08/26/2008 F I LE C 0 PY ,
„
_IT y
„ GRAND TERR C August 26,2008
22795 Barton Road
Grand Terrace
California 92313-5295
` Civic Center
(909)824-6621
Fax(909)'783-7629
Fax'(909)783-2600
CITY OF GRAND TERRACE
Maryetta Ferr6
Mayor
Lee Ann Garcia CRA%CI.TY' COUNCIL
' Mayor Pro Tern -
Bea Cortes REGULAR MEETINGS
Jim Miller
;Dan Buchanan .2ND AND�4, 'Tuesday - R. p.m.
Council.Membefs '
Thomas J.Schwab
City Manager
Council Chambers,-
Gr-and Terrace Civic Center
22795 Barton Road _ _
Grand Terrace, CA 92313-5295
CITY OF GRAND TERRACE
COUNCIL MEETING
AGENDA
CITY COUNCIL CHAMBERS August 26,2008
GRAND TERRACE CIVIC CENTER 6:00 p.m.
22795 Barton Road
THE CITY OF GRAND TERRACE COMPLIES WITH THE AMERICANS WITH DISABILITIES ACT OF 1990.IF YOU REQUIRE
SPECIAL ASSISTANCE TO PARTICIPATE IN THIS MEETING,PLEASE CALL THE CITY CLERK'S OFFICE AT(909)824-6621
AT LEAST 48 HOURS PRIOR TO THE MEETING.
IF YOU DESIRE TO ADDRESS THE CITY COUNCIL DURING THE MEETING,PLEASE COMPLETE A REQUEST TO SPEAK
FORM AVAILABLE AT THE ENTRANCE AND PRESENT IT TO THE CITY CLERK. SPEAKERS WILL BE CALLED UPON
BY THE MAYOR AT THE APPROPRIATE TIME.
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.CITYOFGRANDTERRACE.ORG
* Call to Order-
* Invocation-
* Pledge of Allegiance-
* Roll Call-
STAFF COUNCIL
AGENDA ITEMS RECOMMENDATION ACTION
CONVENE COMMUNITY REDEVELOPMENT AGENCY
1. Approval of 08-12-2008 Minutes Approve
2. Request to Approve First Amendment to Ground Lease, Blue Approve
Mountain Senior Villas
3. Public Hearing-Approve Lease Agreement Between the City of Approve
Grand Terrace Redevelopment Agency and C&S Recycling
ADJOURN COMMUNITY REDEVELOPMENT AGENCY
CONVENE CITY COUNCIL MEETING
1. Items to Delete
2. SPECIAL PRESENTATIONS
A. 30`'Anniversary Presentation-Grand Terrace Seniors
B. Grand Terrace Little League-All Star Softball Team
3. CONSENT CALENDAR
The following Consent Calendar items are expected to be routine and
noncontroversial. They will be acted upon by the 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.
A. Approve Check Register Dated August 26,2008 Approve
B. Waive full Reading of Ordinances on Agenda
COUNCIL AGENDA
08-26-2008 PAGE 2 OF 2
AGENDA ITEMS STAFF COUNCIL
RECOMMENDATIONS ACTION
C. Approval of 08-12-2008 Minutes Approve
D. Request to Approve First Amendment to Ground Lease, Approve
Blue Mountain Senior Villas
4. PUBLIC COMMENT
j 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
j request a brief response from staff to questions raised during public
j comment or may request a matter be agendized for a future meeting.
5. REPORTS
A. Committee Reports
1. Crime Prevention Committee
a. Minutes of June 6,2008 Accept
2. Emergency Operations Committee
a. Minutes of July 1,2008 Accept
B. Council Reports
6. PUBLIC HEARINGS-None
7. UNFINISHED BUSINESS-None
8. NEW BUSINESS
A. Appointment of the Assistant City Manager to Acting City
Manager
B. T-Mobile Cell Tower Memorandum of Lease Approve
C. Award of the Street Slurry Contract to American Asphalt Award
South,Inc. for the 2008-09 Slurry Seal Program
9. CLOSED SESSION
A. Personnel Negotiations(GC54957.6)Conference with
Labor Negotiator-Steve Berry Representing Unrepresented
Employees
ADJOURN
THE NEXT CRA/CITY COUNCIL MEETING WILL BE HELD
ON TUESDAY, SEPTEMBER 9,2008 AT 6:00 P.M.
AGENDA ITEM REQUESTS MUST BE SUBMITTED IN
WRITING TO THE CITY CLERK'S OFFICE NO LATER THAN
14 CALENDAR DAYS PRECEDING THE MEETING
PENDING CRA APPROVAL.
CITY OF GRAND TERRACE
COMMUNITY REDEVELOPMENT AGENCY MINUTES
REGULAR MEETING-AUGUST 12,2008
A regular meeting of the Community Redevelopment Agency, City of Grand Terrace, was held in
the Council Chambers,Grand Terrace Civic Center,22795 Barton Road,Grand Terrace,California,
on August 12, 2008 at 6:00 p.m.
PRESENT: Maryetta Ferre, Chairman
Lee Ann Garcia, Vice-Chairman
Bea Cortes, Agency Member
Dan Buchanan, Agency Member
Brenda Mesa, City Clerk
Steve Berry, Assistant City Manager/City Manager Pro Tem
Larry Ronnow, Finance Director
Richard Shields, Building& Safety Director
John Harper, City Attorney
Lt. Mike Newcombe, Sheriff s Department
ABSENT: Jim Miller, Agency Member
Tom Schwab, City Manager
Gary Koontz, Community Development Director
John Salvate, San Bernardino County Fire Department
CONVENE COMMUNITY REDEVELOPMENT AGENCY AT 6:00 P.M.
APPROVAL OF 07-22-2008 MINUTES
CRA-2008-17 MOTION BY AGENCY MEMBER BUCHANAN, SECOND BY AGENCY
MEMBER CORTES, CARRIED 4-0-1-0 (AGENCY MEMBER MILLER WAS
ABSENT), to approve the July 22, 2008 Community Redevelopment Agency
Minutes.
Chairman Ferr6 adjourned the Community Redevelopment Agency Meeting at 6:10 p.m.,until the
next CRA/City Council Meeting that is scheduled to be held on Tuesday, August 26,2008 at 6:00
p.m.
SECRETARY of the Community Redevelopment
Agency of the City of Grand Terrace
CHAIRMAN of the Community Redevelopment
Agency of the City of Grand Terrace
CRA AGENDA ITEM NO. I
STAFF REPORT
CRA ITEM ( X ) -CITY COUNCIL ITEM ( X ) MEETING DATE: August 26, 2008
AGENDA ITEM
SUBJECT: Request to approve First Amendment to Ground Lease,Blue Mountain
Senior Villas. This is a joint item between the City and the CRA.
FUNDING REQUIRED XX
NO FUNDING REQUIRED
Background
On September 22, 2005, the City of Grand Terrace and its Community Redevelopment
Agency entered into a lease agreement with the Corporation for Better Housing to.develop
and operate an affordable senior housing project to be known as the Blue Mountain Senior
Villas. Consequent to that action, the City and CRA have also executed an assignment and
assumption of the ground lease, as well as adopted a resolution that appropriated additional
funds to offset an unanticipated increase in fees.
The project is currently under construction and the completion of the senior housing portion
of the project is expected in the first quarter of 2009, with the related park and other
improvements following shortly thereafter.
First Amendment to Ground Lease
The current action before the City Council and Redevelopment Agency is the approval of the
First Amendment to the ground lease,which is the primary agreement between the City and
the senior housing developer. The need for this amendment is occasioned by certain changes
in the composition of the funding partners for the project, as well as the desire to conform the
schedule of performance and the scope of development to the current circumstances.
Specifically, the changes and clarifications made by the amendment include:
• Amends the "Agency Disbursement Amount"to reflect changes to the total funding
made since the original lease was executed, and provides a clear mechanism for any
future changes.
• Provides'a new definition of the"Partners" in the project that is consistent with the
current composition of the funding participants. It also clarifies the rights and
obligations these partners have in the event of a default.
• Provides a clarification of the process and means by which the Lessee may make
draws on the Agency's appropriated funds.
CRA AGENDA ITEM NO. 2-
1
• Clarifies the ownership of certain equities, including stock in the local water company,
at the termination of the lease, in favor of the City.
• Provides updated exhibits on the Schedule of Performance and Scope of Development.
The Scope of Development includes a revised"Sources &Uses" statement that
anticipates an increase of the total Agency contribution to the project to $9,588,381.
• Includes additional certifications and representations by both the City(and the CRA)
and the Lessee regarding the current state of the project that are important to the
prospective funding partners and lenders.
Fiscal Impact
Although by itself,the proposed First Amendment does not have direct fiscal impacts, the
previously noted change to the"Sources & Uses"and anticipated increase in the Agency
Disbursement Amount will increase the Agency's contribution to the project by$740,000. If
this amendment is approved and executed, a resolution amending the Agency Disbursement
Amount to the Blue Mountain Senior Villas project will be brought back to the Agency at its
next meeting for action.
Staff recommends that the City Council and Community Redevelopment Agency:
1. Approve the First Amendment to Ground Lease, Blue Mountain Senior Villas, and
direct its execution by the appropriate City and Agency officials.
2. Direct staff to prepare, and return to the Agency for consideration, a summary of
project expenses to date and a resolution to authorize any recommended change to the
Agency Disbursement Amount.
Request to Approve First Amendment to Senior Housing Project Lease Page 2
2
FIRST AMENDMENT TO GROUND LEASE
(Blue Mountain Senior Villas, Grand Terrace, California)
This First Amendment to Ground Lease (this "Amendment"), dated as of August 26,
2008, is entered into by and among the CITY OF GRAND TERRACE, a public body corporate
and politic(the"Ci1y"), the CITY OF GRAND TERRACE COMMUNITY
REDEVELOPMENT AGENCY (the"Agency") and 22645 GRAND TERRACE RD., L.P., a
California limited partnership (the "Lessee"),with respect to the following facts:
WHEREAS, the City and the Agency entered into Ground Lease dated as of September
22,2005 (the"Lease") with respect to certain real property("Site")with the Corporation for
Better Housing (the"Original Lessee"), and pursuant to that certain Assignment and Assumption
of Ground Lease dated January 17, 2006 executed by and among the City,Agency,the Original
Lessee and the Lessee, the Original Lessee assigned all of its right, title and interest under the
Ground Lease to Lessee. A Memorandum of.Ground Lease relating to the Lease was recorded
on January 19,2006, in the Official Records of San Bernardino County.as Instrument No. 2206-
0041146;
WHEREAS, the purpose of the Lease was to facilitate and make possible the
development of an affordable, multi-unit senior housing rental project to be known as the Blue
Mountain Senior Villas Apartments ("Improvements");
WHEREAS, the Lease included terms and conditions for the financing, construction, and
operation of the Improvements;
AND WHEREAS, the City/Agency and the Lessee have proposed to each other certain
modifications and additions to the Lease would allow it to more perfectly express the current
terms and conditions for the development, construction and operation of the Improvements;
NOW,THEREFORE, the City, the Agency andthe Lessee, mutually agree and covenant
to the following amendments and modifications to the Lease:
AGREEMENT
1. Section 1. Changes to 1.1 Definitions
The following definitions in Lease section 1.1 are amended and restated'in their entirety to read:
"Agency Disbursement Amount"means the total amount of all payments from the
Agency to the Lessee as assistance for the development and construction of covenant-
restricted affordable senior housing. These funds will be disbursed in.a form and manner
mutually agreeable to the Agency, the City, the Lessee, the project lenders and investors.
"Lease"shall mean the Ground Lease dated as of September 22, 2005, as amended by
that Assignment and Assumption of Ground Lease dated January 17, 2006, and as further
amended by this certain First Amendment to Ground Lease dated as of August 26, 2008;
3
"Partners"means the Corporation for Better Housing, as general partner of the Lessee
(General Partner); and Alliant Credit Facility, Ltd., a Florida limited partnership, and
Alliant Credit Facility ALP, LLC, a Florida limited liability company, and their
respective successors, assigns and affiliates, as the limited partners of Lessee
(collectively, the "Limited Partners"). The Partners may be changed with the written
approval of the City Manager, which may not be unreasonably withheld; provided,
however, the respective interests of the Limited Partners in Lessee shall be transferable to
any affiliate of Alliant Capital, Ltd., without the consent of the City. The respective
interests of the Limited Partners in Lessee shall be transferable to a non-affiliate of
Alliant Capital, Ltd. (other than CitiCorp USA, Inc. "CitiCorp"), with the consent of the
City, which consent shall not be unreasonably withheld. City hereby acknowledges that
the respective interests of the Limited Partners in Lessee may be transferred to CitiCorp,
a non-affiliate of Lessee's limited partners, and City hereby consents to the assignment so
long as such assignment provides that CitiCorp accepts the limited partnership interest
and agrees to be bound by the terms of the Partnership Agreement. Further, City hereby
agrees and acknowledges that Lynx Realty&Management, LLC is not a partner of
Lessee. Any and all references to Lynx Realty& Management, LLC as a partner or
"Administrative General Partner" are hereby deleted in their entirety.
The following definition is added to the Lease in Section 1.1:
"Partnership Agreement"means that certain Amended and Restated Agreement of
Limited Partnership of the Lessee dated as of August 1, 2008, as the same may be
amended from time to time.
2. Section 2 -Lease of the Site.
The following amendment will be made to Section 2 of the Lease:
The existing paragraph,beginning with"City, for and in consideration of the Low
Income Rents..." will be renumbered as section 2.1 Lease of the Site.
The following language will be added to Section 2 of the Lease:
2.2 Agency Disbursement Amount
At the inception of the Lease, the Agency Disbursement Amount was $8,400,000. On
May 11,2006, the City agreed to increase the Agency Disbursement Amount by an
additional$448,381 to partially offset an increase in the governmental development fees
charged to the Project.
2.3 Amending the Agency Disbursement Amount
From time-to-time, the Agency and the Lessee may find it necessary to change the
Agency Disbursement Amount to offset increases in the costs of materials or labor for the
Project, or unanticipated fees or other expenses. Any requests for changes to the Agency
Disbursement Amount must be made in writing by the Lessee to the City Manager or his
designee, and be accompanied by documentation and analysis that substantiates the need
for the change. The change will be considered approved only subsequent to action by the
L
City Council, acting as the Agency board,that specifically acknowledges the change and
authorizes an appropriation of funds.
2.4 Disbursement of Agency Funds
The Lessee may make draws on the Agency's funds, up to a total not to exceed the
Agency Disbursement Amount, on a periodic basis during the planning, construction and
start-up phases of the Project, so long as those draws are not more frequent than monthly.
The draws should be presented in a form, and including documentation, consistent with
industry practices for the submission of a draw request to a commercial lender. The City
and Agency will have ten(10) calendar days to review the draw request and respond with
questions or objections, which must be answered by the Lessee within five(5)working
days. In the absence of any questions, the City and Agency will have a total of thirty
calendar days to disburse the requested draw funds to the Lessee.
3. Section 3 - Commencement Of Lease Term. Section 3 of the Lease is hereby amended
with the following:
Commencement of Lease Term. The"Commencement Date"for the Ground
Lease is [ ]. [Note: Date is blank in the Ground Lease]
4. Section 8.3 - Ownership at Termination. Section 8.3 of the Lease entitled"Ownership
at Termination" will be amended and restated in its entirety with the following:
Upon termination of this Lease, whether by expiration of the Term or otherwise, all
Improvements, fixtures, furnishings and ancillary assets, including the Project's stock in
the water company, shall, without compensation to the Lessee, then become the City's
property, as it is at the time of the termination of the Lease.
5. Section 26.7-Notices. Section 26.7 is hereby amended with the following notice to the
Limited Partners and certain cure rights of the Limited Partners:
"For all purposes of the Lease, the address of the Limited Partners shall be as
follows:
c/o Alliant Capital, Ltd.
340 Royal Poinciana Way, Suite 305
Palm Beach, Florida 33480
Attention: Shawn Horwitz
Telephone: (561) 833-5795
Telecopy: (561) 833-3694
and
5
c/o Alliant Asset Management, LLC
21600 Oxnard Street, Suite 1200
Woodland Hills, California 91367
Attention: Tony Palaigos, Esq.
Telephone: (818) 668-6800
Telecopy: (818) 668-2828
The Lessee and Limited Partners may change its/their addresses for notice
purposes from time to time by written notice delivered to City in accordance with
the Lease. Further, the following are the cure rights of the Limited Partners under
the Lease.
(a) Monetary, Default. If a monetary event of default occurs under the terms
of the Lease, prior to exercising any remedies thereunder, City shall give Lessee
and its Administrative Limited Partner simultaneous written notice of such
default. Lessee shall have a period often(10) days after receipt of such notice, or
such longer period of time as may be set forth in the Lease, to cure the default
prior to exercise of remedies by City under the Lease.
(b) Non-Monetary Default. If a non-monetary event of default occurs under
the terms of the Lease,prior to exercising any remedies thereunder, City shall
give Lessee and its Administrative Limited Partner simultaneous written notice of
such default. If the default is reasonably capable of being cured within thirty(30)
days, Lessee shall have such period to effect a cure prior to exercise of remedies
by City under the Lease, or such longer period of time as may be specified in the
Lease. If the default is such that it is not reasonably capable of being cured within
thirty(30) days (or such longer period if so specified), and if Lessee (a) initiates
corrective action within said period, and(b) diligently, continually, and in good
faith works to effect a cure as soon as possible, then Lessee shall have such
additional time as is reasonably necessary to cure the default prior to the exercise
of any remedies by City."
6. Substitution of New Exhibits
The Lessee has submitted, and the Agency and the City agree to accept as substitutions, new
Exhibit D—Schedule of Performance AMENDED and Exhibit E—Scope of Development
AMENDED. These documents are incorporated into this First Amendment as Attachment 1 and
Attachment 2,respectively.
7. Certifications of City,Agency and Lessee. City, Lessee and the Agency do hereby
acknowledge and agree that concurrently with the execution of this Amendment, certain lenders
and financing partners of Lessee, including,but not limited to the Limited Partners, California
Statewide Communities Development Authority, a joint exercise of powers agency duly
organized and validly existing under the laws of the State of California(referred to herein as
"Issuer") and Citicorp North America, Inc., a Delaware corporation("Citibank") are making
significant financial investments (in the form of an equity investment with respect to the Limited
Partners, and the extension of credit with respect to the Issuer and Citibank) in reliance upon the
modifications to the Lease as set forth in this Amendment. Further, the City, Agency and Lessee
E
hereby represent,warrant and certify to the Limited Partners, the Issuer and Citibank, and their
respective successors and assigns, as follows:
(a) The Ground Lease is in full force and effect and City has not transferred its
interests in the Ground Lease or agreed to do so.
(b) A true and complete copy of the Ground Lease, together with all amendments,
supplements and other modifications thereto (oral or written) is attached as Exhibit A to
an unrecorded original of this Agreement.
(c) The Ground Lease is the only agreement among the City, Agency and Lessee with
respect to the lease or occupancy of the Property.
(d) There are no existing uncured defaults by Lessee under the Ground Lease, nor has
any event occurred which,with the passage of time or the giving of notice or both, would
constitute such a default.
(e) No circumstance presently exists, and no event has occurred, that would prevent
the Ground Lease from becoming effective or would entitle City to terminate the Ground
Lease.
(f) City consents to the admission of the Limited Partners as the new limited partners
of the Lessee.
(g) City has reviewed and acknowledges the Partnership Agreement of Lessee.
8. Entire Amendment; Miscellaneous.
This Amendment, along with the substitution of revised Exhibits D and E, incorporated by
reference herein, sets forth all the changes to the understandings between the parties with respect
to the terms and conditions of the Lease, and shall be effective only after its approval by the City
Council acting as the board of the Agency, and execution in triplicate by the parties. This
Amendment shall bind, and shall inure to the benefit of, the successors and assigns of the parties.
This document may be executed in counterparts with the same force and effect as if the parties
had executed one instrument, and each such counterpart shall constitute an original of the
Ground Lease. This Amendment shall be governed by the laws of the State of California.
[Remainder of page intentionally left blank]
7
IN WITNESS WHEREOF, the parties indicate their agreement and hereto have caused this
Amendment to be executed by their lawfully authorized officers.
CITY/AGENCY:
THE CITY OF GRAND TERRACE, a
public body corporate and politic, on behalf
of itself and the CITY OF GRAND TERRACE
COMMUNITY REDEVELOPMENT AGENCY
By:
Name:
Title:
ATTEST:
LESSEE:
22645 GRAND TERRACE RD., L.P., a
California limited partnership
By:
Name:
Title:
1
ATTACHMENT#1
Exhibit D-Schedule of Performance AMENDED
Anticipated Development Timeline-
Planning Commission Approved
Architectural and Site
Review
City Council Approved
AHP Application Approved
Tax-exempt bond Awarded
application
LIHTC Application Awarded
Construction Loan Closing 8-15-08 Subject to City's approval
of loan increase
Relocation of Senior Complete
Center
Permits Issued/ Issued/ Commenced
Construction Commences
Pre-leasing Begins Commenced
Construction Complete January 2009
Residential Units
Construction Complete March 2009
Community Center
Construction Complete April 2009
open space/land area
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ATTACHMENT#2
Exhibit E—Scope of Development AMENDED
The scope of development shall be consistent with General Plan Amendment GPA-07-01,
more particularly described in Specific Plan SP-07-01,Site and Architectural Review SA
07-02, and Environmental Assessment E-07-02 and shall be subject to the Conditions of
Approval.
Project Description. Lessee intends to develop and operate on the property a one hundred
and twenty(120) unit senior housing project, comprised of one hundred and three(103)
one-bedroom rental units and seventeen (17) two-bedroom rental units, a community
center, consisting of approximately 7,000 square feet; and a landscaped open area,
encompassing roughly three(3) acres.
Project Financing.Lessee received construction and permanent funding to construct and
operate said improvements. Funding sources include, but not limited to 1) construction
loan in the form of variable rate tax-exempt bonds that will adjust with the market during
construction and be fixed by means of a rate lock during the permanent period; 2) low
income housing tax credits (LIHTC)in the form of 4% credits awarded by the California
Tax Credit Allocation Committee (TCAC); 3) Federal Home Loan Bank(FHLB)
Affordable Housing Program(AHP) fully forgivable grant; and 4)Agency Funds. Lessee
may apply for additional sources of funds if necessary and appropriate. Actual funding
amounts and sources shall be provided to Agency for review and approval prior to loan
closing.
Source of Funds. The following table contains estimates, subject to change at the time of
actual approvals and funding.
Estimated Estimated
Construction Permanent
Tax Exempt Bonds issued by CSCDA $10,500,000 $5,750,000
LIHTC (4%) $220,000 $5,210,000
FHLB AHP $972,000 $972,000
Agency Funds $8,748,381 '$9,488,381
Deferred Fees/DDF $1,199,619 $119,619
Estimated Total $21,640,000 $21,640,000
1(
EXHIBIT A
Copy Of Ground Lease And
All Previous Amendments Attached Hereto
11
CALIFORNIA Community Services Department
Staff Report
MEETING DATE: August 26,2008
CRA ITEM (X) COUNCIL ITEM ()
SUBJECT: APPROVE LEASE AGREEMENT BETWEEN THE CITY OF
GRAND TERRACE REDEVELOPMENT AGENCY AND C & S RECYCLING
NO FUNDING REQUIRED
i BACKGROUND:
C&S Recycling has been asked to vacate their property on Main Street in Grand Terrace
by the Colton Joint Unified School District in anticipation of the construction of High
School #3.
C &S Recycling owner, Warren Carter, came to the City requesting the possibility of
leasing property in the City while continuing to search for a permanent location.
City staff identified a piece of City-owned property located at the old Edison tank farm(a
portion of Assessor's Parcel 1167-151-024) that is available pending the construction of the
Grand Crossings Project.
Staff negotiated the attached lease document and is requesting City Council review and approval.
RECOMMENDATION
Staff has reviewed this lease with the City Attorney and recommends approval of the
attached lease agreement between the City of Grand Terrace Community Redevelopment
Agency and C&S Recycling.
CRA AGENDA ITEM NO.
1
LEASE AGREEMENT
City of Grand Terrace Community Redevelopment Agency
and
C&S Recycling
1. FACTS:
1.1 The Landlord(City of Grand Terrace Community Redevelopment Agency)hereby agrees to lease to TenamL_ _.
(C&S Recycling) real estate located immediately north of the Highgrove Power Plant(A portion of
Assessor's Parcel 1167-151-024)(the"Property"). The total leased area is approximately one(1) acre.
1.2 The Landlord acknowledges receipt of$2,000.00 to be applied as follows:
Last month's lease payment $ 1,000.00
First month's lease payment $ 1,000.00
1.3 The following checked addendums are made a part of this nonresidential lease:
Property Description As defined in Exhibit"A"
Condition of Premises Vacant land, fenced
2. TERM OF LEASE:
2.1 The Lease commences on the date of execution of this Agreement by both'parties, and expires one(1)year
from the date of execution. Following the date of expiration,the Lease may be extended on a month to
month basis through mutual agreement of both parties.
2.2 The Lease terminates on the last day of the term without further notice, but may be extended for an on a
monthly basis for up to one additional year with written notice from Tenant and agreement by the City.
2.3 If Tenant holds over,Tenant to be liable for damages at the daily rate of$ 100.00.
3. LEASE PAYMENT:
3.1 Tenant shall pay$1,000 monthly, in advance, on the first day of each month plus payment for
any partial month prorated at 1/30th of the monthly rent per day.
3.2 Lease Payment shall be paid in U.S. dollars by cash, or check,or cashier's check, at Landlord's address.
3.3 Lease payment shall be tendered by mail or personal delivery.
3.4 Tenant shall incur and be required to pay a late charge of$ 100.00 in the event Lease Payment is not
received within five days of the due date.
3.10 Tenant shall incur and pay $ 50.00 for each Lease Payment check returned for insufficient funds, and
thereafter shall be required to pay ease Payment by cash or cashier's check.
I of 5
4. OPERATING EXPENSES:
4.1 Tenant shall be required to pay all utility and service charges.
4.2 Tenant shall be required to pay all taxes levied on Tenant trade fixtures installed on the premises.
4.3 Should Landlord pay any charge owed by Tenant,Tenant shall pay,within ten days of written demand, the
charge as additional rent.
5. POSSESSION:
5.1 If Landlord is unable to deliver possession of the Property, Landlord will not be liable for any damage.
6. USE OF THE PREMISES:
6.1 The Tenant's use of the Property shall be for storage of equipment and rolling stock associated with
Tenant's cable spool recycling business. The Tenant shall not sublease any portion of the Property. The
Tenant may maintain and/or service stored equipment onsite.
6.2 No other use of the Property is permitted.Tenant may not conduct any activity which increases Landlord's
insurance premiums. The Tenant shall not store or process any organic materials on the Property.
6.3 Tenant shall not use the Property for any unlawful purpose, violate any government ordinance or building
and Tenant association rules or create any nuisance. Tenant shall maintain all required permits and
approvals from all responsible government agencies.
6.4 Tenant shall deliver up the Property together with all keys to the Property on expiration of the Lease in as
good condition as when Tenant took possession,except for reasonable wear and tear.
7. APPURTENANCES:
7.1 Tenant shall have the right to use Landlord's access easement for ingress.and egress.
8. SIGNS AND ADVERTISING:
8.1 Tenant shall not construct any sign or other advertising on the'Property without the prior consent of
Landlord.
9. TENANT IMPROVEMENTS/ALTERATIONS:
9.1 Tenant may not alter or improve the Property without Landlord's prior written consent. Tenant shall keep
the Property free of all claims for any improvements and shall timely notify Landlord to permit posting of
notices for non-responsibility.
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3
10. REPAIR AND MAINTENANCE:
10.1 The Property is in good condition.
10.2 Tenant shall maintain and repair the Property, as required to cause it to remain in good
condition.
11. RIGHT TO ENTER:
11.1 Tenant agrees to make the premises available on 24 hours' notice for entry by Landlord for
necessary repairs, alterations, or inspection of the Property.
12. WASTE:
12.1 Tenant shall not destroy, damage, or remove any part'of the Property or equipment,or commit
waste, or permit any person to do so.
13. LIABILITY INSURANCE:
13.1 Tenant shall obtain and maintain commercial general liability insurance covering both personal
injury and property damage to cover Tenant's use of the Property insuring Tenant and Landlord.
13.2 Tenant shall obtain insurance for this purpose in the minimum amount of$1,000,000.00.
13.3 Tenant shall provide Landlord with a Certificate of Insurance naming the Landlord as an
additional insured. The Certificate shall provide for written-notice to Landlord should a change or
cancellation of the policy occur.
13.4 Each party waives all insurance subrogation rights it may have.
14. HOLD HARMLESS:
14.1 Tenant shall hold Landlord harmless for all claims, damages or liability arising out of the use of
Property caused by Tenant or its employees or patrons.
15. DESTRUCTION:
15.1 In the event the Property is totally or partially destroyed,Tenant agrees to repair the
Property if the destruction is caused by Tenant or covered by its insurance.
15.2 The Lease shall not be terminated due to any destruction.
16. ASSIGNMENT, SUBLETTING AND ENCUMBRANCE:
16.1 Tenant may not assign this Lease or sublet any part of the Property, or further encumber the
leasehold.
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L
17. SURRENDER:
17.1 Tenant may surrender this Lease only by a written cancellation and waiver agreement with
Landlord.
18. WAIVER:
18.1 Waiver of a breach of any provision in this Lease shall not constitute a waiver of any subsequent
breach. Landlord's receipt of Lease Payment with knowledge of Tenant's breach does not waive
Landlord's right to enforce the breach.
19. DEFAULT REMEDIES:
19.1 If Tenant breaches any provision of this Lease,Landlord may exercise any and all of its rights,
including eviction and the right to collect future rental losses after forfeiture of possession.
20. MISCELLANEOUS:
20.1 If an action is instituted to enforce this Agreement,the prevailing party shall receive reasonable
attorneys fees.
20.2 This Lease shall be-binding on all heirs, assigns and successors except as provided in section 17.
20.3 This Lease shall be enforced under California law.
20.4 This Lease reflects the entire agreement between the parties.
20.5 This Lease is not secured by a trust deed.
I agree to let the premises on the terms stated above.
Date: , 2008
Landlord: City of Grand Terrace
Community Redevelopment Agency
Address: 22795 Barton Road
Grand Terrace, CA 92313-5295
Day Phone: (909)430-2245 Fax(909) 783-2600
Signature:
Steve Berry, Acting Executive Director- Development Agency
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5
I agree to occupy the premises on the terms stated above.
Date: , 2008
Tenant: C&S Recycling, Inc.
Address:
Day Phone: (909) Fax(909)
Signature:
Warren Carter, General Manager
5of5
Check Register Dated August 26, 2008
vchlist Voucher List Page: 1
08/20/2008 3:35:09PM CITY OF GRAND TERRACE
Bank code : bofa
Voucher Date Vendor Invoice Description/Account Amount
62096 8/6/2008 005452 PACIFICARE OF CALIFORNIA 1001968880 AUGUST EMPLOYEE HEALTH INS
10-120-142-000-000 1,21623
10-125-142-000-000 619.21
10-140-142-000-000 1,517.61
10-172-142-000-000 162.38
10-175-142-000-000 112.94
10-180-142-000-000 1,362.17
10-370-142-000-000 433.45
10-380-142-000-000 33657
10-440-142-000-000 2,636.05
10-450-142-000-000 423.96
21-572-142-000-000 547.68
32-370-142-000-000 123.84
34-400-142-000-000 492.63
34-800-142-000-000 282.64
10-140-142-000-000 690.74
10-022-61-00 8,333.03
Total : 19,291.13
62097 8/7/2008 010737 WESTERN DENTAL SERVICES INC. Aug Grp 002484 AUG EMPLOYEE DENTAL INSURANCE
10-022-61-00 69.52
Total : 69.52
62098 8/7/2008 010731 STANDARD INSURANCE COMPANY Aug. 00513170 (Aug. Employee Dental Insurance
10-022-61-00 1,148.36
Total : 1,148.36
62099 8/7/2008 004587 MANAGED HEALTH NETWORK RI 57062 AUG MHN INSURANCE
COUNCIL AGENDA ITEM NO.`�,,, Page: 1
vchlist Voucher List Page: 2
08/20/2008 3:35:09PM CITY OF GRAND TERRACE
Bank code : bofa
Voucher Date Vendor Invoice Description/Account Amount
62099 8/7/2008 004587 MANAGED HEALTH NETWORK (Continued)
10-120-142-000-000 19.20
10-125-142-000-000 12.80
10-140-142-000-000 19.20
10-172-142-000-000 2.88
10-175-142-000-000 1 92
10-180-142-000-000 2944
10-370-142-000-000 1536
10-380-142-000-000 6.40
10-440-142-000-000 160.00
10-450-142-000-000 960
21-572-142-000-006 9.60
32-370-142-000-000 2.56
34-400-142-000-000 9.28
34-800-142-000-000 8.96
10-185-142-000-000 6.40
Total : 313.60
62100 8/7/2008 006772 STANDARD INSURANCE COMPANY Aug 006078690(AUG. LIFE AND DISABILITY INS
10-120-142-000-000 20.85
10-125-142-000-000 1390
10-140-142-000-000 20.85
10-175-142-000-000 2.09
10-180-142-000-000 30.71
10-370-142-000-000 1368
10-380-142-000-000 6.95
10-440-142-000-000 68.25
10-450-142-000-000 10.43
21-572-142-000-000 9.18
32-370-142-000-000 2.28
34-400-142-000-000 9.82
34-800-142-000-000 9.73
10-185-142-000-000 6 95
10-022-66-00 1,29308
10-172-142-000-000 3.13
Total : 1,521.88
j Page 2
vchlist V`oucher List Page: 3
08/20/2008 3:35:09PM CITY OF GRAND TERRACE
Bank code : bofa
Voucher Date Vendor Invoice Description/Account Amount
62101 8/8/2008 005702 PUBLIC EMPLOYEES' RETIREMENT PRend 0725200 Contributions for PR end 7/25/08
10-022-62-00 20,770 86
Total : 20,770.86
62102 8/12/2008 010287 OF ALBA B ZAMPEZE 1988 TRUST, ALB/AUGUST 2008 FINAL MORGAGE PMT-22799 BARTON RD
32-600-209-000-000 11,205 55
Total : 11,205.55
62103 8/12/2008 005702 PUBLIC EMPLOYEES' RETIREMENT PRend 8-08-08 Contributions for PRend 8-08-08
10-022-62-00 20,949.94
Total : 20,949.94
62104 8/13/2008 010764 SAFEGUARD DENTAL &VISION 2071508 AUG EMPLOYEE DENTAL/VISION INSURANCE
10-022-61-00 421 95
Total : 421.95
62105 8/13/2008 010626 MONTES, MARIA 081608 30th Ann Cash Box-City Booth
23-200-50-00 150'00
Total : 150.00
62106 8/19/2008 006778 STAPLES CREDIT PLAN 1478309001 Misc Office Supplies-Planning
10-801-220-000-000 82.11
51129 Misc Office Supplies-MIS Dept
10-380-249-000-000 255.68
8242662001 Copy Paper Supply Replenishment
10-190-212-000-000 12332
8314922001 OFFICE SUPPLIES
10-180-210-000-000 75.95
10-190-210-000-000 15614
8314922002 OFFICE SUPPLIES
10-180-210-000-000 7 53
8314922011 BROTHER TYPEWRITER RIBBON
10-180-210-000-000 -13.37
8492279001 Misc Office Supplies-Code Enf
10-180-210-000-000 44.04
34-800-210-000-000 78.81
Page: 3
vchlist Voucher List Page: 4
08/20/2008 3:35:09PM CITY OF GRAND TERRACE
Bank code : bofa-
Voucher Date Vendor Invoice Description/Account Amount
62106 8/19/2008 006778 STAPLES CREDIT PLAN (Continued)
8544204001 OFFICE SUPPLIES
10-370-210-000-000 166.94
8926978001 OFFICE SUPPLIES
10-370-210-000=000 103.84
8926078003 OFFICE SUPPLIES
10-370-210-000-000 1,058.39
Total : 2,139.38
62107 8/20/2008 010884 MORRISON MOBILE COFFEE HOUSE 082208 Coffee Svc-Movie in the Park
23-200-50-00 75.00
Total : 75.00
62108 8/26/2008 010019 5 POINT AUTO SERVICE 14447 Oil Change-Chevy Maint. Vehicle
10-180-272-000-000 29.33
Total : 29.33
62109 8/26/2008 001024 ACCENT PRINT& DESIGN 253335 SR. NEWLETTER PRINTING EXPENSE
10-805-222-000-000 77_58
Total : 77.58
62110 8/26/2008 001145 AMATEUR ELECTRONIC SUPPLY 2027447-01 HAM RADIO*IC-208H
10-808-700-000-000 509.96
Total : 509.96
62111 8/26/2008 010936 AMERICAN GENERAL 01292008 12476 Warbler Ave Rental Refund
10-400-08 95.00
Total : 95.00
62112 8/26/2008 010444 AN-WIL BAG COMPANY 24584 Cold Patch Asphalt
16-900-257-000-000 808.13
Total : 808.13
62113 8/26/2008 001206 ARROWHEAD CREDIT UNION JULY-AUGUST July-Aug 08 City Visa Charges
'� Page: 4
vchlist voucher List Page: 5
08/20/2008 3:35:09PM CITY OF GRAND TERRACE
Bank code : bofa
Voucher Date Vendor Invoice Description/Account Amount
62113 8/26/2008 001206 ARROWHEAD CREDIT UNION (Continued)
10-125-221-000-000 132.17
10-172-210-000-000 38.74
10-175-268-000-000 180.00
10-180-210-000-000 17781
10-180-270-000-000 1,051 46
10-180-272-000-000 13446
10-180-701-000-000 273.94
10-190-220-000-000 164.87
10-380-270-000-000 462.24
10-440-223-000-000 29.47
10-440-221-000-000 23648
10-440-219-000-000 5870
10-440-228-000-000 475.88
10-440-270-000-000 42.52
10-440-246-000-000 125.00
23-200-50-00 15553
Total : 3,739.27
62114 8/26/2008 010293 AVAYA, INC. 2727690464 PHONE/VOICEMAIL SYSTEM MAINT
10-190-246-000-000 183.46
Total : 183.46
62115 8/26/2008 001488 BUCHANAN, DAN AUGUST August Council Stipend/Auto Allow
32-200-120-000-000 15000
10-110-120-000-000 25000
10-110-273-000-000 200.00
Total : 600.00
62116 8/26/2008 001810 CITY NEWSPAPER GROUP 4208 LEGAL AND DISPLAY ADS FOR PUBLIC
10-370-230-000-000 97.13
Total : 97.13
62117 8/26/2008 001840 CITY OF COLTON 000758 Trunkline Flow Monitoring
21-573-255-000-000 2,648.80
000814 Lab Fees:flow monitorinq/meter rental
21-573-255-000-000 600.00
Page 5
vchlist Voucher List Page: 6
08/20/2008 3:35:09PM CITY OF GRAND TERRACE
Bank code : bofa
Voucher Date Vendor Invoice Description/Account Amount
62117 8/26/2008 001840 CITY OF COLTON (Continued)
000839 Flow Monitoring Meter Rental
21-573-255-000-000 3,24880
773 Lab Testing-Trunk Lines
21-573-255-000-000 3,048.80
Total : 9,546.40
62118 8/26/2008 010147 CORTES, BEA AUGUST August Council Stipend/Car Allow
32-200-120-000-000 15000
10-110-120-000-000 25000
10-110-273-000-000 200.00
Total : 600.00
62119 8/26/2008 001907 COSTCO#478 2110 C. CARE SUPPLIES
10-440-228-000-000 146.41
10-440-220-000-000 4880
Total : 195.21
62120 8/26/2008 010745 D & E ELECTRICAL CONTRACTORS 324 Security Camera Amp Circuit
10-450-245-000-000 250.65
325 Install Pkg lot lights-Senior Ctr
10-180-245-000-000 872.08
Total : 1,122.73
62121 8/26/2008 001950 DATA QUICK B1-1313608 July Subscription
21-572-246-000-000 43.17
34-800-220-000-000 43.17
10-380-250-000-000 4416
Total : 130.50
62122 8/26/2008 010937 DE ROSA, ANDREA 0728-0808 Swim Program Refund
10-430-30 5500
Total : 55.00
62123 8/26/2008 003210 DEPT 32-2500233683 008391/006108f MAINT SUPPLIES
10-180-246-000-000 19.35
Total : 19.35
Page: 6
vchlist Voucher List Page: 7
08/20/2008 3:35:09PM CITY OF GRAND TERRACE
Bank code : bofa
Voucher Date Vendor Invoice Description/Account Amount
62124 8/26/2008 002267 ELROD FENCE COMPANY 534 FURNISH/INSTALL PICO PARK GATE
13-445-706-000-000 1,190 00
Total : 1,190.00
62125 8/26/2008 002280 EVER READY EMBROIDERY 1631 30th Anniversary Volunteer gifts
23-200-50-00 988.15
Total : 988.15
62126 8/26/2008 010537 EXECUTIVE SERVICES 2877 Janitorial Supplies-Civic Ctr
10-180-246-000-000 81 46
Total : 81.46
62127 8/26/2008 002450 FERRE', MARYETTA AUGUST August Council Stipend
32-200-120-000-000 150.00
10-110-120-000-000 250.00
Total : 400.00
62128 8/26/2008 002727 FREEMAN COMPANY, J R 393356-0 OFFICE SUPPLIES
10-125-210-000-000 96.85
393356-1 OFFICE SUPPLIES
10-125-210-000-000 224.03
Total : 320.88
62129 8/26/2008 002721 FRITTS FORD FLEET CENTER Q33914 VEHICLE MAINT
10-180-272-000-000 4332
Total : 43.32
62130 8/26/2008 002740 FRUIT GROWERS SUPPLY 90144888 MAINT SUPPLIES & REPAIRS
10-450-246-000-000 100.38
90147118 MAINT SUPPLIES & REPAIRS
10-450-245-000-000 68.87
90147539 MAINT SUPPLIES & REPAIRS
10-450-246-000-000 9343
90148010 MAINT SUPPLIES 8, REPAIRS
10-450-246-000-000 11.12
Page: 7
vchlist Voucher List Page: 8
08/20/2008 3:35:09PM CITY OF GRAND TERRACE
Bank code : bofa
Voucher Date Vendor Invoice Description/Account Amount
62130 8/26/2008 002740 FRUIT GROWERS SUPPLY (Continued)
90150347 MAINT SUPPLIES & REPAIRS
10-450-246-000-000 15.09
10-180-218-000-000 1099
Total : 299.88
62131 8/26/2008 002901 G.T. AREA CHAMBER OF COMMERCE 5198-AD JOINT NEWSLETTER CONTRIBUTION
10-125-213-000-000 870.00
Total : 870.00
62132 8/26/2008 002795 GARCIA, LEE ANN AUGUST August Council Stipend
32-200-120-000-000 150.00
10-110-120-000-000 7509
Total : 225.09
62133 8/26/2008 010181 GOPHER PATROL 162681 GOPHER CONTROL SERVICES
10-450-245-000-000 465.00
Total : 465.00
62134 8/26/2008 002930 GRAINGER 9708850376 Hand Held Radio-EOC
10-808-247-000-000 296.74
9709688296 HANDHELD RADIO PRICE ADJUSTMENT
10-808-247-000-000 -32.97
Total : 263.77
62135 8/26/2008 010632 HIGH TECH SECURITY SYSTEMS 83329 SECURITY CAMERA MAINT AGREEMENT
10-450-246-000-000 60.00
Total : 60.00
62136 8/26/2008 003171 HINDERLITER de LLAMAS &ASSOC 0014429-IN 3rd Quarter Sales Tax Svcs
10-140-250-000-000 150.00
32-370-250-000-000 150.00
Total : 300.00
62137 8/26/2008 003224 HYDRO-SCAPE PRODUCTS INC 05600927-00 LANDSCAPE/MAINT SUPPLIES
10-450-245-000-000 792.67
05609694-00 LANDSCAPE/MAINT SUPPLIES
10-450-245-000-000 456.76
Page. 8
t i
vchlist Voucher List Page: 9
08/20/2008 3:35:09PM CITY OF GRAND TERRACE
Bank code : bofa
Voucher Date Vendor Invoice Description/Account Amount
62137 8/26/2008 003224 HYDRO-SCAPE PRODUCTS INC. (Continued) Total : 1,249.43
62138 8/26/2008 010773 KELLAR SWEEPING INC 4047 FY 08/09 STREET SWEEPING-
16-900-254-000-000 4,200 00
Total : 4,200.00
62139 8/26/2008 004320 LAWNMOWER CENTER 02380 EQUIPMENT REPAIR
10-450-246-000-000 82.23
Total : 82.23
62140 8/26/2008 010855 MICHAEL BRANDMAN ASSOCIATES 00044696 PREPARE EIR FOR FREEWAY RETAIL SPEC PLAI
32-600-205-001-000 3,080.00
Total : 3,080.00
62141 8/26/2008 010446 MILLER, JIM AUGUST August Council Stipend/Auto Allow
10-110-120-000-000 250.00
10-110-273-000-000 200.00
32-200-120-000-000 150.00
Total : 600.00
62142 8/26/2008 005451 P A P A 091708 Pesticide Traininq-Agudo
10-180-268-000-000 70.00
111308 Pesticide Semiar Train -Agudo
10-180-268-000-000 70.00
12208 Pesticide Train-Agudo
10-180-268-000-000 70.00
Total : 210.00
62143 8/26/2008 010851 PARADIGM PRESSURE WASHING 07302008 FY 08/09 GRAFFITI CLEAN UP
10-180-255-000-000 500.00
Total : 500.00
62144 8/26/2008 005586 PETTY CASH 08182008 Child Care Petty Cash
10-440-221-000-000 20.48
10-440-228-000-000 66 91
Total : 87.39
62145 8/26/2008 010171 REPUBLIC ELECTRIC 708111 SIGNAL MAINT& DAMAGE REPAIR
Page: 9
vchlist Voucher List Page: 10
08/20/2008 3:35:09PM CITY OF GRAND TERRACE
Bank code: bofa
Voucher Date Vendor Invoice Description/Account Amount
62145 8/26/2008 010171 REPUBLIC ELECTRIC (Continued)
16-510-255-000-000 100.79
708112 SIGNAL MAINT& DAMAGE REPAIR
16-510-255-000-000 37640
Total : 477.19
62146 8/26/2008 010723 RICHARD POPE &ASSOCIATES 3793 ORANGE GROVE PKWY CONSTRUCTION PLAN;
13-445-710-000-000 892.50
Total : 892.50
62147 8/26/2008 006285 RIVERSIDE HIGHLAND WATER CO 08152008 June-Aug H2O Service
10-190-238-000-000 53096
10-440-238-000-000 102.80
10-450-238-000-000 8,081.22
10-805-238-000-000 88.34
26-600-239-000-000 23440
26-601-239-000-000 4364
34-500-726-000-000 49.20
34-700-709-000-000 9.08
34-700-710-000-000 908
34-700-767-000-000 908
Total : 9,157.80
62148 8/26/2008 006310 ROADRUNNER STORAGE 8081 September Storage Charges
10-140-241-000-000 11900
34-500-726-000-000 13900
Total : 258.00
62149 8/26/2008 006335 ROQUET PAVING INC. 0709-08 R&R ASPHALT-4 LOCATIONS
16-900-257-000-000 6,50843
0710-08 GRADE/INSTALL TREATED GRANITE-WALKWAY
10-450-245-000-000 4,69000
0710-08A GRADE/INSTALL 4"THICK CONCRETE RAMP
10-450-245-000-000 4,960.00
0710-09B Reinstall Pavers-Rollins Park
23-200-61-00 2,79000
Page 10
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r
vchlist Voucher List Page: 11
08120/2008 3:35:09PM CITY OF GRAND TERRACE
Bank code : bofa
Voucher Date Vendor Invoice Description/Account Amount
62149 8/26/2008 006335 ROQUET PAVING INC. (Continued)
0801-08 Asphalt Repair-Westwood/Honey Hills
16-900-257-000-000 17.615.00
Total : 36,563.43
62150 8/26/2008 006341 ROSENOW SPEVACEK GROUP INC. 0021498 CONSULTING SERVICES FY 2007-08
32-370-250-000-000 2,632.50
Total : 2,632.50
62151 8/26/2008 006557 S.B. COUNTY DEPT. PUBLIC WORKS FC018-09 ANNUAL FLOOD AGREEMENT
12-903-701-000-000 2,991.00-
Total : 2,991.00
62152 8/26/2008 006531 S.B. COUNTY SHERIFF 8486 FY 08/09 CONTRACT LAW ENF. SERVICES
10-410-255-000-000 4,283.58
10-410-256-000-000 130,252.47
14-411-256-000-000 24,114.95
Total : 158,651.00
62153 8/26/2008 010664 SHELL FLEET MANAGEMENT 8000209687808 Maintenance Vehicle Fuel
34-800-272-000-000 72.00
10-180-272-000-000 413.26
Total : 485.26
62154 8/26/2008 006720 SO CA.EDISON COMPANY 2011959749-Jul, July Street Light Utility Charges
16-510-238-000-000 5,144.80
26-600-238-000-000 4980
26-601-238-000-000 41.50
26-602-238-000-000 5810
Total : 5,294.20
62155 8/26/2008 006730 SO CA.GAS COMPANY 08052008 August Utility/CNG Charges
10-190-238-000-000 350.21
10-440-238-000-000 46.94
10-180-272-000-000 4474
10-440-272-000-000 14.91
34-800-272-000-000 1492
Page: 11
vchlist Voucher List Page: 12
08/20/2008 3:35:09PM CITY OF GRAND TERRACE
Bank code : bofa
Voucher Date Vendor Invoice Description/Account Amount
62155 8/26/2008 006730 SO CA.GAS COMPANY (Continued) Total : 471.72
62156 8/26/2008 006898 SYSCO FOOD SERVICES OF L.A. 808060564 C. CARE FOOD &SUPPLIES
10-440-220-000-000 60795
Total : 607.95
62157 8/26/2008 010712 TASO TECH, INC 295 HP PROLIANT DL380 EDEN SERVER
10-380-701-020-000 7,412.69
Total : 7,412.69
62158 8/26/2008 010586 THE JAMIESON GROUP 2008 112 FY 08/09 PROF. SERVICES
10-370-255-000-000 5,000.00
Total : 5,000.00
62159 8/26/2008 010934 THE SATELLITE WORKS INC. 3008190018 FY 08/09 MONTHLY ACCESS FEE
10-808-235-000-000 8916
Total : 89.16
62160 8/26/2008 007032 TRAFFIC CONTROL SERVICES INC. 870025 No Parking Signs
16-900-220-000-000 23770
Total : 237.70
62161 8/26/2008 010252 TRAFFIC OPERATIONS INC. 8260 FURNISH/INSTALL SCHOOL SIGNS
16-900-220-000-000 6,00000
16-900-258-000-000 3,625.00
Total : 9,625.00
62162 8/26/2008 010421 VILLAGE ENTERPRISES, DARCY MCNAB 08-44 CONSULTING
10-180-255-000-000 131.25
Total : 131.25
62163 8/26/2008 007843 WEST COAST ARBORISTS INC 54135 TREE SERVICES
16-900-260-000-000 264.00
Total : 264.00
62164 8/26/2008 007854 WESTERN EXTERMINATORS CO 006-08028591-9 Storm Drain Pest Control
12-903-703-000-000 150.00
Page. 12
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vchlist Voucher List Page: 13
08/20/2008 3:35:09PM CITY OF GRAND TERRACE
Bank code : bofa
Voucher Date Vendor Invoice Description/Account Amount
62164 8/26/2008 007854 WESTERN EXTERMINATORS CO (Continued)
377560 PEST CONTROL
10-180-245-000-000 86.50
10-440-245-000-000 329.00
- 10-805-245-000-000 33.00
34-400-246-000-000 38.50
Total : 637.00
62165 8/26/2008 007938 WIRZ& COMPANY 54369 Movie in the Park Mailers
23-200-50-00 1,361.13
Total : 1,361.13
62166 8/26/2008 007984 YOSEMITE WATERS 20925710 July Coffee/Water Supply
10-190-238-000-000 269.56
10-440-238-000-000 158.41
10-805-238-000-000 27.30
34-400-238-000-000 27.30
Total : 482.57
#� 8/14/2008 007400 U S BANK TRUST N.A. AUGUST August GTPFA COP 1997 Pmt.
33-300-206-000-000 22,242.49
Total : 22,242.49
72 Vouchers for bank code: bofa Bank total : 377,348.36
72 Vouchers in this report Total vouchers : 377,348.36
I certify that to the best of .my knowledge, the afore-listed checks for payment of City and Community Redevelopment Agency
liabilities have been audited by me and are necessary and appropriate for the operation of City and Agency.
Larry Ronnow, Finance Direcctor
Page: 13
PEMftCffYC0UNCXAPPWVAL
CITY OF GRAND TERRACE
CITY COUNCIL MINUTES
REGULAR MEETING -AUGUST 12,2008
A regular meeting of the City Council of the City of Grand Terrace was called to order in the Council
Chambers, Grand Terrace Civic Center,22795 Barton Road, Grand Terrace,California,on August
12, 2008, at 6:00 p.m.
PRESENT: Maryetta Ferrel, Mayor
Lee Ann Garcia, Mayor Pro Tern
Bea Cortes, Councilmember
Jim Miller, Councilmember
Dan Buchanan, Councilmember
Brenda Mesa, City Clerk
Steve Berry, Assistant City Manager/City Manager Pro Tem
Larry Ronnow, Finance Director
Richard Shields, Building & Safety Director
John Harper, City Attorney
Lt. Mike Newcombe, San Bernardino County Sheriff's Department
ABSENT: Tom Schwab, City Manager
Gary Koontz, Community Development Director
John Salvate, San Bernardino County Fire Department
The City Council meeting was opened with Invocation by Pastor Raul Montano,Calvary the Brook
Church, followed by the Pledge of Allegiance led by Councilman Dan Buchanan.
Mayor Ferrd gave an update on Tom Schwab indicating that he is in rehabilitation and is undergoing
physical therapy. He should be returning to his home very soon, possibly within the month.
ITEMS TO DELETE
Steve BeM, Assistant Ci1y Manager/City Manager Pro Tern, requested that item 5Ala.
Emergency Operations Committee Member Appointments (Stewart and Nichols)and item
3G. Reclassification of Intern to Management Analyst be deleted from the agenda.
SPECIAL PRESENTATIONS
2A. Presentation of Red Tailed Hawk Art to the City by Mr. and Mrs. Paul Owens
Mayor Ferrel, announced that a piece of art that was done by Robert Bateman has been
donated to the City by Paul and Marjorie Owens. Paul and Marjorie Owens moved to Grand
Terrace in September of 1989. Four years later they joined the Citizen's Patrol and have
been active members since that time. On August 28, 2007 at the City Council Meeting
COUNCIL AGENDA ITEM NO.3G
Council Minutes
08/12/2008
Page 2
Marjorie was appointed as an active member of the Crime Prevention Committee for a term
continuing through June 2010. In 1978 Paul and Marjorie started collecting artwork,
attending art auctions and art galleries. Among arts the art they love most is wildlife. Their
favorite gallery was Artworks Etc. in Fountain Valley,CA and that is where they purchased
the lithograph which they are presenting to the City of Grand Terrace this evening. The
lithograph remained unframed in their house for several years. While attending the
dedication of the Pocket Park, the Gwen Karger Park, and seeing the Red Tailed Hawk and
his handler they decided that this was the perfect time to have the lithograph framed and
presented to the City they have come to love. They are taking this opportunity to say thank
you for the friendship and love shown to them by the City of Grand Terrace.
CONSENT CALENDAR
CC-2008-67 MOTION BY COUNCILMEMBER CORTES, SECOND BY MAYOR PRO TEM
GARCIA,CARRIED 4-0-1-0(COUNCILMEMBER MILLER WAS ABSENT),to
approve the following Consent Calendar Items:
3A. Approve Check Register Dated August 12, 2008
3B. Waive Full Reading of Ordinances on Agenda
3C. Approval of July 22, 2008 Minutes E
3D. Notice of Completion of the Gwen Karger Pocket Park
3F. Resolution-Directing Collection of Delinquent Sewer User Fees on the San
Bernardino County Tax Roll 2008-2009
ITEM REMOVED FROM CONSENT CALENDAR
3E. Award Contract-City Hall Fire Detection Installation-Champion Fire Systems,Inc.
CC-2008-68 MOTION BY COUNCILMEMBER MILLER, SECOND BY MAYOR PRO TEM
GARCIA, CARRIED 5-0, to award the Contract for the City Hall Fire Detection
Installation to Champion Fire Systems, Inc. in the amount of$65,000.
PUBLIC COMMENT -None
REPORTS
5A. Committee Reports -None
5B. Council Reports
Councilmember Cortes, reported that at the SANBAG Board of Directors Meeting they
approved funding for the bond measure for the synchronization of the signal lights. She has
Council Minutes
08/12/2008
Page 3
spoken to City Staff and SANBAG Staff and the reason that the signal lights have not been
working as well as it should is because of technical problems and requested that Director of
Building and Safety/Public Works, Richard Shields to explain what the issues are.
Director of Building & Safetv/Public Works Richard Shields, stated that Barton Road is
uphill from the freeway to Honey Hill where it starts heading down hill. One of the problems
that they had is getting the antennas to talk to the software. They probably should have put
in some additional antennas. They tried to correct this with tweaking the software and
believes that they were successful in doing that. As it stands now it is communicating but
it hasn't gone on-line. They are going to hold a training seminar on August 21,2008 for the
local jurisdictions that are having this device installed and they are going to teach staff how
to operate the system so that there aren't any questions after it is all hooked up. It should be
on-line within the next month or so.
Mayor Ferre,requested that Assistant City Manager/City Manager Pro Tem Berry talk about
the Grand Terrace Little League.
Assistant City Mana er/City Manager Pro Tem Berry,reported that 11 girls from the Grand
Terrace Softball All Star Team have won the right to represent Southern California in their
division of the Little League Softball Western Regional Tournament. These girls will be
coming to a City Council Meeting on August 26, 2008.
Mayor Pro Tem Garcia,requested Assistant City Manager/City Manager Pro Tem talk about
the metal plates on Barton Road.
Director of Building&Safety/Public Works Richard Shields,reported that the metal plates
are gone today and there is a temporary patch in the paving. That patch will be ground down
and they will patch it the way it is supposed to be patched. He indicated that it is AT& T
putting in fiber optic for all of the neighborhoods throughout the City. This is only the
second job the first job was on Palm. He stated that there will be many more in the future.
It will probably be another six months before it is complete.
Mayor Pro Tem Garcia, requested that the information on fiber optics be placed on the
website.
Assistant City Mana erg /Ci Manager Pro Tem Berry, stated that he has a meeting with AT
& T and will provide information.
Mayor Pro Tem Garcia, asked if there are any updates on graffiti.
Lt. Newcombe, responded that they had a good week. The MET team has been dedicated
to Grand Terrace for a couple of weeks to concentrate on the problem. He reported that they
Council Minutes
08/12/2008
Page 4
had an arrest on the Pico Street graffiti and that they have been tracking the freeway graffiti.
They are noticing some trends and are waiting to see if it happens again. If more graffiti is
done they will commit some resources to that area. He feels that graffiti is a big problem but
feels that if they can attacked it in a focused manner a couple of people will be identified and
it will send a message to others.
Mayor Pro Tem Garcia, is looking forward to seeing everyone on August 18 for market
night. She reminded everyone that on August 22 Enchanted will be held at Richard Rollins
Park. She encouraged everyone to dress warm because the evenings are getting cooler.
Councilmember Miller, stated that he has a few questions of staff and the Assistant City
Manager. He reported that he receives, as well as the rest of the Council, e-mails of the
minutes of the on-going weekly staff meetings that are held. He referred to the last set of
minutes and questioned if there is something scheduled for the Council to take action on with
regards to the MHN benefit that staff receives.
Assistant City Mana erg /Mayor Pro Tem Manager Berry,responded that there was discussion
at staff meeting level and staff indicated that this is a benefit that will continue.
Councilmember Miller,again referred to the minutes where it indicated that Fair Price Carpet
is not a local business and may not be considered for the senior housing project and
expressed his concern.
Assistant Ci1y Mana erg /Mayor Pro Tem Manager Berry,responded that staff will be meeting
with Corporation for Better Housing next Tuesday. He indicated that they do not bid out
each portion of the flooring. They bid the entire package. If this is something that the
Council would like to do staff can certainly talk with them. His concern was that Fair Price
Carpet is in Highgrove, in a different County not a local business.
Councilmember Miller, stated that he understands what he is saying, however, Fair Price
Carpet is a big supporter of Grand Terrace and feels that they are a low bidder and would
appreciate allowing them to be one of the bidders. If Corporation for Better Housing is not
willing to do that then he would like them to tell Council why. He would like to see
information placed in the Blue Mountain Outlook as well as the City News. He indicated
that there have been some discrepancies on what the rent is going to be at the Blue Mountain
Villas and what we will receive. He would like an update on what is going on with the
Senior Housing project. What monies are going out and what monies are going to becoming
back to the City. He doesn't believe we have ever had a clear view on what we are going to
receive from the Senior Housing.
Assistant Ci Manager/Mayor Pro Tem Manager Berry,responded that the information will
be provided to the Council at the August 26, 2008 meeting.
Council Minutes
08/12/2008
Page 5
Mayor Pro Tern Garcia, stated that she believes when the minutes are done they are high
points. To her knowledge,Assistant City Manger Berry has always given information to the
Blue Mountain Outlook and the City News.
PUBLIC HEARING -None
UNFINISHED BUSINESS -None
NEW BUSINESS
8A. Special Events Permit Requested by the Grand Terrace Area Chamber of Commerce
for a Monthly Market Night at 22325 Barton Road
CC-2008-69 MOTION BY COUNCILMEMBER BUCHANAN, SECOND BY
COUNCILMEMBER CORTES,CARRIED 4-0-0-1(COUNCILMEMBER MILLER
ABSTAINED), to approve a special events permit for the Grand Terrace Area
Chamber of Commerce monthly Market Night and waive any date requirements.
8B. Request to Purchase Three Opticom M792H High Priority Emitters Using California
Law Enforcement Equipment Program(CLEEP) Funding
CC-2008-70 MOTION BY MAYOR PRO TEM GARCIA, SECOND BY COUNCILMEMBER
CORTES, CARRIED 5-0,to approve the purchase of three Opticom M792H High
Priority Emitters at$2850 per installation using funding from CLEEP.
8C. Resolution Opposing Fiscally Irresponsible State Budget Decisions that Would
"Borrow" Local Government, Redevelopment and Transportation Funds
CC-2008-71 MOTION BY COUNCILMEMBER CORTES, SECOND BY MAYOR PRO TEM
GARCIA,CARRIED 5-0,to Approve a Resolution Opposing Fiscally Irresponsible
State Budget Decisions that Would "Borrow" Local Government, Redevelopment
and Transportation Funds
CLOSED SESSION
9A. Employee Performance Evaluation- Steve Berry, City Manager Pro Tern
Mayor Ferre announced that the Council met in Closed Session to Evaluate Steve Berry and
has directed him to place on the August 26,2008 agenda his appointment as the Acting City
Manager.
Mayor Ferre adjourned the meeting at 7:40 p.m., until the next CRA/City Council Meeting which
Council Minutes
08/12/2008
Page 6
is scheduled to be held on Tuesday, August 26, 2008 at 6:00 p.m.
CITY CLERK of the City of Grand Terrace
MAYOR of the City of Grand Terrace
STAFF REPORT
CRA ITEM ( X ) CITY COUNCIL ITEM ( X ) MEETING DATE: August 26, 2008
AGENDA ITEM
SUBJECT: Request to approve First Amendment to Ground Lease,Blue Mountain
Senior Villas. This is a joint item between,the City and the CRA.
FUNDING REQUIRED XX
NO FUNDING REQUIRED
Background
On September 22, 2005, the City of Grand Terrace and its Community Redevelopment
Agency entered into a lease agreement with the Corporation for Better Housing to develop
and operate an affordable senior housing project to be known as the Blue Mountain Senior
Villas. Consequent to that action, the City and CRA have also executed an assignment and
assumption of the ground lease, as well as adopted a resolution that appropriated additional
funds to offset an unanticipated increase in fees.
The project is currently under construction and the completion of the senior housing portion
of the project is expected in the first quarter of 2009,with the related park and other
improvements following shortly thereafter.
First Amendment to Ground Lease
The current action before the City Council and Redevelopment Agency is the approval of the
First Amendment to the ground lease, which is the primary agreement between the City and
the senior housing developer. The need for this amendment is occasioned by certain changes
in the composition of the funding partners for the project, as well as the.desire to conform the
schedule of performance and the scope of development to the current circumstances.
Specifically, the changes and clarifications made by the amendment include:
• Amends the "Agency Disbursement Amount"to reflect changes to the total funding
made since the original lease was executed, and provides a clear mechanism for any
future changes.
• Provides a new definition of the"Partners" in the project that is consistent with the
current composition of the funding participants. It also clarifies the rights and
obligations these partners have in the event of a default.
• Provides a clarification of the process and means by which the Lessee may make
draws on the Agency's appropriated funds.
COUNCIL AGENDA ITEM NO
1
• Clarifies the ownership of certain equities, including stock in the local water company,
at the termination of the lease, in favor of the City.
• Provides updated exhibits on the Schedule of Performance and Scope of Development.
The Scope of Development includes a revised"Sources &Uses" statement that
anticipates an increase of the total Agency contribution to the project to $9,588,381.
• Includes additional certifications and representations by both the City(and the CRA)
and the Lessee regarding the current state of the project that are important to the
prospective funding partners and lenders.
Fiscal Impact
Although by itself, the proposed First Amendment does not have direct fiscal impacts, the
previously noted change to the"Sources & Uses" and anticipated increase in the Agency
Disbursement Amount will increase the Agency's contribution to the project by $740,000. If
this amendment is approved and executed, a resolution amending the Agency Disbursement
Amount to the Blue Mountain Senior Villas project will be brought back to the Agency at its
next meeting for action.
Staff recommends that the City Council and Community Redevelopment Agency:
1. Approve the First Amendment to Ground Lease, Blue Mountain Senior Villas, and
direct its execution by the appropriate City and Agency officials.
2. Direct staff to prepare, and return to the Agency for consideration, a summary of
project expenses to date and a resolution to authorize any recommended change to the
Agency Disbursement Amount.
Request to Approve First Amendment to Senior Housing Project Lease Page 2
10�1 a
FIRST AMENDMENT TO GROUND LEASE
(Blue Mountain Senior Villas, Grand Terrace, California)
This First Amendment to Ground Lease(this"Amendment"). dated as of August 26,
2008, is entered.into by and among the CITY OF GRAND TERRACE, a public body corporate
and politic (the "Ci1y"), the CITY OF GRAND TERRACE COMMUNITY
REDEVELOPMENT AGENCY (the"Agency") and 22645 GRAND TERRACE RD., L.P., a
California limited partnership(the"Lessee"), with respect to the following facts:
�! WHEREAS, the City and the Agency entered into Ground Lease dated as of September
22, 2005 (the"Lease")with respect to certain real property("Site")with the Corporation for
Better Housing(the"Original Lessee"), and pursuant to that certain Assignment and Assumption
of Ground Lease dated January 1.7, 2006 executed by and among the City, Agency, the Original
Lessee and the Lessee, the Original Lessee assigned all of its right, title and interest under the
Ground Lease to Lessee. A Memorandum of Ground Lease relating to the Lease was recorded
on January 19,2006, in the Official Records of San Bernardino County as Instrument No. 2206-
0041146;
WHEREAS, the purpose of the Lease was to facilitate and make possible the
development of an affordable, multi-unit senior housing rental project to be known as.the Blue
Mountain Senior Villas Apartments ("Improvements");
WHEREAS, the Lease included terms and conditions for the financing, construction, and
operation of the Improvements;
AND WHEREAS, the City/Agency and the Lessee have proposed to each other certain
modifications and additions to the Lease would allow it to more perfectly express the current
terms and conditions for the development, construction and operation of the Improvements;
NOW, THEREFORE, the City, the Agency and the Lessee, mutually agree and covenant
to the following amendments and modifications to the Lease:
AGREEMENT
1. Section 1. Changes to 1.1 Definitions
The following definitions in Lease section 1.1 are amended and restated in their entirety to read:
"Agency Disbursement Amount"means the total amount of all payments from the
Agency to the Lessee as assistance for the development and construction of covenant-
restricted affordable senior housing. These funds will be disbursed in a form and manner
mutually agreeable to the Agency, the City, the Lessee, the project lenders and investors.
"Lease" shall mean the Ground Lease dated as of September 22, 2005, as amended by
that Assignment and Assumption of Ground Lease dated January 17, 2006, and as further
amended by this certain First Amendment to Ground Lease dated as of August 26, 2008;
3
"Partners"means the Corporation for Better Housing, as general partner of the Lessee
(General Partner); and Alliant Credit Facility, Ltd., a Florida limited partnership, and
Alliant Credit Facility ALP, LLC, a Florida limited liability company, and their
respective successors, assigns and affiliates, as the limited partners of Lessee
(collectively, the "Limited Partners"). The Partners may be changed with the written
approval of the City Manager,which may not be unreasonably withheld; provided,
however, the respective interests of the Limited Partners in Lessee shall be transferable to
any affiliate of Alliant Capital,Ltd., without the consent of the City. The respective
interests of the Limited Partners in Lessee shall be transferable to a non-affiliate of
Alliant Capital, Ltd. (other than CitiCorp USA, Inc. "CitiCorp"), with the consent of the
City, which consent shall not be unreasonably withheld. City hereby acknowledges that
the respective interests of the Limited Partners in Lessee may be transferred to Citicorp,
a non-affiliate of Lessee's limited partners, and City hereby consents to the assignment so
long as such assignment provides that CitiCorp accepts the limited partnership interest
and agrees to be bound by the terms of the Partnership Agreement. Further, City hereby
agrees and acknowledges that Lynx Realty &Management, LLC is not a partner of
Lessee. Any and all references to Lynx Realty &Management, LLC as a partner or
"Administrative General Partner" are hereby deleted in their entirety.
The following definition is added to the Lease in Section 1.1:
"Partnership Agreement"means that certain Amended and Restated Agreement of
Limited Partnership of the Lessee dated as of August 1, 2008, as the same may be
amended from time to time.
2. Section 2-Lease of the Site.
The following amendment will be made to Section 2 of the Lease:
The existing paragraph,beginning with"City, for and in consideration of the Low
Income Rents..." will be renumbered as section 2.1 Lease of the Site.
The following language will be added to Section 2 of the Lease:
2.2 Agency Disbursement Amount
At the inception of the Lease, the Agency Disbursement Amount was $8,400,000. On
May 11, 2006, the City agreed to increase the Agency Disbursement Amount by an
additional$448,381 to partially offset an increase in the governmental development fees
charged to the Project.
2.3 Amending the Agency Disbursement Amount
From time-to-time, the Agency and the Lessee may find it necessary to change the
Agency Disbursement Amount to offset increases in the costs of materials or labor for the
Project, or unanticipated fees or other expenses. Any requests for changes to the Agency
Disbursement Amount must be made in writing by the Lessee to the City Manager or his
designee, and be accompanied by documentation and analysis that substantiates the need
for the change. The change will be considered approved only subsequent to action by the
4
City Council, acting as the Agency board, that specifically acknowledges the change and
authorizes an appropriation of funds.
2.4 Disbursement of Agency Funds
The Lessee may make draws on the Agency's funds, up to a total not to exceed the
Agency Disbursement Amount, on a periodic basis during the planning, construction and
start-up phases of the Project, so long as those draws are not more frequent than monthly.
The draws should be presented in a form, and including documentation, consistent with
industry practices for the submission of a draw request to a commercial lender. The City
and Agency will have ten(10) calendar days to review the draw request and respond with
questions or objections,which must be answered by the Lessee within five (5)working
days. In the absence of any questions, the City and Agency will have a total of thirty
calendar days to disburse the requested draw funds to the Lessee.
3. Section 3 -Commencement Of Lease Term. Section 3 of the Lease is hereby amended
with the following:
Commencement of Lease Term. The"Commencement Date"for the Ground
Lease is [ ]. [Note: Date is blank in the Ground Lease]
4. Section 8.3 -Ownership at Termination. Section 8.3 of the Lease entitled"Ownership
at Termination"will be amended and restated in its entirety with the following:
Upon termination of this Lease, whether by expiration of the Term or otherwise, all
Improvements, fixtures, furnishings and ancillary assets, including the Project's stock in
the water company, shall, without compensation to the Lessee,then become the City's
property, as it is at the time of the termination of the Lease.
5. Section 26.7-Notices. Section 26.7 is hereby amended with the following notice to the
Limited Partners and certain cure rights of the Limited Partners:
"For all purposes of the Lease, the address of the Limited Partners shall be as
follows:
c/o Alliant Capital, Ltd.
340 Royal Poinciana Way, Suite 305
Palm Beach, Florida 33480
Attention: Shawn Horwitz
Telephone: (561) 833-5795
Telecopy: (561) 833-3694
and
5
c/o Alliant Asset Management, LLC
21600 Oxnard Street, Suite 1200
Woodland Hills, California 91367
Attention: Tony Palaigos, Esq.
Telephone: (818) 668-6800
Telecopy: (818) 668-2828
The Lessee and Limited Partners may change its/their addresses for notice
purposes from time to time by written notice delivered to City in accordance with
the Lease. Further, the following are the cure rights of the Limited Partners under
the Lease.
(a) MonetM Default. If a monetary event of default occurs under the terms
of the Lease,prior to exercising any remedies thereunder, City shall give Lessee
and its Administrative Limited Partner simultaneous written notice of such
default. Lessee shall have a period often(10) days after receipt of such notice, or
such longer period of time as may be set forth in the Lease, to cure the default
prior to exercise of remedies by City under the Lease.
(b) Non-Monetary Default. If a non-monetary event of default occurs under
the terms of the Lease,prior to exercising any remedies thereunder, City shall
give Lessee and its Administrative Limited Partner simultaneous written notice of
such default. If the default is reasonably capable of being cured within thirty(30)
days, Lessee shall have such period to effect a cure prior to exercise of remedies
by City under the Lease, or such longer period of time as may be specified in the -
Lease. If the default is such that it is not reasonably capable of being cured within
thirty(30) days (or such longer period if so specified), and if Lessee (a) initiates
corrective action within said period, and(b) diligently, continually, and in good
faith works to effect a cure as soon as possible, then Lessee shall have such
additional time as is reasonably necessary to cure the default prior to the exercise
of any remedies by City."
6. Substitution of New Exhibits
The Lessee has submitted, and the Agency and the City agree to accept as substitutions, new
Exhibit D—Schedule of Performance AMENDED and Exhibit E—Scope of Development
AMENDED. These documents are incorporated into this First Amendment as Attachment 1 and
Attachment 2, respectively.
7. Certifications of City,Agency and Lessee. City, Lessee and the Agency do hereby
acknowledge and agree that concurrently with the execution of this Amendment, certain lenders
and financing partners of Lessee, including,but not limited to the Limited Partners, California
Statewide Communities Development Authority, a joint exercise of powers agency duly
organized and validly existing under the laws of the State of California(referred to herein as
"Issuer") and Citicorp North America, Inc., a Delaware corporation("Citibank") are making
significant financial investments (in the form of an equity investment with respect to the Limited
Partners, and the extension of credit with respect to the Issuer and Citibank) in reliance upon the
modifications to the Lease as set forth in this Amendment. Further, the City, Agency and Lessee
i
ATTACHMENT#1
Exhibit D-Schedule of Performance AMENDED
Anticipated Development Timeline-
Planning Commission Approved
Architectural and Site
Review
City Council Approved
AHP Application Approved
Tax-exempt bond Awarded
application
LIHTC Application Awarded
Construction Loan Closing 8-15-08 Subject to City's approval
of loan increase
Relocation of Senior Complete
Center
Permits Issued/ Issued/ Commenced
Construction Commences
Pre-leasing Begins Commenced
Construction Complete January 2009
Residential Units
Construction Complete March 2009
Community Center
Construction Complete April 2009
open space/land area
9
ATTACHMENT#2
Exhibit E—Scope of Development AMENDED
The scope of development shall be consistent with General Plan Amendment GPA-07-01,
more particularly described in Specific Plan SP-07-01, Site and Architectural Review SA
07-02, and Environmental Assessment E-07-02 and shall be subject to the Conditions of
Approval.
Project Description. Lessee intends to develop and operate on the property a one hundred
and twenty(120) unit senior housing project, comprised of one hundred and three (103)
one-bedroom rental units and seventeen(17) two-bedroom rental units,a community
center, consisting of approximately 7,000 square feet; and a,landscaped open area,
encompassing roughly three (3).acres.
Project Financing. Lessee received construction and permanent funding to construct and
operate said improvements. Funding sources include, but not limited to 1) construction
loan in the form of variable rate tax-exempt bonds that will adjust with the market during
construction and be fixed by means of a rate lock during the permanent period; 2) low
income housing tax credits (LIHTC) in the form of 4% credits awarded by the California
Tax Credit Allocation Committee(TCAC); 3)Federal Home Loan Bank(FHLB)
Affordable Housing Program (AHP) fully forgivable grant; and 4)Agency Funds. Lessee
may apply for additional sources of funds if necessary and appropriate. Actual funding
amounts and sources shall be provided to Agency for review and approval prior to loan
closing.
Source of Funds. The following table contains estimates, subject to change at the time of
actual approvals and funding.
Estimated Estimated
Construction Permanent
Tax Exempt Bonds issued by CSCDA $10,500,000 $5,750,000
LIHTC (4%) $220,000 $5,210,000
FHLB AHP $972,000 $972,000
Agency Funds $8,748,381 $9,488,381
Deferred Fees/DDF $1,199,619 $119,619
Estimated Total $21,640,000 $21,640,000
1�
hereby represent, warrant and certify to the Limited Partners, the Issuer and Citibank, and their
respective successors and assigns, as follows:
(a) The Ground Lease is in full force and effect and City has not transferred its
interests in the Ground Lease or agreed to do so.
(b) A true and complete copy of the Ground Lease, together with all amendments,
supplements and other modifications thereto (oral or written) is attached as Exhibit A to
an unrecorded original of this Agreement.
(c) The Ground Lease is the only agreement among the City,Agency and Lessee with
respect to the lease or occupancy of the Property.
(d) There are no existing uncured defaults by Lessee under the Ground Lease, nor has
any event occurred which, with the passage of time or the giving of notice or both, would
constitute such a default.
(e) No circumstance presently exists, and no event has occurred, that would prevent
the Ground Lease from becoming effective or would entitle City to terminate the Ground
Lease.
(f) City consents to the admission of the Limited Partners as the new limited partners
of the Lessee.
(g) City has reviewed and acknowledges the Partnership Agreement of Lessee.
8. Entire Amendment; Miscellaneous.
This Amendment, along with the substitution of revised Exhibits D and E, incorporated by
reference herein, sets forth all the changes to the understandings between the parties with respect
to the terms and conditions of the Lease, and shall be effective only after its approval by the City
Council acting as the board of the Agency, and execution in triplicate by the parties. This
Amendment shall bind, and shall inure to the benefit of, the successors and assigns of the parties.
This document may be executed in counterparts with the same force and effect as if the parties
had executed one instrument, and each such counterpart shall constitute an original of the
Ground Lease. This Amendment shall be governed by the laws of the State of California.
[Remainder of page intentionally left blank]
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IN WITNESS WHEREOF, the parties indicate their agreement and hereto have caused this
Amendment to be executed by their lawfully authorized officers.
CITY/AGENCY:
THE CITY OF GRAND TERRACE, a
public body corporate and politic, on behalf
of itself and the CITY OF GRAND TERRACE
COMMUNITY REDEVELOPMENT AGENCY
By:
Name:
Title:
ATTEST:
LESSEE:
22645 GRAND TERRACE RD.,L.P.,a
California limited partnership
By:
Name:
Title:
EXHIBIT A
Copy Of Ground Lease And
All Previous Amendments Attached Hereto
11
C. Grand Terrace Days
a. Will start off the event with a pancake breakfast at the Fire Station from 7 until
noon.
b. Theme is Racing to the Finish Line with Gillian Zuker as Grand Marshal. She is
connected with NASCAR.
d. A total of 90 or more cars have signed up for the car show which will be on the
middle field..
e. CERT and EOC will both be there with their trailers and equipment and will join
the Sheriffs Dept. and Fire Department on the middle field with the car show. The
Fire Department will also run a First Aid station.
f. The Seniors will not be hosting the Bead Stringing Booth this year, but may be
able to come back next year.
g. The Women's Club will not be doing Finger Printing due to shortage of
volunteers.
h. All of the MURS radios will be put into use with a base station in the EOC trailer.
NEW BUSINESS
A. Crime Prevention Planning— Nothing new.
REPORTS
A. Summary of Law Enforcement Activity— No report.
B. Other Community Programs
a. Jacqi Bowe will be entertaining at the Senior Center this Friday at 10 o'clock.
The public is always invited. There is much work going on at the Senior Complex,
But no sign of actual lumber yet.
b. RSVP will host a recognition of volunteers from Grand Terrace, Luque and Hutton
Centers at the Grand Terrace Senior Center next Monday, June 10 at 1 pm.
c. Debra reported on the 11`h annual COPS Motorcycle ride which left the Sheriff s
Station, rode through Big Bear and ended in Victorville. Very impressive. It was a
Fundraiser for families of some of those lost in Law Enforcement. Breakfast was
served.
C. Member Reports
a. It was reported that a tenant at Grand Royal had advertised for doing house
cleaning and had then stolen property. Sheriffs Deputy made an arrest.
ADJOURNMENT - There being no further business to discuss, the meeting was adjourned at 4:44
p.m.
1 ,
Secretary, JoAnn Johnson
CITY OF GRAND TERRACE RECEIVED
CRIME PREVENTION COMMITTEE //,JAG 11 1008
Regular Meeting
MINUTES CITY OF GRAND TERggCE
June 9, 2008 CITY CLERK'S DEpARTAENr
The Grand Terrace Crime Prevention Committee met for the regular meeting at the upstairs
Conference Room at City Hall. Meeting was called to order at 4:05 p.m. by Chairperson, Philomene
Spisak.
MEMBERS PRESENT were Chairperson, Philomene Spisak, Don Bennett, Pat Smith, Lew Neeb,
Debra Hurst, Marjorie Owens, Peggy Reagan and JoAnn Johnson.
MEMBERS ABSENT—None.
CITY STAFF/SHERIFF'S DEPT.— None.
GUESTS PRESENT— None.
INTRODUCTIONS—None.
AGENDA was approved with motion by Pat Smith and second by Don Bennett.
MINUTES for the meeting of May 13, 2008 were approved with motion by Lew Neeb and second
by Marjorie Owens.
PUBLIC COMMENT— None.
CORRESPONDENCE —None.
UNFINISHED BUSINESS
A. Criminal Activities— No Report.
B. Neighborhood Watch Program
a. There was much discussion on the need to get more Neighborhood Watch
Programs started. It was suggested that perhaps the best way would be to have a
community program in the Community Room of City Hall like once before.
b. If we could get a few people there to sign up for the smaller, local groups, it
would be a start.
c. Would like to see groups all over the city where everyone is known within the
small group.
d. Philomene will get with Nina Mendoza, SSS and also Mari to find a time it can
be arranged for the Community Room. Also, to see to advertising in the Blue
Mountain Outlook as well as the City.News editions.
COUNCIL AGENDA ITEM NO. I e1
1
i s Ll,ea.xzr
CALIFORNIA Community Services Department
Staff Report
MEETING DATE: August 26,2008
CRA ITEM O COUNCIL ITEM (X)
SUBJECT: APPOINTMENT OF THE ASSISTANT CITY MANAGER TO
ACTING CITY MANAGER
NO FUNDING REQUIRED
BACKGROUND:
The City of Grand Terrace Municipal Code Chapter 2.08.030 in reference to the job of City
Manager notes the following:
Absence or disability(of the City Manager)
"The assistant city manager shall serve as the manager pro tempore during any temporary
absence or disability of the city manager. In the event there is no assistant city manager,the city
manager, by filing a written notice with the city clerk, shall designate a qualified city employee
to exercise the powers and perform the duties of city manager during his temporary absence or
disability. In the event the city manager's absence extends over a two-month period, the council
may, after a two-month period, appoint an acting city manager.
RECOMMENDATION
This action is at the discretion of the City Council.
COUNCIL AGENDA ITEM NO. 819
CITY OF GRAND TERRACE RECEIVE
EMERGENCY OPERATIONS COMMITTEE AUG 0 6 2008
Regular Meeting CITY OF GRAND TERRACE
MINUTES CITY CLERK'S DEPARTqAEN
July 1, 2008
The Grand Terrace Emergency Operations Committee met at the regular time at the Emergency
Operations Center at 22795 Barton Road, Building 3. The meeting was called to order by
Chairperson, Vic Pfennighausen at 6:01 p.m. Agendas were distributed.
MEMBERS PRESENT—Vic Pfennighausen, JoAnn Johnson, Debra Hurst, Jim Vert, Susan
Taylor, Glenn Nichols, Lew Neeb and Hanni Bennett.
MEMBERS ABSENT—Randy Halseth, Robert Stewart and Oscar Santana.
CITY STAFF—Jaime Gochenour, Management Analyst, City of Grand Terrace.
GUESTS PRESENT/INTRODUCTIONS— Pat Smith-and Jeff Allen. '
CORRESPONDANCE/COMMUNICATIONS —None.
APPROVAL OF AGENDA with motion by Debra Hurst and second by Susan Taylor.
APPROVAL OF MINUTES OF JUNE 3, 2008 with motion by Glenn Nichols and second by Jim
Vert.
LIAISON REPORT by Jaime Gochenour in for Steve Berry.
a. The Pocket Park (Named Gwenn Karger Park) was dedicated and was very beautiful.
Everyone should make it a point to visit it. There is a great Redtail Hawk sculpture.
b. The City has decided not to participate in the Golden Guardian Exercise. However, any
CERT or EOC member as an individual may participate if they wish to do so.
c. A huge Thank-You to all who helped to make Grand Terrace Days so successful. CERT
helped with the car show and also helped at Stater Brothers Parking Lot with traffic. The
MURS radios worked very well except that there was a brief microphone problem.
d. It was noted that CERT as well as EOC were in a very bad spot at the Festival. There
was considerable discussion on this topic. The area where we were originally scheduled to
be was on the middle field, but near the ramp going up to the upper level. It was strongly
suggested that CERT and EOC should have more input in their placement next year.
e. CERT has a $5000 budget, but it is included in the EOC budget. This is not a very good
arrangement, but will make it work for the time being.
f. Jaime questioned whether we have a Satellite phone number list. The answer was Yes,
but Vic indicated that there were 70 phones issued but only 3 or 4 had actually been listed.
It was indicated that the $36 per month charge, plus high per minute charge was holding
many back. Vic has pretty much finalized an instruction page for using the Satellite phone.
g. The City of Grand Terrace would like to take steps to set up a radio station. Vic
suggested that they need to contact FCC to get the proper license and all other needs.
COUNCIL AGENDA ITEM No.5
��,�
1
EQUIPMENT AND FACILITIES REPORT by Vic Pfennighausen
a. MURS radios have all been labeled with City Grand Terrace just in case one should
happen to be misplaced. They are all accounted for and have been labeled by County with
Homeland Security labels.
b. MURS radio NET is being conducted each Monday morning at loam.
c. Satellite phone covered above.
d. Vic and Jim Stamm have been working on the small speed trailer. It will carry two
generators, two water pumps and a 1000 Watt flood light.
UNFINISHED BUSINESS
a. Radio has been ordered for larger EOC trailer. There was a budget mix up, but will be
able to come out of the 07-08 budget.
NEW BUSINESS
a. CERT had very good showing at Grand Terrace Days. As indicated above, worked both
at Stater Brothers and at the car show.
b. CERT has been recognized by the City Council as a Committee/Commission with
recognized members.
c. Debra indicated that the museum has an earthquake simulator and that she would like to
have a class over there.
d. Vic stressed that we still have work day each Monday from 1 to 3 although he had
suggested that it might be moved to 9 to- 11 during the summer. Get with Vic if you can help.
e. CERT meeting takes place at City Hall immediately following this meeting at 7 pm.
f. The City indicates that Chair and Vice Chair are up for election this year. Debra made a
motion and Susan seconded that Vic and Randy remain in their present positions.
g. Vic indicated that he was finding it very difficult to continue and that he would like
to step down as Chairperson.
h. There was much discussion on this complication. One of the biggest problems is that
the EOC has had to take on the responsibility of planning and executing the yearly
exercise/activation which is an enormous job.
i. It was finally agreed that this matter be considered and brought back to the
committee at the August meeting when, hopefully, we might have a full attendance.
j. The subject of the minutes to the meeting came up and that it was an extra job for Mari.
The Secretary offered,several options, including e-mailing them each month. It was agreed
that this was a good option and should be tried. Therefore, beginning with this month, you
will be receiving minutes via e-mail unless you notify the secretary otherwise.
TRAINING/SPEAKERS
A OURNME at 6:516 p.m.
JoAtln Jo son, Secretary
NEXT MEETING WILL BE TUESDAY, AUGUST 5, 2008 AT 6 P.M.
CALIFORNIA Community Services Department
Staff Report
MEETING DATE: August 26,2008
CRA ITEM( ) COUNCIL ITEM (X)
SUBJECT: T-Mobile Cell Tower Memorandum of Lease
NO FUNDING REQUIRED
BACKGROUND:
Staff has been negotiating with Omnipoint Communications, Inc., a subsidiary of T-
Mobile USA, Inc, for the past few months on a new cell tower at the City owned Fire
Station 23.
Highlights of the lease include:
-Revenue to the City of$1,950 per month after the expected construction period, not to
exceed 15 months at$1,000 per month
-The cell tower will double as a hose drying rack
- The Lease is for a term of five (5) years and will commence on the exercise of the
option period. Tenant shall have the right to extend this Lease for four (4) additional
five-year terms.
-The Lease includes an escalator amount of 15% after the commencement of any renewal
term(approximately 3% per year)
-Better cell service for Grand Terrace residents!
Staff has worked closely with San Bernardino County Fire on the placement of the
tower/facility and the possible expansion of the facility. This tower/facility will not
adversely affect any operations of Fire Station 23.
COUNCIL AGENDA ITEM NO.g3
1
RECOMMENDATION
Staff has reviewed this lease with the City Attorney and recommends approval of the
Memorandum of Lease for the T-Mobile cell tower at the City owned Fire Station 23.
SITE LEASE TRANSMITTAL
Site Number: 1E25479-E Date Turned In:
Site Name: Fs23
Market: Inland Empire Site Acquisition Coordinator: ALONZO LUGO
ttached leasefind: Market Information
4 Landlord-signed leases Market Entity Name: Omnipoint Communications Inc.,a subsidiary of T-Mobile
1 Landlord-signed/notarized memorandums USA Inc.
❑Owner Authorization Agreement Type of Entity: corporation
❑ Landlord-signed W-9 Market address: 3 MacArthur Place#1100
❑Authorization to sign lease(if applicable) Santa Ana,CA 92707
Director Name: Martha Ventura
Director Title: Director of Engineering and Operations/Inland Empire
NOTE: Enter a space(" ")into any fields which do not apply
Landlord Information
Landlord Name: City of Grand Terrace 2nd Landlord <and> <2nd Landlord,if any>
Landlord Entity: Body Corporate and Politic Name
(i.e.individual,
corporation,LLC,etc.) Additional Mailing Address(if any): b
Mailing Address: 22795 Barton Road Mailing Address: <Additional LL Mailing Address>
Grand Terrace,CA 92313 <City,State,Zip>
Phone Number: 909 430-2247 Phone Number: <Telephone>
Fax Number: 909 430-2247 Fax Number <Facsimile>
Site Information Option Terms
Site Address: 22582 City Center Court Option Amount: $1,000.00=one thousand dollars
Grand Terrace,CA 92313 Option Term: nine(9)months
Square Footage: 450 square feet Option Renewal $1,000.00=one thousand dollars
Amt:
Parcel Number: 1178-011-12-0000 Option Renewal six(6)months
Term:
Lease Terms
Payee Name: City of Grand Terrace
Rent Amount: $1,950.00=one thousand nine hundred fifty dollars
Rent Frequency: Monthly
Rent Increase: 15%=fifteen percent(increase over preceding Term)
Lease Term: five(5)years
Renewal Terms: four(4)additional five-year terms
Cancel Terms: sixty(60)days prior
Insurance: One Million($1,000,000.00)
Instructions: The preamble and section 12 and signature blocks and Addendum and exhibits and MOL are unprotected.
Be sure to check these carefully and format properly—make corrections. BE CAREFUL!
Comments Plan Approval,Hose Rack, Escalation to 3%annual.
Approved by:
Real Estate Manager Date General Manager/Director Date
Legal Department Date Vice President(if applicable) Date
CA Site Lease-version 1.3.08
3
SITE LEASE WITH OPTION
THIS SITE LEASE WITH OPTION (this"Lease") is by and between City of Grand Terrace, a Body Corporate and Politic("Landlord")
and Omnipoint Communications Inc.,a subsidiary of T-Mobile USA Inc.,a Delaware corporation("Tenant").
1. Option to Lease.
(a) In consideration of the payment of one thousand and no/100 dollars ($1.000 00)(the"Option Fee")by Tenant to Landlord, Landlord
hereby grants to Tenant an option to lease the use of a portion of the real property described in the attached Exhibit A(the"Property"),on the terms
and conditions set forth herein (the "Option"). The Option shall be for an initial term of nine (9) months, commencing on the Effective Date (as
defined below) (the "Option Period"). The Option Period may be extended by Tenant for an additional six (6) months upon written notice to
Landlord and payment of the sum of one thousand and no/100 dollars ($1,000.00) ("Additional Option Fee") at any time prior to the end of the
Option Period.
(b) During the Option Period and any extension thereof, and during the term of this Lease, Landlord agrees to cooperate with Tenant in
obtaining, at Tenant's expense, all licenses and permits or authorizations required for Tenant's use of the Premises (as defined below) fron
applicable government and/or regulatory entities (including, without limitation, zoning and land use authorities, and the Federal Communicat
Commission("FCC")("Governmental Approvals"), including all land use and zoning permit applications,and Landlord agrees to cooperate with and
to allow Tenant, at no cost to Landlord,to obtain a title report, zoning approvals and variances, land-use permits, and Landlord expressly grants to
Tenant a right of access to the Property to perform surveys, soils tests, and other engineering procedures or environmental investigations on the
Property necessary to determine that Tenant's use of the Premises will be compatible with Tenant's engineering specifications, system design,
operations and Governmental Approvals. Notwithstanding the foregoing,Tenant may not change the zoning classification of the Property without
first obtaining Landlord's written consent. During the Option Period and any extension thereof, Landlord agrees that it will not interfere with
Tenant's efforts to secure other licenses and permits or authorizations that relate to other property. During the Option Period and any extension
thereof,Tenant may exercise the Option by so notifying Landlord in writing,at Landlord's address in accordance with Section 12 hereof.
(c) If Tenant exercises the Option, then, subject to the following terms and conditions, Landlord hereby leases to Tenant the use of that
portion of the Property sufficient for placement of the Antenna Facilities (as defined below), together with all necessary space and easements for
access and utilities, as generally described and depicted in the attached Exhibit B (collectively referred to hereinafter as the "Premises"). The
Premises,located at 22582 City Center Court,Grand Terrace,CA 92313,comprises approximately 450 square feet.
2. Term. The initial term of this Lease shall be five(5)years commencing on the date of the exercise of the Option(the"Commencement
Date"),and terminating at midnight on the last day of the month of the initial term(the"Initial Term").
3. Renewal. Tenant shall have the right to extend this Lease for four (4) additional and successive five-year terms (each a "Rep
Term )on the same terms and conditions as set forth herein. This Lease shall automatically renew for each successive Renewal Term unless Ti
notifies Landlord, in writing, of Tenant's intention not to renew this Lease, at least thirty(30)days prior to the expiration of the Initial Term or any
Renewal Term. If Tenant shall remain in possession of the Premises at the expiration of this Lease or any Renewal Term without a written
agreement,such tenancy shall be deemed a month-to-month tenancy under the same terms and conditions of this Lease.
4. Rent.
(a) From and after the Commencement Date,Tenant shall pay Landlord or designee, as rent, one thousand nine hundred fifty and no/100
dollars ($1,950.00) per month ("Rent"). The first payment of Rent shall be due within twenty(20) days following the Commencement Date and
shall be prorated based on the days remaining in the month following the Commencement Date, and thereafter Rent will be payable monthly in
advance by the fifth day of each month to Landlord at the address specified in Section 12 below. If this Lease is terminated for any reason (other
than a default by Tenant) at a time other than on the last day of a month, Rent shall be prorated as of the date of termination and all prepaid Rent
shall be immediately refunded to Tenant. Landlord, its successors,assigns and/or designee, if any, will submit to Tenant any documents required by
Tenant in connection with the payment of Rent,including,without limitation,an IRS Form W-9.
(b) Upon the commencement of any Renewal Term hereunder, Rent will be increased for each such Renewal Term over the monthly or
annual installment of Rent payable during the preceding Renewal Term by fifteen percent(15%).
5. Permitted Use. The Premises may be used by Tenant for the transmission and reception of radio communication signals and for the
construction, installation, operation, maintenance, repair, removal or replacement of related facilities, including, without limitation,tower and base,
antennas,microwave dishes,equipment shelters and/or cabinets and related activities.
6. Interference. Tenant shall not use the Premises in any way which interferes with the use of the Property by Landlord, or lessees or
licensees of Landlord with equipment installed prior in time to Tenant's installation. Similarly,Landlord shall not use, nor shall Landlord permit its
lessees, licensees,emplovees, invitees or agents to use, any portion of the Property in any way which interferes with the operations of Tenant. Such
interference shall be deemed a material breach by the interfering party, who shall,upon written notice from the other, be responsible for terminating
said interference. In the event any such interference does not cease promptly, the parties acknowledge that continuing interference may cause
1
Site Number: IE25479-E CA Site Lease-version 1.3 08
Site Name: Fs23
Market: Inland Empire
irreparable injury and, therefore, the injured party shall have the right, in addition to any other rights that it may have at law or in equity, to bring a
court action to enjoin such interference or to terminate this Lease immediately upon written notice.
7. Improvements: Utilities;Access.
(a) Tenant shall have the right, at its expense, to erect and maintain on the Premises improvements, personal property and facilities
necessary to operate its communications system, including, without limitation, radio transmitting and receiving antennas, microwave dishes, tower
and base, equipment shelters and/or cabinets and related cables and utility lines and a location based system, including, without limitation,
antenna(s), coaxial cable, base units, location based systems, and other associated equipment(collectively,the"Antenna Facilities"). Tenant shall
have the right to alter, replace,expand, enhance and upgrade the Antenna Facilities at any time during the term of this Lease. Tenant shall cause all
construction to occur lien-free and in compliance with all applicable laws and ordinances, and shall discharge or bond any mechanic's lien filed or
recorded. Landlord acknowledges that it shall not interfere with any aspects of construction, including, without limitation, attempting to direct
construction personnel as to the location of or method of installation of the Antenna Facilities and the Easements(as defined below)("Construction
Interference"). Landlord further acknowledges that it will be responsible for any costs and damages(including,fines and penalties)that are directly
attributable to Landlord's Construction Interference.The Antenna Facilities shall remain the exclusive property of Tenant and shall not be considered
fixtures. Tenant shall have the right to remove the Antenna Facilities at any time during and upon the expiration or termination of this Lease.
(b) Tenant, at its expense, may use any and all appropriate means of restricting access to the Antenna Facilities, including, without
limitation,the construction of a fence.
(c) Tenant shall, at Tenant's expense, keep and maintain the Antenna Facilities now or hereafter located on the Property in commercially
reasonable condition and repair during the term of this Lease, normal wear and tear and casualty excepted. Upon termination or expiration of this
Lease,the Premises shall be returned to Landlord in good,usable condition,normal wear and tear and casualty excepted.
(d) Tenant shall have the right to install utilities, at Tenant's expense, and to improve the present utilities on the Property(including, but
not limited to, the installation of emergency power generators). Landlord agrees to use reasonable efforts in assisting Tenant to acquire necessary
utility service. Tenant shall, wherever practicable, install separate meters for utilities used on the Property by Tenant. Landlord shall diligently
correct any variation,interruption or failure of utility service.
(e) As partial consideration for Rent paid under this Lease, Landlord hereby grants Tenant an easement in, under and across the Property
for ingress, egress, utilities and access (including access for the purposes described in Section 1) to the Premises adequate to install and maintain
utilities, which include, but are not limited to, the installation of power and telephone service cable, and to service the Premises and the Antenna
Facilities at all times during the Initial Term of this Lease and any Renewal Term(collectively,the"Easements").The Easements provided hereunder
shall have the same term as this Lease.
(f)Tenant shall have 24-hours-a-day,7-days-a-week access to the Premises("Access")at all times during the Initial Term of this Lease and
any Renewal Term at no additional charge to the Tenant. In the event Landlord, its employees or agents impede or deny Access to Tenant, its
employees or agents, Tenant shall, without waiving any other rights that it may have at law or in equity, deduct from Rent amounts due under this
Lease an amount equal to five hundred and no/100 dollars($500.00)per day for each day that Access is impeded or denied.
8. Termination. Except as otherwise provided herein,this Lease may be terminated,without any penalty or further liability as follows:
(a) upon thirty(30)days' written notice by Landlord if Tenant fails to cure a default for payment of amounts due under this Lease within
that thirty(30)day period;
(b) immediately if Tenant notifies Landlord of unacceptable results of any title report, environmental or soil tests prior to Tenant's
installation of the Antenna Facilities on the Premises, or if Tenant is unable to obtain, maintain, or otherwise forfeits or cancels any license
(including, without limitation,an FCC license), permit or any Governmental Approval necessary to the installation and/or operation of the Antenna
Facilities or Tenant's business;
(c) upon thirty (30) days' written notice by Tenant if the Property or the Antenna Facilities are, or become unacceptable under Tenant's
design or engineering specifications for its Antenna Facilities or the communications system to which the Antenna Facilities belong;
(d) immediately upon written notice by Tenant if the Premises or the Antenna Facilities are destroyed or damaged so as in Tenant's
reasonable judgment to substantially and adversely affect the effective use of the Antenna Facilities. In such event,all rights and obligations of the
parties shall cease as of the date of the damage or destruction, and Tenant shall be entitled to the reimbursement of any Rent prepaid by Tenant. If
Tenant elects to continue this Lease, then all Rent shall abate until the Premises and/or the Antenna Facilities are restored to the condition existing
immediately prior to such damage or destruction..or
(e)at the time title to the Property transfers to a condemning authority,pursuant to a taking of all or a portion of the Property sufficient in
Tenant's determination to render the Premises unsuitable for Tenant's use. Landlord and Tenant shall each be entitled to pursue their own separate
awards with respect to such taking. Sale of all or part of the Property to a purchaser with the power of eminent domain in the face of the exercise of
the power shall be treated as a taking by condemnation;or
2
Site Number IE25479-E
Site Name: Fs23 CA Site Lease-version I.;08
5
(t) upon thirty (30) days written notice by Tenant if Tenant determines that the Property or Antenna Facilities are inappropriate or
unnecessary for Tenant's operations due to economic reasons.
9. Default and Riaht to Cure. Notwithstanding anything contained herein to the contrary and without waiving any other rights granted to it
at law or in equity,each party shall have the right, but not the obligation,to terminate this Lease on written notice pursuant to Section 12 hereof,to
take effect immediately, if the other party(i) fails to perform any covenant for a period of thirty(30) days after receipt of written notice thereof to
cure.
10. Taxes. Landlord shall pay when due all real property taxes for the Property, including the Premises. In the event that Landlord fails to
pay any such real property taxes or other fees and assessments, Tenant shall have the right, but not the obligation, to pay such owed amounts and
deduct them from Rent amounts due under this Lease. Notwithstanding the foregoing, Tenant shall pay any personal property tax, real property tax
or any other tax or fee which are directly attributable to the presence or installation of the Tenant's Antenna Facilities,only for so long as this Lease
has not expired of its own terms or is not terminated by either party. Landlord hereby grants to Tenant the right to challenge, whether in a Court,
Administrative Proceeding, or other venue, on behalf of Landlord and/or Tenant, any personal property or real property tax assessments that may
affect Tenant. If Landlord receives notice of any personal property or real property tax assessment against the Landlord, which may affect Tenant
and is directly attributable to Tenant's installation, Landlord shall provide timely notice of the assessment to Tenant sufficient to allow Tenant to
consent to or challenge such assessment. Further, Landlord shall provide to Tenant any and all documentation associated with the assessment,
shall execute any and all documents reasonably necessary to effectuate the intent of this Section 10.
11. Insurance and Subrogation and Indemnification.
(a) Tenant shall provide Commercial General Liability Insurance in an aggregate amount of One Million and no/100 dollars
($1,000,000.00). Tenant may satisfy this requirement by obtaining the appropriate endorsement to any master policy of liability insurance Tenant
may maintain.
(b)Landlord and Tenant hereby mutually release each other(and their successors or assigns) from liability and waive all right of recovery
against the other for any loss or damage covered by their respective first party property insurance policies for all perils insured thereunder. In the
event of such insured loss, neither parry's insurance company shall have a subrogated claim against the other. To the extent loss or damage is not
covered by their first party property insurance policies, Landlord and Tenant each agree to indemnify and hold harmless the other party from and
against any and all claims,damages,cost and expenses, including reasonable attorney fees,to the extent caused by or arising out of (a)the negligent
acts or omissions or willful misconduct in the operations or activities on the Property by the indemnifying party or the employees, agents,
contractors, licensees, tenants and/or subtenants of the indemnifying party, or (b) a breach of any obligation of the indemnifying party under this
Lease. Notwithstanding the foregoing, this indemnification shall not extend to indirect, special, incidental or consequential damages, including,
without limitation, loss of profits, income or business opportunities to the indemnified party or anyone claiming through the indemnified party. The
indemnifying party's obligations under this section are contingent upon (i) its receiving prompt written notice of any event giving rise r- --
obligation to indemnifying the other party and (ii) the indemnified party's granting it the right to control the defense and settlement of the
Notwithstanding anything to the contrary in this Lease, the parties hereby confirm that the provisions of this section shall survive the expiration or
termination of this Lease. Tenant shall not be responsible to Landlord, or any third-party, for any claims, costs or damages (including, fines and
penalties)attributable to any pre-existing violations of applicable codes,statutes or other regulations governing the Property,including the Premises.
12. Notices. All notices,requests,demands and other communications shall be in writing and are effective three(3)days after deposit in
the U.S. mail, certified and postage paid, or upon receipt if personally delivered or sent by next-business-day delivery via a nationally recognized
overnight courier to the addresses set forth below. Landlord or Tenant may from time to time designate any other address for this purpose by
providing written notice to the other party.
If to Tenant,to: If to Landlord,to.
T-Mobile USA,Inc. City of Grand Terrace
12920 SE 381h Street 22795 Barton Road
Bellevue, WA 98006 Grand Terrace,CA 92313
Attn: PCS Lease Administrator
With a copy to: Send Rent payments to:
Attn: Legal Dept. City of Grand Terrace
22795 Barton Road
And with a copy to: Grand Terrace,CA 92313
Omnipoint Communications Inc.,a subsidiary of T-Mobile
USA Inc.
3 MacArthur Place i#1100
Santa Ana,CA 92707
Attn.Lease Administration Manager
With a copy to:
Attn. Legal Dept.
3
Site Number IE25479-E CA Site Lease-version 1.3 08
Site Name: Fs23
I
13. Ouiet Enjovment.Title and Authority. Landlord covenants and warrants to Tenant that(i)Landlord has full right,power and authority
to execute this Lease; (ii) it has good and unencumbered title to the Property free and clear of any liens or mortgages, except those disclosed to
Tenant and which will not interfere with Tenant's rights to or use of the Premises; and(iii)execution and performance of this Lease will not violate
any laws, ordinances, covenants, or the provisions of any mortgage, lease, or other agreement binding on Landlord. Landlord covenants that at all
times during the term of this Lease, Tenant's quiet enjoyment of the Premises or any part thereof shall not be disturbed as long as Tenant is not in
default beyond any applicable grace or cure period.
14. Environmental Laws. Landlord represents that it has no knowledge of any substance, chemical or waste (collectively, "Hazardous
Substance") on the Property that is identified as hazardous, toxic or dangerous in any applicable federal, state or local law or regulation. Landlord
and Tenant shall not introduce or use any Hazardous Substance on the Property in violation of any applicable law. Landlord shall be responsible for,
and shall promptly conduct any investigation and remediation as required by any applicable environmental laws, all spills or other releases of any
Hazardous Substance not caused solely by Tenant, that have occurred or which may occur on the Property. Each party agrees to defend, indemnify
and hold harmless the other from and against any and all administrative and judicial actions and rulings, claims, causes of action, demands and
liability (collectively, "Claims") including, but not limited to, damages, costs, expenses, assessments, penalties, fines, losses, judgments and
reasonable attorney fees that the indemnitee may suffer or incur due to the existence or discovery of any Hazardous Substances on the Property or the
migration of any Hazardous Substance to other properties or the release of any Hazardous Substance into the environment(collectively,"Actions"),
that relate to or arise from the indemnitor's activities on the Property. Landlord agrees to defend, indemnify and hold Tenant harmless from Claims
resulting from Actions on the Property not caused by Landlord or Tenant prior to and during the Initial Term and any Renewal Term of this Lease.
The indemnifications in this section specifically include, without limitation, costs incurred in connection with any investigation of site conditions or
any cleanup, remedial, removal or restoration work required by any governmental authority. This Section 14 shall survive the termination or
expiration of this Lease.
15. Assignment and Subleasing. Tenant may assign this Lease and the Easements (as defined above) granted herein upon written
notice to Landlord. Upon such assignment,Tenant shall be relieved of all liabilities and obligations hereunder and Landlord shall look solely to the
assignee for performance under this Lease and all obligations hereunder. Tenant may sublease the Premises,upon written notice to Landlord.
Additionally,Tenant may,upon notice to Landlord, collaterally assign or grant a security interest in this Lease and the Antenna Facilities,
and may assign this Lease and the Antenna Facilities to any mortgagees or holders of security interests, including their successors or assigns
(collectively "Secured Parties"). In such event, Landlord shall execute such consent to leasehold financing as may reasonably be required by such
Secured Parties.
16. Successors and Assigns. This Lease and the Easements granted herein shall run with the land,and shall be binding upon and inure to
the benefit of the parties,their respective successors,personal representatives and assigns.
17. Waiver of Landlord's Lien. Landlord hereby waives any and all lien rights it may have,statutory or otherwise,concerning the Antenna
Facilities or any portion thereof, which shall be deemed personal property for the purposes of this Lease, whether or not the same is deemed real or
personal property under applicable laws,and Landlord gives Tenant and Secured Parties the right to remove all or any portion of the same from time
to time,whether before or after a default under this Lease,in Tenant's and/or Secured Parties'sole discretion and without Landlord's consent.
18. Miscellaneous.
(a) The prevailing party in any litigation arising hereunder shall be entitled to its reasonable attorneys' fees and court costs, including
appeals,if any.
(b) Each party agrees to furnish to the other, within twenty (20) days after request, such truthful estoppel information as the other may
reasonably request.
(c) This Lease constitutes the entire agreement and understanding of the parties, and supersedes all offers, negotiations and other
agreements. There are no representations or understandings of any kind not set forth herein. Any amendments to this Lease must be in writing and
executed by both parties.
(d) Each party agrees to cooperate with the other in executing any documents including a Memorandum of Lease necessary to protect its
rights or use of the Premises. The Memorandum of Lease may be recorded in place of this Lease by either party. In the event the Property is
encumbered by a mortgage or deed of trust, Landlord agrees, upon request of Tenant, to obtain and fumish to Tenant a non-disturbance and
attomment agreement for each such mortgage or deed of trust, in a form reasonably acceptable to Tenant. Tenant may obtain title insurance on its
interest in the Premises. Landlord agrees to execute such documents as the title company may require in connection therewith.
(e)This Lease shall be construed in accordance with the laws of the state in which the Property is located.
(0 If any term of this Lease is found to be void or invalid, such finding shall not affect the remaining terms of this Lease, which shall
continue in full force and effect. The parties agree that if any provisions are deemed not enforceable, they shall be deemed modified to the extent
necessary to make them enforceable. Any questions of particular interpretation shall not be interpreted against the draftsman, but rather in
accordance with the fair meaning thereof. No provision of this Lease will be deemed waived by either party unless expressly waived in writing
4
Site Number: IE25479-E CA Site Lease-version 1.3 08
Site Name: Fs23
Market: Inland Empire
7
signed by the waiving party. No waiver shall be implied by delay or any other act or omission of either party. No waiver by either party of any
provision of this Lease shall be deemed a waiver of such provision with respect to any subsequent matter relating to such provision.
(g)The persons who have executed this Lease represent and warrant that they are duly authorized to execute this Lease in their individual
or representative capacity as indicated.
(h)This Lease may be executed in any number of counterpart copies, each of which shall be deemed an original,but all of which together
shall constitute a single instrument.
(i)All Exhibits referred to herein and any Addenda are incorporated herein for all purposes. The pariies understand and acknowledge that
Exhibit A (the legal description of the Property) and Exhibit B (the Premises location within the Property), may be attached to this Lease and the
Memorandum of Lease, in preliminary form. Accordingly, the parties agree that upon the preparation of final, more complete exhibits, Exhibits A,
and/or B, as the case may be,which may have been attached hereto in preliminary form, may be replaced by Tenant with such final,more complete
exhibit(s). The terms of all Exhibits are incorporated herein for all purposes.
0) If Landlord is represented by any broker or any other leasing agent, Landlord is responsible for all commission fee or other payment to
such agent, and agrees to indemnify and hold Tenant harmless from all claims by such broker or anyone claiming through such broker. If Tenant is
represented by any broker or any other leasing agent, Tenant is responsible for all commission fee or other payment to such agent, and agrees tc
indemnify and hold Landlord harmless from all claims by such broker or anyone claiming through such broker
The effective date of this Lease is the date of execution by the last party to sign(the"Effective Date").
5
Site Number- IE35479-E CA Site Lease-version 1.3.08
Site Name: Fs23
Market: Hand Empire
8
LANDLORD: City of Grand Terrace
By:
Printed Name:
Title:
Date:
TENANT: Omnipoint Communications Inc.,a subsidiary of T-Mobile USA Inc.
'By:
Printed Name: Martha Ventura
Title: Director of Engineering and Operations/Inland Empire
Date:
T-Mobile Legal Approval
Addendum to Site Lease With Option—Page 1
Site Number: IE25479-E CA Site Lease-version 1.3.08
Site Name: Fs23
9
EXHIBIT A
Legal Description
The Property is legally described as follows:
All that certain real property situated in the County of San Bernardino, State of
California, described as follows:
Parcel 4 of Parcel Map No. 6462, in the City of Grand Terrace, County of San
Bernardino, State of California, as per Plat recorded in Book 77, Pages 55 and 56
of Parcel Maps, records of said County.
Assessor's Parcel Number: 1178-011-12
2
Site Number: IE25479-E CA Site Lease-version 1.3 08
Site Name: Fs23
1f
EXHIBIT B
The location of the Premises within the Property(together with access and utilities)is more particularly described and depicted as follows:
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Site Number: IE25479-E CA Site Lease-version 1.3.08
Site Name: Fs23
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EXHIBIT B(continued)
However,it is expressly agreed and understood by and between the Landlord and Tenant that the exact and precise location of the Tenant's Antenna
Facilities are subject to review and approval by the planning and/or zoning Boards having jurisdiction over the"Premises".
Therefore, it is expressly agreed and understood by and between Landlord and Tenant that the precise location of the Premises as shown on Exhibit
"B"may be modified by the Tenant in order to comply with and obtain necessary planning and/or zoning approvals,and any and all other approvals
necessary for Tenant's intended use of the property. The Premises as described herein may therefore be modified by the Tenant to reflect the final
engineering design. An amended Exhibit`B"(if necessary)will be provided,by the Tenant and attached to the lease in place of the existing Exhibit
"B", a copy of which will be provided to the Landlord for review prior to being incorporated into the lease.
5
Site Number: IE25479-E CA Site Lease-version 1.3.08
Site Name: Fs23
13
ADDENDUM TO SITE LEASE WITH OPTION
[Additional Termsl
In the event of conflict or inconsistency between the terms of this Addendum and this Lease,the terms of the Addendum shall govern and control.
All capitalized terms shall have the same meaning as in this Lease.
Section 4(b)is deleted in its entirety and replaced with the following:
4(b)Rent will be increased on each annual anniversary of the Commencement Date to an amount equal to the amount of the monthly
installments of the rent payable during the preceding year increased by three percent(3%)
The following is added to the Lease as Section 19:
19. Drying Racks. In connection with its construction of the Tower,TENANT shall also install drying racks to be attached to the Tower,
at TENANT's sole cost and expense,(the"Drying Racks")pursuant to LANDLORD's reasonable specifications and as substantially depicted on
exhibit"B"which LANDLORD shall be permitted to access and use in connection with its operations at the Property.Once completed,the motor
and associated equipment and appurtenances to be used in connection with the Drying Racks shall be maintained by LANDLORD.Prior to
performing any repairs with respect to the Drying Racks and any equipment related thereto,LANDLORD shall provide TENANT with not less tha„
twenty-four(24)hours verbal or written notice of such repair;provided however,that LANDLORD shall not access any portion of the Tower above
the Drying Racks without TENANT's prior written consent. Within,thirty(30)days after completion of construction of the Drying Racks(the
"Inspection Period"),LANDLORD shall inspect the Drying Racks with a representative of TENANT present. If the Drying Racks meet the
LANDLORD's reasonable approval,LANDLORD shall provide TENANT with written notice of same before expiration of the Inspection Period. If
LANDLORD provides written notice of any construction deficiencies to TENANT within the Inspection Period(the"Notice"),TENANT shall
promptly commence any repairs and/or remedial work necessary to correct the deficiencies described therein.Once such repairs and/or remedial
work have been completed,LANDLORD shall then inspect the Drying Racks with respect to such construction deficiencies while in the presence of
a TENANT representative.If LANDLORD reasonably determines that TENANT has corrected such construction deficiencies in compliance with the
Notice,LANDLORD shall give TENANT written approval of the Drying Racks.In the event,LANDLORD either approves the construction of the
Drying Racks,as described above,or fails to provide written notice to TENANT of any such construction deficiencies within the Inspection Period,
LANDLORD shall be deemed to approve TENANT's construction of,and shall be deemed to approve TENANT's construction of the Drying Racks.
The following is added to the Lease as Section 20:
20. Plan Approval.Prior to Commencement of its initial construction.Tenant shall submit to Landlord plans and specification("the
Plans")that have been approved by City of Grand Terrace,Building and Safety Department.The Landlord shall have the right to approve the Plans
in writing,provided that such approval shall not be unreasonably withheld,delayed,or conditioned. Landlord's approval must be given or denie'
within seven(7)days after submission thereof by Tenant. Failure of Landlord to approve or object to the Plans within said seven(&)day period
shall be deemed an approval. IN the event Landlord objects to the Plans within said seven(7)day period,Landlord's objections shall be clearly
stated in writing and given in accordance with Section 12. Tenant shall have the right either to(i)resubmit the Plans in accordance with the same
approval process as stated above,(ii)terminate this Agreement,whereupon the parties shall have no further obligations or liabilities to each other.
Tenant may resubmit the Plans for approval by Landlord as many additional times as Tenant desires.
[SIGNATURES ON NEXT PAGE]
6
Site Number- IE25479-E CA Site Lease-version 1.3.08
Site Name: Fs23
1
LANDLORD: City of Grand Terrace
By:
Printed Name:
Title:
Date:
:TENANT: Omnipoint Communications Inc.,a subsidiary of T-Mobile USA Inc.
By:
Printed Name: Martha Ventura
Title: Director of Engineering and Operations/Inland Empire
Date:
7
Site Number: IE25479-E CA Site Lease-version 1.3.08
Site Name: Fs23
15
Recorded,Requested By,and
When Recorded Return To:
T-Mobile
Omnipoint Communications Inc.
2008 McGaw Avenue
Irvine,CA 92614
Attn: Property Management_IE25479E FS23
MEMORANDUM OF LEASE
This Memorandum of Lease with option ("Memorandum") dated as of August 26, 2008 is
entered into between the City of Grand Terrace, a Body Corporate and Politic ("Landlord")
and Omnipoint Communications, Inc., a subsidiary of T-Mobile USA, Inc. ("Tenant")
regarding a portion of the property.
See Attached Exhibit"A" incorporated herein for all purposes
The Option is for a term of nine months after the date of the Lease with up to one
additional six months renewal ("Optional Period").
The Lease is for a term of five (5)years and will commence on the exercise of the option
period. Tenant shall have the right to extend this Lease for four additional Five-year terms.
This memorandum is solely for the purpose of giving constructive notice of the Lease. In
the event of a conflict between the terms of the Lease and this Memorandum, the terms of the
Lease shall control.
IN WITNESS WHEREOF, the parties hereto have respectively executed this
memorandum effective as of the date of the last party to sign.
Landlord: Tenant:
By: By:
Printed Name: Printed Name: Martha Ventura
Title: Title:
Date: Date:
1
Exhibit A
Legal Description of the Premises
All that certain real property situated in the County of San Bernardino, State of
California, described as follows:
Parcel 4 of Parcel Map No. 6462, in the City of Grand Terrace, County of San
Bernardino, State of California, as per Plat recorded in Book 77, Pages 55 and 56
of Parcel Maps, records of said County.
Assessor's Parcel Number: 1178-011-12
17
CALIFORNIA Community Services Department
Staff Report
MEETING DATE: August 26,2008
SUBJECT: AWARD OF THE STREET SLURRY CONTRACT TO AMERICAN ASPHALT
SOUTH, INC. FOR THE 2008-09 SLURRY SEAL PROGRAM
FUNDING AUTHORIZATION REQUIRED:
BACKGROUND:
In the 2008-09 Measure I Plan, the city council voted to appropriate up to $111,000 for
road slurry projects. It is estimated that the city will receive a total of around $190,000 in
Measure I Funds in the 2008-09 fiscal year for road improvements.
Staff has driven city with slurry sealing.representatives reviewing road conditions. The
goal was to identify roads that with the addition of Type II Road Slurry, will last 5-7 more
years. Two roads, Britton Way and Pico, will be slurried with a Type III since they are in
greater need of a more substantial mixture. Many roads throughout the city have sustained
too much wear and tear for the slurry to be effective and have been put on the list for
reconstruction in the future. Several roads do fit the criteria for slurry seal and have been
included in the 2008-09 Slurry Seal Program (see Exhibit"A").
City staff is taking advantage of the recent bidding for slurry seal service in the City of
Palo Verdes Estates. The City of Palo Verdes Estates went out to bid in July 2008 and
awarded a large contract to American Asphalt South--the lowest bidder. American
Asphalt South has agreed to charge Grand Terrace the same pricing schedule (Exhibit`B)
as the City of Palo Verdes Estates.
COUNCIL AGENDA ITEM NO.
1
Notifications:
Residents:
The city will notify all affected residents by mail of the pending street maintenance at in
advance. In addition, American Asphalt South will place bright colored door hangers 72
hours in advance of the work to ensure that residents do not drive on the slurry sealing
before it is dry. Average drying time is about 4-6 hours.
Businesses:
Staff has been working with Amercian Asphalt to ensure that businesses along,Barton
Road will not incur any interruption of access. American Asphalt has agreed to keep
traffic flowing on Barton Road and all accesses open to businesses on Barton Road
during the slurry process. All businesses will be contacted in advance of the road work.
American Asphalt South has successfully completed work for the City in the past.
RECOMMENDATION:
Staff recommends that council approve the contract(Exhibit"C") with American Asphalt r
South, Inc. for road slurry services in the City of Grand Terrace.
"EXHIBIT A"
2008-09 City of Grand Terrace Road Slurry Program
Exhibit A
GRAND TERRACE STREET MEASUREMENTS
TYPE II REAS FROM TO FOOTAGE
BARTON ROAD 215 N. OFF RAMP(BRICKS) W.SIDE MT VERNON AVE 218,160
WESTWOOD ST HONEY.HILL EAST END 53,450
CARDINAL CT MICHIGAN AVE EAST END 15,609
MAVIS ST MICHIGAN AVE EAST END 16,038
CARDINAL ST REED AVE WILLET AVE 9,504
TOTAL= 312,761
TYPE III REAS FROM TO FOOTAGE
PICO ST 1 HOUSE E/O MICHIGAN AVE REED AVE 52,416
BRITTON WAY MT VERNON AVE DRAIN AT WEST END 19,992
TOTAL= 72,408
3
U
"EXHIBIT B"
M-543-OWM-049
Page 2
ilD SCHEDULE
Name ofBidder Aeow "#AA f
The undersigned, having examined.the proposed Contract Docmnents and having visited the site and examined the
conditions affecting the work hereby proposes End agrees to fiunish all labor, materials, equipment, and appliances,
and to perform operations necessary to complete the work as required by said proposed Contract Documents,excluding
work of alternates for.
i
'E1tiI DESCRIPTION 4UAN'IM tM UNIT PRICE AIMOUNT
NO.
1 Mobilization and Traffic Coutrol l LS $ 7� $ `�.� �(Maxitmm N o4tota)bid) J �Qx
2 Street Patching 50 SF S '0'0
Asphalt Repair(Removal and $ $
3 Replacement) 280 SF ,��' OQ �.'lf/Q00
Tree Root Removals and $ $
4 Patching ! 34S SF og'Ara 0
5 Crack Sealing - 1 LS $ DO $ J�. .QP
6 Type II Rubberized Emulsion 1069 417 SF $ S
Aggregate SlurryAs d,.ly dsO.lose
7 Traffic Striping and Markings � I LS $ ,�/SQy��
TOTAL BASE BID(In Figures) j $
TOTAL BASE BID(Jn Words) i
i
i
j
AL+MATE BM IT M
TTEM DESCMPTION UNIT UNIT PRICE
NO.
Alt.A Skin Patch SF S �Q
Alt.B Remove and Replace Asphalt Berm SF S �OXx
Ane
r .
i
B{d Forms
i
L
EXHIBIT CCU
AGREEMENT BETWEEN THE CITY OF GRAND
TERRACE AND AMERCIAN ASHPALT SOUTH INC.
INC., (CONTRACTOR) FOR THE PROVISION OF ROAD
TYPE II ROAD SLURRY SERVICES
THIS AGREEMENT IS ENTERED INTO THIS 26TH DAY OF AUGUST 2008 BY AND
BETWEEN THE CITY OF GRAND TERRACE ("CITY") AND CONTRACTOR FOR ROAD
SLURRY SERVICES.
RECITALS
WHEREAS, CONTRACTOR is a licensed contractor who is qualified and a licensed in the
State of California.
WHEREAS, CITY desires to utilize the services of CONTRACTOR to road slurry services.
NOW,THEREFORE,THE PARTIES AGREE AS FOLLOWS:
SECTION 1. SERVICES OR SCOPE OF WORK
Contractor shall perform TYPE II and TYPE III (where noted) Road Slurry Services as follows:
A. For and in consideration of the payments and agreements hereinafter mentioned to be made and
performed by said City, said Contractor agrees with said City to perform and complete in a
workmanlike manner all work required under the City's Specifications, to furnish at his own
expense all labor, materials, equipment, tools and services necessary therefore, except those
materials, equipment, tools and services as may be stipulated in said specification to be furnished
by said City and to do everything required by this Agreement and the said Specifications.
B. In entering into a Maintenance Contract for a subcontract to supply goods, services or materials
pursuant to a Maintenance Contract, the Contractor or subcontractor offers and agrees to assign to
the City all rights, title, and interest in and to all causes of action it may have under Section 4 of
the Clayton Act (15 U.S.C. Sec. 15) or under the Cartwright Act (Chapter 2 commencing with
Section 16700) of Part 2 of Division 7 of the Business and Professions Code, arising from
purchases of goods, services, or materials pursuant to the Maintenance Contract or the subcontract.
This assignment shall be made and become effective at the time the City tenders final payment to
the Contractor without further acknowledgment by the parties.
C. DEFINITION OF PROPOSED ITEMS OF WORK
The unit prices to be paid for the items listed on the form EXHIBIT "B", shall include full
compensation for furnishing all permits, labor, materials, tools and equipment necessary to
complete all work required to accomplish the following items in accordance with the
Standard Specifications, these Special Conditions and any detail drawings or plans.
City of Grand Terrace- TYPE ll,N ROAD SLURRY SERVICES
5
1. TYPE II ROAD SLURRY SERVICES
Work included under this item shall consist of furnishing all permits, labor,
materials, fees, environmental notices and equipment to complete said TYPE 11
ROAD SLURRY SERVICES in accordance with the applicable sections of the
Standard Specifications, these Special Conditions and the 2001 California Codes.
All locations:
-The Contractor shall be responsible for all traffic management and the obtaining
and placing of any required temporary construction warning signs and traffic
delineators.
-Any business on Barton Road will have access at all times during the slurry
procedure.
-The Contractor shall work between the hours of 7:30 a.m. - 5:30 p.m., Monday
through Friday.
-Notification of all affected residents and businesses with door hangers noting the
time and date of the street closures
The work shall be done under the supervision of the Assistant City Manager and no work or
portion of the work shall be paid for until it is approved for payment by the Assistant City
Manager, but this shall not prevent approval of and payment for completed portions of the work as
it progresses
SECTION 2. SERVICES PROVIDED
CONTRACTOR shall provide all labor, supervision and equipment required to perform said services.
SECTION 3. COMPENSATION
Contractor shall be paid pursuant to the Schedule and Prices submitted in Exhibit"B".
The total TYPE II ROAD SLURRY SERVICES is not to exceed $111,000 without written consent by
the CITY.
SECTION 4. BUSINESS LICENSE
CONTRACTOR shall, within five (5) days of executing this contract, obtain a current City of Grand
Terrace business license, during the term of this contract or any extension thereto.
City of Grand Terrace- TYPE 11, ❑I ROAD SLURRY SERVICES 2
E
SECTION 5. INDEPENDENT CONTRACTOR
The parties agree that CONTRACTOR is an independent contractor who is being paid to produce a
result. CONTRACTOR is in no way an employee of CITY. CONTRACTOR controls the means of
accomplishing the work. CONTRACTOR shall pay all Federal and State payroll taxes for employees
of CONTRACTOR and said employees shall in no way be deemed or construed to be employees of
CITY for any purposes.
SECTION 6. EFFECTIVE DATE/TERM
This agreement shall become effective upon the date of execution of the Agreement by both parties.
This contract shall terminate on November 15, 2008 unless renewed. All work must be completed
within 45 days of the contract effective date
SECTION 7. TERMINATION
City shall have the right to terminate this agreement at a date earlier than specified for default. Before
CITY exercises said right it shall give CONTRACTOR 10 days notice of the facts constituting the
default and a chance to cure any deficiencies within that time. If those deficiencies have not been
cured, CITY shall have the right to send CONTRACTOR notice that the contract has been terminated
for default pursuant to this paragraph by giving notice as provided herein.
SECTION 8. ASSIGNMENT
No assignment of this contract may be made without the express written consent of CITY.
SECTION 9. NOTICE
The parties may give notice under this contract by sending such notice .certified mail addressed as
follows:
TO CITY: CITY OF GRAND TERRACE
22795 Barton Rd.
Grand Terrace, CA 92313
ATTN: STEVE BERRY
TO CONTRACTOR:
American Asphalt South, Inc.
14436 Santa Ana Ave.
Fontana, CA 92337
Such notice shall be deemed received five (5) days after mailing,
whether signed for or not.
City of Grand Terrace- TYPE It, I/I ROAD SLURRY SERVICES 3
7
SECTION 10. GRATUITIES
CONTRACTOR warrants that neither it nor any of its employees, agents or representatives has offered
or given any gratuities to CITY'S employees, agents or representatives with a view toward securing
this contract or securing favorable treatment with respect thereto.
SECTION 11. CONFLICT OF INTEREST
CONTRACTOR warrants that he has no blood or marriage relationship, and that he is not in any way
associated with any architect, engineer or other preparer of the plans and specifications for this project.
CONTRACTOR acknowledges that CITY has detailed Conflict of Interest rules, agrees to abide by
those rules, and agrees that any breach of those rules shall give CITY the right to rescind, cancel or
otherwise terminate this agreement, at CITY'S discretion.
SECTION 12. INTEGRATION
This agreement constitutes the entire agreement and understanding between the parties hereto, and it
shall not be considered modified, altered, changed, or amended in any respect unless in writing and
signed by the parties hereto.
SECTION 13. NO WAIVER
The failure of the CITY at the time to require performance by the CONTRACTOR of any provisions
hereof shall in no way affect the right of the CITY thereafter to enforce same. Nor shall waiver by the
CITY of any breach of any provisions hereof be taken or held to be a waiver of any succeeding breach
of such provision or as a waiver of any provision itself.
SECTION 14. INSURANCE
The Contractor shall supply insurance and licensing as follows:
Commercial General Liability:
Primary insurance shall be provided on IOSCGL form No. CG 00 01 11 85 or 88. Total limits shall be
no less than I million dollars per occurrence for all coverage's and 2 million dollars general aggregate.
City and its employees and agents shall be added as additional insureds using ISO additional insured
endorsement form CG 20 10 11 85 (in no event will City accept an endorsement form with an edition
date later than 1990). Coverage shall apply on a primary non-contributing basis in relation to any
other insurance or self-insurance, primary or excess, available to City or any employee or agent of
City. Coverage shall not be limited to the vicarious liability or supervisory role of any additional
insured. Umbrella Liability Insurance (over primary) shall apply to bodily injury/property damage,
personal injury/advertising injury, at a minimum, and shall include a "drop down" provision providing
primary coverage above a maximum $25,000.00 self insured retention for liability not covered by
primary policies but covered by the umbrella policy. Coverage shall be following form to any
City of Grand Terrace- TYPE It, Ill ROAD SLURRY SERVICES 4
f
underlying coverage. Coverage shall be provided on a "pay on behalf' basis, with defense costs
payable in addition to policy limits. There shall be no cross liability exclusion. Policies shall have
concurrent starting and ending dates.
Worker's Compensation:
Shall be written on a policy form providing workers' compensation statutory benefits as required by
law. Employer's liability limits shall be no less than one million dollars per accident or disease.
Employer's liability coverage shall be scheduled under any umbrella policy described above. Unless
otherwise agreed, this policy shall be endorsed to waive any right of subrogation as respects the City,
its employees or agents.
The Contractor shall also provide the City with a Certificate of Worker's Compensation Insurance and
completed Declaration Regarding Licenses Status form. Contractors must also have a valid City of
Grand Terrace Business License.
Auto Insurance:
CONTRACTOR shall provide Auto Insurance as follows:
Business Auto/Umbrella Liability Insurance. Primary coverage shall be written on ISO
Business Auto Coverage form CA 00 01 06 92 including symbol 1 (Any Auto). Limits shall be no
less than (one) 1 million dollars per accident. Starting and ending dates shall be concurrent. If
Contractor owns no autos, a non-owned auto endorsement to the General Liability policy
described above is acceptable.
SECTION 15 LEGAL ACTION
Should the City bring any legal or equitable action for the purpose of protecting or enforcing its rights
under this Agreement, the City shall recover, in addition to all other relief, its reasonable attorney's
fees and court costs to be fixed by the Court.
SECTION 16 ATTORNEY'S FEES
The parties agree that should any dispute arise concerning the interpretation of this contract, or
regarding the performance or non-performance of this contract, that the prevailing party shall be
entitled to reasonable attorney's fees.
SECTION 17 EXTRA WORK
The Contractor hereby agrees that he will not proceed with any Extra Work unless he has been
authorized in writing to do so by CITY.
SECTION 18 PREVAILING WAGE
The successful Bidder will be required to pay not less than the prevailing wage scal determined by
the Director of the California Department of Industrial Relations, copies of which scale are on file
City of Grand Terrace- TYPE ll, IN ROAD SLURRY SERVICES 5
9
in the office of the City Clerk and the office of the Director of Public Works/City Engineer and
which shall be made available to any interested party on request. Additionally, the Contractor
shall comply with the provisions of Labor Code Section 1777.5.
WITNESS WHEREOF,the parties hereto have set their hands and seals the day and year first above
written.
ATTEST: CITY OF GRAND TERRACE
By:
City Clerk Mayor
APPROVED AS TO FORM: CONTRACTOR
By:
City Attorney
Title:
City of Grand Terrace- TYPE 11, 111 ROAD SLURRY SERVICES 6
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