulated substances which are discovered (but not deposited) on or under the Property by Developer. The provisions of this Paragraph 14 shall supersede and replace any previous agreement relating to Developer's entry onto the Property, which agreement, if any, is hereby merged into this Agreement, and the foregoing insurance, indemnity and defense obligations of Developer set forth in this Paragraph shall apply to any previous entry by Developer onto the Property. The obligations of Developer under this Paragraph shall survive the Close of Escrow or any earlier termination of this Agreement for a period of two (2) years, provided, however, in the event that either the Repurchase Right or Put Right is exercised as set forth in Paragraph 16 below, such obligations shall survive the close of escrow for the conveyance of the Property (or the 44.86 Acres, as applicable) back to the City pursuant to such Repurchase Right or Put Right for a period of two (2) years. 15. CASUAL TY LOSS: If Property is materially injured or damaged as a result of flooding, earthquake, war, soils subsidence or erosion, and/or the deposit or release of Hazardous Materials thereon or thereunder prior to the Close of Escrow and other than as a result of Developer's action (collectively, "Property Damage") then Developer may elect to either (i) terminate the Agreement whereupon all of the Deposit shall be returned to Developer or (ii) proceed to Closing with a reduction in the Purchase Price equal to the estimated cost of remediating the Property Damage. In the event of "waste" caused or permitted by City, Developer shall have all remedies available at law or in equity. 16. REPURCHASE RIGHTS AND OBLIGATIONS: Developer is acquiring the Property for purposes of developing the Project and, but for such development potential, Developer would have no interest in acquiring the Property. Likewise, City is selling the Property to Developer, in part, due to the prior experience and qualifications of Developer, its members and affiliates in real estate development and due to Developer's intent to develop the Project. Accordingly, Developer covenants that it shall use commercially reasonable efforts to process the Land Use Entitlements for the Project, as well as such other land use approvals deemed necessary for the development of the Project, as determined by Developer in its sole and absolute discretion, with the City and other necessary governmental agencies. Notwithstanding the foregoing, Developer and City acknowledge that various factors outside the control of Developer, including the economy, development and construction costs, and market demand and feasibility will impact the timing of the development of the Project. Further notwithstanding the foregoing, Developer and City agree that in the event that Developer has not commenced the grading of at least a ten (10) acre portion of the Property pursuant to a grading plan approved by the City prior to the first. to occur of the date five (5) years after the Final Approval of all Land Use Entitlements or the date seven (7) years after the Closing ("Outside Grading Commencement Date"), City and Developer shall have the purchase rights and obligations set forth in the following subparagraph A. For the purposes of this Agreement, "Final Approval" means that (i) all applicable agencies and authorities, including the City have taken all final actions and issued all final approvals, including, as applicable, the adoption of all necessary resolutions and recording of the certificate of completion, necessary for the approval of all Land Use Entitlements and (ii) all time periods for initiating a legal challenge (appeal, writ, referendum or otherwise) (a "Challenge") to the approval of all Land Use Entitlements have passed without a Challenge having been initiated, 15 12-15-16 I.13.b Packet Pg. 229 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) or, if a Challenge has been initiated, it has been resolved on terms and conditions satisfactory to Developer in its sole and absolute discretion. A. Repurchase and Put Rights. In the event that Developer has not commenced the grading of at least a ten (10) acre portion of the Property prior to the Outside Grading Commencement Date, City shall, for a period commencing on the Outside Grading Commencement Date and ending at 5:00 p.m. on the date sixty (60) days after the Outside Grading Commencement Date ("Repurchase/Put Right Termination Date"), have the right, but not the obligation, to repurchase the Property, provided, however, if there has been Final Approval of a site development plan for the development of the 3.05 Acres, such 3.05 Acres shall be released from such right of repurchase and the right of repurchase shall be limited to the 44.86 Acres (''Repurchase Right'l Additionally, at any time after the Close of Escrow and prior to the date sixty (60) days after the Outside Grading Commencement Date, Developer shall have the right, but not the obligation, to compel the City to repurchase ("Put Right") the Property (or the 44.86 Acres in the event of the prior Final Approval of a site development plan for the 3.05 Acres). In the event of the exercise of such Repurchase Right or Put Right, the Property (or the 44.86 Acres in the event of the prior Final Approval of a site development plan for the 3.05 Acres) will be conveyed in its then "AS IS, WHERE IS, WITH ALL FAUL TS" condition for the amount of the Purchase Price paid by Developer for the Property as set forth herein (i.e., Eight Hundred Fifty-six Thousand and no/100 Dollars ($856,000.00) plus the purchase price paid to UPR for the Railroad Property, as applicable) ("Repurchase Price"). Such Repurchase Price shall be the same whether the repurchase or put is for the entire Property or for only the 44.86 Acres and shall payable as set forth in subparagraph B below. City may exercise its Repurchase Right and Developer may exercise its Put Right by delivery to the other of written notice of such exercise ("Repurchase Notice"). Within five (5) business days after delivery of the Repurchase Notice to the receiving party, City and Developer shall open an escrow with Escrow Holder or such other escrow as agreed to, in writing, by City and Developer, for the sale of the Property, or 44.86 Acres, as applicable by Developer to City. Thereafter, Developer and City shall cooperate in City's repurchase of the Property or 44.86 Acres, as applicable, upon the terms and conditions set forth in the following paragraphs. A memorandum of City's Repurchase Right in the form attached hereto as Exhibit G ("Memorandum of Agreement") shall be recorded at the Close of Escrow. B. Terms of Repurchase. The terms and provisions governing the repurchase of the Property or 44.86 Acres, as applicable, by the City shall be memorialized in a separate repurchase agreement between Developer and City and shall be the same as those set forth herein with respect to the sale of the Property by City to Developer, provided, however: (1) The closing date for such repurchase shall be on or before the date that is one (1) year after the date of the delivery of the Repurchase Notice ("Repurchase Closing Date"). (2) City shall not be obligated to deposit any funds at the time of the opening of the escrow for the repurchase. At least one day prior to the Repurchase Closing Date, City shall deposit with Escrow Holder the sum of Two Hundred Fourteen Thousand and no/100 Dollars ($214,000.00) plus the purchase price of the Railroad Property (the "Down Payment"), which amount, less escrow and title costs as set forth in ( 4) below, shall be distributed to Developer at the close of escrow thereof. The balance of the Repurchase Price in excess of the Down Payment (i.e. Six Hundred Forty-two Thousand and no/100 Dollars ($642,000.00)) shall be paid at close of escrow for the repurchase by City by City's promissory note ("Note"). The Note shall bear interest at the annual average return of the Local Agency Investment Fund 16 12-15-16 I.13.b Packet Pg. 230 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) ("LAIF") for the preceding year plus one percent (LAIF + 1%) commencing on the date of the close of escrow for the repurchase. All interest then accrued, plus principal payments of Two Hundred Fourteen Thousand and no/100 Dollars ($214,000.00) each shall be due and payable on the first, second and third year anniversaries of the close of escrow for the repurchase of the Property or 44.86 Acres, as applicable, by City. A copy of the form of the Note to be conveyed by City to Developer is attached hereto as Exhibit H. The Note shall be secured by a deed of trust ("Deed of Trust") encumbering the Property conveyed in the form attached hereto as Exhibit I. (3) Title to the Property or 44.86 Acres, as applicable, shall be conveyed to City free and clear of Monetary Encumbrances and subject only to the Approved Exceptions, any exceptions reasonably necessary or appropriate in connection with the Land Use Entitlements and/or the development of the Property or 44.86 Acres, as applicable, and such other exceptions that do not materially and adversely affect the value thereof. (4) Customary Escrow and title costs shall be paid by Developer, provided, however, in the event that City desires to obtain an extended coverage Title Policy or any endorsements to the title policy, the incremental costs thereof shall be borne by City. (5) The Liquidated Damages provision herein shall be inapplicable and either party hereto may compel the specific performance of the Repurchase Right or Put Right, as applicable. (6) The sale of the Property or 44.86 Acres, as applicable, by Developer to City shall be made without representation or warranty of any kind except that for each representation and warranty made by City under this Agreement in relation to the City's sale to Developer, Developer shall represent and warrant to City in substantially similar form and manner in relation to City's repurchase or shall disclose to City in writing any material fact or alteration to the Property or 44.86 Acres, as applicable. Developer shall further indemnify City for any Hazardous Materials deposited on the Property or 44.86 Acres, as applicable, by Developer during the term of its ownership thereof. (7) Paragraphs 17 through 32 of this Agreement shall expressly apply to the repurchase of the Property or 44.86 Acres, as applicable, by City. (8) City and Developer shall execute such other documents as are reasonably necessary to effectuate the intent of this Paragraph 16. (9) City shall subordinate its Repurchase Right and the Memorandum of Agreement to a junior position behind any Developer financing, including a construction loan for Developer's Project which does not exceed an 80% loan to value ratio by recording a subordination agreement in a form reasonably acceptable to City. C. Termination. Unless previously exercised by delivery of the Repurchase Notice, City's Repurchase Right and Developer's Put Right shall automatically and without necessity of any further action by either City or Developer terminate and be of no further force or effect on the Repurchase/Put Right Termination Date, provided, however, such Repurchase Right and Put Right shall automatically and without necessity of any further action by either City or Developer terminate and be of no further force or effect as to the 3.05 Acres at such time that there has been Final Approval by the City of a site development plan for the development of the 3.05 Acres. Notwithstanding the foregoing, upon termination of the City's Repurchase Right as 17 12-15-16 I.13.b Packet Pg. 231 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) to the Property and/or the 3.05 Acres, as applicable, City shall, within thirty (30) days after delivery of written request by Developer execute, have notarized and deliver to Developer for recordation in the official records of the County a Quitclaim Deed or Quitclaim Deeds quitclaiming the City's Repurchase Right and all rights under the Memorandum of Agreement to Developer as to the 3.05 Acres and/or the Property, as applicable. D. Survival. The covenants set forth in this Paragraph 16 shall survive the Close of Escrow. 17. REAL ESTATE COMMISSION; LICENSEE STATUS: Developer's affiliate, Lewis Management Corp. ("LMC"), is licensed by the California Bureau of Real Estate ("CA BRE") under .CA BRE Broker Lie. # 01994759. LMC claims no commission or finder's fee in connection with this transaction. LMC's employee, Robert Martin (CA BRE Broker Lie. # 00963777) represents Developer in this transaction and claims no commission or finder's fee in connection with this transaction. Developer and City both represent to each other that they did not use the services of any other real estate broker or person that may claim a commission or finder's fee with respect to this transaction. Each Party agrees to indemnify, defend, and hold the other harmless from any liability arising out of actions of the indemnifying Party that may be made against the other by any person, firm, or corporation for the payment of a commission or finder's fee in connection with this transaction. 18. BINDING EFFECT: This Agreement shall bind and inure to the benefit of the respective heirs, representatives, successors, and assigns of the Developer and City. 19. NOTICES: No notice, request, demand, instruction, or other document to be given hereunder to any Party shall be effective for any purpose unless personally delivered, delivered by commercial overnight delivery service, sent by certified or registered mail, return receipt requested, to the appropriate address set forth below, or transmitted via electronic mail (email) or fax to the email address or fax number set forth below. For all purposes herein, notices shall be provided as follows: If to Developer, to: 12-15-16 Attention: Mr. John M. Goodman Lewis Management Corp. 1156 N Mountain Avenue Upland, CA 91786 P. 0. Box 670 Upland, CA 91785-0670 Telephone: (909) 985-0971 Fax: (909) 949-6700 Email: john.goodman@lewismc.com 18 I.13.b Packet Pg. 232 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) With copy to: With copy to: If to City, to: With copy to: If to Escrow, to: Attention: Kenneth P. Corhan, Esq. Lewis Management Corp. 1156 N Mountain Avenue Upland, CA 91786 P. 0. Box 670 Upland, CA 91785-0670 Telephone: (909) 985-0971 Fax: (909) 949-6725 Email: ken.corhan@lewismc.com Attention: Joseph M. Manisco, Esq. Samuels Green & Steel, LLP 19800 MacArthur Blvd., Suite 1000 Irvine, CA 92612-2433 Telephone: (949) 263-0004 Fax: (949) 263-0005 Email: joe.manisco@sgsattorneys.com Attention: Harold G. Duffey, City Manager City of Grand Terrace 22795 Barton Road Grand Terrace, CA 92313 Telephone: (909) 824-6621 Fax: (909) 824-6623 Email: Hduffey@grandterrace-ca.gov Attention, Baron J. Bettenhausen Jones & Mayer 3777 N. Harbor Blvd. Fullerton, CA 92835 Telephone: (714) 446-1400 Fax:(714) 446-1448 Email: bjb@jones-mayer.com Fidelity National Title Insurance Company Attention: Valerie Rapp 1300 Dove Street, #300 Newport Beach, CA 92660 Telephone: (949) 622-5000 Fax: (949) 935-6314 Email: valerierappteam@fnf.com Notices delivered by commercial overnight delivery service shall be deemed to have been given ihe next business day after deposit with the courier and notices mailed shall be deemed to have been given on the second day following deposit of same in any United States Post Office mailbox in the state to which the notice is addressed or on the third day following deposit in any such post office box other than in the state to which the notice is addressed, postage prepaid, addressed as set forth above. Notices sent via email shall be deemed delivered the same business day transmitted. The addresses, addressees, email addresses and fax numbers for the purpose of this Paragraph, may be changed by giving written notice of such change in the manner 19 12-15-16 I.13.b Packet Pg. 233 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) herein provided for giving notice. Unless and until such written notice of change is received, the last address, addressee, email address and telecopy number stated by written notice, or provided herein if no such written notice of change has been received, shall be deemed to continue in effect for all purposes hereunder. Delivery of a copy of a notice as set forth above shall be required to effectuate notice hereunder. 20. TIME: Time is of the essence for each provision of this Agreement of which time is a factor. 21. ATTORNEYS' FEES: In the event that any dispute between City and Developer should result in litigation, the prevailing Party in that dispute shall be entitled to recover from the other Party all actual fees, costs and expenses of enforcing any right of the prevailing Party, including, without limitation, actual attorneys' fees and expenses, and the other costs of such litigation. In addition to the foregoing award of attorney's fees and costs, the prevailing party shall be entitled to its attorney's fees and costs incurred in any post-judgment proceedings to collect or enforce any judgment. This provision is separate and shall survive the merger of this provision into any judgment on this Agreement. 22. COMPUTATION OF PERIODS: All periods of time referred to in this Agreement shall include all Saturdays, Sundays, and state or national holidays, unless the period of time specifies business days, provided that if the date to perform any act or give any notice with respect to this Agreement shall fall on a Saturday, Sunday, or state or national holiday, such act or notice may be timely performed or given on the next succeeding day which is not a Saturday, Sunday, or state or national holiday. 23. INTERPRETATION: The Parties hereto acknowledge and agree that each has been given the opportunity to review this Agreement with legal counsel independently, and/or has the requisite experience and sophistication to understand, interpret, and agree to the particular language of the provisions hereof. The Parties have equal bargaining power, and intend the plain meaning of the provisions herein; there are no secret or code words. In the event of an ambiguity in or dispute regarding the interpretation of same, the interpretation of this Agreement shall not be resolved by any rule of interpretation providing for interpretation against the Party who causes the uncertainty to exist or against the draftsman. 24. SURVIVABILITY: All covenants of Developer or City which are intended hereunder to be performed in whole or in part after Close of Escrow and all representations and warranties (to the extent set forth above), and indemnities by either Party to the other, shall survive Close of Escrow and delivery of the deed, and be binding upon and inure to the benefit of the respective Parties. 25. THIRD PARTY REPORTS: In the event Developer cancels the Escrow except in the event of a default by City, Developer agrees to provide City with copies of any reports, maps, studies or other information (including draft reports and government data) generated or compiled with respect to the Property or the Developer's investigations. Such third party work product, if any, is delivered on an "AS-IS, WITH ALL FAUL TS, ERRORS, AND OMISSIONS" basis and Developer does not make, and hereby disclaims, any representations or warranties as to the accuracy or completeness of any such work product. Notwithstanding the foregoing, Developer shall not be obligated to provide any proprietary analysis prepared by Developer with respect to the Property. 20 12-15-16 I.13.b Packet Pg. 234 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) 26. AUTHORITY OF PARTIES: Any individual signing this Agreement on behalf of a partnership or other business entity represents that he or she is authorized by such entity and has the power to enter into this Agreement and by such person's act such partnership or other business entity is bound hereto. Any individual signing this Agreement in the capacity of a trustee or co-trustee represents that he or she is authorized under the appropriate trust documents to enter into this Agreement and by such person's act such trust is bound hereto. 27. CURE RIGHTS: Should either Party be in breach of or default under or otherwise fail to comply with any of the terms of this Agreement, except as otherwise provided in this Agreement, the defaulting Party shall have fifteen (15) business days after written notice from the other Party to cure such breach; provided, however, the Closing Date shall not be extended to accommodate the cure by any such defaultil)g Party except that the non-breaching party may extend the Closing Date to permit the cure of the breach. 28. TERMINATION OF EXCLUSIVE NEGOTIATION AGREEMENT; MERGER: The Parties hereby acknowledge and agree that each Party has read this Agreement, that each Party has been given the opportunity to review this Agreement with legal counsel independently, and, in addition, that each Party has the requisite experience and sophistication to understand, interpret, and agree to the particular language of the provisions of this Agreement. City and Developer further agree that the Exclusive Negotiation Agreement previously entered into by City and Developer is hereby superseded and terminated and that all other understandings and agreements previously had between the Parties respecting the transactions contemplated by this Agreement are merged in this Agreement, which fully and completely expresses the agreement of the Parties. There are no representations, warranties, or agreements except as specifically and expressly set forth herein or to be set forth in the instruments or other documents delivered or to be delivered hereunder. [NOTE TO PARTIES: INITIALING THIS PARAGRAPH IS AN AFFIRMATION THAT EACH STATEMENT IN THIS PARAGRAPH IS A TRUE AND ACCURATE STATEMENT AS IT APPLIES TO THE INITIALING PARTY.] ~slnitials Developer's Initials 29. AMENDMENT: This Agreement (including, without limitation, this Paragraph) may only be amended by written amendment executed by City and Developer. 30. COUNTERPARTS: This Agreement may be executed in any number of identical counterparts, each of which when executed and delivered shall be an original, but all such counterparts shall constitute but one and the same instrument. 31. CHOICE OF LAW: This Agreement shall be governed by the laws of the State of California. 32. NO THIRD PARTY BENEFICIARY: This Agreement is between Developer and City only and no third party not a signatory hereto is intended expressly or by implication to be benefited hereby, including, without limitation any brokers. No person or entity not a signatory to this Agreement shall have any rights or causes of action against either City or Developer arising out of or due to City's or Developer's entry into this Agreement. 33. 1031 EXCHANGE: Developer reserves the right to convert this transaction to an exchange pursuant to Section 1031 of the Internal Revenue Code and parallel provisions of the 21 12-15-16 I.13.b Packet Pg. 235 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) 26. AUTHORITY OF PARTIES: Any individual signing this Agreement on behalf of a partnership or other business entity represents that he or she is authorized by such entity and has the power to enter into this Agreement and by such person's act such partnership or other business entity is bound hereto. Any individual signing this Agreement in the capacity of a trustee or co-trustee represents that he or she is authorized under the appropriate trust documents to enter into this Agreement and by such person's act such trust is bound hereto. 27. CURE RIGHTS: Should either Party be in breach of or default under or otherwise fail to comply with any of the terms of this Agreement, except as otherwise provided in this Agreement, the defaulting Party shall have fifteen (15) business days after written notice from the other Party to cure such breach; provided, however, the Closing Date shall not be extended to accommodate the cure by any such defaulting Party except that the non-breaching party may extend the Closing Date to permit the cure of the breach. 28. TERMINATION OF EXCLUSIVE NEGOTIATION AGREEMENT; MERGER: The Parties hereby acknowledge and agree that each Party has read this Agreement, that each Party has been given the opportunity to review this Agreement with legal counsel independently, and, in addition, that each Party has the requisite experience and sophistication to understand, interpret, and agree to the particular language of the provisions of this Agreement. City and Developer further agree that the Exclusive Negotiation Agreement previously entered into by City and Developer Is hereby superseded and terminated and that all other understandings and agreements previously had between the Parties respecting the transactions contemplated by this Agreement are merged in this Agreement, which fully and completely expresses the agreement of the Parties. There are no representations, warranties, or agreements except as specifically and expressly set forth herein or to be set forth in the instruments or other documents delivered or to be delivered hereunder. [NOTE TO PARTIES: INITIALING THIS PARAGRAPH IS AN AFFIRMATION THAT EACH STATEMENT IN THIS PARAGRAPH IS A TRUE AND ACCURATE STATEMENT AS IT APPLIES TO THE INITIALING PARTY.] K City's Initials Developer's Initials 29. AMENDMENT: This Agreement (including, without limitation, this Paragraph) may only be amended by written amendment executed by City and Developer. 30. COUNTERPARTS: This Agreement may be executed in any number of Identical counterparts, each of which when executed and delivered shall be an original, but all such counterparts shall constitute but one and· the same instrument. 31. CHOICE OF LAW: This Agreement shall be governed by the laws of the State of California. 32. NO THIRD PARTY BENEFICIARY: This Agreement is between Developer and City only and no third party not a signatory hereto is intended expressly or by implication to be benefited hereby, including, without limitation any brokers. No person or entity not a signatory to this Agreement shall have any rights or causes of action against either City or Developer arising out of or due to City's or Developer's entry into this Agreement. 33. 1031 EXCHANGE: Developer reserves the right to convert this transaction to an exchange pursuant to Section 1031 of the Internal Revenue Code and parallel provisions of the 21 12-15-16 I.13.b Packet Pg. 236 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) California Revenue and Taxation Code at any time before the Closing. Developer agrees, however, that the consummation of the transaction contemplated by this Agreement is not predicated or conditioned upon completion of such an exchange. In the event that Developer effectuates such an exchange, Developer shall indemnify and hold City harmless and defend City from any loss, liability, or expense, including reasonable attorneys' fees, incurred by it by reason of the exchange. Developer shall pay all additional costs and fees related to the exchange 34. CITY MANAGER AUTHORITY: The City Manager of the City ("City Manager") shall have the authority to take all actions and execute all documents required or necessary for the Qty to perform its obligations under this Agreement, to extend the Closing Date or Feasibility Period for up to 90 days, and to otherwise complete the Closing and conveyance of the Property to Buyer pursuant to this Agreement. IN WITNESS WHEREOF, City and Developer have duly executed this Agreement as of the date first above written. "CITY" CITY OF GRAND TERRACE Dated: \L-lf!llle APPROVED AS TO FORM By:. _________ _ Name:, _________ _ Its: City Attorney Dated:. ________ _;__ 12-15-16 "DEVELOPER" LEWIS LAND DEVELOPERS, LLC, a Delaware limited liability company By: LEWIS MANAGEMENT CORP., a California corporation -Its Manager By:. ___________ _ Name: __________ _ Its: ·------------- Dated: __________ _ 22 I.13.b Packet Pg. 237 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) California Revenue and Taxation Code at any time before the Closing. Developer agrees, however, that the consummation of the transaction contemplated by this Agreement is not predicated or conditioned upon completion of such an exchange. In the event that Developer effectuates such an exchange, Developer shall indemnify and hold City harmless and defend City from any loss, liability, or expense, including reasonable attorneys' fees, incurred by it by reason of the exchange. Developer shall pay all additional costs and fees related to the exchange 34. CITY MANAGER AUTHORITY: The City Manager of the City ("City Manager") shall have the authority to take all actions and execute all documents required or necessary for the City to perform its obligations under this Agreement, to extend the Closing Date or Feasibility Period for up to 90 days, and to otherwise complete the Closing and conveyance of the Property to Buyer pursuant to this Agreement. IN WITNESS WHEREOF, City and Developer have duly executed this Agreement as of the date first above written. "CITY" CITY OF GRAND TERRACE By:. __________ _ Name:. __________ _ Its: ___________ _ Dated:. _________ _ APPROVED AS TO FORM By: _________ _ Name:. _________ _ Its: City Attorney Dated:. _________ _ 12-15-16 "DEVELOPER" LEWIS LAND DEVELOPERS, LLC, a Delaware limited liability company By: LEWIS MANAGEMENT CORP., a California corporation -Its Manager By: N!J;~, Name: _________ _ Its: ------------ Dated:---------- 22 I.13.b Packet Pg. 238 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) List of Exhibits: ExhibitA- Exhibit B- Exhibit C- Exhibit D- Exhibit E - Exhibit F - Exhibit G - Exhibit H - Exhibit I - 12-15-16 Legal Description of the Property Form of Grant Deed · 44.86 Acre Preliminary Report 3.05 Acre Preliminary Report List of Approved Title Exceptions and Endorsements Depiction of Railroad Property Form of Memorandum of Agreement Form of Note Form of Deed of Trust 23 I.13.b Packet Pg. 239 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) EXHIBIT A LEGAL DESCRIPTION OF THE PROPERTY 3.05 ACRES THE LAND REFERRED TO HEREIN BELOW IS SITUATED TerracelN THE COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS: PARCEL A: PORTION OF LOT 11 ACCORDING TO MAY SHOWING LANDS OF EAST RIVERSIDE LAND COMPANY, IN THE CITY OF GRAND TERRACE, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER PLAT RECORDED IN BOOK 6 OF MAPS. PAGE 44, RECORDS OF SAID COUNTY, DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHEAST CORNER OF SAID LOT; THENCE IN A NORTHERLY DIRECTION ALONG THE EASTERLY LINE OF SAID LOT, A DISTANCE OF 410.63 FEET TO A POINT 21877 FEET SOUTH OF THE NORTHEAST CORNER OF SAID LOT; THENCE WESTERLY AND PARALLEL TO THE NORTH LINE OF SAID LOT, A DISTANCE OF 50 FEET TO A POINT; THENCE NORTHERLY AND PARALLEL TO THE EAST LINE OF SAID LOT, A DISTANCE OF 218.77 FEET, MORE OR LESS, TO THE NORTH LINE OF SAID LOT; THENCE WESTERLY ALONG THE NORTH LINE OF SAID LOT, A DISTANCE OF 175 FEET TO A POINT; THENCE SOUTHERLY AND PARALLEL TO THE EAST LINE OF SAID LOT, A DISTANCE OF 629.4 FEET, MORE OR LESS, TO THE SOUTH LINE OF SAID LOT; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID LOT, A DISTANCE OF 225 FEET, MORE OR LESS, TO THE POINT OF BEGINNING. EXCEPTING THEREFROM THAT PORTION OF LOT 11, ACCORDING TO MAP SHOWING LANDS OF EAST RIVERSIDE LAND COMPANY AS PER PLAT RECORDED IN BOOK 6 OF MAPS, PAGE 44, RECORDS OF SAID COUNTY, DESCRIBED AS FOLLOWS: COMMENCING 140 FEET WEST OF THE SOUTHEAST CORNER OF SAID LOT; THENCE IN A NORTHERLY DIRECTION AND PARALLEL TO THE EAST LINE OF SAID LOT A DISTANCE OF 130 FEET; THENCE IN A WESTERLY DIRECTION AND PARALLEL TO THE SOUTH LINE OF SAID LOT, A DISTANCE OF 85 FEET; THENCE IN A SOUTHERLY DIRECTION AND PARALLEL TO THE EAST LINE OF SAID LOT, A DISTANCE OF 130 FEET; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID LOT A DISTANCE OF 85 FEET TO THE TRUE POINT OF BEGINNING. TAX ASSESSOR'S NUMBER: 116.7-161-03-0-000 PARCEL B: THAT PORTION OF LOT 11, ACCORDING TO MAP SHOWING LANDS OF EAST RIVERSIDE LAND COMPANY, IN THE CITY OF GRAND TERRACE, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER PLAT RECORDED IN BOOK 6 OF MAPS. PAGE 44, RECORDS OF SAID COUNTY, DESCRIBED AS FOLLOWS: 24 12-15-16 I.13.b Packet Pg. 240 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) COMMENCING 140 FEET WEST OF THE SOUTHEAST CORNER OF SAID LOT; THENCE IN A NORTHERLY DIRECTION AND PARALLEL TO THE EAST LINE OF SAID LOT A DISTANCE OF 130 FEET; THENCE IN A WESTERLY DIRECTION AND PARALLEL TO THE SOUTH LINE OF SAID LOT, A DISTANCE OF 85 FEET; THENCE IN A SOUTHERLY DIRECTION AND PARALLEL TO THE EAST LINE OF SAID LOT, A DISTANCE OF 130 FEET; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID LOT A DISTANCE OF 85 FEET TO THE TRUE POINT OF BEGINNING. TAX ASSESSOR'S NUMBER: 1161-161-04-0-000 44.86 ACRES THE LAND REFERRED TO HEREIN BELOW IS SITUATED TerracelN THE COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS: PARCEL 1: LOT 26 AND THAT PORTION OF LOT 25 LYING EAST OF THE RIGHT OF WAY OF RIVERSIDE WATER COMPANY'S CANAL, SECTION 5, TOWNSHIP 2 SOUTH, RANGE 4 WEST, SAN BERNARDINO BASE AND MERIDIAN, IN THE COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, ACCORDING TO MAP SHOWING LAND OF THE EAST RIVERSIDE LAND COMPANY, AS PER PLAT RECORDED IN BOOK 6, PAGE 44 OF MAPS, RECORDS OF SAID COUNTY. EXCEPTING THEREFROM THAT PORTION OF LOT 25 · GRANTED TO THE SAN BERNARDINO COUNTY FLOOD CONTROL DISTRICT, A BODY CORPORATE AND POLITIC RECORDED DECEMBER 21. 1964 IN BOOK 6297. PAGE 333 OF OFFICIAL RECORDS. ALSO EXCEPTING THEREFROM THOSE TWO PARCELS CONVEYED TO THE CITY OF RIVERSIDE, A MUNICIPAL CORPORATION, BY DEED RECORDED FEBRUARY 10, 1992 AS INSTRUMENT NO. 92-047279 OF OFFICIAL RECORDS OF SAID COUNTY. PARCEL 2: AN EASEMENT FOR ROADWAY PURPOSES OVER THE WESTERLY 30 FEET OF THE FOLLOWING DESCRIBED PROPERTY: THAT PORTION OF LOT 25, SECTION 5, TOWNSHIP 2 SOUTH, RANGE 4 WEST, SAN BERNARDINO BASE AND MERIDIAN, ACCORDING TO MAP SHOWING LAND OF EAST RIVERSIDE LAND COMPANY, IN THE COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER PLAT RECORDED IN BOOK 6. PAGE 44 OF MAPS, RECORDS OF SAID COUNTY, SAID PORTION ALSO BEING DESCRIBED IN DIRECTOR'S DEED RECORDED IN BOOK 5701. PAGE 635 OF OFFICIAL RECORDS OF SAID COUNTY, SAID PART MORE PARTICULARLY DESCRIBED AS BEING ALL OF SAID PORTION LYING FROM THE RIGHT OF WAY OF RIVERSIDE WATER COMPANY'S CANAL AND SOUTHERLY OF THE SOUTHERLY DESCRIBED LINE: COMMENCING AT THE NORTHEAST CORNER OF SAID LOT 25; 25 12-15-16 I.13.b Packet Pg. 241 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) THENCE SOUTH 89° 58' 11" WEST ALONG THE NORTH LINE OF SAID LOT 25 A DISTANCE OF 289.05 FEET TO THE WEST LINE OF SAID RIVERSIDE WATER COMPANY'S CANAL RIGHT OF WAY; THENCE SOUTH 28° 41' 00" WEST ALONG SAID WEST LINE A DISTANCE OF 213.66 FEET TO THE TRUE POINT OF BEGINNING; THENCE SOUTH 69° 19' 18" WEST A DISTANCE OF 255.15 FEET TO THE POINT OF TERMINATION, IN THE WESTERLY LINE OF SAID PORTION OF LOT 25 DESCRIBED IN DEED RECORDED IN SAID BOOK 5701. PAGE 635 OF OFFICIAL RECORDS. PARCEL 3: AN EASEMENT FOR ROADWAY PURPOSES, DESCRIBED AS FOLLOWS: ALL THAT PART OF THAT PORTION OF LOT 25, SECTION 5, TOWNSHIP 2 SOUTH, RANGE 4 WEST, SAN BERNARDINO MERIDIAN, AS SAID LOT IS SHOWN ON THE MAP OF THE LANDS OF THE EAST RIVERSIDE LAND COMPANY, IN THE COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER PLAT RECORDED IN BOOK 6, PAGE 44 OF MAPS, RECORDS OF SAID COUNTY, SAID LOT ALSO BEING SHOWN ON LICENSED LAND SURVEYOR'S MAP RECORDED IN BOOK 7, PAGES 65 AND 66 OF RECORDS OF SURVEY, SAID PORTION BEING THAT REAL PROPERTY CONVEYED BY DEED RECORDED IN BOOK 5786, PAGE 978 OF OFFICIAL RECORDS OF SAID COUNTY, SAID PART BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: THE WESTERLY 30.00 FEET OF SAID PORTION OF LOT 25, LYING EASTERLY FROM, MEASURED AT RIGHT ANGLES TO, THE SOUTHERLY PROLONGATION OF THE WEST LINE OF THAT PARCEL OF LAND CONVEYED TO THE STATE OF CALIFORNIA BY DEED RECORDED IN BOOK 4303, PAGE 150 OF OFFICIAL RECORDS OF SAID COUNTY. APN(s): 1167-151-22-0-000 PARCEL B: ALL THAT CERTAIN REAL PROPERTY SITUATED IN THE COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, DESCRIBED AS FOLLOWS: PARCEL 1 OF THAT CERTAIN CERTIFICATE OF COMPLIANCE RECORDED OCTOBER 1. 2002 AS INSTRUMENT NO. 2002-0519050 OF OFFICIAL RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF SAN BERNARDINO COUNTY. EXCEPTING THEREFROM THAT PORTION OF SAID LAND CONVEYED TO THE CITY OF GRAND TERRACE REDEVELOPMENT AGENCY, A MUNICIPAL CORPORATION, MORE PARTICULARLY DESCRIBED IN THAT CERTAIN DOCUMENT RECORDED DECEMBER 19, 2006 AS INSTRUMENT NO. 2006-0873342 OF OFFICIAL RECORDS. APN(s): 1167-151-68-0-000 PARCEL C: 26 12-15-16 I.13.b Packet Pg. 242 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) PARCEL 1 OF THAT CERTAIN LOT LINE ADJUSTMENT, RECORDED AUGUST 16, 2000 AS INSTRUMENT NO. 20000294520 OF OFFICIAL RECORDS OF SAN BERNARDINO COUNTY, CALIFORNIA. EXCEPTING THEREFROM THAT PORTION OF SAID LAND CONVEYED TO THE COLTON JOINT UNIFIED SCHOOL DISTRICT, A CALIFORNIA PUBLIC SCHOOL DISTRICT, MORE PARTICULARLY DESCRIBED IN THAT CERTAIN DOCUMENT RECORDED DECEMBER 19, 2006 AS INSTRUMENT NO. 2006-0873344 OF OFFICIAL RECORDS. APN(s): 1167-151-71-0-000 PARCEL D: LOT 39 AND LOT 40 OF EAST RIVERSIDE LAND COMPANY PER MAP RECORDED IN BOOK 6, PAGE 44 OF MAPS, RECORDS OF SAN BERNARDINO COUNTY, STATE OF CALIFORNIA. EXCEPTING THEREFROM THAT PORTION OF LOT 39 DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHEAST CORNER OF SAID LOT 39; THENCE NORTH 89° 53' 26" WEST ALONG THE SOUTH LINE OF SAID LOT 39, 329.78 FEET; THENCE NORTH 00° 04' 28" EAST, 331 .23 FEET; THENCE SOUTH 89° 53' 27" EAST, 329.85 FEET TO THE EAST LINE OF SAID LOT 39; THENCE SOUTH 00° 05' 10" WEST ALONG SAID EAST LINE, 331.23 FEET TO THE POINT OF BEGINNING. ALSO EXCEPTING THEREFROM THAT PORTION OF LOT 40 DESCRIBED AS FOLLOWS: THE WEST 15.00 FEET OF SAID LOT 40 AS CONVEYED TO THE SOUTHERN CALIFORNIA ROAD MOTOR COMPANY, RECORDED APRIL 25, 1888 IN BOOK 73. PAGE 345 OF DEEDS, RECORDS OF SAID COUNTY. ALSO EXCEPTING THEREFROM THE NORTH 100.00 FEET OF THE EAST 70.00 FEET OF THE WEST 85.00 FEET OF SAID LOT 40. SAID LEGAL DESCRIPTION IS MADE PURSUANT TO THAT CERTAIN CERTIFICATE OF COMPLIANCE LOT LINE ADJUSTMENT LLA 10-05 RECORDED MARCH 13, 2012 AS INSTRUMENT NO. 2012-0098383 OF OFFICIAL RECORDS. APN(s): 1167-151-74 27 12-15-16 I.13.b Packet Pg. 243 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: Lewis Land Developers, LLC c/o Lewis Management Corp. 1156 N. Mountain Avenue P. 0. Box 670 Upland, CA 91785-0670 MAIL TAX STATEMENTS TO: LEWIS ACQUISITION COMPANY, LLC c/o Lewis Management Corp. Attn: Accounting Department P.O. Box 670 U land, CA 91785-0670 EXHIBITS FORM OF GRANT DEED SPACE ABOVE THIS LINE FOR RECORDER'S USE APNs: GRANT DEED The undersigned Granter declares: DOCUMENTARY TRANSFER TAX $ ____ _ (gJ computed on full value of property conveyed, or D computed on full value less liens and encumbrances remaining at time of sale. D Unincorporated Area (g]City of Grand Terrace For valuable consideration, receipt of which is hereby acknowledged, The City of Grand Terrace, a public body, corporate and politic ("City'' or "Granter") hereby grants to Lewis Land Developers, LLC, a Delaware limited liability company ("Grantee") that certain real property located in the City of Grand Terrace, County of San Bernardino, State of California legally described as set forth on Attachment 1 attached hereto ("Property"), subject to the following: 1. There shall be no discrimination against or segregation of any person or group of persons, on account of any basis listed in subdivision (a) or (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the Government Code, in the leasing, subleasing, transferring, use, occupancy, tenure, or enjoyment of the Property nor shall Grantee or any person claiming under or through it establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use, or occupancy, of tenants, lessees, sublessees, subtenants, or vendees in the Property. With respect to familial status, the foregoing shall not be construed to apply to housing for older persons, as defined in Section 12955.9 of the Government Code. With respect to familial status, nothing herein shall be construed to affect Sections 51.2, 51.3, 51.4, 51.10, 51.11, and 799.5 of the Civil Code, relating to housing for senior citizens. Subdivision (d) of Section 51 and Section 1360 of the Civil Code and subdivisions (n), (o), and (p) of Section 12955 of the Government Code shall apply to the foregoing. 2. Each of the foregoing covenants, restrictions and provisions contained in this Grant Deed touch and concern the Property, shall run with the land, shall apply to and bind the respective 28 12-15-16 I.13.b Packet Pg. 244 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) successors in interest to the Property in accordance with applicable law, including, but not limited to, Section 1468 of the Civil Code of the State of California and each of them is expressly declared to be for the benefit and in favor of the City for the entire period that such covenants, restrictions and/or provisions are in full force and effect, regardless of whether the City is or remains an owner of any land or interest in land to which such covenants relate. The City, in the event of any breach of any such covenants, restrictions and provisions, has the right to exercise all of the rights and remedies, and to maintain any actions at law or suits in equity or other proper proceedings, to enforce the curing of such breach, as provided in the Agreement, or by law. All such covenants, restrictions and provisions shall survive the issuance and recordation of each and every certificate of occupancy by the City, provided, however, upon the transfer of the Property or any portion thereof, the transferring owner shall be automatically released from its obligations under this Agreement arising subsequent to the date of such transfer with respect to such transferred portion of the Property and any such obligations shall become the sole responsibility of the transferee who acquires an interest in the Property. 3. No violation or breach of the covenants, restrictions, or provisions in this Grant Deed shall defeat or render invalid or in any way impair the lien or charge of any mortgage, deed of trust or other financing or security instrument; provided, however, that any successor of Grantee to all or any portion of the Property shall be bound by such continuing covenants, restrictions, and provisions, whether such successor's title was acquired by foreclosure, deed in lieu of foreclosure, trustee's sale or otherwise. SIGNATURE PAGE FOLLOWS "CITY" CITY OF GRAND TERRACE By: ___________ _ Name: ·----------~ Its: ------------- 29 12-15-16 I.13.b Packet Pg. 245 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) Dated: __________ _ APPROVED AS TO FORM By: ------------Name: ----------1 ts: City Attorney Dated: _________ _ A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracv, or validitv of that document. STATE OF CALIFORNIA) COUNTY OF SAN BERNARDINO) On before me, , Notary Public, personally appeared _____________ , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies ), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENAL TY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature------------ 30 12-15-16 I.13.b Packet Pg. 246 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) ATTACHMENT 1 LEGAL DESCRIPTION OF THE PROPERTY THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF GRAND TERRACE, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS: TO BE ATTACHED TO ORIGINAL DOCUMENT PRIOR TO EXECUTION 31 12-15-16 I.13.b Packet Pg. 247 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) EXHIBIT C 44.86 ACRE PRELIMINARY REPORT Issuing Policies of Fidelity National Title Insurance Company Title Officer: Steven Gomez (BS-RIV) Escrow Officer: Builder Services OACGomez TO: Lewis Management Corp. 1156 N. Mountain Avenue Upland, CA 91786 ATTN: .Bill Hoover YOUR REFERENCE: PROPERTY ADDRESS: (PIQ Consists of a total of about 45 acres), Grand Terrace, CA 29,PRELIMINARY REPORT Order No.: 29, In response to the application for a policy of title insurance referenced herein, Fidelity National Title Company hereby reports that it is prepared to issue, or cause to be issued, as of the date hereof a policy or policies of title insurance describing the land and the estate or interest therein hereinafter set forth, insuring against loss which may be sustained by reason of any defect, lien or encumbrance not shown or referred to as an exception herein or not excluded from coverage pursuant to the printed Schedules, Conditions and Stipulations or Conditions of said policy forms. The printed Exceptions and Exclusions from the coverage and Limitations on Covered Risks of said policy or policies are set forth in Attachment One. The 'policy to be issued may contain an arbitration clause. When the Amount of Insurance is less than that set forth in the arbitration clause, all arbitrable matters shall be arbitrated at the option of either the Company or the Insured as the exclusive remedy of the parties. Limitations on Covered Risks applicable to the CLTA and ALTA Homeowner 's Policies of Title Insurance which establish a Deductible Amount and a Maximum Dollar Limit of Liability for certain coverages are also set forth in Attachment One. Copies of the policy forms should be read. They are available from the office which issued this report. This report (and any supplements or amendments hereto) is issued solely for the purpose of facilitating the issuance of a policy of title insurance and no liability is assumed hereby. If it is desired that liability be assumed prior to the issuance of a policy of title insurance, a Binder or Commitment should be requested. The policy(s) of title insurance to be issued hereunder will be policy(s) of Fidelity National Title Insurance Company, a California Corporation. Please read the exceptions shown or referred to herein and the exceptions and exclusions set forth in Attachment One of this report carefully. The exceptions and e.'(c/usions are 1neant to provide you with notice of matters which are not covered under the terms of the title insurance policy and should be carefully considered. It is ilnportant to note that this preliminary report is not a written representation as to the condition of title and may not list all liens, defects and encumbrances affecting title to the land. Countersigned by: Cl___ Authorized Signature 32 12-15-16 I.13.b Packet Pg. 248 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) 29,PRELIMINARY REPORT EFFECTIVE DATE: October 4, 2016 at 7:30 a.m.29, ORDER NO.: 29, The form of policy or policies of title insurance contemplated by this report is: Standard I. THE ESTATE OR INTEREST IN THE LAND HEREINAFTER DESCRIBED OR REFERRED TO COVERED BY THIS REPORT IS: A Fee as to Parcel 1 of Parcel A, Parcel B and Parcel C Easement(s) more fully described below as to Parcel(s) Parcels 2 and 3 of Parcel A 2. TITLE TO SAID ESTATE OR INTEREST AT THE DATE HEREOF IS VESTED IN: CITY OF GRAND TERRACE, a municipal corporation as to Parcels A, Band D; and THE CITY OF GRAND TERRACE, a municipal corporation, acting as the Successor Agency to the Grand Terrace Community Redevelopment Agency, as defined by the California Health and Safety Code Section 34171(j), as to Parcel C 3. THE LAND REFERRED TO IN THIS REPORT IS DESCRIBED AS FOLLOWS: See Exhibit A attached hereto and made a part hereof. 33 12-15-16 I.13.b Packet Pg. 249 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) EXHIBIT A LEGAL DESCRIPTION THE LAND REFERRED TO HEREIN BELOW IS SITUATED TerraceIN THE COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS: PARCEL 1: LOT 26 AND THAT PORTION OF LOT 25 LYING EAST OF THE RIGHT OF WAY OF RIVERSIDE WATER COMPANY'S CANAL, SECTION 5, TOWNSHIP 2 SOUTH, RANGE 4 WEST, SAN BERNARDINO BASE AND MERIDIAN, IN THE COUNTY OF SAN BERNARDINO, ST ATE OF CALIFORNIA, ACCORDING TO MAP SHOWING LAND OF THE EAST RIVERSIDE LAND COMPANY, AS PER PLAT RECORDED IN BOOK 6, PAGE 44 OF MAPS, RECORDS OF SAID COUNTY. EXCEPTING THEREFROM THAT PORTION OF LOT 25 GRANTED TO THE SAN BERNARDINO COUNTY FLOOD CONTROL DISTRICT, A BODY CORPORATE AND POLITIC RECORDED DECEMBER 21. 1964 IN BOOK 6297. PAGE 333 OF OFFICIAL RECORDS. ALSO EXCEPTING THEREFROM THOSE TWO PARCELS CONVEYED TO THE CITY OF RIVERSIDE, A MUNICIPAL CORPORATION, BY DEED RECORDED FEBRUARY 10, 1992 AS fNSTRUMENT NO. 92-047279 OF OFFICIAL RECORDS OF SAID COUNTY. PARCEL2: AN EASEMENT FOR ROADWAY PURPOSES OVER THE WESTERLY 30 FEET OF THE FOLLOWING DESCRIBED PROPERTY: THAT PORTION OF LOT 25, SECTION 5, TOWNSHIP 2 SOUTH, RANGE 4 WEST, SAN BERNARDINO BASE AND MERIDIAN, ACCORDING TO MAP SHOWfNG LAND OF EAST RIVERSIDE LAND COMPANY, IN THE COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER PLAT RECORDED IN BOOK 6. PAGE 44 OF MAPS, RECORDS OF SAID COUNTY, SAID PORTION ALSO BEING DESCRIBED IN DIRECTOR'S DEED RECORDED IN BOOK 5701, PAGE 635 OF OFFICIAL RECORDS OF SAID COUNTY, SAID PART MORE PARTICULARLY DESCRIBED AS BEING ALL OF SAID PORTION LYING FROM THE RIGHT OF WAY OF RIVERSIDE WATER COMPANY'S CANAL AND SOUTHERLY OF THE SOUTHERLY DESCRIBED LINE: COMMENCING AT THE NORTHEAST CORNER OF SAID LOT 25; THENCE SOUTH 89° 58' 11" WEST ALONG THE NORTH LINE OF SAID LOT 25 A DISTANCE OF 289.05 FEET TO THE WEST LINE OF SAID RIVERSIDE WATER COMPANY'S CANAL RIGHT OF WAY; THENCE SOUTH 28° 41 ' 00" WEST ALONG SAID WEST LINE A DISTANCE OF 2 13.66 FEET TO THE TRUE POINT OF BEGINNING; THENCE SOUTH 69° 19' 18" WEST A DISTANCE OF 255.15 FEET TO THE POINT OF TERMINATION, fN THE WESTERLY LfNE OF SAID PORTION OF LOT 25 DESCRIBED IN DEED RECORDED IN SAID BOOK 5701, PAGE 635 OF OFFICIAL RECORDS. PARCEL3: AN EASEMENT FOR ROADWAY PURPOSES, DESCRIBED AS FOLLOWS: ALL THAT PART OF THAT PORTION OF LOT 25, SECTION 5, TOWNSHIP 2 SOUTH, RANGE 4 WEST, SAN BERNARDINO MERIDIAN, AS SAID LOT IS SHOWN ON THE MAP OF THE LANDS OF THE EAST RIVERSIDE LAND COMPANY, IN THE COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER PLAT RECORDED IN BOOK 6. PAGE 44 OF MAPS, RECORDS OF SAID COUNTY, SAID LOT ALSO BEING SHOWN ON LICENSED LAND SURVEYOR'S MAP RECORDED IN BOOK 7, PAGES 65 AND 66 OF RECORDS OF SURVEY, SAID PORTION BEING THAT REAL PROPERTY CONVEYED BY DEED RECORDED IN BOOK 5786, PAGE 978 OF 34 12-15-16 I.13.b Packet Pg. 250 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) OFFICIAL RECORDS OF SAID COUNTY, SAID PART BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: THE WESTERLY 30.00 FEET OF SAID PORTION OF LOT 25, LYING EASTERLY FROM, MEASURED AT RIGHT ANGLES TO, THE SOUTHERLY PROLONGATION OF THE WEST LINE OF THAT PARCEL OF LAND CONVEYED TO THE STATE OF CALIFORNIA BY DEED RECORDED IN BOOK 4303, PAGE 150 OF OFFICIAL RECORDS OF SAID COUNTY. APN(s): 1167-15 1-22-0-000 PARCELB: ALL THAT CERTAIN REAL PROPERTY SITUATED IN THE COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, DESCRIBED AS FOLLOWS: PARCEL l OF THAT CERTAIN CERTIFICATE OF COMPLIANCE RECORDED OCTOBER l, 2002 AS INSTRUMENT NO. 2002-05 19050 OF OFFICIAL RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF SAN BERNARDINO COUNTY. EXCEPTING THEREFROM THAT PORTION OF SAID LAND CONVEYED TO THE CITY OF GRAND TERRACE REDEVELOPMENT AGENCY, A MUNICIPAL CORPORATION, MORE PARTICULARLY DESCRIBED IN THAT CERTAIN DOCUMENT RECORDED DECEMBER 19, 2006 AS INSTRUMENT NO. 2006-0873342 OF OFFICIAL RECORDS. APN(s): 1167-151-68 -0-000 PARCEL C: PARCEL 1 OF THAT CERTAIN LOT LINE ADJUSTMENT, RECORDED AUGUST 16, 2000 AS INSTRUMENT NO. 20000294520 OF OFFICIAL RECORDS OF SAN BERNARDINO COUNTY, CALIFORNIA. EXCEPTING THEREFROM THAT PORTION OF SAID LAND CONVEYED TO THE COLTON JOINT UNIFIED SCHOOL DISTRICT, A CALIFORNIA PUBLIC SCHOOL DISTRICT, MORE PARTICULARLY DESCRIBED IN THAT CERTAIN DOCUMENT RECORDED DECEMBER 19, 2006 AS INSTRUMENT NO. 2006-0873344 OF OFFICIAL RECORDS. APN(s): 1167-151-71-0-000 PARCELD: LOT 39 AND LOT 40 OF EAST RIVERSIDE LAND COMPANY PER MAP RECORDED IN BOOK 6, PAGE 44 OF MAPS, RECORDS OF SAN BERNARDINO COUNTY, STATE OF CALIFORNIA. EXCEPTING THEREFROM THAT PORTION OF LOT 39 DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHEAST CORNER OF SAID LOT 39; THENCE NORTH 89° 53' 26" WEST ALONG THE SOUTH LINE OF SAID LOT 39, 329.78 FEET; THENCE NORTH 00° 04' 28" EAST, 331.23 FEET; THENCE SOUTH 89° 53' 27" EAST, 329.85 FEET TO THE EAST LINE OF SAID LOT 39; THENCE SOUTH 00° 05' 10" WEST ALONG SAID EAST LINE, 331.23 FEET TO THE POINT OF BEGINNING. ALSO EXCEPTING THEREFROM THAT PORTION OF LOT 40 DESCRIBED AS FOLLOWS: THE WEST 15.00 FEET OF SAID LOT 40 AS CONVEYED TO THE SOUTHERN CALIFORNIA ROAD MOTOR COMPANY, RECORDED APRIL 25, 1888 IN BOOK 73, PAGE 345 OF DEEDS, RECORDS OF SAID COUNTY. 35 12-15-16 I.13.b Packet Pg. 251 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) ALSO EXCEPTING THEREFROM THE NORTH 100.00 FEET OF THE EAST 70.00 FEET OF THE WEST 85.00 FEET OF SAID LOT 40. SAID LEGAL DESCRIPTION IS MADE PURSUANT TO THAT CERTAIN CERTIFICATE OF COMPLIANCE LOT LINE ADJUSTMENT LLA 10-05 RECORDED MARCH 13, 2012 AS INSTRUMENT NO. 20 12-0098383 OF OFFICIAL RECORDS. APN(s): 1167-151-74 36 12-15-16 I.13.b Packet Pg. 252 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) EXCEPTIONS AT THE DATE HEREOF, ITEMS TO BE CONSIDERED AND EXCEPTIONS TO COVERAGE IN ADDITION TO THE PRINTED EXCEPTIONS AND EXCLUSIONS IN SAID POLICY FORM WOULD BE AS FOLLOWS: A. Intentionally deleted B. There were no taxes levied for the fiscal year 2016-2017 as the property was vested in a public entity. Affects: APN(s) 1167-151-22-0-000; 1167-151-68-0-000; 1167-151-71-0-000; 1167-151-74-0-000 C. The lien of supplemental or escaped assessments of property taxes, if any, made pursuant to the provisions of Chapter 3.5 (commencing with Section 75) or Part 2, Chapter 3, Articles 3 and 4, respectively, of the Revenue and Taxation Code of the State of California as a result of the transfer of title to the vestee named in Schedule A or as a result of changes in ownership or new construction occurring prior to Date of Policy. THE FOLLOWING MATTERS AFFECT PARCEL A: 1. Intentionally Deleted. 2. Easement(s) for the purpose(s) shown below and rights incidental thereto as set forth in a document: In favor of: Purpose: Recording Date: Recording No: Affects: East Riverside Land Company Ditches and pipelines with right of entry October 9, 1897 Book 242, Page 234 of Deeds A portion of said land as more particularly described in said document. The exact location and extent of said easement is not disclosed of record. 3. Easement(s) for the purpose(s) shown below and rights incidental thereto as set forth in a document: In favor of: Purpose: Recording Date: Recording No: Affects: East Riverside Land Company Ditches and pipelines with right of entry November 3, 1898 Book 258, Page 279 of Deeds A portion of said land as more particularly described in said document. The exact location and extent of said easement is not disclosed of record. 4. Easement(s) for the purpose(s) shown below and rights incidental thereto as set forth in a document: In favor of: Purpose: Recording Date: Recording No: Affects: 5. Intentionally Deleted. 12-15-16 County Service Area Improvement Zone H Sewer June 28, 1977 Book 9208, Page 1063 of Official Records A portion of Lot 25. 37 I.13.b Packet Pg. 253 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) 6. Easement(s) for the purpose(s) shown below and rights incidental thereto as set forth in a document: In favor of: Purpose: Recording Date: Recording No: Affects: City of Riverside Pipeline for blow off February 10, 1992 92-04 7280 of Official Records A portion of Lot 25. 7. Matters contained in that certain document Entitled: Recording Date: Recording No: Notice of Supplemental Final Order and Judgment June 1, 2007 2007-032937 1 of Official Records Reference is hereby made to said document for full particulars. 8. Intentionally Deleted. THE FOLLOWING MATTERS AFFECT PARCEL B: 9. Easement(s) for the purpose(s) shown below and rights incidental thereto as set forth in a document: Purpose: Recording Date: Recording No: Affects: Water lines February 28, 1891 Book 125, Page 332 of Deeds A portion of said land as more particularly described in said document. 10. Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a document: Granted to: Purpose: Recording Date: Recording No: Affects: 11 . Intentionally Deleted. County of San Bernardino Public utilities July 20, 1976 Book 8972. Page 868 of Official Records A portion of said land as more particularly described in said document. 12. Easement(s) for the purpose(s) shown below and rights incidental thereto as set forth in a document: Purpose: Recording Date: Recording No: Affects: Public utility easements and road October 16, 2002 2002-551386 of Official Records A portion of said land as more particularly described in said document. 13. The Land described herein is included within a project area of the Redevelopment Agency shown below, and that proceedings for the redevelopment of said project have been instituted under the Redevelopment Law (such redevelopment to proceed only after the adoption of the Redevelopment Plan) as disclosed by a document. Redevelopment Agency: City of Grand Terrace Recording Date: June 21, 2010 Recording No: 20 I 0-024 7296 of Official Records 14. Intentionally Deleted. THE FOLLOWING MATTERS AFFECT PARCEL C: 15. Intentionally Deleted. 38 12-15-16 I.13.b Packet Pg. 254 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) 16. Easement(s) for the purpose(s) shown below and rights incidental thereto as set forth in a document: Purpose: Recording Date: Recording No: Affects: Water lines February 8, 1888 Book 71. Page 92 of Deeds A portion of said land as more particularly described in said document. 17. Easement(s) for the purpose(s) shown below and rights incidental thereto as set forth in a document: Purpose: Recording Date: Recording No: Affects: Water lines February 23, 1889 Book 93, Page 206 of Deeds A portion of said land as more particularly described in said document. 18. Easement(s) for the purpose(s) shown below and rights incidental thereto as set forth in a document: Purpose: Recording Date: Recording No: Affects: Water lines March 21, 1889 Book 92. Page 392 of Deeds A portion of said land as more particularly described in said document. 19. Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a document: Granted to: Purpose: Recording Date: Recording No: Affects: California Electric Power Company, a corporation, it's successors and/or assigns Public utilities September 19, 1952 387. Book 3024, Page 308 of Official Records A portion of said land as more particularly described in said document. An amendment to said easement recorded April 15, 2002 as Instrument No. 2002-0186361 of Official Records. 20. Easement(s) for the purpose(s) shown below and rights incidental thereto as set forth in a document: In favor of: Purpose: Recording Date: Recording No: Affects: 21. Intentionally Deleted. The County of San Bernardino Sanitary sewers July 20, 1976 Book 8972. Page 868 of Official Records A portion of said land as more particularly described in said document. 22. Easement(s) for the purpose(s) shown below and rights incidental thereto as set forth in a document: In favor of: Purpose: Recording Date: Recording No: Affects: 12-15-16 Southern California Edison Company, a corporation Roadway November 22, 2000 00-429737 of Official Records A portion of said land as more particularly described in said document. THE FOLLOWING MATTERS AFFECT PARCEL D: 39 I.13.b Packet Pg. 255 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) 23. Intentionally Deleted. 24. Easement(s) for the purpose(s) shown below and rights incidental thereto as set forth in a document: Purpose: Recording Date: Recording No: Affects: Water lines March 21, 1889 Book 92, Page 392 of Deeds A portion of said land as more particularly described in said document. 25. Easement(s) for the purpose(s) shown below and rights incidental thereto as set forth in a document: Purpose: Recording Date: Recording No: Affects: Water lines February 28, 1891 Book 125, Page 332 of Deeds A portion of said land as more particularly described in said document. 26. Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a document: Granted to: Purpose: Recording Date: Recording No: Affects: California Electric Power company, a corporation, it's successors and/or assigns Public utilities September 19, 1952 387, Book 3024, Page 308 of Official Records A portion of said land as more particularly described in said document. An amendment to said easement recorded April 15, 2002 as Instrument No. 2002-0186361 of Official Records. 27. Easement(s) for the purpose(s) shown below and rights incidental thereto as set forth in a document: In favor of: Purpose: Recording Date: Recording No: Affects: 28. Intentionally Deleted. The County of San Bernardino Sanitary sewers July 20, 1976 Book 8972, Page 868 of Official Records A portion of said land as more particularly described in said document. THE FOLLOWING MATTERS AFFECT ALL PARCELS 29. Water rights, claims or title to water, whether or not disclosed by the public records. 30. Intentionally Deleted. 31. Intentionally Deleted. 32. Any claim that the transaction vesting the Title as shown in Schedule A or creating the lien of the Insured Mortgage, or any other transaction occurring on or prior to Date of Policy in which Grand Terrace Community Redevelopment Agency or its successors transferred, acquired, or made any agreement affecting the title to or any interest in the Land, is void or voidable, or subject to termination, renegotiation, or judicial review, under California Assembly Bill 26 (Chapter 5, Statutes of 2011-12, First Extraordinary Session) and California Assembly Bill 1484 (Chapter 26, Statutes of 201 l-12), as presently amended. 33. Intentionally Deleted. 40 12-15-16 I.13.b Packet Pg. 256 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) 34. Intentionally Deleted. 35. Intentionally Deleted. 36. Any rights of the parties in possession of a portion of, or all of, said Land, which rights are not disclosed by the public records. The Company will require, for review, a full and complete copy of any unrecorded agreement, contract, license and/or lease, together with all supplements, assignments and amendments thereto, before issuing any policy of title insurance without excepting this item from coverage. The Company reserves the right to except additional items and/or make additional requirements after reviewing said documents. PLEASE REFER TO THE "INFORMATIONAL NOTES" AND "REQUIREMENTS" SECTIONS WHICH FOLLOW FOR INFORMATION NECESSARY TO COMPLETE THIS TRANSACTION. END OF EXCEPTIONS 41 12-15-16 I.13.b Packet Pg. 257 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) REQUIREMENTS SECTION 1. The requirement that this company be furnished proper regulatory statutes authorizing this transaction and appropriate documentation indicating who may execute on behalf of the City of Grand Terrace, a municipal corporation. 2. Unrecorded matters which may be disclosed by an Owner's Affidavit or Declaration. A form of the Owner's Affidavit/Declaration is attached to this Preliminary Report/Commitment. This Affidavit/Declaration is to be completed by the record owner of the land and submitted for review prior to the closing of this transaction. Your prompt attention to this requirement will help avoid delays in the closing of this transaction. Thank you. 12-15-16 The Company reserves the right to add additional items or make further requirements after review of the requested Affidavit/Declaration. END OF REQUIREMENTS 42 I.13.b Packet Pg. 258 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) INFORMATIONAL NOTES SECTION I. None of the items shown in this report will cause the Company to decline to attach CLTA Endorsement Form I 00 to an Extended Coverage Loan Policy, when issued. 2. Note: The policy of title insurance will include an arbitration provision. The Company or the insured may demand arbitration. Arbitrable matters may include, but are not limited to, any controversy or claim between the Company and the insured arising out of or relating to this policy, any service of the Company in connection with its issuance or the breach of a policy provision or other obligation. Please ask your escrow or title officer for a sample copy of the policy to be issued if you wish to review the arbitration provisions and any other provisions pertaining to your Title Insurance coverage. 3. Note: There are NO conveyances affecting said Land recorded within 24 months of the date of this report. END OF INFORMATIONAL NOTES Steven Gomez (BS-RIV)/jh 43 12-15-16 I.13.b Packet Pg. 259 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) FIDELITY NATIONAL FINANCIAL PRIVACY NOTICE At Fidelity National Financial, Inc. and its majority-owned subsidiary companies (collectively, "FNF", "our" or "we"), we value the privacy of our customers. This Privacy Notice explains how we collect, use, and protect your information and explains the choices you have regarding that information. A summary of our privacy practices is below. We also encourage you to read the complete Privacy Notice following the summary. Types of Information Collected. You may provide us How Information is Collected. We may collect with certain personal information, like your coritact personal information directly from you from information, social security number (SSN), driver's applications, fonns, or communications we receive license, other government ID numbers, and/or from you, or from other sources on your behalf, in financial information. We may also receive connection with our provision of products or services information from your Internet browser, computer to you. We may also collect browsing information and/or mobile device. from your Internet browser, computer, mobile device or similar equipment. This browsing information IS generic and reveals nothing personal about the user. Use of Your Information. We may use your Security Of Your Information. We utilize a information to provide products and services to you combination of security technologies, procedures and (or someone on your behalf), to improve our products safeguards to help protect your information from and services, and to communicate with you about our unauthorized access, use and/or disclosure. We products and services. We do not give or sell your communicate to our employees about the need to personal information to parties outside of FNF for protect personal information. their use to market their products or services to you. Choices With Your Information. Your decision to When We Share Information. We may disclose your submit personal infonnation is entirely up to you. You information to third parties providing you products can opt-out of certain disclosures or use of your and services on our behalf, law enforcement agencies information or choose to not provide any personal or governmental authorities, as required by law, and to information to us. parties with whom you authorize us to share your information. Information From Children. We do not knowingly Privacy Outside the Website. We are not responsible collect information from children under the age of 13, for the privacy practices of third parties, even if our and our websites are not intended to attract children. website links to those parties' websites. Access and Correction. If you desire to see the Do Not Track Disclosures. We do not recognize "do information collected about you and/or correct any not track" requests from Internet browsers and similar inaccuracies, please contact us in the manner specified devices. in this Privacy Notice. The California Online Privacy Protection Act. International Use. By providing us with your Certain FNF websites collect information on behalf of information, you consent to the transfer, processing mortgage loan servicers. The mortgage loan servicer is and storage of such information outside your country responsible for taking action or making changes to any of residence, as well as the fact that we will handle consumer information submitted through those such information consistent with this Privacy Notice. websites. Your Consent To This Privacy Notice. By Contact FNF. If you have questions or wish to submitting information to us and using our websites, contact us regarding this Privacy Notice, please use you are accepting and agreeing to the terms of this the contact information provided at the end of this Privacy Notice. Privacy Notice. 44 12-15-16 I.13.b Packet Pg. 260 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) FIDELITY NATIONAL FINANCIAL, INC. PRIVACY NOTICE FNF respects and is committed to protecting your privacy. We pledge to take reasonable steps to protect your Personal Information (as defined herein) and to ensure your information is used in compliance with this Privacy Notice. This Privacy Notice is only in effect for information collected and/or owned by or on behalf of FNF, including collection through any FNF website or online services offered by FNF (collectively, the "Website"), as well as any information collected offline (e.g., paper documents). The provision of this Privacy Notice to you does not create any express or implied relationship, nor create any express or implied duty or other · obligation, between FNF and you. Types oflnformation Collected We may collect two types of information: Personal Information and Browsing Information. Personal Information. The types of personal information FNF collects may include, but are not limited to: contact information (e.g., name, address, phone number, email address); social security number (SSN), driver's license, and other government ID numbers; and financial account or loan information. Browsing Information. The types of browsing information FNF collects may include, but are not limited to: Internet Protocol (or IP) address or device ID/UDID, protocol and sequence information; browser language; browser type; domain name system requests; browsing history; number of clicks; hypertext transfer protocol headers; and application client and server banners. How Information is Collected In the course of our business, we may collect Personal Information about you from the following sources: applications or other forms we receive from you or your authorized representative, whether electronic or paper; communications to us from you or others; information about your transactions with, or services performed by, us, our affiliates or others; and information from consumer or other reporting agencies and public records that we either obtain directly from those entities, or from our affiliates or others. We may collect Browsing Information from you as follows: Browser Log Files. Our servers automatically log, collect and record certain Browsing Information about each visitor to the Website. The Browsing Information includes only generic information and reveals nothing personal about the user. Cookies. From time to time, FNF may send a "cookie" to your computer when you visit the Website. A cookie is a small piece of data that is sent to your Internet browser from a web server and stored on your computer's hard drive. When you visit the Website again, the cookie allows the 12-15-16 45 Website to recognize your computer, with the goal of providing an optimized user experience. Cookies may store user preferences and other information. You can choose not to accept cookies by changing the settings of your Internet browser. If you choose not to accept cookies, then some functions of the Website may not work as intended. Use of Collected Information Information collected by FNF is used for three main purposes: To provide products and services to you, or to one or more third party service providers who are performing services on your behalf or in connection with a transaction involving you; To improve our products and services; and To communicate with you and to inform you about FNF's products and services. When We Share Information We may share your Personal Information (excluding information we receive from consumer or other credit reporting agencies) and Browsing Information with certain individuals and coffipanies, as permitted by law, without first obtaining your authorization. Such disclosures may include, without limitation, the following: to agents, representatives, or others to provide you with services or products you have requested, and to enable us to detect or prevent criminal activity, fraud, or material misrepresentation or nondisclosure; to third-party contractors or service providers who provide services or perform other functions on our behalf; to law enforcement or other governmental authority in co1U1ection with an investigation, · or civil or criminal subpoenas or court orders; and/or to other parties authorized to receive the information in co1U1ection with services provided to you or a transaction involving you. We may disclose Personal Information and/or Browsing Information when required by law or in the good-faith belief that such disclosure is necessary to: comply with a legal process or applicable laws; enforce this Privacy Notice; investigate or respond to claims that any information provided by you violates the rights of a third party; or protect the rights, property or personal safety of FNF, its users or the public. We make efforts to ensure third party contractors and service providers who provide services or perform functions on our behalf protect your information. We limit use of your information to the purposes for which the information was provided. We do not give or sell your information to third parties for their own direct marketing use. We reserve the right to transfer your Personal Information, Browsing Information, as well as any other information, in connection with the sale or other disposition of all or part of the FNF business and/or assets, or in the event of our bankruptcy, reorganization, insolvency, receivership or an assignment for the benefit of creditors. You expressly agree and consent to the use and/or transfer of this information in connection with any of the above-described proceedings. We cannot and will not be I.13.b Packet Pg. 261 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) responsible for any breach of security by any third party or for any actions of any third party that receives any of the information that is disclosed to us. Choices With Your Information Whether you submit your information to FNF is entirely up to you. If you decide not to submit your information, FNF may not be able to provide certain products or services to you. You may choose to prevent FNF from using your information under certain circumstances ("opt out"). You may opt out of receiving communications from us about our products and/or services. Security And Retention Of Information FNF is committed to protecting the information you share with us and utilizes a combination of security technologies, procedures and safeguards to help protect it from unauthorized access, use and/or disclosure. FNF trains its employees on privacy practices and on FNF's privacy and information security policies. FNF works hard to retain information related to you only as long as reasonably necessary for business and/or legal purposes. Information From Children The Website is meant for adults. The Website is not intended or designed to attract children under the age of thirteen (13). We do not collect Personal Information from any person that we know to be under the age of thirteen (13) without permission from a parent or guardian. Privacy Outside the Website The Website may contain links to other websites, including links to websites of third party service providers. FNF is not and cannot be. responsible for the privacy practices or the content of any of those other websites. International Users Because FNF's headquarters is located in the United States, we may transfer your Personal Information and/or Browsing Information to the United States. By using our website and providing us with your Personal Information and/or Browsing Information, you understand and consent to the transfer, processing and storage of such information outside your country of residence, as well as the fact that we will handle such information consistent with this Privacy Notice. Do Not Track Disclosures Currently, our policy is that we do not recognize "do not track" requests from Internet browsers and similar devices. The California Online Privacy Protection Act For some websites which FNF or one of its companies owns, such as the Customer CareNet ("CCN"), FNF is acting as a third party service provider to a mortgage loan servicer. In those instances, we may collect certain information on behalf of that mortgage loan servicer, including: first and last name; 12-15-16 46 property address; user name and password; loan number; social security number -masked upon entry; email address; security questions and answers; and IP address. The information you submit is then transferred to your mortgage loan servicer by way of CCN. The mortgage loan servicer is responsible for taking action or making changes to any consumer information submitted through this website. For example, if you believe that your payment or user information is incorrect, you must contact your mortgage loan servicer. CCN does not share consumer information with third parties, other than those with which the mortgage loan servicer has contracted to interface with the CCN application. All sections of this Privacy Notice apply to your interaction with CCN, except for the sections titled Choices with Your Information, and Access and Correction. If you have questions regarding the choices you have with regard to your personal information or how to access or correct your personal information, contact your mortgage loan servicer. Access and Correction To access your Personal Information in the possession of FNF and correct any inaccuracies, please contact us by email at privacy@fnf.com or by mail at: Fidelity National Financial, Inc. 601 Riverside Avenue Jacksonville, Florida 32204 Attn: Chief Privacy Officer Your Consent To This Privacy Notice By submitting Personal Information and/or Browsing Information to FNF, you consent to the collection and use of information by FNF in compliance with this Privacy Notice. We reserve the right to make changes to this Privacy Notice. If we change this Privacy Notice, we will post the revised version on the Website. Contact FNF Please send questions and/or comments related to this Privacy Notice .by email at privacy@fnfcom or by mail at: Fidelity National Financial, Inc. 60 I Riverside A venue Jacksonville, Florida 32204 Attn: Chief Privacy Officer Copyright© 2016. Fidelity National Financial, Inc. All Rights Reserved. EFFECTIVE AS OF APRIL I, 2016 I.13.b Packet Pg. 262 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) Notice of Available Discounts Pursuant to Section 2355.3 in Title 10 of the California Code of Regulations Fidelity National Financial, Inc. and its subsidiaries ("FNF") must deliver a notice of each discount available under our current rate filing along with the delivery of escrow instructions, a preliminary report or commitment. Please be aware that the provision of this notice does not constitute a waiver of the consumer's right to be charged the field rate. As such, your transaction may not qualify for the below discounts. You are encouraged to discuss the applicability of one or more of the below discounts with a Company representative. These discounts are generally described below; consult the rate manual for a full description of the terms, conditions and requirements for each discount. These discounts only apply to transaction involving services rendered by the FNF Family of Companies. This notice only applies to transactions involving property improved with a one-to-four family residential dwelling. FNF Underwritten Title Company FNTC -Fidelity National Title Company FNTCCA-Fidelity National Title Company of California Available Discounts FNF Underwriter FNTIC -Fidelity National Title Insurance Company CREDIT FOR PRELIMINARY REPORTS AND/OR COMMITMENTS ON SUBSEQUENT POLICIES (FNTIC) Where no major change in the title has occurred since the issuance of the original report or commitment, the order may be reopened within 12 or 36 months and all or a portion of the charge previously paid for the report or commitment may be credited on a subsequent policy charge. • DISASTER LOANS (FNTIC) The charge for a lender's Policy (Standard or Extended coverage) covering the financing or refinancing by an owner of record, within 24 months of the date of a declaration of a disaster area by the government of the United States or the State of California on any land located in said area, which was partially or totally destroyed in the disaster, will be 50% of the appropriate title insurance rate. CHURCHES OR CHARITABLE NON-PROFIT ORGANIZATIONS (FNTIC) On properties used as a church or for charitable purposes within the scope of the normal activities of such entities, provided said charge is normally the church's obligation the charge for an owner's policy shall be 50% to 70% of the appropriate title insurance rate, depending on the type of coverage selected. The charge for a lender's policy shall be 40% to 50% of the appropriate title insurance rate, depending on the type of coverage selected. 47 12-15-16 I.13.b Packet Pg. 263 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) ATTACHMENT ONE CALIFORNIA LAND TITLE ASSOCIATION STANDARD COVERAGE POLICY -I990 EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage, costs, attorneys' fees or expenses which arise by reason of: I. (a) Any law, ordinance or governmental regulation (including but not limited to building or zoning laws, ordinances, or regulations) restricting, regulating, prohibiting or relating (i) the occupancy, use, or enjoyment of the land; (ii) the character, dimensions or location of any improvement now or hereafter erected on the land; (iii) a separation in ownership or a change in the dimensions or area of the land or any parcel of which the land is or was a part; or (iv) environmental protection, or the effect of any violation of these laws, ordinances or governmental regulations, except to the extent that a notice of the enforcement thereof or a notice of a defect, lien, or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. (b) Any governmental police power not excluded by (a) above, except to the extent that a notice of the exercise thereof or notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. 2. Rights of eminent domain unless notice of the exercise thereof has been recorded in the public records at Date of Policy, but not excluding fro1n coverage any taking which has occurred prior to Date of Policy which would be binding on the rights of a purchaser for value without knowledge. 3. Defects, liens, enclitnbrances, adverse claims or other matters: (a) whether or not recorded in the public records at Date of Policy, but created, suffered, assumed or agreed to by the insured claimant; (b) not known to the Company, not recorded in the public records at Date of Policy, but known to the insured claimant and not disclosed in writing to the Company by the insured claimant prior to the date the insured claimant became an insured under this policy; (c) resulting in no loss or damage to the insured claimant; (d) attaching or created subsequent to Date of Policy; or (e) resulting in loss or da1nage which would not have been sustained ifthe insured claimant had paid value for the insured mortgage or for the estate or interest insured by this policy. 4. Unenforceability of the lien of the insured mortgage because of the inability or failure of the insured at Date of Policy, or the inability or failure of any subsequent owner of the indebtedness, to comply with the applicable doing business laws of the state in which the land is situated. 5. Invalidity or unenforceability of the lien of the insured mortgage, or claim thereof, which arises out of the transaction evidenced by the insured mortgage and is based upon usuiy or any consumer credit protection or truth in lending law. 6. Any claim, which arises out of the transaction vesting in the insured the estate of interest insured by this policy or the transaction creating the interest of the insured lender, by reason of the operation of federal bankruptcy, state insolvency or similar creditors' rights laws. EXCEPTIONS FROM COVERAGE -SCHEDULE B, PART I This policy does not insure against loss or damage (and the Company will not pay costs, attorneys' fees or expenses) which arise by reason of: I. 2. 3. 4. 5. 6. Taxes or assess1nents which are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the public records. Proceedings by a public agency which may result in taxes or assessments, or notices of such proceedings, whether or not shown by the records of such agency or by the public records. Any facts, rights, interests, or claims which are not shown by the public records but which could be ascertained by an inspection of the land or which may be asserted by persons in possession thereof. Easements, liens or encumbrances, or claims thereof, not shown by the public records. Discrepancies, conflicts in boundary lines, shortage in area, encroachments, or any other facts which a correct survey would disclose, and which are not shown by the public records. (a) Unpatented mining claims; (b) reservations or exceptions in patents or in Acts authorizing the issuance thereof; (c) water rights, clailns or title to water, whether or not the matters excepted under (a), (b) or (c) are shown by the public records. Any lien or right to a lien for services, labor or material not shown by the public records. CLTA HOMEOWNER'S POLICY OF TITLE INSURANCE (12-02-13) AL TA HOMEOWNER'S POLICY OF TITLE INSURANCE EXCLUSIONS In addition to the Exceptions in Schedule B, You are not insured against loss, costs, attorneys' fees, and expenses resulting from: 1. Governmental police power, and the existence or violation of those portions of any law or government regulation concerning: a. building; b. zoning; c. land use; 48 12-15-16 I.13.b Packet Pg. 264 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) d. improvements on the Land; e. land division; and f. environmental protection. This Exclusion does not limit the coverage described in Covered Risk 8.a., 14, 15, 16, 18, 19, 20, 23 or 27. 2. The failure of Your existing structures, or any part of them, to be constructed in accordance with applicable building codes. This Exclusion does not limit the coverage described in Covered Risk 14 or 15. 3. The right to take the Land by condemning it. This Exclusion does not limit the coverage described in Covered Risk 17. 4. Risks: a. that are created, allowed, or agreed to by You, whether or not they are recorded in the Public Records; b. that are Known to You at the Policy Date, but not to Us, unless they are recorded in the Public Records at the Policy Date; c. that result in no loss to You; or d. that first occur after the Policy Date -this does not limit the coverage described in Covered Risk 7, 8.e., 25, 26, 27 or 28. 5. Failure to pay value for Your Title. 6. Lack of a right: a. to any land outside the area specifically described and referred to in paragraph 3 of Schedule A; and b. in streets, alleys, or waterways that touch the Land. This Exclusion does not li1nit the coverage described in Covered Risk 11 or 21. 7. The transfer of the Title to You is invalid as a preferential transfer or as a fraudulent transfer or conveyance under federal bankruptcy, state insolvency, or sitnilar creditors' rights laws. 8. Contmnination, explosion, fire, flooding, vibration, fracturing, earthquake, or subsidence. 9. Negligence by a person or an Entity exercising a right to extract or develop 1ninerals, water, or any other substances. LIMITATIONS ON COVERED RISKS Your insurance for the following Covered Risks is limited on the Owner's Coverage Statement as follows: • For Covered Risk 16, 18, 19, and 21 Your Deductible Amount and Our Maximu1n Dollar Limit of Liability shown in Schedule A. The deductible amounts and maximum dollar limits shown on Schedule A are as follows: Covered Risk 16: Covered Risk 18: Covered Risk 19: Covered Risk 21: Your Deductible Alnount 1.00% % of Policy Amount Shown in Schedule A or $2,500.00 (whichever is less) 1.00% % of Policy Amount Shown in Schedule A or $5,000.00 (whichever is less) 1.00% of Policy Amount Shown in Schedule A or $5,000.00 (whichever is less) 1.00% of Policy Amount Shown in Schedule A or $2,500.00 (whichever is less) 2006 ALTA LOAN POLICY (06-17-06) EXCLUSIONS FROM COVERAGE Our Maximum Dollar Limit of Liability $ 10,000.00 $ 25,000.00 $ 25,000.00 $ 5,000.00 The following matters are expressly excluded from the coverage of this policy, and the Company will not pay loss or damage, costs, attorneys' fees, or expenses that arise by reason of: I. (a) Any law, ordinance, pennit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting, or relating to (i) the occupancy, use, or enjoyment of the Land; (ii) the character, dimensions, or location of any improvement erected on the Land; (iii) the subdivision of land; or (iv) environmental protection; or the effect of any violation of these laws, ordinances, or govern1nental regulations. This Exclusion l(a) does not modify or limit the coverage provided under Covered Risk 5. (b) Any governmental police power. This Exclusion l(b) does not modify or limit the coverage provided under Covered Risk 6. 2. Rights of eminent do1nain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8. 3. Defects, liens, encumbrances, adverse claims, or other matters 49 12-15-16 I.13.b Packet Pg. 265 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) (a) created, suffered, assu1neCI, or agreed to by the Insured Claimant; (b) not Known to the Company, not recorded in the Public Records at Date of Policy, but Known to the Insured Claimant and not disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy; ( c) resulting in no loss or damage to the Insured Claimant; (d) attaching or created subsequent to Date of Policy (however, this does not modify or limit the coverage provided under Covered Risk 11, 13 or 14); or (e) resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Insured Mortgage. 4. Unenforceability of the lien of the Insured Mortgage because of the inability or failure of an Insured to comply with applicable doing- business laws of the state where the Land is situated. 5. Invalidity or unenforceability in whole or in part of the lien of the Insured Mortgage that arises out of the transaction evidenced by the Insured Mortgage and is based upon usury or any consumer credit protection or truth-in-lending law. 6. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that the transaction creating the lien of the Insured Mortgage, is (a) a fraudulent conveyance or fraudulent transfer, or (b) a preferential transfer for any reason not stated in Covered Risk l 3(b) of this policy. 7. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching between Date of Policy and the date of recording of the Insured Mortgage in the Public Records. This Exclusion does not modify or limit the coverage provided under Covered Risk l l(b). The above policy form may be issued to afford either Standard Coverage or Extended Coverage. In addition to the above Exclusions from Coverage, the Exceptions from Coverage in a Standard Coverage policy will also include the following Exceptions from Coverage: EXCEPTIONS FROM COVERAGE (Except as provided in Schedule B -Part II,( t(or T)his policy does not insure against loss or damage, and the Company will not pay costs, attorneys' fees or expenses, that arise by reason of: (PART I (The above policy form may be issued to afford either Standard Coverage or Extended Coverage. In addition to the above Exclusions from Coverage, the Exceptions from Coverage in a Standard Coverage policy will also include the following Exceptions from Coverage: 1. (a) Taxes or assessments that are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the Public Records; (b) proceedings by a public agency that may result in taxes or assessments, or notices of such proceedings, whether or not shown by the records of such agency or by the Public Records. 2. Any facts, rights, interests, or claims that are not shown by the Public Records but that could be ascertained by an inspection of the Land or that may be asserted by persons in possession of the Land. 3. Easements, liens or encumbrances, or claims thereof, not shown by the Public Records. 4. Any encroachment, encumbrance, violation, variation, or adverse circumstance affecting the Title that would be disclosed by an accurate and complete land survey of the Land and not shown by the Public Records. 5. (a) Unpatented mining claims; (b) reservations or exceptions in patents or in Acts authorizing the issuance thereof; (c) water rights, claims or title to water, whether or not the matters excepted under (a), (b), or (c) are shown by the Public Records. 6. Any lien or right to a lien for services, labor or material not shown by the Public Records. PART II In addition to the matters set forth in Part I of this Schedule, the Title is subject to the following matters, and the Company insures against loss or damage sustained in the event that they are not subordinate to the lien of the Insured Mortgage:) 2006 ALTA OWNER'S POLICY (06-17-06) EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of this policy, and the Company will not pay loss or damage, costs, attorneys' fees, or expenses that arise by reason of: I. (a) Any law, ordinance, pennit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting, or relating to (i) the occupancy, use, or enjoyment of the Land; (ii) the character, dimensions, or location of any improvement erected on the Land; (iii) the subdivision of land; or (iv) environmental protection; or the effect of any violation of these laws, ordinances, or governmental regulations. This Exclusion l(a) does not modify or limit the coverage provided under Covered Risk 5. (b) Any governmental police power. This Exclusion l(b) does not modify or limit the coverage provided under Covered Risk 6. 2. Rights of eminent domain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8. 3. Defects, liens, encumbrances, adverse claims, or other matters (a) created, suffered, assumed, or agreed to by the Insured Claimant; (b) not Known to the Company, not recorded in the Public Records at Date of Policy, but Known to the Insured Claimant and not disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy; (c) resulting in no loss or damage to the Insured Claimant; 50 12-15-16 I.13.b Packet Pg. 266 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) (d) attaching or created subsequent to Date of Policy (however, this does not modify or limit the coverage provided under Covered Risk 9 and IO); or (e) resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Title. 4. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that the transaction vesting the Title as shown in Schedule A, is (a) a fraudulent conveyance or fraudulent transfer; or (b) a preferential transfer for any reason not stated in Covered Risk 9 of this policy. 5. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching between Date of Policy and the date of recording of the deed or other instrument of transfer in the Public Records that vests Title as shown in Schedule A. The above policy fonn may be issued to afford either Standard Coverage or Exterided Coyerage. In addition to the above Exclusions from Coverage, the Exceptions from Coverage in a Standard Coverage policy will also include the following Exceptions from Coverage: EXCEPTIONS FROM COVERAGE This policy does not insure against loss or damage, and the Company will not pay costs, attorneys' fees or expenses, that arise by reason of: (The above policy fonn may be issued to afford either Standard Coverage or Extended Coverage. In addition to the above Exclusions from Coverage, the Exceptions from Coverage in a Standard Coverage policy will also include the following Exceptions from Coverage: I. (a) Taxes or assessments that are not shown as existing liens by the records of any taxing authority that levies taxes or assess1nents on real property or by the Public Records; (b) proceedings by a public agency that may result in taxes or assessments, or notices of such proceedings, whether or not shown by the records of such agency or by the Public Records. 2. Any facts, rights, interests, or claims that are not shown in the Public Records but that could be ascertained by an inspection of the Land or that may be asserted by persons in possession of the Land. 3. Easements, liens or encumbrances, or claims thereof, not shown by the Public Records. 4. Ahy encroachment, encu1nbrance, violation, variation, or adverse circumstance affecting the Title that would be disclosed by an accurate and complete land survey of the Land and that are not shown by the Public Records. 5. (a) Unpatented mining claims; (b) reservations or exceptions in patents or in Acts authorizing the issuance thereof; (c) water rights, claims or title to water, whether or not the matters excepted under (a), (b), or (c) are shown by the Public Records. 6. Any lien or right to a lien for services, labor or material not shown by the Public Records. 7. (Variable exceptions such as taxes, ease1nents, CC&R's, etc. shown here.) ALTA EXPANDED COVERAGE RESIDENTIAL LOAN POLICY (04-02-15) EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage, costs, attorneys' fees or expenses which arise by reason of: I. (a) Any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting, or relating to (i) the occupancy, use, or enjoyment of the Land; (ii) the character, dimensions, or location of any improvement erected on the Land; (iii) the subdivision of land; or (iv) environmental protection; or the effect of any violation of these laws, ordinances, or governmental regulations. This Exclusion l (a) does not modify or limit the coverage provided under Covered Risk 5, 6, 13(c), 13(d), 14 or 16. (b) Any governmental police power. This Exclusion l(b) does not modify or limit the coverage provided under Covered Risk 5, 6, 13(c), 13(d), 14 or 16. 2. Rights of eminent domain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8. 3. Defects, liens, encumbrances, adverse claims, or other matters (a) created, suffered, assumed, or agreed to by the Insured Claimant; (b) not Known to the Company, not recorded in the Public Records at Date of Policy, but Known to the Insured Clai1nant and not disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy; (c) resulting in no loss or damage to the Insured Claimant; (d) attaching or created subsequent to Date of Policy (however, this does not modify or limit the coverage provided under Covered Risk 11, 16, 17, 18, 19, 20, 21, 22, 23; 24, 27 or28); or ( e) resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Insured Mortgage. 4. Unenforceability of the lien of the Insured Mortgage because of the inability or failure of an Insured to comply with applicable doing- business laws of the state where the Land is situated. 5. Invalidity or unenforceability in whole or in part of the lien of the Insured Mortgage that arises out of the transaction evidenced by the In.sured Mortgage and is based upon usury, or any consumer credit protection or truth-in-lending law. This Exclusion does not modify or limit the coverage provided in Covered Risk 26. 51 12-15-16 I.13.b Packet Pg. 267 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) 6. Any claim of invalidity, unenforceability or lack of priority of the lien of the Insured Mortgage as to Advances or modifications made after the Insured has Knowledge that the vestee shown in Schedule A is no longer the owner of the estate or interest covered by this policy. This Exclusion does not modify or limit the coverage provided in Covered Risk 11. 7. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching subsequent to Date of Policy. This Exclusion does not modify or Ii1nit the coverage provided in Covered Risk 1 l(b) or 25. 8. The failure of the residential structure, or any portion of it, to have been constructed before, on or after Date of Policy in accordance with applicable building codes. This Exclusion does not modify or limit the coverage provided in Covered Risk 5 or 6. 9. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that the transaction creating the lien of the Insured Mortgage, is (a) a fraudulent conveyance or fraudulent transfer, or (b) a preferential transfer for any reason not stated in Covered Risk 27(b) of this policy. I 0. Conta1nination, explosion, fire, flooding, vibration, fracturing, earthquake, or subsidence. 11. Negligence by a person or an Entity exercising a right to extract or develop minerals, water, or any other substances. 52 12-15-16 I.13.b Packet Pg. 268 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) ~~ N:;" !". -~ ~· :,...~ "1- ~ • ~ ~<D> oo• ~o• ~"' . . -· ~ -o ~ ~:- e:~:ac: ~= 0 Om~ 12-15-16 This map/plat is being furnished as an aid in locating the herein dascribed Land in relation to ad]oining streets, natural boundaries and other land, and is not a suNey of the land depict&d. Except to the extent a policy oftille insurance is expressly modified by endorsement, if any, Ille Company does not insure dimensions, distances, location of easements, acreage or other matters shown thereon. PIQ 11!.0I <:: u., 111-ll·ll '"·I Pin. 1 @ U! AC. @ @ 26 @ (9.27 AC.) .,, "' PIQ ,..,.1" ;@ ------~- @! 15.65 AC.! l"JlO) {-40) -;;: {39) J>l.!I ® {~.!l AC,) ~: ll.1l AC.) W11 111-H-!H ~ @ ''..!@'· " -PIQ U\ AC ' 58 @ 9.IJ AC. @ 5£C, S, l.lS.,R.O. 53 ~:::;: .:::::. .:::::. NN -;, -., , , " " " " -:: - (./) (./) "' "' " " -< -1 NN ~ (./) "':., :,,... :,,... :"' :::;: I.13.b Packet Pg. 269 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) OWNER'S DECLARATION The undersigned hereby declares as follows: 1. (Fill in the applicable paragraph and strike the other) a. Declarant (110wner11) is the owner or lessee, as the case may be, of certain premises located at b. __ , further described as follows: See Preliminary Report/Commitment No. 23081895-989- 989-SG4 for full legal description (the "Land"). Declarant is the _____________ of ---~-~--~---------("Owner11 ), which is the owner or lessee, as the case may be, of certain premises located at _, further described as follows: See Preliminary Report/Commitment No. 23081895-989-989- SG4 for full legal description (the "Land"). 2. (Fill in the applicable paragraph and strike the other) a. During the period of six months immediately preceding the date of this declaration no work has been done, no surveys or architectural or engineering plans have been prepared, and no materials have been furnished in connection with the erection, equipment, repair, protection or removal of any building or other structure on the Land or in connection with the improvement of the Land in any manner whatsoever. b. During the period of six months immediately preceding the date of this declaration certain work has been done and materials furnished in connection with upon the Land in the approximate total sum of $ , but no work whatever remains to be done and no materials remain to be furnished to complete the construction in full compliance with the plans and specifications, nor are there any unpaid bills incurred for labor and materials used in making such improvements or repairs upon the Land, or for the services of architects, surveyors or engineers, except as follows: Owner, by the undersigned Declarant, agrees to and does hereby indemnify and hold harmless Fidelity National Title Company against any and all claims arising therefrom. 3. Owner has not previously conveyed the Land; is not a debtor in bankruptcy (and if a partnership, the general partner thereof is not a debtor in bankruptcy); and has not received notice of any pending court action affecting the title to the Land. 4. Except as shown in the above-referenced Preliminary Report/Commitment, there are no unpaid or unsatisfied mortgages, deeds of trust, Uniform Commercial Code financing statements, regular assessments, special assessments, periodic assessments or any assessment from any source, claims of lien, special assessments, or taxes that constitute a lien against the Land or that affect the Land but have not been recorded in the public records. There are no violations of the covenants, conditions and restrictions as shown in the above-referenced Preliminary Report/Commitment. 5. The Land is currently in use as , occupy/occupies the Land; and the following are all of the leases or other occupancy rights affecting the Land: 6. There are no other persons or entities that assert an ownership interest in the Land, nor are there unrecorded easements, claims of easement, or boundary disputes that affect the Land. 7. There are no outstanding options to purchase or rights of first refusal affecting the Land. This declaration is made with the intention that Fidelity National Title Company (the "Company") and its policy issuing agents will rely upon it in issuing their title insurance policies and endorsements. Owner, by the undersigned I.13.b Packet Pg. 270 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) Declarant, agrees to indemnify the Company against loss or damage (including attorneys fees, expenses, and costs) incurred by the Company as a result of any untrue statement made herein. I declare under penalty of perjury that the foregoing is true and correct and that this declaration was executed on at ___________ . Signature:------------- I.13.b Packet Pg. 271 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) EXHIBIT D 3.05 ACRE PRELIMINARY REPORT I.13.b Packet Pg. 272 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) EXHIBIT E LIST OF APPROVED TITLE EXCEPTIONS AND ENDORSEMENTS 44.86 Acre Preliminary Report Vesting of title in No. 2 on page 2 must be revised to show that ownership is vested in the City as to all of the property. Exception Nos. 2, 3, 7, 9, 16, 17, 18, 24 and 25 (subject to issuance of an ALTA 28-06 endorsement, modified to include damage to or removal or alteration of future buildings and improvements); · Exception Nos. 4, 6, 10, 12, 19, 20, 22, 26, and 27; Exception No. 29 (subject to issuance of a CL TA 103.5 endorsement, modified to include damage to or removal or alteration of future buildings and improvements, including lawns, shrubbery and trees) 3.05 Acre Preliminary Report Exception Nos. 2, 3, 4 and 11 Exception No. 6 (subject to issuance of a Cl TA 103.5 modified to include future buildings and improvements, including lawns, shrubbery and trees) I.13.b Packet Pg. 273 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) I.13.b Packet Pg. 274 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) EXHIBIT G FORM OF MEMORANDUM OF AGREEMENT RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: Attention: Harold G. Duffey, City Manager City of Grand Terrace 22795 Barton Road Grand Terrace, CA 92313 Memorandum of Agreement This Memorandum of Purchase Agreement ("Memorandum") is entered into as of ..,--,-----201_, by and between LEWIS LAND DEVELOPERS, LLC, a Delaware limited liability company ("Developer"), whose address is 1156 N, Mountain Avenue, Upland, CA 91786 and the City of Grand Terrace ("City"), whose address is 22795 Barton Road, Grand Terrace, CA. 1. Sale of Property to Developer. Pursuant to that certain unrecorded Disposition and Development Agreement dated December 19, 2016, by and between City and Developer (the "DDA"), which DDA is by this reference incorporated herein, City has sold and conveyed to Developer fee title to that certain real property particularly described in Attachment "1" attached hereto and incorporated herein by this reference (the "Property"). 2. Right of Repurchase. Pursuant to the terms and prov1s1ons of the DDA, Developer has granted to City the right to repurchase the Property in the event that Developer not has not commenced the grading of at least a ten (10) acre portion of the Property pursuant to a grading plan approved by the City prior to the first to occur of (i) the date five (5) years after the Final Approval of all Land Use Entitlements (as defined in the DDA) for the Property or (ii) the date seven (7) years after the close of escrow for Developer's acquisition of the Property. In the event of any conflict or inconsistency between this Memorandum and the DDA, the DDA shall control. 3. Automatic Termination. This Memorandum shall automatically terminate and be of no further force or effect on the first to occur of (i) the commencement of the grading of at least a ten (10) acre portion of the Property pursuant to a grading plan approved by the City or (ii) [Insert date 7 years and 2 months from Closing] ("Termination Date"). From and after the Termination Date, neither this Memorandum nor the DDA shall constitute a lien, charge, or encumbrance upon or against, or shall otherwise bind, benefit, burden, affect or run with, the Property and shall be deemed eliminated from title to the Property. 4. Successors and Assigns. This Memorandum and the DDA shall bind and inure to the benefit of the parties and their respective heirs, successors and assigns. I.13.b Packet Pg. 275 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) 6. No Alteration of DDA. This Memorandum is subject to the terms, covenants, conditions and provisions of the DDA and is not intended and shall not be construed to alter, modify, limit, abridge or enlarge any of the terms, covenants, conditions or provisions of the DDA. 7. Governing Law. This Memorandum and the DDA shall be governed by, and construed and enforced in accordance with, the laws of the State of California. IN WITNESS WHEREOF, the undersigned have caused this Memorandum to be executed by their duly authorized representatives as of the date first set forth above. "CITY" CITY OF GRAND TERRACE By: ___________ _ Name: __________ _ Its: ___________ _ APPROVED AS TO FORM By: __________ _ Name:. _________ _ Its: City Attorney Dated:. _________ _ "DEVELOPER" LEWIS LAND DEVELOPERS, LLC, a Delaware limited liability company By: LEWIS MANAGEMENT CORP., a California corporation -Its Manager By:. ___________ _ Name: __________ _ Its: ------------- Dated: __________ _ I.13.b Packet Pg. 276 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF ________ ) ) SS. COUNTY OF _______ ) On , 201_, before me,---------------- a notary public, personally appeared ---------------------' who proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENAL TY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. Witness my hand and official seal. Notary Public (Seal) I.13.b Packet Pg. 277 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. SS. COUNTY OF _______ _ On , 201_, before me, _______________ _ a notary public, personally appeared --:-0----,-.,...----,-.,----,---.,.,----,--,-----,-----.,.~·· who proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENAL TY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. Witness my hand and official seal. Notary Public (Seal) I.13.b Packet Pg. 278 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) ATTACHMENT 1 LEGAL DESCRIPTION OF THE PROPERTY THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF GRAND TERRACE, COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS: TO BE ATTACHED TO ORIGINAL PRIOR TO EXECUTION I.13.b Packet Pg. 279 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) ·-------- EXHIBIT H FORM OF PROMISSORY NOTE Note Date: Note Amount: $642,000.00 For value received, The City of Grand Terrace, a public body, corporate and politic ("Maker"), promises to pay to Lewis Land Developers, LLC, a Delaware limited liability company ("Holder"), or order, the sum of Six Hundred Forty-two Thousand and no/100 Dollars ($642,000.00) with interest thereon from the date written above until this Promissory Note ("Note") is paid in full at the rate of interest set forth below, such principal, interest, and other amounts to be due and payable as follows: · 1. Interest. The principal balance of this Note outstanding from time to time shall bear interest from the date of this Note through the date of payment in full at the rate of the annual average return of the Local Agency Investment Fund ("LAIF") for the preceding year plus one percent (LAIF + 1%)(subject to Section 7 below), compounded annually. 2. Payments. Maker agrees to pay this Note as follows: 2. 1 Maker agrees to pay three (3) annual installments of principal in the amount of Two Hundred Fourteen Thousand and no/100 Dollars ($214,000.00) each and all accrued but unpaid interest, beginning on the date one (1) year after the date of this Note and, subsequently, on the same day of each of the next two years, until the Maturity Date (defined below). 2.2 The outstanding principal balance of this Note, together with all accrued but unpaid interest thereon and any and all other charges arid other amounts due and owing hereunder, shall be due and payable in full on the date that is three (3) years after the date of this Note ("Maturity Date"). 2.3 All payments hereunder, including payments of principal, interest, any late charges, and other sums due, shall be due and payable in lawful money of the United States of America and without setoff, deduction or counterclaim of any kind whatsoever. Unless otherwise specifically provided herein, all payments hereon shall be applied first to late charges, then to interest and last to principal. 3. Prepayment. Maker may prepay this Note, in whole or in part, from time to time, without prepayment premium or penalty. No partial prepayment shall extend or postpone the. due date of any subsequent payment or change the amount of any payment. 4. Deed of Trust. Maker's payment and performance of Maker's obligations under this Note are secured by a deed of trust in favor of Fidelity Title Company, as trustee, recorded against Maker's interest in certain real property described therein ("Deed of Trust"). 5. Default. The occurrence of any of the following shall constitute an "Event of Default": (a) Maker's failure to pay any money when due under this Note, Maker agreeing that time is of the essence as to all of Maker's payment and performance obligations in this Note and the Deed of Trust; I.13.b Packet Pg. 280 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) (b) Maker's failure to perform, observe or comply with any other terms, covenants, conditions or provisions in this Note and/or the Deed of Trust and such failure continues for ten (10) days after written notice thereof, or if the failure cannot reasonably be cured within such ten (10) day period, such longer period of time as may be reasonably necessary to cure the failure so long as Maker promptly commences the cure and diligently pursues it to completion. Without limiting the generality of the foregoing, the Deed of Trust contains the following provision to which the Maker expressly agrees to be bound: "IF THE TRUSTOR SHALL SELL, CONVEY, TRANSFER OR ALIENATE THE PROPERTY, OR ANY PART THEREOF, OR ANY INTEREST THEREIN, OR AGREE TO DO SO, OR SHALL BE DIVESTED OF TITLE OR ANY INTEREST THEREIN, IN ANY MANNER OR WAY, WHETHER VOLUNTARILY OR INVOLUNTARILY, WITHOUT THE PRIOR WRITTEN CONSENT OF THE BENEFICIARY BEING FIRST HAD AND OBTAINED, BENEFICIARY SHALL HAVE THE RIGHT, AT ITS OPTION, EXCEPT AS PROHIBITED BY LAW, TO DECLARE ANY INDEBTEDNESS OR OBLIGATIONS SECURED HEREBY, IMMEDIATELY DUE AND PAYABLE, IRRESPECTIVE OF THE MATURITY DATE SPECIFIED IN ANY NOTE EVIDENCING THE SAME AND THE CONSENT TO ONE TRANSFER SHALL NOT BE DEEMED A CONTINUING CONSENT TO ANY SUBSEQUENT TRANSFER." (c) Any repudiation of any obligation under this Note or the Deed of Trust; ( d) The release of any hazardous substance as defined in California Code of Civil Procedure 726.5 in, on or about the real property which is the subject of the Deed of Trust; ( e) If any execution, attachment or judgment involving monetary damages shall be entered against Maker which shall be a lien on the assets of Maker or any portion thereof or interest therein and such execution, attachment or judgment is not released, bonded, satisfied, vacated or stayed within sixty (60) days after its entry or levy; (f) Maker admits in writing Maker's inability to pay Maker's debts as they become due, makes a general assignment for the benefit of creditors or files any petition or action for relief under any bankruptcy, reorganization, insolvency or moratorium law or under any other law for the relief of, or relating to, debtors; or (g) Maker fails to have dismissed or vacated within forty-five ( 45) calendar days following the date of filing any involuntary petition against Maker under any bankruptcy, reorganization, insolvency or moratorium law or under any other law for the relief of, or relating to, debtors. 6. Acceleration. Upon the occurrence and during the continuance of any Event of Default, then at the option of Holder, regardless of any prior forbearance, all sums remaining unpaid under this Note shall become immediately due and payable, and Holder may pursue foreclosure proceedings. 7. Default Rate. After an Event of Default occurs, the interest rate on this Note set forth in Section 1 above shall increase to ten percent (10%) per annum. I.13.b Packet Pg. 281 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) ---------------- 8. Late Charge. If any payment of principal and/or interest payable hereunder is not paid within five (5) days after its due date, then in addition to all other rights of Holder in this Note, Maker shall pay a late charge as additional interest, equal to six percent (6%) of the delinquent payment, which late charge Maker and Holder agree represents a good faith and fair and reasonable estimate of the probable extraordinary cost to Holder of such delinquency. 9. Usury. Maker and Holder acknowledge and agree this Note is a purchase money promissory note and is therefore not a "loan or forbearance" under California's usury laws (the "Usury Law"), that this Note is secured by a deed of trust recorded against real property and has been arranged by a licensed real estate broker, and the Usury Law does not apply to this Note. If it is judicially determined that the Usury Law applies to this Note, then Maker and Holder agree that the total liability for payments in the nature of interest shall not exceed the limits imposed by the Usury Law. If fulfillment of any provision of this Note or of any other agreement evidencing or securing this Note's debt, at the time performance of such provisions shall be due, involves the payment of interest in excess of that authorized by the Usury Law, and if Holder ever receives as interest an amount in excess of that allowed by the Usury Law, then the amount that would be excessive interest shall be applied to the reduction of the unpaid principal balance due under this Note and not to the payment of interest. 10. No Waiver. The acceptance by Holder of any amount in payment of less than the full amount due and payable shall not constitute a waiver of Holder's right to accelerate the indebtedness at that time or any subsequent time or nullify any prior acceleration unless Holder has expressly waived such right in writing or such waiver is effected by operation of law. No delay or omission by Holder in exercising any right under this Note or the Deed of Trust shall operate as a waiver of that right on any future occasion or of any other rights of Holder under this Note or the Deed of Trust. 11. Waivers. Maker and each surety, guarantor, and endorser, jointly and severally and to the full extent permitted by law: (a) waives any and all lack of diligence and delays in the collection or enforcement hereof, presentment for payment, protest and demand and notice of protest, demand, dishonor and nonpayment of this Note, (b) agrees this Note, or any payment hereunder, may be extended from time to time only in Holder's sole and absolute discretion or this Note may be renewed without notice, and without releasing the undersigned Maker or any surety, guarantor, or endorser, (c) consents to Holder's acceptance of any security, and/or release of any security, for this Note, without in any way affecting Maker's or any surety's, guarantor's, or endorser's liability; and (d) waives to the fullest extent permitted by law any right to plead any and all statutes of limitation as a defense to any duty, obligation, or liability of Maker under this Note and/or the Deed of Trust. 12. Attorney's Fees. In any legal action under this Note (expressly including any bankruptcy action), then the prevailing party shall be entitled to recover from the other party all costs and expenses, including the actual fees of its attorneys incurred for the prosecution, defense, consultation or advise in any such action or proceeding 13. Severability. The provisions of this Note are intended by Holder and Maker to be severable and divisible and the invalidity or unenforceability of a provision or term herein shall not invalidate or render unenforceable the remainder of this Note or any part thereof. 14. Notices. No notice, request, demand, instruction, or other document to be given I.13.b Packet Pg. 282 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) hereunder to any party shall be effective for any purpose unless personally delivered, delivered by commercial overnight delivery service, sent by certified or registered mail, return receipt requested, to the appropriate address set forth below, or transmitted via electronic mail (email) or fax to the email address or fax number set forth below. For all purposes herein, notices shall be provided as follows: If to Holder, to: With copy to: With copy to: If to Maker, to: With copy to: Attention: Mr. John M. Goodman Lewis Management Corp. 1156 N Mountain Avenue Upland, CA 91786 P. 0. Box 670 Upland, CA 91785-0670 Fax: (909) 949-6700 Email: john.goodman@lewismc.com Attention: Kenneth P. Corhan, Esq. Lewis Management Corp. 1156 N Mountain Avenue Upland, CA 91786 P. 0. Box 670 Upland, CA 91785-0670 Fax: (909) 949-6725 Email: ken.corhan@lewismc.com Attention: Joseph M. Manisco, Esq. Samuels Green & Steel, LLP 19800 MacArthur Blvd., Suite 1000 Irvine, CA 92612-2433 Fax: (949) 263-0005 Email: joe.manisco@sgsattorneys.com Attention: Harold G. Duffey, City Manager City of Grand Terrace 22795 Barton Road Grand Terrace, CA 92313 Telephone: (909) 824-6621 Fax: Assistant City Manager Notices delivered by commercial overnight delivery service shall be deemed to have been given the next business day after deposit with the courier and notices mailed shall be deemed to have been given on the second day following deposit of same in any United States Post Office mailbox in the state to which the notice is addressed or on the third day following deposit in any such post office box other than in the state to which the notice is addressed, postage prepaid, addressed as set forth above. Notices sent via email shall be deemed delivered the same business day transmitted. The addresses, addressees, email addresses and fax numbers for the purpose of this paragraph, may be changed by giving written notice of such change in the manner I.13.b Packet Pg. 283 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) herein provided for giving notice. Unless and until such written notice of change is received, the last address, addressee, email address and telecopy number stated by written notice, or provided herein if no such written notice of change has been received, shall be deemed to continue in effect for all purposes hereunder. Delivery of a copy of a notice as set forth above shall be required to effectuate notice hereunder. · 15. Governing Law. This Note shall be governed by and construed in accordance with the laws of the State of California. 16. Amendment. No covenant or other provision of this Note may be amended other than a written instrument signed by Maker and Holder and no covenant or default under the Deed of Trust may be waived other than by a written instrument signed by the party so waiving such covenant or default; provided, however, that no such written waiver shall extend or impair any obligation not expressly waived or impair any right consequent thereto. Any waiver may be given subject to the satisfaction of conditions stated therein. 17. Successors and Assigns. All covenants and agreements herein shall be deemed material, and shall bind the Maker's successors and assigns, whether so expressed or not, and all such covenants and agreements shall inure to the benefit of Holder hereof and its nominees, successors and assigns, whether so expressed or not. 18. Reconveyance. Upon written request for reconveyance by Maker, provided that all sums due hereunder as of the date of such request have been paid, Maker shall surrender this Note and the Deed of Trust securing the same to the Trustee for cancellation and/or retention as appropriate. Maker shall cause Trustee to reconvey, without warranty, the Property which is the subject of the Deed of Trust. Five (5) years after issuance of such full reconveyance, Trustee may destroy this Note and the Deed of Trust. MAKER: CITY OF GRAND TERRACE By: ___________ _ Name: ----------- 1 ts: ------------- Dated: ----------- APPROVED AS TO FORM By: __________ _ Name: ----------1 ts: City Attorney Dated: ---------- I.13.b Packet Pg. 284 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) EXHIBIT I FORM OF DEED OF TRUST RECORDING REQUESTED BY: FIDELITY NATIONAL TITLE COMPANY AND WHEN RECORDED MAIL TO: Lewis Land Developers, LLC c/o Lewis Management Corp. 1156 N. Mountain Avenue P. 0. Box 670 Upland, CA 91785-0670 ORDER NO.: Parcel No.: SPACE ABOVE THIS LINE FOR RECORDER'S USE DEED OF TRUST WITH ASSIGNMENT OF RENTS This DEED OF TRUST, made , between The City of Grand Terrace, a public body, corporate and politic, herein called "Trustor", whose address is 22795 Barton Road, Grand Terrace, CA 92313 Fidelity National Title Company, a California Corporation, herein called "Trustee", and Lewis Land Developers, LLC, a Delaware limited liability company, herein called "Beneficiary", Trustor irrevocably grants, transfers and assigns to Trustee in Trust, with Power of Sale, that property in the City of Grand Terrace, County of San Bernardino, California ("Property"), described as: SEE EXHIBIT "A" ATTACHED HERETO AND MADE A PART HEREOF, Together with the rents, issues and profits thereof, subject, however, to the right, power and authority hereinafter given to and conferred upon Beneficiary to collect and apply such rents, issues and profits. For the Purpose of Securing (1) Payment of the indebtedness evidence by one promissory note of even date herewith executed by Trustor in favor of Beneficiary or order in the principal sum of Six Hundred Forty-two Thousand and No/100 Dollars ($642,000.00), (2) Performance of each agreement of Trustor contained herein or incorporated by reference and (3) Payment of additional sums that may hereafter be borrowed from Beneficiary by the then record owner of said property, when evidenced by another promissory note (or Notes) reciting it is so secured. To protect the security of this Deed of Trust, Trustor agrees: By the execution and delivery of this Deed of Trust and the note secured hereby, that provisions (1) to (5), inclusive, of Section A and provisions (1) to (10), inclusive, of Section B of the fictitious deed of trust recorded in the book and at the page of Official Records in the office of the county recorder of the county where said property is located, noted below opposite the name of such county, vis.: COUNTY BOOK PAGE COUNTY BOOK PAGE COUNTY BOOK PAGE COUNTY BOOK PAGE Alameda 1288 556 Kings 858 713 Placer 1028 379 Sierra 38 187 Alpine 3 130-31 Lake 437 110 Plumas 166 1307 Siskiyou 506 762 Amador 133 438 Lassen 192 367 Riverside 3788 347 Solano 1287 621 Butte 1330 513 Los T-3878 874 Sacramento 71-10-615 Sonoma 2067 427 Angeles 26 Calaveras 185 338 Madera 911 136 San Benito 300 405 Stanislaus 1970 56 Colusa 323 391 Marin 1849 122 San Bernardino 6213 768 Sutter 655 585 Contra 4684 1 Mariposa 90 453 San Francisco A-804 596 Tehama 457 183 I.13.b Packet Pg. 285 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) Costa Del Norte 101 549 Mendocino 667 99 San Joaquin 2855 283 Trinity 108 595 El Dorado 704 635 Merced 1660 753 San Luis 1311 137 Tulare 2530 108 Obispo Fresno 5052 623 Modoc 191 93 San Mateo 4788 175 Tuolumne 177 160 Glenn 469 76 Mono 69 302 Santa Barbara 2065 881 Ventura 2607 237 Humboldt 801 83 Monterey 357 239 6626 664 Yolo 769 16 Imperial 1189 701 Napa 704 742 Santa Cruz 1638 607 Yuba 398 693 Inyo 165 672 Nevada 363 94 Shasta 800 633 Kern 3756 690 Orange 7182 18 San Diego SERIES 5 Book 1964, Page 149774 (which prov1s1ons, identical in all counties are printed on the reverse hereof) hereby are adopted and incorporated herein and made a part hereof as fully as though set forth herein at length; that he will observe and perform said provisions; and that the references to property, obligations, and parties in said provisions shall be construed to refer to the property, obligations, and parties set forth in the Deed of Trust. IF THE TRUSTOR SHALL SELL, CONVEY, TRANSFER OR ALIENATE THE PROPERTY, OR ANY PART THEREOF, OR ANY INTEREST THEREIN, OR AGREE TO DO SO, OR SHALL BE DIVESTED OF TITLE OR ANY INTEREST THEREIN, IN ANY MANNER OR WAY, WHETHER VOLUNTARILY OR INVOLUNTARILY, WITHOUT THE PRIOR WRITTEN CONSENT OF THE BENEFICIARY BEING FIRST HAD AND OBTAINED, BENEFICIARY SHALL HAVE THE RIGHT, AT ITS OPTION, EXCEPT AS PROHIBITED BY LAW, TO DECLARE ANY INDEBTEDNESS OR OBLIGATIONS SECURED HEREBY, IMMEDIATELY DUE AND PAYABLE, IRRESPECTIVE OF THE MATURITY DATE SPECIFIED IN ANY NOTE EVIDENCING THE SAME AND THE CONSENT TO ONE TRANSFER SHALL NOT BE DEEMED A CONTINUING CONSENT TO ANY SUBSEQUENT TRANSFER. The undersigned Truster, requests that a copy of any notice of default and any notice of sale hereunder be mailed to him at this address hereinbefore set forth. All terms and conditions set forth in the Rider to Deed of Trust attached hereto as Exhibit "B" are incorporated herein. CITY OF GRAND TERRACE APPROVED AS TO FORM By: __________ _ Name: ---------- 1 ts: City Attorney Dated: _________ _ I.13.b Packet Pg. 286 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA COUNTY OF SAN BERNARDINO }ss: On ______________ before me, a Notary Public, personally appeared ____ _ who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies) and that by his/her/their signature(s)on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENAL TY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature---------------(Notary Seal) I.13.b Packet Pg. 287 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) DO NOT RECORD The following is a copy of Subdivision A and B of the fictitious Deed of Trust recorded in each county in California as stated in the foregoing Deed of Trust and incorporated by reference is said Deed of Trust as being a part thereof as if set forth at length therein. A. To protect the security of this Deed of Trust, Truster agrees: (1) To keep said property in good condition and repair not to remove or demolish any building thereon; to complete or restore promptly and in good and workmanlike manner any building which may be constructed, damaged or destroyed thereon and to pay when due all claims for labor performed and materials furnished therefore; to comply with all laws affecting said property or requiring any alterations or improvements to be made thereon, not to commit or permit waste thereof; not to commit, suffer or permit any act upon said property in violation of law; to cultivate, irrigate, fertilize, fumigate, prune and do all other acts which from the character or use of said property may be reasonably necessary, the specific enumerations herein not excluding the general. (2) To provide, maintain and deliver to Beneficiary fire insurance satisfactory to and with loss payable to Beneficiary. The amount collected under any fire or other insurance policy may be applied by Beneficiary upon any indebtedness secured hereby and in such order as Beneficiary may determine, or at option of Beneficiary the entire amount so collected or any part thereof may be released to Truster. Such application or release shall not cure or waive any default or notice of default hereunder or invalidate any act done pursuant to such notice. (3) To appear in and defend any action or proceeding purporting to affect the security hereof or the rights or powers of Beneficiary or Trustee; and to pay all costs and expenses, including cost of evidence of title and attorney's fees in a reasonable sum, in any such action or proceeding in which Beneficiary or Trustee may appear, and in any suit brought by Beneficiary to foreclose this Deed. (4) To pay: at least ten days before delinquency all taxes and assessments affecting said property, including assessments on appurtenant water stock; when due, all encumbrances, charges and liens, with interest, on said property or any part thereof, which appear to be prior or superior hereto; all costs, fees and expenses of this Trust. Should Truster fail to make any payment or to do any act as herein provided, then Beneficiary or Trustee, but without obligation so to do and without notice to or demand upon Truster and without releasing Truster from any obligation hereof, may: make or do the same in such manner and to such extent as either may deem necessary to protect the security hereof, Beneficiary or Trustee being authorized to enter upon said property for such purposes; appear in and defend any action or proceeding purporting to affect the security hereof or the rights or powers of Beneficiary or Trustee; pay, purchase, contest or compromise any encumbrance, charge or lien which in the judgment of either appears to be prior or superior hereto; and, in exercising any such powers, pay necessary expenses, employ counsel and pay his reasonable fees. (5) To pay immediately and without demand all sums so expended by Beneficiary or Trustee, with interest from date of expenditure at the amount allowed by law in effect at the date hereof, and to pay for any statement provided for by law in effect at the date hereof regarding the obligation secured hereby any amount demanded by the Beneficiary not to exceed the maximum allowed by law at the time when said statement is demanded. B. It is mutually agreed: (1) That any award of damages in connection with any condemnation for public use of or injury to said property or any part thereof is hereby assigned and shall be paid to Beneficiary I.13.b Packet Pg. 288 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) who may apply or release such moneys received by him in the same manner and with the same effect as above provided for disposition of proceeds of fire or other insurance. (2) That by accepting payment of any sum secured hereby after its due date, Beneficiary does not waive his right either to require prompt payment when due of all other sums so secured or to declare default for failure so to pay. (3) That at any time or from time to time, without liability therefore and without notice, upon written request of Beneficiary and presentation of this Deed and said note for endorsement, and without affecting the personal liability of any person for payment of the indebtedness secured hereby, Trustee may: reconvey any part of said property; consent to the making of any map or plate thereof; join in granting any easement thereon; or join in any extension agreement or any agreement subordinating the lien or charge hereof. ( 4) That upon written request of beneficiary stating that all sums secured hereby have been paid, and upon surrender of this Deed and said note to Trustee for cancellation and retention or other disposition as Trustee in its sole discretion may choose and upon payment of its fees, Trustee shall reconvey, without warranty, the property then hereunder. The recitals in such reconveyance of any matter or facts shall be conclusive proof of the truthfulness thereof. The Grantee in such reconveyance may be described as "the person or persons legally entitled thereto." (5) That as additional security, Truster hereby gives to and confers upon Beneficiary the right, power and authority, during the continuances of these Trusts, to collect the rents, issues and profits of said property, reserving unto Truster the right, prior to any default by Truster in payment of any indebtedness secured hereby or in performance of any agreement hereunder, to collect and retain such rents, issues and profits as they become due and payable. Upon any such default, Beneficiary may at any time without notice, either in person, by agent, or by a receiver to be appointed by a court, and without regard to the adequacy of any security for the indebtedness hereby secured, enter upon and take possession of said property or any part thereof, in his own name sue for or otherwise collect such rents, issues, and profits, including those past due and unpaid, and apply the same, less costs and expenses of operation and collection, including reasonable attorney's fees, upon any indebtedness secured hereby, and in such order as Beneficiary may determine. The entering upon and taking possession of said property, the collection of such rents, issues and profits and the application thereof as aforesaid, shall not cure or waive any default or notice of default hereunder or invalidate any act done pursuant to such notice. (6) That upon default by Truster in payment of any indebtedness secured hereby or in performance of any agreement hereunder, Beneficiary may declare all sums secured hereby immediately due and payable by delivery to Trustee of written declaration of default and demand for sale and of written notice of default and of election to cause to be sold said property, which notice Trustee shall cause to be filed for record. Beneficiary also shall deposit with Trustee this Deed, said note and all documents evidencing expenditures secured hereby. After the lapse of such time as may then be required by law following the recordation of said notice of default, and notice of sale having been given as then required by law, Trustee, without demand on Truster, shall sell said property at the time and place fixed by it in said notice of sale, either as a whole or in separate parcels, and in such order as it may determine, at public auction to the highest bidder for cash in lawful money of the United States, payable at time of sale, Trustee may postpone sale of all or any portion of said property by public announcement at such time and place of sale, and from time to time thereafter may postpone such sale by public announcement at the time fixed by the preceding postponement. Trustee shall deliver to such purchaser its deed conveying the property so sold, but without any covenant or warranty, express or implied. The recitals in such deed of any matters or facts shall be conclusive proof I.13.b Packet Pg. 289 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) of the truthfulness thereof. Any person, including Truster, Trustee, or Beneficiary as hereinafter defined, may purchase at such sale. After deducting all costs, fees and expenses of Trustee and of this Trust, including cost of evidence of title in connection with sale, Trustee shall apply the proceeds of sale to payment of: all sums expended under the terms hereof, not then repaid, with accrued interest at the amount allowed by law in effect at the date hereof; all other sums then secured hereby; and the remainder, if any, to the persons legally entitled thereto. (7) Beneficiary, or any successor in ownership of any indebtedness secured hereby, may from time to time, by instrument in writing, substitute a successor or successors to any Trustee named herein or acting hereunder, which instrument, executed by the Beneficiary and duly acknowledged and recorded in the office of the recorder of the county or counties where said property is situated, shall be conclusive proof of proper substitution of such successor Trustee or Trustees, who shall, without conveyance from the Trustee predecessor, succeed to all its title, estate, rights, powers and duties. Said instrument must contain the name of the original Truster, Trustee and Beneficiary hereunder, the book and page where this Deed is recorded and the name and address of the new Trustee. (8) That this Deed applies to, insures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators, executors, successors and assigns. The term Beneficiary shall mean the owner and holder, including pledges, of the note secured hereby, whether or not named as Beneficiary herein. In this Deed, whenever the context so requires, the masculine gender includes the feminine and/or neuter, and the singular number includes the plural. (9) That Trustee accepts this Trust when this Deed, duly executed and acknowledged, is made a public record as provided by law. Trustee is not obligated to notify any party hereto of pending sale under any other Deed of Trust or of any action or proceeding in which Truster, Beneficiary or Trustee shall be a party unless brought by Trustee. I.13.b Packet Pg. 290 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) REQUEST FOR FULL RE CONVEY ANGE TO FIDELITY NATIONAL TITLE COMPANY, TRUSTEE: The undersigned is the legal owner and holder of the note or notes, and of all other indebtedness secured by the foregoing Deed of Trust. Said note or notes, together with all other indebtedness secured by said Deed of Trust, have been fully paid and satisfied; and you are hereby requested and directed, on payment to you of any sums owing to you under the terms of said Deed of Trust, to cancel said note or notes above mentioned, and all other evidences of indebtedness secured by said Deed of Trust delivered to you herewith, together with the said Deed of Trust, and to reconvey, without warranty, to the parties designated by the terms of said Deed of Trust, all the estate now held by you under the same. Signature must be notarized Please mail Deed of Trust, Note and Reconveyance to----------------------------- Do not lose or destroy this Deed of Trust OR THE NOTE which it secures. Both must be delivered to the Trustee for cancellation before reconveyance will be made. I.13.b Packet Pg. 291 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) EXHIBIT "A' TO DEED OF TRUST LEGAL DESCRIPTION OF THE PROPERTY TO BE ATTACHED TO ORIGINAL PRIOR TO EXECUTION I.13.b Packet Pg. 292 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) EXHIBIT "B" TO DEED OF TRUST RIDER TO DEED OF TRUST This Rider to Deed of Trust is attached to and made a part of that certain Deed of Trust with Assignment of Rents dated as of , by and among, Fidelity Title Company ("Trustee"), The City of Grand Terrace, a public body, corporate and politic ('Truster") and Lewis Land Developers, LLC, a Delaware limited liability company ("Beneficiary") covering certain property ("Property") consisting of approximately .,,..--~-~~~-(_) acres, more or less, in the City of Grand Terrace, County of San Bernardino, California, all as more particularly described in the body of said Deed of Trust. 1. Monetary Obligation. This Deed of Trust, as set forth more fully in the body hereof, is given to secure payment of that certain promissory note ("Note") with respect to Trustor's purchase of the Property in the original principal amount of Six Hundred Forty-two Thousand and No/100 Dollars ($642,000.00). 2. Satisfaction of Deed of Trust. At the time that all obligations of Truster are fulfilled and deemed terminated pursuant to the provisions hereof or of the Note, then this Deed of Trust shall be fully satisfied and released of record by Trustee on instructions from Beneficiary, which Beneficiary by acceptance and recordation of this instrument agrees to tender to Trustee promptly upon such occurrence. 3. Defaults. A Default in any of the provisions of this Deed of Trust ("Event of Default") shall empower Beneficiary to exercise any remedy permitted in law or equity, including, without limiting the generality of the foregoing, the remedy of Trustee's sale pursuant to the provisions of this Deed of Trust and election, pursuant to California Code of Civil Procedure Section 726.5, to waive its lien and exercise the rights of an unsecured creditor in the event of any environmental impairment of the Property which is the subject of this Deed of Trust. An Event of Default shall mean the occurrence of any of the following: 3.1 Trustor's failure to pay any money when due under the Note, Trustor agreeing that time is of the essence as to all of Trustor's payment and performance obligations under the Note and this Deed of Trust; 3.2 Trustor's failure to perform, observe or comply with any other terms, covenants, conditions or provisions in the Note and/or this Deed of Trust and such failure continues for ten (10) days after written notice thereof, or if the failure cannot reasonably be cured within such ten (10) day period, such longer period of time as may be reasonably necessary to cure the failure so long as Maker promptly commences the cure and diligently pursues it to completion. 3.3 Any sale, conveyance, transfer or alienation of the Property voluntary or involuntary. Without limiting the generality of the foregoing, this Deed of Trust contains the following provision to which the Maker expressly agrees to be bound: IF THE TRUSTOR SHALL SELL, CONVEY, TRANSFER OR ALIENATE THE PROPERTY, OR ANY PART THEREOF, OR ANY INTEREST THEREIN, OR AGREE TO DO SO, OR SHALL BE DIVESTED OF TITLE OR ANY INTEREST THEREIN, IN ANY MANNER OR WAY, WHETHER VOLUNTARILY OR INVOLUNTARILY, WITHOUT THE PRIOR WRITTEN I.13.b Packet Pg. 293 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) CONSENT OF THE BENEFICIARY BEING FIRST HAD AND OBTAINED, BENEFICIARY SHALL HAVE THE RIGHT, AT ITS OPTION, EXCEPT AS PROHIBITED BY LAW, TO DECLARE ANY INDEBTEDNESS OR OBLIGATIONS SECURED HEREBY, IMMEDIATELY DUE AND PAYABLE, IRRESPECTIVE OF THE MATURITY DATE SPECIFIED IN ANY NOTE EVIDENCING THE SAME AND THE CONSENT TO ONE TRANSFER SHALL NOT BE DEEMED A CONTINUING CONSENT TO ANY SUBSEQUENT TRANSFER; 3.4 Any repudiation of any obligation under this Deed of Trust or the Note; 3.5 The release of any hazardous substance as defined in California Code of Civil Procedure 726.5 in, on or about the Property; 3.6 If any execution, attachment or judgment involving monetary damages shall be entered against Trustor which shall be a lien on the assets of Trustor or any portion thereof or interest therein and such execution, attachment or judgment is not released, bonded, satisfied, vacated or stayed within sixty (60) days after its entry or levy; 3.7 Trustor admits in writing Trustor's inability to pay Trustor's debts as they become due, makes a general assignment for .the benefit of creditors or files any petition or action for relief under any bankruptcy, reorganization, insolvency or moratorium law or under any other law for the relief of, or relating to, debtors; or 3.8 Trustor fails to have dismissed or vacated within forty-five ( 45) calendar days following the date of filing any involuntary petition against Trustor under any bankruptcy, reorganization, insolvency or moratorium law or under any other Jaw for the relief of, or relating to, debtors. 4. Attorney's Fees. In any legal action under this Deed of Trust (expressly including any bankruptcy action), then the prevailing party shall be entitled to recover from the other party all costs and expenses, including the actual fees of its attorneys incurred for the prosecution, defense, consultation or advise in any such action or proceeding. I.13.b Packet Pg. 294 At t a c h m e n t : A t t a c h m e n t I I - L e w i s G r o u p D D A ( L e w i s G r o u p M O U U p d a t e ) Gateway At Grand Terrace Specific Plan Land Use Summary --Gross , Dev. Max Max Res. Denslt) 1 Planning Area Acres Acres -FAR Dev. $F (dy/grog_ gc} Tatg[ Units 1 8.23 6.40 0.25 69,696 2 3.00 3.00 0.25 32,670 3 0.25 0.09 0.2 784 4 2.83 0.00 0.2 0 5 1.90 0.03 6 8.40 6.42 0.25 69,914 7 0.40 0.40 0.2 3,485 8 4.65 3.68 0.25 40,075 9 4.65 4.65 0.25 50,639 10 0.62 0.62 11 14.55 12.38 18 222.84 12 8.40 7.70 0.3 100,624 18 138.6 13 1.26 1.26 14 0.58 0.40 18 7.2 15 0.37 0.37 18 6.66 16 0.52 0.52 0.2 4,530 18 9.36 17 2.51 18 14.75 1.07 19 0.40 0.15 20 18.38 18.21 18 327.78 21 3.10 22 6.69 6.69 0.3 87,425 23 9.87 9.60 0.3 125,453 24 0.24 25 0.34 0.16 0.2 1,394 26 2.38 27 2.77 28 3.05 26,571 Van Buren Street 1.94 De Berry Street 1.95 Taylor Street 1.19 Riverside Canal 1.91 Total Area 132.08 85.48 613,259 709 --"' >· 1---- I.13.c Packet Pg. 295 At t a c h m e n t : A t t a c h m e n t I I I - G a t e w a y S p e c i f i c P l a n L a n d U s e S u m m a r y ( L e w i s G r o u p M O U U p d a t e ) Grand Terrace Improvement Cost Estimate Date: 11/3/20 GRAND TERRACE PHASE 1 Improvements Master Plan Storm Drain Grading (inc mitigation) $ 1,170,615.00 Bas1n"1'1mprovements $ !L,02910Q_O!OO: Sewer s - Storm Drain1 (Mlatllgan} -$ 481.1.,965.00i Water $ - Streets $ - Dry Utilities $ - SUBTOTAL $ 2,681,570.00 Survey 7% s 187,709.90 Geotechnical 5% s 134,078.50 Civil 7%1 $ 187,709.90 20% Contingency $ 536,314.00 TOTAL $ 3, 727 ,382.30 GRAND TERRACE PHASE 2 Improvements M aster Plan Storm Drain Sewer $0 Storm Drain (Pico) $ 419,312.so I Water $ -I Streets $ - Dry Utilities $ - Park $ - SUBTOTAL $ 419,312.50 Survey 7% $ 29,351.88 Geotechnical 5% s 20,965.63 Civil7% $ 29,351.88 20% Contingency $ 83,862.50 TOTAL $ 582,844.38 - GRAND TOTAL $ 4,310,226.68 City DIF Fund Balance $ (202,264.00) Lewis Project DIF $ (834,028.00) r llewis' C>bllgatlon €ost $ (~652,570.00), Excess Obligation Cost $ 1,621,364.68 ---- 1 I.13.d Packet Pg. 296 At t a c h m e n t : A t t a c h m e n t I V - C o s t E s t i m a t e ( L e w i s G r o u p M O U U p d a t e ) -· Proposed Spilt Rail Fence ?--1. :.::.. -~ "1 Playground ~ Existing Chainlink Fencing at Property Line • ~:~ ' I •• c: !ti a.. a. ~ c: 0 u ~ co ~ ·-ro E ~@ ··-~ ~ I '(; ::>--. u E-ro ~ 8 ~ f.) -co c ~ u ~ E Q) u ':lJ ~ E--~ _.... '"O ~ "'"' c "' -•.J. _i r >-\ .~ ·~ --..J· 'V ...,,, ..J I.13.e Packet Pg. 297 At t a c h m e n t : A t t a c h m e n t V - B a s e b a l l F i e l d a n d P a r k ( L e w i s G r o u p M O U U p d a t e ) CITY OF GRAND TERRACE PARKS & RECREATION ADVISORY COMMITTEE SPECIAL MEETING November 19, 2020 -4:15 p.m. City Hall Community Room -North 22795 Barton Road, Grand Terrace, CA 92313 MINUTES CALL MEETING TO ORDER: Chairman Brian Phelps convened the Regular Meeting of the Parks & Recreation Advisory Committee at 4:15 p.m. PLEDGE OF ALLEGIANCE: The Pledge of Allegiance was led by Committee Member Jeremy Rivera. ROLL CALL: ~ Present: Committee Members Rivera, Reagan; Vice-Chair Firnkoess; Chairman Phelps Absent: Committee Member Freund 1. Approve October 8, 2020 Regular Meeting Minutes Committee Member Reagan, moved with a second from Vice-Chair Firnkoess to approve the October 8, 2020 Regular Meeting minutes. Ayes: Committee Members Rivera, Reagan; Vice chair Firnkoess; Chairman Phelps Absent: Committee Member Freund 2. Public Comments None. 3. Discussion: Parks & Recreation Projects a. Art in Public Places G. Harold Duffey, City Manager provided the Parks & Recreation Advisory Committee with information from 2015 regarding Art in Public Places which I.13.e Packet Pg. 298 At t a c h m e n t : A t t a c h m e n t V - B a s e b a l l F i e l d a n d P a r k ( L e w i s G r o u p M O U U p d a t e ) Agenda Parks & Recreatf on Advisory Committee November 19, 2020 resulted in the program voluntary. City Manager Duffey asked the Committee to review the information given to them and bring back ideas to present to the Planning Commission to create a list. That list would then be presented to developers to for voluntary implementation. b. Community Garden City Manager Duffey briefed the Committee on options for a meeting. The Community Garden meeting, which was scheduled for November 13, 2020 is to be rescheduled for some time in January 2021. c. Blue Mountain Trail Property owner is interested in the possible sale to the City a portion of the property to access to the Blue Mountain Trail. The grant funds awarded for the Blue Mountain Trail do not expire until 2023. d. Gateway Specific Plan -Baseball and Community Park City Manager Duffey provided the Committee with park plans from the developer. The Committee suggested that the playground equipment have coverings installed to deflect the heat. The Committee would also like to know what the distance is from the baseball field to the parking lot, as well as the estimated time of completion. 4. Committee Member Comments Vice-Chair Fimkoess would like the City to provide a step and repeat backdrop, with each of the Grand Terrace High School Seniors names, to use throughout the year at various events before graduation. City Manager Duffey suggested that the group apply for the City's Community Benefit Fund grant to purchase the step and repeat backdrop. Vice-Chair Fimkoess also requested that the City post the Grand Terrace High School Senior photos on its Website, Facebook page and Channel 3 programming. Vice-Chair Fimkoess had to depart the Committee meeting at 5: 10 p.m. Chairman Phelps wanted to know if the City's parks would be closed soon due to the new restrictions coming down from the State. City Manager Duffey stated the park closures are in a holding pattern at this time. 5. StaffComments I.13.e Packet Pg. 299 At t a c h m e n t : A t t a c h m e n t V - B a s e b a l l F i e l d a n d P a r k ( L e w i s G r o u p M O U U p d a t e ) Agenda Parks & Recreation Advisory Committee November 19, 2020 None. 6. Adjournment Chairman Phelps adjourned the Regular Meeting of the Parks & Recreation Advisory Committee at 5:30 p.m. Brian Phelps, Chairman Debra L. Thomas, Committee Secretary Next Meeting Date: December 10, 2020 @ 4: 15 p.m. I.13.e Packet Pg. 300 At t a c h m e n t : A t t a c h m e n t V - B a s e b a l l F i e l d a n d P a r k ( L e w i s G r o u p M O U U p d a t e ) r L LEGEND ·-·· L Lewis Phase I Storm Drain Improvements lewis Phase II Storm Drain Improvements Storm Drain Improvements by Others -1 -1 I.--.f..:...:. I I I -__ L !-.._ I I . I I I I Ir, PROP. 1B"SD PROP. 36"50 t • ... J -i- -1 t BERRY STAEE PROP. 24"50 ,_ ,-- I l VAN BUREN STREET PROP. 54"50 J RI CK ·- BASIN 35 AC-FT PROP. 36"50 · PROP. 1B"50 PROP. 24"50 PROP. 24"50 PROP.~4"50 I PROP. 2r so r~--J I PROP. 1e·so ... .... ~ ... Ill ! _,, ,.. c ... PROP. 18"50 ----P"" MAIN STREET ll-I 1710 KlWAAVENUE • SUrTE 100 Rl\'ERSID£, CA t.2S01 "' 111l.0101 (FAX)l~t.112.0723 IT I 1 I j-- PROP.4B"SO I PROP. .t 42" D PICO STREET -j I -1' __), / It I I t I I I ----I-_1~1 1 ..L ] I SCALE1 t• = 400' r"\-dP"'I I I 400 0 400 BOO JN 18512 I [ .. jj . ii! 0 _J I.13.f Packet Pg. 301 At t a c h m e n t : A t t a c h m e n t V I - S t o r m D r a i n ( L e w i s G r o u p M O U U p d a t e ) FIRST AMENDMENT TO MEMORANDUM OF UNDERSTANDING This First Amendment to Memorandum of Understanding ("Amendment") is entered into as of the date of the last of the signatures in the signature blocks below ("Amendment Date") by and between CITY OF GRANO TERRACE, a public body, corporate and politic ("City") and LEWIS LANO DEVELOPERS, LLC, a Delaware limited liability company ("Developer") and it amends that certain Memorandum of Understanding by and between City and Developer dated as of April 19, 2017 ("MOU"). All terms defined in the MOU shall have the same meaning when used herein. RECITALS A Pursuant to the MOU, among other things, City and Developer agreed to certain mitigation measures and fair share allocations deemed by them to be appropriate for the Project, as set forth in as Exhibit "B" attached to the MOU and titled "Mitigation Measures And Fair Share Allocations For Project". B. The Parties now desire by this Amendment to clarify and provide additional detail to the "Mitigation Measures And Fair Share Allocations for Project", as more particularly set forth in the "Supplement to Exhibit B" attached hereto. OPERATIVE PROVISIONS NOW, THEREFORE, for and in consideration of the mutual covenants and agreements contained in this Amendment, and other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, City and Developer hereby agree as follows: 1. Supplement to Exhibit "B". For purposes of clarifying and providing additional detail to Exhibit "B" of the MOU, titled "Mitigation Measures And Fair Share Allocations for Project", the "Supplement to Exhibit B" attached hereto shall supplement and amend Exhibit "B" to the MOU. 2. MOU Unmodified. Except as modified by this Amendment, all of the terms and provisions of the MOU shall remain and continue unmodified and in full force and effect. From and after the date hereof, the term "MOU" shall be deemed to refer to the MOU, as amended and supplemented by this Amendment, including the "Supplement to Exhibit B" attached hereto. If and to the extent that any of the terms and provisions of this Amendment, including the "Supplement to Exhibit B", conflict or are otherwise inconsistent with any provisions of the MOU or Exhibit "B" attached thereto, the terms and provisions of this Amendment and "Supplement to Exhibit B" shall prevail. 3. Entire Agreement. This Amendment, together with the MOU, contains the entire understanding between City and Developer with respect to the matters stated herein. This Amendment cannot be changed in any manner except by a written agreement signed by City and Developer. 4. Governing Law. This Amendment shall be construed and enforced in accordance with the Laws of the State of California. 5. Signed In Counterparts. This Amendment may be executed simultaneously or in counterparts, each of which shall be deemed an original, but all of which together shall -1- I.13.g Packet Pg. 302 At t a c h m e n t : A t t a c h m e n t V I I - 1 s t A m e n d m e n t t o M O U ( L e w i s G r o u p M O U U p d a t e ) constitute one and the same Amendment. 6. Legal Advice. Each Party has received independent legal advice from its attorneys with respect to the advisability of executing this Amendment and the meaning of the provisions hereof. The provisions of this Amendment shall be construed as to the fair meaning and not for or against either Party based upon any attribution of that Party as the sole source of the language in question. IN WITNESS WHEREOF, City and Developer have duly executed this Amendment as of the date of the last of the signatures below. "CITY" CITY OF GRAND TERRACE, a public body, corporate and politic By: ___________ _ Darcy McNaboe, Mayor Dated: December_, 2020 ATTEST: Debra Thomas, City Clerk APPROVED AS TO FORM ALESHIRE & WYNDER, LLP By: _____________ __ Adrian Guerra City Attorney "DEVELOPER" LEWIS LAND DEVELOPERS, LLC, a Delaware limited liability company By: LEWIS MANAGEMENT CORP., a California corporation -Its Manager By: ___________ _ Name: ~---------------1 ts: --------------------- Dated: December_, 2020 I.13.g Packet Pg. 303 At t a c h m e n t : A t t a c h m e n t V I I - 1 s t A m e n d m e n t t o M O U ( L e w i s G r o u p M O U U p d a t e ) SUPPLEMENT TO EXHIBIT B The following terms clarify and provide additional detail to the "Mitigation Measures and Fair Share Allocations for Project" as further described in Exhibit "B" of the executed MOU dated April 19, 2017: A. Entitlements: 1) Developer will prepare the Specific Plan and associated EIR for the area depicted on Exhibit 1 attached hereto which shall be within the Specific Plan 2) Concurrent with City approval of the Specific Plan and EIR, City will adopt the following fee programs and associated Reimbursement Agreements: a. Specific Plan Fee applicable to property within the Specific Plan Area on a per developable acre basis. i. Fee increases 5% per annum and collected prior to building permit. ii. Fees are deposited into a separate account of the City to fund infrastructure improvements within the Specific Plan Area iii. Costs incurred by Developer in connection with the Specific Plan will be credited against the Specific Plan Fee attributable to the development of the Project Property. b. Focused Master Plan of Drainage Fee applicable to property tributary to the basins (refer to 03 Study) on a per acre basis. i. Fee increases by CPI per annum and collected prior to building permit. ii. Fees are deposited into a separate account of the City to reimburse Developer for costs in excess of obligations. c. DIF CrediVReimbursement Agreements for a 20-year term subject to CPI increases for public improvements as further described in Section C and D. B. City Review Process: 1) City and Developer agree that there is substantial mutual benefit to both Parties as a result of the Project. a. Developer will reimburse City for staff and consultant costs reasonably incurred with review of entitlement applications and plans. City will endeavor to invoice Developer monthly, with invoices identifying employee/consultant, hours, and tasks billed. b. As time is of the essence, City agrees to expedite all application and plan reviews. City agrees to employ or contract with qualified consultants to ensure expedited review schedules. C. Design of Improvements: 1) Developer will prepare the plans and specifications as follows: a. Storm Drain Improvement Plans i. Phase I: Van Buren to Michigan intersection ii. Phase II: Stub to Pico cul-de-sac b. Basin Improvement Plans c. Sewer Improvement Plans d. Water Improvement Plans e. Street Improvement Plans i. Include Grading/Improvements/Traffic Signals/Striping ii. Limits: Main Street to existing termination point of Commerce Way iii. Assume Interim (Phase I) and Ultimate (Phase II} -1- I.13.g Packet Pg. 304 At t a c h m e n t : A t t a c h m e n t V I I - 1 s t A m e n d m e n t t o M O U ( L e w i s G r o u p M O U U p d a t e ) f. Dry Utility Plans -Undergrounding and Line Extensions 2) Specifications/Contracting: a. Developer will prepare Contract Specifications and Bid Documents for all facilities eligible for public funding such as DIF Credits/Reimbursements, Measure I, CFO, and other Special Funding. b. City will review specifications and documents and assist Developer in posting and opening of the public bids in accordance with City standards. c. Developer will retain a qualified construction management consultant to review and award the bid, manage the contract, review certified payroll, process change orders, etc., in coordination with the City. 3) ROW Acquisition: a. City is responsible for all ROW acquisition, and will commit to utilizing Measure I CPNA funding, for construction of the abovementioned improvements. b. Developer is responsible for dedicating any ROW or easements as required for the construction of the abovementioned improvements within Developer owned property. 4) Funding: a. City will reimburse Developer for costs in excess of Developer Obligations for preparation of Storm Drain, Basin Improvements, and Street Improvement Plans, as well as preparation of Contract Specifications and Bid Documents, and Developer's consultant costs for contract management services. Sources of funds include Measure I, City DIF funds, City grant funding, other special funds, or CFO proceeds from Developer development projects at its discretion. D. Phasing of Improvements (Refer to Exhibits 2 through 6 attached hereto): 1) Developer and City will coordinate and cause the remediation and removal of arsenic- laden material within the City's property (former railroad right-of-way), and obtain issuance of a No Further Action letter. 2) Developer will construct the detention basins and utilize the overburden to grade the street right-of-way for Taylor/Commerce Way. 3) Developer will construct the Phase I storm drain improvements in Van Buren to Michigan Avenue. 4) Developer will construct minor Sewer improvements as required by the City of Colton. 5) Developer will construct water main extensions from Main to Developer's northerly property line, and in Van Buren Avenue as required by Riverside Highland Water Company. 6) City will dedicate the right-of-way, and Developer will construct the Phase I widening of Taylor/Commerce Way from Main Street to existing termination point of Commerce Way and required traffic signals. a. Assumes partial width widening from Main St to Developer northern property line. b. Assumes full width widening from Developer northern property line to existing termination point of Commerce Way. c. Developer will underground dry utilities or relocate as feasible. Developer is not responsible for costs or acquisition of 3rd Party Easements from other property owners. 7) Developer will construct Van Buren street improvements a. Developer will underground dry utilities or relocate as feasible. Developer is not responsible for costs or acquisition of 3rd Party Easements from other property owners. -2- I.13.g Packet Pg. 305 At t a c h m e n t : A t t a c h m e n t V I I - 1 s t A m e n d m e n t t o M O U ( L e w i s G r o u p M O U U p d a t e ) 8) Prior to issuance of a demolition permit for the existing baseball field, Developer will complete construction of the replacement lighted baseball field prior to the Spring Little League season. Completion of the remainder of the project public park improvements (such as playground areas, etc.) is required prior to issuance of the 25th residential building permit with the Specific Plan. 9) Upon issuance of the 1501t1 residential building permit within the Specific Plan, Developer will construct the Phase II widening (west half) of Taylor/Commerce Way from Main Street to the Developer northerly property line and required traffic signals. 10) Upon issuance of the 300lh Building Permit within the Specific Plan, Developer will commence construction of the Phase II storm drain improvements. F. Funding of Improvements-In Order of Priority: 1) Street Improvements: a. City will commit to maximizing Measure I funding to reimburse Developer for eligible costs. i. Within 30-days, City and Developer will meet with SBCTA to confirm current Measure I allocations, and loan availability based on project timing. ii. Secure Measure I Funding Amount: $5,000,000 b. City will commit to allocating existing DIF fund balances for Arterial and Traffic Signal Improvements. i. Secure City DIF Funding Amount: $1,000,000 c. Developer DIF Credits d. CFO proceeds from Developer development projects at its discretion. 2) Storm Drain Improvements: a. City will try to secure a grant, commit city funds including former RDA bonds, or other loan to obtain $1 ,500,000 in funding towards the storm drain and basin improvements in excess of Developer obligations upon approval of the Specific Plan and EIR. If funding is not available prior to issuance of a public bid for the improvements, City and Lewis will negotiate reduced Storm Drain, Street, and/or Park Improvements to offset the loss of additional funding. Such improvements could include: deferral of Pico Storm Drain extension, deferral of full width improvements of Taylor/Commerce, and/or deferral of certain park improvements (excluding the replacement lighted baseball field). Such negotiations will be agreed upon and confirmed by an amendment to the Development Agreement. b. Developer DIF Credits for improvements in excess of Developer obligations c. Future Development Impact Fees from the Focused Master Plan of Drainage Fee. d. CFO proceeds from Developer development projects at its discretion. 3) Public Park: a. City will commit to prioritizing existing DIF fund balances for Parkland improvements collected after January 1, 2021 b. Developer DIF Credits for park improvements in excess of Developer obligations c. CFO proceeds from Developer development projects at its discretion. I.13.g Packet Pg. 306 At t a c h m e n t : A t t a c h m e n t V I I - 1 s t A m e n d m e n t t o M O U ( L e w i s G r o u p M O U U p d a t e ) EXHIBIT1 SPECIFIC PLAN AREA I.13.g Packet Pg. 307 At t a c h m e n t : A t t a c h m e n t V I I - 1 s t A m e n d m e n t t o M O U ( L e w i s G r o u p M O U U p d a t e ) CHAPTER 1: INTRODUCTION Legend Figure 1.2: Existing Land Uses ·--· Specific Pim Boundary •••• [:J Former Grand Terrace RDAOwnenhip Ora ft I February 2018 1-5 I.13.g Packet Pg. 308 At t a c h m e n t : A t t a c h m e n t V I I - 1 s t A m e n d m e n t t o M O U ( L e w i s G r o u p M O U U p d a t e ) EXHIBIT2 STORM DRAIN IMPROVEMENTS -7- I.13.g Packet Pg. 309 At t a c h m e n t : A t t a c h m e n t V I I - 1 s t A m e n d m e n t t o M O U ( L e w i s G r o u p M O U U p d a t e ) L LEGEND • -11 Lewis Phase I Stenn Drain Improvements 1 -11 Lewis Phase II Stenn Drain Improvements ·-• • Stenn Drain Improvements by Others I I I . ll -- 1 L , ___ t • ' ·~-: ---. ··-._ I ' -----~~ ~ " 1. { .. ' PROP. ~4"50 PROP. 214" SD . ' ~l r~-J PROP. 36"50 PROP. 1B"SO PROP. 24"50 PROP.-; 24"50 -~PROP. 1B"SO PROP. 18"50 ____ _,..MAIN STREET -·-i=-r tnOIOWAAVEHUE·~ 111i RIV£R$10E. CA t2J07 151 712.0707 JFAX19$1 71l.0123 G1\ 11512\Clvll\ 11s12 .. b011.StDn11 Drain hhlblt.dQn ' I I BARTON ROAD I - PROP. 24"50 I < .·--- I . I .;:.~RCE WAY tu----I J __ ' t I - ---1 PROP, 30"SD PROP. 1B"SD PROP. 36"SO VAN BuRE~ STREET PROP. 36"50 PROP.54"SD '1 1 i I __ --j PICO STREET I~. -, I -. I-1 I -~-1 I -I~ ---1----- SCALE1 1· : 400' r----1 I 400 0 400 f'UT DUEt lh AA.·2019 I BOO JN IBS.12 f :-~ .ii i . R 0 _J I.13.g Packet Pg. 310 At t a c h m e n t : A t t a c h m e n t V I I - 1 s t A m e n d m e n t t o M O U ( L e w i s G r o u p M O U U p d a t e ) EXHIBIT3 WATER IMPROVEMENTS -6- I.13.g Packet Pg. 311 At t a c h m e n t : A t t a c h m e n t V I I - 1 s t A m e n d m e n t t o M O U ( L e w i s G r o u p M O U U p d a t e ) L LEGEND I/-I ,, Lewis Domestic Water -11 r --- Improvements \- Domestic Water Improvements by Others --- I I I I I 1-;--· [ I I ·-/.::.._-:---! --' ----_______ , ,...___ . ' J I I I ~JI /_ EXIST. 4B"W I // 1 EXIST. 48"W G1\ 11512\Clvll\ 11512exbOIJ.loter Exhlblt.d;n I I , I . 71---/,,1 /I: I' ' I ~-J PROP. 12*WAT ,_ '"' ~ ,_ "' ! _, ,.. c ... I / I . , II _;Ji I , T l I -BARTON ROAO -i I I EXIST.\ ,.r·•...s:RC.E. WAY- B"W vo-.:-· I J - ... - I-- J __ ' I -=-~~I,- ..., I -I I ' I - -, ~ 1-1- EXIST. e·w ~ I EXIST. 24· w 1 _ -, -r I-- PICO STREET ~~ ... , l . f I ' \ t-l L, - SCALEi 1· = 400' rs-ermi I I 400 0 400 BOO PLDT DATE1 17-.M. -20 I! JN 19512 j !!' f 3 i 0 _J I.13.g Packet Pg. 312 At t a c h m e n t : A t t a c h m e n t V I I - 1 s t A m e n d m e n t t o M O U ( L e w i s G r o u p M O U U p d a t e ) EXHIBIT4 STREET IMPROVEMENT PHASING I.13.g Packet Pg. 313 At t a c h m e n t : A t t a c h m e n t V I I - 1 s t A m e n d m e n t t o M O U ( L e w i s G r o u p M O U U p d a t e ) LEGEND Lewis Phase I Street Improvements Lewis Phase II ~~~~~~~:-Jfj.~~~~~~~__...--;~'71~~~~~ Street Improvements 1 Street Improvements by others ~ I.13.g Packet Pg. 314 At t a c h m e n t : A t t a c h m e n t V I I - 1 s t A m e n d m e n t t o M O U ( L e w i s G r o u p M O U U p d a t e ) LEGEND 1 -11 Lewis Phase I Street Improvements 1 -11 Lewis Phase II Street Improvements I.13.g Packet Pg. 315 At t a c h m e n t : A t t a c h m e n t V I I - 1 s t A m e n d m e n t t o M O U ( L e w i s G r o u p M O U U p d a t e ) EXHIBITS STREET SECTIONS I.13.g Packet Pg. 316 At t a c h m e n t : A t t a c h m e n t V I I - 1 s t A m e n d m e n t t o M O U ( L e w i s G r o u p M O U U p d a t e ) 44' . I 44' 33.5' STR.EET · 1 33.5' 10 5EA,ST ' R/W. W~ST10 5' ..8/W • Ln 81 C'.i 13' 13' S/B LANE N/B LANE PROP. PHASE 1 FINISH SURF ACE PHASE 1 TAYLOR ST TYPICAL SECTION N.T.S. 44' 5' 11' 12' S' I IK IB LAN SIB LANE STRIPED NIB LANE IB LAN 5' 5' PROP. PHASE 1 SIDEWALK PROP.PHASE 1 CURB & GUTTER IO 5EA,ST ' R/W- 5' I AN ME~IAN FUT. SIDEWALK I EL--.!....J-:r/ ===+t===-==:rt-=~=--_J_l\:: CCPHASE 1 BYP~b~:~~ASE 2 PR;P, PHASE 2 PHASE 2 PHASE~ PHASES~DEWALK CURB & GUTTER FINISH SURFACE TAYLOR ST FINISH SURFACE CURB & GUTTER TYPICAL SECTI ON N.T.S. 22' 33' NO~TH R/W 11' 33' 22' n ;~ PROP. PHASE 1 J Jt---------SIDEWALK PROP.PHASE 1 VAN BUREN ST CURB & GUTTER TYPICAL SECTION N.T.S. • 1 SOVTH 11' R/W I.13.g Packet Pg. 317 At t a c h m e n t : A t t a c h m e n t V I I - 1 s t A m e n d m e n t t o M O U ( L e w i s G r o u p M O U U p d a t e ) EXHIBIT& GATEWAY PARK CONCEPT PLAN -11· I.13.g Packet Pg. 318 At t a c h m e n t : A t t a c h m e n t V I I - 1 s t A m e n d m e n t t o M O U ( L e w i s G r o u p M O U U p d a t e ) .... Proposed Spilt Rail Fence .ftijj> • ~] .i c: m a: _. c.. ~ c: 0 (.) .r~ l j ~ ~ .!:! ~ E ~~ ~ ~u e-~ ~ 0 "'"' Q) t..I ~ u -~ c ... u ._ E Q) Q) ~ -+-' !--~ ~ "O ~ c: "' d ~·,.. ... ~ Oj I.13.g Packet Pg. 319 At t a c h m e n t : A t t a c h m e n t V I I - 1 s t A m e n d m e n t t o M O U ( L e w i s G r o u p M O U U p d a t e )