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HomeMy WebLinkAboutAgenda - Agenda Packets - Regular Meeting 12/16/2014 AGENDA JOINT REGULAR MEETING OF THE SAN JACINTO CITY COUNCIL AND THE SUCCESSOR AGENCY TO THE CITY OF SAN JACINTO REDEVELOPMENT AGENCY December 16, 2014, 6:30 p.m. 625 South Pico Avenue San Jacinto Community Center, San Jacinto, CA 92583 1. ORGANIZATION 1.1 Call to Order 1.2 Roll Call 1.3 Invocation 1.4 Pledge of Allegiance 1.5 Special Presentations 1.6 Late Items 2. PUBLIC COMMENTS Now is the time for the public to address the Council on any subject within the jurisdiction of the City Council not listed on the agenda. A limitation of three (3) minutes shall be set for each person desiring to address the City Council. 3. JOINT CONSENT CALENDARS (SECTIONS 3A AND 3B) The matters listed under Consent Calendars are considered routine and will be enacted by one motion by City Council Members in the form listed. There will be no separate discussion on these items prior to the motion unless members of the City Council, staff or the public requests a specified item be removed and/or discussed. If an item is pulled, it will be heard after the balance of the Consent Calendar has been voted on. 3A CONSENT CALENDAR - CITY COUNCIL 3A.1 Waiver of Full Reading of Ordinance(s), and Reading by Title Only / Approve / City Clerk, City Attorney 3A.2 Approve Second Amendment to Subdivision Improvement Agreement (Tract 30878). / Approve / City Manager, City Attorney 3A.3 Warrants and Disbursements - November 2014 / Approve / Finance Director City Council Agenda December 16, 2014 Page 2 of 4 3A.4 Minutes of December 2, 2014 - Regular Meeting / Approve / City Clerk 3B CONSENT CALENDAR - SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF SAN JACINTO 4. PUBLIC HEARING 4.1 Workout Agreement with Tower Investments, Inc.; Settlement Agreement with Tower Investments, Inc.; and Ordinance No. 14-13 Adopting Development Agreement No. 2-14 between the City of San Jacinto and Tower Investments LLC / Approve / Consultant, City Attorney 5. STAFF REPORTS At the end of the scheduled City Department items, anyone wishing to discuss a consent calendar item should come forward upon invitation of the Mayor; state their name, address, and the consent calendar item number pulled. Speakers should limit comments to three (3) minutes. 5.1 Local Appointments List / Agency / Committee / Subcommittee / Appointments / Approve / City Clerk 5.2 Adoption of Resolution Approving a change to the frequency and location of Regular Meetings of the City Council / Approve / City Attorney 5.3 Renewal of Police Services Agreement with Riverside County Sheriff's Department. / Approve / City Manager 5.4 Acceptance of Department of Transportation Active Transportation Program Grant Funds / Approve / Development Director 5.5 Acceptance of State of California Department of Conservation / Strategic Growth Council Sustainable Communities Planning Grant and Incentives Program (Downtown Specific Plan) / Approve / Development Director 5.6 Adoption of Fiscal Year 2014-15 Budget / Approve / Finance Director 5.7 Adoption of Fiscal Year 2014-15 Budget / Approve / Finance Director 6. MAYOR/COUNCIL MEMBER REPORTS/DISCUSSIONS 7. CLOSED SESSION 7A CLOSED SESSION - CITY COUNCIL 7A.1 CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION City Council Agenda December 16, 2014 Page 3 of 4 (Paragraph (1) of subdivision (d) of Section 54956.9) Name of Case: San Jacinto v. Verizon 7A.2 CONFERENCE WITH REAL PROPERTY NEGOTIATORS Property: APN 435-260-006 Agency negotiator: Tim Hults, City Manager Negotiating parties: Victor Coombes Under negotiation: Price and terms of payment 7B CLOSED SESSION - SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF SAN JACINTO 8. ADJOURNMENT If you challenge any action of the City Council in court, you may be limited to raising only those issues you or someone else raised at the public hearing described in this notice, or in written correspondence delivered to the City Council (c/o the City Clerk) at, or prior to, the public hearing. CHALLENGE TO LAND USE DECISIONS: Any person seeking to challenge a decision regarding land use made by the City Council as a result of a proceeding in which by law a hearing is required to be given, shall be required to commence that action 90 days following the date on which the decision of the City Council becomes final as provided in Code of Civil Procedure Section 1094.6. Please refer to Code of Civil Procedure Section 1094.6 to determine how to calculate when a decision becomes final. It is the intention of the City of San Jacinto to comply with the Americans with Disabilities Act (ADA) in all respects. If, as an attendee or a participant at this meeting, or in meetings on a regular basis, you will need special assistance beyond what is normally provided, the City will attempt to accommodate you in every reasonable manner. Please contact City Hall at (951) 537-6358, at least 48 hours prior to the meeting to inform us of your particular needs and to determine if accommodation is feasible. Any writing related to an agenda item for an open session of a regular meeting of the City Council that is distributed less than 72 hours prior to the meeting will be made available for public inspection at the City Clerk's office, located at 595 South San Jacinto Avenue, San Jacinto, California, and at the regular meeting location - City of San Jacinto Community Center, 625 South Pico Avenue, San Jacinto, California - at the time the writing is distributed to a majority of the City Council DOCUMENTS RELATED TO OPEN SESSION AGENDAS (SB 343) -- Any public record, relating to an open session agenda item, that is distributed within 72 hours prior to the meeting is available for public inspection at the public counter located in the Administration Building of City Hall, 595 S San Jacinto Avenue, San Jacinto, CA 92583 I, Richard Miller, City Clerk of the City of San Jacinto, do hereby certify that I caused to be posted the foregoing agenda this 11th Day of December, 2014, as required by law. Richard Miller, City Clerk City Council Agenda December 16, 2014 Page 4 of 4 December 16, 2014 TO: The Honorable Mayor and Members of the City Council FROM: Rick Miller, City Clerk Jeff Ballinger, City Attorney SUBJECT: Waiver of Full Reading of Ordinance(s), and Reading by Title Only RECOMMENDATION: Staff recommends that the City Council, by motion, waive the full reading of any and all ordinances on this meeting’s agenda, and authorize their reading by title only. BACKGROUND: Government Code Section 36934 requires that all ordinances shall be read in full either at the time of their introduction or their passage. However, Government Code Section 36934 allows the waiver of this requirement by regular motion adopted by majority vote if the title of the ordinance is read. This waiver can be accomplished at the time of each ordinance action, or as a standing waiver, accomplished as a consent calendar motion. In order to stream-line the process for the passage of ordinances, the City Attorney and staff propose the second option, which is the waiver of any and all ordinances on this agenda. ALTERNATIVES: Approval: Approve the addition of the attached language to all future agendas of the City Council, thus waiving the full reading of all future ordinances. Denial: Do not approve the agenda language and, instead, before the passage of any ordinance and after the reading of its title, make a motion that must be adopted by majority vote that allows a waiver of the full reading. FISCAL IMPACT: None PACKET PAGE: 1 AGENDA ITEM 3A.1 December 16, 2014 TO: The Honorable Mayor and Members of the City Council FROM: Tim Hults, City Manager SUBJECT: Approve Second Amendment to Subdivision Improvement Agreement (Tract 30878). RECOMMENDATION: Staff recommends that the City Council, by motion, approve the Second Amendment to the Subdivision Improvement Agreement for Park Meadows 171, LLC, Tract 30878. Located at Seventh St. and Lyon Ave. DISCUSSION: In September of 2011, the First Amendment to the Subdivision Improvement Agreement for Subdivision 30878 the “Immediate Improvements” and “Deferred Improvements” were listed and mutually agreed upon between the City and Park Meadows 171, LLC. In that Agreement the Immediate Improvements were to be completed thirty (30) calendar days following signing of the Agreement. All the Immediate Improvements were completed and accepted by the City and the bonds were reduced as stated in the Agreement. Per the Agreement the Deferred Improvements were to be completed no later than two (2) years following the Effective Date. As a result of the severe economic downturn, especially in the housing market, Park Meadows 171, LLC, a California Limited Liability Company has not completed the Deferred Improvements and is requesting a two (2) year extension at this time. FISCAL IMPACT: None ATTACHMENTS: First Amendment to the Subdivision Improvement Agreement Second Amendment to the Subdivision Improvement Agreement PACKET PAGE: 3 AGENDA ITEM 3A.2 PACKET PAGE: 5AGENDA ITEM 3A.2 PACKET PAGE: 6AGENDA ITEM 3A.2 PACKET PAGE: 7AGENDA ITEM 3A.2 PACKET PAGE: 8AGENDA ITEM 3A.2 PACKET PAGE: 9AGENDA ITEM 3A.2 PACKET PAGE: 10AGENDA ITEM 3A.2 PACKET PAGE: 11AGENDA ITEM 3A.2 24438.H0000\9368955.1 SECOND AMENDMENT TO SUBDIVISION IMPROVEMENT AGREEMENT FOR SUBDIVISION 30878 This Second Amendment to the Subdivision Improvement Agreement for Subdivision 30878 (“Second Amendment”) is made as of the _____ day of ______________ 2014, (“Effective Date”) by and between the City of San Jacinto, a California municipal corporation (“City”) and Park Meadows 171, LLC, a California Limited Liability Company (“Developer”). City and Developer are sometimes individually referred to as “Party” and collectively as “Parties”. RECITALS A. On November 18, 2004, the City and Developer entered into a Subdivision Improvement Agreement for Subdivision 30878 for the installation of certain public improvements (“Original Agreement”) on real property located within the City, a legal description of which is attached hereto as Exhibit “A” (“Property”). B. Pursuant to the Agreement, Developer obtained a performance bond # 213 4469 in the amount of Eight Hundred Forty Five Thousand Six Hundred Forty Two Dollars and One Cent ($845,642.01) and a payment/labor & materials bond in the same amount (collectively “Bonds”), to guarantee the faithful performance of the public improvements and all provisions of the Original Agreement and to secure payment to the contractors, subcontractors, laborers, material men, and other persons furnishing labor, materials, or equipment for performance of the public improvements and the Original Agreement, respectively. C. On or about September 20, 2011, the Parties entered into that certain First Amendment to the Subdivision Improvement Agreement, dated September 20, 2011 (“First Amendment”), pursuant to which Developer was required to complete certain improvements (“Immediate Improvements”) within thirty (30) days following the First Amendment and certain other improvements (“Deferred Improvements”) within two (2) years following the First Amendment. Developer has completed the Immediate Improvements, but not the Deferred Improvements. Due to current economic conditions, the Parties agree that the Developer shall complete the Deferred Improvements as specified in section 1 below. NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL PROMISES SET FORTH IN THIS AMENDMENT AND OTHER VALUABLE CONSIDERATION, THE CITY AND DEVELOPER AGREE AS FOLLOWS: 1. Extension of Time to Complete Public Improvements. Section 4.3 of the Original Agreement, as amended by the First Amendment, is hereby amended to read as follows: PACKET PAGE: 13 AGENDA ITEM 3A.2 24438.H0000\9368955.1 “The time to complete the Public Improvements is extended as hereby specified. No later than two (2) years following the Effective Date of this Second Amendment, Developer shall complete the Public Improvements specifically described in Exhibit “B”, which is attached hereto and incorporated herein by reference (“Deferred Improvements”). The City Manager and Developer may mutually agree, in writing, to further extension of the time to complete the Deferred Improvements pursuant to Section 4.1 of the Agreement. Unless and until the Deferred Improvements are completed by Developer and accepted by the City, the City shall be under no obligation to issue any permits or entitlements (whether discretionary or ministerial) related to the undeveloped lots on the Property; provided however, that this Agreement shall not prevent the City from issuing such permits or entitlements for the development of the undeveloped portion of the Property so long as the Public Improvements are constructed and installed in conjunction with such development (based on a schedule of performance that is mutually agreed to, in writing, by the City Engineer and Developer).” 2. No Other Amendments. Except as set forth in this Second Amendment to the Agreement, the Agreement remains in full force and effect according to its terms. 3. Incorporation of Amendment. From and after the Effective Date of this Second Amendment, wherever the term “Agreement” appears in the Agreement, it shall be read and understood to mean the Agreement as amended by the First Amendment and this Second Amendment. 4. Acknowledgement of Consideration. The Parties hereby agree and acknowledge the receipt, adequacy and sufficiency of consideration provided by the Parties. IN WITNESS WHEREOF, the City and Developer have executed this Second Amendment as of the date first written above. (signatures on following page) PACKET PAGE: 14 AGENDA ITEM 3A.2 24438.H0000\9368955.1 SIGNATURE PAGE TO SECOND AMENDMENT TO SUBDIVISION IMPROVEMENT AGREEMENT FOR SUBDIVISION 30878 CITY OF SAN JACINTO DEVELOPER Park Meadows, 171, LLC By: Griffin Communities, a California Corporation Its: Managing Member ________________________ ___________________________ Crystal Ruiz, Mayor Ian Griffin, Vice President Date: __________________ Date: __________________ ATTEST: ________________________ Rick Miller, City Clerk APPROVED AS TO FORM: ________________________ Jeffrey S. Ballinger, City Attorney PACKET PAGE: 15 AGENDA ITEM 3A.2 24438.H0000\9368955.1 EXHIBIT “A” TO SECOND AMENDMENT TO SUBDIVISION IMPROVEMENT AGREEMENT FOR SUBDIVISION 30878 (Legal Description of Property) BEING A DIVISION OF PORTIONS OF THE SOUTHEAST QUARTER AND THE SOUTH HALF OF THE NORTHEAST QUARTER OF FARM LOT 152 OF THE LANDS OF THE SAN JACINTO LAND ASSOCIATION, AS SHOWN ON MAP RECORDED IN BOOK 8, PAGE 357. SAN DIEGO COUNTY RECORDS, IN SECTION 33, TOWNSHIP 4 SOUTH, RANGE 1 WEST, S.B.B.M. PACKET PAGE: 16 AGENDA ITEM 3A.2 24438.H0000\9368955.1 EXHIBIT “B” TO SECOND AMENDMENT TO SUBDIVISION IMPROVEMENT AGREEMENT FOR SUBDIVISION 30878 (List of Deferred Improvements) All street improvements within the cul-de-sac of Sunny Ridge Drive including: · Sewer · Water · Storm Drain · Dry Utilities · Curb and Gutter · City Sidewalk · A/C Pave and Cap · Blue Dots (fire hydrants) Complete the portion of park site which is currently a temporary detention basin including: · Filling the basin · Soil compaction · Grading · Landscaping PACKET PAGE: 17 AGENDA ITEM 3A.2 December 16, 2014 TO: The Honorable Mayor and Members of the City Council FROM: Thomas Prill, Finance Director SUBJECT: Warrants and Disbursements – November 2014 RECOMMENDATION: Staff recommends that the City Council review and approve Warrants and Disbursements for the period of November 1 through November 30, 2014 in the amount of $4,989,232.34. DISCUSSION: The City Council in its oversight role formally reviews disbursements of City funds made by Accounts Payable warrants, bi-weekly payrolls and electronic funds (wire) transfers. The following information is provided for such review and approval: Warrants/Wire Pay Date Amount Accounts Payable: # 110525-110756 Various $ 4,668,761.53 Payroll: Pay Period # 23 # 22101-22122 11/13/2014 $ 111,869.34 Includes Warrants, Direct Deposits, Taxes, Garnishments Payroll: Pay Period # 24 # 22123-22142 11/26/2014 $ 206,601.47 Includes Warrants, Direct Deposits, Taxes, Garnishments Electronic Funds Various $ 2,000.00 Total Disbursements – Period of November 1-30, 2014 $ 4,989,232.34 Prepared by: Judy Kelley, Account Clerk II Known Councilmember Conflicts: Check #’s 110544, 110625, 110711. FISCAL IMPACT: Expenditures by warrant, payroll direct deposit and electronic funds (wire) transfers have been appropriated. ATTACHMENTS: Accounts Payable Warrant Register – November 1-30, 2014 Electronic Funds Transfer Report – November 1-30, 2014 Note: Payroll information is on file in the Finance Department. 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ATTACHMENTS · Draft Minutes of the December 2, 2014 – Regular Meeting PACKET PAGE: 55 AGENDA ITEM 3A.4 ACTION MINUTES JOINT REGULAR MEETING OF THE SAN JACINTO CITY COUNCIL AND THE SUCCESSOR AGENCY TO THE CITY OF SAN JACINTO REDEVELOPMENT AGENCY December 2, 2014, 6:30 p.m. 625 S. Pico Ave San Jacinto Community Center, San Jacinto, CA 92583 1. ORGANIZATION 1.1 Call to Order Mayor Alonso Ledezma called the Regular Meeting of the San Jacinto City Council and the Successor Agency to the City of San Jacinto Redevelopment Agency to order at 6:30 p.m. 1.2 Roll Call Present – Bartel, Kotyuk, Miller, Ruiz, Ledezma Absent - None 1.3 Invocation Councilman Scott Miller gave the invocation. 1.4 Pledge of Allegiance Bruce Malone led the Pledge of Allegiance 1.5 Special Presentations None 1.6 MAYOR / COUNCIL MEMBER REPORTS / COMMENTS Councilmember’s gave their reports 2. CONSENT CALENDAR 2.1 CONSENT CALENDAR - CITY COUNCIL 2.1.1 Waiver of Full Reading of Ordinance(s), and Reading by Title Only / Approve / City Clerk, City Attorney 2.1.2 Special Tax Annual Reporting / Approve / Finance Director PACKET PAGE: 57 AGENDA ITEM 3A.4 Action Minutes December 2, 2014 _______________________________________________________________________________________Page 2 of 4 2.1.3 Minutes of the Regular Meeting held on November 18, 2014 / Approve / City Clerk 2.1.4 Resolution No. 3544 / A Resolution Certifying the results of the November 4, 2014 Consolidated Regular Municipal Election / Approve / City Clerk 2.1.5 Treasurer's Report at October 31, 2014 / Approve / City Treasurer 2.1.6 Resolution of Intention to Annex Territory Known as Circle K into Community Facilities District No. 2003-1 and to Authorize the Levy of Special Taxes Therein / Approve / City Manager, City Attorney 2.2 CONSENT CALENDAR - SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF SAN JACINTO M/S/C (Kotyuk / Ruiz) moved to approve of the Consent Calendar. Motion carried 5/0. Ayes: Bartel, Kotyuk, Miller, Ruiz, Ledezma Nays: None Absent: None Abstain: None 3. OATH OF OFFICE FOR SCOTT MILLER AND ALONSO LEDEZMA FOR CITY COUNCIL City Clerk Rick Miller gave the Oath of Office to Councilmember’s Scott Miller and Alonso Ledezma 4. CITY COUNCIL REORGANIZTION City Clerk Rick Miller conducted the election of the Mayor. Councilmember Alonzo Ledezma nominated Councilmember Crystal Ruiz for the office of Mayor. M/S/C (Bartel/Miller) moved to close the nominations. Motion carried 5/0. Ayes: Bartel, Kotyuk, Ledezma, Miller, Ruiz Nays: None Absent: None Abstain: None Councilmember Ruiz was selected as Mayor for 2015 PACKET PAGE: 58 AGENDA ITEM 3A.4 Action Minutes December 2, 2014 _______________________________________________________________________________________Page 3 of 4 Mayor Ruiz requested City Clerk Miller conduct the selection of Mayor Pro-Tem. City Clerk Rick Miller conducted the election of the Mayor Pro-Tem. Councilmember Andrew Kotyuk nominated Councilmember Scott Miller for the office of Mayor Pro-Tem. M/S/C (Bartel/Ruiz) moved to close the nominations. Motion carried 5/0. Ayes: Bartel, Kotyuk, Ledezma, Miller, Ruiz Nays: None Absent: None Abstain: None Councilmember Miller was selected as Mayor Pro-Tem for 2015. Mayor Crystal Ruiz called for a five minute break. 5. PUBLIC COMMENTS: Public Comments: · Rudy Mares · Gloria Avalos · Damien Avalos · Jana Joos · Ray Navarro · Linda Nunez · Lori Van Arsdale · Letter from Carol Griese – read into record by City Clerk Rick Miller 6. PUBLIC HEARING 6.1 First Reading of Ordinance No. 14-13 Adopting Development Agreement No. 2-14 between the City of San Jacinto and TOWER INVESTMENTS LLC., a Delaware Limited Liability Company M/S/C (Miller/Kotyuk) moved to continue Item 6.1 to the next regular scheduled meeting on December 16, 2014. Motion carried 5/0. Ayes: Bartel, Kotyuk, Ledezma, Miller, Ruiz Nays: None Absent: None Abstain: None PACKET PAGE: 59 AGENDA ITEM 3A.4 Action Minutes December 2, 2014 _______________________________________________________________________________________Page 4 of 4 7. STAFF REPORTS 7A Lease Agreement with Family Services Association of Western Riverside County Assistant City Manager Mike Emberton presented the Staff Report. Public Comments: · Tom Donahue M/S/C (Bartel/Miller) moved to approve Item 7A with negotiations. Motion carried 5/0. Ayes: Bartel, Kotyuk, Ledezma, Miller, Ruiz Nays: None Absent: None Abstain: None 8. CLOSED SESSION – NO CLOSED SESSION 6.1 CLOSED SESSION - CITY COUNCIL 6.2 CLOSED SESSION - SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF SAN JACINTO 9. ADJOURNMENT With no further business before the City Council, Mayor Ruiz adjourned the Regular Meeting of the City Council at 7:49 p.m. PACKET PAGE: 60 AGENDA ITEM 3A.4 December 16, 2014 TO: The Honorable Mayor and Members of the City Council FROM: Mary Lanier, Consultant Jeff Ballinger, City Attorney SUBJECT: Workout Agreement with Tower Investments, Inc.; Settlement Agreement with Tower Investments, Inc.; and Ordinance No. 14-13 Adopting Development Agreement No. 2-14 between the City of San Jacinto and Tower Investments LLC RECOMMENDATION: Staff recommends that the City Council, by motion: 1) Approve Workout Agreement between the City of San Jacinto and Tower Investments, Inc.; 2) Approve Settlement Agreement between the City of San Jacinto and Tower Investments, Inc.; and 3) Introduce by title only and waive full reading for consideration of Ordinance No. 14-13, approving Development Agreement No. 2-14 between the City of San Jacinto and Tower Investments, LLC. BACKGROUND/PROJECT DESCRIPTION: The City of San Jacinto formed Assessment District (AD 87-1) in 1987 for the purpose of providing funds for infrastructure improvements in the Soboba Improvement Area. AD 87-1, consisting of nine lots, is located southwesterly of Main Street and Ramona Expressway, with Seventh Street bordering to the south. Bonds in the amount of $1,415,000 were issued to pay for improvements including: streets, curb, gutter, sidewalk, sewer line, and street lights. Those Bonds were secured by assessments levied by the City on the properties. Improvements to Ramona Expressway Seventh Street were completed, along with the installation of a new street, Donna Way. The improvements were completed. However, only one parcel was developed. The intent of an Assessment District is for property owners to repay the bonds through an annual levy on the property, until paid in full. The bond debt is not a debt of the City of San Jacinto, but a debt of the assessment district itself. Property owners stopped paying the assessments, which resulted in a Bond default. The City then initiated a judicial foreclosure and obtained a Judgment in Judicial Foreclosure in 1993 and Order PACKET PAGE: 61 AGENDA ITEM 4.1 for Sale against the property. Due to the age of the Assessment District, there are delinquent payments as well as penalties and interest due on the property. Although the City attempted to execute on its judgment in foreclosure, there were no buyers. Time has elapsed and the delinquencies now exceed the value of the property. As a result, it is unlikely that the property could be sold and developed. The Planning Commission, during their November 6, 2014 meeting adopted Resolution 14-13, recommending that the City Council approve by ordinance Development Agreement 2-14. ENVIRONMENTAL ANALYSIS: Pursuant to the California Environmental Quality Act, the Development Agreement could not result in a direct or reasonably indirect physical change in the environment and the project is not subject to CEQA in accordance with Section 15060(c)(2) of the California Environmental Quality Act. DISCUSSION: Pursuant to Section 65864, et. seq., of the California Government Code, the City of San Jacinto is authorized to enter into development agreements with persons having legal or equitable interests in real property for the development of such property. Tower Investments purchased the Bonds and has requested the City enter into a transaction to ultimately convey the properties to Tower. The City insisted on being repaid funds that had previously been fronted by the City in order to prevent, or at least delay, the bonds from becoming delinquent. Ultimately, Tower brought a lawsuit against the City, alleging that the City was required to do more than attempt to sell the properties at the tax sale. The City staff and City Attorney’s office have negotiated the attached Workout Agreement, to enable the City to convey the properties to Tower, which would allow the properties to ultimately be developed. The accompanying Settlement Agreement would resolve the pending lawsuit. Finally, the development agreement would enable the City to be repaid from funds that the City paid. The Development Agreement provides the mechanism for repayment, but does not vest land use regulations, such as zoning and subdivision standards. The zoning and subdivision standards that will be applicable to the development of the property will be the zoning and subdivision standards that are in effect at the time of development. The Development Agreement does lock in the current development impact fees. The properties to be included in the Development Agreement are known as Lots 1, 2, 6, 8, and 9, as shown on Exhibit B to the Development Agreement. The terms are as follows: PACKET PAGE: 62 AGENDA ITEM 4.1 · Development Agreement Fee of $291,000 to be allocated equally among Lots 1, 2, 6, 8, and 9, to be paid to the City prior to issuance of each Certificate of Occupancy. · Development Fees applicable to the project are included in Exhibit E of the Agreement and reflect the fees in effect the date of the Agreement. The benefit of the Development Agreement is facilitate and encourage development of the property, as well as to re-pay the City for funds that the City paid many years ago. The Development Agreement will only be effective should the Workout Agreement be approved. CONCLUSION: Development Agreement 2-14 has been prepared in accordance with the rules and regulations for the review and processing of development agreement requests in the City. The proposed Development Agreement is consistent with the objectives, policies, general land uses and programs specified in the City's General Plan. The Development Agreement will enable the property to be put to beneficial use by removing the financial barriers that currently exist based on the defaulted Assessments. The Workout Agreement and the Settlement Agreement have been negotiated with Tower, pursuant to direction given by City Council previously. ATTACHMENTS: Ordinance No. 14-13 Development Agreement No. 2-14 Conditions of Approval Location Map Planning Commission Resolution No. 14-13 Workout Agreement Settlement Agreement PACKET PAGE: 63 AGENDA ITEM 4.1 24438.10071\9391053.1 STATE OF CALIFORNIA) ORDINANCE NO. 14-13 COUNTY OF RIVERSIDE)ss CITY OF SAN JACINTO ) AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SAN JACINTO, CALIFORNIA APPROVING A DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF SAN JACINTO AND TOWER INVESTMENTS, LLC WHEREAS, the San Jacinto Municipal Code, and Resolution No. 2358 (as amended) of the City Council (“City Council”) of the City of San Jacinto (“City”) provide for the consideration of development agreements as permitted by Government Code Sections 65864, et. seq.; and WHEREAS, Tower Investments, LLC (“Tower”) has requested the City's approval of a statutory development agreement pursuant to the rules and regulations set forth above; and WHEREAS, the Development Agreement pertains to certain real property (the “Property”) that is located within Assessment District 87-1 (“AD 87-1”); and WHEREAS, in connection with the City’s formation of AD 87-1, the City issued Limited Obligation Improvement Bonds on March 19, 1987, in the original principal amount of $1,415,000.00 (the “AD 87-1 Bonds”), which bonds are secured by assessments levied by the City on property located within the boundaries of AD 87-1 (the “Assessments”); and WHEREAS, one or more Assessment installments levied against the Property became delinquent and remain delinquent; and WHEREAS, the City previously paid approximately Two Hundred Ninety One Thousand Dollars ($291,000) (the “City Payment”) to AD 87-1 in order to attempt to avoid the Assessments from becoming delinquent; and WHEREAS, in connection with the recovery of delinquent Assessment installment(s) levied against the Property, the City initiated a judicial foreclosure action in the Superior Court of the County of Riverside entitled City of San Jacinto vs. Property Mortgage Co., Inc., et al., Case No. RIC 220860 and on December 3, 1993, obtained a Judgment in Judicial Foreclosure and Order of Sale against the Property (“Judgment”); and WHEREAS, the City has attempted to execute on the Judgment, by way of a judicial foreclosure sale, but such sale was unsuccessful, since no buyers were willing to purchase the Property because of the delinquencies, including penalties and interest; and WHEREAS, concurrently with the consideration of the Development Agreement, Tower and the City intend to enter into a settlement agreement and workout/acquisition agreement (collectively, the “Workout Agreement”), in order to provide for (i) Tower to tender the Bonds that it owns; (ii) Tower to tender cash to the City in payment of the costs of sale PACKET PAGE: 65 AGENDA ITEM 4.1 24438.10071\9391053.1 2 and the City costs attributable to the Property; (iii) the City to acquire the Property at a foreclosure sale by credit bid; (iv) the City to convey the Property to Tower, subject to the terms of said Workout Agreement; and (v) the parties to resolve the case entitled Tower Investments, LLC vs. City of San Jacinto, Case No. RIC 1206023; and WHEREAS, City staff have prepared and Tower has reviewed and has concurred with the terms and conditions of the development agreement as set forth in Exhibit “A”, and incorporated herein by this reference (the "Development Agreement"); and WHEREAS, on December 2, 2014, the City Council conducted a duly noticed public hearing on the Development Agreement at which time all persons wishing to testify in connection with the Development Agreement were heard and the Application was fully examined; and at said public hearing, the City Council found that: A. The Development Agreement is consistent with the objectives, policies, general land uses and programs specified in the City’s General Plan. B. The Development Agreement is compatible with the uses authorized in, and the regulations prescribed for, the land use district in which the real property is located because the Development Agreement does not change the allowed use for the area. C. The Development Agreement is in conformity with public convenience, general welfare and good land use practice because approval of the Development Agreement will enable the Property to be put to beneficial and productive use by removing the financial barriers that currently exist based on the defaulted Assessments. D. The Development Agreement will be beneficial to the health, safety and general welfare because it enables the Property to be developed to its highest and best use and because the Development Agreement provides for the repayment to the City of the City Payment as the Property is developed; and WHEREAS, all of the procedures of the California Environmental Quality Act (Cal. Pub. Resources Code, §§ 21000 et seq.) (“CEQA”) have been met with respect to the Development Agreement; and WHEREAS, all other legal prerequisites to the adoption of this Ordinance have occurred. THE CITY COUNCIL OF THE CITY OF SAN JACINTO DOES ORDAIN AS FOLLOWS: Section 1. Based on the findings contained in this Ordinance, the City Council hereby adopts the Development Agreement attached hereto as Exhibit "A" and incorporated by reference herein. PACKET PAGE: 66 AGENDA ITEM 4.1 24438.10071\9391053.1 3 Section 2. This Ordinance shall take effect 30 days after its final passage. Notwithstanding the foregoing, the Development Agreement shall not be effective unless and until both of the following have occurred: (i) the Workout Agreement is fully signed by both Tower; and (ii) the Workout Agreement is fully performed by both parties. Section 3. The City Council hereby finds that adoption of the Development Agreement will not have a significant effect on the environment because the Development Agreement is exempt from the California Environmental Quality Act for the following reasons: Pursuant to 14 Cal. Code Regs §15060(c)(2), CEQA applies only to projects that have the potential for causing significant effect on the environment. The Development Agreement does not have any potential for causing a significant effect on the environment because it only deals with financial matters related to the repayment to the City of the City Payment, defined above. Section 4. The City Clerk shall certify the adoption of this ordinance and cause the same to be published in the County of Riverside, State of California. Introduced at a regular meeting of the City Council on the 2nd day of December, 2014 by the following vote: AYES: NAYS: ABSENT: ABSTAIN: City of San Jacinto ___________________ Mayor ATTEST: ______________________ Rick Miller, City Clerk PACKET PAGE: 67 AGENDA ITEM 4.1 Exhibit A 24438.10071\9391053.1 EXHIBIT “A” DEVELOPMENT AGREEMENT [attached behind this page] PACKET PAGE: 68 AGENDA ITEM 4.1 24438.10071\9253889.5 Recorded at request of: ) Clerk, City Council ) City of San Jacinto ) ) When recorded return to: ) City of San Jacinto ) 595 S. San Jacinto Ave. ) San Jacinto, CA 92583 ) Attention: City Clerk ) ) Exempt from Filing Fees, Government Code Section 6103 DEVELOPMENT AGREEMENT NO. 2-14 A DEVELOPMENT AGREEMENT BETWEEN CITY OF SAN JACINTO, a California municipal corporation and TOWER INVESTMENTS, LLC, a Delaware limited liability company PACKET PAGE: 69 AGENDA ITEM 4.1 1 24438.10071\9253889.5 DEVELOPMENT AGREEMENT NO. 2-14 This Development Agreement (hereinafter “Agreement”) is entered into, as of this ___ day of ________________, 2014 for reference purposes only, by and among the City of San Jacinto, a California municipal corporation (hereinafter “CITY”), and Tower Investments, LLC, a Delaware limited liability company (hereinafter “DEVELOPER”): RECITALS WHEREAS, CITY is authorized to enter into binding development agreements with persons having legal or equitable interests in real property for the development of such property, pursuant to Section 65864 et seq. of the Government Code; and WHEREAS, DEVELOPER and CITY have entered into that certain Acquisition Agreement dated concurrently herewith, whereby the CITY has agreed, subject to the terms and conditions of such Acquisition Agreement, to pursue foreclosure of and quitclaim to DEVELOPER certain real property consisting of Lots 1, 2, 6, 8 and 9 of Map 20795 (the “Property”); and WHEREAS, DEVELOPER has requested CITY to enter into a development agreement and proceedings have been taken in accordance with the rules and regulations of CITY; and WHEREAS, by electing to enter into this Agreement, CITY shall bind future City Councils of CITY by the obligations specified herein and limit the future exercise of certain governmental and proprietary powers of CITY in certain defined areas; and WHEREAS, the terms and conditions of this Agreement have undergone extensive review by CITY and the City Council and have been found to be fair, just and reasonable; and WHEREAS, the best interests of the citizens of the CITY and the public health, safety and welfare will be served by entering into this Agreement; and WHEREAS, all of the procedures of the California Environmental Quality Act have been met with respect to the Project and the Agreement in that CITY has determined that the approval of this Agreement is exempt from further review pursuant to the California Environmental Quality Act; and WHEREAS, this Agreement and the Project are consistent with the CITY’s Comprehensive General Plan; and WHEREAS, all actions taken and approvals given by CITY have been duly taken or approved in accordance with all applicable legal requirements for notice, public hearings, findings, votes, and other procedural matters; and WHEREAS, development of the Property in accordance with this Agreement will provide substantial benefits to CITY and will further important policies and goals of CITY; and PACKET PAGE: 70 AGENDA ITEM 4.1 2 24438.10071\9253889.5 WHEREAS, this Agreement will eliminate uncertainty in planning and provide for the orderly development of the Property, ensure progressive installation of necessary improvements, provide for public services appropriate to the development of the Project, and generally serve the purposes for which development agreements under Sections 65864 et seq of the Government Code are intended; and WHEREAS, DEVELOPER has incurred and will in the future incur substantial costs in order to assure development of the Property in accordance with this Agreement; and WHEREAS, DEVELOPER has incurred and will in the future incur substantial costs in excess of the generally applicable requirements in order to assure the legal rights set forth in this Agreement. COVENANTS NOW, THEREFORE, in consideration of the above recitals and of the mutual covenants hereinafter contained and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: 1. DEFINITIONS AND EXHIBITS. 1.1 Definitions. The following terms when used in this Agreement shall be defined as follows: 1.1.1 “Agreement” means this Development Agreement. 1.1.2 “CITY” means the City of San Jacinto, a municipal corporation, organized and existing pursuant to the laws of the State of California. 1.1.3 “Development” means the improvement of the Property for the purposes of completing the structures, improvements and facilities comprising the Project including, but not limited to: grading; the construction of infrastructure and public facilities related to the Project whether located within or outside the Property; the construction of buildings and structures; and the installation of landscaping. “Development” does not include the maintenance, repair, reconstruction or redevelopment of any building, structure, improvement or facility after the construction and completion thereof. 1.1.4 “Development Agreement Policies” means those certain development agreement policies approved by CITY pursuant to Resolution No. 2358, adopted on July 18, 2002, as amended. 1.1.5 “Development Approvals” means all permits and other entitlements for use subject to approval or issuance by CITY in connection with development of the Property including, but not limited to: (a) specific plans and specific plan amendments; (b) tentative and final subdivision and parcel maps; PACKET PAGE: 71 AGENDA ITEM 4.1 3 24438.10071\9253889.5 (c) conditional use permits, public use permits and plot plans; (d) zoning; (e) grading and building permits. - 1.1.6 “Development Exaction” means any requirement of CITY in connection with or pursuant to any Land Use Regulation or Development Approval for the dedication of land, the construction of improvements or public facilities, or the payment of fees in order to lessen, offset, mitigate or compensate for the impacts of development on the environment or other public interests. 1.1.7 “Development Impact Fee” means a monetary exaction other than a tax or special assessment, whether established for a broad class of projects by legislation of general applicability or imposed on a specific project on an ad hoc basis, that is charged by a local agency to the applicant in connection with approval of a development project for the purpose of defraying all or a portion of the cost of public facilities related to the development project, but does not include park “in lieu” fees specified in Government Code Section 66477, fees for processing applications for governmental regulatory actions or approvals, or fees collected under development agreements adopted pursuant to Article 2.5 of the Government Code (commencing with Section 65864) of Chapter 4. The term “Development Impact Fee” expressly includes any impact, public facilities or impact fee as set forth in Section 202 of the Development Agreement Policies. 1.1.8 “Development Plan” means the Existing Development Approvals and the Existing Land Use Regulations applicable to development of the Property. 1.1.9 “Effective Date” means the date the ordinance approving this Agreement becomes effective. 1.1.10 “Existing Development Approvals” means all Development Approvals approved or issued prior to the Effective Date. Existing Development Approvals includes the Approvals incorporated herein as Exhibit “C” and all other Approvals which are a matter of public record on the Effective Date. 1.1.11 “Existing Land Use Regulations” means all Land Use Regulations in effect on the Effective Date. Existing Land Use Regulations includes the Regulations incorporated herein as Exhibit “D” and all other Regulations which are a matter of public record on the Effective Date. 1.1.12 “Land Use Regulations” means all ordinances, resolutions, codes, rules, regulations and official policies of CITY governing the development and use of land, including, without limitation, the permitted use of land, the density or intensity of use, subdivision requirements, the maximum height and size of proposed buildings, the provisions for reservation or dedication of land for public purposes, and the design, improvement and construction standards and specifications applicable to the development of the property. “Land Use Regulations” does not include any CITY ordinance, resolution, code, rule, regulation or official policy, governing: PACKET PAGE: 72 AGENDA ITEM 4.1 4 24438.10071\9253889.5 (a) the conduct of businesses, professions, and occupations; (b) taxes and assessments; (c) the control and abatement of nuisances; (d) the granting of encroachment permits and the conveyance of rights and interests which provide for the use of or the entry upon public property; (e) the exercise of the power of eminent domain. 1.1.13 “DEVELOPER” means the persons and entities listed as DEVELOPER on page 1 of this Agreement and their permitted successors in interest to all or any part of the Property. 1.1.14 “Mortgagee” means a mortgagee of a mortgage, a beneficiary under a deed of trust or any other security-device lender, and their successors and assigns. 1.1.15 “Project” means the development of the Property contemplated by the Development Plan as such Plan may be further defined, enhanced or modified pursuant to the provisions of this Agreement. 1.1.16 “Property” means the real property legally described on Exhibit “A” and shown on Exhibit “B” to this Agreement. 1.1.17 “Reservations of Authority” means the rights and authority excepted from the assurances and rights provided to DEVELOPER under this Agreement and reserved to CITY under Section 3.6 of this Agreement. 1.1.18 “Subsequent Development Approvals” means all Development Approvals required subsequent to the Effective Date in connection with development of the Property. 1.1.19 “Subsequent Land Use Regulations” means any Land Use Regulations adopted and effective after the Effective Date of this Agreement. 1.2 Exhibits. The following documents are attached to, and by this reference made a part of, this Agreement: Exhibit “A” — Legal Description of the Property. Exhibit “B” — Map showing Property and its location. Exhibit “C” — Existing Development Approvals. Exhibit “D” — Existing Land Use Regulations. Exhibit “E” — Development Impact Fees. PACKET PAGE: 73 AGENDA ITEM 4.1 5 24438.10071\9253889.5 2. GENERAL PROVISIONS. 2.1 Binding Effect of Agreement. The Property is hereby made subject to this Agreement. Development of the Property is hereby authorized and shall be carried out only in accordance with the terms of this Agreement. 2.2 Interest in Property. DEVELOPER represents and covenants that, as of a result of the Acquisition Agreement, it possesses a legal or equitable interest in the Property. 2.3 Term. The term of this Agreement shall commence on the Effective Date, and shall continue for a period of ten (10) years thereafter unless this term is modified or extended pursuant to the provisions of this Agreement. 2.4 Assignment. 2.4.1 Right to Assign. DEVELOPER shall have the right to sell, transfer or assign the Property in whole or in part (provided that no such partial transfer shall violate the Subdivision Map Act, Government Code Section 66410 et seq., to any person, partnership, joint venture, firm or corporation at any time during the term of this Agreement; provided, however, that any such sale, transfer or assignment shall include the assignment and assumption of the rights, duties and obligations arising under or from this Agreement and be made in strict compliance with the following conditions precedent: (a) No sale, transfer or assignment of any right or interest under this Agreement shall be made unless made together with the sale, transfer or assignment of all or a part of the Property. (b) Concurrent with any such sale, transfer or assignment, or within fifteen (15) business days thereafter, DEVELOPER shall notify CITY, in writing, of such sale, transfer or assignment and shall provide CITY with an executed agreement, in a form reasonably acceptable to CITY, by the purchaser, transferee or assignee and providing therein that the purchaser, transferee or assignee expressly and unconditionally assumes all the duties and obligations of DEVELOPER under this Agreement. Any sale, transfer or assignment not made in strict compliance with the foregoing conditions shall constitute a default by DEVELOPER under this Agreement. Notwithstanding the failure of any purchaser, transferee or assignee to execute the agreement required by Paragraph (b) of this Subsection 2.4.1, the burdens of this Agreement shall be binding upon such purchaser, transferee or assignee, but the benefits of this Agreement shall not inure to such purchaser, transferee or assignee until and unless such agreement is executed. 2.4.2 Release of Transferring Owner. Notwithstanding any sale, transfer or assignment, a transferring DEVELOPER shall continue to be obligated under this Agreement unless such transferring DEVELOPER is given a release in writing by CITY, which release shall be provided by CITY upon the full satisfaction by such transferring DEVELOPER of the following conditions: PACKET PAGE: 74 AGENDA ITEM 4.1 6 24438.10071\9253889.5 (a) DEVELOPER no longer has a legal or equitable interest in all or any part of the Property. (b) DEVELOPER is not then in default under this Agreement. (c) DEVELOPER has provided CITY with the notice and executed agreement required under Paragraph (b) of Subsection 2.4.1 above. (d) The purchaser, transferee or assignee provides CITY with security equivalent to any security previously provided by DEVELOPER to secure performance of its obligations hereunder. 2.4.3 Subsequent Assignment. Any subsequent sale, transfer or assignment after an initial sale, transfer or assignment shall be made only in accordance with and subject to the terms and conditions of this Section. 2.4.4 Partial Release of Purchaser, Transferee or Assignee of Industrial or Commercial Lot. A purchaser, transferee or assignee of a lot, which has been finally subdivided as provided for in the Development Plan and for which a commercial or industrial plot plan for development of the lot has been finally approved pursuant to the Development Plan, may submit a request, in writing, to CITY to release said lot from the obligations under this Agreement relating to all other portions of the property. Within thirty (30) days of such request, CITY shall review, and if the above conditions are satisfied shall approve the request for release and notify the purchaser, transferee or assignee in writing thereof. No such release approved pursuant to this Subsection 2.4.4 shall cause, or otherwise affect, a release of DEVELOPER from its duties and obligations under this Agreement. 2.4.5 Termination of Agreement With Respect to Individual Lots Upon Sale to Public and Completion of Construction. The provisions of Subsection 2.4.1 shall not apply to the sale or lease (for a period longer than one year) of any lot which has been finally subdivided and is individually (and not in “bulk”) sold or leased to a member of the public or other ultimate user. Notwithstanding any other provisions of this Agreement, this Agreement shall terminate with respect to any lot and such lot shall be released and no longer be subject to this Agreement without the execution or recordation of any further document upon satisfaction of both of the following conditions: (a) The lot has been finally subdivided and individually (and not in “bulk”) sold or leased (for a period longer than one year) to a member of the public or other ultimate user; and, (b) A Certificate of occupancy has been issued for a building on the lot, and the fees set forth under Section 4 of this Agreement have been paid. 2.5 Amendment or Cancellation of Agreement. This Agreement may be amended or canceled in whole or in part only by written consent of all parties in the manner provided for in Government Code Section 65868 and Article 5 of the Development Agreement Policies. This provision shall not limit any remedy of CITY or DEVELOPER as provided by this Agreement. PACKET PAGE: 75 AGENDA ITEM 4.1 7 24438.10071\9253889.5 2.6 Termination. This Agreement shall be deemed terminated and of no further effect upon the occurrence of any of the following events: (a) Expiration of the stated term of this Agreement as set forth in Section 2.3. (b) Entry of a final judgment setting aside, voiding or annulling the adoption of the ordinance approving this Agreement. (c) The adoption of a referendum measure overriding or repealing the ordinance approving this Agreement. (d) Completion of the Project in accordance with the terms of this Agreement including issuance of all required occupancy permits and acceptance by CITY or applicable public agency of all required dedications. (e) Termination of this Agreement based on any default of DEVELOPER and following the termination proceedings required by Articles 7 and 8 of the Development Agreement Policies. Termination of this Agreement shall not constitute termination of any other land use entitlements approved for the Property. Upon the termination of this Agreement, no party shall have any further right or obligation hereunder except with respect to any obligation to have been performed prior to such termination or with respect to any default in the performance of the provisions of this Agreement which has occurred prior to such termination or with respect to any obligations which are specifically set forth as surviving this Agreement. Upon such termination, any public facilities and services mitigation fees paid pursuant to Section 4.2 of this Agreement by DEVELOPER to CITY for residential units on which construction has not yet begun shall be refunded to DEVELOPER by CITY. 2.7 Notices. (a) As used in this Agreement, “notice” includes, but is not limited to, the communication of notice, request, demand, approval, statement, report, acceptance, consent, waiver, appointment or other communication required or permitted hereunder. (b) All notices shall be in writing and shall be considered given either: (i) when delivered in person to the recipient named below; or (ii) on the date of delivery shown on the return receipt, after deposit in the United States mail in a sealed envelope as either registered or certified mail with return receipt requested, and postage and postal charges prepaid, and addressed to the recipient named below; or (iii) on the date of delivery shown in the records of the telegraph company after transmission by telegraph to the recipient named below. All notices shall be addressed as follows: PACKET PAGE: 76 AGENDA ITEM 4.1 8 24438.10071\9253889.5 If to CITY: City of San Jacinto 595 S. San Jacinto Ave. San Jacinto, CA 92583 Attn: City Manager Telephone: (951) 487-7342 Facsimile: (951) 654-3728 If to DEVELOPER: Tower Investments, LLC 250 West Main St., Suite 101 Woodland CA 95695 Attn: Stephen Marks, Sr. Telephone: (530) 668-1000 Facsimile: (530) 666-5574 Copy to: Best, Best & Krieger, LLP 3390 University Avenue, Fifth Floor Riverside, CA 92502 Attn: San Jacinto City Attorney Telephone: (951) 686-1450 Facsimile: (951) 686-3083 Copy to: The Weiss Group, LLP One BetterWorld Circle, Suite 200 Temecula, CA 92590 Attn: Martin A. Weiss, Esq. Telephone: (951) 308-2006 Facsimile: (951) 239-3147 (c) Either party may, by notice given at any time, require subsequent notices to be given to another person or entity, whether a party or an officer or representative of a party, or to a different address, or both. Notices given before actual receipt of notice of change shall not be invalidated by the change. 3. DEVELOPMENT OF THE PROPERTY. 3.1 Rights to Develop. Subject to the terms of this Agreement including the Reservation of Rights, DEVELOPER shall have a right to develop the Property in accordance with, and only to the extent set forth in, this Agreement. Except as expressly provided otherwise herein, the Project shall remain subject to all Land Use Regulations and Development Approvals, whether in effect on the Effective Date or subsequently adopted or amended, that are required to complete the Project. Except as otherwise provided in this Agreement, and notwithstanding the authority of the CITY to bind future City Councils regarding Land Use Regulations and/or Development Approvals pursuant to Government Code section 65866, the permitted uses of the Property, the density and intensity of use, the maximum height and size of proposed buildings, and provisions for reservation and dedication of land for public purposes shall be those set forth in the Land Use Regulations and Development Approvals, whether in effect on the Effective Date or subsequently adopted or amended. 3.2 Effect of Agreement on Land Use Regulations. Except as otherwise provided under the express terms of this Agreement, including the Reservation of Rights, the rules, regulations and official policies governing permitted uses of the Property, the density and intensity of use of the Property, the maximum height and size of proposed buildings, and the design, improvement and construction standards and specifications applicable to development of the Property shall be the Land Use Regulations and Development Approvals, whether in effect on the Effective Date or subsequently adopted. In connection with any subsequently imposed Development Approvals, and except as specifically provided otherwise herein, CITY may PACKET PAGE: 77 AGENDA ITEM 4.1 9 24438.10071\9253889.5 exercise its discretion in accordance with the Land Use Regulations then in effect, as provided by this Agreement, including, but not limited to, the Reservation of Rights. CITY shall accept for processing, review and action all applications for subsequent development approvals, and such applications shall be processed in the same manner and the CITY shall exercise its discretion, when required or authorized to do so, to the same extent it would otherwise be entitled in the absence of this Agreement. 3.2 Reservations of Authority. 3.6.1 Limitations, Reservations an Exceptions. Notwithstanding any other provision of this Agreement, the following regulations shall apply-to the development of the Property. (a) Processing fees and charges of every kind and nature imposed by CITY to cover the estimated actual costs to CITY of processing applications for Development Approvals or for monitoring compliance with any Development Approvals granted or issued. (b) Procedural regulations relating to hearing bodies, petitions, applications, notices, findings, records, hearings, reports, recommendations, appeals and any other matter of procedure. (c) Regulations governing construction standards and specifications including, without limitation, the CITY’s Building Code, Plumbing Code, Mechanical Code, Electrical Code, Fire Code and Grading Code. (d) Regulations imposing Development Exactions; provided, however, that the categories and amounts of Development Impact Fees applicable to the Project during the Term of this Agreement shall be as set forth in Exhibit E. Such Development Impact Fees shall be paid to CITY at the time set forth in then-existing City ordinance, resolution or policy. (e) Regulations that are not in conflict with the Development Plan. Any regulation, whether adopted by initiative or otherwise, limiting the rate or timing of development of the Property shall be deemed to conflict with the Development Plan and shall therefore not be applicable to the development of the Property. (f) Regulations that are in conflict with the Development Plan provided DEVELOPER has given written consent to the application of such regulations to development of the Property. (g) Regulations that impose, levy, alter or amend fees, charges, or Land Use Regulations relating to consumers or end users, including, without limitation, trash can placement, service charges and limitations on vehicle parking. (h) Regulations of other public agencies, including Development Impact Fees adopted or imposed by such other public agencies, although collected by CITY. PACKET PAGE: 78 AGENDA ITEM 4.1 10 24438.10071\9253889.5 (i) Ordinances, resolutions, regulations or policies regarding the permitted uses of the Property, density and intensity of use, maximum height and size of proposed buildings, and provisions for reservation and dedication of land for public purposes. (j) In addition to the above-referenced reserved authority, the CITY may modify or suspend the provisions of this Agreement if the CITY determines that the failure of the CITY to do so would place the residents of the Property, or the residents of the CITY, or both, in a condition dangerous to their health or safety, or both. 3.6.2 Subsequent Development Approvals. This Agreement shall not prevent CITY, in acting on subsequent development approvals and to the same extent it would otherwise be authorized to do so absent this Agreement, from applying subsequently adopted or amended Land Use Regulations. 3.6.3 Modification or Suspension by State or Federal Law. In the event that State or Federal laws or regulations, enacted after the Effective Date of this Agreement, prevent or preclude compliance with one or more of the provisions of this Agreement, such provisions of this Agreement shall be modified or suspended as may be necessary to comply with such State or Federal laws or regulations, provided, however, that this Agreement shall remain in full force and effect to the extent it is not inconsistent with such laws or regulations and to the extent such laws or regulations do not render such remaining provisions impractical to enforce. 3.6.4 Intent. The parties acknowledge and agree that CITY is restricted in its authority to limit its police power by contract and that the foregoing limitations, reservations and exceptions are intended to reserve to CITY all of its police power that cannot be so limited. This Agreement shall be construed, contrary to its stated terms if necessary, to reserve to CITY all such power and authority which cannot be restricted by contract. 3.7 Public Works. If DEVELOPER is required by this Agreement to construct any public works facilities which will be dedicated to CITY or any other public agency upon completion, and if required by applicable laws to do so, DEVELOPER shall perform such work in the same manner and subject to the same requirements as would be applicable to CITY or such other public agency should it have undertaken such construction. 3.8 Provision of Real Property Interests by CITY. In any instance where DEVELOPER is required to construct any public improvement on land not owned by DEVELOPER, DEVELOPER shall at its sole cost and expense provide or cause to be provided, the real property interests necessary for the construction of such public improvements. In the event DEVELOPER is unable, after exercising reasonable efforts, including, but not limited to, the rights under Sections 1001 and 1002 of the Civil Code, to acquire the real property interests necessary for the construction of such public improvements, and if so instructed by DEVELOPER and upon DEVELOPER’S provision of adequate security for costs CITY may reasonably incur, CITY shall negotiate the purchase of the necessary real property interests to allow DEVELOPER to construct the public improvements as required by this Agreement and, if necessary, in accordance with the procedures established by law, use its power of eminent domain to acquire such required real property interests. DEVELOPER shall pay all costs associated with such acquisition or condemnation proceedings. This section 3.8 is not intended PACKET PAGE: 79 AGENDA ITEM 4.1 11 24438.10071\9253889.5 by the parties to impose upon the DEVELOPER an enforceable duty to acquire land or construct any public improvements on land not owned by DEVELOPER, except to the extent that the DEVELOPER elects to proceed with the development of the Project, and then only in accordance with valid conditions imposed by the CITY upon the development of the Project under the Subdivision Map Act or other legal authority. 3.9 Regulation by Other Public Agencies. It is acknowledged by the parties that other public agencies not within the control of CITY possess authority to regulate aspects of the development of the Property separately from or jointly with CITY and this Agreement does not limit the authority of such other public agencies. 3.10 Utilities. In accordance with Section 201(h) of the CITY’s Development Agreement Policies, the Project shall be connected to all utilities necessary to provide adequate water, sewer, gas, electric, and other utility service to the Project. DEVELOPER shall contract with the CITY for CITY-owned or operated utilities serving the Project. 3.11 Senate Bill 221. To the extent the Project includes one or more tentative maps for a subdivision as the term “subdivision” is defined in Government Code Section 66473.7(a) and to the extent the Project, or any part thereof, is not exempt under Government Code Section 66473.7(i), each such tentative map shall comply with the provisions of Government Code Section 66473.7. 4. PUBLIC BENEFITS. 4.1 Intent. The parties acknowledge and agree that development of the Property will result in substantial public needs which will not be fully met by the Development Plan and further acknowledge and agree that this Agreement confers substantial private benefits on DEVELOPER which should be balanced by commensurate public benefits. Accordingly, the parties intend to provide consideration to the public to balance the private benefits conferred on DEVELOPER by providing more fully for the satisfaction of the public needs resulting from the Project. 4.2 Development Fees. 4.2.1 Development Agreement Fee. In consideration of City’s approval of this Agreement, DEVELOPER shall pay a “Development Agreement Fee” in the amount of Two Hundred Ninety One Thousand Dollars ($291,000). Such Development Agreement Fee shall be allocated equally among Lots 1, 2, 6, 8 and 9 ($58,200 each), so as to most fairly achieve an equitable allocation of such Development Agreement Fee throughout the Project. Such pro-rated amounts shall be paid prior to, and as a condition precedent to, the issuance of the first certificate of occupancy for each Lot. 4.2.2 Development Impact Fees. The categories and amounts of Development Impact Fees applicable to the Project during the Term of this Agreement shall be as set forth in Exhibit E. Such Development Impact Fees shall be paid to CITY at the time set forth in then- existing City ordinance, resolution or policy. CITY’s reserved authority to enact and apply PACKET PAGE: 80 AGENDA ITEM 4.1 12 24438.10071\9253889.5 Development Exactions in accordance with Section 3.6.1(d) shall not apply to new or increased Development Impact Fees while this Agreement is in effect. 5. INTENTIONALLY LEFT BLANK 6. REVIEW FOR COMPLIANCE. 6.1 Periodic Review. The Planning Director shall review this Agreement annually, on or before the anniversary of the Effective Date, in order to ascertain the good faith compliance by DEVELOPER with the terms or conditions of the Agreement. DEVELOPER shall submit an Annual Monitoring Report, in a form acceptable to the Planning Director, within 30 days after written notice from the Planning Director. The Annual Monitoring Report shall be accompanied by an annual review and administration fee sufficient to defray the estimated costs of review and administration of the Agreement during the succeeding year. The amount of the annual review and administration fee may be set and adjusted from time to time by the City Council. 6.2 Special Review. The City Council or Planning Commission may order a special review of compliance with this Agreement at any time, in one or more of the following ways: (a) Affirmative vote of at least three members of the Commission; or (b) Affirmative vote of at least three members of the Council. The Planning Director shall conduct such special reviews. 6.3 Procedure. (a) DEVELOPER shall initiate the periodic review proceeding by making application to the Director in compliance with this Section. Upon receipt of a complete application, the Director shall begin the review proceeding by giving notice that the CITY intends to undertake a periodic review of this Agreement to the DEVELOPER, and any person who has filed a written request for notice with the Director and has paid the required fee for the notice. The Director shall give the notice at least 15 days in advance of the time when the matter will be considered by the Commission in compliance with Subsection 17.610.030.D of the Development Code. During either a periodic review or a special review, DEVELOPER shall be required to demonstrate good faith compliance with the terms or conditions of this Agreement. The burden of proof shall be on the DEVELOPER to demonstrate compliance, to the full satisfaction of, and in a manner prescribed by, the City. (b) Upon completion of a periodic review or a special review, the Planning Director shall determine, upon the basis of substantial evidence, whether or not DEVELOPER has, for the period under review, complied in good faith with the terms and conditions of this Agreement. (i) If the Commission finds and determines, on the basis of substantial evidence, that the DEVELOPER has complied in good faith with the terms and conditions of this Agreement during the period under review, the review for that period is concluded, and a notice of that determination shall be sent to the Council and the DEVELOPER. The Council shall PACKET PAGE: 81 AGENDA ITEM 4.1 13 24438.10071\9253889.5 review the Commission’s action. If the Council so desires, it can schedule a public hearing for further review. (ii) If the Commission finds and determines, on the basis of substantial evidence, that the DEVELOPER has not complied in good faith with the terms and conditions of this Agreement, the Commission shall forward its recommendation to the Council and the Council may modify or terminate this Agreement. (c) If the City Council finds on the basis of substantial evidence that DEVELOPER has complied in good faith with the terms and conditions of this Agreement, the review shall be concluded. (d) If the City Council makes a preliminary finding that DEVELOPER has not complied in good faith with the terms and conditions of this Agreement, the Council may modify or terminate this Agreement as provided in Section 6.4 and Section 6.5. Notice of default as provided under Section 7.4 of this Agreement shall be given to DEVELOPER prior to or concurrent with, proceedings under Section 6.4 and Section 6.5. 6.4 Proceedings Upon Modification or Termination. If, upon a finding under Subsection 6.3, above, the CITY determines to proceed with modification or termination of this Agreement, the CITY shall give notice to the DEVELOPER of its intention to do so. The notice shall contain all of the following: (a) The time and place of the hearing, which shall be conducted by the Council; (b) A statement as to whether or not the City proposes to terminate or to modify the development agreement; and (c) Other information that the City considers necessary to inform the DEVELOPER of the nature of the proceedings . 6.5 Hearing on Modification or Termination. At the time and place set for the hearing on modification or termination, DEVELOPER shall be given an opportunity to be heard. DEVELOPER shall be required to demonstrate good faith compliance with the terms and conditions of this Agreement. The burden of proof on this issue shall be on DEVELOPER. The Council may affirm, modify, or reject the determination of the Commission. The Council may refer the matter back to the Commission for further proceedings or for report and recommendation. If the City Council finds, based upon substantial evidence, that DEVELOPER has not complied in good faith with the terms or conditions of the Agreement, the City Council may terminate this Agreement or modify this Agreement and impose such conditions as are reasonably necessary to protect the interests of the CITY. The decision of the City Council shall be final, subject only to judicial review pursuant to Section 1094.5 of the Code of Civil Procedure. 6.6 Certificate of Agreement Compliance. If, at the conclusion of a Periodic or Special Review, DEVELOPER is found to be in compliance with this Agreement, CITY shall, upon request by DEVELOPER, issue a Certificate of Agreement Compliance (“Certificate”) to PACKET PAGE: 82 AGENDA ITEM 4.1 14 24438.10071\9253889.5 DEVELOPER stating that after the most recent Periodic or Special Review and based upon the information known or made known to the Planning Director and City Council that (1) this Agreement remains in effect and (2) DEVELOPER is not in default. The Certificate shall be in recordable form, shall contain information necessary to communicate constructive record notice of the finding of compliance, shall state whether the Certificate is issued after a Periodic or Special Review and shall state the anticipated date of commencement of the next Periodic Review. DEVELOPER may record the Certificate with the County Recorder. Whether or not the Certificate is relied upon by assignees or other transferees or DEVELOPER, CITY shall not be bound by a Certificate if a default existed at the time of the Periodic or Special Review, but was concealed from or otherwise not known to the Planning Director or City Council. 7. DEFAULT AND REMEDIES. 7.1 Remedies in General. It is acknowledged by the parties that CITY would not have entered into this Agreement if it were to be liable in damages under this Agreement, or with respect to this Agreement or the application thereof. In general, each of the parties hereto may pursue any remedy at law or equity available for the breach of any provision of this Agreement, except that CITY shall not be liable in damages to DEVELOPER, or to any successor in interest of DEVELOPER, or to any other person, and DEVELOPER covenants not to sue for damages or claim any damages: (a) For any breach of this Agreement or for any cause of action which arises out of this Agreement; or (b) For the taking, impairment or restriction of any right or interest conveyed or provided under or pursuant to this Agreement; or (c) Arising out of or connected with any dispute, controversy or issue regarding the application or interpretation or effect of the provisions of this Agreement. 7.2 Specific Performance. The parties acknowledge that money damages and remedies at law generally are inadequate and specific performance and other non-monetary relief are particularly appropriate remedies for the enforcement of this Agreement and should be available to all parties for the following reasons: (a) Money damages are unavailable against CITY as provided in Section 7.1 above. (b) Due to the size, nature and scope of the project, it may not be practical or possible to restore the Property to its natural condition once implementation of this Agreement has begun. After such implementation, DEVELOPER may be foreclosed from other choices it may have had to utilize the Property or portions thereof. DEVELOPER has invested significant time and resources and performed extensive planning and processing of the Project in agreeing to the terms of this Agreement and will be investing even more significant time and resources in implementing the Project in reliance upon the terms of this Agreement, and it is not possible to PACKET PAGE: 83 AGENDA ITEM 4.1 15 24438.10071\9253889.5 determine the sum of money which would adequately compensate DEVELOPER for such efforts. 7.3 Release. Except for nondamage remedies, including the remedy of specific performance and judicial review as provided for in Section 6.5, DEVELOPER, for itself, its successors and assignees, hereby releases the CITY, its officers, agents and employees from any and all claims, demands, actions, or suits of any kind or nature arising out of any liability, known or unknown, present or future, including, but not limited to, any claim or liability, based or asserted, pursuant to Article I, Section 19 of the California Constitution, the Fifth Amendment of the United States Constitution, or any other law or ordinance which seeks to impose any other liability or damage, whatsoever, upon the CITY because it entered into this Agreement or because of the terms of this Agreement. 7.4 Termination or Modification of Agreement for Default of DEVELOPER. Subject to the provisions contained in Subsection 6.5 herein, CITY may terminate or modify this Agreement for any failure of DEVELOPER to perform any material duty or obligation of DEVELOPER under this Agreement, or to comply in good faith with the terms of this Agreement (hereinafter referred to as “default”); provided, however, CITY may terminate or modify this Agreement pursuant to this Section only after providing written notice to DEVELOPER of default setting forth the nature of the default and the actions, if any, required by DEVELOPER to cure such default and, where the default can be cured, DEVELOPER has failed to take such actions and cure such default within 60 days after the effective date of such notice or, in the event that such default cannot be cured within such 60 day period but can be cured within a longer time, has failed to commence the actions necessary to cure such default within such 60 day period and to diligently proceed to complete such actions and cure such default. 7.5 Termination of Agreement for Default of CITY. DEVELOPER may terminate this Agreement only in the event of a default by CITY in the performance of a material term of this Agreement and only after providing written notice to CITY of default setting forth the nature of the default and the actions, if any, required by CITY to cure such default and, where the default can be cured, CITY has failed to take such actions and cure such default within 60 days after the effective date of such notice or, in the event that such default cannot be cured within such 60 day period but can be cured within a longer time, has failed to commence the actions necessary to cure such default within such 60 day period and to diligently proceed to complete such actions and cure such default. 8. THIRD PARTY LITIGATION. 8.1 General Plan Litigation. CITY has determined that this Agreement is consistent with its Comprehensive General Plan, herein called General Plan, and that the General Plan meets all requirements of law. DEVELOPER has reviewed the General Plan and concurs with CITY’s determination. CITY shall have no liability in damages under this Agreement for any failure of CITY to perform under this Agreement or the inability of DEVELOPER to develop the Property as contemplated by the Development Plan of this Agreement as the result of a judicial determination that on the Effective Date, or at any time thereafter, the General Plan, or portions thereof, are invalid or inadequate or not in compliance with law. PACKET PAGE: 84 AGENDA ITEM 4.1 16 24438.10071\9253889.5 8.2 Third Party Litigation Concerning Agreement. DEVELOPER shall defend, at its expense, including attorneys’ fees, indemnify, and hold harmless CITY, its agents, officers and employees from any claim, action or proceeding against CITY, its agents, officers, or employees to attack, set aside, void, or annul the approval of this Agreement or the approval of any permit granted pursuant to this Agreement. CITY shall promptly notify DEVELOPER of any such claim, action or proceeding, and CITY shall cooperate in the defense. If CITY fails to promptly notify DEVELOPER of any such claim, action or proceeding, or if CITY fails to cooperate in the defense, DEVELOPER shall not thereafter be responsible to defend, indemnify, or hold harmless CITY. CITY may in its discretion participate in the defense of any such claim, action or proceeding. 8.3 Indemnity. In addition to the provisions of 8.2 above, DEVELOPER shall indemnify and hold CITY, its officers, agents, employees and independent contractors free and harmless from any liability whatsoever, based or asserted upon any act or omission of DEVELOPER, its officers, agents, employees, subcontractors and independent contractors, for property damage, bodily injury, or death (DEVELOPER’s employees included) or any other element of damage of any kind or nature, relating to or in any way connected with or arising from the activities contemplated hereunder, including, but not limited to, the study, design, engineering, construction, completion, failure and conveyance of the public improvements, save and except claims for damages arising through the sole active negligence or sole willful misconduct of CITY. DEVELOPER shall defend, at its expense, including attorneys’ fees, CITY, its officers, agents, employees and independent contractors in any legal action based upon such alleged acts or omissions. CITY may in its discretion participate in the defense of any such legal action. 8.4 Environment Assurances. DEVELOPER shall indemnify and hold CITY, its officers, agents, and employees free and harmless from any liability, based or asserted, upon any act or omission of DEVELOPER, its officers, agents, employees, subcontractors, successors, assigns and independent contractors (but not predecessors in interest) for any violation of any federal, state or local law, ordinance or regulation relating to industrial hygiene or to environmental conditions on, under or about the Property, including, but not limited to, soil and groundwater conditions, and DEVELOPER shall defend, at its expense, including attorneys’ fees, CITY, its officers, agents and employees in any action based or asserted upon any such alleged act or omission. CITY may in its discretion participate in the defense of any such action. 8.5 Reservation of Rights. With respect to Sections 8.2, 8.3 and 8.4 herein, CITY reserves the right to either (1) approve the attorney(s) which DEVELOPER selects, hires or otherwise engages to defend CITY hereunder, which approval shall not be unreasonably withheld, or (2) conduct its own defense, provided, however, that DEVELOPER shall reimburse CITY forthwith for any and all reasonable expenses incurred for such defense, including attorneys’ fees, upon billing and accounting therefor. 8.6 Survival. The provisions of this Sections 8.1 through 8.6, inclusive, shall survive the termination of this Agreement. PACKET PAGE: 85 AGENDA ITEM 4.1 17 24438.10071\9253889.5 9. MORTGAGEE PROTECTION. The parties hereto agree that this Agreement shall not prevent or limit DEVELOPER, in any manner, at DEVELOPER’s sole discretion, from encumbering the Property or any portion thereof or any improvement thereon by any mortgage, deed of trust or other security device securing financing with respect to the Property. CITY acknowledges that the lenders providing such financing may require certain Agreement interpretations and modifications and agrees upon request, from time to time, to meet with DEVELOPER and representatives of such lenders to negotiate in good faith any such request for interpretation or modification. CITY will not unreasonably withhold its consent to any such requested interpretation or modification provided such interpretation or modification is consistent with the intent and purposes of this Agreement. Any Mortgagee of the Property shall be entitled to the following rights and privileges: (a) Neither entering into this Agreement nor a breach of this Agreement shall defeat, render invalid, diminish or impair the lien of any mortgage on the Property made in good faith and for value, unless otherwise required by law. (b) The Mortgagee of any mortgage or deed of trust encumbering the Property, or any part thereof, which Mortgagee, has submitted a request in writing to the CITY in the manner specified herein for giving notices, shall be entitled to receive written notification from CITY of any default by DEVELOPER in the performance of DEVELOPER’s obligations under this Agreement. (c) If CITY timely receives a request from a mortgagee requesting a copy of any notice of default given to DEVELOPER under the terms of this Agreement, CITY shall provide a copy of that notice to the Mortgagee within ten (10) days of sending the notice of default to DEVELOPER. The Mortgagee shall have the right, but not the obligation, to cure the default during the remaining cure period allowed such party under this Agreement. (d) Any Mortgagee who comes into possession of the Property, or any part thereof, pursuant to foreclosure of the mortgage or deed of trust, or deed in lieu of such foreclosure, shall take the Property, or part thereof, subject to the terms of this Agreement. Notwithstanding any other provision of this Agreement to the contrary, no Mortgagee shall have an obligation or duty under this Agreement to perform any of DEVELOPER’s obligations or other affirmative covenants of DEVELOPER hereunder, or to guarantee such performance; provided, however, that to the extent that any covenant to be performed by DEVELOPER is a condition precedent to the performance of a covenant by CITY, the performance thereof shall continue to be a condition precedent to CITY’s performance hereunder, and further provided that any sale, transfer or assignment by any Mortgagee in possession shall be subject to the provisions of Section 2.4 of this Agreement. 10. MISCELLANEOUS PROVISIONS. 10.1 Recordation of Agreement. This Agreement and any amendment or cancellation thereof shall be recorded with the County Recorder by the City Clerk within the period required by Section 65868.5 of the Government Code. PACKET PAGE: 86 AGENDA ITEM 4.1 18 24438.10071\9253889.5 10.2 Entire Agreement. This Agreement sets forth and contains the entire understanding and agreement of the parties, and there are no oral or written representations, understandings or ancillary covenants, undertakings or agreements which are not contained or expressly referred to herein. No testimony or evidence of any such representations, understandings or covenants shall be admissible in any proceeding of any kind or nature to interpret or determine the terms or conditions of this Agreement. 10.3 Severability. If any term, provision, covenant or condition of this Agreement shall be determined invalid, void or unenforceable, the remainder of this Agreement shall not be affected thereby to the extent such remaining provisions are not rendered impractical to perform taking into consideration the purposes of this Agreement. Notwithstanding the foregoing, the provision of the Public Benefits set forth in Section 4 of this Agreement, including the payment of the fees set forth therein, are essential elements of this Agreement and CITY would not have entered into this Agreement but for such provisions, and therefore in the event such provisions are determined to be invalid, void or unenforceable, this entire Agreement shall be null and void and of no force and effect whatsoever. 10.4 Interpretation and Governing Law. This Agreement and any dispute arising hereunder shall be governed and interpreted in accordance with the laws of the State of California. This Agreement shall be construed as a whole according to its fair language and common meaning to achieve the objectives and purposes of the parties hereto, and the rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be employed in interpreting this Agreement, all parties having been represented by counsel in the negotiation and preparation hereof. 10.5 Section Headings. All section headings and subheadings are inserted for convenience only and shall not affect any construction or interpretation of this Agreement. 10.6 Singular and Plural. As used herein, the singular of any word includes the plural. 10.7 Joint and Several Obligations. If at any time during the term of this Agreement the Property is owned, in whole or in part, by more than one DEVELOPER, all obligations of such DEVELOPERS under this Agreement shall be joint and several, and the default of any such DEVELOPER shall be the default of all such DEVELOPERS. Notwithstanding the foregoing, no DEVELOPER of a single lot which has been finally subdivided and sold to such DEVELOPER as a member of the general public or otherwise as an ultimate user shall have any obligation under this Agreement except as provided under Section 4 hereof. 10.8 Time of Essence. Time is of the essence in the performance of .the provisions of this Agreement as to which time is an element. 10.9 Waiver. Failure by a party to insist upon the strict performance of any of the provisions of this Agreement by the other party, or the failure by a party to exercise its rights upon the default of the other party, shall not constitute a waiver of such party’s right to insist and demand strict compliance by the other party with the terms of this Agreement thereafter. PACKET PAGE: 87 AGENDA ITEM 4.1 19 24438.10071\9253889.5 10.10 No Third Party Beneficiaries. This Agreement is made and entered into for the sole protection and benefit of the parties and their successors and assigns. No other person shall have any right of action based upon any provision of this Agreement. 10.11 Force Majeure. Neither party shall be deemed to be in default where failure or delay in performance of any of its obligations under this Agreement is caused by floods, earthquakes, other Acts of God, fires, wars, riots or similar hostilities, strikes and other labor difficulties beyond the party’s control, (including the party’s employment force), government regulations, court actions (such as restraining orders or injunctions), or other causes beyond the party’s control. If any such events shall occur, the term of this Agreement and the time for performance by either party of any of its obligations hereunder may be extended by the written agreement of the parties for the period of time that such events prevented such performance, provided that the term of this Agreement shall not be extended under any circumstances for more than five (5) years. 10.12 Mutual Covenants. The covenants contained herein are mutual covenants and also constitute conditions to the concurrent or subsequent performance by the party benefited thereby of the covenants to be performed hereunder by such benefited party. 10.13 Successors in Interest. The burdens of this Agreement shall be binding upon, and the benefits of this Agreement shall inure to, all successors in interest to the parties to this Agreement. All provisions of this Agreement shall be enforceable as equitable servitudes and constitute covenants running with the land. Each covenant to do or refrain from doing some act hereunder with regard to development of the Property: (a) is for the benefit of and is a burden upon every portion of the Property; (b) runs with the Property and each portion thereof; and, (c) is binding upon each party and each successor in interest during ownership of the Property or any portion thereof. 10.14 Counterparts. This Agreement may be executed by the parties in counterparts, which counterparts shall be construed together and have the same effect as if all of the parties had executed the same instrument. 10.15 Jurisdiction and Venue. Any action at law or in equity arising under this Agreement or brought by a party hereto for the purpose of enforcing, construing or determining the validity of any provision of this Agreement shall be filed and tried in the Superior Court of the County of Riverside, State of California, and the parties hereto waive all provisions of law providing for the filing, removal or change of venue to any other court. 10.16 Project as a Private Undertaking. It is specifically understood and agreed by and between the parties hereto that the development of the Project is a private development, that neither party is acting as the agent of the other in any respect hereunder, and that each party is an independent contracting entity with respect to the terms, covenants and conditions contained in this Agreement. No partnership, joint venture or other association of any kind is formed by this Agreement. The only relationship between CITY and DEVELOPER is that of a government entity regulating the development of private property and the owner of such property. PACKET PAGE: 88 AGENDA ITEM 4.1 20 24438.10071\9253889.5 10.17 Further Actions and Instruments. Each of the parties shall cooperate with and provide reasonable assistance to the other to the extent contemplated hereunder in the performance of all obligations under this Agreement and the satisfaction of the conditions of this Agreement. Upon the request of either party at any time, the other party shall promptly execute, with acknowledgment or affidavit if reasonably required, and file or record such required instruments and writings and take any actions as may be reasonably necessary under the terms of this Agreement to carry out the intent and to fulfill the provisions of this Agreement or to evidence or consummate the transactions contemplated by this Agreement. 10.18 Eminent Domain. No provision of this Agreement shall be construed to limit or restrict the exercise by CITY of its power of eminent domain. 10.19 Agent for Service of Process. In the event DEVELOPER is not a resident of the State of California or it is an association, partnership or joint venture without a member, partner or joint venturer resident of the State of California, or it is a foreign corporation, then in any such event, DEVELOPER shall file with the Planning Director, upon its execution of this Agreement, a designation of a natural person residing in the State of California, giving his or her name, residence and business addresses, as its agent for the purpose of service of process in any court action arising out of or based upon this Agreement, and the delivery to such agent of a copy of any process in any such action shall constitute valid service upon DEVELOPER. If for any reason service of such process upon such agent is not feasible, then in such event DEVELOPER may be personally served with such process out of this County and such service shall constitute valid service upon DEVELOPER. DEVELOPER is amenable to the process so served, submits to the jurisdiction of the Court so obtained and waives any and all objections and protests thereto. DEVELOPER for itself, assigns and successors hereby waives the provisions of the Hague Convention (Convention on the Service Abroad of Judicial and Extra Judicial Documents in Civil or Commercial Matters, 20 U.S.T. 361, T.I.A.S. No. 6638). 10.20 Authority to Execute. The person or persons executing this Agreement on behalf of DEVELOPER warrants and represents that he or she/they have the authority to execute this Agreement on behalf of his or her/their corporation, partnership or business entity and warrants and represents that he or she/they has/have the authority to bind DEVELOPER to the performance of its obligations hereunder. (SIGNATURES CONTAINED ON FOLLOWING PAGE) PACKET PAGE: 89 AGENDA ITEM 4.1 21 24438.10071\9253889.5 IN WITNESS WHEREOF, the parties hereto have executed this Development Agreement 2-14 as of the date first written above. “CITY” CITY OF SAN JACINTO, a California municipal corporation By: ______________________________ Alonso Ledezma Mayor Date: _____________________________ “DEVELOPER” TOWER INVESTMENTS, LLC, a Delaware limited liability company By: ______________________________ Its: ______________________________ Date: _____________________________ ATTEST: By: ______________________________ Rick Miller City Clerk Date: _____________________________ By: ______________________________ Its: ______________________________ Date: _____________________________ APPROVED AS TO FORM: BEST BEST & KRIEGER LLP __________________________________ Jeffrey S. Ballinger, City Attorney PACKET PAGE: 90 AGENDA ITEM 4.1 EXHIBIT A 24438.10071\9253889.5 EXHIBIT A TO DEVELOPMENT AGREEMENT NO. 2-14 LEGAL DESCRIPTION OF PROPERTY All that certain real property in the City of San Jacinto, County of Riverside, State of California, described as follows: PARCELS 1, 2, 6, 8 AND 9 OF PARCEL MAP 20795 AS RECORDED IN BOOK 131, PAGES 60 THROUGH 63, INCLUSIVE, IN THE OFFICIAL RECORDS OF RIVERSIDE COUNTY, CALIFORNIA. APNS: 433-160-024, 433-160-027, 433-160-028, 433-160-029, 433-160-032, 433-160-033, 433-160-034 and 433-160-039 PACKET PAGE: 91 AGENDA ITEM 4.1 EXHIBIT B 24438.10071\9253889.5 EXHIBIT B TO DEVELOPMENT AGREEMENT NO. 2-14 MAP OF PROPERTY PACKET PAGE: 92 AGENDA ITEM 4.1 EXHIBIT C 24438.10071\9253889.5 EXHIBIT C TO DEVELOPMENT AGREEMENT NO. 2-14 EXISTING DEVELOPMENT APPROVALS None PACKET PAGE: 93 AGENDA ITEM 4.1 EXHIBIT D 24438.10071\9253889.5 EXHIBIT D TO DEVELOPMENT AGREEMENT NO. 2-14 EXISTING LAND USE REGULATIONS City of San Jacinto General Plan, as of the Effective Date City of San Jacinto General Plan Land Use Map, as of the Effective Date City of San Jacinto Zoning/Development Code, as of the Effective Date City of San Jacinto Zoning Map, as of the Effective Date City of San Jacinto Municipal Code, as of the Effective Date City of San Jacinto Landscape Design Guidelines, as of the Effective Date PACKET PAGE: 94 AGENDA ITEM 4.1 EXHIBIT E 24438.10071\9253889.5 EXHIBIT E TO DEVELOPMENT AGREEMENT NO. 2-14 DEVELOPMENT IMPACT FEES PACKET PAGE: 95 AGENDA ITEM 4.1 Page 1 of 1 COMMUNITY DEVELOPMENT DEPARTMENT PLANNING DIVISION CONDITIONS OF APPROVAL December 2, 2014 Development Agreement No. 2-14 Applicant: Tower Investments, LLC, a Delaware limited liability company General Conditions 1. The applicant agrees to indemnify, hold harmless, and defend the City, its officials, officers, agents and employees, from any and all liability, claims, actions or proceedings that may be brought arising out of its approval of this permit, and any approvals associated with the project, including, without limitation, any CEQA review or approval, except to the extent caused by the negligence of the City. PACKET PAGE: 97 AGENDA ITEM 4.1 LOCATION MAP PACKET PAGE: 99 AGENDA ITEM 4.1 PACKET PAGE: 101AGENDA ITEM 4.1 PACKET PAGE: 102AGENDA ITEM 4.1 PACKET PAGE: 103AGENDA ITEM 4.1 24438.10071 \9406664.4 WORKOUT AGREEMENT This Workout Agreement dated as of December 16, 2014 (“Agreement”), is made and entered into by and between the City of San Jacinto, a municipal corporation organized and existing under the laws of the State of California (the “City”) and Tower Investments, Inc. (the “Buyer”). RECITALS A. The City has formed Assessment District No. 87-1 (“AD 87-1”), and, in connection therewith, issued Limited Obligation Improvement Bonds on March 19, 1987, in the original principal amount of $1,415,000.00 (the “AD 87-1 Bonds”). B. The AD 87-1 Bonds are secured by assessments levied by the City on property located within the boundaries of AD 87-1 (the “Assessments”). C. One or more installments of Assessments levied against Riverside County Assessor Parcel Nos. (“APN”) 433-160-024, 433-160-027, 433-160-028, 433-160-029, 433-160- 032, 433-160-033, 433-160-034, and 433-160-039 (“Parcels”) are delinquent. Buyer wishes to acquire the Parcels. D. In connection with the recovery of delinquent installments of Assessments levied against Parcels, the City initiated a judicial foreclosure action in the Superior Court of the County of Riverside entitled City of San Jacinto vs. Property Mortgage Co., Inc., et al., Case No. RIC 220860 and on December 3, 1993, obtained a Judgment in Judicial Foreclosure and Order of Sale against the Parcels (“Judgment”). On October 6, 1994, an Order was entered Nunc Pro Tunc, to correct a clerical error in the Judgment. On November 23, 2003, and October 24, 2013, the Judgment was renewed (RIC 408190). E. Prior to the execution of this Agreement the City will amend the Judgment to include all delinquent installments, penalties, statutory interest, administrative fees, attorneys’ fees and costs. Following City Council approval and execution of this Agreement, the City will file a motion with the court seeking an order in the above referenced foreclosure action allowing the City to foreclose on the Parcels for less than the statutory minimum bid. Notwithstanding any other provision of this Agreement, if the court denies the motion, this Agreement shall be of no further force or effect. Pursuant to the Judgment, the Sheriff will be instructed to conduct a foreclosure sale pursuant to which the Parcels shall be offered for sale (the “Foreclosure Sale”), which shall be conducted by the appropriate office of the Riverside County Sheriff at a date, time and place chosen by the Sheriff in accordance with law (the “Sale Date”). F. The City has adopted a Procedure for Accepting Tender of Bonds in Payment Following a Foreclosure Sale For Improvement Bonds Issued Pursuant to the Improvement Bond Act of 1915 (the “Procedure”). G. The City and Buyer wish to enter into this Agreement with respect to the Parcels to provide for (i) Buyer to tender Bonds with a Tender Value of not less than the reduced PACKET PAGE: 105 AGENDA ITEM 4.1 2 24438.10071\9406664.4 minimum price set forth in the Judgment (excluding the Costs of Sale and the City Costs which must be paid by Buyer in Cash), less any cash deposited pursuant to Section 3(C); (ii) Buyer to tender Cash in payment of the Costs of Sale and the City Costs attributable to the Parcels; (iii) the City to acquire the Parcels at the Foreclosure Sale by credit bid in the absence of a competing qualified cash or credit bid (offered pursuant to the Code of Civil Procedure) by a third party or termination of this Agreement pursuant to Section 5; and (iv) the City to convey the Parcels to Buyer or its designee subject to termination of this Agreement pursuant to Section 5. NOW THEREFORE, IN CONSIDERATION of the above recitals, the covenants and agreements made herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: Section 1. Definitions. Unless the context otherwise requires or unless otherwise defined in the Recitals hereof, the capitalized terms used in this Agreement shall have the meanings specified in this Section 1. All references herein to “Articles,” “Sections” and other subdivisions are to the corresponding Articles, Sections or subdivisions of this Agreement and the words “herein,” “hereof,” “hereunder” and other words of similar import refer to this Agreement as a whole and not to any particular Article, Section or subdivision hereof. “Agreement” means this Agreement and all Exhibits attached hereto and incorporated herein. “Bond Law” means the Improvement Bond Act of 1915, Division 10 of the California Streets and Highways Code. “Bonds” means the AD 87-1 Bonds. “Business Day” means a day on which the City administrative offices are open for business. “Cash” means (i) currency of the United States of America, (ii) cashier’s check(s) currently dated and payable to the City, drawn and paid through a banking or savings and loan institution with offices in the State of California, or (iii) an amount credited by wire transfer into the Escrow. “City Costs” means the pro rata share of the costs incurred by the City for the administrative expenses, attorneys’ fees and litigation costs associated with the Foreclosure Action and set forth in the Judgment and including any additional costs incurred, or anticipated to be incurred, by the City through the Sale Date and not included in the Judgment. “City Fee” means for each agreement to tender bonds a minimum of $500 for the first three (3) parcels and $200 for each parcel thereafter. “Costs of Sale” means those costs that must be paid in cash by the City to the levying officer pursuant to Section 8832(c) of the Bond Law and Code of Civil Procedure Section 701.590(b) in the event that City acquires the Parcels by credit bid. PACKET PAGE: 106 AGENDA ITEM 4.1 3 24438.10071\9406664.4 “Escrow” means an escrow account opened by Buyer with a bank (including any bank acting as trustee or fiscal agent) or institution satisfactory to the City. “Tender Value” means with respect to any AD 87-1 Bonds deposited into Escrow pursuant to this Agreement, an amount equal to the sum of the unpaid principal face amount thereof together with unpaid interest accrued through the Sale Date. The Tender Value of the Bond(s) tendered pursuant to this Agreement is set forth in Exhibit “A” attached hereto and incorporated herein. “Treasurer” means the Treasurer of the City. Section 2. Opening of Escrow. For purposes of implementing this Agreement, Buyer shall open an escrow account with a bank or institution acceptable to the Treasurer no later than seven (7) Business Days prior to the Sale Date. Buyer shall pay all costs of the Escrow, any title insurance premiums, all recording fees and any applicable transfer taxes. No interest will be paid on any amounts deposited into Escrow. Section 3. Payment to Treasurer; Deposits to Escrow by Buyer A. No later than seven (7) Business Days prior to the Sale Date, Buyer shall pay to the Treasurer the non-refundable City Fee in the sum of $1,500.00 in Cash for the cost of administering the tender of the Bonds pursuant to this Agreement. B. No later than seven (7) Business Days prior to the Sale Date, Buyer shall deposit into Escrow the following: (i) A Bond or Bonds with a Tender Value at least equal to the reduced minimum price set forth in the Judgment for the Parcels (not including the Costs of Sale and the City Costs which must be paid by Buyer in Cash), and the Additional Delinquencies, if any, less any cash deposited pursuant to Section 3(C). The reduced minimum price set forth in the Judgment for the Parcels (excluding Costs of Sale and City Costs), and the amount of Additional Delinquencies, are set forth in Exhibit A attached hereto and incorporated herein. (ii) Cash in an amount of $89,552.00 for payment of City Costs. (iii) Cash in the amount of $70,312.00 for payment of Costs of Sale. iv) Signed Escrow instructions substantially in the form attached hereto as Exhibit “B” and incorporated herein. C. With respect to the Tender Value of the Bond(s) which must be deposited pursuant to Section 3(B)(i), Buyer may elect to deposit Cash in lieu of any portion of the Tender Value due, provided, however, this Agreement will be of no further force and effect if no Bond is to be applied toward the satisfaction of the Judgment. D. No later than seven (7) Business Days prior to the Sale Date, Buyer shall deliver signed instructions to the Treasurer directing the Treasurer how to apply the Tender Value of the Bond(s) and Cash, if any, deposited into Escrow pursuant to Sections 3(B)(ii) and 3(C), upon the PACKET PAGE: 107 AGENDA ITEM 4.1 4 24438.10071\9406664.4 release of such Bond(s) and Cash to the City pursuant to Section 7, which instructions shall be substantially in the form attached hereto as Exhibit “C” and incorporated herein. Provided, all Cash deposited into Escrow pursuant to Section 3(C), if any, must be applied toward the satisfaction of the Judgment. Provided further, any excess Tender Value of the Bond deposited into Escrow pursuant to Section 3(B)(i) must be applied in satisfaction of the Judgment (meaning that Buyer desires the City to bid an amount for the Parcels at the Foreclosure Sale in excess of the minimum price set forth in the Judgment). E. AD 87-1 Bonds may only be tendered in payment of AD 87-1 Assessment delinquencies, penalties, and interest. F. If the Tender Value of the Bond(s) deposited into Escrow pursuant to Section 3(B)(i) exceeds the sums required to be deposited pursuant to Section 3(B)(i) after application of any Cash in accordance with Section 3(D), no refund will be provided to Buyer on account of any such excess. Any such excess will be applied by the Treasurer in accordance with the written instructions deposited into Escrow pursuant to Section 3(D) and as set forth in Paragraph D above. Section 4. Deposit of Quitclaim Deed by City; Escrow Instructions. A. Provided that Buyer has made the deposits required by Section 3 hereof and subject to termination of this Agreement pursuant to Section 5 hereof, the City shall, prior to the Sale Date, deposit into Escrow a quitclaim deed for each Parcel acquired by the City by credit bid substantially in the form attached hereto as Exhibit “D” and incorporated herein. B. Provided the escrow instructions signed by Buyer pursuant to Section 3 hereof are substantially in the form attached hereto as Exhibit “B”, the Treasurer, or the Treasurer’s designee, will sign such escrow instructions on behalf of the City. Section 5. Termination of Agreement. A. If Buyer fails to comply with any of the provisions of Section 3 within the time required the Agreement shall be deemed terminated. B. If a third party purchases any of the Parcels at the Foreclosure Sale by a cash or credit bid, then this Agreement shall be terminated with respect to that Parcel. C. If a third party opens an Escrow with respect to any of the Parcels and makes deposits thereto in compliance with the same procedure set forth herein no later than the close of business on the seventh day prior to the Sale Date and the amount of the Tender Value of the Bonds and Cash such third party instructs the Treasurer to apply in satisfaction of the Judgment is greater than the Tender Value of the Bonds and Cash deposited by Buyer into Escrow pursuant to Sections 3(B)(i) and 3(C), and which Buyer has instructed the Treasurer to apply in satisfaction of the Judgment pursuant to the written instructions executed pursuant to Section 3(D) hereof, then this Agreement shall be terminated with respect to that Parcel. D. If the Foreclosure Sale is stayed by operation of law for more than 60 days, then this Agreement shall be terminated. PACKET PAGE: 108 AGENDA ITEM 4.1 5 24438.10071\9406664.4 E. If this Agreement is terminated for the reasons stated in Section 5(A), 5(B), 5(C), or 5(D), within seven (7) days the Cash and Bond(s) deposited into Escrow pursuant to Section 3 shall be returned to Buyer, and the quitclaim deed deposited into Escrow pursuant to Section 3 shall be returned to the City. Provided, if the Agreement is terminated for the reasons stated in Section 5(A) or 5(D), an amount equal to the levying officer’s cost of preparing for sale shall be deducted from Cash deposited into Escrow, and paid to the levying officer. Section 6. City Credit Bid. Provided that Buyer has made the deposits into Escrow required by Section 3 and provided further that this Agreement has not been terminated, a representative of the City shall attend the Foreclosure Sale on the Sale Date and shall credit bid an amount equal to the amount which Buyer has instructed the Treasurer to apply in partial satisfaction the Judgment pursuant to the written instructions executed pursuant to Section 3(D) hereof. In such case, the City shall give the levying officer a written receipt crediting the amount bid, and shall pay to the levying officer the Costs of Sale in Cash. For purposes of the credit bid, subject to the levying officer’s authority to determine the method of sale pursuant to Code of Civil Procedure section 701.570(d), the City shall instruct the levying officer to offer all of the Parcels described in Exhibit ”A” together, in bulk. Section 7. Distribution of Bonds and Cash; Closing of Escrow. A. Provided that the City has purchased the Parcel by credit bid on behalf of Buyer pursuant to Section 6 hereof, the parties agree that the following transfers shall be made: (i) The Bonds and Cash, if any, deposited into Escrow by Buyer will be delivered from Escrow to the Treasurer. (ii) The quitclaim deed will be delivered from Escrow to Buyer. (iii) A copy of the deed of sale that is executed by the levying officer with respect to the Parcels and delivered to the City pursuant to Code of Civil Procedure Section 701.660 will be promptly delivered to Buyer when available. B. The Treasurer will cancel the Bond(s) delivered to the Treasurer. C. The Treasurer will apply the Tender Value of the Bond(s), and Cash, if any, deposited into Escrow pursuant to Sections 3(B)(i) and 3(C) in accordance with the written instructions executed pursuant to Section 3(D) hereof. D. The City will apply the Cash deposited into Escrow pursuant to Section 3(B)(ii) in payment of the City Costs and Section 3(B)(iii) in payment of the Costs of Sale. Any Cash remaining in excess of the actual Costs of Sale shall be returned to Buyer. In the event the Cash deposited into Escrow pursuant to Section 3(B)(iii) is insufficient to pay the Costs of Sale in full, Buyer shall immediately pay, in Cash, the shortfall to the Treasurer and the City may withhold delivery of the deed of sale to Buyer until such amounts are paid. E. The City shall deliver to Buyer a partial satisfaction of judgment, in recordable form, with respect to the Parcels purchased by the City on behalf of Buyer. PACKET PAGE: 109 AGENDA ITEM 4.1 6 24438.10071\9406664.4 Section 8. Hold Harmless. Buyer, on behalf of itself and its officers, employees, shareholders, members, agents, representatives, consultants, parents, subsidiaries, affiliates, successors, executors, administrators, and assigns, (collectively, the “Releasing Parties”) hereby fully and irrevocably releases, waives, acquits and discharges the City and its elective or appointive boards, council members, officers, employees, agents, representatives, successors, executors, attorneys, administrators, and assigns, jointly and severally (collectively, the “Released Parties”), of and from any and all claims, rights, grievances, demands and causes of action of every kind whatsoever for damages, loss, or injury of every kind, nature or description whether known or unknown, existing or potential, anticipated or unanticipated, or which may hereafter be sustained, which the Releasing Parties (or any one of them alone) has or asserts, or may hereafter have or assert, including, without limitation, any liabilities, losses, demands, claims, and causes of action, by reason of any liability, matter, cause, fact, thing or act or omission based upon, arising out of, related to, or having any connection with this Agreement. To this end, the Releasing Parties, jointly and severally, expressly waive and relinquish all rights and benefits under California Civil Code Section 1542, which states as follows: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR. Section 9. Indemnification. The Releasing Parties further agree, jointly and severally, to indemnify, protect, defend with counsel acceptable to the Released Parties, and hold harmless the Released Parties, from any and all claims, demands, damages, debt, liabilities, obligations, costs, expenses, causes of action, or damages of any nature, including attorneys’ fees, by reason of any liability, matter, cause, fact, thing or act or omission based upon, arising out of, related to, or having any connection with this Agreement. Section 10. Cooperation; Additional. Buyer and City also acknowledge that it may be necessary to execute documents other than those specifically referred to herein in order to complete the transactions contemplated by this Agreement. Therefore, each party hereto hereby agrees to cooperate with each other by executing such other documents or taking such other action as may be reasonably necessary to complete the transactions contemplated by this Agreement in accordance with the intent of the parties as evidenced in this Agreement. Section 11. Amendment. This Agreement may be amended only by a written instrument executed by the parties hereto or their successors in interest. Section 12. Waiver. All waivers of this Agreement must be in writing and signed by the appropriate authorities of the parties hereto. Section 13. Severability. If any provision of this Agreement shall be held to be invalid, illegal or unenforceable, the validity, legality or enforceability of the remaining portions hereof shall not, in any way, be affected or impaired thereby. PACKET PAGE: 110 AGENDA ITEM 4.1 7 24438.10071\9406664.4 Section 14. Integration. This Agreement constitutes the entire agreement between the parties hereto pertaining to the subject matter hereof and all prior and contemporaneous agreements, representations, negotiations and understandings of the parties hereto, oral or written, are hereby superseded and merged herein. Section 15. Notices, Demands and Communication. Formal notices, demands and communications between Buyer and City hereunder shall be sufficiently given if personally served, delivered by Federal Express or other nationally recognized overnight delivery service or mailed by registered or certified mail, postage prepaid, return receipt requested, to the principal offices of Buyer or City, as set forth below. Such written notices, demands and communications may be sent in the same manner to such other address as a party may from time to time designate for such party by notice given as provided in this Section. Such notices, etc., shall be deemed received upon delivery if personally served, three (3) business days after sending by registered or certified mail, return receipt requested or one (1) business day after sending by Federal Express or other nationally recognized overnight delivery service. If to City: City of San Jacinto 595 S. San Jacinto Ave., Suite A East Main Street San Jacinto, CA 92583 Attn: Tom Prill With a copy to: Victor L. Wolf, Esq. Best Best & Krieger LLP 3390 University Avenue, 4th Floor Riverside, CA 92501-1028 If to Buyer: Tower Investments, Inc. Steven Marks, Jr. 250 W. Main Street Woodland, CA 95695 With a copy to: [Tower’s counsel] Section 16. Interpretation. The rule of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement or any amendments or exhibits hereto. The Section headings are for purposes of convenience only, and shall not be construed to limit or extend the meaning of this Agreement. Section 17. Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original. PACKET PAGE: 111 AGENDA ITEM 4.1 8 24438.10071\9406664.4 Section 18. County’s Waiver of Tax Delinquencies. The City shall use its best efforts to obtain from the County of Riverside, prior to the opening of Escrow, an agreement to waive all or a portion of any delinquent ad valorem taxes assessed against the Parcels pursuant to the provisions of Revenue & Taxation Code section 4896.3. However, Buyer’s performance under this Agreement shall not be conditioned upon the County’s agreement to waive such delinquencies or the actual removal of such delinquencies from the tax rolls. IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first above written. TOWER INVESTMENTS, INC. By: CITY OF SAN JACINTO By: ATTEST: City Clerk PACKET PAGE: 112 AGENDA ITEM 4.1 A-1 24438.10071\9406664.4 EXHIBIT A Parcel No: 433-160-024 Case No.: RIC 408190 Sale Date: TBD Tender Value of Bonds: Not less than $110,008.16 (less any cash deposited pursuant to Section 3(C)) Cash Deposited pursuant to Section 3(C): TBD Cash deposited pursuant to Section 3(B)(ii): $11,194.00 Cash deposited pursuant to Section 3(B) (iii): $8,789.00 Total Reduced Minimum Bid: $129,991.16 Parcel No: 433-160-027 Case No.: RIC 408190 Sale Date: TBD Tender Value of Bonds: Not less than $140,639.60 (less any cash deposited pursuant to Section 3(C)) Cash Deposited pursuant to Section 3(C): TBD Cash deposited pursuant to Section 3(B)(ii): $11,194.00 Cash deposited pursuant to Section 3(B) (iii): $8,789.00 Total Reduced Minimum Bid: $160,622.60 Parcel No: 433-160-028 Case No.: RIC 408190 Sale Date: TBD Tender Value of Bonds: Not less than $110,432.46 (less any cash deposited pursuant to Section 3(C)) Cash Deposited pursuant to Section 3(C): TBD Cash deposited pursuant to Section 3(B)(ii): $11,194.00 Cash deposited pursuant to Section 3(B) (iii): $8,789.00 Total Reduced Minimum Bid: $130,415.46 Parcel No: 433-160-029 Case No.: RIC 408190 Sale Date: TBD Tender Value of Bonds: Not less than $112,894.28 (less any cash deposited pursuant to Section 3(C)) Cash Deposited pursuant to Section 3(C): TBD Cash deposited pursuant to Section 3(B)(ii): $11,194.00 Cash deposited pursuant to Section 3(B) (iii): $8,789.00 Total Reduced Minimum Bid: $132,877.28 PACKET PAGE: 113 AGENDA ITEM 4.1 A-2 24438.10071\9406664.4 Parcel No: 433-160-032 Case No.: RIC 408190 Sale Date: TBD Tender Value of Bonds: Not less than $141,178.68 (less any cash deposited pursuant to Section 3(C)) Cash Deposited pursuant to Section 3(C): TBD Cash deposited pursuant to Section 3(B)(ii): $11,194.00 Cash deposited pursuant to Section 3(B) (iii): $8,789.00 Total Reduced Minimum Bid: $161,161.68 Parcel No: 433-160-033 Case No.: RIC 408190 Sale Date: TBD Tender Value of Bonds: Not less than $320,165.78 (less any cash deposited pursuant to Section 3(C)) Cash Deposited pursuant to Section 3(C): TBD Cash deposited pursuant to Section 3(B)(ii): $11,194.00 Cash deposited pursuant to Section 3(B) (iii): $8,789.00 Total Reduced Minimum Bid: $340,148.78 Parcel No: 433-160-034 Case No.: RIC 408190 Sale Date: TBD Tender Value of Bonds: Not less than $112,763.98 (less any cash deposited pursuant to Section 3(C)) Cash Deposited pursuant to Section 3(C): TBD Cash deposited pursuant to Section 3(B)(ii): $11,194.00 Cash deposited pursuant to Section 3(B) (iii): $8,789.00 Total Reduced Minimum Bid: $132,746.98 Parcel No: 433-160-039 Case No.: RIC 408190 Sale Date: TBD Tender Value of Bonds: Not less than $447,304.96 (less any cash deposited pursuant to Section 3(C)) Cash Deposited pursuant to Section 3(C): TBD Cash deposited pursuant to Section 3(B)(ii): $11,194.00 Cash deposited pursuant to Section 3(B) (iii): $8,789.00 Total Reduced Minimum Bid: $467,287.96 Minimum Total Bond Tender: $1,495,387.90 (less the amount of any cash deposited pursuant to Section 3(C)) Minimum Total Cash Deposit: $159,864.00 (plus the amount of any cash deposited pursuant to Section 3(C)) PACKET PAGE: 114 AGENDA ITEM 4.1 B-1 24438.10071\9406664.4 EXHIBIT B [insert date] Instructions to Escrow Depository To: Reference: Your Escrow No. (APN ) Escrow Officer: All capitalized terms used herein shall have the meanings ascribed thereto in the attached Workout Agreement (the “Agreement”) dated as of _____________, by and between the City of San Jacinto, a municipal corporation organized and existing under the laws of the State of California (the “City”) and _______________ (“Buyer”). Pursuant to the Agreement, under separate cover, you will be receiving the following from Buyer: (i) ___________ principal amount of _____ Bonds; and (ii) Cash in the amount of $____________. In addition, subject to termination of the Agreement and cancellation of this Escrow, under separate cover, you will be receiving the following from the City: (i) A quitclaim deed of the City for County of Riverside Assessor’s Parcel No. _______ (“APN _______”). Upon notification, in writing, by the Treasurer that the Agreement is terminated pursuant to Section 5 of the Agreement, you are authorized and instructed to promptly return the Cash and Bonds deposited into Escrow by Buyer to Buyer, subject to Section 5 E, and to promptly return the quitclaim deed deposited into Escrow by the City to the City. Upon notification, in writing, by the Treasurer that the City has purchased APN ___________ on behalf of the Buyer, you are authorized and instructed to deliver the Bonds and Cash deposited by Buyer into Escrow to the City and to deliver the quitclaim deed to Buyer. Buyer shall be responsible for paying all costs of the escrow, any title insurance premiums, all recording fees and any applicable transfer taxes. Please acknowledge your acceptance and agreement to comply with these instructions by signing the enclosed copy of this letter and returning a copy to me by facsimile and return the PACKET PAGE: 115 AGENDA ITEM 4.1 B-2 24438.10071\9406664.4 hard copy original to me by U.S. Mail. Notwithstanding the foregoing, your taking of any of the actions described in these instructions shall constitute evidence of your agreement to comply with all of the instructions contained in this letter. Thank you for your cooperation and assistance in this transaction. CITY OF SAN JACINTO By: Title: BUYER By: Title: ACCEPTED AND AGREED to this _____ day of __________________. By: Title: “Escrow Holder” PACKET PAGE: 116 AGENDA ITEM 4.1 C-1 24438.10071\9406664.4 EXHIBIT C [insert date] City Treasurer City of San Jacinto 595 S. San Jacinto Ave., Suite A San Jacinto, CA 92583 Dear City Treasurer: All capitalized terms used herein shall have the meanings ascribed thereto in the Workout Agreement (the “Agreement”) dated as of _____________, by and between the City of San Jacinto, a municipal corporation organized and existing under the laws of the State of California (the “City”) and ____________________, a _________________ (“Buyer”). Pursuant to Section 3(B)(i) of the Agreement, Buyer has deposited into Escrow the following: A. ____ Bonds with a Tender Value of $___________; and B. Cash in the amount of $___________. The Treasurer is hereby directed to apply $_____________ of the Tender Value of the _____ Bonds in satisfaction of the Judgment. The Treasurer is hereby directed to apply $__________ of the Tender Value of the _____ Bonds in payment of AD _____ Additional Delinquencies. The Treasurer is hereby directed to apply $____________ of the Tender Value of the _____ Bonds as a credit against the next installment or installments of the AD _____ Assessment due on Assessment Parcel No. ______ to be posted to the tax roll in subsequent fiscal years. The Treasurer is hereby directed to apply $__________ of the Cash in satisfaction of the Judgment. The Treasurer is hereby directed to apply $___________ of the Cash in payment of AD _____ Additional Delinquencies. By: Title: ACCEPTED AND AGREED to this _____ day of __________________ City Treasurer City of San Jacinto PACKET PAGE: 117 AGENDA ITEM 4.1 D-1 24438.10071\9406664.4 EXHIBIT D Recording Requested by and when recorded return to: APN: QUITCLAIM DEED The undersigned grantor(s) declare(s): Documentary transfer tax is $0.00. This conveyance is made without consideration. FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, the undersigned, hereby quitclaims, releases and remises to , all of the undersigned’s right, title and interest in and to the following described real property: IN WITNESS WHEREOF, the undersigned has executed this Quitclaim Deed as of the day and year first above written. Dated: PACKET PAGE: 118 AGENDA ITEM 4.1 24438.10071 \9406664.4 ALL-PURPOSE ACKNOWLEDGMENT State of California ) ) ss. County of ______________ ) On __________________________, before me, _________________________________ personally appeared _____________________________________________________________. [ ] personally known to me -OR- [ ] proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. Witness my hand and official seal. Notary CAPACITY CLAIMED BY SIGNER [ ] INDIVIDUAL(S) [ ] OFFICER(S) (TITLE[S]): [ ] PARTNER(S) [ ] ATTORNEY-IN-FACT [ ] TRUSTEE(S) [ ] CHAIRPERSON/MAYOR [ ] OTHER SIGNER IS REPRESENTING: PACKET PAGE: 119 AGENDA ITEM 4.1 -1- 24438.10071\9459700.1 SETTLEMENT AND MUTUAL RELEASE AGREEMENT This Settlement and Mutual Release Agreement (“Settlement Agreement”) is entered into by and between the City of San Jacinto (“City”) and Tower Investments, Inc. (“Tower”). City and Tower shall be referred to herein individually as “Party” and collectively as the “Parties.” RECITALS A. On April 20, 2012, Tower filed a complaint in the Riverside County Superior Court entitled Tower Investments, LLC vs. City of San Jacinto, Case No. RIC 1206023 (“Action”.) In the action, Tower seeks to hold the City liable for the full amount of principal and interest claimed due on improvement bonds issued in connection with Assessment District 87-1 (“AD 87-1”) based on the City’s alleged failure to perform statutory and contractual obligations relating to the recovery of delinquent assessments. Following demurrers by the City, Tower filed its Second Amended Complaint on September 24, 2012. On December 17, 2012, the City filed an answer to the Second Amended Complaint denying the allegations and asserting a number of affirmative defenses. Pursuant to stipulation, Tower filed a Third Amended Complaint on May 5, 2014, and the Parties agreed that the City’s answer to the Second Amended Complaint would be deemed the City’s answer to the Third Amended Complaint. B. The Parties now desire to fully and finally settle and resolve any and all rights, claims, disputes, causes of action and alleged claims which currently exist in favor of the Parties, including, but not limited to, all claims arising out of the Action. The Parties expressly intend that this settlement shall further pertain to any claims for attorneys’ fees, witness fees, and/or other costs or expenses. NOW, THEREFORE, inconsideration of the terms, conditions and promises set forth herein, it is agreed as follows: TERMS AND CONDITIONS 1. Recitals. The Recitals are incorporated into and are a part of this Agreement. 2. Settlement. In consideration of this Settlement Agreement and the promises set forth herein, the Parties shall enter into an agreement, attached and incorporated hereto as Exhibit “A” (“Workout Agreement”), providing Tower or its designee with an opportunity to acquire certain delinquent parcels located within AD 87-1 from the City. 3. Execution of Agreements/Dismissal. Counsel for the City shall deliver to counsel for Tower an electronic copy of this Settlement Agreement and the Workout Agreement executed by the City. Within fourteen (14) calendar days after receipt of the executed Settlement Agreement and Workout Agreement, counsel for Tower shall deliver to counsel for the City an electronic copy of the Settlement Agreement and Workout Agreement counter-signed by Tower, PACKET PAGE: 121 AGENDA ITEM 4.1 -2- 24438.10071\9459700.1 along with an electronic copy of a conformed request for dismissal evidencing that the request for dismissal has been filed with the court dismissing the Action with prejudice and in its entirety. If Tower fails or refuses to execute both the Settlement Agreement and the Workout Agreement, this Settlement Agreement shall be rendered void and of no further force or effect. 3. Mutual Releases. Except as otherwise set forth in this Settlement Agreement, and in consideration of the mutual promises and covenants set forth herein, and the full and timely performance of all terms and conditions of this Settlement Agreement in the manner prescribed herein, each Party, on behalf of itself and its respective predecessors in interest, successors in interest, parents, subsidiaries, affiliates, related entities, members, agents, servants, administrators, employees, officers, board members, attorneys, and assigns, hereby completely releases and forever discharges all of the other Parties and their respective predecessors in interest, successors in interest, parents, subsidiaries, affiliates, related entities, members, agents, servants, administrators, employees, officers, board members, attorneys, and assigns, who are or might ever become liable to them, of and from any and all claims, demands, obligations, actions, liens, rights, damages, costs, losses, attorney’s fees and legal costs, expenses, and compensation of any nature whatsoever, whether based on a tort, statutory, contract, common-law, or other theory of recovery which the Parties now have or may hereafter acquire against each other arising out of or related to the Action. 4. Intent of the Parties. In entering into this Settlement Agreement, it is the intent of the Parties to resolve all past, present, or future disputes between them arising out of or relating to the Action, by way of certain payments, releases, and dismissals, which will be made by the Parties. The Parties believe it is in their mutual interests to reach an amicable resolution by way of compromise and accord without admission, waiver or further adjudication of any issues of fact or law. The Parties believe that the settlement reflected by this Settlement Agreement is fair, reasonable, equitable, and in their respective best interests. 5. Waiver of Civil Code § 1542. The Parties agree that all rights under section 1542 of the California Civil Code are hereby mutually expressly waived with respect to the Action and the Project. The section reads as follows: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR. All Parties understand and acknowledge that the significance and consequence of this waiver of California Civil Code Section 1542 is that, even if they have suffered or should eventually suffer injury arising out of or related to the Action, they will not be able to make any claim for those injuries. Furthermore, all Parties acknowledge that they consciously intend these consequences even as to claims for injuries that may exist as of the date of the Settlement Agreement but which they do not know exist and which, if known, would materially affect their decision to execute this Settlement Agreement, regardless of whether their lack of knowledge is the result of ignorance, oversight, error, negligence, or any other cause. PACKET PAGE: 122 AGENDA ITEM 4.1 -3- 24438.10071\9459700.1 6. Negotiated Settlement/No Admission of Liability. This Settlement Agreement is a negotiated settlement of disputed claims and shall be deemed to fall within the protection afforded compromises and offers to compromise by California Evidence Code section 1152. The Parties agree and mutually acknowledge that this Settlement Agreement is for settlement purposes only. The Parties have denied, and continue to deny, any wrongdoing in connection with the facts alleged in the Action. Neither this Settlement Agreement nor any action taken pursuant to this Settlement Agreement shall constitute any admission of any wrongdoing, fault, violation of law, or liability of any kind on the part of the Parties, or any admission by and of the Parties of any claim or allegations made in any action against such Party. This Settlement Agreement is entered into, in substantial part, to avoid the fees and expenses attended with continued litigation of the claims and defenses asserted in the Action. 7. Severability. In the event any of the provisions of this Settlement Agreement are determined to be illegal, invalid or unenforceable, those provisions shall be severable from the remainder of the Settlement Agreement, and shall not cause the invalidity or unenforceability of the balance of this Settlement Agreement. 8. Waiver and Modification of Agreement. The failure of a Party to insist upon strict observance of, or compliance with, all of the terms of this Settlement Agreement in one or more instances, shall not be deemed to be a waiver of that Party’s right to insist upon such observance of compliance with the other terms of this Settlement Agreement. No breach of any provision hereof can be waived unless it is done in writing and signed by the Party waiving such breach. Waiver of any one breach shall not be deemed to be a waiver of any other breach of the same or other provisions hereof. This Settlement Agreement may be amended only by written agreement executed by the Parties. The Parties shall not be bound by any representation, warranty, promise, statement or information, unless it is specifically set forth in this Settlement Agreement. 9. Captions. All paragraph captions are for reference only and shall not be considered in construing this Settlement Agreement. 10. Recitals. The Recitals set forth in this Settlement Agreement are hereby incorporated by this reference. 11. No Assignment. The Parties represent and warrant that they have not sold, assigned or transferred, or purported to sell, assign or transfer, and shall not hereafter sell, assign or transfer, any obligations, liabilities, demands, claims, costs, expenses, debts, controversies, damages, rights, actions, or causes of action released pursuant to this Settlement Agreement. The Parties recognize that this warranty of ownership and non-assignment of claims is additional consideration for this Settlement Agreement. The Parties also agree to defend, indemnity and hold one another harmless against any obligation, liability, demand, claim, cost, expense (including but not limited to attorneys’ fees incurred), debt, controversy, damage, action or cause of action based on, arising out of or in connection with any such sale, transfer or assignment or purported sale, transfer or assignment. 12. Succession and Survival. This Settlement Agreement shall be binding upon the Parties, their agents, representatives, successors, and assignees. Except as otherwise provided in PACKET PAGE: 123 AGENDA ITEM 4.1 -4- 24438.10071\9459700.1 this Settlement Agreement, all representations, warranties and covenants set forth in this Agreement shall be deemed continuing and shall survive the execution date of this Settlement Agreement. 13. Attorneys’ Fees and Costs. Each Party to this Settlement Agreement shall bear its own attorneys’ fees and costs (including costs of experts or other consultants) incurred or arising from the Action, including but not limited to the fees and costs incurred in negotiating and preparing this Settlement Agreement. If either Party institutes any action or proceeding in court to enforce or interpret any provision(s) hereof, or any action for damages by reason of any alleged breach of any of the provisions hereof, then the prevailing party in any such action or proceeding shall be entitled to receive from the losing party such amount as the court may adjudge to be reasonable attorneys’ fees for the services rendered to the prevailing party, together with its other reasonable litigation costs and expenses. 14. Authority of Signatories. All individuals signing below on behalf of any entity hereby warrant and represent that they have full authority to execute this Settlement Agreement on behalf of the entities for which they have signed. 15. Counterparts. The Parties may execute this Settlement Agreement in counterparts which shall, in the aggregate, be signed by all the Parties. This Settlement Agreement and the may be executed in faxed or digital (“pdf”) e-mail counterparts and when so executed by the Parties, this Settlement Agreement will be binding upon them and each counterpart will constitute an original document. 16. Governing Law. This Settlement Agreement is entered into and shall in all respects be interpreted, enforced and governed by and under the laws of the State of California. Any action or proceeding to enforce or interpret the terms of this Settlement Agreement shall be brought in Riverside County, California. 17. Entire Agreement. This Settlement Agreement contains the entire understanding and agreement of the Parties with respect to the subject matter hereof. The Parties have made no representation, covenant, or undertaking other than those expressly set forth in this Settlement Agreement. The Parties hereby acknowledge and represent that in releasing, discharging and settling certain claims and in executing and entering into this Settlement Agreement, no other Party, nor any agent, attorney or other representative of any Party has made any promise, representation, warranty, covenant, warning or inducement whatsoever, express or implied, except as contained in this Settlement Agreement, concerning all or any part of the subject matter hereof, to induce them to execute this Settlement Agreement. The Parties hereby acknowledge and represent that they have read and understand this Agreement, and each and every provision or term of this Settlement Agreement, and have reviewed the same with legal counsel. This Settlement Agreement cannot be modified except by a written document signed by all of the Parties. This is a fully integrated agreement. 18. Further Assurances. The Parties agree to take any action or execute any document as may be reasonably necessary to finalize and perform this Settlement Agreement to the extent permitted by law. PACKET PAGE: 124 AGENDA ITEM 4.1 -5- 24438.10071\9459700.1 19. Construction. The language of this Settlement Agreement shall be construed as a whole according to its fair meaning, and not strictly for or against any of the Parties. It is acknowledged that all of the Parties have had an opportunity to consult with their attorneys concerning the terms and conditions of this Settlement Agreement. This Settlement Agreement shall be deemed to have been drafted by all of the Parties jointly, and no Party shall urge otherwise. 20. Effective Date. This Settlement Agreement shall be effective as of the date of its complete execution by the last signing party. 21. Continuing Jurisdiction of the Court. The Parties stipulate and agree that the Court shall continue to have jurisdiction over this matter to enforce the terms of this Settlement Agreement pursuant to Code of Civil Procedure section 664.6. IN WITNESS WHEREOF, the Parties have executed this Settlement Agreement by their duly authorized representatives as of the day set forth below. EACH OF THE UNDERSIGNED HEREBY DECLARES THAT THE TERMS OF THIS SETTLEMENT AGREEMENT AND GENERAL RELEASE HAVE BEEN COMPLETELY AND ARE FULLY UNDERSTOOD, AND BY EXECUTION HEREOF VOLUNTARILY ACCEPTS THE TERMS WITH THE INTENT TO BE LEGALLY BOUND THEREBY. TOWER INVESTMENTS, INC. By: ______________________________ Name: Title: Dated: ______________, 2014 CITY OF SAN JACINTO By: ______________________________ Crystal Ruiz, Mayor Dated: ______________, 2014 ATTEST APPROVED AS TO FORM: By: ______________________________ By: ______________________________ Rick Miller, City Clerk Jeffrey S. Ballinger, City Attorney PACKET PAGE: 125 AGENDA ITEM 4.1 -6- 24438.10071\9459700.1 PACKET PAGE: 126 AGENDA ITEM 4.1 December 16, 2014 TO: The Honorable Mayor and Members of the City Council FROM: Rick Miller, City Clerk SUBJECT: Local Appointments List / Agency / Committee / Subcommittee / Appointments RECOMMENDATION: Staff recommends that the City Council, review and approve the local appointments list for local agency and city subcommittee’s for 2015. BACKGROUND: Subcommittee and agency representatives’ appointments are made annually. Historically, at the second meeting in December the mayoral appointments are made for 1) representatives to other agencies; and 2) city council subcommittees. DISCUSSION: In the “City of San Jacinto City Council Orientation Handbook” the Council Committees are San Jacinto Levees, Economic Development, Historic Preservation, Public Safety, Groundwater Association, RCTC, RTA, Riverside County/City Selection, Riverside County Disaster Committee, San Jacinto Disaster, Franchises, WRCOG, Water Issues, 4th of July Parade, Festival of Families, Library Advisory, Landscape LLMD, City Beautification, Drainage, Homeless, Land Use, Selection, Special Events, Transportation, Tribal Issues, SCAG and Gateway subcommittee. The Accessibility Appeals Board and the Cultural Advisory Commission have not been active for several years. The subcommittees’ appointments are made annually, unless a vacancy occurs. It is not unusual for the subcommittees to change on an annual basis, as needs arise. ALTERNATIVES: None PACKET PAGE: 127 AGENDA ITEM 5.1 FISCAL IMPACT: None. ATTACHMENTS: ¨ Proposed Local Appointments List for 2015 PACKET PAGE: 128 AGENDA ITEM 5.1 Page 1 of 2 LOCAL APPOINTMENTS LIST 2015 Committee Name Included Titles/Subjects 2014 Assignments (where Applicable 1st name is primary and 2nd name is alternate) 2015 Assignments (where Applicable 1st name is primary and 2nd name is alternate) City Beautification Neighborhood Cleanup: Code Enforcement; Operation Clean Sweep Bartel, Ruiz Bartel, Ruiz Community Outreach Ledezma, Ruiz Ruiz, Ledezma Drainage Flood Control; Levee; Drainage infrastructure & facilities Ledezma, Bartel Miller, Bartel Economic Development CDBG, Chamber Liaison Kotyuk, Ruiz Kotyuk, Ruiz Facility Naming Committee Ledezma, Ruiz Ledezma, Ruiz Franchises CR&R; Cable (Time Warner); Electric (SCE); Gas Bartel, Ruiz Bartel, Ruiz Historic Preservation Estudillo Mansion Committee(s); Library; Ramona Pageant Committee Kotyuk, Ledezma Kotyuk, Ledezma Homeless Blue Ribbon Committee for Homeless Shelter Location Ledezma, Ruiz Miller, Ruiz Land Use Predevelopment Committee; General Plan, Annexations & LAFCO Kotyuk, Ledezma Kotyuk, Ledezma Public Safety Police; Fire; Riverside County Disaster Committee; San Jacinto Disaster Response Committee Ledezma, Miller Ruiz, Miller Selection Interview committee for Planning Commissioners & Estudillo Mansion Committee, etc Ledezma, Ruiz Ledezma, Ruiz Special Events 4th of July Parade; Christmas Tree Lighting; Dedications; Groundbreakings, Ribbon Cuttings; Teen Gov’t Day; Veterans’ Day; etc Bartel, Ledezma Ruiz, Bartel Transportation RCTC Kotyuk, Miller Kotyuk, Miller RTA Kotyuk, Miller Kotyuk, Miller Tribal Issues Kotyuk, Miller Kotyuk, Miller Water EMWD Task Force, Ground Water; City Wells Bartel, Miller Miller, Bartel Western Riverside Council of Government & Western Riverside County Regional Conservation Authority (WRCOG – RCA) Miller, Kotyuk Miller, Kotyuk PACKET PAGE: 129 AGENDA ITEM 5.1 Page 2 of 2 The City Council will review the proposed committee assignments provided for 2015 by Mayor Crystal Ruiz. Southern California Association of Governments (SCAG) Bartel, Ledezma Ruiz, Ledezma Strategic Planning & Goal Setting Kotyuk, Ruiz Ruiz, Kotyuk Finance Budget Kotyuk, Ruiz Ruiz, Kotyuk Cultural Advisory Commission Performing Arts / Cultural Events Kotyuk, Ledezma Kotyuk, Ledezma AD-Hoc Committee BIA Fee to Trust Miller, Bartel Miller, Bartel Ad-Hoc Committee Gateway Specific Plan Kotyuk, Ledezma Kotyuk, Ledezma Ad-Hoc Committee Revenue Enhancement Kotyuk, Miller Kotyuk, Miller Ad-Hoc Committee Film Ruiz, Miller Ruiz, Miller PACKET PAGE: 130 AGENDA ITEM 5.1 December 16, 2014 TO: The Honorable Mayor and Members of the City Council FROM: Jeff Ballinger, City Attorney SUBJECT: Adoption of Resolution Approving a change to the frequency and location of Regular Meetings of the City Council RECOMMENDATION: Staff recommends that the City Council, by motion, approve and adopt Resolution No. ___ electing to change the City Council’s regular meeting time to 6:30 p.m. of the first Tuesday of every month and moving the location of the meetings to the San Jacinto Unified School District Board Room located at 2045 S San Jacinto Ave. DISCUSSION: Pursuant to the Brown Act, legislative bodies must establish their regular meeting dates and times. Recently, the City Council elected, due to budget constraints, to close down the Community Center. As a result, the City Council should change their meeting location and frequency of meetings by resolution. The resolution will change the City Council’s regular meeting time to 6:30 p.m. of the first Tuesday of every month while also moving the meeting location to the San Jacinto Unified School District Board Room. FISCAL IMPACT No funds are involved with the election to change the frequency of the City Council’s regular meetings, and location. ATTACHMENTS: 1. Resolution No. ___ PACKET PAGE: 131 AGENDA ITEM 5.2 STATE OF CALIFORNIA ) RESOLUTION NO. ____ COUNTY OF RIVERSIDE)ss CITY OF SAN JACINTO ) A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN JACINTO APPROVING A CHANGE TO THE FREQUENCY AND LOCATION OF REGULAR MEETINGS OF THE CITY COUNCIL WHEREAS, the City of San Jacinto is a municipal corporation duly organized and existing pursuant to the laws of the State of California; and WHEREAS, the City Council is authorized under section 2.04.010 of the City’s municipal code to establish the regular meetings of the City Council by resolution; and WHEREAS, the City Council wishes to change the frequency and location of the regular meetings of the City Council. NOW, THEREFORE, BE IT RESOLVED determined and ordered by the City Council of the City of San Jacinto: SECTION 1. Recitals. The Recitals preceding this Resolution are true and correct and are incorporated into this Resolution. SECTION 2. Meeting Frequency. In accordance with San Jacinto Municipal Code section 2.04.010, the City Council hereby elects to change the frequency of the regular meetings of the City Council to the first Tuesday of every month. Additional special meetings may be called, as provided by law, as needed. Regular and special meetings may, from time to time, be adjourned to another date. SECTION 3. Location of Meetings. Regular meetings of the City Council shall be held at the San Jacinto Unified School District Board Room, 2045 South San Jacinto Avenue, San Jacinto, California 92583. Special meetings of the City Council shall be held at the San Jacinto Unified School District Board Room, 2045 South San Jacinto Avenue, San Jacinto, California 92583, unless the call of the special meetings indicates another location. Regular and special meetings may, from time to time, be adjourned to another location. SECTION 4. Implementation. The City Council hereby authorizes and directs the City Manager to take any action and execute any documents necessary to carry out the purposes of this Resolution. SECTION 5. Severability. If any provision of this Resolution or the application of any such provision to any person or circumstance is held invalid, such invalidity shall not affect other provisions or applications of this Resolution that can be given effect PACKET PAGE: 133 AGENDA ITEM 5.2 without the invalid provision or application, and to this end the provisions of this Resolution are severable. The City Council declares that the City Council would have adopted this Resolution irrespective of the invalidity of any particular portion of this Resolution. SECTION 6. Certification. The City Clerk shall certify to the adoption of this Resolution. SECTION 7. Effective Date. This Resolution shall become effective immediately upon its adoption. MOVED, PASSED and ADOPTED, at a regular meeting of the City Council on the 16th day of December, 2014, by the following vote: Vote: Ayes: Nays: Abstain: __________________________________ Crystal Ruiz, Mayor ATTEST: __________________________ Rick Miller, City Clerk APPROVED AS TO FORM: Best, Best, and Krieger, LLP ____________________________ Jeffrey S. Ballinger, City Attorney PACKET PAGE: 134 AGENDA ITEM 5.2 December 16, 2014 TO: The Honorable Mayor and Members of the City Council FROM: Tim Hults, City Manager SUBJECT: Renewal of Police Services Agreement with Riverside County Sheriff’s Department. RECOMMENDATION: Staff recommends that the City Council, by motion, approve the new five year agreement for police services with the Riverside County Sheriff’s Department. DISCUSSION: The Riverside County Sheriff’s Department has been under contract with the city of San Jacinto for the past ten years. Within the Sheriff’s contract agreement, the Sheriff provides many services to the city which are incorporated into this agreement. For instance, within the patrol contract rate and base line rate are services from Sheriff’s Account and Finance, Central Homicide Unit, Dispatch, Sheriff’s Personnel Unit, Information System Bureau, Technical Services Bureau, Ben Clark Training Center, Aviation, and the Special Enforcement Bureau (S.W.A.T.). As a result of the City’s ongoing financial difficulties, the proposed contract provides a reduction of 9.9 percent from the previous contract cost. The decrease in services began on December 1 and involves the elimination of one Sergeant, the three Problem Oriented Policing Deputies, the Gang Task Force Deputy and the conversion of the Narcotics Task Force Deputy to K-9 Officer. The contract also provides for an increase in the patrol hours from 90 hours per day to 97 hours per day. Even with the increased patrol hours, the City’s overall law enforcement deployment has been reduced and the annual decrease in cost is about $900,500. ALTERNATIVES: 1. By motion approve and authorize the five year contract renewal. 2. Deny and provide staff with further direction. FISCAL IMPACT: This five-year contract renewal for police services with the Riverside County Sheriff’s Department will save the City approximately $490,358.65 for the fiscal year 2014-2015. PACKET PAGE: 135 AGENDA ITEM 5.3 ATTACHMENTS: A. – Five year contract renewal for police services with Riverside County Sheriff’s Department. PACKET PAGE: 136 AGENDA ITEM 5.3 1 AGREEMENT FOR LAW ENFORCEMENT SERVICES BETWEEN THE CITY OF SAN JACINTO AND THE COUNTY OF RIVERSIDE THIS AGREEMENT is made and entered into by and between the CITY OF SAN JACINTO, a General Law City, hereinafter “City,” and the COUNTY OF RIVERSIDE, a political subdivision of the State of California, on behalf of the Riverside County Sheriff’s Department, hereinafter “County.” IT IS THEREFORE AGREED AS FOLLOWS: 1. TERM 1.1 Effective Dates. This Agreement shall be effective from July 1, 2014 through June 30, 2019. 1.2 Renewal. In the event City desires to terminate this Agreement at the end of any current five (5) year period, the City Council, not later than twelve (12) months preceding the expiration date of the current term of this Agreement, shall notify the Sheriff and the Board of Supervisors that it wishes to terminate the same; otherwise, this Agreement shall be automatically renewed for an additional five (5) year period at the level of service then currently in effect. As a matter of convenience to the parties hereto, and in order to facilitate continuity of the law enforcement services provided to City, the parties may mutually approve and ratify any automatic renewal of this Agreement retroactively to the effective date of such automatic renewal. 1.3 Termination. Notwithstanding the provisions of Paragraphs 1.1 and 1.2 herein, either party may terminate this Agreement upon notice in writing to the other party of not less than twelve (12) months prior to the effective termination date. 2. SCOPE OF SERVICE 2.1 Services. The County agrees, through Sheriff thereof, to provide municipal police protection within the corporate limits of City to the extent and in the manner hereinafter set forth. It is understood that the Sheriff’s Department shall be the sole provider of general and specialized law enforcement services within the corporate limits of City. City shall not hire any other persons or company to provide general and specialized law enforcement services within the corporate limits of City. However, City is not precluded by any language in this section from hiring an unarmed code enforcement unit. The Sheriff’s services shall encompass duties and functions of the type falling under the jurisdiction of and customarily rendered by a police department of the City under State statutes. Such services shall include the enforcement of State PACKET PAGE: 137 AGENDA ITEM 5.3 2 Criminal Codes and all pertinent City criminal codes and ordinances. Services shall also include traffic enforcement and related services to the extent possible given the size of the force provided for in this Agreement. County agrees to provide all investigative support necessary to complete criminal investigations conducted hereunder. However, all investigator overtime will be charged City at the Board of Supervisors approved hourly overtime rate. 2.2 California Identification System (CAL-ID) and Records Management System. (RMS) City agrees as a condition of receiving services hereunder to participate in CAL-ID and RMS under the terms and conditions set forth in this Section and to pay for these services under separate billings. 2.2A Definitions. For purposes of this agreement the following are some of the more common definitions which shall apply, but shall not be limited by this reference: a) Records Management System (RMS) Functions shall mean the software functions provided to City by County, which are supplied by the RMS. These functions shall include inquiry and case entry into the RMS, access to the Master Name Index, Warrant and Master Location Index and Jail Locator databases. b) The California Law Enforcement Telecommunications System Access (CLETS) shall mean that access to the Department of Justice computers provided by County to City. c) Work Station shall mean those County devices and software, which are used by City to access RMS functions and the CLETS. d) LAWNET shall mean the County’s law enforcement telecommunications network consisting of County provided data circuits, digital service units, routers, hubs and other County provided hardware and software that is used by City to connect work stations to RMS services as defined below. e) County Services shall mean the collective hardware and software, work LAWNET, stations, RMS functions and CLETS. 2.2B Scope of RMS Services. County agrees to provide to City full access to the RMS and CLETS systems. CLETS access will be provided within the scope of CLETS access rules and regulations as established by the California State Department of Justice. 2.2C Provision of RMS Supervision, Labor and Equipment. Supervision over the provision of County Services, the standards of performance and other matters incident to the performance of such services, shall remain with County. Security of the host system and control of LAWNET shall remain with County. The County shall furnish all labor and equipment for the host system necessary to maintain the level of service rendered hereunder. In the event City chooses to provide PC-based equipment for services defined herein, the equipment must be configured in accordance with County specifications. PACKET PAGE: 138 AGENDA ITEM 5.3 3 Further, City shall not alter the configuration of any PC-based equipment used to provide services herein without the permission of Sheriff's Information Technology Officer. 2.2D Establishment of RMS Rates and Payment of Costs. Establishment of RMS rates and payments for provided services shall be as specified in Sections 7.2 and 7.4 of this Agreement. 3. LEVEL OF SERVICE 3.1 Level of Service Specified. County shall provide all enforcement services at the level specified in Attachment A, attached hereto and incorporated herein by this reference. 3.2 Variation in Level of Service. Variations in the level of service shall be made by amendment, as provided for in Section 11 of this Agreement, and under the following terms: If City requests an increase in the level of service to be provided under this Agreement, County agrees to provide such increased level of service as soon as is practicable, consistent with the ability of the Sheriff to hire and train recruits. If City elects to reduce the level of service provided herein by ten percent (10%) or greater, City must give notice in writing to County not less than twelve (12) calendar months prior to the effective date of such reduction. If City elects to reduce the level of service provided herein by less than ten percent (10%), County agrees to reduce the level of service accordingly as soon as it is practicable. The level of service, however, may not be reduced to below the minimum level, as determined by County, required to ensure public and officer safety. 4. CHIEF OF POLICE The Sheriff will, to the extent practical, coordinate appointment of a Police Chief with City and consult with City on final selection for the position. 5. PROVISION OF SUPERVISION, LABOR, AND EQUIPMENT 5.1 Supervision. Supervision over the rendition of law enforcement services, the standards of performance, the discipline of officers, and other matters incident to the performance of such services and the control of personnel so employed, shall remain with County. The Sheriff or a designated representative will meet and confer with the City Manager or a designated representative on questions related to the provision of services. 5.2 Labor and Equipment. For the purpose of performing said services, County shall furnish and supply all labor, supervision, equipment, communication services, and supplies necessary to maintain the level of service to be rendered hereunder. Location of the above will not necessarily be within City limits. Notwithstanding anything herein contained, it is agreed that in all instances where specific equipment used solely to support specialized enforcement activities within the City not normally provided by the Sheriff is to be used, or where special PACKET PAGE: 139 AGENDA ITEM 5.3 4 supplies, stationery, notices, forms, and the like related to law enforcement are to be issued in the name of City, such equipment and materials shall be supplied by City at its own cost and expense. Any such special equipment or materials so purchased by City shall meet with the Sheriff's specifications; shall remain within the City limits, and ownership title thereto shall remain with City. However, under no circumstances shall City purchase or otherwise provide general patrol vehicles for services provided pursuant to this agreement without permission of Sheriff. The County shall provide all marked general Patrol vehicles to City and shall charge City for their use on a per mile basis. 5.3 City-Owned Motorcycles and Specialized Support Vehicles. In the event City chooses to provide motorcycles or specialized support vehicles for use in providing services hereunder, the motorcycles or specialized support vehicles shall meet minimum specifications furnished by County, shall be adequately equipped and ready for use, and shall be registered in the name of City. It is further understood that City is providing motorcycles or specialized support vehicles to Sheriff expressly for law enforcement services and shall only be operated by Sheriff’s personnel, or persons authorized by the Sheriff. City shall bear the cost of maintenance, fuel, licensing, and any and all expenses associated with use of the motorcycles and specialized support vehicles for the provision of services hereunder, which is inclusive of responsibility for any and all cost for physical damage to the City-owned motorcycles or specialized support vehicles. However, County shall be responsible for the cost of all third party liability caused by the operation of the City-owned motorcycles or specialized support vehicles, including the property damage caused by the negligence or wrongful acts of County officers and employees while operating City-owned motorcycles and specialized support vehicles. Motorcycles and specialized support vehicles shall be used only for city-approved functions. 5.4 Vehicle Insurance. City shall maintain insurance for any physical damage to the City-owned vehicles in an amount equal to the replacement value of all vehicles provided to the County under this agreement. Policy shall, by endorsement, name the County of Riverside, its Departments, Districts, Agencies and Special Districts, their respective directors, officers, Board of Supervisors, elected and appointed officials, employees, agents, or representatives as Additional Insureds. Such insurance may be provided through a program of self-insurance. General Insurance Provisions - All lines: a. Any insurance carrier providing insurance coverage hereunder shall be admitted to the State of California and have an A.M. BEST rating of not less than an A: VIII (A: 8) unless such requirements are waived, in writing, by the County Risk Manager. If the County's Risk Manager waives a requirement for a particular insurer such waiver is only valid for that specific insurer and only for one policy term. b. The City shall cause their insurance carrier(s) to furnish the County of Riverside with 1) a properly executed original Certificate(s) of Insurance and certified original PACKET PAGE: 140 AGENDA ITEM 5.3 5 copies of Endorsements effecting coverage as required herein; or, 2) if requested to do so orally or in writing by the County Risk Manager, provide original certified copies of policies including all Endorsements and all attachments thereto, showing such insurance is in full force and effect. Further, said Certificate(s) and policies of insurance shall contain the covenant of the insurance carrier(s) that shall provide no less than thirty (30) days written notice be given to the County of Riverside prior to any material modification or cancellation of such insurance. In the event of a material modification or cancellation of coverage, this Agreement shall terminate forthwith, unless the County of Riverside receives, prior to such effective date, another properly executed original Certificate of Insurance and original copies of endorsements or certified original policies, including all endorsements and attachments thereto evidencing coverages and the insurance required herein are in full force and effect. Individual(s) authorized by the insurance carrier to do so on its behalf shall sign the original endorsements for each policy and the Certificate of Insurance. If County is utilizing City-owned vehicles, operations shall not commence until the County of Riverside has been furnished original Certificate (s) of Insurance and certified original copies of endorsements or policies of insurance including all endorsements and any and all other attachments as required in this Section. c. It is understood and agreed by the parties hereto and the City's insurance company(s), that the Certificate(s) of Insurance and policies shall so covenant and shall be construed as primary insurance, and the County's insurance and/or deductibles and/or self-insured retentions or self-insured programs shall not be construed as contributory. 6. EMPLOYMENT STATUS OF PERSONNEL 6.1 Employment Status. Any persons employed by County for the performance of services and functions pursuant to this Agreement shall remain employees of County on special assignment to City for the purposes of this Agreement, and shall not be considered employees of City. No such County employee shall have any entitlement to compensation, workers’ compensation coverage, pension, or civil service benefits from City. 6.2 Labor Shortage. In the event of a work slow-down, strike, or any other form of job action by those individuals assigned to City, County agrees to provide only that level of service which may be available through mutual aid, pursuant to Government Code Section 8615, et seq. City shall be billed only for the actual hours of service received. 7. COMPENSATION 7.1 Payment Basis. City shall reimburse County the cost of rendering services hereunder at rates established by the County Board of Supervisors, which rates shall include all items of cost and expense to the Sheriff for providing the services hereunder. Such cost of services shall be established by the County Board of Supervisors in the form of hourly rates for Sheriff’s PACKET PAGE: 141 AGENDA ITEM 5.3 6 Department personnel, vehicle mileage rates, facility use rates, RMS transaction fees and CAL- ID fees. "Cost" as used herein shall not include items of expense attributable to services normally provided or available to all territory within the County as part of County's obligation to enforce State law. In addition to any other fees or costs set forth herein, County may impose on City, and City shall pay upon receipt of an invoice from County, a criminal justice administrative fee consistent with Government Code Section 29550 with respect to arrests made by County employees pursuant to this Agreement just as if such arrests had been made by City employees. Pursuant to Government Code Section 51350, County shall not charge City for services it would provide to any city in the County free of charge. These services, which are provided at the discretion of County, could typically include the services of the Sheriff's Special Investigations Bureau, Emergency Services Team, Canine Unit and Aviation Unit. 7.2 Establishment of Costs. The rates to be charged City shall be adjusted periodically, but not more than once each fiscal year, to reflect any changes in the cost to County for providing services hereunder. City shall be notified of any change in the rates to be charged City prior to submittal of the proposed change to the County Board of Supervisors for adoption, and City shall be given the opportunity to review the proposed change with County personnel. City shall, thereafter, be notified of adoption by County of the rates to be charged City, and said new rates shall take effect on the same date as County incurs the associated costs. Should City, subsequent to a rate adjustment, choose not to appropriate or expend any additional monies needed to support the level of service theretofore supplied, County reserves the right to reduce the level of service in accordance with the amount City is willing to expend. 7.3 Facility Rate Charges. City shall reimburse County for the costs incurred by the Sheriff’s Department at County-owned or leased facilities. Costs are prorated according to the facility’s square footage occupied by a Sheriff’s Department Bureau or Unit. Calculation of Facility Rates. The total of the facility’s cost components is divided by the appropriate variable number of positions (number of station funded, sworn department funded or total Department funded employees depending on the facility in question and the Department population served). This cost per funded position is then applied to the number of positions chargeable to the contract city to arrive at each contract city’s share of the facility cost. The County agrees that Facility Rate Station charges to City will not be increased due to the Sheriff’s decision to move Contract or unincorporated County Patrol positions from the Station. 7.4 Payment of Costs. County, through the Sheriff’s Department, shall provide to City within 30 days of the conclusion of each billing period, an itemized statement of the costs for services being charged for said billing period. Billing statements for RMS services will be provided quarterly for services being charged for said quarter. City shall remit payment to the invoicing department within 30 days after receipt of such statements. If such payment is not received by the County within thirty (30) days after presentation of billing, County may satisfy such indebtedness from any funds of the City on deposit with County as provided by law pursuant to Government Code Section 907. PACKET PAGE: 142 AGENDA ITEM 5.3 7 7.5 Field Training Costs. Should City elect to add additional Deputy Sheriff positions to the level of service described herein, there will be an associated field training cost for each additional position. City will be billed, on a separate invoice, up to a maximum of sixteen (16) weeks of training on a one-time basis for each additional Deputy position. Said cost will be charged at the Unsupported Deputy hourly rate as approved by the County Board of Supervisors. Billing will be provided for field training costs in conjunction with the rate adjustment billing. Field training costs will not apply to supervisory or classified positions added to the level of service. 7.6 Miscellaneous Costs. There are a number of other service costs that City shall be responsible for paying as they are incurred. These costs are not included as the support or service and materials cost components in the fully supported Deputy hourly rate, nor any other such rates established by the County Board of Supervisors. These service costs may include, but are not limited to, charges from vendors for: crime scene clean-up, blood draws, rape exams, polygraph exams, specialized printing jobs exclusive to City and training for personnel requested by City for specialized law enforcement. 8. INDEMNIFICATION AND HOLD HARMLESS 8.1 Indemnification by City. City shall indemnify and hold harmless the County, its Agencies, Districts, Special Districts and Departments, their respective directors, officers, Board of Supervisors, elected and appointed officials, employees, agents and representatives from any liability, claim, damage or action whatsoever, based or asserted upon any act or omission of City, its officers, employees, contractors, agents or representatives arising out of or in any way relating to this Agreement, including but not limited to property damage, bodily injury, or death. City shall defend, at its sole cost and expense, including but not limited to attorney fees, cost of investigation, defense and settlements or awards, the County, its Agencies, Districts, Special Districts and Departments, their respective directors, officers, Board of Supervisors, elected and appointed officials, employees, agents and representatives in any such action or claim. With respect to any action or claim subject to indemnification herein by City, City shall, at its sole cost, have the right to use counsel of its own choice and shall have the right to adjust, settle, or compromise any such action or claim without the prior consent of County; provided, however, that any such adjustment, settlement or compromise in no manner whatsoever limits or circumscribes City's indemnification of County. City's obligations hereunder shall be satisfied when City has provided to County the appropriate form of dismissal (or similar document) relieving the County from any liability for the action or claim involved. Any insurance coverage shall in no way limit or circumscribe City's obligations to indemnify and hold harmless the County. 8.2 Indemnification by County. County shall indemnify and hold harmless the City, its Agencies, Districts, Special Districts and Departments, their respective directors, officers, elected and appointed officials, employees, agents and representatives from any liability, claim, damage or action whatsoever, based or asserted upon any act or omission of County, its officers, employees, contractors, agents or representatives arising out of or in any way relating to this Agreement, including but not limited to property damage, bodily injury, or death. County shall PACKET PAGE: 143 AGENDA ITEM 5.3 8 defend, at its sole cost and expense, including but not limited to attorney fees, cost of investigation, defense and settlements or awards, the City, its Agencies, Districts, Special Districts and Departments, their respective directors, officers, elected and appointed officials, employees, agents and representatives in any such action or claim. With respect to any action or claim subject to indemnification herein by County, County shall, at its sole cost, have the right to use counsel of its own choice and shall have the right to adjust, settle, or compromise any such action or claim without the prior consent of City; provided, however, that any such adjustment, settlement or compromise in no manner whatsoever limits or circumscribes County's indemnification of City. County's obligations hereunder shall be satisfied when County has provided to City the appropriate form of dismissal (or similar document) relieving the City from any liability for the action or claim involved. Any insurance coverage shall in no way limit or circumscribe County's obligations to indemnify and hold harmless the City. 9. ADMINISTRATION The City Manager of City shall administer this Agreement on behalf of City, and the Sheriff shall administer this Agreement on behalf of County. 10. RECORDS County shall maintain adequate records to discharge its responsibilities under this Agreement, and shall permit inspection of County’s appropriate records that relate to City services under this Agreement, as allowed by law. County shall provide City access to appropriate records pertaining to City services for approval, funding or auditing services, upon reasonable notice. County shall maintain such records for periods of time as provided by law or records retention schedules duly adopted by the appropriate legislative body. Covenants under this Section shall survive the termination of this Agreement. 11. ALTERATION OF TERMS No addition to, or alteration of, the terms of this Agreement, whether by written or verbal understanding of the parties, their officers, agents, or employees, shall be valid unless made in the form of a written amendment to this Agreement which is formally approved and executed by both parties. No waiver of any term or condition of this Agreement by either party shall be a continuing waiver thereof. 12. NOTICES Any notices required or desired to be served by either party upon the other shall be addressed to the respective parties as set forth below: County City Stanley L. Sniff Jr., Sheriff City of San Jacinto Riverside County Sheriff’s Department 595 S. San Jacinto Avenue, Building A Post Office Box 512 San Jacinto, CA 92583 Riverside, California 92502 Attn: City Manager PACKET PAGE: 144 AGENDA ITEM 5.3 9 or to such other addresses as from time to time may be designated by the respective parties. An information copy of any notice to County shall also be sent to: Clerk of the Board of Supervisors County of Riverside 4080 Lemon Street, 1st Floor Riverside, California 92501 Notice shall be deemed given when in writing and delivered personally or mailed with confirming delivery receipt addressed as set out above. 13. SEVERABILITY If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall continue in full force and effect. 14. STANDARD OF CARE In performing the police services required by this Agreement, County agrees to use that degree of care and skill ordinarily exercised under similar circumstances by law enforcement officers in performance of the duties required by this Agreement. All Sheriff’s personnel who provide general and specialized law enforcement services to City pursuant to this Agreement shall have met the minimum qualifications designated for their specific classification, including a background investigation. 15. JURISDICTION AND VENUE This Agreement shall be construed under the laws of the State of California. In the event any action or proceeding is filed to interpret, enforce, challenge, or invalidate any term of this Agreement, venue shall lie only in the state or federal courts in or nearest to Riverside County. 16. ENTIRE AGREEMENT This Agreement is intended by the parties hereto as a final expression of their understanding with respect to the subject matter hereof and as a complete and exclusive statement of the terms and conditions thereof and supersedes any and all prior and contemporaneous agreements and understandings, oral or written, in connection therewith. // // // // // // // // PACKET PAGE: 145 AGENDA ITEM 5.3 10 IN WITNESS WHEREOF, the City of SAN JACINTO, by minute order or resolution duly adopted by its City Council, has caused this Agreement to be signed by its Mayor and attested and sealed by its Clerk, and the County of Riverside, by order of its Board of Supervisors, has caused this Agreement to be subscribed by the Chair of said Board and sealed and attested by the Clerk of said Board, all on the dates indicated below. CITY OF SAN JACINTO Dated:_________________ By:________________________ Crystal Ruiz, Mayor ATTEST: Name: Title: By:___________________ COUNTY OF RIVERSIDE Dated:_________________ By:_________________________ Marion Ashley, Chair Riverside County Board of Supervisors ATTEST: Kecia Harper-Ihem Clerk of the Board By:____________________ Deputy PACKET PAGE: 146 AGENDA ITEM 5.3 11 ATTACHMENT A CITY OF SAN JACINTO LEVEL OF SERVICE Average Patrol Services 97 hours per day. (Equivalent of 19.9 Deputy Sheriff positions @ 1780 annual productive hours per position.) Dedicated Positions One (1) Sheriff’s Sergeant position Three (3) Deputy Sheriff (fully supported) positions – Motorcycle Officers One (1) Deputy Sheriff (fully supported) position – K-9 Officer One (1) Deputy Sheriff (fully supported) position – Traffic Enforcement Officer Two (2) Deputy Sheriff (unsupported) positions – School Resource Officers .50 of a Crime Analyst position Four (4) Community Service Officer II positions One (1) Supervising Office Assistant II position One (1) Office Assistant III position One (1) Office Assistant II position PACKET PAGE: 147 AGENDA ITEM 5.3 December 16, 2014 TO: The Honorable Mayor and Members of the City Council FROM: Sharon Paisley, Development Director SUBJECT: Acceptance of Department of Transportation Active Transportation Program Grant Funds RECOMMENDATION: Staff Recommends that the City Council by motion: 1) Accept the Department of Transportation Active Transportation Program grant funds in the amount of $989,000.00; and 2) Direct the City Manager and/or Development Director to execute documentation required to implement the Safe & Active San Jacinto-Safe Routes to School project. DISCUSSION: The Active Transportation Program (ATP) was created in 2013 by Senate Bill 99 and Assembly Bill 101 to promote the increased use of active modes of transportation, such as biking and walking. The ATP consolidates funding from the federal Transportation Alternatives Program, TAP, and the federal Safe Routes to School (SRTS) program, the state Safe Routes to School (SR2S) program, and the state Bicycle Transportation Account (BTA). The goals of the Active Transportation Program are to: ● Increase the proportion of biking and walking trips. ● Increase safety for motorized users. ● Increase mobility for non-motorized users. ● Advance the efforts of regional agencies to achieve greenhouse gas reduction goals. ● Enhance public health, including the reduction of childhood obesity through the use of projects eligible for Safe Routes to School Program funding. ● Ensure disadvantaged communities fully share in program benefits. ● Provide a broad spectrum of projects to benefit many types of active transportation users. PACKET PAGE: 149 AGENDA ITEM 5.4 Examples of projects considered generally eligible for Active Transportation Program funding: ● Development of new bikeways and walkways that improve mobility, access, or safety for non-motorized users. ● Installation of traffic control devices to improve the safety of pedestrians and bicyclists. ● Safe Routes to School projects that improve the safety of children walking and bicycling to school. ● Safe routes to transit projects, which will encourage transit by improving biking and walking to mass transportation facilities and school bus stops. ● Development of bike pedestrian, safe routes to schools, or active transportation plans in a disadvantaged community. A Safe-Routes to School Workshop was held at North Mountain Middle School on Tuesday, April 29, 2014 to solicit community input. There were 62 participants, with 9 of 12 schools represented. Parents and school administrators suggested a variety of infrastructure improvements. Projects must include at least 11.47% in matching funds except for projects predominantly benefitting a disadvantaged community, stand-alone non-infrastructure projects and safe routes to school projects. Because San Jacinto is considered a disadvantaged community, no matching funds were required. On May 21, an application was submitted to the California Department of Transportation. On August 8, 2014, the California Transportation Commission allocated $115.2 million to 68 projects within the five-county boundary of the Southern California Association of Governments, encompassing Imperial, Los Angeles, Orange, San Bernardino Counties as well as 191 cities covering 38,000 square miles. San Jacinto was awarded $989,000 dollars to implement the Safe & Active San Jacinto project, which is a comprehensive, strategic approach addressing pedestrian and bicycle safety, as well as infrastructure improvements including the installation of 33,275 square feet of new sidewalk, curb and gutter, 52,800 feet of bike trails, restoration of 5,215 square feet of deteriorated sidewalk at over 200 locations, and installation of ADA ramps. Non-infrastructure activities will include the development of Safe Routes to School Plan for each school in the San Jacinto Unified School District. Capacity building efforts will also be realized through the formation of a Safe & Active Coalition. The goal of the coalition is to educate and facilitate community mobilization efforts to promote and support short and long range active transportation planning efforts. PACKET PAGE: 150 AGENDA ITEM 5.4 FISCAL IMPACT: The acceptance of the Active Transportation Program funds will increase the funds available and permit the transfer of the funds to the appropriate receiving accounts. ALTERNATIVES: 1) Accept the State of California Department of Transportation/California Transportation Commission Active Transportation Program funds. 2) Do not accept the Active Transportation grant funds and return the funds to the State of California Department of Transportation/California Transportation Commission for re-distribution. ATTACHMENTS: ● None PACKET PAGE: 151 AGENDA ITEM 5.4 December 16, 2014 TO: The Honorable Mayor and Members of the City Council FROM: Sharon Paisley, Development Director SUBJECT: Acceptance of State of California Department of Conservation / Strategic Growth Council Sustainable Communities Planning Grant and Incentives Program (Downtown Specific Plan) RECOMMENDATION: Staff Recommends that the City Council by motion: 1) Accept the Department of Conservation / Strategic Growth Council Sustainable Communities Planning Grant and Incentives Program funds in the amount of $491,000; and 2) Allocate matching funds in the amount of $188,833 (non-General Fund); and 3) Direct the City Manager and/or Development Director to execute documentation required to implement the City of San Jacinto Downtown Specific Plan project. DISCUSSION: The State of California Department of Conservation, on behalf of the Strategic Growth Council (SGC), solicited proposals under the Sustainable Communities Planning Grant and Incentive Program. The Sustainable Communities Planning Grant is funded by Proposition 84, the Safe Drinking Water, Water Quality and Supply, Flood Control, River and Coastal Protection Bond Act of 2006. The intent of Proposition 84 is to foster the development of sustainable communities throughout California. It is designed to help local governments meet the challenges of adopting land use plans and integrating strategies in order to transform communities and create long term prosperity. The primary goal of this grant program is to develop and implement plans which significantly reduce greenhouse gas emissions consistent with AB32 and SB375, and achieve the following program objectives: Improve air and water quality, promote public health, promote equity, increase housing affordability, increase infill and compact development, revitalize urban and community centers, protect natural resources and PACKET PAGE: 153 AGENDA ITEM 5.5 agriculture lands, reduce automobile usage and fuel consumption, improve infrastructure systems, promote water conservation, promote energy efficiency and conservation and strengthen the economy. The grant program complements the Downtown/Historic Specific Plan which was included in the Fiscal Year Budget 2013-14 Capital Improvement Budget (Project 14- 008). On October 15, 2013, the City Council authorized staff to apply for an SGC Sustainable Planning Grant and Incentives Program grant in order to develop a comprehensive Specific Plan for the City’s Downtown that would revitalize the project area with businesses and amenities to serve the residents and patrons. Through a Specific Plan process, the City of San Jacinto can create a guide to transform the area into a thriving, sustainable business district and neighborhood. Planning will include the reintroduction of the train station to serve as a transit center connecting both rail and bus services. At the time the Council authorized staff to submit the application, the maximum amount that could be applied for was $500,000. The grant required a 10% local match, with at least a 5% cash match, and the balance was to be borne by the City. Environmental studies, estimated at $200,000 for the Downtown Specific Plan, would be borne by the City. It was anticipated that said costs, along with the cash match, were to be borne by the General Fund, for a total of $250,000. Prior to submittal of the application, staff was informed that the grant rules had been modified such that the cost of the environmental studies would be covered by the SGC grant. The grant application was therefore modified to reflect a match of $188,833 in cash and in-kind services. Out of the $40.2 million available through Proposition 84, $16 million was allocated through the Sustainable Communities Planning Grant and Incentives Program. Moreover, out of 88 applications submitted, 33 proposals received awards through this program. On June 6, 2014, the Strategic Growth Council notified the City that the project was selected and grant funds in the amount of $491,000 had been awarded for the Downtown Specific Plan project. It should be noted that San Jacinto was the only City in Riverside County to receive an allocation from this pool of funds. Because General Fund dollars were anticipated to provide the matching funds, Capital Improvement Project 14-008 was removed from the budget and arbitrarily fell through the cracks while addressing cuts to the overall budget. However, since the project will include historic and transit-related components, staff recommends matching funds be provided instead by the Community Amenities and Carpool Mitigation funds. PACKET PAGE: 154 AGENDA ITEM 5.5 FISCAL IMPACT: The acceptance of the $491,000 of Strategic Growth Council funds will increase the funds available and permit the transfer of the funds to the appropriate receiving accounts. Matching funds will be provided in the amount of $168,833 from the DIF: Community Amenities Fund and $20,000 from the Carpool Mitigation Fund. ALTERNATIVES: 1) Accept the State of California Department of Conservation / Strategic Growth Council funds. 2) Do not accept the grant funds and return the funds to the State of California Department of Conservation / Strategic Growth Council for re-distribution. ATTACHMENTS: ● None PACKET PAGE: 155 AGENDA ITEM 5.5 December 16, 2014 TO: The Honorable Mayor and Members of the City Council FROM: Thomas Prill, Finance Director SUBJECT: Adoption of Fiscal Year 2014-15 Budget RECOMMENDATION: Staff recommends that the City Council, by motion, adopt Resolution No. _____ adopting Fiscal Year Budget 2014-15 for the General Fund and all other funds, except the Successor Agency, which is adopted by separate action. BACKGROUND: For each fiscal year, which begins on July 1, the City Manager and staff prepare a proposed budget for the operations and improvements of the city for the City Council’s review, deliberation and adoption. The budget is adopted by resolution, which provides for appropriations and expenditures to operate the city government for the ensuing fiscal year. A detailed summary of the budget is presented to City Council here in the form of the Proposed Budget. This document summarizes the recommended expenditures in all budget funds and programs as well as any recommended service level enhancements and reserves. DISCUSSION: At the June 17, 2014 meeting, the City Council approved Resolution No. 3517 providing for an Interim Budget Appropriation, until a formal Budget could be approved. The Proposed Budget includes a summary of the expenditure recommendations by fund and by General Fund department. Further material will be presented at the meeting, and a Budget Message will be prepared for the Approved Budget. The General Fund Budget estimated revenues of $13,988,175, and recommended total expenditures of $16,842,068 are balanced by the use of fund balance. Total expenditures include capital projects, development services, and other transfers, but do not include the Public Safety CFD subsidy. All other funds, with the exception of the Public Safety CFD, are balanced by adequate revenues or fund balances, and in the case of capital projects, by the transfer of funds from the capital projects reserve and by new capital funding scheduled to be received. PACKET PAGE: 157 AGENDA ITEM 5.6 The proposed total budget is categorized as: General Fund $16,235,657 Non-general Fund 20,575,889 Capital Projects 20,756,719 Total Budget $57,568,265 The proposed General Fund operating budget is distributed as follows: General Government $ 4,684,737 Development Services 857,034 Public Safety 10,693,886 Sub-total $16,235,657 Public Safety CFD Subsidy 54,590 Total GF Operating Budget $16,290,247 Reserves At June 30, 2015, after proposed transfers, the General Fund Contingency Reserve is projected to be $2,450,000, the Capital Projects Reserve is projected to be $4,182,838. The Unreserved funds are projected at $500,000. ALTERNATIVES: 1. Adopt the budget as presented. 2. Amend and adopt the budget. 3. Continue the budget for further review and discussion. FISCAL IMPACT: Fiscal impacts of recommended expenditures are balanced by estimated revenues, and in some funds, the use of available fund balances. The Public Safety CFD is balanced with a transfer from the General Fund of roughly $55,000. This amount is a receivable when the CFD has a positive fund balance at some future time. ATTACHMENTS: 1. Proposed Budget 2. Resolution No. ______ PACKET PAGE: 158 AGENDA ITEM 5.6 Fiscal Year 2014-2015 Budget Fiscal Year 2014-2015 Projected Fund Balances All Fund Balances 2012/2013 2013/2014 2014/2015 Audited Projected Projected Projected Projected Proposed Proposed Proposed Projected Fund # Fund Description Fund Balance Revenues Expenditures Adjustments Fund Balance Revenues Expenditures Adjustments Fund Balance GENERAL FUND RESERVED - Prior Year Encumbrances - - - - RESERVED - Advances to Other Funds (unavailable) 291,129 - 291,129 291,129 RESERVED - Advances to CFD #2003-1 (unavailable) 3,240,405 1,293,394 4,533,799 54,590 4,588,389 RESERVED - Capital Projects 10,468,826 (3,045,850) 7,422,976 (3,240,138) 4,182,838 RESERVED - Contingency 3,355,635 (1,293,394) 2,062,241 387,759 2,450,000 UNRESERVED - Operations 500,000 15,508,750 (17,938,912) 2,719,586 13,120,175 (15,378,623) 2,273,755 Capital Projects - (289,424) 500,000 535,000 (550,307) 500,000 TOTAL GENERAL FUND & GF RESERVES 17,855,995 15,508,750 (18,228,336) (326,264) 14,810,145 13,655,175 (15,928,930) (524,034) 12,012,356 011 DEVELOPMENT SERVICES FUND - 549,290 (875,554) 326,264 - 333,000 (857,034) 524,034 - GENERAL FUND AS REPORTED 17,855,995 16,058,040 (19,103,890) - 14,810,145 13,988,175 (16,785,964) - 12,012,356 017 INFORMATION TECHNOLOGY 19 197,008 (177,130) 19,897 165,137 (164,937) 20,097 018 WORKERS' COMP INSURANCE 500,187 121,396 (103,800) 517,783 122,800 (103,800) 536,783 019 UNEMPLOYMENT INSURANCE 28,571 14,813 (5,000) 38,384 14,800 (15,000) 38,184 020 LIABILITY INSURANCE 20,922 243,036 (92,500) 171,458 243,035 (255,020) 159,473 021 GAS TAX 832,372 1,250,133 (1,256,122) 826,383 1,303,691 (1,757,133) 372,941 022 MEASURE "A" 2,944,741 740,175 (316,340) 3,368,576 726,740 (3,599,809) 495,507 024 TRAFFIC SAFETY 280,081 93,564 (85,633) 288,012 317,500 (510,814) 94,698 025 LLPD #1 - 659,606 (658,002) 1,604 658,000 (654,230) 5,374 029 CDBG (20,869) 406,358 (385,489) - - - - 031 VANDALISM/GRAFFITI REWARD FUND 26,434 2,764 - 29,198 2,250 (1,500) 29,948 032 PARKWAY DEVELOPMENT 76,721 775 - 77,496 750 (32,702) 45,544 034 CFD 2003-1 POLICE/FIRE (owed to General Fund) (3,691,784) 1,800,531 (2,642,546) (4,533,799) 1,801,500 (1,856,090) (4,588,389) 038 UNDERGROUND UTILITY 968,050 9,167 - 977,217 9,000 - 986,217 039 FLOOD CONTROL 2,906,074 362,066 (1,424,970) 1,843,170 598,500 (2,639,409) (197,739) 041 TRAFFIC SIGNALIZATION 301,168 11,669 (3,552) 309,285 11,300 (181,588) 138,997 042 AD 87-1 DEBT (owed to General Fund & RDA) (443,007) - (1,475) (444,482) - (1,550) (446,032) 045 CFD #2002-01 DEBT 794,150 1,280,099 (1,428,385) 645,864 1,303,906 (1,523,855) 425,915 046 CFD #2 DEBT 2,503,041 619,754 (1,100,124) 2,022,671 3,500 (1,137,150) 889,021 047 SJFA HOLDING CFD#2 BONDS 24,180 1,347,893 (1,311,770) 60,303 1,453,360 (1,453,355) 60,308 056 CSA 152 (66,692) 180,382 (113,690) - 78,033 (78,033) - 057 BUS SHELTERS - 36,264 (36,264) - 26,162 (25,040) 1,122 061 ASSET FORFEITURE 231,560 - (68,000) 163,560 - (25,000) 138,560 062 PROP 172 FUND 17,221 237,905 (255,126) - 255,200 (255,200) - 063 AIR QUALITY IMPROVEMENT 161,253 59,274 (117,464) 103,063 56,400 (6,000) 153,463 064 COPS 199,986 126,668 (200,500) 126,154 101,600 (100,279) 127,475 067 FIRE MITIGATION 569,649 11,416 - 581,065 10,250 - 591,315 068 SB 621 GAMING IMPACT (34,247) 410,395 (351,781) 24,367 - (30,100) (5,733) 072 HIGHWAY 79 RELINQUISHMENT 552,420 5,168 (161,558) 396,030 4,000 (196,771) 203,259 074 CAR POOL MITIGATION 491,894 8,066 (407) 499,553 7,500 (487,570) 19,483 075 LOCAL TRANSPORTATION 11 4,632 - 4,643 4,125 (2,251) 6,517 076 REGIONAL TRANSPORTATION - 7,416 (3,500) 3,916 6,515 (11,716) (1,285) 077 PUBLIC BUILDING 341 555 - 896 505 - 1,401 083 TUMF ROAD PROJECTS (1,005,927) 9,000,000 (8,660,647) (666,574) 10,000,000 (9,992,079) (658,653) 084 AMR COMPLIANCE FINES FUND 27,127 9,264 - 36,391 9,250 (27,000) 18,641 102 SPECIAL DISTRICT ADMIN 152,231 269,853 (264,106) 157,978 251,400 (327,037) 82,341 103 DIF: ADMINISTRATION - 200 - 200 216 (416) - 111 DIF: POLICE FACILITIES (907) 2,005 - 1,098 2,005 - 3,103 116 DIF: FIRE FACILITIES 293,133 5,790 - 298,923 5,700 - 304,623 122 DIF: PARK FACILITIES 163,929 13,598 - 177,527 13,500 - 191,027 125 DIF: PARK LAND ACQUISITION 1,140 25,108 - 26,248 25,100 - 51,348 128 DIF: PARK LAND IMPROVEMENTS 347,625 38,403 - 386,028 38,200 - 424,228 131 DIF: COMMUNITY AMENITIES 669,276 13,272 (55,257) 627,291 13,000 (101,477) 538,814 135 DIF: GOVERNMENT SERVICES FACILITIES (695) 5,019 - 4,324 5,018 - 9,342 141 DIF: STREETS 1,291,984 25,311 - 1,317,295 24,500 (1,165,115) 176,680 146 DIF: BIKEWAYS 45,895 937 - 46,832 900 (45,000) 2,732 149 DIF: TRAFFIC SIGNALS 34,737 3,343 - 38,080 3,325 (102,425) (61,020) 179 HOUSING AUTHORITY FUND 292,859 25,057 (10,000) 307,916 10,055 (10,000) 307,971 195 EQUIPMENT REPLACEMENT FUND 2,380,885 20,530 (51,600) 2,349,815 20,380 (46,000) 2,324,195 199 CAPITAL PROJECTS - 11,599,522 (11,599,522) - 20,756,719 (20,756,719) - 201 CFD 2003-2 SEWER LIFT STN 164 18,035 (18,035) 164 18,035 (18,199) - 3XX LLPD #2 ZONES 7,662,755 2,337,014 (2,461,099) 7,538,670 2,675,116 (4,562,337) 5,651,449 7XX AD 2003-1 ZONES 2,276,650 563,773 (28,622) 2,811,801 729,985 (931,089) 2,610,697 FUND BALANCES - NON-ENTERPRISE FUNDS 42,663,303 50,283,022 (54,553,906) - 38,392,419 57,876,638 (71,976,759) - 24,292,298 050 WATER ENTERPRISE 5,971,226 3,409,474 (3,379,522) 6,001,178 4,409,000 (4,258,917) 6,151,261 051 WATER CAPITAL FUND 211,921 11,983 (64,484) 159,420 11,900 (311,526) (140,206) 053 SEWER CAPITAL IMPROVEMENTS 184,793 12,903 (61,729) 135,967 12,500 (196,519) (48,052) 055 SEWER ENTERPRISE 4,523,390 829,245 (904,871) 4,447,764 832,000 (875,645) 4,404,119 059 SOLID WASTE ENTERPRISE - 95,022 (52,545) 42,477 - - 42,477 REVISED FY 14-15 Fund Bal 1PACKET PAGE: 159 AGENDA ITEM 5.6 Fiscal Year 2014-2015 Budget Fiscal Year 2014-2015 Projected Fund Balances All Fund Balances 2012/2013 2013/2014 2014/2015 Audited Projected Projected Projected Projected Proposed Proposed Proposed Projected Fund # Fund Description Fund Balance Revenues Expenditures Adjustments Fund Balance Revenues Expenditures Adjustments Fund Balance FUND BALANCES - ENTERPRISE FUNDS 10,891,330 4,358,627 (4,463,151) - 10,786,806 5,265,400 (5,642,607) - 10,409,599 182 SA - SOBOBA DEBT (600,000) - - (600,000) - - (600,000) 186 SA - SJ PROJECT 1,198,487 - (136,858) 1,061,629 - (64,115) 997,514 187 SA - SJ DEBT (106,494) 840,919 (604,623) 129,802 700,003 (600,098) 229,707 189 SA - SJ LOW-MOD 41,408 391 - 41,799 375 (41,405) 769 FUND BALANCES - SUCCESSOR AGENCY FUNDS 533,401 841,310 (741,481) - 633,230 700,378 (705,618) - 627,990 REVISED FY 14-15 Fund Bal 2PACKET PAGE: 160 AGENDA ITEM 5.6 Fiscal Year 2014-2015 Budget Changes from Original Proposed FY 2014-2015 Budget Original 2014/2015 New 2014/2015 Favorable (Unfavorable) Proposed Proposed Proposed Proposed Changes in Changes in Fund # Fund Description Revenues Expenditures Revenues Expenditures Revenues Expenditures GENERAL FUND UNRESERVED - Operations 13,470,898 (16,554,561) 13,120,175 (15,378,623) (350,723) 1,175,938 Capital Projects 535,000 (550,307) 535,000 (550,307) - - 011 DEVELOPMENT SERVICES FUND 333,000 (909,864) 333,000 (857,034) - 52,830 GENERAL FUND AS REPORTED 14,338,898 (18,014,732) 13,988,175 (16,785,964) (350,723) 1,228,768 017 INFORMATION TECHNOLOGY 165,137 (164,937) 165,137 (164,937) - - 018 WORKERS' COMP INSURANCE 122,800 (103,800) 122,800 (103,800) - - 019 UNEMPLOYMENT INSURANCE 14,800 (15,000) 14,800 (15,000) - - 020 LIABILITY INSURANCE 243,035 (255,020) 243,035 (255,020) - - 021 GAS TAX 1,303,691 (1,779,222) 1,303,691 (1,757,133) - 22,089 022 MEASURE "A" 726,740 (3,604,149) 726,740 (3,599,809) - 4,340 024 TRAFFIC SAFETY 317,500 (512,016) 317,500 (510,814) - 1,202 025 LLPD #1 658,000 (657,841) 658,000 (654,230) - 3,611 029 CDBG - - - - - - 031 VANDALISM/GRAFFITI REWARD FUND 2,250 (1,500) 2,250 (1,500) - - 032 PARKWAY DEVELOPMENT 750 (33,240) 750 (32,702) - 538 034 CFD 2003-1 POLICE/FIRE (owed to General Fund) 1,801,500 (2,988,990) 1,801,500 (1,856,090) - 1,132,900 038 UNDERGROUND UTILITY 9,000 - 9,000 - - - 039 FLOOD CONTROL 598,500 (2,648,895) 598,500 (2,639,409) - 9,486 041 TRAFFIC SIGNALIZATION 11,300 (181,671) 11,300 (181,588) - 83 042 AD 87-1 DEBT (owed to General Fund & RDA) - (1,550) - (1,550) - - 045 CFD #2002-01 DEBT 1,303,906 (1,528,855) 1,303,906 (1,523,855) - 5,000 046 CFD #2 DEBT 3,500 (1,137,150) 3,500 (1,137,150) - - 047 SJFA HOLDING CFD#2 BONDS 1,453,360 (1,453,355) 1,453,360 (1,453,355) - - 056 CSA 152 134,137 (134,137) 78,033 (78,033) (56,104) 56,104 057 BUS SHELTERS 26,162 (26,162) 26,162 (25,040) - 1,122 061 ASSET FORFEITURE - (25,000) - (25,000) - - 062 PROP 172 FUND 255,200 (255,200) 255,200 (255,200) - - 063 AIR QUALITY IMPROVEMENT 56,400 (6,000) 56,400 (6,000) - - 064 COPS 101,600 (100,320) 101,600 (100,279) - 41 067 FIRE MITIGATION 10,250 - 10,250 - - - 068 SB 621 GAMING IMPACT - (30,100) - (30,100) - - 072 HIGHWAY 79 RELINQUISHMENT 4,000 (196,771) 4,000 (196,771) - - 074 CAR POOL MITIGATION 7,500 (487,570) 7,500 (487,570) - - 075 LOCAL TRANSPORTATION 4,125 (2,541) 4,125 (2,251) - 290 076 REGIONAL TRANSPORTATION 6,515 (13,246) 6,515 (11,716) - 1,530 077 PUBLIC BUILDING 505 - 505 - - - 083 TUMF ROAD PROJECTS 10,000,000 (9,992,079) 10,000,000 (9,992,079) - - 084 AMR COMPLIANCE FINES FUND 9,250 (27,000) 9,250 (27,000) - - 102 SPECIAL DISTRICT ADMIN 251,400 (341,648) 251,400 (327,037) - 14,611 103 DIF: ADMINISTRATION 216 (416) 216 (416) - - 111 DIF: POLICE FACILITIES 2,005 - 2,005 - - - 116 DIF: FIRE FACILITIES 5,700 - 5,700 - - - 122 DIF: PARK FACILITIES 13,500 - 13,500 - - - 125 DIF: PARK LAND ACQUISITION 25,100 - 25,100 - - - 128 DIF: PARK LAND IMPROVEMENTS 38,200 - 38,200 - - - 131 DIF: COMMUNITY AMENITIES 13,000 (101,933) 13,000 (101,477) - 456 135 DIF: GOVERNMENT SERVICES FACILITIES 5,018 - 5,018 - - - 141 DIF: STREETS 24,500 (1,165,861) 24,500 (1,165,115) - 746 146 DIF: BIKEWAYS 900 (45,000) 900 (45,000) - - 149 DIF: TRAFFIC SIGNALS 3,325 (107,893) 3,325 (102,425) - 5,468 179 HOUSING AUTHORITY FUND 10,055 (10,000) 10,055 (10,000) - - 195 EQUIPMENT REPLACEMENT FUND 20,380 (46,000) 20,380 (46,000) - - CHANGES IN REV+EXP 1PACKET PAGE: 161 AGENDA ITEM 5.6 Fiscal Year 2014-2015 Budget Changes from Original Proposed FY 2014-2015 Budget Original 2014/2015 New 2014/2015 Favorable (Unfavorable) Proposed Proposed Proposed Proposed Changes in Changes in Fund # Fund Description Revenues Expenditures Revenues Expenditures Revenues Expenditures 199 CAPITAL PROJECTS 20,756,719 (20,756,719) 20,756,719 (20,756,719) - - 201 CFD 2003-2 SEWER LIFT STN 18,035 (18,199) 18,035 (18,199) - - 3XX LLPD #2 ZONES 2,675,116 (4,562,337) 2,675,116 (4,562,337) - - 7XX AD 2003-1 ZONES 729,985 (931,089) 729,985 (931,089) - - FUND BALANCES - NON-ENTERPRISE FUNDS 58,283,465 (74,465,144) 57,876,638 (71,976,759) (406,827) 2,488,385 050 WATER ENTERPRISE 4,409,000 (4,377,143) 4,409,000 (4,258,917) - 118,226 051 WATER CAPITAL FUND 11,900 (311,691) 11,900 (311,526) - 165 053 SEWER CAPITAL IMPROVEMENTS 12,500 (196,851) 12,500 (196,519) - 332 055 SEWER ENTERPRISE 832,000 (864,924) 832,000 (875,645) - (10,721) 059 SOLID WASTE ENTERPRISE - - - - - - FUND BALANCES - ENTERPRISE FUNDS 5,265,400 (5,750,609) 5,265,400 (5,642,607) - 108,002 182 SA - SOBOBA DEBT - - - - - - 186 SA - SJ PROJECT - (66,870) - (64,115) - 2,755 187 SA - SJ DEBT 700,003 (600,098) 700,003 (600,098) - - 189 SA - SJ LOW-MOD 375 (41,405) 375 (41,405) - - FUND BALANCES - SUCCESSOR AGENCY FUNDS 700,378 (708,373) 700,378 (705,618) - 2,755 CHANGES IN REV+EXP 2PACKET PAGE: 162 AGENDA ITEM 5.6 CITY OF SAN JACINTO CHANGES FROM ORIGINAL PROPOSED FY 14/15 BUDGET - BY DEPARTMENT ANNUAL SAVINGS ORIGINAL NEW CHANGE FROM ORIGINAL GENERAL FUND CITY COUNCIL 81,094 67,094 (14,000) (12,000) CITY CLERK 320,159 302,988 (17,171) (63,176) CITY ATTORNEY 500,000 500,000 - - CITY MANAGER 665,770 458,693 (207,077) (337,375) PERSONNEL 102,546 128,640 26,094 - FINANCE 491,749 460,909 (30,840) (21,700) TREASURER 1,447 1,447 - - BUSINESS LICENSE 73,730 58,858 (14,872) (27,500) KIOSK PROGRAM 20,000 20,000 - - SPECIAL EVENTS 7,500 3,500 (4,000) (7,500) POLICE ACTIVITIES LEAGUE - - - (70,000) CITY EMERGENCY OPERATIONS 5,750 5,750 - - CODE ENFORCEMENT 808,026 748,482 (59,544) (146,000) GIS 60,714 30,249 (30,465) (55,200) ENGINEERING 122,466 120,684 (1,782) - STORM DRAINS 28,283 (24,092) (52,375) (50,000) STREETS - - - - PW ADMIN 297,416 360,143 62,727 131,605 MUSEUM 16,517 16,185 (332) - ESTUDILLO MANSION 58,949 45,303 (13,646) (21,000) PARKS 648,120 470,034 (178,086) (356,000) GRAFITTI 55,563 54,817 (746) - COMMUNITY CENTER 155,312 93,354 (61,958) (155,000) SWIMMING POOL 21,699 35,736 14,037 (21,700) ECONOMIC DEVELOPMENT 492,100 360,724 (131,376) (143,300) HOUSING DEVELOPMENT 56,740 31,325 (25,415) (25,000) PLANNING 447,278 430,698 (16,580) (17,800) BUILDING 414,602 379,181 (35,421) (41,000) NON-DEPARTMENTAL 422,274 348,874 (73,400) (127,050) FIRE 1,743,345 1,728,269 (15,076) - POLICE 9,256,977 8,965,617 (291,360) (499,474) TOTAL 17,376,126 16,203,462 (1,172,664) (2,066,170) CFD #2003-1 FIRE 1,757,930 997,562 (760,368) (1,824,883) POLICE 1,193,460 820,928 (372,532) (638,626) GENERAL 37,600 37,600 - TOTAL 2,988,990 1,856,090 (1,132,900) (2,463,509) TOTAL 20,365,116 18,059,552 (2,305,564) (4,529,679) PACKET PAGE: 163 AGENDA ITEM 5.6 Fiscal Year 2014-2015 Budget Fiscal Year 2014-2015 Projected Fund Balances All Fund Balances 2013/2014 2014/2015 Projected Proposed Proposed Proposed Projected Fund # Fund Description Fund Balance Revenues Expenditures Adjustments Fund Balance GENERAL FUND RESERVED - Prior Year Encumbrances - - - RESERVED - Advances to Other Funds (unavailable) 291,129 - 291,129 RESERVED - Advances to CFD #2003-1 (unavailable) 4,533,799 54,590 4,588,389 RESERVED - Capital Projects 7,422,976 (3,240,138) 4,182,838 RESERVED - Contingency 2,062,241 387,759 2,450,000 UNRESERVED - Operations - 13,120,175 (15,378,623) 2,273,755 Capital Projects 500,000 535,000 (550,307) 500,000 TOTAL GENERAL FUND & GF RESERVES 14,810,145 13,655,175 (15,928,930) (524,034) 12,012,356 011 DEVELOPMENT SERVICES FUND - 333,000 (857,034) 524,034 - GENERAL FUND AS REPORTED 14,810,145 13,988,175 (16,785,964) - 12,012,356 017 INFORMATION TECHNOLOGY 19,897 165,137 (164,937) 20,097 018 WORKERS' COMP INSURANCE 517,783 122,800 (103,800) 536,783 019 UNEMPLOYMENT INSURANCE 38,384 14,800 (15,000) 38,184 020 LIABILITY INSURANCE 171,458 243,035 (255,020) 159,473 021 GAS TAX 826,383 1,303,691 (1,757,133) 372,941 022 MEASURE "A" 3,368,576 726,740 (3,599,809) 495,507 024 TRAFFIC SAFETY 288,012 317,500 (510,814) 94,698 025 LLPD #1 1,604 658,000 (654,230) 5,374 031 VANDALISM/GRAFFITI REWARD FUND 29,198 2,250 (1,500) 29,948 032 PARKWAY DEVELOPMENT 77,496 750 (32,702) 45,544 034 CFD 2003-1 POLICE/FIRE (owed to General Fund) (4,533,799) 1,801,500 (1,856,090) (4,588,389) 038 UNDERGROUND UTILITY 977,217 9,000 - 986,217 039 FLOOD CONTROL 1,843,170 598,500 (2,639,409) (197,739) 041 TRAFFIC SIGNALIZATION 309,285 11,300 (181,588) 138,997 042 AD 87-1 DEBT (owed to General Fund & RDA) (444,482) - (1,550) (446,032) 045 CFD #2002-01 DEBT 645,864 1,303,906 (1,523,855) 425,915 046 CFD #2 DEBT 2,022,671 3,500 (1,137,150) 889,021 047 SJFA HOLDING CFD#2 BONDS 60,303 1,453,360 (1,453,355) 60,308 056 CSA 152 - 78,033 (78,033) - 057 BUS SHELTERS - 26,162 (25,040) 1,122 061 ASSET FORFEITURE 163,560 - (25,000) 138,560 062 PROP 172 FUND - 255,200 (255,200) - 063 AIR QUALITY IMPROVEMENT 103,063 56,400 (6,000) 153,463 064 COPS 126,154 101,600 (100,279) 127,475 067 FIRE MITIGATION 581,065 10,250 - 591,315 068 SB 621 GAMING IMPACT 24,367 - (30,100) (5,733) 072 HIGHWAY 79 RELINQUISHMENT 396,030 4,000 (196,771) 203,259 074 CAR POOL MITIGATION 499,553 7,500 (487,570) 19,483 075 LOCAL TRANSPORTATION 4,643 4,125 (2,251) 6,517 076 REGIONAL TRANSPORTATION 3,916 6,515 (11,716) (1,285) 077 PUBLIC BUILDING 896 505 - 1,401 083 TUMF ROAD PROJECTS (666,574) 10,000,000 (9,992,079) (658,653) 084 AMR COMPLIANCE FINES FUND 36,391 9,250 (27,000) 18,641 102 SPECIAL DISTRICT ADMIN 157,978 251,400 (327,037) 82,341 103 DIF: ADMINISTRATION 200 216 (416) - 111 DIF: POLICE FACILITIES 1,098 2,005 - 3,103 116 DIF: FIRE FACILITIES 298,923 5,700 - 304,623 122 DIF: PARK FACILITIES 177,527 13,500 - 191,027 125 DIF: PARK LAND ACQUISITION 26,248 25,100 - 51,348 FY 14-15 Prop Fund Bal 1PACKET PAGE: 164 AGENDA ITEM 5.6 Fiscal Year 2014-2015 Budget Fiscal Year 2014-2015 Projected Fund Balances All Fund Balances 2013/2014 2014/2015 Projected Proposed Proposed Proposed Projected Fund # Fund Description Fund Balance Revenues Expenditures Adjustments Fund Balance 128 DIF: PARK LAND IMPROVEMENTS 386,028 38,200 - 424,228 131 DIF: COMMUNITY AMENITIES 627,291 13,000 (101,477) 538,814 135 DIF: GOVERNMENT SERVICES FACILITIES 4,324 5,018 - 9,342 141 DIF: STREETS 1,317,295 24,500 (1,165,115) 176,680 146 DIF: BIKEWAYS 46,832 900 (45,000) 2,732 149 DIF: TRAFFIC SIGNALS 38,080 3,325 (102,425) (61,020) 195 EQUIPMENT REPLACEMENT FUND 2,349,815 20,380 (46,000) 2,324,195 199 CAPITAL PROJECTS - 20,756,719 (20,756,719) - 201 CFD 2003-2 SEWER LIFT STN 164 18,035 (18,199) - 3XX LLPD #2 ZONES 7,538,670 2,675,116 (4,562,337) 5,651,449 7XX AD 2003-1 ZONES 2,811,801 729,985 (931,089) 2,610,697 FUND BALANCES - GENERAL GOVERNMENT FUNDS 38,084,503 57,866,583 (71,966,759) - 23,984,327 179 HOUSING AUTHORITY FUND 307,916 10,055 (10,000) 307,971 FUND BALANCES - HOUSING AUTHORITY FUNDS 307,916 10,055 (10,000) - 307,971 050 WATER ENTERPRISE 6,001,178 4,409,000 (4,258,917) 6,151,261 051 WATER CAPITAL FUND 159,420 11,900 (311,526) (140,206) 053 SEWER CAPITAL IMPROVEMENTS 135,967 12,500 (196,519) (48,052) 055 SEWER ENTERPRISE 4,447,764 832,000 (875,645) 4,404,119 059 SOLID WASTE ENTERPRISE 42,477 - - 42,477 FUND BALANCES - ENTERPRISE FUNDS 10,786,806 5,265,400 (5,642,607) - 10,409,599 FUND BALANCES - TOTAL CITY 49,179,225 63,142,038 (77,619,366) - 34,701,897 182 SA - SOBOBA DEBT (600,000) - - (600,000) 186 SA - SJ PROJECT 1,061,629 - (64,115) 997,514 187 SA - SJ DEBT 129,802 700,003 (600,098) 229,707 189 SA - SJ LOW-MOD 41,799 375 (41,405) 769 FUND BALANCES - SUCCESSOR AGENCY FUNDS 633,230 700,378 (705,618) - 627,990 FY 14-15 Prop Fund Bal 2PACKET PAGE: 165 AGENDA ITEM 5.6 STATE OF CALIFORNIA ) RESOLUTION NO. ____ COUNTY OF RIVERSIDE ) ss CITY OF SAN JACINTO ) RESOLUTION OF THE CITY OF SAN JACINTO, CALIFORNIA, ADOPTING A BUDGET FOR FISCAL YEAR 2014-2015 WHEREAS, the City of San Jacinto operates on a fiscal year calendar beginning on July 1st of each year and ending on June 30th of the next year; WHEREAS, the City of San Jacinto wishes to adopt a budget for the fiscal year 2014-2015 for expenditures based on estimated revenues and available fund balance reserves; and WHEREAS, City staff has presented an overall operating budget and capital budget containing the General, Development Services, Special Revenue, Internal Service, Debt Service, Capital Project, Enterprise, and Redevelopment Funds, to meet the needs of the citizens of the City of San Jacinto; and WHEREAS, the City Council has thoroughly examined and analyzed the proposed budget in order to meet the needs of the citizens of the City of San Jacinto; and WHEREAS, on June 17, 2014, the City Council approved Resolution No. 3517 providing for an Interim Budget Appropriation, until a formal Budget could be approved; and NOW, THEREFORE, BE IT RESOLVED by the Mayor and City Council of the City of San Jacinto as follows: Section 1. The budget for Fiscal Year 2014-2015, a copy of which is on file in the City Clerk’s Office, is hereby adopted with projected beginning (combined) fund balances of $49,179,225, total expenditures (excluding capital transfers out) of $56,862,647, including total capital expenditures of $20,756,719, to be funded by revenues (excluding capital transfers in) of $42,385,319, and the use of available fund balance of $14,477,328. (Reference “Exhibit A”) Section 2. All funds are authorized as presented in the budget document. Section 3. City Manager is hereby authorized to make budget adjustments to the adopted budget to reallocate appropriations between departmental activities and between City funds. Only the City Council, by motion and affirmative majority vote, through minute action or resolution, may increase or decrease the total estimated revenues and total adopted expenditures in the FY 2014-2015 Adopted Budget. PACKET PAGE: 167 AGENDA ITEM 5.6 Section 4. Rescind any and all previous General Fund Reserve Designations and designate General Fund Reserves as follows: Contingency Reserve set at a minimum of 15% of General Fund Operating Expenditures or $2,450,000 (net of projected $54,590 to fund an advance to the Public Safety CFD 2003-1 fund); and a Capital Reserve of $4,182,838 (based on the estimated beginning fund balances, original appropriations and estimated revenues). Section 5. General Fund administrative overhead consisting of costs from City Council, City Manager, City Clerk, Human Resources, Finance, and Non-departmental services shall be allocated to program cost centers, charged on a prorated basis to cost of funding. In all cases where a Capital Project is financed by debt, no overhead cost allocation will be made to debt funds. In addition, overhead allocation will be limited in the following funds: A. Gas Tax Fund - Not to exceed 5% of revenues B. Measure A Fund - Not to exceed 5% of revenues C. Air Quality Improvement Fund - Not to exceed 5% of revenues D. COPS Grant Fund - Not to exceed 0.5% of revenues Section 6. Internal Service Funds for information technology, general liability, worker’s compensation, and unemployment insurance will be allocated to funds based on: A. Information Technology – percentage of desktop computers in each department or program B. General Liability – percentage of department or program cost C. Worker’s Compensation – percentage of payroll in each department or program D. Unemployment Insurance - percentage of payroll in each department or program Section 7. The Authorized Staffing Plan, which includes every approved position in the City and the related salary range, is incorporated in the Approved Budget. Section 8. Continuing appropriations are authorized for all unexpended purchase orders, as well as Capital Project Funds from all previous fiscal years as presented in the Construction in Progress (CIP) Schedule of the budget. The estimated carryover of such project costs for all City funds is estimated for June 30, 2014 at $13,131,543. APPROVED, SIGNED and ADOPTED this 16th day of December 2014 by the following vote: Ayes: Nays: Absent: Abstain: PACKET PAGE: 168 AGENDA ITEM 5.6 City of San Jacinto By: _____________________________ Crystal Ruiz, Mayor ATTEST: ___________________________________ Richard Miller, City Clerk City of San Jacinto APPROVED AS TO FORM: ___________________________________ City Attorney, City of San Jacinto Best, Best & Krieger, LLP. PACKET PAGE: 169 AGENDA ITEM 5.6 Fiscal Year 2014-2015 Budget EXHIBIT A Fiscal Year 2014-2015 Projected Fund Balances 2013/2014 2014/2015 Projected Proposed Proposed Proposed Projected Fund # Fund Description Fund Balance Revenues Expenditures Adjustments Fund Balance GENERAL FUND RESERVED - Prior Year Encumbrances - - - RESERVED - Advances to Other Funds 291,129 - 291,129 RESERVED - Advances to CFD #2003-1 4,533,799 54,590 4,588,389 RESERVED - Capital Projects 7,422,976 (3,240,138) 4,182,838 RESERVED - Contingency 2,062,241 387,759 2,450,000 UNRESERVED - Operations - 13,120,175 (15,378,623) 2,273,755 Capital Projects 500,000 535,000 (550,307) 500,000 TOTAL GENERAL FUND & GF RESERVES 14,810,145 13,655,175 (15,928,930) (524,034) 12,012,356 011 DEVELOPMENT SERVICES FUND - 333,000 (857,034) 524,034 - GENERAL FUND AS REPORTED 14,810,145 13,988,175 (16,785,964) - 12,012,356 017 INFORMATION TECHNOLOGY 19,897 165,137 (164,937) 20,097 018 WORKERS' COMP INSURANCE 517,783 122,800 (103,800) 536,783 019 UNEMPLOYMENT INSURANCE 38,384 14,800 (15,000) 38,184 020 LIABILITY INSURANCE 171,458 243,035 (255,020) 159,473 021 GAS TAX 826,383 1,303,691 (1,757,133) 372,941 022 MEASURE "A" 3,368,576 726,740 (3,599,809) 495,507 024 TRAFFIC SAFETY 288,012 317,500 (510,814) 94,698 025 LLPD #1 1,604 658,000 (654,230) 5,374 031 VANDALISM/GRAFFITI REWARD FUND 29,198 2,250 (1,500) 29,948 032 PARKWAY DEVELOPMENT 77,496 750 (32,702) 45,544 034 CFD 2003-1 POLICE/FIRE (owed to General Fund) (4,533,799) 1,801,500 (1,856,090) (4,588,389) 038 UNDERGROUND UTILITY 977,217 9,000 - 986,217 039 FLOOD CONTROL 1,843,170 598,500 (2,639,409) (197,739) 041 TRAFFIC SIGNALIZATION 309,285 11,300 (181,588) 138,997 042 AD 87-1 DEBT (owed to General Fund & RDA) (444,482) - (1,550) (446,032) 045 CFD #2002-01 DEBT 645,864 1,303,906 (1,523,855) 425,915 046 CFD #2 DEBT 2,022,671 3,500 (1,137,150) 889,021 047 SJFA HOLDING CFD#2 BONDS 60,303 1,453,360 (1,453,355) 60,308 056 CSA 152 - 78,033 (78,033) - 057 BUS SHELTERS - 26,162 (25,040) 1,122 061 ASSET FORFEITURE 163,560 - (25,000) 138,560 062 PROP 172 FUND - 255,200 (255,200) - 063 AIR QUALITY IMPROVEMENT 103,063 56,400 (6,000) 153,463 064 COPS 126,154 101,600 (100,279) 127,475 067 FIRE MITIGATION 581,065 10,250 - 591,315 068 SB 621 GAMING IMPACT 24,367 - (30,100) (5,733) 072 HIGHWAY 79 RELINQUISHMENT 396,030 4,000 (196,771) 203,259 074 CAR POOL MITIGATION 499,553 7,500 (487,570) 19,483 075 LOCAL TRANSPORTATION 4,643 4,125 (2,251) 6,517 076 REGIONAL TRANSPORTATION 3,916 6,515 (11,716) (1,285) 077 PUBLIC BUILDING 896 505 - 1,401 083 TUMF ROAD PROJECTS (666,574) 10,000,000 (9,992,079) (658,653) 084 AMR COMPLIANCE FINES FUND 36,391 9,250 (27,000) 18,641 102 SPECIAL DISTRICT ADMIN 157,978 251,400 (327,037) 82,341 103 DIF: ADMINISTRATION 200 216 (416) - 111 DIF: POLICE FACILITIES 1,098 2,005 - 3,103 116 DIF: FIRE FACILITIES 298,923 5,700 - 304,623 122 DIF: PARK FACILITIES 177,527 13,500 - 191,027 125 DIF: PARK LAND ACQUISITION 26,248 25,100 - 51,348 128 DIF: PARK LAND IMPROVEMENTS 386,028 38,200 - 424,228 PACKET PAGE: 171 AGENDA ITEM 5.6 Fiscal Year 2014-2015 Budget EXHIBIT A Fiscal Year 2014-2015 Projected Fund Balances 2013/2014 2014/2015 Projected Proposed Proposed Proposed Projected Fund # Fund Description Fund Balance Revenues Expenditures Adjustments Fund Balance 131 DIF: COMMUNITY AMENITIES 627,291 13,000 (101,477) 538,814 135 DIF: GOVERNMENT SERVICES FACILITIES 4,324 5,018 - 9,342 141 DIF: STREETS 1,317,295 24,500 (1,165,115) 176,680 146 DIF: BIKEWAYS 46,832 900 (45,000) 2,732 149 DIF: TRAFFIC SIGNALS 38,080 3,325 (102,425) (61,020) 195 EQUIPMENT REPLACEMENT FUND 2,349,815 20,380 (46,000) 2,324,195 199 CAPITAL PROJECTS - 20,756,719 (20,756,719) - 201 CFD 2003-2 SEWER LIFT STN 164 18,035 (18,199) - 3XX LLPD #2 ZONES 7,538,670 2,675,116 (4,562,337) 5,651,449 7XX AD 2003-1 ZONES 2,811,801 729,985 (931,089) 2,610,697 FUND BALANCES - GENERAL GOVERNMENT FUNDS 38,084,503 57,866,583 (71,966,759) - 23,984,327 179 HOUSING AUTHORITY FUND 307,916 10,055 (10,000) - 307,971 FUND BALANCES - HOUSING AUTHORITY FUNDS 307,916 10,055 (10,000) - 307,971 050 WATER ENTERPRISE 6,001,178 4,409,000 (4,258,917) 6,151,261 051 WATER CAPITAL FUND 159,420 11,900 (311,526) (140,206) 053 SEWER CAPITAL IMPROVEMENTS 135,967 12,500 (196,519) (48,052) 055 SEWER ENTERPRISE 4,447,764 832,000 (875,645) 4,404,119 059 SOLID WASTE ENTERPRISE 42,477 - - 42,477 FUND BALANCES - ENTERPRISE FUNDS 10,786,806 5,265,400 (5,642,607) - 10,409,599 FUND BALANCES - TOTAL CITY 49,179,225 63,142,038 (77,619,366) - 34,701,897 182 SA - SOBOBA DEBT (600,000) - - - (600,000) 186 SA - SJ PROJECT 1,061,629 - (64,115) - 997,514 187 SA - SJ DEBT 129,802 700,003 (600,098) - 229,707 189 SA - SJ LOW-MOD 41,799 375 (41,405) - 769 FUND BALANCES - SUCCESSOR AGENCY FUNDS 633,230 700,378 (705,618) - 627,990 PACKET PAGE: 172 AGENDA ITEM 5.6 December 16, 2014 TO: The Honorable Mayor and Members of the City Council FROM: Thomas Prill, Finance Director SUBJECT: Adoption of Fiscal Year 2014-15 Budget RECOMMENDATION: Staff recommends that the Successor Agency Board, by motion, adopt Resolution No. SA ________ adopting the Fiscal Year 2014-15 Operating and Capital Budget for the Successor Agency to the Redevelopment Agency of the City of San Jacinto (SA). BACKGROUND: The Executive Director and staff have prepared a proposed budget for the winding down of activities of the dissolved Redevelopment Agency for the SA Board’s discussion, deliberation and ultimate adoption. The budget is adopted by resolution, which provides for appropriations to operate the SA for the ensuing fiscal year. A detailed summary of the budget is presented to Agency Board here in the form of the Proposed Budget. This document summarizes the recommended expenditures in all budget funds and programs as well as any recommended service level enhancements and reserves levels. On June 17, 2014, continuing appropriations were adopted by the Agency Board, intending to provide a provisional budget until an appropriate budget could be adopted by December 31, 2014. DISCUSSION: Proposed revenues are $700,378 with recommended expenditures of $705,618, balanced by use of available fund balances. The expenditures include all capital project expenditures, even though all projects may not be completed within the next fiscal year. The proposed total budget is categorized as: Operations $ 64,115 Capital Projects 41,405 Debt Service 600,098 Total Budget $ 705,618 PACKET PAGE: 173 AGENDA ITEM 5.7 Operations and Projects The SA funds staffing as professional services that provide support to the agency. In addition, there is an anticipated $41,405 of carryover capital projects. Debt Service The SA funds the annual debt service for the 2005 San Jacinto RDA $9.4 million tax allocation bonds, as well as the 1984 loan from Eastern Municipal Water District to be paid by future tax increment. ALTERNATIVES: 1. Adopt the proposed budget as presented. 2. Amend and adopt the proposed budget. 3. Continue the proposed budget for further review and discussion. FISCAL IMPACT: The fiscal impact is that of proposed expenditures of $705,618, proposed revenues of $700,378, and the $5,240 use of available reserves. ATTACHMENTS: Resolution No. SA _________ PACKET PAGE: 174 AGENDA ITEM 5.7 STATE OF CALIFORNIA ) RESOLUTION NO. SA _____ COUNTY OF RIVERSIDE ) ss CITY OF SAN JACINTO ) A RESOLUTION OF THE SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF SAN JACINTO, CALIFORNIA, ADOPTING THE BUDGET FOR FISCAL YEAR 2014-2015 WHEREAS, the Successor Agency to the Redevelopment Agency of the City of San Jacinto wishes to adopt a budget for the subsequent fiscal year for estimated revenues and estimated expenditures; and WHEREAS, Staff has presented an operating and capital budget containing the Funds necessary to meet the needs of winding down the activities of the Redevelopment Agency of the City of San Jacinto; and WHEREAS, the Board has thoroughly examined and analyzed the proposed budget in order to meet the needs of winding the activities of the Redevelopment Agency of the City of San Jacinto; and WHEREAS, the Successor Agency to the Redevelopment Agency of the City of San Jacinto operates on a fiscal year beginning July 1st of each year; and WHEREAS, on June 17, 2014, the Board approved continuing appropriations to provide a provisional budget until an appropriate budget could be adopted by December 31, 2014; and NOW, THEREFORE, BE IT RESOLVED by the Board of the Successor Agency to the Redevelopment Agency of the City of San Jacinto (SA) as follows: Section 1. The budget for Fiscal Year 2014-2015, a copy of which is on file in the City Clerk’s office, is hereby adopted with projected beginning (combined) SA fund balances of $633,230, total expenditures of $705,618, including total capital expenditures of $41,405, to be funded by revenues of $700,378, and the use of available fund balance of $5,240. (Reference “Exhibit A”) Section 2. City Manager is hereby authorized to make budget adjustments to the adopted budget to reallocate appropriations between departmental activities and between SA Funds. Only the Agency Board, by motion and affirmative majority vote, by minute action or resolution, may increase or decrease total SA revenues and total expenditures in the FY 2014-2015 Adopted SA Budget. Section 3. All funds are authorized as presented in the budget document. Section 4. General Fund administrative overhead consisting of City Council, City Manager, City Clerk, City Attorney, Human Resources, Finance, and Non-departmental services is not to be allocated to SA funds. PACKET PAGE: 175 AGENDA ITEM 5.7 Section 5. Internal Service Funds for information technology, general liability, worker’s compensation and unemployment insurance are not to be allocated to SA funds. Section 6. Continuing appropriations are authorized for all unexpended and unencumbered Capital Project funds from all previous fiscal years as presented in the Construction in Progress (CIP) Schedule of the budget. The estimated carryover of unexpended, unencumbered SA projects is estimated for June 30, 2014 at $41,405. APPROVED, SIGNED and ADOPTED this 16th day of December 2014 by the following vote: Ayes: Nays: Absent: Abstain: Successor Agency to the Redevelopment Agency of the City of San Jacinto By: _____________________________ Crystal Ruiz, Chairman ATTEST: ___________________________________ Richard Miller, Agency Secretary APPROVED AS TO FORM: ___________________________________ City Attorney, City of San Jacinto Best, Best & Krieger, LLP. PACKET PAGE: 176 AGENDA ITEM 5.7 Fiscal Year 2014-2015 Budget EXHIBIT A Fiscal Year 2014-2015 Projected Fund Balances - Successor Agency 2013/2014 2014/2015 Projected Proposed Proposed Projected Fund # Fund Description Fund Balance Revenues Expenditures Fund Balance 182 SA - SOBOBA DEBT (600,000) - - (600,000) 186 SA - SJ PROJECT 1,061,629 - (64,115) 997,514 187 SA - SJ DEBT 129,802 700,003 (600,098) 229,707 189 SA - SJ LOW-MOD 41,799 375 (41,405) 769 FUND BALANCES 633,230 700,378 (705,618) 627,990 PACKET PAGE: 177 AGENDA ITEM 5.7