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081319 CC Agenda
In compliance with the Americans with Disabilities Act, if you need special assistance to participate in this meeting, please contact the office of the City Clerk (951) 694-6444. Notification 48 hours prior to a meeting will enable the City to make reasonable arrangements to ensure accessibility to that meeting [28 CFR 35.102.35.104 ADA Title II]. AGENDA TEMECULA CITY COUNCIL REGULAR MEETING COUNCIL CHAMBERS 41000 MAIN STREET TEMECULA, CALIFORNIA AUGUST 13, 2019 - 7:00 PM CALL TO ORDER: Mayor Mike Naggar PRELUDE MUSIC: Aubrey Chang INVOCATION: TBD FLAG SALUTE: Council Member Maryann Edwards ROLL CALL: Edwards, Rahn, Schwank, Stewart, Naggar PRESENTATIONS/PROCLAMATIONS Presentation of Proclamation Regarding the 2020 Census PUBLIC COMMENTS A total of 30 minutes is provided for members of the public to address the City Council on items that appear on the Consent Calendar or a matter not listed on the agenda. Each speaker is limited to three minutes. If the speaker chooses to address the City Council on an item listed on the Consent Calendar or a matter not listed on the agenda, a Request to Speak form may be filled out and filed with the City Clerk prior to the City Council addressing Public Comments and the Consent Calendar. Once the speaker is called to speak, please come forward. For all Public Hearing or Business items on the agenda, a Request to Speak form may be filed with the City Clerk prior to the City Council addressing that item. On those items, each speaker is limited to five minutes. CITY COUNCIL REPORTS Reports by the members of the City Council on matters not on the agenda will be made at this time. A total, not to exceed, ten minutes will be devoted to these reports. CONSENT CALENDAR All matters listed under Consent Calendar are considered to be routine and all will be enacted by one roll call vote. There will be no discussion of these items unless members of the City Council request specific items be removed from the Consent Calendar for separate action. Page 1 City Council Agenda August 13, 2019 1. Waive Reading of Standard Ordinances and Resolutions 2. 3. 4. Recommendation: Attachments: That the City Council waive the reading of the text of all standard ordinances and resolutions included in the agenda except as specifically required by the Government Code. Agenda Report Approve the Action Minutes of July 23, 2019 Recommendation Attachments That the City Council approve the action minutes of July 23, 2019. Action Minutes Approve the List of Demands Recommendation: That the City Council adopt a resolution entitled: Attachments: RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA ALLOWING CERTAIN CLAIMS AND DEMANDS AS SET FORTH IN EXHIBIT A Agenda Report Resolution List of Demands Approve Agreement with HDL Coren & Cone, Inc. for Property Tax Consulting and Revenue Recovery Professional Services Recommendation Attachments: That the City Council approve an agreement with HDL Coren & Cone, Inc., not to exceed $60,000 each fiscal year for the duration of the agreement, to provide professional property tax consulting and revenue recovery services. Agenda Report Agreement 5. AUUrove Agreement with Hinderliter de Llamas and Associates for Sales Tax Consultiniz and Recovery Fee Professional Services Recommendation: That the City Council approve an agreement with Hinderliter de Llamas and Associates, not to exceed $60,000 each fiscal year for the duration of the agreement, to provide professional sales tax consulting and recovery fee services. Attachments: Agenda Report Agreement Page 2 City Council Agenda August 13, 2019 6. Approve Annual Professional Services Agreements for Property Acquisition, and Architectural Services for the Department of Public Works/Capital Improvement Division for Fiscal Years 2020-2024 Recommendation: That the City Council approve annual professional services agreements for property acquisition, and architectural services for the Department of Public Works/Capital Improvement Division for Fiscals Years 2020-2024, as follows: - Paragon Partners, Ltd., Property Acquisition Services, $60,000 Annually - Gillis + Panichapan Architects, Inc., Architectural Services, $200,000 Annually - Miller Architectural Corporation, Architectural Services, $200,000 Annually - TR Design Group, Architecture, Architectural Services, $200,000 Annually Attachments: Agenda Report Agreements 7. Award a Construction Contract to Eagle Paving_ Company, Inc. for the Pavement Rehabilitation Program - Citywide, Enterprise Circle West and South, Rider Way and Commerce Center Drive, PW18-12 Recommendation: That the City Council: 1. Award a Construction Contract to Eagle Paving Company, Inc. in the amount of $631,475.00, for the Pavement Rehabilitation Program - Citywide, Enterprise Circle West and South, Rider Way and Commerce Center Drive, PW 18-12; 2. Authorize the City Manager to approve change orders not to exceed the contingency amount of $63,147.50, which is equal to 10% of the contract amount; 3. Make a finding that the Pavement Rehabilitation Program - Citywide, Enterprise Circle West and South, Rider Way and Commerce Center Drive, PW18-12 is exempt from Multiple Species Habitat Conservation Plan (MSHCP) fees. Attachments: Agenda Report Contract Project Description Project Location Map Page 3 City Council Agenda August 13, 2019 8. Receive and File Temporary Street Closures for 2019 Autumnfest Events Recommendation: That the City Council receive and file the following proposed action by the City Manager: Temporarily close certain streets for the following 2019 Autumnfest Events: Health & Community Resource Fair, Greek Festival, Touch a Truck, Veteran's Day. Attachments: Agenda Report Fyhihit A RECESS CITY COUNCIL MEETING TO SCHEDULED MEETINGS OF THE TEMECULA COMMUNITY SERVICES DISTRICT, THE SUCCESSOR AGENCY TO THE TEMECULA REDEVELOPMENT AGENCY, THE TEMECULA HOUSING AUTHORITY, AND THE TEMECULA PUBLIC FINANCING AUTHORITY Page 4 City Council Agenda August 13, 2019 TEMECULA COMMUNITY SERVICES DISTRICT MEETING CALL TO ORDER: President James "Stew" Stewart ROLL CALL: Edwards, Naggar, Rahn, Schwank, Stewart CSD PUBLIC COMMENTS A total of 30 minutes is provided for members of the public to address the Board of Directors on items that appear on the Consent Calendar or a matter not listed on the agenda. Each speaker is limited to three minutes. If the speaker chooses to address the Board on an item listed on the Consent Calendar or a matter not listed on the agenda, a Request to Speak form may be filled out and filed with the City Clerk prior to the Board addressing Public Comments and the Consent Calendar. Once the speaker is called to speak, please come forward. For all Public Hearing or Business items on the agenda, a Request to Speak form may be filed with the City Clerk prior to the Board addressing that item. On those items, each speaker is limited to five minutes. CSD CONSENT CALENDAR All matters listed under Consent Calendar are considered to be routine and all will be enacted by one roll call vote. There will be no discussion of these items unless Members of the Temecula Community Services District request specific items be removed from the Consent Calendar for separate action. 9. Approve the Action Minutes of July 23, 2019 Recommendation: That the Board of Directors approve the action minutes of July 23, 2019. Attachments: Action Minutes CSD DIRECTOR OF COMMUNITY SERVICES REPORT CSD GENERAL MANAGER REPORT CSD BOARD OF DIRECTOR REPORTS CSD ADJOURNMENT The next regular meeting of the Temecula Community Services District will be held on Tuesday, August 27, 2019, at 5:30 p.m., for a Closed Session, with regular session commencing at 7:00 p.m., at the Council Chambers located at 41000 Main Street, Temecula, California. Page 5 City Council Agenda August 13, 2019 JOINT MEETING: SUCCESSOR AGENCY TO THE TEMECULA REDEVELOPMENT AGENCY AND CITY COUNCIL CALL TO ORDER: Chairperson Mike Naggar ROLL CALL: Edwards, Rahn, Schwank, Stewart, Naggar SARDA PUBLIC COMMENTS A total of 30 minutes is provided for members of the public to address the Board of Directors on items that appear on the Consent Calendar or a matter not listed on the agenda. Each speaker is limited to three minutes. If the speaker chooses to address the Board on an item listed on the Consent Calendar or a matter not listed on the agenda, a Request to Speak form may be filled out and filed with the City Clerk prior to the Board addressing Public Comments and the Consent Calendar. Once the speaker is called to speak, please come forward. For all Public Hearing or Business items on the agenda, a Request to Speak form may be filed with the City Clerk prior to the Board addressing that item. On those items, each speaker is limited to five minutes. SARDA/COUNCIL PUBLIC HEARING 10. Approve the Modifications to the Ground Lease, Re _ug latory Agreement, Construction and Loan Agreement, and Residual Receipts Note Between the City of Temecula, as Housing Successor to the Former Temecula Redevelopment Agency, and Temecula Gardens LP (Affirmed Housing Located at 28493 Pujol Street Recommendation: That the City Council/Board of Directors: 1. Adopt a resolution entitled: RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA, ACTING IN ITS CAPACITY AS THE HOUSING SUCCESSOR, APPROVING MODIFICATIONS TO A GROUND LEASE, A REGULATORY AGREEMENT AND A RESIDUAL RECEIPTS NOTE, RELATING TO THE MISSION VILLAGE APARTMENTS PROJECT AND THE TAKING OF RELATED ACTIONS 2. Adopt a resolution entitled: RESOLUTION NO. SARDA A RESOLUTION OF THE BOARD OF DIRECTORS OF THE SUCCESSOR AGENCY TO THE TEMECULA REDEVELOPMENT AGENCY APPROVING MODIFICATIONS TO THE CONSTRUCTION AND TERM LOAN AGREEMENT, DATED JULY Page 6 City Council Agenda August 13, 2019 1, 1998, RELATING TO THE MISSION VILLAGE APARTMENTS PROJECT AND THE TAKING OF RELATED ACTIONS Attachments: Agenda Report Council Resolution Modification Ground Lease Agreement Amended Residual Receipts Note SARDA Resolution Modification Loan Agreement Summary Report Notice of Public Hearing SARDA EXECUTIVE DIRECTOR REPORT SARDA BOARD OF DIRECTOR REPORTS SARDA ADJOURNMENT The next regular meeting of the Successor Agency to the Redevelopment Agency will be held on Tuesday, August 27, 2019, at 5:30 p.m., for a Closed Session, with regular session commencing at 7:00 p.m., at the Council Chambers located at 41000 Main Street, Temecula, California. Page 7 City Council Agenda August 13, 2019 TEMECULA HOUSING AUTHORITY - NO MEETING TEMECULA PUBLIC FINANCING AUTHORITY CALL TO ORDER: Chairperson Mike Naggar ROLL CALL: Edwards, Rahn, Schwank, Stewart, Naggar TPFA PUBLIC COMMENT A total of 30 minutes is provided for members of the public to address the Board of Directors on items that appear on the Consent Calendar or a matter not listed on the agenda. Each speaker is limited to three minutes. If the speaker chooses to address the Board on an item listed on the Consent Calendar or a matter not listed on the agenda, a Request to Speak form may be filled out and filed with the City Clerk prior to the Board addressing Public Comments and the Consent Calendar. Once the speaker is called to speak, please come forward. For all Public Hearing or Business items on the agenda, a Request to Speak form may be filed with the City Clerk prior to the Board addressing that item. On those items, each speaker is limited to five minutes. TPFA CONSENT CALENDAR All matters listed under Consent Calendar are considered to be routine and all will be enacted by one roll call vote. There will be no discussion of these items unless Members of the Temecula Public Financing Authority request specific items be removed from the Consent Calendar for separate action. 11. Approve the Action Minutes of July 23, 2019 Recommendation: That the Board of Directors approve the action minutes of July 23, 2019. Attachments: Action Minutes TPFA EXECUTIVE DIRECTOR REPORT TPFA BOARD OF DIRECTOR REPORTS TPFA ADJOURNMENT The next regular meeting of the Temecula Public Financing Authority will be held on Tuesday, August 27, 2019, at 5:30 p.m., for a Closed Session, with regular session commencing at 7:00 p.m., at the Council Chambers located at 41000 Main Street, Temecula, California. Page 8 City Council Agenda August 13, 2019 RECONVENE TEMECULA CITY COUNCIL PUBLIC HEARING Any person may submit written comments to the City Council before a public hearing or may appear and be heard in support of or in opposition to the approval of the project(s) at the time of the hearing. If you challenge any of the project(s) in court, you may be limited to raising only those issues you or someone else raised at the public hearing or in written correspondence delivered to the City Clerk at, or prior to, the public hearing. 12. Adopt Weed Abatement Lien Resolution for FY 2017-18 and 2018-19 Recommendation: That the City Council adopt a resolution entitled: RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA ORDERING CONFIRMATION OF THE SPECIAL ASSESSMENTS AGAINST PARCELS OF LAND WITHIN THE CITY OF TEMECULA FOR COSTS OF ABATEMENT AND REMOVAL OF HAZARDOUS VEGETATION FOR FISCAL YEARS 2017-18 AND 2018-19 Attachments: Agenda Report Resolution F.xhihit A Public Hearin Ng otice COMMISSION REPORTS PUBLIC SAFETY REPORT CITY MANAGER REPORT CITY ATTORNEY REPORT ADJOURNMENT The next regular meeting of the City Council will be held on Tuesday, August 27, 2019, at 5:30 p.m., for a Closed Session, with regular session commencing at 7:00 p.m., at the Council Chambers located at 41000 Main Street, Temecula, California. Page 9 City Council Agenda August 13, 2019 NOTICE TO THE PUBLIC The full agenda packet (including staff reports, public closed session information, and any supplemental material available after the original posting of the agenda), distributed to a majority of the City Council regarding any item on the agenda, will be available for public viewing in the main reception area of the Temecula Civic Center during normal business hours at least 72 hours prior to the meeting. The material will also be available on the City's website at TemeculaCa.gov. and available for review at the respective meeting. If you have questions regarding any item on the agenda, please contact the City Clerk's Department at (951) 694-6444. Page 10 CITY COUNCIL - CONSENT Item No. 1 CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Randi Johl, Director of Legislative Affairs/City Clerk DATE: August 13, 2019 SUBJECT: Waive Reading of Standard Ordinances and Resolutions PREPARED BY: Randi Johl, Director of Legislative Affairs/City Clerk RECOMMENDATION: That the City Council waive the reading of the text of all standard ordinances and resolutions included in the agenda except as specifically required by the Government Code. BACKGROUND: The City of Temecula is a general law city formed under the laws of the State of California. With respect to adoption of ordinances and resolutions, the City adheres to the requirements set forth in the Government Code. Unless otherwise required, the full reading of the text of standard ordinances and resolutions is waived. FISCAL IMPACT: None ATTACHMENTS: None Item No. 2 ACTION MINUTES TEMECULA CITY COUNCIL REGULAR MEETING COUNCIL CHAMBERS 41000 MAIN STREET TEMECULA, CALIFORNIA DULY 23, 2019 - 7:00 PM CLOSED SESSION - 6:00 P.M. CONFERENCE WITH REAL PROPERTY NEGOTIATORS. The City Council convened in closed session pursuant to Government Code Section 54956.8 regarding the amendments to the lease of the Mission Village Apartments real property owned by the City located 28493 Pujol Street (APNs: 940-310-050, 051, 052; 922-054-021, 022, 023). The parties to the negotiations for the potential sale of the property are: Temecula Gardens II, L.P., a California limited partnership and the City of Temecula. Negotiators for the City of Temecula are: Aaron Adams, Greg Butler, Luke Watson and Peter Thorson. Under negotiation are price and terms of the amendment of the lease of the property. CONFERENCE WITH REAL PROPERTY NEGOTIATORS. The City Council convened in closed session pursuant to Government Code Section 54956.8 regarding the potential lease of approximately .5 acres of real property owned by the City located on the north side of the City's Southside Parking lot at 28721 Old Town Front Street. The parties to the negotiations for the potential lease of the property are: Tesla Inc. and the City of Temecula. Negotiators for the City of Temecula are: Aaron Adams, Greg Butler, Patrick Thomas and Peter Thorson. Under negotiation are price and terms of the potential lease of the property. CALL TO ORDER at 7:00 PM: Mayor Mike Naggar PRELUDE MUSIC: Gina Wingfield INVOCATION: Pastor Ricardo Velarde of Reliance Church FLAG SALUTE: Mayor Pro Tempore Stewart ROLL CALL: Edwards, Rahn, Schwank, Stewart, Naggar RECESS: At 7:02 PM, the City Council recessed and convened as the Temecula Community Services District Meeting for Public Hearing Item 12. At 7:21 PM, the City Council resumed with the City Council Agenda. RECONVENE TEMECULA CITY COUNCIL PRESENTATIONS/PROCLAMATIONS Presentation to City Council by American Patriot Music Project Presentation Regarding City of Temecula's Drive Safe Campaign PUBLIC COMMENTS The following individuals addressed the City Council on a non-agendized items: • Bob Kowell • Ira Robinson CITY COUNCIL REPORTS CONSENT CALENDAR Unless otherwise indicated below, the following pertains to all items on the Consent Calendar. Approved the Staff Recommendation (4-0, Rahn absent): Motion by Schwank, Second by Stewart. The electronic vote reflected unanimous approval with Rahn absent. 1. Waive Reading of Standard Ordinances and Resolutions Recommendation: That the City Council waive the reading of the text of all standard ordinances and resolutions included in the agenda except as specifically required by the Government Code. 2. Approve the Action Minutes of July 9, 2019 Recommendation: That the City Council approve the action minutes of July 9, 2019. 3. Approve the List of Demands Recommendation: That the City Council adopt a resolution entitled: RESOLUTION NO. 19-47 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA ALLOWING CERTAIN CLAIMS AND DEMANDS AS SET FORTH IN EXHIBIT A 4. Approve the City Treasurer's Report as of May 31, 2019 Recommendation: That the City Council approve and file the City Treasurer's Report as of May 31, 2019. 5. Approve Meeting Schedule for City Council Meetings for the Months of November and December 2019 Recommendation: That the City Council approve the meeting schedule canceling the meetings of November 26, 2019 and December 24, 2019. 6. Adopt a Resolution to Establish the Amount of the Voter -Approved Measure C Annual Special Tax Lew for Fiscal Year 2019-20 Recommendation: That the City Council adopt a resolution entitled: RESOLUTION NO. 19-48 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA ESTABLISHING THE AMOUNT OF THE SPECIAL TAX LEVY FOR FISCAL YEAR 2019-20 TO PROVIDE FOR RECREATION AND HUMAN SERVICES PROGRAMS AND THE OPERATION, MAINTENANCE AND SERVICING OF PUBLIC PARKS AND RECREATIONAL FACILITIES, MEDIAN LANDSCAPING, AND ARTERIAL STREET LIGHTS AND TRAFFIC SIGNALS 7. Approve an Agreement for Consultant Services with MDG Associates, Inc. to Provide Community Development Block Grant (CDBG) Administration Services for Fiscal Years 2019-22 Recommendation: That the City Council approve an agreement for consultant services with MDG Associates, Inc. for a total agreement of $80,600 annually, to provide Community Development Block Grant (CDBG) Administration Services for Fiscal Years 2019-22, not to exceed $241,800 over the term of the agreement. 8. Adopt a Resolution to Designate the Director of Public Works/City Engineer as the Authorized Representative to Execute for Disaster Relief and Emergency Financial Assistance Recommendation: That the City Council adopt a resolution entitled: RESOLUTION NO. 19-49 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA DESIGNATING THE DIRECTOR OF PUBLIC WORKS/CITY ENGINEER AS THE AUTHORIZED INDIVIDUAL TO EXECUTE FOR AND ON BEHALF OF THE CITY OF TEMECULA FOR THE PURPOSES OF OBTAINING CERTAIN FEDERAL FINANCIAL ASSISTANCE UNDER PUBLIC LAW 93-288 AS AMENDED BY THE ROBERT T. STAFFORD DISASTER RELIEF AND EMERGENCY ASSISTANCE ACT OF 1988, AND/OR STATE FINANCIAL ASSISTANCE UNDER THE CALIFORNIA DISASTER ASSISTANCE ACT 9. Approve Professional Services Agreements for Various Annual Services for the Department of Public Works/Capital Improvement Division for Fiscal Years 2020-2024 Recommendation: That the City Council approve professional services agreements for annual services for engineering, survey and environmental, and geotechnical and materials testing for the Department of Public Works/Capital Improvement Division for Fiscal Years 2020-2024 as follows: - CASC Engineering and Consulting, Inc., Engineering, Survey & Environmental Services, $200,000 Annually - David Evans and Associates, Inc., Engineering, Survey & Environmental Services, $200,000 Annually - Engineering Resources of Southern California, Inc., Engineering, Survey & Environmental Services, $200,000 Annually - SB&O, Inc., Engineering, Survey & Environmental Services, $200,000 Annually - Geocon West, Inc., Geotechnical and Materials Testing, $200,000 Annually - Leighton Consulting, Inc., Geotechnical and Materials Testing, $200,000 Annually - MTGL, Inc., Geotechnical and Materials Testing, $200,000 Annually 10. Approve the Amendments to Annual Agreements for Construction Management Services for the Department of Public Works, Capital Improvement Program (CIP) Division for Fiscal Year 2019-20 Recommendation: That the City Council approve the amendments to annual agreements for construction management services, for the Department of Public Works, Capital Improvement Program (CIP) Division for Fiscal Year 2019-20 as follows: - CivilSource, Inc., Second Amendment, $400,000 - Falcon Engineering Services, Inc., Second Amendment, $400,000 - Wallace and Associates Consulting, Inc., Second Amendment, $400,000 RECESS: At 8:06 PM, the City Council recessed and convened as the Temecula Community Services District Meeting and Temecula Public Financing Authority. At 8:10 PM, the City Council resumed with the remainder of the City Council Agenda. RECONVENE TEMECULA CITY COUNCIL DEPARTMENTAL REPORTS 14. Community Development Department Monthly Report 15. Fire Department Monthly Report 4 6. Police Department Monthly Report 47. Public Works Department Monthly Report COMMISSION REPORTS PUBLIC SAFETY REPORT CITY MANAGER REPORT CITY ATTORNEY REPORT The City Attorney stated there was no reportable actions for closed session. RECESS: At 8:14 PM, the City Council recessed and convened as the Temecula Community Services District Meeting for the results of the ballot tabulations for Public Hearing Item 12. At 7:21 PM, the City Council resumed with the remainder of the City Council Agenda. RECONVENE TEMECULA CITY COUNCIL ADJOURNMENT At 8:28 PM, the City Council meeting was formally adjourned to Tuesday, August 13, 2019, at 5:30 PM for Closed Session, with regular session commencing at 7:00 PM, City Council Chambers, 41000 Main Street, Temecula, California. Michael S. Naggar, Mayor ATTEST: Randi Johl, City Clerk [SEAL] Item No. 3 CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Jennifer Hennessy, Director of Finance DATE: August 13, 2019 SUBJECT: Approve the List of Demands PREPARED BY: Jada Shafe, Accounting Technician II RECOMMENDATION: That the City Council adopt a resolution entitled: RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA ALLOWING CERTAIN CLAIMS AND DEMANDS AS SET FORTH IN EXHIBIT A BACKGROUND: All claims and demands are reported and summarized for review and approval by the City Council on a routine basis at each City Council meeting. The attached claims represent the paid claims and demands since the last City Council meeting. FISCAL IMPACT: All claims and demands were paid from appropriated funds or authorized resources of the City and have been recorded in accordance with the City's policies and procedures. ATTACHMENTS: 1. Resolution 2. List of Demands RESOLUTION NO. 19- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA ALLOWING CERTAIN CLAIMS AND DEMANDS AS SET FORTH IN EXHIBIT A THE CITY COUNCIL OF THE CITY OF TEMECULA DOES HEREBY RESOLVE AS FOLLOWS: Section 1. That the following claims and demands as set forth in Exhibit A, on file in the office of the City Clerk, has been reviewed by the City Manager's Office and that the same are hereby allowed in the amount of $10,718,218.18 Section 2. The City Clerk shall certify the adoption of this resolution. PASSED, APPROVED, AND ADOPTED by the City Council of the City of Temecula this 131h day of August, 2019. Michael S. Naggar, Mayor ATTEST: Randi Johl, City Clerk [SEAL] STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss CITY OF TEMECULA ) I, Randi Johl, City Clerk of the City of Temecula, do hereby certify that the foregoing Resolution No. 19- was duly and regularly adopted by the City Council of the City of Temecula at a meeting thereof held on the 13t' day of August, 2019, by the following vote: AYES: COUNCIL MEMBERS: NOES: COUNCIL MEMBERS: ABSTAIN: COUNCIL MEMBERS: ABSENT: COUNCIL MEMBERS: Randi Johl, City Clerk CITY OF TEMECULA LIST OF DEMANDS 07/11/2019 TOTAL CHECK RUN: 07/18/2019 TOTAL CHECK RUN: 07/25/2019 TOTAL CHECK RUN: 07/11/2019 TOTAL PAYROLL RUN: 07/25/2019 TOTAL PAYROLL RUN: TOTAL LIST OF DEMANDS FOR 08/13/2019 COUNCIL DISBURSEMENTS BY FUND: CHECKS: 3,948,819.63 1,475,569.30 4,071,100.34 644,479.63 578,249.28 $ 10,718,218.18 001 GENERAL FUND $ 6,797,341.58 125 PEG PUBLIC EDUCATION & GOVERNMENT 1,438.62 140 COMMUNITY DEV BLOCK GRANT 18,563.32 165 AFFORDABLE HOUSING 25,796.43 170 MEASURE A FUND 75,430.00 190 COMMUNITY SERVICES DISTRICT 595,951.23 192 TCSD SERVICE LEVEL "B" STREET LIGHTS 440.96 194 TCSD SERVICE LEVEL D REFUSE RECYCLING 1,493.15 196 TCSD SERVICE LEVEL "L" LAKE PARK MAINT. 19,120.07 197 TEMECULA LIBRARY FUND 24,353.91 210 CAPITAL IMPROVEMENT PROJECT FUND 968,076.00 300 INSURANCE FUND 43,210.79 305 WORKERS' COMPENSATION 12,425.85 310 VEHICLE AND EQUIPMENT FUND 83,075.12 320 INFORMATION TECHNOLOGY 258,477.17 325 TECHNOLOGY REPLACEMENT FUND 8,672.59 330 CENTRAL SERVICES 22,002.84 340 FACILITIES 99,854.33 350 FACILITY REPLACEMENT FUND 61,918.74 380 RDA DEBT SERVICE FUND 305,000.00 472 CFD 01-2 HARVESTON A&B DEBT SERVICE 1,740.56 473 CFD 03-1 CROWNE HILL DEBT SERVICE FUND 1,740.61 474 AD 03-4 JOHN WARNER ROAD DEBT SERVICE 1,211.33 475 CFD03-3 WOLF CREEK DEBT SERVICE FUND 1,764.17 476 CFD 03-6 HARVESTON 2 DEBT SERVICE FUND 1,740.61 477 CFD 03-02 RORIPAUGH DEBT SERVICE FUND 1,787.76 478 CFD 16-01 RORIPAUGH PHASE 11 1,743.67 501 SERVICE LEVEL"C"ZONE 1 SADDLEWOOD 402.18 502 SERVICE LEVEL"C"ZONE 2 WINCHESTER CREEK 411.55 503 SERVICE LEVEL"C"ZONE 3 RANCHO HIGHLANDS 1,523.91 504 SERVICE LEVEL"C"ZONE 4 THE VINEYARDS 126.43 505 SERVICE LEVEL"C"ZONE 5 SIGNET SERIES 600.81 506 SERVICE LEVEL"C"ZONE 6 WOODCREST COUNTRY 241.91 507 SERVICE LEVEL"C"ZONE 7 RIDGEVIEW 303.17 508 SERVICE LEVEL"C"ZONE 8 VILLAGE GROVE 3,552.91 509 SERVICE LEVEL"C"ZONE 9 RANCHO SOLANA 81.87 510 SERVICE LEVEL"C"ZONE 10 MARTINIQUE 520.60 511 SERVICE LEVEL"C"ZONE 11 MEADOWVIEW 58.92 512 SERVICE LEVEL"C"ZONE 12 VINTAGE HILLS 2,036.94 513 SERVICE LEVEL"C"ZONE 13 PRESLEY DEVELOP 981.45 514 SERVICE LEVEL"C"ZONE 14 MORRISON HOMES 332.90 515 SERVICE LEVEL"C"ZONE 15 BARCLAY ESTATE 150.92 516 SERVICE LEVEL"C"ZONE 16 TRADEWINDS 846.85 517 SERVICE LEVEL"C"ZONE 17 MONTE VISTA 42.93 518 SERVICE LEVEL"C"ZONE 18 TEMEKU HILLS 1,169.95 519 SERVICE LEVEL"C"ZONE 19 CHANTEMAR 929.48 520 SERVICE LEVEL"C"ZONE 20 CROWNE HILL 2,655.81 521 SERVICE LEVEL"C"ZONE 21 VAIL RANCH 4,001.03 522 SERVICE LEVEL"C"ZONE 22 SUTTON PLACE 75.98 523 SERVICE LEVEL"C"ZONE 23 PHEASENT RUN 237.98 524 SERVICE LEVEL"C"ZONE 24 HARVESTON 21,813.70 525 SERVICE LEVEL"C"ZONE 25 SERENA HILLS 404.09 526 SERVICE LEVEL"C"ZONE 26 GALLERYTRADITION 56.05 527 SERVICE LEVEL"C"ZONE 27 AVONDALE 290.91 528 SERVICE LEVEL"C"ZONE 28 WOLF CREEK 7,285.64 529 SERVICE LEVEL"C"ZONE 29 GALLERY PORTRAIT 52.99 700 CERBT CALIFORNIA EE RETIREE-GASB45 9,928.00 $ 9,495,489.27 001 GENERAL FUND $ 636,066.17 140 COMMUNITY DEV BLOCK GRANT 1,337.25 165 AFFORDABLE HOUSING 9,218.33 190 TEMECULA COMMUNITY SERVICES DISTRICT 406,991.61 192 TCSD SERVICE LEVEL B STREET LIGHTS 939.57 194 TCSD SERVICE LEVEL D REFUSE RECYCLING 2,499.03 196 TCSD SERVICE LEVEL "L" LAKE PARK MAINT. 1,224.14 197 TEMECULA LIBRARY FUND 5,138.67 300 INSURANCE FUND 2,134.41 305 WORKERS' COMPENSATION 1,575.22 320 INFORMATION TECHNOLOGY 68,757.17 330 CENTRAL SERVICES 8,580.51 340 FACILITIES 15,357.83 472 CFD 01-2 HARVESTON A&B DEBT SERVICE 205.08 473 CFD 03-1 CROWNE HILL DEBT SERVICE FUND 205.04 474 AD03-4 JOHN WARNER ROAD DEBT SERVICE 205.04 475 CFD03-3 WOLF CREEK DEBT SERVICE FUND 258.56 476 CFD 03-6 HARVESTON 2 DEBT SERVICE FUND 205.04 477 CFD 03-02 RORIPAUGH DEBT SERVICE FUND 311.92 478 CFD 16-01 RORIPAUGH PHASE II 205.04 501 SERVICE LEVEL"C"ZONE I SADDLEWOOD 1.79 502 SERVICE LEVEL"C"ZONE 2 WINCHESTER CREEK 43.35 503 SERVICE LEVEL"C"ZONE 3 RANCHO HIGHLANDS 1.29 504 SERVICE LEVEL"C"ZONE 4 THE VINEYARDS 8.77 505 SERVICE LEVEL"C"ZONE 5 SIGNET SERIES 43.35 506 SERVICE LEVEL"C"ZONE 6 WOODCREST COUNTRY 22.05 507 SERVICE LEVEL"C"ZONE 7 RIDGEVIEW 43.35 508 SERVICE LEVEL"C"ZONE 8 VILLAGE GROVE 515.03 509 SERVICE LEVEL"C"ZONE 9 RANCHO SOLANA 3.61 510 SERVICE LEVEL"C"ZONE 10 MARTINIQUE 17.39 511 SERVICE LEVEL"C"ZONE I I MEADOWVIEW 5.96 512 SERVICE LEVEL"C"ZONE 12 VINTAGE HILLS 193.13 513 SERVICE LEVEL"C"ZONE 13 PRESLEY DEVELOP. 43.35 514 SERVICE LEVEL"C"ZONE 14 MORRISON HOMES 13.41 515 SERVICE LEVEL"C"ZONE 15 BARCLAY ESTATES 11.79 516 SERVICE LEVEL"C"ZONE 16 TRADEWINDS 48.46 517 SERVICE LEVEL"C"ZONE 17 MONTE VISTA 1.29 518 SERVICE LEVEL"C"ZONE 18 TEMEKU HILLS 183.60 519 SERVICE LEVEL"C"ZONE 19 CHANTEMAR 126.89 520 SERVICE LEVEL"C"ZONE 20 CROWNE HILL 313.92 521 SERVICE LEVEL"C"ZONE 21 VAIL RANCH 483.48 522 SERVICE LEVEL"C"ZONE 22 SUTTON PLACE 8.30 523 SERVICE LEVEL"C"ZONE 23 PHEASENT RUN 12.23 524 SERVICE LEVEL"C"ZONE 24 HARVESTON 260.83 525 SERVICE LEVEL"C"ZONE 25 SERENA HILLS 85.01 526 SERVICE LEVEL"C"ZONE 26 GALLERYTRADITION 2.44 527 SERVICE LEVEL"C"ZONE 27 AVONDALE 12.23 528 SERVICE LEVEL"C"ZONE 28 WOLF CREEK 433.55 529 SERVICE LEVEL"C"ZONE 29 GALLERY PORTRAIT 8.30 700 CERBT CALIFORNIA EE RETIREE-GASB45 58,365.13 1,222,728.91 TOTAL BY FUND: $ 10,718,218.18 apChkLst Final Check List Page: 1 07/11/2019 10:20:31AM CITY OF TEMECULA Bank: union UNION BANK Check # Date Vendor 6606 06/26/2019 006887 UNION BANK OF CALIFORNIA 020792 CANVA.COM 006937 SOUTHWEST AIRLINES 019953 CAESARS ENTERTAINMENT CORP, DBA PARIS HOTEL 001264 COSTCO TEMECULA 491 013338 APPLE STORE 019321 VISIT TEMECULA VALLEY 013338 APPLE STORE 019953 CAESARS ENTERTAINMENT CORP, DBA PARIS HOTEL 019953 CAESARS ENTERTAINMENT CORP, DBA PARIS HOTEL 019953 CAESARS ENTERTAINMENT CORP, DBA PARIS HOTEL 019953 CAESARS ENTERTAINMENT CORP, DBA PARIS HOTEL 021279 PROMO VIDEO 019953 CAESARS ENTERTAINMENT CORP, DBA PARIS HOTEL 006937 SOUTHWEST AIRLINES 019953 CAESARS ENTERTAINMENT CORP, DBA PARIS HOTEL 019953 CAESARS ENTERTAINMENT CORP, DBA PARIS HOTEL 019953 CAESARS ENTERTAINMENT CORP, DBA PARIS HOTEL 019953 CAESARS ENTERTAINMENT CORP, DBA PARIS HOTEL 001264 COSTCO TEMECULA 491 019592 URBAN CAFE 6641 07/05/2019 020062 MEDLINE INDUSTRIES INC 6642 07/03/2019 007282 AMAZON COM INC, SYNCB/AMAZON 6643 07/05/2019 007282 AMAZON COM INC, SYNCB/AMAZON Description GB FACEBOOK BOOST: ECO DEV GB AIRFARE: ICSC CONF: WATSON GB LODGING: ICSC CONF: EDWARDS GB MISC SUPPLIES: ECO DEV GB ADD'L PHONE STORAGE: BEMOLL GB REGISTRATION: STATE OF TOURISM GB SUPPLIES: IPAD CASE & KEYBOARD: GB LODGING: ICSC CONF: WATSON GB LODGING: ICSC CONF: BEMOLL GB LODGING: ICSC CONF: EDWARDS GB LODGING: ICSC CONF: EDWARDS GB REFUND: MEMBERSHIP GB LODGING: ICSC CONF: DAMKO GB AIRFARE: ICSC CONF: WATSON GB LODGING: ICSC CONF: WATSON GB LODGING: ICSC CONF: DAMKO GB LODGING: ICSC CONF: BEMOLL GB LODGING: ICSC CONF: EDWARDS GB MISC SUPPLIES: WORKFORCE GB RFRSHMNTS: MEETING AT INCUBATOR QE DEC 2018 SALES TAX PHS MISC SUPPLIES: ECO DEV ECON DEV: OPEN PO MISC. SUPPLIES MISC OFC SUPPLIES:FINANCE Amount Paid Check Total 12.95 126.00 600.58 164.20 0.99 100.00 129.25 -178.01 -178.01 -147.39 -439.92 -468.00 -218.45 393.96 587.31 587.31 587.31 587.31 248.86 154.85 570,343.00 34.05 36.80 12.50 2,651.10 570,343.00 70.85 12.50 Page:1 apChkLst Final Check List Page: 2 07/11/2019 10:20:31AM CITY OF TEMECULA Bank: union UNION BANK (Continued) Check # Date Vendor Description 6644 06/27/2019 000262 RANCHO CALIF WATER VARI MAY WATER- 3003545 N DISTRICT GENERAL KEARNY 6645 06/25/2019 002390 EASTERN MUNICIPAL WATER MAY WATER: 32131 S LOOP RD DIST 6646 06/25/2019 002390 EASTERN MUNICIPAL WATER MAY 39656 DIEGO DR DIST 6647 06/25/2019 002390 EASTERN MUNICIPAL WATER MAY 234889-01 32131 S LOOP RD DIST 6648 06/25/2019 002390 EASTERN MUNICIPAL WATER MAY 234890-01 32131 S LOOP RD DIST 6649 06/24/2019 001212 SO CALIF GAS COMPANY MAY 091-085-1632-0 41951 MORAGA RD 6650 06/21/2019 000537 SO CALIF EDISON MAY 2-29-223-9571 30395 MURRIETA HOT SPR 6651 06/21/2019 000537 SO CALIF EDISON MAY 2-41-578-1897 32005 MURRIETA HOT SPR 6652 06/21/2019 000537 SO CALIF EDISON MAY 2-31-419-2659 26706 YNEZ RD 6653 06/21/2019 000537 SO CALIF EDISON MAY 2-28-171-2620 40820 WINCHESTER RD 6654 07/05/2019 006887 UNION BANK OF CALIFORNIA 018925 FIREHOUSE SUBS MH RFRSHMNT: ENERGOV USER GROUP MTG 5/21 018925 FIREHOUSE SUBS MH RFRSHMNT: ENERGOV USER GROUP MTG 5/21 013338 APPLE STORE MH MACBOOK CHARGER: NAGGAR, M. 015112 ENVATO.COM MH VIDEO TEMPLATE: INFO TECH 008956 PANERA BREAD MH RFRSHMNTS: ENERGOV USER GROUP MTG 008567 GODADDY.COM INC. MH DOMAIN RENEWAL: INFO TECH 021274 ZOOM.US MH ZOOM VIDEO COMMUNICATIONS 020788 HD ON TAP MH LIVE CAM WEB STREAMING 6655 06/24/2019 000537 SO CALIF EDISON MAY 2-30-099-3847 29721 RYECREST Amount Paid Check Total 14,130.65 14,130.65 53.46 53.46 118.15 118.15 193.60 193.60 290.34 290.34 1,159.87 1,159.87 22.36 22.36 124.16 124.16 140.20 140.20 535.50 535.50 344.09 58.72 73.95 31.00 312.00 105.85 386.90 348.00 1,660.51 10.90 10.90 Paget apChkLst 07/11/2019 10:20:31AM Final Check List CITY OF TEMECULA Page: 3 Bank: union UNION BANK (Continued) Check # Date Vendor Description Amount Paid Check Total 6656 06/24/2019 000537 SO CALIF EDISON MAY 2-33-237-4818 30499 RANCHO CAL 101.98 101.98 6657 06/24/2019 000537 SO CALIF EDISON MAY 2-29-974-7568 26953 YNEZ RD 130.04 130.04 6658 06/24/2019 000537 SO CALIF EDISON MAY 2-31-693-9784 26036 YNEZ RD 352.17 352.17 6659 06/24/2019 000537 SO CALIF EDISON MAY 2-26-887-0789 40233 VILLAGE RD 2,549.30 2,549.30 6660 06/24/2019 000537 SO CALIF EDISON MAY 2-00-397-5059 33340 CAMINO 5,989.40 5,989.40 PIEDRA 6661 06/25/2019 000537 SO CALIF EDISON MAY 2-30-296-9522 46679 PRIMROSE 259.49 259.49 AVE 6662 07/11/2019 007282 AMAZON COM INC, BOOKS/COLLECTIONS:LIBRARY 70.27 SYNCB/AMAZON SUPPLIES:TVM &ACE 197.89 SUPPLIES:TVM &ACE 6.45 SUPPLIES:SPECIAL EVENTS 63.00 SUPPLIES:TVM &ACE 33.55 RECREATION SUPPLIES:CRC 35.90 RECREATION SUPPLIES:CRC 12.98 MISCELLANEOUS SUPPLIES:TCC 1,325.90 SUPPLIES:AQUATICS 121.77 MISC OFC SUPPLIES: BLDG & SAFETY 37.49 SUPPLIES:AQUATICS 21.56 SUPPLIES:AQUATICS 13.50 SUPPLIES:AQUATICS 269.98 PRGRM TOOLS: HUMAN SVCS 242.45 PRGRM TOOLS: HUMAN SVCS 33.20 PRGRM TOOLS: HUMAN SVCS 49.75 PRGRM TOOLS: HUMAN SVCS 16.10 PRGRM TOOLS: HUMAN SVCS 115.25 SUPPLIES:TVM AND ACE 67.60 2,734.59 6663 07/01/2019 002390 EASTERN MUNICIPAL WATER MAY WATER: 31991 RORIPAUGH 30.62 30.62 DIST VALLEY RD 6664 07/01/2019 002390 EASTERN MUNICIPAL WATER MAY WATER: 31991 RORIPAUGH 771.35 771.35 DIST VALLEY RD 6665 07/01/2019 010276 TIME WARNER CABLE JUN INTERNET SVCS-28922 PUJOL ST 586.83 586.83 6666 07/01/2019 010276 TIME WARNER CABLE JUN INTERNET SVCS-41845 6TH ST 586.83 586.83 Page:3 apChkLst Final Check List Page: 4 07/11/2019 10:20:31AM CITY OF TEMECULA Bank: union UNION BANK Check # Date Vendor 6667 07/03/2019 018858 FRONTIER CALIFORNIA INC 6668 07/03/2019 018858 FRONTIER CALIFORNIA INC 6669 07/03/2019 018858 FRONTIER CALIFORNIA INC 6670 07/05/2019 018858 FRONTIER CALIFORNIA INC 6671 07/05/2019 018858 FRONTIER CALIFORNIA INC 6672 07/05/2019 010276 TIME WARNER CABLE 6673 07/05/2019 010276 TIME WARNER CABLE 6674 07/08/2019 010276 TIME WARNER CABLE 6675 07/08/2019 010276 TIME WARNER CABLE 6676 07/08/2019 010276 TIME WARNER CABLE 6677 07/08/2019 010276 TIME WARNER CABLE 6678 07/09/2019 006887 UNION BANK OF CALIFORNIA 008736 YNEZ SUBWAY INC 019953 CAESARS ENTERTAINMENT CORP. DBA PARIS HOTEL (Continued) Description Amount Paid Check Total JUN INTERNET SVCS-SENIOR CTR 150.98 150.98 JUN INTERNET SVCS- CITY HALL 2,649.77 2,649.77 JUN INTERNET SVCS- CITY HALL 5,213.48 5,213.48 JUN INTERNET SVCS- LIBRARY 190.98 190.98 JUN INTERNET SVCS-FIRE STATION 73 121.84 121.84 JUN INTERNET SVCS-32364 54.99 54.99 OVERLAND TRL JUN INTERNET SVCS- 40820 586.83 586.83 WINCHESTER RD JULY INTERNET SVCS-32211 WOLF 189.40 189.40 VLY RD JULY INTERNET SVCS-29119 348.30 348.30 MARGARITA RD JULY INTERNET SVCS-30755 AULD RD 680.82 680.82 JULY INTERNET SVCS-41000 MAIN ST 3,430.75 3,430.75 ME RFRSHMNTS: ICSC CONF 9.43 ME PARKING: ICSC CONF 45.00 54.43 Page:4 apChkLst Final Check List Page: 5 07/11/2019 10:20:31AM CITY OF TEMECULA Bank: union UNION BANK Check # Date Vendor 6679 07/09/2019 006887 UNION BANK OF CALIFORNIA 001264 COSTCO TEMECULA 491 021310 ROGUE FITNESS 016837 LIFEPROOF 001264 COSTCO TEMECULA 491 021256 PPI TRAINING, TRAINING AND DEVELOPMENT 021256 PPI TRAINING, TRAINING AND DEVELOPMENT 008530 WITMER PUBLIC SAFETY GROUP 011781 FIRE INNOVATIONS LLC 6680 07/09/2019 006887 UNION BANK OF CALIFORNIA 006952 PAYPAL 014821 CPE STORE INC, THE 6681 07/09/2019 006887 UNION BANK OF CALIFORNIA 012550 COURTYARD BY MARRIOTT 012550 COURTYARD BY MARRIOTT 6682 07/09/2019 006887 UNION BANK OF CALIFORNIA 000645 SMARTAND FINAL INC 009720 STARBUCKS CORPORATION 020767 SQUARESPACE INC 6683 07/09/2019 006887 UNION BANK OF CALIFORNIA 000210 LEAGUE OF CALIF CITIES 6684 07/09/2019 006887 UNION BANK OF CALIFORNIA 000515 TEMECULA VALLEY CHAMBER OF, COMMERCE 000647 CALIF DEPT OF CONSUMER AFFAIRS 000647 CALIF DEPT OF CONSUMER AFFAIRS (Continued) Description Amount Paid Check Total JG SYMPATHY FLOWERS: BOKKES 43.49 JG GYM EQUIPMENT: STATION 95 103.98 JG SHIPPING CHARGES FOR 6.99 WARRANTY ITEM JG SYMPATHY FLOWERS: WIGLE, E. 40.94 JG REGIST: INSPECTOR TRAINING: -175.00 BOKKES JG REGIST: INSPECTOR TRAINING: -175.00 AMEZCUA JG EQUIPMENT: TOOL KIT FOR 170.98 ENGINE JG SCBA COMPANY IDENTIFIERS FOR 125.37 141.75 ENGINE JH VERISIGN PAYFLOW PRO 62.00 TRANSACTION JH SUBSCRIPTION: GAAP GUIDEBOOK 205.59 267.59 LM LODGING: CRIME FREE TRAINING: 137.74 ODEN LM LODGING: CRIME FREE TRAINING: 137.76 275.50 ODEN RG SUPPLIES: HELP CENTER & PD 74.37 MTG RG RFRSHMNTS: MEETING 5/23 17.95 RG SUBSCRIPTION OF DIGITAL 216.00 308.32 PICTURES ZS REGIST: LOCC CONF 10/16-10/18 550.00 550.00 PT REGISTRATION: STATE OF THE 500.00 CITY PT MEMBERSHIP RENEWAL: THOMAS 1.00 PT MEMBERSHIP RENEWAL: THOMAS 115.00 616.00 Page:5 apChkLst Final Check List Page: 6 07/11/2019 10:20:31AM CITY OF TEMECULA Bank: union UNION BANK Check # Date Vendor 6685 07/09/2019 006887 UNION BANK OF CALIFORNIA 012915 LUCILLE'S BBQ 017736 FEAST CALIFORNIA CAFE LLC, DBA CORNER BAKERY CAFE 007047 OLIVE GARDEN 000867 WESTIN HOTEL, THE 6686 07/09/2019 006887 UNION BANK OF CALIFORNIA 007028 AMERICAN AIRLINES 001060 HYATT 015496 SAN D I EGO Al RPORT PARKI N G 000210 LEAGUE OF CALIF CITIES 6687 07/09/2019 006887 UNION BANK OF CALIFORNIA 021229 SPEEDBINDER INC 021229 SPEEDBINDER INC 001264 COSTCO TEMECULA 491 008668 WES FLOWERS 016883 MUNICIPAL MANAGEMENT, ASSOCIATION OF SO CALIF 015421 SURVEYMONKEY.COM 008956 PANERA BREAD 009612 BJS RESTAURANTS INC 017300 ADOBE.COM 015421 SURVEYMONKEYCOM 008668 WES FLOWERS 6689 07/11/2019 010349 CALIF DEPT OF CHILD SUPPORT 6690 07/11/2019 017429 COBRAADVANTAGE INC, DBA THE ADVANTAGE GROUP 6691 07/11/2019 000194 1 C M A RETIREMENT -PLAN 303355 (Continued) Description Amount Paid Check Total RO RFRSHMNTS: CITY CNCL CLOSED 293.61 SESS 5/14 RO RFRSHMNTS: BUDGET 253.90 WORKSHOP 5/16 RO RFRSHMNTS: CITY CNCL CLOSED 213.15 SESS 5/28 RO LODGING: IIMC ANNUAL CONF: 934.15 1,694.81 JOHL MR AIRFARE: INFRA GRANT MTG 5/20 592.00 MR LODGING: INFRA GRANT MTG 5/20 631.08 MR PARKING: INFRA GRANT MTG 64.00 MR REGIST: LOCC ANNUAL 550.00 1,837.08 CONFERENCE IG SUPPLIES: WSP BINDERS 111.59 IG SUPPLIES: WSP BINDERS 334.75 IG RFRSHMNTS: WSP MTG 98.08 IG SUNSHINE FUND 63.93 IG MEMBERSHIP DUES: CARDENAS, R. 85.00 IG MEMBERSHIP DUES: 300.00 CONFIDENTIAL ACCT IG RFRSHMNTS: EAP MEETINGS 166.26 IG RFRSHMNTS: MEETING 6/5/19 82.43 IG ADOBE LICENSE: HUMAN 179.88 RESOURCES IG ANNUAL MEMBERSHIP: HUMAN 372.00 RESOURCES IG SUNSHINE FUND 61.43 1,855.35 SUPPORT PAYMENT 899.07 899.07 FAS REIMBURSEMENT PAYMENT 18,933.50 18,933.50 ICMA-RC RETIREMENT TRUST 457 13,903.83 13,903.83 PAYMENT Page6 apChkLst 07/11/2019 10:20:31AM Final Check List CITY OF TEMECULA Page: 7 Bank: union UNION BANK (Continued) Check # Date Vendor Description Amount Paid Check Total 6692 07/11/2019 021301 1 C M A RETIREMENT -PLAN ICMA- 401(A) RETIREMENT PLAN 1,115.39 1,115.39 106474 PAYMENT 6693 07/11/2019 000444 INSTATAX (EDD) STATE TAXES PAYMENT 30,122.32 30,122.32 6694 07/11/2019 000283 INSTATAX (IRS) FEDERAL TAXES PAYMENT 100,362.54 100,362.54 6695 07/11/2019 000389 NATIONWIDE RETIREMENT OBRA- PROJECT RETIREMENT 7,530.20 7,530.20 SOLUTION PAYMENT 6696 07/11/2019 001065 NATIONWIDE RETIREMENT NATIONWIDE RETIREMENT PAYMENT 12,892.91 12,892.91 SOLUTION 6697 07/11/2019 019088 NATIONWIDE RETIREMENT NATIONWIDE LOAN REPAYMENT 28.51 28.51 SOLUTION PAYMENT 6698 07/11/2019 000245 PERS - HEALTH INSUR PERS HEALTH PAYMENT 128,885.54 PREMIUM PERS HEALTH PAYMENT 0.00 128,885.54 6700 07/11/2019 007282 AMAZON COM INC, MISC OFCE SUPPLIES: HR 83.98 SYNCB/AMAZON MISC OFC SUPPLIES: HR 85.00 MAP FRAMES:GIS 120.70 MAP FRAMES:GIS -108.64 MAP FRAMES:GIS 217.28 398.32 6701 07/11/2019 000444 INSTATAX (EDD) 2019 2ND QUARTER UI & ETT 12,614.61 12,614.61 PAYMENT 196316 07/11/2019 019628 9 FINGERS, INC., DBA: P & P UNIFORMS: PREV INSPECTOR 53.86 UNIFORMS UNIFORMS: PREV INSPECTOR 64.63 118.49 196317 07/11/2019 010851 ADAMIAK, DAWN REIMB: ADAPTERS FOR 429.87 429.87 GENERATORS:4TH OF 196318 07/11/2019 004802 ADLERHORST INTERNATIONAL JUN POLICE K-9 TRAINING: 350.00 350.00 LLC BORIS/DAYKA 196319 07/11/2019 019075 ADORAMA INC A/V PRODUCTION EQUIP:PEG 73.86 SUPPLIES A/V PRODUCTION EQUIP:PEG SUPPLIE; 114.25 188.11 196320 07/11/2019 003552 AFLAC PREMIUM HOLDING, AFLAC ACCIDENT INDEMNITY 3,991.40 3,991.40 C/O BNB BANK LOCKBOX PAYMENT 196321 07/11/2019 004601 ALL THE KING'S FLAGS VARIOUS PARKS: US FLAGS 466.01 466.01 Page:? apChkLst 07/11/2019 10:20:31AM Final Check List CITY OF TEMECULA Page: 8 Bank: union UNION BANK (Continued) Check # Date Vendor Description Amount Paid Check Total 196322 07/11/2019 017795 ALTA LANGUAGE SERVICES LANGUAGE TESTING: HR 120.00 120.00 INC 196323 07/11/2019 013015 ALWAYS RELIABLE BACKFLOW TESTING: PARKS 27.00 BACKFLOW, AKA NANETTE SEMAN BACKFLOW TESTING: FIRE & MRC 135.00 BACKFLOW TESTING: SLOPES 81.00 BACKFLOW TESTING: SLOPES 315.00 558.00 196324 07/11/2019 021314 AMAYA, CHRISTINA ROSE REFUND: LIBRARY SMARTPAY 39.99 39.99 196325 07/11/2019 004240 AMERICAN FORENSIC NURSES PHLEBOTOMY SRVCS:TEMECULA 1,360.00 AFN POLICE PHLEBOTOMY SRVCS:TEMECULA POLIC 55.00 1,415.00 196326 07/11/2019 000747 AMERICAN PLANNING URBAN BIKE TOUR: PETERS, MATT 45.00 45.00 ASSOCIATION 196327 07/11/2019 000101 APPLE ONE INC JUN TEMP STAFF SVCS: CITY CLERK 1,130.22 1,130.22 196328 07/11/2019 013950 AQUA CHILL OF SAN DIEGO WTR SVCS: POLICE STOREFRONT 56.89 56.89 OFC 196329 07/11/2019 017149 B G P RECREATION INC TCSD INSTRUCTOR EARNINGS 2,148.30 TCSD INSTRUCTOR EARNINGS 1,940.40 4,088.70 196330 07/11/2019 019709 BAGDASARIAN, NADYA REIMB: TEAM PACE EMPLOYEE 149.60 149.60 EVENT 196331 07/11/2019 015592 BAMM PROMOTIONAL JACKETS:SAMPLES FOR CITY 30TH 279.49 PRODUCTS INC STAFF UNIFORMS:TCC 460.93 740.42 196332 07/11/2019 014293 BIBLIOTHECA LLC RFID TAGS:LIBRARY 5,156.79 5,156.79 196333 07/11/2019 019559 BMW MOTORCYCLES OF VEH MAINT & REPAIR: TEM POLICE 2,382.12 RIVERSIDE VEH MAINT & REPAIR: TEM POLICE 544.85 VEH MAINT & REPAIR: TEM POLICE 260.24 3,187.21 196334 07/11/2019 008013 BOSTRE-LE, ANNIE TEAM PACE DONATION: MICHELLE'S 500.00 500.00 PLACE 196335 07/11/2019 021251 CADENZA SCHOOL OF MUSIC REFUND: SEC DEPOSIT CRC 6/28/19 200.00 200.00 196336 07/11/2019 004248 CALIF DEPT OF BLOOD &ALCOHOLANALYSIS:TEM PD 980.00 980.00 JUSTICE-ACCTING Page:8 apChkLst 07/11/2019 10:20:31AM Final Check List CITY OF TEMECULA Page: 9 Bank: union UNION BANK (Continued) Check # Date Vendor Description Amount Paid Check Total 196337 07/11/2019 021054 CANTRELL, TINA J. TCSD INSTRUCTOR EARNINGS 70.00 70.00 196338 07/11/2019 004462 CDW LLC, DBA CDW AV ROOM PC:PEG 1,250.51 GOVERNMENT LLC DISK DUPLICATOR:INFO TECH 1,332.64 replacementment computers: library staff 9,322.14 11,905.29 196339 07/11/2019 010307 CHICK FILA INC RFRSHMNTS:SENSORY FRIENDLY 383.07 383.07 PUBLIC 196340 07/11/2019 004405 COMMUNITY HEALTH EMPLOYEE CHARITY DONATIONS 4.00 4.00 CHARITIES PAYMENT 196341 07/11/2019 014521 COSTAR GROUP JUL WEB SUBSCRIPTION: ECO DEV 473.58 473.58 INFORMATION INC 196342 07/11/2019 001264 COSTCO TEMECULA 491 OFFICE SUPPLIES:INFO TECH 250.11 250.11 196343 07/11/2019 004329 COSTCO TEMECULA 491 SUPPLIES:VARIOUS SPECIAL EVENTS 1,489.05 SUPPLIES/RFRSHMNTS:TVM/ACE EVEN 219.60 1,708.65 196344 07/11/2019 014501 COUNTYWIDE MECHANICAL CIVIC CENTER: HVAC REPAIRS 250.00 250.00 SYSTEMS 196345 07/11/2019 017038 CPS HR CONSULTING CONSULTING SVCS: HR DEPT 1,885.00 1,885.00 196346 07/11/2019 010650 CRAFTSMEN PLUMBING & LIBRARY: PLUMBING REPAIR 372.51 HVAC INC AC UNIT REPAIR: TVM 4,200.00 PLUMBING REPAIRS: HARVESTON 420.00 PLUMBING REPAIRS: WOLF CREEK PAR 210.00 PLUMBING REPAIRS: CIVIC CTR 641.87 PLUMBING REPAIRS: TCC 687.47 Various Facilities: Plumbing Repairs— 791.88 PLUMBING REPAIRS: CRC POOL 1,000.00 PLUMBING REPAIRS: CRC 1,685.00 PLUMBING REPAIRS: CRC 160.00 PLUMBING LABOR: FIRE STA 95 300.00 10,468.73 196347 07/11/2019 017798 CRESTLINE SPECIALTIES COLLEGE FAIR - PREV 1,182.14 1,182.14 196348 07/11/2019 020436 CRONBERG, RICHARD N TCSD INSTRUCTOR EARNINGS 280.00 280.00 196349 07/11/2019 020105 CUMBERBATCH, JAMAL CREDIT: TAX WITHHOLDING CASE -39.20 1863175 TCSD INSTRUCTOR EARNINGS 156.80 117.60 Page9 apChkLst Final Check List Page: 10 07/11/2019 10:20:31AM CITY OF TEMECULA Bank: union UNION BANK (Continued) Check # Date Vendor Description 196350 07/11/2019 001233 DANS FEED AND SEED INC MISC SUPPLIES: PW STREET MAINT 196351 07/11/2019 019720 DIVERSIFIED WATERSCAPES JUN WTR QUALITY MAINT: VARI INC PARKS 196352 07/11/2019 020943 DOUBLE HI EXPRESS TOURS Transportation for Summer Day Camp on INC, DBAM COACH 196353 07/11/2019 004192 DOWNS ENERGY FUEL FUEL FOR CITY VEHICLES: PUBLIC WORKS FUEL FOR CITY VEHICLES: PUBLIC WOF FUEL FOR CITY VEHICLES: TRAFFIC DIV FUEL FOR CITY VEHICLES: BLDG INSPE FUEL FOR CITY VEHICLES: STREET MAI FUEL FOR CITY VEHICLES: PARK MAINT FUEL FOR CITY VEHICLES: POLICE FUEL FOR CITY VEHICLES: TCSD 196354 07/11/2019 021317 DURK, CAROL REFUND: CANCELLED SHOW 7/6/19 196355 07/11/2019 020613 EAGLE PAVING COMPANY INC, OLD TOWN SIDEWALK DBATORO ENGINEERING IMPROVEMENTS: PW17-04 196356 07/11/2019 000395 ECONOMIC DEVELOPMENT MEMBERSHIP: ECO DEV CORP, OF SW CALIFORNIA (EDC) 196357 07/11/2019 011292 ENVIRONMENTAL SCIENCE MAY CEQAANALYSIS:PASEO DEL SOL ASSOC TTM Preparation of SEIR for Harveston GPA 196358 07/11/2019 002939 ENVIRONMENTAL SYSTEMS ASSET MANAGEMENT SFTWR GIS RESEARCH, INSTITUTE INC ASSET MANAGEMENT SFTWR GIS 196359 07/11/2019 001056 EXCEL LANDSCAPE INC Paloma del Sol Park: Irrigation Repairs 196360 07/11/2019 020614 EXIGIS LLC 196361 07/11/2019 017432 EYEMED VISION CARE HARVESTON LK PARK: PLANT INSTALLA IRRIGATION REPAIRS: VARIOUS LOCATI, IRRIGATION REPAIRS: VARIOUS PARKS HARVESTON: PLANT & IRRIGATION INSI LANDSCAPE IMPROVEMENT PBSP IRRIGATION REPAIRS: SLOPES IRRIGATION REPAIRS: PARKS WEB BASED C.O.I. REVIEW SVCS VISION PLAN PAYMENT Amount Paid Check Total 23.74 6,766.00 4,312.59 353.88 62.31 331.24 148.97 448.59 1,285.68 45.84 530.60 120.00 13,166.64 13, 000.00 8,518.75 6,840.00 47,772.07 -10,227.93 1,257.60 785.00 2,225.71 1,335.51 3,923.00 4,216.00 1,046.66 487.77 13,200.00 1,711.57 23.74 6,766.00 4,312.59 3,207.11 120.00 13,166.64 13,000.00 15,358.75 37,544.14 15, 277.25 13, 200.00 1,711.57 Page:10 apChkLst Final Check List Page: 11 07/11/2019 10:20:31AM CITY OF TEMECULA Bank: union UNION BANK (Continued) Check # Date Vendor Description 196362 07/11/2019 012170 E-Z UP DIRECT.COM, LLC SHADE CANOPIES:CRC 196363 07/11/2019 019469 FALCON ENGINEERING JUN CONST MGMT SVCS: PW04-08 SERVICES 196364 07/11/2019 000165 FEDERAL EXPRESS INC 6/19-6/20 EXP MAIL SVCS: VARI DEPTS 196365 07/11/2019 003747 FINE ARTS NETWORK AKA STTLMNT: TONY SURACI: 7/5/19 THEATRE, CO AND BALLET THEATER 196366 07/11/2019 003747 FINE ARTS NETWORK AKA STTLMNT: MISCAST: 7/6/19 THEATRE, CO AND BALLET THEATER 196367 07/11/2019 020921 FLETCHER, COURTNEY REIMB: SYMPATHY: ECO DEV 196368 07/11/2019 017135 FOX, STACY REIMB: GENERATOR RODS: 4TH OF JULY 196369 07/11/2019 002982 FRANCHISE TAX BOARD CUMBERBATCH, JAMAL - CASE# 1863175 196370 07/11/2019 014865 FREIZE UHLER KIMBERLY DBA, PROMOTIONAL ITEMS: ECO DEV CLEAR BLUE PROMOTIONS 196371 07/11/2019 021190 FRONTIER COMMUNICATIONS REFUND:OVERPYMT ENCROACHMENT PERMITS 196372 07/11/2019 016184 FUN EXPRESS LLC, MISC SUPPLIES:MPSC SUBSIDIARY OF ORIENTAL TR SUPPLIES:AQUATICS SUPPLIES:AQUATICS 196373 07/11/2019 001937 GALLS LLC RAPID ASSAULT SHIRTS, K9 DEPUTIES: POLIC FIRST AID SUPPLIES:AQUATICS FIRST AID SUPPLIES:AQUATICS FIRST AID SUPPLIES:AQUATICS 196374 07/11/2019 000177 GLENNIES OFFICE PRODUCTS MISC OFC SUPPLIES: CITY CLERK INC MISC OFC SUPPLIES: BC MISC. OFC SUPPLIES: TCC MISC. OFC SUPPLIES: TCC MISC OFC SUPPLIES: PLANNING MISC OFC SUPPLIES: PLANNING Amount Paid Check Total 1,294.40 1,294.40 13,582.74 13,582.74 169.71 169.71 2,067.14 2,067.14 1,413.79 1,413.79 70.66 70.66 230.94 230.94 39.20 39.20 2,293.54 2,293.54 169.00 169.00 482.26 8.69 431.42 922.37 473.91 45.02 135.12 270.14 924.19 49.62 -97.82 435.64 163.02 448.92 44.35 1,043.73 Page:11 apChkLst Final Check List Page: 12 07/11/2019 10:20:31AM CITY OF TEMECULA Bank: union UNION BANK (Continued) Check # Date Vendor Description 196375 07/11/2019 000177 GLENNIES OFFICE PRODUCTS MISC OFC SUPPLIES: FINANCE INC 196376 07/11/2019 014173 GOLDSTAR ASPHALT STREET MAINT: PAVING SUPPLIES PRODUCTS, DBA NPG CORPORATION 196377 07/11/2019 015534 GOVERNMENT JOBS.COM INC, USER LICENSE NEOGOV DBA NEOGOV RENEWAL:HR 196378 07/11/2019 016131 GREEN GUARD SERVICES, INC HOOD & EXHAUST SYSTEM CLEANING: MPSC HOOD & EXHAUST SYSTEM CLEANING Amount Paid Check Total 120.58 120.58 2,575.55 2,575.55 20,787.25 20,787.25 307.63 503.21 810.84 Page:12 apChkLst Final Check List Page: 13 07/11/2019 10:20:31AM CITY OF TEMECULA Bank: union UNION BANK Check # Date Vendor 196380 07/11/2019 000186 HANKS HARDWARE INC (Continued) Description Amount Paid Check Total MAINT SUPPLIES: AQUATICS 124.53 MAINT SUPPLIES: AQUATICS 6.51 MAINT SUPPLIES: AQUATICS 9.72 MAINT SUPPLIES: AQUATICS 152.23 MAINT SUPPLIES: AQUATICS 49.22 MAINT SUPPLIES: MAINT STREET LOT 110.86 CIVIC CTR: SMALL TOOLS & EQUIP 1,536.41 MAINT SUPPLIES: CRC 108.73 MAINT SUPPLIES: VARI PARKS 8.79 MAINT SUPPLIES: VARI PARKS 17.48 SMALL TOOLS & EQUIP:HARVESTON PA 22.82 MAINT SUPPLIES: MPSC 13.90 MAINT SUPPLIES: MPSC 24.49 MAINT SUPPLIES: MPSC 5.42 MAINT SUPPLIES: FOC 445.72 MAINT SUPPLIES: AQUATICS 400.15 MISC SUPPLIES: PW STREET MAINT 43.39 MISC SUPPLIES: PW STREET MAINT 1,268.21 MISC SUPPLIES: PW STREET MAINT 50.20 MISC SUPPLIES: PW STREET MAINT 1.98 MAINT SUPPLIES: FOC 17.27 MAINT SUPPLIES: CIVIC CTR 34.77 MAINT SUPPLIES: CIVIC CTR 28.25 MAINT SUPPLIES: CIVIC CTR 23.90 CIVIC CTR: SMALL TOOLS & EQUIP 2,880.61 MAINT SUPPLIES: CIVIC CTR 26.02 MAINT SUPPLIES: JRC 33.70 MAINT SUPPLIES: CRC 248.95 MAINT SUPPLIES: MPSC 223.10 MAINT SUPPLIES: AQUATICS 464.50 MAINT SUPPLIES: AQUATICS 10.20 MAINT SUPPLIES: CIVIC CTR 292.14 MAINT SUPPLIES: CIVIC CTR 98.57 MAINT SUPPLIES: AQUATICS 42.22 HARDWARE SUPPLIES -TCC 1,004.50 SMALL TOOLS/EQUIP: BLDG & SAFETY 87.86 MAINT SUPPLIES: THEATER 7.60 MAINT SUPPLIES: CONFERENCE CTR 935.18 MAINT SUPPLIES: CIVIC CTR 34.76 MAINT SUPPLIES: CRC 0.27 MAINT SUPPLIES: AQUATICS 21.66 MAINT SUPPLIES: PARKING GARAGE 542.30 MAINT SUPPLIES: THEATER 77.09 MISC SUPPLIES: PW STREET MAINT 8.22 MISC SUPPLIES: PW STREET MAINT 16.29 MAINT SUPPLIES: FOC -3.81 Page:13 apChkLst 07/11/2019 10:20:31AM Final Check List CITY OF TEMECULA Page: 14 Bank: union UNION BANK (Continued) Check # Date Vendor Description Amount Paid Check Total MAINT SUPPLIES: CIVIC CTR 11.94 MAINT SUPPLIES: CIVIC CTR 43.46 MAINT SUPPLIES: CIVIC CTR 108.21 MAINT SUPPLIES: CIVIC CTR 128.18 MAINT SUPPLIES: CIVIC CTR 107.64 MAINT SUPPLIES: CIVIC CTR 15.93 MAINT SUPPLIES: LIBRARY 217.66 MAINT SUPPLIES: THEATER 37.37 MAINT SUPPLIES: CRC 61.37 MAINT SUPPLIES: CRC 10.86 MAINT SUPPLIES: CRC 1.40 MAINTENANCE SUPPLIES: VARIOUS PAF 32.78 MAINTENANCE SUPPLIES: VARIOUS PAF 24.66 MAINTENANCE SUPPLIES: VARIOUS PAF 116.93 MAINTENANCE SUPPLIES: VARIOUS PAF 21.82 MAINTENANCE SUPPLIES: VARIOUS PAF 9.78 MAINTENANCE SUPPLIES: VARIOUS PAF 30.43 MAINTENANCE SUPPLIES: VARIOUS PAF 11.06 MAINT SUPPLIES: CIVIC CTR 56.84 MAINT SUPPLIES: AQUATICS 16.63 MAINT SUPPLIES: AQUATICS 18.13 12,639.96 196381 07/11/2019 003198 HOME DEPOT MISC SUPPLIES:AQUATICS PGRM 1,451.92 MISC SUPPLIES:AQUATICS PGRM 158.64 1,610.56 196382 07/11/2019 010210 HOME DEPOT SUPPLY INC VARI TOOLS & EQUIP:TVM &ACE 1,454.13 VARI TOOLS & EQUIP:TVM &ACE 108.72 1,562.85 196383 07/11/2019 014378 IMAGE DISTRIBUTION TR-100 citations: tem police 261.00 261.00 SERVICES, DBA FONTIS SOLUTIONS 196384 07/11/2019 020673 INTEGRITY SUPPORT Pre -employment screenings:HR 118.05 118.05 SERVICES INC, EMPLOYMENT SCREENING RESO 196385 07/11/2019 012883 JACOB'S HOUSE INC EMPLOYEE CHARITY DONATIONS 40.00 40.00 PAYMENT 196386 07/11/2019 012285 JOHNSTONE SUPPLY MAINT SUPPLIES: VARIOUS 6,260.24 6,260.24 FACILITIES 196387 07/11/2019 000488 KNOTTS BERRY FARM EXCURSION:SUMMER DAY CAMP 5,632.00 5,632.00 196388 07/11/2019 003605 LAKE ELSINORE STORM, Mother/Son Date Night:Special Event 4,590.00 4,590.00 PROF. BASEBALL TEAM 196389 07/11/2019 020249 LAUND3R.COM LLC LINENS CLEANING:HUMAN SVCS 146.50 146.50 Page:14 apChkLst Final Check List Page: 15 07/11/2019 10:20:31AM CITY OF TEMECULA Bank: union UNION BANK (Continued) Check # Date Vendor Description 196390 07/11/2019 001690 LAUTZENHISERS STATIONERY ACID FREE PAPER: CITY CLERK INC 196391 07/11/2019 004905 LIEBERT, CASSIDY AND MAY 19 LEGAL SVCS FOR TE060-00001 WHITMORE 196392 07/11/2019 004230 LINCOLN EQUIPMENT INC POOL EQUIPMENT:AQUATICS POOL EQUIPMENT:AQUATICS 196393 07/11/2019 002634 LITELINES INC CIVIC CENTER: REFLECTOR UP LIGHTS OLD TOWN TEMCULA: POLE REPLACEM LIGHTING FIXTURES: CONF CTR 196394 07/11/2019 003782 MAIN STREET SIGNS, DBA SIGN REPLACEMENT SUPPLIES:PW ATHACO INC STREETS SIGN REPLACEMENT SUPPLIES:PW STF SIGN REPLACEMENT SUPPLIES:PW ST SIGN REPLACEMENT SUPPLIES:PW STF SIGN REPLACEMENT SUPPLIES:PW STF 196395 07/11/2019 000217 MARGARITA OFFICIALS ASSN OFFICIATING SVCS:SPORTS 196397 07/11/2019 003076 MET LIFE INSURANCE DENTAL PAYMENT COMPANY 196398 07/11/2019 021080 METROMOTION LLC CONSULTING SRVCS: TRANSPORTATION -CM 196399 07/11/2019 004043 MISSION ELECTRIC SUPPLY ELECTRICAL SUPPLIES: CRC INC ELECTRICAL SUPPLIES: OLD TOWN ELECTRICAL SUPPLIES: FOC ELECTRICAL SUPPLIES: LIBRARY ELECTRICAL SUPPLIES: VARIOUS PARK SAFE HOUSE: OUTSIDE PERIMETER LIG ELECTRICAL SUPPLIES: CRC ELECTRICAL SUPPLIES: MPSC & FOC VARIOUS POOLS: ELECTRICAL SUPPLIE ELECTRICAL SUPPLIES: FOC ELECTRICAL SUPPLIES: MPSC ELECTRICAL SUPPLIES: MPSC ELECTRICAL SUPPLIES: OLD TOWN ELECTRICAL SUPPLIES: LIBRARY ELECTRICAL SUPPLIES: CRC ELECTRICAL SUPPLIES: VARIOUS FACIL ELECTRICAL SUPPLIES: CIVIC CTR ELECTRICAL SUPPLIES: FOC Amount Paid Check Total 676.17 676.17 1,295.00 1,295.00 363.52 408.91 772.43 271.88 4,918.00 978.75 6,168.63 129.30 384.58 517.20 107.64 269.38 1,408.10 4,978.00 4,978.00 12,726.50 12,726.50 4,000.00 4,000.00 391.77 790.01 780.59 298.16 136.16 1,722.99 255.79 1,087.20 326.09 969.25 483.01 591.43 58.92 818.46 381.16 37.01 148.04 74.74 9,350.78 Page:15 apChkLst Final Check List Page: 16 07/11/2019 10:20:31AM CITY OF TEMECULA Bank: union UNION BANK Check # Date Vendor 196400 07/11/2019 004040 MORAMARCO, ANTHONY J, DBA BIGFOOT GRAPHICS 196401 07/11/2019 020946 MUSSON THEATRICAL INC 196402 07/11/2019 020300 NC130A, INC 196403 07/11/2019 001323 NESTLE WATERS NORTH AMERICA, DBA READYREFRESH (Continued) Description TCSD INSTRUCTOR EARNINGS MISC STAGE SUPPLIES: THEATER OFFICIATING SVCS: SPORTS 5/23-6/22 WTR DLVRY SVC: HELP CTR 5/23-6/22 WTR DLVRY SVC: OLD TOWN 5/23-6/22 WTR DLVRY SVC: TPL 5/23-6/22 WTR DLVRY SVC: CRC 5/23-6/22 WTR DLVRY SVC: TCC 5/23-6/22 WTR DLVRY SVC: FOC 5/23-6/22 WTR DLVRY SVC: MRC 5/23-6/22 WTR DLVRY SVC: TVM 5/23-6/22 WTR DLVRY SVC: CITY MGR OI 5/23-6/22 WTR DLVRY SVC: AQUATICS 5/23-6/22 WTR DLVRY SVC: SKATE PARK 5/23-6/22 WTR DLVRY SVC: PBSP 196404 07/11/2019 019816 NEW HORIZONS LEARNING ONSITE TRAINING: HR GROUP 196405 07/11/2019 006140 NORTH JEFFERSON BUSINESS JUL-SEP'19ASSN DUES 3561 #16: FV PARK JUL-SEP'19ASSN DUES 3561 #19: FV JUL-SEP'19ASSN DUES 3561 #20: FV JUL-SEP'19ASSN DUES 3561 #17: FV 196406 07/11/2019 000209 NUTRIEN AG SOLUTIONS INC, EQUIPM REPAIR: STA 12 DBA CROP PRODUCTION SRVCS EQUIPM REPAIR: STA 12 196407 07/11/2019 019839 O'CONNOR, DENISE TCSD INSTRUCTOR EARNINGS 196408 07/11/2019 020936 OFFICE RELIEF INC ERGONOMIC SUPPLIES: RISK ERGONOMIC SUPPLIES: RISK ERGONOMIC SUPPLIES: RISK 196409 07/11/2019 002105 OLD TOWN TIRE AND SERVICE CITY VEHICLE MAINT SVCS: PW CITY VEHICLE MAINT SVCS: PW 196410 07/11/2019 002105 OLD TOWN TIRE AND SERVICE CITY VEHICLE MAINT SVCS: SPORTS CITY VEHICLE MAINT SVCS: SPORTS 196411 07/11/2019 002105 OLD TOWN TIRE AND SERVICE CITY VEHICLE MAINT SVCS: CODE ENFORCE Amount Paid 280.00 657.98 1,524.00 27.14 41.79 120.23 102.70 59.55 139.58 66.03 42.48 37.71 136.79 8.61 87.46 6,000.00 522.03 634.10 659.17 485.16 123.65 58.02 175.00 176.18 172.28 149.53 989.84 338.14 41.88 80.13 21.75 Check Total 280.00 657.98 1,524.00 870.07 6,000.00 2,300.46 181.67 175.00 497.99 1,327.98 122.01 21.75 Page:16 apChkLst 07/11/2019 10:20:31AM Final Check List CITY OF TEMECULA Page: 17 Bank: union UNION BANK (Continued) Check # Date Vendor Description Amount Paid Check Total 196412 07/11/2019 019334 PARK CONSULTING GROUP JUN CONSULTING & ENTERPRISE 130.00 130.00 INC SVCS: IT 196413 07/11/2019 019859 PGI - PACIFIC GRAPHICS INC. PRINTING SVCS: THEATER 13,222.44 13,222.44 196414 07/11/2019 005820 PRE -PAID LEGAL SERVICES PREPAID LEGAL SERVICES PAYMENT 281.05 281.05 INC, DBALEGALSHIELD 196415 07/11/2019 012904 PRO ACTIVE FIRE DESIGN JUN PLAN REVIEW SVCS: FIRE 3,095.30 AND, CONSULTING PREVENTION MAY PLAN REVIEW SVCS: FIRE PREVEN 13,076.40 16,171.70 196416 07/11/2019 011751 PUAHI'S POLYNESIAN PERFORMANCE: CULTURE QUEST 200.00 200.00 DANCERS INC 6/12/19 196417 07/11/2019 021315 QUACH, MAI-QUE THI REFUND: LIBRARY SMARTPAY 14.89 14.89 196418 07/11/2019 002176 RANCHO CALIF BUS PKASSOC JUL-SEP BUS PRKASSN DUES: TVE2 2,234.14 JUL-SEP BUS PRKASSN DUES: DIAZ RD 2,033.07 JUL-SEP BUS PRKASSN DUES: FOC 1,843.17 6,110.38 196419 07/11/2019 000907 RANCHO TEMECULA CAR JUN VEHICLE DETAIL SVCS: TEM 17.99 17.99 WASH POLICE 196420 07/11/2019 011853 RANCON COMMERCE CNTR JUL-SEP BUS PRKASSN DUES: STN73 510.71 PH2,3&4 JUL-SEP BUS PRKASSN DUES: OVERLA 249.03 JUL-SEP BUS PRKASSN DUES: OVERLA 198.38 JUL-SEP BUS PRKASSN DUES: OVERLA 177.27 1,135.39 196421 07/11/2019 021226 RAYMONDALLYN BUSINESS, OFFICE FURNITURE: CRC 834.77 SUPPLIES OFFICE FURNITURE: CRC 7,396.96 8,231.73 196422 07/11/2019 003591 RENES COMMERCIAL POST -EMERGENT 13,975.00 MANAGEMENT SPRAYING:CITYWIDE R-O-W WEED ABATEMENT: FRENCH VALLEY Cl' 1,675.00 WEED ABATEMENT: DIAZ/DENDY RD 7,500.00 WEED ABATEMENT: TEM CREEK R-O-W 5,675.00 28,825.00 196423 07/11/2019 021316 REYES, ARIEL REFUND: SEC DEPOSIT TCC 6/30/19 200.00 200.00 196424 07/11/2019 002412 RICHARDS WATSON AND MAY 2019 LEGAL SERVICES 84,762.71 GERSHON MAY 2019 LEGAL SERVICES 7,023.73 91,786.44 196425 07/11/2019 001592 RIVERSIDE CO INFO MAY EMERGENCY RADIO RENTAL: 2,551.37 2,551.37 TECHNOLOGY TEM POLICE 196426 07/11/2019 000406 RIVERSIDE CO SHERIFFS 4/25-5/22: LAW ENFORCEMENT 2,267,770.56 2,267,770.56 DEPT Page:17 apChkLst 07/11/2019 10:20:31AM Final Check List CITY OF TEMECULA Page: 18 Bank: union UNION BANK (Continued) Check # Date Vendor Description Amount Paid Check Total 196427 07/11/2019 000406 RIVERSIDE CO SHERIFFS FY18/19 RMS/CLETS FEES 153,157.00 153,157.00 DEPT 196428 07/11/2019 021055 SAMS, ANDREA LAUREN TCSD INSTRUCTOR EARNINGS 140.00 140.00 196429 07/11/2019 009980 SANBORN GWYNETH A, CO STTLMNT: COUNTRY LIVE: 7/6/19 653.75 653.75 TEMECULA MUSIC ACADEMY 196430 07/11/2019 017699 SARNOWSKI SHAWNA M PHOTOGRAPHY: MEDICAL 150.00 150.00 PRESTON CONFERENCE 196431 07/11/2019 009213 SHERRY BERRY MUSIC TIX SALES:JAZZ @ THE MERC 6/27/19 1,360.00 STTLMNT: JAZZ @ THE MERC 6/27/19 -215.00 1,145.00 196432 07/11/2019 013695 SHRED -IT US JV LLC, DBA: DOC SHRED SVCS: CIVIC CTR, CRC, 118.83 118.83 SHRED -IT USA LLC LIBRARY 196433 07/11/2019 009746 SIGNS BY TOMORROW SIGNAGE: PARKING GARAGE 795.01 SIGNAGE: SPECIAL EVENTS 1,611.68 2,406.69 196434 07/11/2019 000645 SMARTAND FINAL INC SUPPLIES: SPECIAL EVENTS 508.54 508.54 196435 07/11/2019 019493 SMITH, CYNTHIA REFUND: PERMIT TECH 115.00 115.00 CERTIFICATION 196436 07/11/2019 012652 SOUTHERN CALIFORNIA, JULY G E N USAGE: 0141,0839,2593,9306 601.77 601.77 TELEPHONE COMPANY 196437 07/11/2019 016257 SPICERS PAPER, INC. SUPPLIES: CENTRAL SERVICES 4,567.50 4,567.50 196438 07/11/2019 000293 STADIUM PIZZA INC RFRSHMNTS: WORKFORCE 105.71 PROGRAM RFRSHMNTS: WORKFORCE PROGRAM 98.37 RFRSHMNTS: WORKFORCE PROGRAM 123.89 RFRSHMNTS: WORKFORCE PROGRAM 164.54 RFRSHMNTS: SKATE PK(TEEN ZONE 6/2 276.41 768.92 196441 07/11/2019 007762 STANDARD INSURANCE BASIC LIFE INSURANCE PAYMENT 8,587.13 8,587.13 COMPANY 196442 07/11/2019 012723 STANDARD INSURANCE VOLUNTARY SUPP LIFE INSURANCE 1,197.85 1,197.85 COMPANY PAYMENT 196443 07/11/2019 008337 STAPLES BUSINESS CREDIT OFFICE SUPPLIES: HUMAN SERVICES 99.14 99.14 196444 07/11/2019 015648 STEIN ANDREW, DBA PARKINK IMPRINTED PRODUCTS: TVM 4,998.27 IMPRINTED PRODUCTS: TVM 1,997.01 6,995.28 Page:18 apChkLst Final Check List Page: 19 07/11/2019 10:20:31AM CITY OF TEMECULA Bank: union UNION BANK (Continued) Check # Date Vendor Description 196445 07/11/2019 000220 STEVEN LABEL PRINTING SVCS: CIP/CAFR CORPORATION, DBA COVERS -FINANCE ROBINSON PRINTING 196446 07/11/2019 012789 STUART, JENNIFER SARAH TCSD INSTRUCTOR EARNINGS 196447 07/11/2019 017796 TAKKTAMERICAN HOLDING, DISPLAY ITEMS: TVM GIFT SHOP INC, SPG US RETAIL RESOURCE LL DISPLAY ITEMS: TVM GIFT SHOP 196448 07/11/2019 001547 TEAMSTERS LOCAL 911 UNION MEMBERSHIP DUES PAYMENT 196449 07/11/2019 010679 TEMECULAAUTO VEHICLE MAINT SVCS: TCSD REPAIR/RADIATOR, DBAAUTO ENTERPRISE INC 196450 07/11/2019 000919 TEMECULA VALLEY UNIFIED FY18/19 TVUSD FIELD MAINT: SCHOOL, DISTRICT VARIOUS 196451 07/11/2019 003849 TERRYBERRY COMPANY SERVICE AWARDS: HR SERVICE AWARDS: HR 196452 07/11/2019 016311 TIERCE, NICHOLAS GRAPHIC DESIGN SVCS: THEATER 196453 07/11/2019 000161 TYLER TECHNOLOGIES, INC EXECUTIME: MAINT & SUPPORT EXECUTIME: MAINT & SUPPORT 196454 07/11/2019 007766 UNDERGROUND SERVICE JUN DIG SAFE BOARD BILLABLE ALERT, OF SOUTHERN TICKETS: PW CALIFORNIA JUN UNDERGROUND UTILITY LOCATOR 196455 07/11/2019 020963 UPTOWN TEMECULAAUTO JUN VEHICLE DETAILING SVCS: PW SPA LLC JUN VEHICLE DETAILING SVCS: PW MAY VEHICLE WASHING SVCS: PW-BUIL 196456 07/11/2019 008977 VALLEY EVENTS INC FACEPAINTER: SUMMER CONCERT SERIES-JUN 196457 07/11/2019 004794 VALLEY WINDS COMMUNITY, PERFORMANCE: TVM-2ND SAT 7/13 CONCERT BAND 196458 07/11/2019 000319 VARSITY BRANDS HOLDING SUPPLIES: SPORTS CO INC, DBA BSNSPORTSTOMARKSPORTS 196459 07/11/2019 018147 WADDLETON, JEFFREY L. TCSD INSTRUCTOR EARNINGS Amount Paid Check Total 272.96 272.96 1,200.00 1,200.00 1,993.33 406.45 2,399.78 5,212.22 5,212.22 408.78 408.78 21,764.40 21,764.40 86.48 112.77 199.25 4,320.00 4,320.00 306.25 612.50 918.75 128.13 232.75 360.88 4.00 4.00 32.00 40.00 870.00 870.00 500.00 500.00 14,600.91 14,600.91 630.00 630.00 Page:19 apChkLst Final Check List Page: 20 07/11/2019 10:20:31AM CITY OF TEMECULA Bank: union UNION BANK (Continued) Check # Date Vendor Description 196460 07/11/2019 007987 WALMART SUPPLIES: HIGH HOPES SUPPLIES: TVM/GIFT SHOP 196461 07/11/2019 008402 WESTERN RIVERSIDE CO JUN '19 MSHCP PAYMENT REG, CONSERVATION AUTHORITY 196462 07/11/2019 021148 WEX BANK 6/25/19-7/5/19 FUEL USAGE:POLICE 196463 07/11/2019 019877 WKM ENTERPRISE, HOKULIA RFRSHMNTS: TVM-2ND SAT 7/13 SHAVE ICE OF TEM. 196464 07/11/2019 018687 WOJNIAK, MIKE PERFORMANCE: ACE-AOTW 7/5 Amount Paid Check Total 235.00 240.89 475.89 6,312.00 6,312.00 1,768.04 1,768.04 600.00 600.00 300.00 300.00 Grand total for UNION BANK: 3,948,819.63 Page20 apChkLst Final Check List Page: 21 07/11/2019 10:20:31AM CITY OF TEMECULA 205 checks in this report. Grand Total All Checks: 3,948,819.63 Page21 apChkLst Final Check List Page: 1 07/18/2019 10:56:02AM CITY OF TEMECULA Bank: union UNION BANK Check # Date Vendor 6607 06/26/2019 006887 UNION BANK OF CALIFORNIA 007047 OLIVE GARDEN 001365 RIVERSIDE, COUNTY OF, ENVIRONMENTAL HEALTH DEPT 001365 RIVERSIDE, COUNTY OF, ENVIRONMENTAL HEALTH DEPT Description KH RFRSHMNTS: SUMMER DAY CAMP KH HEALTH PERMIT APPLICATION FEES KH HEALTH PERMIT APPLICATION FEE 021043 TEMECULA LAVENDER KH SISTER CITY 25TH ANNIVERSARY COMPANY 019321 VISIT TEMECULA VALLEY KH SISTER CITY 25TH ANNIVERSARY 012085 ISTOCK INT'L INC KH IMAGES FORACTIVITY GUIDE 017714 UNITED HEALTHCARE KH MEDICAL INSURANCE FOR TRAVELERS 020035 MOBILE MONEY INC KH MOBILE ATM RENTAL: 4TH OF JULY 000515 TEMECULA VALLEY CHAMBER KH STATE OF THE CITY TICKETS: OF, COMMERCE TCSD 020249 LAUND3R.COM LLC KH LINENS LAUNDERED 019321 VISIT TEMECULA VALLEY KH STATE OF TOURISM TICKETS: TCSD 017899 HAVANA FOODS, INC KH RFRSHMNTS: THEATER HOSPITALITY 020535 LUNA GRILL KH RFRSHMNTS: THEATER HOSPITALITY 020886 NETFLIX COM KH MONTHLY CHARGE FOR SVC: CRC TEEN ROOM 015354 FACEBOOK COM KH FACEBOOK PROMOTING CITY GOVERNMENT 019321 VISIT TEMECULA VALLEY KH STATE OF TOURISM TICKETS: TCSD 019321 VISIT TEMECULA VALLEY KH STATE OF TOURISM TICKETS: TCSD 020249 LAUND3R.COM LLC KH LAUNDERED TABLE CLOTHS: CIVIC CENTER 015421 SURVEYMONKEY.COM KH SURVEY INFO: TCSD 020597 LAZY DOG RESTAURANT KH RFRSHMNTS: THEATER HOSPITALITY 006952 PAYPAL KH VERISIGN PAYFLOW PRO TRANSACTION 020249 LAUND3R.COM LLC KH LAUNDERED BANQUET TABLES: CONF CTR 019321 VISIT TEMECULA VALLEY KH REGISTRATION: MARKETING EVENT Amount Paid 581.44 749.00 17.75 70.95 158.67 125.06 111.84 1,500.00 300.00 72.00 100.00 89.43 19.88 8.99 15.00 30.00 30.00 172.00 37.00 195.42 323.00 143.00 30.00 Check Total Page:1 apChkLst Final Check List Page: 2 07/18/2019 10:56:02AM CITY OF TEMECULA Bank: union UNION BANK (Continued) Check # Date Vendor Description Amount Paid 015354 FACEBOOK.COM KH MARKETING BOOST: COMMUNITY 18.00 OUTREACH 013812 DFIT SUBS LLC, DBA JERSEY KH RFRSHMNTS: POOL TOURNAMENT: 135.00 MIKES MPSC 6608 06/26/2019 006887 UNION BANK OF CALIFORNIA 004978 LOS ANGELES TIMES LW SUBSCRIPTION: PLANNING 7.74 008668 WES FLOWERS LW SYMPATHY FLOWERS 85.35 021307 SANTA BARBARA INN LW LODGING DEPOSIT: APA CONF: 257.29 GUERRIERO 021307 SANTA BARBARA INN LW LODGING DEPOSIT: APA CONF: 257.29 TELESIO 021307 SANTA BARBARA INN LW LODGING DEPOSIT: APA CONF: 257.29 YOUMANS 021307 SANTA BARBARA INN LW LODGING DEPOSIT: APA CONF 257.29 TURLEY 000747 AMERICAN PLANNING LW CONF REGIST: GUERRIERO & 1,090.00 ASSOCIATION YOUMANS 021307 SANTA BARBARA INN LW LODGING DEPOSIT: APA CONF: 257.29 CARDENAS 019953 CAESARS ENTERTAINMENT LW RFRSHMNTS: ICSC RECON CONF 83.36 CORP, DBA PARIS HOTEL 021322 PEPPERMILL FIRESIDE LW RFRSHMNTS: ICSC RECON CONF 59.80 LOUNGE 5/19-5/22 021307 SANTA BARBARA INN LW LODGING DEPOSIT: APA CONF 257.29 WATSON 021307 SANTA BARBARA INN LW LODGING DEPOSIT: APA CONF: 257.29 FISK 021307 SANTA BARBARA INN LW LODGING DEPOSIT: APA CONF: 257.29 PETERS 021307 SANTA BARBARA INN LW LODGING DEPOSIT: APA CONF: 257.29 TOMA 019953 CAESARS ENTERTAINMENT LW RFRSHMNTS: ICSC RECON CONF 60.88 CORP, DBA PARIS HOTEL 000747 AMERICAN PLANNING LW CONFERENCE REGISTRATION: 2,725.00 ASSOCIATION PLANNING 021307 SANTA BARBARA INN LW LODGING: APA CONF. -257.29 TURLEY-TREJO 000515 TEMECULA VALLEY CHAMBER LW STATE OF THE CITY REGIST: -50.00 OF, COMMERCE PLANNING 000515 TEMECULA VALLEY CHAMBER LW STATE OF THE CITY REGIST: -50.00 OF, COMMERCE PLANNING 016868 LEAGUE OF AMERICAN LW MEMBERSHIP: PETERS, M. 40.00 BICYCLISTS 020370 BEENVERIFIED.COM LW DIGITAL SUBSCRIPTION: CODE 1.00 ENFORCEMEN 017127 ASSOCIATION OF LW '19 CA ENVIRONMENTAL BOOK: 346.48 ENVIRONMENTAL PLANNING Check Total 5,033.43 6,45793 Paget apChkLst Final Check List Page: 3 07/18/2019 10:56:02AM CITY OF TEMECULA Bank : union UNION BANK (Continued) Check # Date Vendor Description 6688 07/09/2019 006887 UNION BANK OF CALIFORNIA 015496 SAN DIEGO AIRPORT PARKING AA PARKING: INFRA GRANT MTG 5/20 008669 VONS AA RFRSHMNTS: CITY COUNCIL BUSINESS MTGS 010514 CAMPINI'S ITALIAN DELI AA RFRSHMNTS: CITY ATTY MTG 5/28 004074 FRANCHISE MGMT SERVICES AA SUPPLIES: KODI LEE AGT EVENT INC, DBA:PARTY CTY OF TEMECULA 001264 COSTCO TEMECULA 491 AA RFRSHMNTS: KODI LEE AGT EVENT 018996 BAJA EXPRESS AA RFRSHMNTS: STATE OF THE CITY GOHS 021321 WALLS 10 AA STATE OF THE CITY POSTING 000210 LEAGUE OF CALIF CITIES AA REGISTRATION: ANNUAL CONF: BUTLER 000210 LEAGUE OF CALIF CITIES AA REGISTRATION: ANNUAL CONF: ADAMS 001264 COSTCO TEMECULA 491 AA RFRSHMNTS: COUNCIL MTGS: 115 TASK 001264 COSTCO TEMECULA 491 AA RFRSHMNTS: CITY COUNCIL MTGS 020419 CHIPOTLE - CORP OFC AA RFRSHMNTS: CITY ATTY MTG 6/11 020419 CHIPOTLE - CORP OFC AA RFRSHMNTS: CITY ATTY MTG 6/11 017736 FEAST CALIFORNIA CAFE LLC, AA RFRSHMNTS: CITY ATTY MTG 5/14 DBA CORNER BAKERY CAFE 015399 MCDONALD'S 001060 HYATT 007028 AMERICAN AIRLINES 007028 AMERICAN AIRLINES 007028 AMERICAN AIRLINES 020953 LYFT 020953 LYFT 020953 LYFT 020953 LYFT 001060 HYATT 021320 KAPNOS TAVERNA, REAGAN NATIONALAIRPORT AA RFRSHMNTS: INFRA GRANT MTG 5/20 AA LODGING: INFRA GRANT MTG 5/20 AA LUGGAGE CHECK IN: INFRA GRANT MTG AA LUGGAGE CHECK IN: INFRA GRANT MTG AA RFRSHMNTS: INFRA GRANT MTG 5/20 AA TRANSP: INFRA GRANT MTG 5/20 AA TRANSP: INFRA GRANT MTG 5/20 AA TRANSP: INFRA GRANT MTG 5/20 AA TRANSP: INFRA GRANT MTG 5/20 AA LODGING: INFRA GRANT MTG 5/20 AA RFRSHMNTS: INFRA GRANT MTG 5/20 Amount Paid 96.00 36.15 70.84 43.46 68.74 228.52 125.00 550.00 550.00 46.97 36.99 66.52 7.88 78.91 12.87 631.08 30.00 30.00 8.99 13.67 14.08 12.76 17.66 1,262.16 59.57 Check Total 4,098.82 Page:3 apChkLst Final Check List 07/18/2019 10:56:02AM CITY OF TEMECULA Bank: union UNION BANK (Continued) Check # Date Vendor Description 6702 07/01/2019 001212 SO CALIF GAS COMPANY MAY 015-575-0195-2 32211 WOLF VLY RD 6703 07/01/2019 001212 SO CALIF GAS COMPANY MAY 055-475-6169-5 32380 DEER HOLLOW WY 6704 07/02/2019 001986 MUZAK LLC JULY DISH NETWORK: 32131 BUTTERFIELD 6705 07/02/2019 001986 MUZAK LLC JULY DISH NETWORK: 43230 BUS PARK DR 6706 07/02/2019 001986 MUZAK LLC JULY DISH NETWORK: 41952 6TH ST 6707 07/11/2019 018858 FRONTIER CALIFORNIA INC JULY INTERNET SVCS-THEATRE 6708 07/09/2019 014486 VERIZON WIRELESS 05/11-6/10 CELLULAR/BROADBAND:CITYW IDE 6709 07/15/2019 010276 TIME WARNER CABLE JULY INTERNET SVCS-40820 WINCHESTER RD 6710 07/15/2019 007282 AMAZON COM INC, misc office supplies: mall pd SYNCB/AMAZON MISC OFC SUPPLIES: HR misc office supplies: mall pd 6711 07/01/2019 000537 SO CALIF EDISON JUN 2-35-164-3242 44270 MEADOWS PKWY 6712 07/01/2019 000537 SO CALIF EDISON JUN 2-35-164-3663 42335 MEADOWS PKWY 6713 07/01/2019 000537 SO CALIF EDISON JUN 2-35-164-3515 32932 LEENA WAY 6714 07/01/2019 000537 SO CALIF EDISON JUN 2-40-576-0232 44173 BUTTERFIELD STG 6715 07/01/2019 000537 SO CALIF EDISON JUN 2-35-164-3770 43487 BUTTERFIELD STG 6716 07/01/2019 000537 SO CALIF EDISON JUN 2-41-072-5394 29429 TEM PKWY 6717 07/01/2019 000537 SO CALIF EDISON JUN 2-33-357-5785 44747 REDHAWK PKWY Page: 4 Amount Paid Check Total 134.12 134.12 184.85 184.85 155.08 155.08 161.27 161.27 53.42 53.42 150.98 150.98 443.20 443.20 5.30 5.30 39.12 69.34 50.00 158.46 10.99 10.99 11.50 11.50 11.59 11.59 12.51 12.51 12.84 12.84 25.64 25.64 27.41 27.41 Page:4 apChkLst 07/18/2019 10:56:02AM Final Check List CITY OF TEMECULA Page: 5 Bank: union UNION BANK (Continued) Check # Date Vendor Description Amount Paid Check Total 6718 07/01/2019 000537 SO CALIF EDISON JUN 2-28-331-4847 32805 PAUBA RD 71.94 71.94 6719 07/01/2019 000537 SO CALIF EDISON JUN 2-34-624-4452 32131 S LOOP RD 1,559.85 1,559.85 6720 07/02/2019 000537 SO CALIF EDISON JUN 2-21-981-4720 30153 TEM PKWY 13.98 13.98 6721 07/02/2019 000537 SO CALIF EDISON JUN 2-41-072-5246 29429 TEM PKWY 37.13 37.13 6722 07/02/2019 000537 SO CALIF EDISON JUN 2-28-904-7706 32329 OVERLAND 123.59 123.59 TRL 6723 07/05/2019 000262 RANCHO CALIF WATER VARIOUS MAY WATER-3001605 PAUBA 18,176.16 18,176.16 DISTRICT RD 6724 07/17/2019 007282 AMAZON COM INC, VOID - SUPPLIES: TVM & ACE 0.00 SYNCB/AMAZON MISC OFC SUPPLIES: CITY MGR 0.00 PGRAM TOOL & SUPPLIES: HUMAN 0.00 MISC OFC SUPPLIES: CITY MGR 0.00 MISC OFC SUPPLIES: CITY MGR 0.00 SUPPLIES:SPECIAL EVENTS 0.00 0.00 6725 07/18/2019 007282 AMAZON COM INC OFC SUPPLIES: PLANNING 11.57 SYNCB/AMAZON OFC SUPPLIES: PLANNING 220.96 PGRAM TOOL & SUPPLIES: HUMAN 1,381.76 1,614.29 6726 07/03/2019 002390 EASTERN MUNICIPAL WATER MAY WATER: MURRIETA HOT SPRINGS 36.10 36.10 DIST 6727 07/03/2019 002390 EASTERN MUNICIPAL WATER JUN 238536-02 31991 RORIPAUGH VLY 80.30 80.30 DIST RD 6728 07/03/2019 002390 EASTERN MUNICIPAL WATER MAY WATER: MURRIETA HOT SPRINGS 192.30 192.30 DIST 196465 07/18/2019 002786 4N6XPRT SYSTEMS FORENSIC SOFTWARE 245.00 245.00 UPDATE -POLICE 196466 07/18/2019 006915 ALLIES PARTY EQUIPMENT, RENTALS: 4TH OF JULY 1,908.20 1,908.20 RENTAL INC 196467 07/18/2019 004240 AMERICAN FORENSIC NURSES AUG STAND BY FEE:POLICE 1,300.00 1,300.00 AFN 196468 07/18/2019 000936 AMERICAN RED CROSS, LIFEGUARD TRAINING SUPPLIES 507.00 507.00 HEALTH AND SAFETY SVCS AQUATICS Page:5 apChkLst Final Check List Page: 6 07/18/2019 10:56:02AM CITY OF TEMECULA Bank: union UNION BANK (Continued) Check # Date Vendor Description 196469 07/18/2019 013950 AQUA CHILL OF SAN DIEGO JUL WTR SVCS: POLICE STOREFRONT JUL WTR SRVCS: INFO TECH 196470 07/18/2019 017149 B G P RECREATION INC TCSD INSTRUCTOR EARNINGS 196471 07/18/2019 007065 B&H PHOTO & ELECTRONICS SUPPLIES: THEATER CORP 196472 07/18/2019 006254 BALLET FOLKLORICO, AKA PERFORMANCE:CULTURE QUEST LORENA HANCOCK 196473 07/18/2019 015592 BAMM PROMOTIONAL PROMOTIONAL ITEMS: AQUATICS PRODUCTS INC 196474 07/18/2019 013482 BAS SECURITY SECURITY SVC: 4TH OF JULY SECURITY SVC: CITY FACILITIES SECURITY SVC: LIBRARY SECURITY SVC: VARIOUS LOCATIOI 196475 07/18/2019 020574 BATTERY SYSTEMS INC BATTERIES: PW TRAFFIC 196476 07/18/2019 021278 BEAR DESIGNZ PRINTING DECALS: STA 95 196477 07/18/2019 018408 BOB CALLAHAN'S POOL Pool/Fountain Maint: Various Locations SERVICE Pool/Fountain Maint: Various Location: 196478 07/18/2019 017973 BUSINESS CENTER CENTRAL, safe driver jackets LLC, DBA PRINTING GALORE 196479 07/18/2019 017813 BUXTON COMPANY RETAIL ANALYSIS CONSULTING:ECO DEV 196480 07/18/2019 004248 CALIF DEPT OF JUN FINGERPRINTING SVCS: VARI JUSTICE-ACCTING DEPTS 196481 07/18/2019 020568 CALIFORNIA WATERS Construction contract services: pw - cip DEVELOPMENT 196482 07/18/2019 000131 CARL WARREN AND COMPANY JUN CLAIM ADJUSTER SVCS INC Amount Paid Check Total 56.57 28.28 1,386.00 3,337.61 150.00 1,405.05 3,086.50 387.00 857.90 1,782.25 2,173.94 278.40 1,250.00 950.00 369.71 30, 000.00 4,765.00 24,756.05 2,259.20 84.85 1,386.00 3,337.61 150.00 1,405.05 6,113.65 2,173.94 278.40 2,200.00 369.71 30, 000.00 4,765.00 24,756.05 2,259.20 Page.6 apChkLst Final Check List Page: 7 07/18/2019 10:56:02AM CITY OF TEMECULA Bank: union UNION BANK (Continued) Check # Date Vendor Description 196483 07/18/2019 005417 CINTAS CORPORATION, Cintas first aid kit maintenance DBA:CINTAS CORP NO 2 Cintas first aid kit maintenance Cintas first aid kit maintenance Cintas first aid kit maintenance Cintas first aid kit maintenance Cintas first aid kit maintenance Cintas first aid kit maintenance Cintas first aid kit maintenance Cintas first aid kit maintenance Cintas first aid kit maintenance Cintas first aid kit maintenance Cintas first aid kit maintenance Cintas first aid kit maintenance Cintas first aid kit maintenance Cintas first aid kit maintenance Cintas first aid kit maintenance Cintas first aid kit maintenance Cintas first aid kit maintenance Cintas first aid kit maintenance Cintas first aid kit maintenance Cintas first aid kit maintenance Cintas first aid kit maintenance Cintas first aid kit maintenance Cintas first aid kit maintenance 196484 07/18/2019 020201 CIRCLE OF SAFE-T INC SART EXAMS: TEMECULA POLICE SART EXAMS: TEMECULA POLICE SART EXAMS: TEMECULA POLICE SART EXAMS: TEMECULA POLICE 196485 07/18/2019 012627 CLEAR IMAGE ENTERPRISES WINDOW CLEANING: LIBRARY INC, DBA:CLEAR IMAGE WINDOW CL 196486 07/18/2019 017429 COBRAADVANTAGE INC, DBA JUN FSA & COBRAADMIN FEES: HR THE ADVANTAGE GROUP 196487 07/18/2019 004412 COMPLETE TENNIS CAMP, CTC TENNIS, AKA KERRY LE 196488 07/18/2019 002945 CONSOLIDATED ELECTRICAL DIST TCSD INSTRUCTOR EARNINGS TCSD INSTRUCTOR EARNINGS TCSD INSTRUCTOR EARNINGS ELECTRICAL SUPPLIES: MPSC ELECTRICAL SUPPLIES: OLD TOWN ELECTRICAL SUPPLIES: CIVIC CTR ELECTRICAL SUPPLIES: FOC Amount Paid 248.03 438.95 679.65 708.49 52.93 113.97 691.89 508.54 628.46 29.91 240.70 247.99 268.87 446.08 471.80 459.56 666.17 29.91 45956 50.60 3,336.01 29.91 447.31 52.94 800.00 1,200.00 1,200.00 800.00 3,185.00 572.50 966.00 840.00 875.00 549.19 3,911.19 250.13 305.86 Check Total 11,308.23 4,000.00 3,185.00 572.50 2,681.00 5,016.37 Page:7 apChkLst Final Check List Page: 8 07/18/2019 10:56:02AM CITY OF TEMECULA Bank: union UNION BANK (Continued) Check # Date Vendor Description 196489 07/18/2019 004329 COSTCO TEMECULA 491 SUPPLIES/RFRSHMNTS: HUMAN SERVICES 196490 07/18/2019 014501 COUNTYWIDE MECHANICAL HVAC REPAIR: CIVIC & CONF CTR SYSTEMS 196491 07/18/2019 021061 COURTESY CHEVROLET VEHICLE PURCHASE: FIRE CENTER PREVENTION VEHICLE PURCHASE: FIRE PREVEN 196492 07/18/2019 010650 CRAFTSMEN PLUMBING & PLUMBING SERVICES: CRC HVAC INC THEATER: INSTALL WATER COOLEF INSTALLATION: LIGHTING FIXTURE: LABOR: ELECTRICAL WIRING: CIVIC REPAIR KITCHEN PLUMBING: MPSC REPLACE CARPET: TVM REWIRE/PREP: CRC 196493 07/18/2019 003272 DAISY WHEEL RIBBON CO INC PRINTER & PLOTTER SUPPLIES:GIS DBA, DAISY IT SUPPLIES SALES PRINTER & PLOTTER SUPPLIES:GIc 196494 07/18/2019 001233 DANS FEED AND SEED INC MISC SUPPLIES: PW STREET MAINT 196495 07/18/2019 012600 DAVID EVANS AND 5/5-6/1 DSGN SVCS: PW17-29 ASSOCIATES INC 196496 07/18/2019 020648 DG INVESTMENT HOLDINGS 2 CITYWIDE SURVEILLANCE INC, CONVERGINT PROJECT: INFO TECH TECHNOLOGIES CITYWIDE SURVEILLANCE PROJEC 196497 07/18/2019 003945 DIAMOND ENVIRONMENTAL RENTALS: 4TH OF JULY SRVCS 196498 07/18/2019 017928 DOMINGUEZ, JOAQUIN REFUND:ENG DEPOSIT/31466 196499 07/18/2019 004192 DOWNS ENERGY FUEL 196500 07/18/2019 019293 E&F PET SUPPLIES INC JEDEDIAH FUEL FOR CITY VEHICLES: TCSD FUEL FOR CITY VEHICLES: BLDG IN FUEL FOR CITY VEHICLES: CODE E FUEL FOR CITY VEHICLES:LAND DE FUEL FOR CITY VEHICLES: TRAFFIC FUEL FOR CITY VEHICLES: STREET FUEL FOR CITY VEHICLES: PARKS P TEMECULA POLICE: K-9 FOOD TEMECULA POLICE: K-9 FOOD Amount Paid 940.94 739.64 41,284.93 41,284.93 2,000.00 4,400.00 1,288.00 350.00 3,750.00 4,350.00 6,394.00 337.04 4,919.91 65.21 20,512.88 136,666.85 116,577.15 7,498.79 3,000.00 581.48 182.53 105.38 113.58 181.40 628.40 1,123.24 84.70 94.50 Check Total 940.94 739.64 82, 569.86 22,532.00 5,256.95 65.21 20,512.88 253,244.00 7,498.79 3,000.00 2,916.01 179.20 Page:8 apChkLst 07/18/2019 10:56:02AM Final Check List CITY OF TEMECULA Page: 9 Bank: union UNION BANK (Continued) Check # Date Vendor Description Amount Paid Check Total 196501 07/18/2019 004592 EBS GENERAL ENGINEERING CITYWIDE CONCRETE REPAIRS: 75,430.00 75,430.00 INC PW18-07 196502 07/18/2019 019681 EJK CORPORATION, DBA BEST PET WASTE BAGS: VARIOUS PARKS 3,134.55 3,134.55 BAG COMPANY 196503 07/18/2019 013367 ELECTRO INDUSTRIAL SUPPLY PARKS: MISC EQUIP & SUPPLIES 244.13 MISC SMALL TOOLS & EQUIP: PW l 201.44 445.57 196504 07/18/2019 011202 EMH SPORTS USA INC TCSD INSTRUCTOR EARNINGS 1,176.00 1,176.00 196505 07/18/2019 005115 ENTERPRISE RENTA CAR INC Vehicle rental:Sister City visit— 614.40 614.40 196506 07/18/2019 011292 ENVIRONMENTAL SCIENCE JUN CEQAANALYSIS:PASEO DEL SOL 1,682.60 ASSOC TTM JUN PREP SEIR FOR HARVESTON C. 30,569.40 32,252.00 196507 07/18/2019 013109 ESPINOZA, PAM EE COMPUTER PURCHASE PGRM 2,000.00 2,000.00 196508 07/18/2019 001056 EXCEL LANDSCAPE INC LANDSCAPE MAINT: VARI PARKS 1,660.00 1,660.00 196509 07/18/2019 015330 FAIR HOUSING COUNCIL, OF JUN CDBG SUB -RECIPIENT: FAIR 1,895.33 1,895.33 RIVERSIDE COUNTY INC HOUSING 196510 07/18/2019 021328 FAJOTA, RAMON REFUND:BALADJ PKG CITATION 305.00 305.00 338950 196511 07/18/2019 000478 FAST SIGNS SIGNS: CRC 1,627.32 1,627.32 196512 07/18/2019 017736 FEAST CALIFORNIA CAFE LLC, REFRESHMENTS:SISTER CITIES 661.55 661.55 DBA CORNER BAKERY CAFE PRGM 7/25/19 196513 07/18/2019 000165 FEDERAL EXPRESS INC EXP MAIL SVCS: PLAN/HR/PW 128.33 128.33 196514 07/18/2019 021327 FERRER, BENNARDO M REFUND:BALADJ PKG CITATION 25.00 25.00 338959 196515 07/18/2019 003747 FINE ARTS NETWORK AKA TIX: GISELLE: 7/13-7/14 7,887.96 7,887.96 THEATRE, CO AND BALLET THEATER 196516 07/18/2019 020921 FLETCHER, COURTNEY REIMB:ECON DEV EVENT SUPPLIES 156.98 156.98 Page:9 apChkLst Final Check List 07/18/2019 10:56:02AM CITY OF TEMECULA Bank: union UNION BANK (Continued) Check # Date Vendor Description 196517 07/18/2019 003633 FOOTHILL EASTERN MAY-JUN '19 TOLL ROADS USAGE:VAR TRANSPORTN., CORRIDOR DEPTS AGNCY (TOLL RDS) 196518 07/18/2019 004882 FORTEL TRAFFIC INC vcalm "your speed" signs: pw - traffic 196519 07/18/2019 002982 FRANCHISE TAX BOARD KRACH, BREE - CASE# 603016103 196520 07/18/2019 021329 FRANTZ, MAGDALENA REFUND: BALADJ PKG CITATION 338872 196521 07/18/2019 014865 FREIZE UHLER KIMBERLY DBA, PROMO ITEM: LOCC DIV MTG CLEAR BLUE PROMOTIONS 196522 07/18/2019 016184 FUN EXPRESS LLC, SUPPLIES: AQUATICS SUBSIDIARY OF ORIENTAL TR 196523 07/18/2019 003946 G T ENTERTAINMENT, AKA DJ SVCS/BALLOONS: HUMAN SVCS GEOFFREY GAIER 7/13 DJ/ANNOUNCER SVCS: 4TH OF JUL 196524 07/18/2019 017866 GARDEN STATE FIREWORKS FIREWORKS SHOW 2019 INC 196525 07/18/2019 013076 GAUDET YVONNE M, DBA YES TCSD INSTRUCTOR EARNINGS YOU CAN DRAW TCSD INSTRUCTOR EARNINGS 196526 07/18/2019 000177 GLENNIES OFFICE PRODUCTS OFC SUPPLIES: BLDG & SAFETY INC OFFICE SUPPLIES:INFO TECH 196527 07/18/2019 019721 GOVCONNECTION INC REPLACEMENT MONITORS:CIP 196528 07/18/2019 016131 GREEN GUARD SERVICES, INC HOOD & EXHAUST CLEANING: CRC HOOD & EXHAUST CLEANING: CRC 196529 07/18/2019 021326 GRIEPENSTROH, TRAVIN REFUND:BALADJ PKG CITATION 340218 196530 07/18/2019 003342 HABITAT FOR HUMANITY, 3/2-6/5 CRITICAL HOME REPAIR PRGM INLAND VALLEY INC 196531 07/18/2019 000186 HANKS HARDWARE INC 196532 07/18/2019 012748 HARDYAND HARPER INC Page: 10 Amount Paid Check Total 63.82 3,825.13 84.28 320.00 879.36 59.56 470.00 450.00 19,600.00 1,928.50 504.00 6.51 34.80 7,421.59 385.88 410.96 70.00 8,104.25 VARI TOOLS & EQUIPMENT:TVM & ACE 246.79 MAINT SUPPLIES: PARKING GARAG 43.46 MAINT SUPPLIES: PARKING GARAG 6.22 SAN PASQUAL RD: REPLACE ASPHALT 35,690.00 63.82 3,825.13 84.28 320.00 879.36 59.56 920.00 19, 600.00 2,432.50 41.31 7,421.59 796.84 70.00 8.104.25 296.47 35,690.00 Page:10 apChkLst Final Check List Page: 11 07/18/2019 10:56:02AM CITY OF TEMECULA Bank: union UNION BANK (Continued) Check # Date Vendor Description Amount Paid Check Total 196533 07/18/2019 020628 HASA INC JUN POOL/FOUNTAIN MAINT: VARI 592.05 592.05 LOCATIONS 196534 07/18/2019 003198 HOME DEPOT MISC SUPPLIES: STREET MAINT 715.40 MISC SUPPLIES: STREET MAINT 996.95 1.712.35 196535 07/18/2019 010210 HOME DEPOT SUPPLY INC MAINTENANCE SUPPLIES: VARIOUS 1,347.74 FACILITIES MAINTENANCE SUPPLIES, LIBRARY 84.69 MAINTENANCE SUPPLIES: VARIOU: 254.04 1,686.47 196536 07/18/2019 021201 HUEHMER, MARLA KATHLEEN TCSD INSTRUCTOR EARNINGS 105.00 105.00 196537 07/18/2019 010530 I P C INDUSTRIES INC, DBA: RENTALS: GOLF CARTS-4TH OF JULY 1,306.25 1,306.25 PRESTIGE GOLF CARS 196538 07/18/2019 009135 IMPACT MARKETING & DESIGN STAFF APPAREL: 70.67 70.67 INC TCSD-AROUND&ABOUT TEM 196539 07/18/2019 006914 INNOVATIVE DOCUMENT COPIER SUPPLIES: CENTRAL SVCS 1,101.96 SOLUTIONS COPIER SUPPLIES: CENTRAL SVCS 127.12 1,229.08 196540 07/18/2019 004119 J T B SUPPLY COMPANY INC TRAFFIC SIGNAL LED LIGHTS: 12,962.93 PW-TRAFFIC TRAFFIC SIGNAL LED LIGHTS: PW-1 380.63 13,343.56 196541 07/18/2019 001091 KEYSER MARSTON JUN FISCAL IMPACT 885.00 885.00 ASSOCIATES INC ANALYSIS: HEIRLOOM FARM 196542 07/18/2019 013465 KIWANIS CLUB OF TEMECULA REFUND: CANCELLED EVENT CRC 884.50 884.50 10/27/19 196543 07/18/2019 017118 KRACH BREE B, DBA PLAQUES:RHRTPL 337.13 TEMECULA TROPHY & DES CREDIT: TAX WITHHOLDING CASE E -84.28 252.85 196544 07/18/2019 019691 L C. PAVING & SEALING INC CONSTRUCTION CONTRACT SVCS: 299,266.24 299,266.24 PW15-14 196545 07/18/2019 003975 LAWRENCE, JEFF REIMB:COMMUNITY OUTREACH PRGM 75.74 75.74 7/10/19 196546 07/18/2019 000482 LEIGHTON CONSULTING INC GEOTECH & MAT'LS TESTING: 6,320.00 6,320.00 PAVEMENT REHAB 196547 07/18/2019 004230 LINCOLN EQUIPMENT INC SUPPLIES: AQUATICS 236.34 236.34 196548 07/18/2019 011145 LODATO JILL CHRISTINE, DBA TCSD INSTRUCTOR EARNINGS 62300 BRIGHT START FOR KIDS TCSD INSTRUCTOR EARNINGS 591.85 1,214.85 Page:11 apChkLst 07/18/2019 10:56:02AM Final Check List CITY OF TEMECULA Page: 12 Bank: union UNION BANK (Continued) Check # Date Vendor Description Amount Paid Check Total 196549 07/18/2019 021330 LOPEZ, VICTOR REFUND: BALADJ PKG CITATION 10.00 10.00 325354 196550 07/18/2019 004813 M AND J PAUL ENTERPRISES RENTALS: 4TH OF JULY 4,495.00 INC, DBA JOLLY JUMPS RENTALS: HUMAN SERVICES 7/13/1 343.00 4,838.00 196551 07/18/2019 004141 MAINTEX INC CLEANING SUPPLIES: VARI FACILITIES 2,896.78 2,896.78 196552 07/18/2019 021332 MAXIMUM SIGN COMPANY REFUND:B19-0899 APN 966-010-010 152.38 152.38 196553 07/18/2019 000944 MCCAIN TRAFFIC SUPPLY INC TRAFFIC SIGNAL EQUIPMENT 3,780.78 3,780.78 196554 07/18/2019 018675 MDG ASSOCIATES INC JUN LABOR COMPLIANCE SVCS 630.00 JUN CDBG ADMIN SVCS: PLANNING 7,185.00 7,815.00 196555 07/18/2019 003796 MEDIEVAL TIMES EXCURSION: SUMMER DAY CAMP 2,375.60 2,375.60 DINNER-TOURN 196556 07/18/2019 018314 MICHAEL BAKER APR/MAY CONST SUPPORT SVCS: 3,444.86 INTERNATIONAL PW15-14 ENG SUPPORT SVCS: PW04-08 6,340.25 DSGN SVCS: PW18-11 TEMECULA P 37,733.49 47,518.60 196557 07/18/2019 012264 MIRANDA, JULIO C TCSD INSTRUCTOR EARNINGS 787.50 TCSD INSTRUCTOR EARNINGS 632.10 TCSD INSTRUCTOR EARNINGS 285.60 1,705.20 196558 07/18/2019 004043 MISSION ELECTRIC SUPPLY VARI POOLS: ELECTRICAL SUPPLIES 92.74 INC OLD TOWN: REPLACEMENT ELEC P 198.95 ELECTRICAL SUPPLIES: VARIOUS P 143.57 ELECTRICAL SUPPLIES: VARIOUS P 15.09 ELECTRICAL SUPPLIES: MPSC 57.81 508.16 196559 07/18/2019 004586 MOORE FENCE COMPANY INC MAIN ST LOT: INSTALL CHAIN LINK 9,926.52 9,926.52 FENCE 196560 07/18/2019 004040 MORAMARCO, ANTHONY J, TCSD INSTRUCTOR EARNINGS 1,320.90 DBA BIGFOOT GRAPHICS TCSD INSTRUCTOR EARNINGS 483.00 1,803.90 196561 07/18/2019 009443 MUNYON, DENNIS G license fee for old town parking lot: 3,375.00 3,375.00 196562 07/18/2019 004490 MUSCO SPORTS LIGHTING INC LIGHTING CONTROL MODULE: FOC 197.22 197.22 196563 07/18/2019 019019 MUSIC CONNECTION LLC STTLMNT: SPEAKEASY AT THE MERC: 252.00 252.00 7/13/19 Page:12 apChkLst Final Check List Page: 13 07/18/2019 10:56:02AM CITY OF TEMECULA Bank: union UNION BANK Check # Date Vendor 196564 07/18/2019 010168 MYERS & SONS HI -WAY SAFETYINC 196565 07/18/2019 002925 NAPAAUTO PARTS (Continued) Description PW STREETS: TRAFFIC CONES MISC AUTO SUPPLIES: PW MISC AUTO SUPPLIES: PW MISC AUTO SUPPLIES: PW 196566 07/18/2019 019816 NEW HORIZONS LEARNING EXCEL CLASS: CITY OF TEMECULA GROUP 196567 07/18/2019 002292 OASIS VENDING, AKA EDWARD KITCHEN SUPPLIES: FOC W BENDAS KITCHEN SUPPLIES: MPSC KITCHEN SUPPLIES: CIVIC CENTER 196568 07/18/2019 003964 OFFICE DEPOT BUSINESS SVS OFFICE SUPPLIES: HR DIV OFFICE SUPPLIES: HR OFFICE SUPPLIES: PW OFFICE SUPPLIES: HR OFFICE SUPPLIES:PW LAND DEV OFFICE SUPPLIES:PW CIP OFFICE SUPPLIES:PW CIP CREDIT:OFFICE SUPPLIES/PW CIP 196569 07/18/2019 002105 OLD TOWN TIRE AND SERVICE CITY VEHICLE MAINT SVCS: CODE ENFORCE 196570 07/18/2019 018462 PERDUE ROBERT S DBA, RE APPRAISAL SVCS: PERDUE RUSSELL & MATTHIES PLANNING -TOWN SQUARE 196571 07/18/2019 019093 PEREZ, FRANK REIMB:CDBG WORKSHOP 7/10/19 196572 07/18/2019 010338 POOL & ELECTRICAL SUPPLIES: AQUATICS PRODUCTS INC SUPPLIES: AQUATICS SUPPLIES: AQUATICS SUPPLIES: AQUATICS USE TAX/SUPPLIES: SPLASH PARK USE TAX/SUPPLIES: AQUATICS USE TAX/SUPPLIES: AQUATICS SUPPLIES: SPLASH PARK & POOL 196573 07/18/2019 019015 PROJECT RADIAN, DBA GEARS TCSD INSTRUCTOR EARNINGS 2ROBOTS TCSD INSTRUCTOR EARNINGS 196574 07/18/2019 005075 PRUDENTIAL OVERALL JUN UNIFORM SVCS: PW SUPPLY JUN FLR MATS/TOWELS UNIFORM Amount Paid 2,213.61 3.46 133.12 368.68 1,900.00 61.87 1,392.65 271.51 109.83 92.95 26.85 30361 11.95 158.10 11.41 -172.67 111.97 8,000.00 56.57 927.17 344.52 167.86 434.85 -3.21 -4.00 -3.17 348.37 1,008.00 1,680.00 77325 948.55 Check Total 2.213.61 505.26 1,900.00 1.726.03 542.03 111.97 8,000.00 56.57 2,212.39 2,688.00 1,721.80 Page:13 apChkLst 07/18/2019 10:56:02AM Final Check List CITY OF TEMECULA Page: 14 Bank: union UNION BANK (Continued) Check # Date Vendor Description Amount Paid Check Total 196575 07/18/2019 020553 PTM GENERAL ENGINEERING STOP NTC:PTM/V R.PKWY-EL -2,561.80 SRVCS CHIMISAL REL STOP NTC:PTM/V.R.PKWY-EL C 2,561.80 REL RETENTION:V.R.PKWY-EL CHIN 15,312.97 15,312.97 196576 07/18/2019 021107 PUBLIC ADVERTISING AGENCY GRAPHIC DESIGN: ECON DEV 2,13713 2,137.13 INC 196577 07/18/2019 021026 QUESTICA LTD SYSTEM & REPORT CUSTOMIZATION• 900.00 900.00 FINANCE 196578 07/18/2019 004029 R J M DESIGN GROUP INC MASTER PLAN: COMMUNITY 25,510 76 25,510.76 SERVICES 196579 07/18/2019 009066 RADAR SHOP INC, THE LIDAR SERVICE REPAIR: TEM POLICE 175.00 175.00 196580 07/18/2019 020774 RADIANT GLOBAL LOGISTICS EXHIBIT TRANSPORT: 83.00 83.00 INC, DBAAIRGROUP CORP TVM-WANDERING SPIRIT 196581 07/18/2019 000907 RANCHO TEMECULA CAR MAY VEHICLE DETAIL SVCS: 35.98 35.98 WASH POLICE/PW 196582 07/18/2019 020473 READYAMERICA CERT SUPPLIES: GRANT/MEDIC 9,863.95 9,863.95 EARTHQUAKE MGMT 196583 07/18/2019 020429 REMOTE SATELLITE SYSTEMS JUL'19 SATELLITE PHONE SRVS: EOC 28000 INT'L JUN '19 SATELLITE PHONE SRVS: E 280.00 560.00 196584 07/18/2019 003591 RENES COMMERCIAL CLEAN UP SVCS: 4TH OF JULY-OLD 3,127.00 MANAGEMENT TOWN CLEAN UP SVCS: 4TH OF JULY-RRS 6,675.00 9,802.00 196585 07/18/2019 000266 RIGHTWAY SITE SERVICES INC RENTALS: 4TH OF JULY-RESTROOMS 660.85 660.85 196586 07/18/2019 017391 RISE INTERPRETING INC INTERPRETING SVCS: CLASSES 1,605.57 1,605.57 196587 07/18/2019 001097 ROADLINE PRODUCTS INC SUPPLIES: PW 1,417.00 1,417.00 196588 07/18/2019 008404 SAFE CHECKS ACCTS PAYABLE CHECKS: FINANCE 1,637.47 USE TAX/ACCTS PAYABLE CHECKS: -21.18 1,616.29 196589 07/18/2019 000278 SAN DIEGO UNION -TRIBUNE JUN PUBLIC NTCS:CITY 1,590.69 CLERK/PLNG/PW CREDIT:BILLINGADJ/PUBLIC NTCS- -192.04 1,398.65 196590 07/18/2019 017699 SARNOWSKI SHAWNA M PHOTOGRAPHY: MPSC-CHANGING OF 150.00 PRESTON FLAG 7/3 PHOTOGRAPHY: 4TH OF JULY 175.00 PHOTOGRAPHY: THEATER 19/20 SE 4,000.00 4,325.00 Page:14 apChkLst Final Check List Page: 15 07/18/2019 10:56:02AM CITY OF TEMECULA Bank: union UNION BANK (Continued) Check # Date Vendor Description 196591 07/18/2019 011511 SCUBA CENTER TEMECULA TCSD INSTRUCTOR EARNINGS 196592 07/18/2019 009213 SHERRY BERRY MUSIC TIX SALES: JAZZ @ THE MERC 7/11 196593 07/18/2019 015674 SJ LINKING SYSTEMS RENTALS: 4TH OF JULY-RADIOS 196594 07/18/2019 000645 SMARTAND FINAL INC EVENT SUPPLIES: MPSC-SFSP 196595 07/18/2019 000519 SOUTH COUNTY PEST JUN PEST CONTROL SVCS: VARIOUS CONTROL INC FACILITIE PEST CONTROL SVCS: WOLF CREE PEST CONTROL SVCS: MARGARITA PEST CONTROL SVCS: PHBP PEST CONTROL SVCS: VARIOUS PA PEST CONTROL SVCS: DUCK POND PEST CONTROL SVCS: HARVESTO� PEST CONTROL SVCS: OTC 196596 07/18/2019 000293 STADIUM PIZZA INC RFRSHMNTS: WORKFORCE PROGRAM RFRSHMNTS: WORKFORCE PROGF 196597 07/18/2019 015648 STEIN ANDREW, DBA PARKINK MERCHANDISE: TCSD SPECIAL EVENTS 196598 07/18/2019 006145 STENO SOLUTIONS JUN TRANSCRIPTION SVCS TRANSCRIPTION, SRVCS INC TEMECULA POLICE 196599 07/18/2019 021331 SUCCESS SIGN GROUP REFUND: B19-1001 APN 921-830-002 196600 07/18/2019 008311 TEMECULA VALLEY ATHLETIC TCSD INSTRUCTOR EARNINGS CLUB, DBA VIPER VOLLEYBALL 196601 07/18/2019 000515 TEMECULA VALLEY CHAMBER FY1 9-20 1 ST QTR AGRMNT PMT:ECON OF, COMMERCE DEV 196602 07/18/2019 020425 TEMECULA VALLEY REFUND: SEC DEPOSIT CC 7/6/19 CONSERVATORY, OF THE ARTS 196603 07/18/2019 003941 TEMECULA WINNELSON SUPPLIES: VARIOUS PARKS COMPANY 196604 07/18/2019 000668 TIMMY D PRODUCTIONS INC ANNOUNCER/STAGE MGR: 4TH OF JULY PROF SVCS: MOVIES... PARK 7/12 Amount Paid Check Total 525.00 525.00 795.00 795.00 925.00 925.00 397.03 397.03 929.00 49.00 49.00 70.00 493.00 4900 94.00 48.00 1,781.00 110.20 87.80 198.00 2,601.33 2,601.33 161.46 161.46 152.38 152.38 1,455.30 1,455.30 43,750.00 43,750.00 200.00 200.00 499.93 499.93 6,000.00 1,400.00 7,400.00 Page:15 apChkLst 07/18/2019 10:56:02AM Final Check List CITY OF TEMECULA Page: 16 Bank: union UNION BANK (Continued) Check # Date Vendor Description Amount Paid Check Total 196605 07/18/2019 019100 TNT ENTERTAINMENT GROUP DJ/ANNOUNCER: SUMMER CONCERT 3,050.00 3,050.00 LLC SERIES 7/11 196606 07/18/2019 013474 TOWN & COUNTRY TOWING TOWING SVCS: TEMECULA POLICE 892.50 892.50 196607 07/18/2019 004124 TRUELINE CONSTRUCTION RESURFACE TENNIS/PICKLE BALL: 23,900.00 23,900.00 AND, SURFACING INC MARGARITA P 196608 07/18/2019 000161 TYLER TECHNOLOGIES, INC ENERGOVASSIST: INFO TECH 31,500.00 31,500.00 196609 07/18/2019 011659 ULINE INC PICNIC TABLES: CRC 3,317.10 3,317.10 196610 07/18/2019 010169 UNITED TOWING SERVICE INC TOWING SVCS: TEMECULA POLICE 443.25 443.25 196611 07/18/2019 004864 V N W CIRCLE OF CARE INC CDBG 18-19 SUB -RECIPIENT 639.95 639.95 196612 07/18/2019 008977 VALLEY EVENTS INC RENTALS: 4TH OF JULY 1,691.90 FACEPAINTER: 4TH OF JULY 2,000.00 RENTALS: SPORTS PARK 7/3 386.80 4,078.70 196613 07/18/2019 020274 VAN ROEKEL, MAURICE C REFUND: BALADJ PKG CITATION 305.00 305.00 49120 196614 07/18/2019 018174 VCAANIMAL HOSPITALS INC, K-9 VET CARE: TEMECULA POLICE 37.66 DBA VCA PET MEDICAL CTR K-9 VET CARE: TEMECULA POLICE 639.97 677.63 196615 07/18/2019 015762 VESTA SOLUTIONS INC SOFTWARE & MAINT RENEWAL: 27,450.00 27,450.00 REVERSE 911 196616 07/18/2019 021325 VIDES CLIMACO, VLADIMIR REFUND: LIBRARY SMARTPAY 1595 15.95 ELIZANDRO 196617 07/18/2019 009101 VISION ONE, INC, DBA: JUN SHOWARE TICKETING SVCS: 2,283.80 2,283.80 ACCESSO SHOWARE THEATER 196618 07/18/2019 020178 VP IMAGING, INC, DBA: GEODOCS RENEWAL: CITY CLERK 6,75000 6,750.00 DOCUNAV SOLUTIONS 196619 07/18/2019 018147 WADDLETON, JEFFREY L. DJ/ANNOUNCER SVCS: 4TH OF JULY 565.00 565.00 196620 07/18/2019 007987 WALMART SUPPLIES: SUMMER DAY CAMP 179.21 179.21 196621 07/18/2019 011213 WAVE WATERPARK, THE EXCURSION: TEENS SUMMER DAY 348.15 348.15 CAMP Page:16 apChkLst Final Check List Page: 17 07/18/2019 10:56:02AM CITY OF TEMECULA Bank: union UNION BANK (Continued) Check # Date Vendor Description 196622 07/18/2019 001342 WAXIE SANITARY SUPPLY INC SUPPLIES: VARIOUS FACILITIES SUPPLIES: VARIOUS PARKS 196623 07/18/2019 003730 WEST COASTARBORISTS INC TREE MAINT: VARIOUS PARKS/MEDIANS TREE MAINT: VARIOUS PARKS/MED TREE MAINT: HARVESTON TREE MAINT: HARVESTON LAKE PA TREE MAINT: VILLAGE GROVE TREE MAINT: VARIOUS SLOPES 196624 07/18/2019 007949 WESTERN ARTS ALLIANCE ANN'L MEMBERSHIP RENEWAL: THEATER 196625 07/18/2019 018871 WONDER SCIENCE Amount Paid Check Total 630.26 7,953.65 160.40 1,317.75 12,972.00 2,664.80 542.85 4,716.20 450.00 TCSD INSTRUCTOR EARNINGS 3,500.00 TCSD INSTRUCTOR EARNINGS 1,487.50 Grand total for UNION BANK: 8,583.91 22, 374.00 450.00 4,987.50 1,475, 569.30 Page:17 apChkLst Final Check List Page: 18 07/1812019 10:56:02AM CITY OF TEMECULA 191 checks in this report. Grand Total All Checks: 1,475,569.30 Page:18 apChkLst 07/25/2019 11:35:21AM Final Check List CITY OF TEMECULA Page: 1 Bank: union UNION BANK Check # Date Vendor Description Amount Paid Check Total 6729 07/05/2019 000537 SO CALIF EDISON JUN 2-35-421-1260 41955 4TH ST 9.94 9.94 6730 07/05/2019 000537 SO CALIF EDISON JUN 2-31-419-2873 43000 HWY 395 11.77 11.77 6731 07/05/2019 000537 SO CALIF EDISON JUN 2-29-657-2787 41638 WINCHESTER 11.77 11.77 RD 6732 07/05/2019 000537 SO CALIF EDISON JUN 2-34-333-3589 41702 MAIN ST 12.00 12.00 6733 07/05/2019 000537 SO CALIF EDISON JUN 2-29-807-1093 28079 DIAZ RD 12.36 12.36 6734 07/05/2019 000537 SO CALIF EDISON JUN 2-29-807-1226 28077 DIAZ RD 12.52 12.52 6735 07/05/2019 000537 SO CALIF EDISON JUN 2-31-282-0665 27407 DIAZ RD 13.00 13.00 6736 07/05/2019 000537 SO CALIF EDISON JUN 2-31-031-2616 27991 DIAZ RD 13.00 13.00 6737 07/05/2019 000537 SO CALIF EDISON JUN 2-41-502-0478 28402 MERCEDES 21.85 21.85 ST 6738 07/05/2019 000537 SO CALIF EDISON JUN 2-14-204-1615 30027 FRONT ST 25.77 25.77 6739 07/05/2019 000537 SO CALIF EDISON JUN 2-31-536-3481 41902 MAIN ST 122.74 122.74 6740 07/05/2019 000537 SO CALIF EDISON JUN 2-19-171-8568 28300 MERCEDES 335.92 335.92 ST 6741 07/05/2019 000537 SO CALIF EDISON JUN 2-02-502-8077 43210 BUS PARK DR 356.46 356.46 6742 07/05/2019 000537 SO CALIF EDISON JUN 2-18-937-3152 28314 MERCEDES 1,028.66 1,028.66 ST 6743 07/05/2019 000537 SO CALIF EDISON JUN 2-31-536-3655 41904 MAIN ST 1,163.16 1,163.16 6744 07/05/2019 000537 SO CALIF EDISON JUN 2-02-351-4946 41845 6TH ST 1,872.64 1,872.64 6745 07/05/2019 000537 SO CALIF EDISON JUN 2-29-224-0173 32364 OVERLAND 2,274.16 2,274.16 TRL Page-1 apChkLst Final Check List Page: 2 07/25/2019 11:35:21AM CITY OF TEMECULA Bank: union UNION BANK (Continued) Check # Date Vendor Description 6746 07/05/2019 000537 SO CALIF EDISON JUN 2-29-933-3831 43230 BUS PARK DR 6747 07/05/2019 000537 SO CALIF EDISON JUN 2-00-397-5042 43200 BUS PARK DR 6748 07/05/2019 000537 SO CALIF EDISON JUN 2-32-903-8293 41000 MAIN ST 6749 07/22/2019 007282 AMAZON COM INC, MISC SUPPLIES: ECON DEV SYNCB/AMAZON 6754 07/05/2019 002390 EASTERN MUNICIPAL WATER JUN WATER: 31991 RORIPAUGH VLY DIST RD 6755 07/05/2019 002390 EASTERN MUNICIPAL WATER MAY WATER: 39569 SERAPHINA RD DIST 6756 07/17/2019 018858 FRONTIER CALIFORNIA INC JULY INTERNET SVCS-EOC 6757 07/18/2019 018858 FRONTIER CALIFORNIA INC JULY INTERNET SVCS-LIBRARY 6758 07/18/2019 018858 FRONTIER CALIFORNIA INC JULY INTERNET SVCS- LIBRARY 6759 07/17/2019 016564 IMPACT TELECOM JUN 800 SERVICES: CIVIC CENTER 6760 07/09/2019 001212 SO CALIF GAS COMPANY JUN 095-167-7907-2 30650 PAUBA RD 6761 07/10/2019 001212 SO CALIF GAS COMPANY JUN 125-244-2108-3 30600 PAUBA RD 6762 07/16/2019 010276 TIME WARNER CABLE JULY INTERNET SVCS-41000 MAIN ST 6763 07/23/2019 004236 JP MORGAN TEM GARDENS ANNUAL PLEDGE CHASEIWASHINGTON, FUND PMT MUTUALBANK 6764 07/18/2019 000262 RANCHO CALIF WATER VARI JUNE WATER-3000109 REDHAWK DISTRICT PKWY 6765 07/18/2019 007282 AMAZON COM INC, MISC OFC SUPPLIES: FIRE DEPT SYNCB/AMAZON SUPPLIES:SPECIAL EVENTS MISC OFC SUPPLIES: CITY MGR PGRAM TOOL & SUPPLIES: HUMAN SVC MISC OFC SUPPLIES: CITY MGR SUPPLIES: TVM & ACE Amount Paid Check Total 2,983.83 5,308.69 25,190.56 46.76 1,362.65 284.55 143.67 5.31 5.31 58.78 113.46 234.06 945.32 305,000.00 64,105.04 11.89 770.38 111.01 23.89 17.90 16.71 2,983.83 5,308.69 25,190.56 46.76 1,362.65 284.55 143.67 5.31 5.31 58.78 113.46 234.06 945.32 305,000.00 64,105.04 951.78 Paget apChkLst Final Check List Page: 3 07/25/2019 11:35:21AM CITY OF TEMECULA Bank: union UNION BANK Check # Date Vendor 6766 07/25/2019 007282 AMAZON COM INC, SYNCB/AMAZON 6767 07/25/2019 007282 AMAZON COM INC, SYNCB/AMAZON 6768 07/24/2019 007282 AMAZON COM INC, SYNCB/AMAZON 6769 07/25/2019 010349 CALIF DEPT OF CHILD SUPPORT 6770 07/25/2019 000194 1 C M A RETIREMENT -PLAN 303355 6771 07/25/2019 021301 1 C M A RETIREMENT -PLAN 106474 (Continued) Description Amount Paid Check Total MISC OFC SUPPLIES: FIRE DEPT 12.94 SUPPLIES:AQUATICS 26.32 SUPPLIES:AQUATICS 234.64 SUPPLIES:AQUATICS 862.50 SUPPLIES:AQUATICS 1,656.05 SUPPLIES:AQUATICS 162.85 RECREATION SUPPLIES:CRC 541.62 MISC OFC SUPPLIES: FIRE 291.63 SUPPLIES:SUMMER DAY CAMP 165.47 SUPPLIES:SUMMER DAY CAMP 8.55 SUPPLIES:SUMMER DAY CAMP 24.54 MISC OFFICE SUPPLIES: FINANCE 56.25 MISC OFC SUPPLIES: FIRE DEPT 8.95 MISC OFC SUPPLIES: FIRE DEPT 7.99 MISC OFC SUPPLIES: FIRE DEPT 7.48 SMALL TOOLS/EQUIPMENT: FIRE DEPT 43.49 OFFICE SUPPLIES: BC 155.63 MISC OFC SUPPLIES: FIRE DEPT -32.60 MISC OFC SUPPLIES: FIRE DEPT 16.33 MISC OFC SUPPLIES: FIRE DEPT 13.50 MISC OFC SUPPLIES: FIRE DEPT 238.82 RECREATION SUPPLIES:CRC 63.61 OFFICE SUPPLIES: BC 304.72 SUPPLIES:AQUATICS 179.99 SUPPLIES:AQUATICS 85.62 SUPPLIES:AQUATICS 479.96 SUPPLIES:AQUATICS 53.97 SUPPLIES:AQUATICS 141.30 MISC OFC SUPPLIES: FIRE DEPT 100.46 MISC OFFICE SUPPLIES: FINANCE 59.80 MISC OFFICE SUPPLIES: FINANCE 22.12 MISC OFC SUPPLIES: CITY MGR 11.38 MISC SUPPLIES: WORKFORCE 20.98 SUPPORT PAYMENT 899.07 ICMA-RC RETIREMENT TRUST 457 12,477.56 PAYMENT ICMA-401(A) RETIREMENT PLAN 1,115.39 PAYMENT 5,994.50 11.38 20.98 899.07 12,477.56 1.115.39 Page:3 apChkLst 07/25/2019 11:35:21AM Final Check List CITY OF TEMECULA Page: 4 Bank: union UNION BANK (Continued) Check # Date Vendor Description Amount Paid Check Total 6772 07/25/2019 000444 INSTATAX (EDD) STATE TAXES PAYMENT 29,375.50 29,375.50 6773 07/25/2019 000283 INSTATAX (IRS) FEDERAL TAXES PAYMENT 99,616.70 99,616.70 6774 07/25/2019 000389 NATIONWIDE RETIREMENT OBRA- PROJECT RETIREMENT 8,363.60 8,363.60 SOLUTION PAYMENT 6775 07/25/2019 001065 NATIONWIDE RETIREMENT NATIONWIDE RETIREMENT PAYMENT 11,464.01 11,464.01 SOLUTION 6776 07/25/2019 019088 NATIONWIDE RETIREMENT NATIONWIDE LOAN REPAYMENT 28.51 28.51 SOLUTION PAYMENT 6777 07/25/2019 000246 PERS (EMPLOYEES' FY 19/20 REQUIRED EMPLOYER UAL 2,743,100.00 2,743,100.00 RETIREMENT) PAYMENT 196626 07/25/2019 020724 79 FIELD HOCKEY INC TCSD INSTRUCTOR EARNINGS 504.00 504.00 196627 07/25/2019 009374 ALLEGRO MUSICAL VENTURES PIANO TUNING/MAINT: THEATER 495.00 495.00 DBA, ALLEGRO PIANO SERVICE 196628 07/25/2019 006915 ALLIES PARTY EQUIPMENT, PARTY RENTAL EQUIP ECO DEV 218.98 218.98 RENTAL INC 196629 07/25/2019 021305 ANALYTICAL DESIGN KIOSK SFTWR RENEWAL:CRC 147.62 147.62 SOLUTIONS, DBA KIOWARE 196630 07/25/2019 013950 AQUA CHILL OF SAN DIEGO JUL WTR SRVCS: TEMECULA SHERIFF 56.57 JUL DRINKING WTR SYS MAINT: PW 28.28 JUL DRINKING WTR SYS MAINT: MPSC 34.75 JUL DRINKING WTR SYS MAINT: CIVIC C 183.71 JUL DRINKING WTR SYS MAINT: JRC 28.28 331.59 196631 07/25/2019 017149 B G P RECREATION INC TCSD INSTRUCTOR EARNINGS 3,075.98 TCSD INSTRUCTOR EARNINGS 1,455.30 4,531.28 196632 07/25/2019 015592 BAMM PROMOTIONAL SHIRTS:SPORTS 813.45 PRODUCTS INC SHIRTS:SPORTS 1,413.75 SHIRTS:CLASSES STAFF 352.22 SHIRTS:SPORTS 558.98 JACKETS:30TH ANNIVERSARY 464.36 UNIFORMS: AQUATICS STAFF: TCSD 254.19 3,856.95 196633 07/25/2019 018101 BARN STAGE COMPANY INC ENTERTAINMENT: CABARET THEATER 6,000.00 6,000.00 PROCUREME Page:4 apChkLst Final Check List Page: 5 07/25/2019 11:35:21AM CITY OF TEMECULA Bank: union UNION BANK (Continued) Check # Date Vendor Description 196634 07/25/2019 013482 BAS SECURITY FACILITY SECURITY:TCSDALL FACILITIES 196635 07/25/2019 004386 BEAR COMMUNICATIONS INC BATTERY - SHSP GRANT 196636 07/25/2019 015765 BEISTLE COMPANY THE, DBA FIRE PROMO - PREV & STAT FIRE SMART PROMOTIONS 196637 07/25/2019 020279 BJS RENTALS INC RENTALS:SPECIAL EVENTS 196638 07/25/2019 017145 BOARD, MARGO REIMB: TEAM PACE ITEMS 196639 07/25/2019 003455 BROADCAST MUSIC INC, DBA Music license copyright:Old Town Music BMI 196640 07/25/2019 010939 CALIF DEPT OF INDUSTRIAL P02719 BLUE SLIDE: 30875 RANCHO VISTA 196641 07/25/2019 016824 CALIFORNIA STATE Brewers Guild Econ Impact Econ Dev UNIVERSITY, OF SAN MARCOS 196642 07/25/2019 018828 CASC ENGINEERING AND, JUN PERMIT COMPLIANCE SVCS: CONSULTING INC LAND DEV 196643 07/25/2019 002415 CASTLE AMUSEMENT PARK EXCURSION:SUMMER DAY CAMP 196644 07/25/2019 020931 CHARLES J. KRAUTBLATT, DBA STAFF CERTIFICATIONS:AQUATICS INT'L FITNESS ASSOC 196645 07/25/2019 012627 CLEAR IMAGE ENTERPRISES WINDOW CLEANING SVCS: FOC INC, DBA:CLEAR IMAGE WINDOW CL WINDOW CLEANING SVCS: MPSC WINDOW CLEANING SVCS: TVM WINDOW CLEANING SVCS: CRC WINDOW CLEANING SVCS: JRC WINDOW CLEANING SVCS: THEATER WINDOW CLEANING SVCS: CIVIC CTR WINDOW CLEANING SVCS: CHILDREN'S WINDOW CLEANING SVCS: WEST WING WINDOW CLEANING SVCS: TCC WINDOW CLEANING SVCS: TVE2 196646 07/25/2019 009028 COMMUNICATIONS USA INC MISC SUPPLIES: THEATER MISC SUPPLIES: THEATER Amount Paid Check Total 796.50 796.50 4,821.54 4,821.54 2,881.88 2,881.88 4,761.69 4,761.69 295.21 295.21 856.00 856.00 171.25 171.25 1,050.00 1,050.00 2,157.50 2,157.50 189.81 189.81 645.00 645.00 360.00 250.00 355.00 790.00 340.00 255.00 4,085.00 170.00 260.00 220.00 740.00 7,825.00 742.44 4,507.19 5,249.63 Page:5 apChkLst 07/25/2019 11:35:21AM Final Check List CITY OF TEMECULA Page: 6 Bank: union UNION BANK (Continued) Check # Date Vendor Description Amount Paid Check Total 196647 07/25/2019 004405 COMMUNITY HEALTH EMPLOYEE CHARITY DONATIONS 4.00 4.00 CHARITIES PAYMENT 196648 07/25/2019 004412 COMPLETE TENNIS CAMP, TCSD INSTRUCTOR EARNINGS 525.00 CTC TENNIS, AKA KERRY LE TCSD INSTRUCTOR EARNINGS 910.00 TCSD INSTRUCTOR EARNINGS 136.50 TCSD INSTRUCTOR EARNINGS 289.80 TCSD INSTRUCTOR EARNINGS 96.60 1,957.90 196649 07/25/2019 011922 CORELOGIC INC, DBA JUN PROP ID SFTWR: CODE 295.50 295.50 CORELOGIC SOLUTIONS ENFORCEMENT 196650 07/25/2019 004329 COSTCO TEMECULA491 SUPPLIES:HUMAN SVCS PRGMS & 654.65 654.65 EVENTS 196651 07/25/2019 014501 COUNTYWIDE MECHANICAL HVAC REPAIRS: FOC 535.00 535.00 SYSTEMS 196652 07/25/2019 010650 CRAFTSMEN PLUMBING & OLD TOWN PARKING GARAGE 18,900.00 HVAC INC REPAIRS TES POOL RENOVATION: VARIOUS REP/ 1,575.00 PLUMBING REPAIR: FIRE STATION 73 1,180.93 TES POOL RENOVATION: VARIOUS REP/ 392.29 22,048.22 196653 07/25/2019 016208 CREATIVE MAD SYSTEMS, DBA CHILDRENS MUSEUM ENHANCEMENT 24,497.44 24,497.44 MAD SYSTEMS INC 196654 07/25/2019 017798 CRESTLINE SPECIALTIES COLLEGE FAIR - MEDIC 1,374.00 1,374.00 196655 07/25/2019 020436 CRONBERG, RICHARD N TCSD INSTRUCTOR EARNINGS 252.00 252.00 196656 07/25/2019 020105 CUMBERBATCH, JAMAL CREDIT: TAX WITHHOLDING CASE -367.50 1863175 TCSD INSTRUCTOR EARNINGS 1,470.00 1,102.50 196657 07/25/2019 021323 DA GILL CO INC THE ADDITIONAL SIDEWALK 12,265.00 12,265.00 IMPROVEMENTS 196658 07/25/2019 001393 DATA TICKET INC, DBA JUN CITATION PROCESSING: POLICE 986.35 986.35 REVENUE EXPERTS 196659 07/25/2019 020943 DOUBLE HI EXPRESS TOURS TRANSP: DAY CAMP: MEDIVAL TIMES 3,126.25 3,126.25 INC, DBA M COACH 196660 07/25/2019 004192 DOWNS ENERGY FUEL FUEL FOR CITY VEHICLES: PUBLIC 372.01 WORKS FUEL FOR CITY VEHICLES: PLAN & BLD( 135.07 FUEL FOR CITY VEHICLES: FIRE 45.77 552.85 Pagefi apChkLst 07/25/2019 11:35:21AM Final Check List CITY OF TEMECULA Page: 7 Bank: union UNION BANK (Continued) Check # Date Vendor Description Amount Paid Check Total 196661 07/25/2019 021241 ELIFEGUARD INC Stand Up Lifeguard Station:Aquatics 696.11 696.11 196662 07/25/2019 011202 EMH SPORTS USA INC TCSD INSTRUCTOR EARNINGS 693.00 TCSD INSTRUCTOR EARNINGS 1,456.00 TCSD INSTRUCTOR EARNINGS 2,128.00 4,277.00 196663 07/25/2019 009618 ENNIS FLINT INC MISC SUPPLIES: PW TRAFFIC DIV 6,395.94 6,395.94 196664 07/25/2019 002939 ENVIRONMENTAL SYSTEMS ASSET MGMNT SFTWR: GIS 10,227.93 10,227.93 RESEARCH, INSTITUTE INC 196665 07/25/2019 000478 FAST SIGNS employee wellness program logo 893.69 893.69 196666 07/25/2019 000165 FEDERAL EXPRESS INC EXP MAIL SVCS: CITY CLERK 13.06 13.06 196667 07/25/2019 008784 FIRE ENGINEERING FIRE MAGAZINE SUBSCRIPTION: 1YR 24.00 24.00 196668 07/25/2019 000380 FIRST STUDENT CHARTER, TRANSP: SUMMER DAY CAMP: SD 2,389.47 DBA FIRST STUDENT INC ZOO TRANSP: SUMMER DAY CAMP: ESCAPE 556.64 TRANSP: SUMMER DAY CAMP 426.56 TRANSP: SUMMER DAY CAMP: MULLIGA 670.11 4,042.78 196669 07/25/2019 020921 FLETCHER, COURTNEY REIMB: LINENS & RFRSHMNTS: TOP 85.53 85.53 SALES TAX 196670 07/25/2019 002982 FRANCHISE TAX BOARD CUMBERBATCH, JAMAL - CASE# 367.50 367.50 1863175 196671 07/25/2019 016436 FRICK, TRACY SUPPLIES: DELEGATION TO JAPAN 111.34 111.34 196672 07/25/2019 019710 FU, JIMMY PHOTOGRAPHY SVCS: ECON DEV 625.00 625.00 196673 07/25/2019 000177 GLENNIES OFFICE PRODUCTS MISC OFC SUPPLIES:CENTRAL SVCS 14.45 INC OFC SUPPLIES:BLDG & SAFETY 368.46 382.91 196674 07/25/2019 021311 GLOBAL PAYMENTS DIRECT credit card terminals:cashier/business 1,490.78 1,490.78 INC, DBAOPENEDGE PAYMENTS LLC 196675 07/25/2019 000186 HANKS HARDWARE INC MISC HARDWARE SUPPLIES: FIRE 33.78 MISC MAINT SUPPLIES: TPL 7.59 MAINT SUPPLIES: AQUATICS 114.18 MAINT SUPPLIES: VARIOUS PARKS 239.14 394.69 Page:? apChkLst Final Check List Page: 8 07/25/2019 11:35:21AM CITY OF TEMECULA Bank: union UNION BANK Check # Date Vendor 196676 07/25/2019 013749 HELIXSTORM INC 196677 07/25/2019 015121 HESLIN, MICHAEL 196678 07/25/2019 018059 ICON ENTERPRISES INC 196679 07/25/2019 006914 INNOVATIVE DOCUMENT SOLUTIONS 196680 07/25/2019 003296 INTL CODE COUNCIL 196681 07/25/2019 017715 JAKES ASSOCIATES, INC 196682 07/25/2019 021335 JARA, MARTHA 196683 07/25/2019 021333 JARRETT, STEPHEN 196684 07/25/2019 015358 KELLY PAPER COMPANY INC 196685 07/25/2019 001282 KNORR SYSTEMS INC 196686 07/25/2019 009923 L S AASSOCIATES INC 196687 07/25/2019 011022 LATITUDE GEOGRAPHICS GROUP LTD (Continued) Description HP NOTEBOOKS:AV & CMO VMWARE RENEWAL:INFO TECH REIMB: ESRI USER CONF: 7/9-7/10/19 RECREATION MGMNT SFTWR RENEWAL JUN COPIER MAINT/USAGE/REPAIR: CITYWIDE JUN COPIER MAINT/USAGE/REPAIR: CIT MEMBERSHIP RENEWAL: ELSA WIGLE CRC POOL: QSI SLIDE INSPECTION REFUND: SEC DEPOSIT 7/20/19 TCC REIMB: ESRI USER CONF: 7/9-7/10/19 misc paper & plotter supplies:central SVC CALL: TROUBLESHOOT BACKWASH SVC CALL: PRESSURE SWITCH P/E 5/31 4THADDENDUM RORIPAUGH RANCH GEOCORTEX ESSENTIALS MAINT:GIS 196688 07/25/2019 000210 LEAGUE OF CALIF CITIES '19 LOCAL STREETS & ROADS ASSESSMENT 196689 07/25/2019 003726 LIFE ASSIST INC MEDICAL EQUIP - MEDIC MEDICAL EQUIP - MEDIC 196690 07/25/2019 004230 LINCOLN EQUIPMENT INC POOL EQUIPMENT:AQUATICS POOL EQUIPMENT:AQUATICS POOL EQUIPMENT:AQUATICS 196691 07/25/2019 011145 LODATO JILL CHRISTINE, DBA TCSD INSTRUCTOR EARNINGS BRIGHT START FOR KIDS TCSD INSTRUCTOR EARNINGS TCSD INSTRUCTOR EARNINGS TCSD INSTRUCTOR EARNINGS Amount Paid Check Total 5,379.86 1,798.00 23.91 26,000.00 648.05 6,854.87 240.00 2,250.00 174.50 130.05 3,187.88 340.00 395.63 3,245.05 5,000.00 500.00 743.85 1,220.18 220.00 120.38 85.29 623.00 591.85 1,108.80 900.90 7,177.86 23.91 26,000.00 7,502.92 240.00 2,250.00 174.50 130.05 3,187.88 735.63 3,245.05 5,000.00 500.00 1,964.03 425.67 3,224.55 PageB apChkLst Final Check List Page: 9 07/25/2019 11:35:21AM CITY OF TEMECULA Bank: union UNION BANK (Continued) Check # Date Vendor Description 196692 07/25/2019 011956 MATTHEWS, AARON REIMB: ESRI USER CONF 7/8-7/11/19 196693 07/25/2019 015959 MEHEULA MUSIC TEMECULA PRESENTS PRESENTER PRODUCTIONS 196694 07/25/2019 019823 MERCHANTS BLDG MAINT LLC JUN JANITORIAL SVCS: FACILITIES MAY JANITORIAL SVCS: FACILITIES 196695 07/25/2019 001868 MIYAMOTO-JURKOSKY, SUSAN TCSD INSTRUCTOR EARNINGS ANN 196696 07/25/2019 016445 MKB PRINTING & Bus. cards, Ietterhead:Bldg & Safety PROMOTIONAL INC, DBA MINUTEMAN PRESS 196697 07/25/2019 004040 MORAMARCO, ANTHONY J, TCSD INSTRUCTOR EARNINGS DBA BIGFOOT GRAPHICS TCSD INSTRUCTOR EARNINGS '19 TVM WORKSHOPS: JULY '19 MOTHER/SON BASEBALL: TCSD 196698 07/25/2019 004522 MULLIGANS FAMILY FUN EXCURSION:SUMMER DAY CAMP CENTER, DBA MULLIGAN GROUP INC 196699 07/25/2019 020946 MUSSON THEATRICAL INC MISC STAGE SUPPLIES: THEATER EQUIPMENT PURCHASE:THEATER 196700 07/25/2019 017090 N2 PUBLISHING INC ADVERTISING: TEMECULA PRESENTS 196701 07/25/2019 002925 NAPAAUTO PARTS AUTO PARTS & MISC SUPPLIES: FIRE 196702 07/25/2019 014391 NICHOLS, KELLIE TCSD INSTRUCTOR EARNINGS 196703 07/25/2019 000209 NUTRIEN AG SOLUTIONS INC, EQUIPM REPAIR: STA 84 DBA CROP PRODUCTION SRVCS EQUIP REPAIR & MAINT: STA 73 196704 07/25/2019 021121 OCCUPATIONAL HEALTH CTR MEDICAL SCREENINGS: HR OF CA, DBA CONCENTRA MEDICAL CTR MEDICAL SCREENINGS: HR MEDICAL SCREENINGS: HR MEDICAL SCREENINGS: HR 196705 07/25/2019 003964 OFFICE DEPOT BUSINESS SVS OFFICE SUPPLIES: FINANCE DIV OFFICE SUPPLIES: HR Amount Paid Check Total 1,138.33 5,000.00 21,614.01 21, 614.01 700.00 77.59 2,978.50 644.00 400.00 1,879.00 2,791.67 3,087.78 61,918.74 1,200.00 598.07 1,680.00 MOXI- 2,362.38 32.50 637.00 305.50 32.50 50.10 58.75 1,138.33 5,000.00 43,228.02 700.00 77.59 5,901.50 2,791.67 65,006.52 1,200.00 598.07 1,680.00 2,395.00 1,007.50 108.85 Page9 apChkLst 07/25/2019 11:35:21AM Final Check List CITY OF TEMECULA Page: 10 Bank: union UNION BANK (Continued) Check # Date Vendor Description Amount Paid Check Total 196706 07/25/2019 007959 ONEIL SOFTWARE INC BAR CODING SW LICENCE RENEWAL: 1,380.95 1,380.95 CITY CLER 196707 07/25/2019 020544 PARKHOUSE TIRE SERVICE VEHICLE MAINT: PW 621.01 621.01 INC 196708 07/25/2019 020848 PATRICK, DAMION REIMB:'19 ESRI USER CONF: 7/10-7/11 163.28 163.28 196709 07/25/2019 000249 PETTY CASH PETTY CASH REIMBURSEMENT 19.25 PETTY CASH REIMBURSEMENT 377.34 PETTY CASH REIMBURSEMENT 414.09 810.68 196710 07/25/2019 006653 PLAYPOWER LT FARMINGTON PLAY EQUIP PARTS: RR SPORTS PK 1,484.79 1,484.79 INC 196711 07/25/2019 011549 POWER SPORTS UNLIMITED, VEHICLE MAINT/REPAIR: TEM POLICE 602.26 DBA BMW MOTORCYCLES OF NO VEHICLE MAINT/REPAIR: TEM POLICE 487.75 1,090.01 196712 07/25/2019 019015 PROJECT RADIAN, DBA GEARS TCSD INSTRUCTOR EARNINGS 1,113.00 2 ROBOTS TCSD INSTRUCTOR EARNINGS 840.00 1,953.00 196713 07/25/2019 021026 QUESTICA LTD SYSTEM & REPORT CUSTOMIZATION: 3,900.00 3,900.00 FINANCE 196714 07/25/2019 020127 QUINN COMPANY ANNUAL INSPECTION SVC: 640.84 PW-LIBRARY ANNUAL INSPECTION SVC: PW-FOC 788.92 ANNUAL INSPECTION SVC: PW-CIVIC CE 912.60 ANNUAL INSPECTION SVC: PW-CRC 705.82 ANNUAL INSPECTION SVC: PW-FOC 614.47 3,662.65 196715 07/25/2019 004483 RECREONICS INC SUPPLIES: AQUATICS -447.79 SUPPLIES: AQUATICS 6,032.89 5,585.10 196716 07/25/2019 000353 RIVERSIDE CO AUDITOR, JUN '19 PRKG CITATION 2,762.50 2,762.50 CONTROLLER ASSESSMENTS 196717 07/25/2019 010777 RIVERSIDE CO EXECUTIVE MAY-JUN ANIMAL SHELTER 630.00 630.00 OFFICE OPERATIONS:TEM 196718 07/25/2019 014347 ROBERTS, PATRICIA G. TCSD INSTRUCTOR EARNINGS 126.00 TCSD INSTRUCTOR EARNINGS 252.00 TCSD INSTRUCTOR EARNINGS 252.00 TCSD INSTRUCTOR EARNINGS 218.40 848.40 196719 07/25/2019 012251 ROTH, DONALD J TCSD INSTRUCTOR EARNINGS 441.00 TCSD INSTRUCTOR EARNINGS 315.00 756.00 Page:10 apChkLst Final Check List Page: 11 07/25/2019 11:35:21AM CITY OF TEMECULA Bank: union UNION BANK (Continued) Check # Date Vendor Description 196720 07/25/2019 009980 SANBORN GWYNETH A, CO TIX SALES: COUNTRY LIVE @ THE TEMECULA MUSIC ACADEMY MERC 7/20 196721 07/25/2019 020561 SAP PUBLIC SERVICES INC 6/26/19-6/25/20 SAP LICENSING: IT 196722 07/25/2019 017699 SARNOWSKI SHAWNA M PHOTOGRAPHY: ACE-AOTW JULY PRESTON 196723 07/25/2019 011511 SCUBA CENTER TEMECULA TCSD INSTRUCTOR EARNINGS 196724 07/25/2019 015894 SEHI COMPUTER PRODUCTS REPLACEMENT WORKSTATION: GIS INC 196725 07/25/2019 009213 SHERRY BERRY MUSIC FY 19/20 ENTERTAINMENT: THEATER 196726 07/25/2019 009213 SHERRY BERRY MUSIC TIX SALES: JAZZ @ THE MERC 7/18 196727 07/25/2019 000519 SOUTH COUNTY PEST PEST CONTROL SVCS: FIRE ST95 CONTROL INC 196728 07/25/2019 000293 STADIUM PIZZA INC RFRSHMNTS: HUMAN SVCS-MPSC RFRSHMNTS: WORKFORCE PROGRAM- RFRSHMNTS: WORKFORCE PRGM-LDR: RFRSHMNTS: WORKFORCE PRGM-LDR: RFRSHMNTS: WORKFORCE PROGRAM RFRSHMNTS: WORKFORCE PROGRAM 196729 07/25/2019 008337 STAPLES BUSINESS CREDIT OFFICE SUPPLIES: FINANCE OFFICE SUPPLIES: FINANCE OFFICE SUPPLIES: LIBRARY OFFICE SUPPLIES: LIBRARY OFFICE SUPPLIES: LIBRARY 196730 07/25/2019 002366 STEAM SUPERIOR CARPET UPHOLSTERY CLEANING: THEATER CLEANING 196731 07/25/2019 016262 STEVE ADAMIAK GOLF TCSD INSTRUCTOR EARNINGS INSTRUCTION, AKA STEVEN L ADAMIAK 196732 07/25/2019 003840 STRONGS PAINTING PAINTING SVCS: CRC 196733 07/25/2019 017295 TEMECULA PIZZA FACTORY, RFRSHMNTS: 4TH OF JULY DBA PF INDUSTRIES LLC Amount Paid Check Total 721.25 217.95 150.00 525.00 3,872.59 16,500.00 645.00 94.00 121.00 63.95 94.27 85.54 95.97 65.00 71.52 84.79 34.52 12.67 22.07 470.00 945.00 1,000.00 508.65 721.25 217.95 150.00 525.00 3,872.59 16, 500.00 645.00 94.00 525.73 225.57 470.00 945.00 1,000.00 508.65 Page:11 apChkLst Final Check List Page: 12 07/25/2019 11:35:21AM CITY OF TEMECULA Bank: union UNION BANK (Continued) Check # Date Vendor Description 196734 07/25/2019 004209 TEMECULA SUNRISE ROTARY, JUL-SEP BUS BENCH FOUNDATION PLACEMENT/MAINT: PW 196735 07/25/2019 008311 TEMECULA VALLEY ATHLETIC TCSD INSTRUCTOR EARNINGS CLUB, DBA VIPER VOLLEYBALL 196736 07/25/2019 000668 TIMMY D PRODUCTIONS INC DJ/ANNOUNCER SVCS: MOVIES... PARK 7/19 196737 07/25/2019 019100 TNT ENTERTAINMENT GROUP DJ/ANNOUNCER: SUMMER CONCERT LLC 7/18 196738 07/25/2019 013474 TOWN & COUNTRY TOWING TOWING SVCS: TEMECULA POLICE 196739 07/25/2019 010046 TV CONVENTION &VISITORS MAY'19 IMPRV DISTRICTASMNTS BUREAU, DBA VISIT TEMECULA VALLEY MAY'19 IMPRV DISTRICTASMNTS 196740 07/25/2019 019389 US TRANSPORT & LOGISTICS TOWING SVCS: TEMECULA POLICE INC, DBA DJ'S TOWING 196741 07/25/2019 021300 USERFUL CORPORATION USERFUL SUBSCRIPTION RENEWAL: EOC 196742 07/25/2019 008977 VALLEY EVENTS INC RENTALS: HUMAN SVCS-SNSRY FRIENDLY 7/13 196743 07/25/2019 014848 VALUTEC CARD SOLUTIONS JUN '19 TICKETING SVCS: THEATER LLC 196744 07/25/2019 019321 VISIT TEMECULA VALLEY TENANT IMPROVEMENTS:TVCVB OFFICE 196745 07/25/2019 020275 WALLACE & ASSOC JUN '19 CONST MGNT SVCS: PW-LD CONSULTING INC 196746 07/25/2019 001342 WAXIE SANITARY SUPPLY INC CLEANING SUPPLIES: VARIOUS FACILITIES SUPPLIES: CRC 196747 07/25/2019 020670 WEBB MUNICIPAL FINANCE SPECIAL TAX ADMIN FY 18/19 LLC 196748 07/25/2019 013286 WEST SAFETY SERVICES INC JULY ENTERPRISE 911 SVC: IT 196749 07/25/2019 002841 WESTERN OILFIELDS SUPPLY TEMPORARY IRRIGATION: 4TH OF CO, DBA: RAIN FOR RENT JULY Amount Paid Check Total 2,233.75 2,233.75 500.50 500.50 1,400.00 1,400.00 3,050.00 3,050.00 75.00 75.00 172,817.12 -3,456.34 169,360.78 500.00 500.00 1,515.75 1,515.75 1,811.25 1,811.25 135.66 135.66 106,084.58 106,084.58 21,441.50 21,441.50 2,599.18 232.08 2,831.26 23,712.58 23,712.58 300.00 300.00 7,531.28 7,531.28 Page:12 apChkLst Final Check List Page: 13 07/25/2019 11:35:21AM CITY OF TEMECULA Bank: union UNION BANK Check # Date Vendor 196750 07/25/2019 000341 WILLDAN ASSOCIATES INC 196751 07/25/2019 018871 WONDER SCIENCE 196752 07/25/2019 016864 WOOD, RANDY (Continued) Description APR -MAY TRAFFIC ENG SVCS: PW-TRAFFIC TCSD INSTRUCTOR EARNINGS TCSD INSTRUCTOR EARNINGS REIMB: SUBPOENAAT SAN DIEGO REIMB: CASP CORE EXAM Amount Paid Check Total 4,657.68 4,657.68 2,537.50 2,187.50 4,725.00 95.98 502.54 598.52 Grand total for UNION BANK: 4,071,100.34 Page:13 apChkLst Final Check List Page: 14 07/25/2019 11:35:21AM CITY OF TEMECULA 172 checks in this report. Grand Total All Checks: 4,071,100.34 Page:14 Item No. 4 CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Jennifer Hennessy, Director of Finance DATE: August 13, 2019 SUBJECT: Approve Agreement with HDL Coren & Cone, Inc. for Property Tax Consulting and Revenue Recovery Professional Services PREPARED BY: Mary Vollmuth, Purchasing Manager Rudy Graciano, Revenue Manager RECOMMENDATION: That the City Council approve an agreement with HDL Coren & Cone, Inc., not to exceed $60,000 each fiscal year for the duration of the agreement, to provide professional property tax consulting and revenue recovery services. BACKGROUND: HDL Coren & Cone, Inc., (HdLCC) has provided property tax consulting and revenue recovery services to the City for several years and they work exclusively with the government sector to assess parcel data to ensure property tax revenue is distributed correctly to taxing entities which includes cities, counties, schools and special districts. Through their expertise, database, and proprietary software HdLCC performs audits and analysis of Temecula - specific parcel data using information obtained from the County of Riverside property tax rolls. Their services include, but are not limited to, property valuations and receipt calculations, parcel occupancy and ownership data, property sales reports, revenue audits, identifying and correcting misallocations with the County Assessor, and budget projection assumptions for property tax revenue forecasting. Property tax analysis is complicated due to there being two broad categories of property (real and personal); three tax rolls (secured, unsecured, and State assessed), and numerous peculiarities such as possessory interests. HdLCC understands the complexity of the California property tax system and has the experience and expertise in providing property tax consulting and revenue recovery services making their firm a single source provider for these services. The cost for services for Fiscal Year 2019-20 is $22,500 plus 25% of net tax revenues recovered for the City in audits performed over the period allowable by State statute (current year and 3 prior lien date years). Recovery fees are offset by revenue received. Although the agreement not to exceed amount of $60,000 each fiscal year is within City Manager approval authority, the payment amount of an evergreen agreement term is cumulative and requires City Council approval. The agreement limits expenditures to each fiscal year budget with a not to exceed cap within the City Manager approval authority. The provisions within the agreement also provide for the City to terminate or revise the agreement at any time for any or no reason with ten (10) days written notice. FISCAL IMPACT: Adequate funds are included within the Fiscal Year 2019-20 Finance Operating Budget. For each subsequent fiscal year funds will be adequately appropriated within the Finance Department Operating Budget. The property tax revenue recovery fees are offset by revenue received. ATTACHMENTS: Agreement with HdL Coren & Cone, Inc. AGREEMENT FOR CONSULTANT SERVICES BETWEEN CITY OF TEMECULA AND HDL COREN & CONE, INC. PROPERTY TAX CONSULTING SERVICES THIS AGREEMENT is made and effective as of August 13, 2019, between the City of Temecula, a municipal corporation (hereinafter referred to as "City"), and HDL Coren & Cone, Inc. a Corporation (hereinafter referred to as "Consultant"). In consideration of the mutual covenants and conditions set forth herein, the parties agree as follows: TERM This Agreement shall commence on August 13, 2019 and shall remain and continue in effect from year to year unless either party notifies the other, in writing, within thirty (30) days of the most recent invoice date to terminate this Agreement. The Agreement price for the first year shall be as per Consultant proposal attached hereto and incorporated herein as Exhibit B, and shall be adjusted at the beginning of each fiscal year in accordance with the changes in the Consumer Price Index (CPI) for all Urban Consumers for the Riverside -San Bernardino -Ontario Core Based Statistical Area using the most recently published month annual percentage change. 2. SERVICES Consultant shall perform the services and tasks described and set forth in Exhibit A, attached hereto and incorporated herein as though set forth in full. Consultant shall complete the tasks according to the schedule of performance which is also set forth in Exhibit A. 3. PERFORMANCE Consultant shall at all times faithfully, competently and to the best of his or her ability, experience, and talent, perform all tasks described herein. Consultant shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing similar services as are required of Consultant hereunder in meeting its obligations under this Agreement. 4. PAYMENT a. The City agrees to pay Consultant monthly, in accordance with the payment rates and terms and the schedule of payment as set forth in Exhibit B, Payment Rates and Schedule, attached hereto and incorporated herein by this reference as though set forth in full, based upon actual time spent on the above tasks. Any terms in Exhibit B, other than the payment rates and schedule of payment, are null and void. The amount for year one (1) of the Agreement shall not exceed the Base Fixed Fee Schedule of Twenty -Two Thousand Five Hundred Dollars and No Cents ($22,500.00) unless additional payment is approved as provided in this Agreement. Each additional year the Agreement Base Fixed Fee Schedule shall be adjusted by the Consumer Price Index (CPI) for all Urban Consumers for the Riverside -San Bernardino -Ontario Core Based Statistical Area using the most recently published month annual percentage change. The City shall not incur cost for services exceeding the fiscal year budget and in no event shall the total contract amount exceed Sixty Thousand Dollars and No Cents ($60,000.00) each fiscal year for the duration of this Agreement. 1 R:/Finance/Agreements/Finance Dept Agreements/Agreements 2019-20/HDL Coren & Cone/Property Tax Consulting.07.12.19 b. Consultant shall not be compensated for any services rendered in connection with its performance of this Agreement which are in addition to those set forth herein, unless such additional services are authorized in advance and in writing by the City Manager . Consultant shall be compensated for any additional services in the amounts and in the manner as agreed to by City Manager and Consultant at the time City's written authorization is given to Consultant for the performance of said services. C. Consultant will submit invoices monthly for actual services performed. Invoices shall be submitted between the first and fifteenth business day of each month, for services provided in the previous month. Payment shall be made within thirty (30) days of receipt of each invoice as to all non -disputed fees. If the City disputes any of Consultant's fees, it shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth on the invoice. For all reimbursements authorized by this Agreement, Consultant shall provide receipts on all reimbursable expenses in excess of Fifty Dollars ($50) in such form as approved by the Director of Finance. 5. SUSPENSION OR TERMINATION OF AGREEMENT WITHOUT CAUSE a. The City may at any time, for any reason, with or without cause, suspend or terminate this Agreement, or any portion hereof, by serving upon the Consultant at least ten (10) days prior written notice. Upon receipt of said notice, the Consultant shall immediately cease all work under this Agreement, unless the notice provides otherwise. If the City suspends or terminates a portion of this Agreement such suspension or termination shall not make void or invalidate the remainder of this Agreement. b. In the event this Agreement is terminated pursuant to this Section, the City shall pay to Consultant the actual value of the work performed up to the time of termination, provided that the work performed is of value to the City. Upon termination of the Agreement pursuant to this Section, the Consultant will submit an invoice to the City, pursuant to Section entitled "PAYMENT" herein. 6. DEFAULT OF CONSULTANT a. The Consultant's failure to comply with the provisions of this Agreement shall constitute a default. In the event that Consultant is in default for cause under the terms of this Agreement, City shall have no obligation or duty to continue compensating Consultant for any work performed after the date of default and can terminate this Agreement immediately by written notice to the Consultant. If such failure by the Consultant to make progress in the performance of work hereunder arises out of causes beyond the Consultant's control, and without fault or negligence of the Consultant, it shall not be considered a default. b. If the City Manager or his delegate determines that the Consultant is in default in the performance of any of the terms or conditions of this Agreement, it shall serve the Consultant with written notice of the default. The Consultant shall have ten (10) days after service upon it of said notice in which to cure the default by rendering a satisfactory performance. In the event that the Consultant fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement. 7. OWNERSHIP OF DOCUMENTS a. Consultant shall maintain complete and accurate records with respect to sales, costs, expenses, receipts and other such information required by City that relate to the 2 R:/Finance/Agreements/Finance Dept Agreements/Agreements 2019-20/HDL Coren & Cone/Property Tax Consulting.07.12.19 performance of services under this Agreement. Consultant shall maintain adequate records of services provided in sufficient detail to permit an evaluation of services. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Consultant shall provide free access to the representatives of City or its designees at reasonable times to such books and records, shall give City the right to examine and audit said books and records, shall permit City to make transcripts there from as necessary, and shall allow inspection of all work, data, documents, proceedings and activities related to this Agreement. Such records, together with supporting documents, shall be maintained for a period of three (3) years after receipt of final payment. b. Upon completion of, or in the event of termination or suspension of this Agreement, all original documents, designs, drawings, maps, models, computer files containing data generated for the work, surveys, notes, and other documents prepared in the course of providing the services to be performed pursuant to this Agreement shall become the sole property of the City and may be used, reused or otherwise disposed of by the City without the permission of the Consultant. With respect to computer files containing data generated for the work, Consultant shall make available to the City, upon reasonable written request by the City, the necessary computer software and hardware for purposes of accessing, compiling, transferring and printing computer files. 8. INDEMNIFICATION The Consultant agrees to defend, indemnify, protect and hold harmless the City of Temecula, Temecula Community Services District, and/or the Successor Agency to the Temecula Redevelopment Agency, its officers, officials, employees and volunteers from and against any and all claims, demands, losses, defense costs or expenses, including attorney fees and expert witness fees, or liability of any kind or nature which the City of Temecula, Temecula Community Services District, and/or the Successor Agency to the Temecula Redevelopment Agency, its officers, agents, employees or volunteers may sustain or incur or which may be imposed upon them for injury to or death of persons, or damage to property arising out of Consultant's negligent or wrongful acts or omissions arising out of or in any way related to the performance or non- performance of this Agreement, excepting only liability arising out of the negligence of the City of Temecula, Temecula Community Services District, and/or the Successor Agency to the Temecula Redevelopment Agency. 9. INSURANCE REQUIREMENTS Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the work hereunder by the Consultant, its agents, representatives, or employees. a. Minimum Scope of Insurance. Coverage shall be at least as broad as: 1) Insurance Services Office Commercial General Liability form No. CG 00 01 11 85 or 88. 2) Insurance Services Office Business Auto Coverage form CA 00 01 06 92 covering Automobile Liability, code 1 (any auto). If the Consultant owns no automobiles, a non - owned auto endorsement to the General Liability policy described above is acceptable. 3) Worker's Compensation insurance as required by the State of California and Employer's Liability Insurance. If the Consultant has no employees while performing under 3 R:/Finance/Agreements/Finance Dept Agreements/Agreements 2019-20/HDL Coren & Cone/Property Tax Consulting.07.12.19 this Agreement, worker's compensation insurance is not required, but Consultant shall execute a declaration that it has no employees. 4) Professional Liability Insurance shall be written on a policy form providing professional liability for the Consultant's profession. b. Minimum Limits of Insurance. Consultant shall maintain limits no less than 1) General Liability: One Million ($1,000,000) per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. 2) Automobile Liability: One Million ($1,000,000) accident for bodily injury and property damage. 3) Worker's Compensation as required by the State of California; Employer's Liability: One Million Dollars ($1,000,000) per accident for bodily injury or disease. 4) Professional Liability Coverage: One Million Dollars ($1,000,000) per claim and in aggregate. c. Deductibles and Self -Insured Retentions. Any deductibles or self -insured retentions shall not exceed Twenty Five Thousand Dollars and No Cents ($25,000). d. Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions: 1) The City of Temecula, the Temecula Community Services District, the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees and volunteers are to be covered as insured's, as respects: liability arising out of activities performed by or on behalf of the Consultant; products and completed operations of the Consultant; premises owned, occupied or used by the Consultant; or automobiles owned, leased, hired or borrowed by the Consultant. The coverage shall contain no special limitations on the scope of protection afforded to the City of Temecula, the Temecula Community Services District, the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees or volunteers. 2) For any claims related to this project, the Consultant's insurance coverage shall be primary insurance as respects the City of Temecula, the Temecula Community Services District, the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees and volunteers. Any insurance or self -insured maintained by the City of Temecula, Temecula Community Services District, and/or the Successor Agency to the Temecula Redevelopment Agency, its officers, officials, employees or volunteers shall be excess of the Consultant's insurance and shall not contribute with it. 3) Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City of Temecula, the Temecula Community Services District, and the Successor Agency to the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees or volunteers. 4) The Consultant's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. R:/Finance/Agreements/Finance Dept Agreements/Agreements 2019-20/HDL Coren & Cone/Property Tax Consulting.07.12.19 5) Each insurance policy required by this agreement shall be endorsed to state in substantial conformance to the following: If the policy will be canceled before the expiration date the insurer will notify in writing to the City of such cancellation not less than thirty (30) days' prior to the cancellation effective date. 6) If insurance coverage is canceled or, reduced in coverage or in limits the Consultant shall within two (2) business days of notice from insurer phone, fax, and/or notify the City via certified mail, return receipt requested of the changes to or cancellation of the policy. e. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best rating of A-:VII or better, unless otherwise acceptable to the City. Self insurance shall not be considered to comply with these insurance requirements. f. Verification of Coverage. Consultant shall furnish the City with original endorsements effecting coverage required by this clause. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. The endorsements are to be on forms provided by the City. All endorsements are to be received and approved by the City before work commences. As an alternative to the City's forms, the Consultant's insurer may provide complete, certified copies of all required insurance policies, including endorsements affecting the coverage required by these specifications. 10. INDEPENDENT CONTRACTOR a. Consultant is and shall at all times remain as to the City a wholly independent contractor. The personnel performing the services under this Agreement on behalf of Consultant shall at all times be under Consultant's exclusive direction and control. Neither City nor any of its officers, employees, agents, or volunteers shall have control over the conduct of Consultant or any of Consultant's officers, employees, or agents except as set forth in this Agreement. Consultant shall not at any time or in any manner represent that it or any of its officers, employees or agents are in any manner officers, employees or agents of the City. Consultant shall not incur or have the power to incur any debt, obligation or liability whatever against City, or bind City in any manner. b. No employee benefits shall be available to Consultant in connection with the performance of this Agreement. Except for the fees paid to Consultant as provided in the Agreement, City shall not pay salaries, wages, or other compensation to Consultant for performing services hereunder for City. City shall not be liable for compensation or indemnification to Consultant for injury or sickness arising out of performing services hereunder. 11. LEGAL RESPONSIBILITI The Consultant shall keep itself informed of all local, State and Federal ordinances, laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Consultant shall at all times observe and comply with all such ordinances, laws and regulations. The City, and its officers and employees, shall not be liable at law or in equity occasioned by failure of the Consultant to comply with this section. 12. RELEASE OF INFORMATION a. All information gained by Consultant in performance of this Agreement shall be considered confidential and shall not be released by Consultant without City's prior written authorization. Consultant, its officers, employees, agents or subcontractors, shall not without written authorization from the City Manager or unless requested by the City Attorney, voluntarily 5 R:/Finance/Agreements/Finance Dept Agreements/Agreements 2019-20/HDL Coren & Cone/Property Tax Consulting.07.12.19 provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement or relating to any project or property located within the City. Response to a subpoena or court order shall not be considered "voluntary" provided Consultant gives City notice of such court order or subpoena. b. Consultant shall promptly notify City should Consultant, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed there under or with respect to any project or property located within the City. City retains the right, but has no obligation, to represent Consultant and/or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, City's right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response. 13. NOTICES Any notices which either party may desire to give to the other party under this Agreement must be in writing and may be given either by (i) personal service, (ii) delivery by a reputable document delivery service, such as but not limited to, Federal Express, that provides a receipt showing date and time of delivery, or (iii) mailing in the United States Mail, certified mail, postage prepaid, return receipt requested, addressed to the address of the party as set forth below or at any other address as that party may later designate by Notice. Notice shall be effective upon delivery to the addresses specified below or on the third business day following deposit with the document delivery service or United States Mail as provided above. Mailing Address: City of Temecula Attn: City Manager 41000 Main Street Temecula, CA 92590 To Consultant: HDL Coren & Cone, Inc. Attn: Paul J Cone or Nichole Cone-Morishita 120 S. State College Blvd., Ste. 200 Brea, CA 92821 14. ASSIGNMENT The Consultant shall not assign the performance of this Agreement, nor any part thereof, nor any monies due hereunder, without prior written consent of the City. Upon termination of this Agreement, Consultant's sole compensation shall be payment for actual services performed up to, and including, the date of termination or as may be otherwise agreed to in writing between the City Council and the Consultant. 15. LICENSES At all times during the term of this Agreement, Consultant shall have in full force and effect, all licenses required of it by law for the performance of the services described in this Agreement. 16. GOVERNING LAW 6 R:/Finance/Agreements/Finance Dept Agreements/Agreements 2019-20/HDL Coren & Cone/Property Tax Consulting.07.12.19 The City and Consultant understand and agree that the laws of the State of California shall govern the rights, obligations, duties and liabilities of the parties to this Agreement and also govern the interpretation of this Agreement. Any litigation concerning this Agreement shall take place in the municipal, superior, or federal district court with geographic jurisdiction over the City of Temecula. In the event such litigation is filed by one party against the other to enforce its rights under this Agreement, the prevailing party, as determined by the Court's judgment, shall be entitled to reasonable attorney fees and litigation expenses for the relief granted. 17. PROHIBITED INTEREST No officer, or employee of the City of Temecula that has participated in the development of this agreement or its approval shall have any financial interest, direct or indirect, in this Agreement, the proceeds thereof, the Consultant, or Consultant's sub -contractors for this project, during his/her tenure or for one year thereafter. The Consultant hereby warrants and represents to the City that no officer or employee of the City of Temecula that has participated in the development of this agreement or its approval has any interest, whether contractual, non - contractual, financial or otherwise, in this transaction, the proceeds thereof, or in the business of the Consultant or Consultant's sub -contractors on this project. Consultant further agrees to notify the City in the event any such interest is discovered whether or not such interest is prohibited by law or this Agreement. 18. ENTIRE AGREEMENT This Agreement contains the entire understanding between the parties relating to the obligations of the parties described in this Agreement. All prior or contemporaneous agreements, understandings, representations and statements, oral or written, are merged into this Agreement and shall be of no further force or effect. Each party is entering into this Agreement based solely upon the representations set forth herein and upon each party's own independent investigation of any and all facts such party deems material. 19. AUTHORITY TO EXECUTE THIS AGREEMENT The person or persons executing this Agreement on behalf of Consultant warrants and represents that he or she has the authority to execute this Agreement on behalf of the Consultant and has the authority to bind Consultant to the performance of its obligations hereunder. The City Manager is authorized to enter into an amendment on behalf of the City to make the following modifications to the agreement: (a) name changes; (b) extension of time; (c) non -monetary changes in scope of work; (d) agreement termination. 7 R:/Finance/Agreements/Finance Dept Agreements/Agreements 2019-20/HDL Coren & Cone/Property Tax Consulting.07.12.19 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first above written. CITY OF TEMECULA By: Michael S. Naggar, Mayor ATTEST: By: Randi Johl, City Clerk APPROVED AS TO FORM: By: HDL Coren & Cone, Inc. (Two Signatures of corporate officers required unless corporate documents authorize only one person to sign the agreement on behalf of the corporation.) By: ' _,( � Paula J. one, President By: iJV�/�' l� �• C�i'V` r��'� - Nichole E. Cone-Morishita, Secretary Peter M. Thorson, City Attorney CONSULTANT HDL Coren & Cone, Inc. Attn: Nichole E. Cone-Morishita 120 S. State College Blvd. Ste., 200 Phone: 714-879-5000 E-Mail: ncone(d-)hdlccpropertytax.cnm PM Initials: Date: F-1�-t�jqi a R:/Finance/Agreements/Finance Dept Agreements/Agreements 2019-20/HDL Coren & Cone/Property Tax Consulting.07.12.19 *:4:I1:1kr1 Tasks to be Performed The Consultant shall provide the services to include but may not be limited to those items as outlined in Consultant's proposal attached hereto and incorporated herein as though set forth in full. 9 R:/Finance/Agreements/Finance Dept Agreements/Agreements 2019-20/HDL Coren & Cone/Property Tax Consulting.07.12.19 Mary Vollmuth From: Nichole Cone <ncone@hdlccpropertytax.com> Sent: Thursday, May 30, 2019 11:29 AM To: Mary Vollmuth Cc: 'pfickett@hdlcompan ies.com'; Mahea Villabroza Subject: Temecula Proposal - HdLCC Property Tax Attachments: Temecula Proposal 2019.pdf; CA33062 2017 TEMECULA - Sample RFP.pdf Good Morning Mary, Please see the attached proposal for property tax services. I added language to incorporate a CPI in future years. Let me know If you have any questions. Nlchole Cone I Vice President, HdL Caren & Cone mgne IN [pronerlvtdx.wm I NEW 71d.874.50 Powerful Solutions, Proven Results 10 R:/Finance/Agreements/Finance Dept Agreements/Agreements 2019-20/HDL Coren & Cone/Property Tax Consulting.07.12.19 HdL° HdE3 Coren & Cone May 30, 2019 Ms. Mary Vollmuth, Purchasing Manager City of Temecula 41000 Main Street Temecula, CA 92590 Re: Property Tax Management, Audit and Information Services Thank you for your interest in our Property Tax Services. In response, enclosed is our firm's proposal to provide property tax management, audit and information services for the City of Temecula Founded in 1992, HdL Coren & Cone (HdLCC) developed the first computer software system in California for tracking property tax revenues for counties, cities, and special districts. The company was the first in the state to go beyond using parcel data for allocation audits by developing specialized reports and models to assist government agencies by using the data for parcel administration, focused economic development strategies and revenue projections. The corporation is owned by its employees and the major stockholders that manage the firm. The staff consists of 11 highly qualified analysts, auditors and information systems technology professionals. HdLCC currently provides ongoing services to more than 225 California agencies. The company maintains annual property tax records for Riverside County back to 1992. HdLCC's experienced team has worked with key county staff and is thoroughly familiar with county property tax procedures. Specific advantages that HdLCC possesses to perform the services being sought by the City of Temecula include: • HdLCC maintains property tax data for 44 California counties, including all agencies in those counties. The size of the database plus a sophisticated computer system uniquely qualifies HdLCC to provide the most comprehensive property tax analysis available in California. HdLCC's audit team has developed speciallzed databases and audit techniques and is thoroughly familiar with the County of Riverside. This familiarity, and excellent working relationships with County departments, will allow Temecula to recover all misallocated property tax revenue in a timely manner. 11 R:/Finance/Agreements/Finance Dept Agreements/Agreements 2019-20/HDL Coren & Cone/Property Tax Consulting 07.12.19 HdL© Coren & Cone ■ HdLCC's service team is comprised of individuals with extensive experience in property tax assessment, administration, auditing, economic development and financial management. All the firms' key personnel have worked in or with public agencies and thoroughly understand their challenges and needs. This ensures prompt and knowledgeable response to inquiries and provides for relevant and timely information. • HdLCC employs a staff of three full time information technology professionals with expertise In applications development, network design and maintenance, database management and technical support. These staff members continually work on developing and enhancing the firm's technological capabilities. ■ All HdLCC staff works from our centrally located headquarters in Diamond Bar, California. The decision to operate out of a single location allows the company to minimize overhead costs and thereby lower service fees, maximize coordination of client services, protect the company's substantial databases and allows for Immediate response to requests for information or assistance. • HdLCC will provide Temecula staff with access to the firm's web -based property tax software which affords city staff a user-friendly tool for parcel look -up and will display parcel ownership, valuation, sales and bullding/land characteristic information and links with the County GIS maps. We look forward to reviewing this proposal with you in greater detail and demonstrating how our services and software products can benefit the City of Temecula. Sincerely, le&) allit- Paula Cone, President pconeVa HdLCCorooertvtax.com HdL Coren & Cone 120 S. State College Blvd. Brea, CA 92821 www.hdicompanies.com 12 R:/Finance/Agreements/Finance Dept Agreements/Agreements 2019-20/HDL Coren & Cone/Property Tax Consulting.07.12 19 HdL© ('oien & Ccfw 1. HISTORY AND DESCRIPTION OF COMPANY EXPERIENCE HdL Coren and Cone (HdLCC) provides property tax management services to over 205 California public agencies. The company consists of a team of seasoned professionals with decades of experience in every aspect of local government including finance, management, auditing, economic development, redevelopment and legislative advocacy. This ensures prompt and knowledgeable response to inquiries and provides for relevant and timely information on issues impacting the City's property tax. HdLCC's specialized computer software, databases and highly trained staff have generated over $95,000,000 in new revenues for client agencies, $52.8 million since 2000. HdLCC was founded in 1992 and developed California's first computerized property tax management program. In addition, the firm provides clients with parcel tax administration and successor agency consulting. HdLCC is a California "S" Corporation which has been serving cities and special districts for 24 years. The company is majority employee owned. All HdLCC staff work from our centrally located headquarters in Diamond Bar, California. The decision to operate out of a single location allows the company to minimize overhead costs and thereby lower service fees, maximize coordination of client services, protect the company's substantial databases and allows for Immediate response to requests for information or assistance. HdLCC maintains property tax data from 44 California counties, including all cities and successor agency project areas in those counties. Our data resources include 15-22 years of historical data in most counties and the company maintains more than twenty- five years of annual property tax records for Riverside County. Our audit team has worked extensively with key County staff and is thoroughly familiar with Riverside County revenue processing processes. 13 R:/Finance/Agreements/Finance Dept Agreements/Agreements 2019-20/HDL Coren & Cone/Property Tax Consulting 07.12.19 HdP 2. SUMMARY OF PROFESSIONAL QUALIFICATIONS Property taxes in California have evolved into an extremely complex system that requires experience and expertise to fully monitor. There are two broad categories of property (real and personal), three tax rolls (secured, unsecured and state assessed), and numerous peculiarities such as possessory interest and the distribution of tax revenue from private aircraft. The revenues generated by the property tax system need to be distributed to a myriad of taxing entities including cities, counties, schools, special districts and successor agencies. The company's extensive property tax information systems allow us to perform tax audits and provide information and analysis from a city's property tax data to city staff quickly and accurately. HdL Coren & Cone Is dedicated to helping cities, counties, successor agencies and special districts maximize revenues through allocation audits, financial and economic analysis and provision of related software products. Recognized as the industry leader, HdL Coren & Cone currently provides ongoing property tax audit, information or data services to 5 of the cities in Riverside County. The firm has provided property tax audit and information services to several California's largest cities including; Los Angeles, San Diego, Long Beach, Oakland, Stockton and Fresno. The firms'staff have performed thousands of secured and unsecured property tax audits for client agencies over the past twenty-four years and recovered millions of dollars in misallocated property tax revenue. Our management team and staff pride themselves on being highly responsive to client needs and cordial in our contacts with county staff. This philosophy has served our clients and the company well. This is evident by the fact that 83% of our property tax audit and Information services clients have been using our services for more than 10 years and 50% of our clients have been under contract for more than 15 years. a 14 R:/Finance/Agreements/Finance Dept Agreements/Agreements 2019-20/HDL Coren & Cone/Property Tax Consulting.07.12.19 HdL© Cor-i i ,, r )ne Since 2000, HdLCC has recovered $52.8 million of property tax revenue for California cities and their former redevelopment agencies. This total Includes recoveries from both the secured and unsecured tax rolls. KEY STAFF Paula Cone Paula Cone is a principal with HdL Coren and Cone, the property tax arm of the HdL Companies, and has over twenty years of municipal experience in finance and city management and 25 years of property tax analysis, local agency interface and audit review experience. She joined the firm in 1990 to oversee the development of the property tax analysis, audit and software elements in use today. She developed the first cost-effective and accurate computer program for identifying, monitoring, auditing and correcting property tax misallocations. Paula oversees the company's property tax management and auditing division which is also responsible for verifying and correcting jurisdictional and boundary errors. She and her team have identified errors which have resulted in a redistribution of net tax revenues of $ 52.6 million to client agencies since 2000. The property tax database is also used to verify jurisdictional and boundary errors for sales tax audit purposes. Ms. Cone earned her Bachelor's degree from California State University at Long Beach. She is former Parks and Recreation Director and Assistant City Manager for the City of Lawndale. David ScheV David has 22 years of experience with HdLCC since joining the firm in 1994. His prior experience includes service as Planning Director, Community Development Director and Deputy Director of Redevelopment as well as having provided development and consulting services to municipal clients. As a principal with HdLCC, David has provided client services In connection with tax allocations bonds; property tax and tax Increment s 15 R:/Finance/Agreements/Finance Dept Agreements/Agreements 2019-20/HDL Coren & Cone/Property Tax Consulting.07.12.19 HdL© C:nren & i:ono issues; tax sharing calculation; and analysis of legislative actions. David has spoken at numerous conferences and seminars sponsored by the California Redevelopment Association and the League of California Cities. In addltion to his professional work in connection with local government, David served for over six years as a member and chairman of both the Planning Commission and Parks and Recreation Commission. Education: Bachelor of Arts, University of California; Los Angeles, California; Bachelor of Arts, California State University; Long Beach, California; Master of Public Administration, University of Southern California; Los Angeles, CA Nkhole Cone Nichole has 16 years property tax analytical and processing experience, and specializes in understanding the data received from Assessor & Auditor, used for secured and unsecured parcel audits, and property tax analysis Nichole Cone joined HdL CC in 1992. She oversees the acquisition and processing of county assessor and auditor controller data into HdL CC's database. Preparation and production of property tax reports and client data sets are also under Ms. Cone's direction. She oversees the staff responsible for the HdLCC Comprehensive Annual Financial Report (CAFR) product and fields many of the general day to day client inquires. Ms. Cone was instrumental in our system redesign which closely mirrors the systems used by counties. Education: Bachelor of Arts, Loyola Marymount University, Los Angeles, California. Cheryl Murase Cheryl Murase joined HdL Coren & Cone in 1997 after five years with O'Connor & Company Securities as a Vice President. Prior to that, Ms. Murase worked for a California municipal financial advising firm for five years in Senior Associate and Associate positions where she gained experience in structuring a wide variety of issues including tax 6 16 R:/Finance/Agreements/Finance Dept Agreements/Agreements 2019-20/HDL Coren & Cone/Property Tax Consulting.07 12.19 HdL° Comic & Cone allocation, certificates of participation, Marks -Roos and Mello -Roos issues. Her understanding of county assessments of property value and tax collections has aided in the projection of tax increment revenue. She has assisted clients with the various government reporting requirements, and has gathered information necessary for continued rating of debt. Ms. Murase gained her municipal accounting background from working in a variety of capacities for the cities of Montebello and Commerce. She served as the Redevelopment Accountant for the City of Commerce. Robert Scherer Robert Scherer joined HdL Coren and Cone In 2004. He is responsible for the acquisition and preparation of County data, and Is the lead designer of HdLCC's property tax analytical reports system. Mr. Scherer earned his Bachelor's degree in Business Administration, Computer Information Systems from California State Polytechnic University, Pomona, California. 3. EVIDENCE OF RESOURCES AND EXPERTISE REQUIRED Using HdLCC's custom software, a data set of all parcels In the City will be established and be available via the internet through the HdLCC Web -Based Property Tax Program. This data is prepared from the Riverside County Lien Date Rolls that is purchased annually in July. HdLCC updates the original County roll with any transfers in ownership, which have occurred between the lien date and the current month and updates the ownership information (name and mailing address), date of transfer, sale price, and document (deed) number monthly. 17 R:/Finance/Agreements/Finance Dept Agreements/Agreements 2019-20/HDL Coren & Cone/Property Tax Consulting.07.12.19 HdL© A. Reports n Analytical Services HdLCC furnishes a variety of reports detailing property and revenue trends for the entire City and for custom defined geographic areas. These reports can be used for budgeting purposes, planning, economic development and public information. Among the reports provided are top 25, 50, 100-property owner/taxpayer listings, multiple ownership properties, non -owner occupied parcels, identification of property ownership transfers and completed construction projects for tracking of reassessments. HdL Coren and Cone will reconcile the annual Auditor/Controller Assessed Valuations Report and will furnish a breakdown of assessed values within the City. The identification of escaping revenue through the use of property tax data sets has been a targeted focus for HdLCC during the past 24 years. With the reduction of tax revenues through legislated Educational Revenue Augmentation Fund (ERAF), cities, counties, agencies and special districts have been focusing on ways to increase the limited resources already stretched thin. The unsecured roll contains property owners which, when matched with a business license data set can be used to identify escaping revenues. For Instance, property leased to businesses in your jurisdiction is taxed to the lessor of the property. We find that frequently, the lessors are not properly registered with a city business license. When notified and properly licensed, these businesses will generate additional revenue for the city. The use of the secured roll will assist in identifying owners of rented residential, commercial, or industrial properties that do not have a business license with the City should one be required. R 18 R:/Finance/Agreements/Finance Dept Agreements/Agreements 2019-20/HDL Coren & Cone/Property Tax Consulting.07.12.19 HdL© The company will provide the following reports based on the current year lien date rolls and will provide the reports annually, quarterly or monthly as appropriate: Reports are also available from prior years if required. • A five year history of the values within the City, and custom (city defined) geographic areas; A listing of the largest value changes, positive and negative between tax years; • An annual parcel listing of properties with parcel number changes between tax years identifying parcel splits and combines; • A listing of the major property owners for the City or specially defined geobases, including the combined assessed values of their property and property use code designation; • A listing of the major property tax payers, including an estimate of the property taxes to be allocated to the City; • A listing of property transfers which occurred since the lien date ordered by month —sales listing; • A listing of parcels that have not changed ownership since the enactment of Proposition 13; • A comparison of property within the City by county use -code designation; • A multiple year comparison of growth by use code designation over a 10 year period; • A listing by parcel of new construction activity utilizing City building department data, including building permits with assessor parcel numbers and project completion dates, to identify non-residential parcels with new construction activity and to provide reports for use in the City's preparation of Proposition 4 and 111 State Appropriation Limit calculations; 9 19 R:/Finance/Agreements/Finance Dept Agreements/Agreements 2019-20/HDL Coren & Cone/Property Tax Consulting 07 12.19 HW rcn r'Cone A listing of multiple owned parcels; • A listing of absentee owner parcels; • Calculate an estimate of property tax revenue anticipated to be received for the fiscal year for the City based upon the initial information provided by the County and subject to modification. This estimate shall not be used to secure the indebtedness of the City. Analyses based on geo areas designated by the City to include assessed valuations and square footage computations for use in economic analysis and community development planning. Revenue Forecasting Tools One and five-year budget projections for the city general fund are provided annually. This report is interactive for tax modeling and supplies estimates for both the general fund revenue and revenue from Property Tax in Lieu of VLF (VLFAA). The VLFAA will be of particular importance to Temecula due to SB130 (Roth) which will allow the City to receive this revenue for the first time since incorporation beginning in 2017/18. Future growth will be based on increases in property value. B. Identification and Correction of Errors HdL Coren & Cone has the technology, methodology and trained staff to analyze all secured parcels within the City to identify costly errors resulting in the misallocation of property taxes. The company has the ability to audit the secured and unsecured property tax rolls two ways, first reviewing the entire county to find parcels miscoded to other jurisdictions; and second, reviewing the parcels within the city, county or agency to ensure that each is coded to the appropriate taxing entity. Our advanced io 20 R:/Finance/Agreements/Finance Dept Agreements/Agreements 2019-20/HDL Coren & Cone/Property Tax Consulting 07.12.19 HdL© corpn & C, technology, accuracy and track record have placed us in a unique position to be hired by cities to find additional revenues after audits have been performed by prior consultants. In addition, by filing audit results with the County Assessor in a timely manner, we can assure that the repetitive errors from previous years will not re -occur. Upon approval of the contract, the company will perform an analysis of the Assessor Rolls to identify all parcels on both the secured and unsecured tax rolls and verify that parcel assessed valuations and the resulting taxes are correctly allocated to the City. This analysis is accomplished through the use of specialized computer software, assessor maps, city GIS maps, city records, other pertinent documents, and field investigations. The review will include the lien date secured and unsecured data for the current tax year as well as historical data back for a total of four (4) tax years. By cross matching parcels with the City's building permit activity and project completion information, we are able to track parcels which should have been reassessed due to new construction activity but have been missed by the assessor's appraisers (escaped assessments). C. Informatign Pr vided QuailCirly ■ HdL Coren & Cone prepares reports including a listing of property tax appeals filed on properties in the city.These reports are prepared for the City General Fund and include a history of all appeals filed; the disposition of those appeals, successful appeals, pending appeals, Proposition 8 appeals and a report to assist the City/Successor Agency in determining the potential impact of pending appeals. These reports are provided to our clients where the county data is available in a pdf format and are emalled to designated city staff. • A listing of property transfers that have occurred since the last report will be available through the software provided and updated on a quarterly basis. 21 R:/Finance/Agreements/Finance Dept Agreements/Agreements 2019-20/HDL Coren & Cone/Property Tax Consulting 07.12.19 HdLe This data will include the new owner/seller of the property, new mailing address if not the situs address, the date of sale, the sale price when verified, document number, and transaction type. D. Property x Application and Database • � _. �-�� a to , � tia < . „�, , . ,� . Secured Assessment Details Y.f ��4i .� Yw.MIW •....�. HdLCC provides a web -based software application to clients as a user-friendly tool to access the City's property tax data. HdLCC provides updates to the data 12 22 R:/Finance/Agreements/Finance Dept Agreements/Agreements 2019-20/HDL Coren & Cone/Property Tax Consulting 07 12.19 HdL° 6)ren r Cone portion of the product on monthly basis to reflect changes in ownership, updated appeals filings, and deed recordings. As modifications and enhancements are made to the program, clients receive the enhanced version of the software at no additional cost. Training will be provided to city staff within the first two months after the execution of the agreement for property tax management and audit services and is available annually for new staff members or staff requiring a refresher course. If additional training sessions are required, the fees in the compensation section under hourly fees will be charged. The help manual available within the program is easy to navigate and user friendly. HdLCC staff is available Monday through Friday, 8 a.m. to 5 p.m. to answer questions and assist staff on the use of the software. Assistance is available either by phone or vla email. The city will be granted a site license for the application, providing no limit to the number of users. HdLCC will not charge an annual maintenance fee for the software program. Periodically, as the program changes and product enhancements are developed, upgrades or new releases of the software are issued at no additional cost to the client. 23 R:/Finance/Agreements/Finance Dept Agreements/Agreements 2019-20/HDL Coren & Cone/Property Tax Consulting.07.12 19 EXHIBIT B Payment Rates and Schedule The amount for year one (1) of the Agreement shall not exceed the Base Fixed Fee Schedule of Twenty -Two Thousand Five Hundred Dollars and No Cents ($22,500.00) unless additional payment is approved as provided in this Agreement. Each additional year the Agreement Base Fixed Fee Schedule shall be adjusted by the Consumer Price Index (CPI) for all Urban Consumers for the Riverside -San Bernardino -Ontario Core Based Statistical Area using the most recently published month annual percentage change. The City shall not incur cost for services exceeding the fiscal year budget and in no event shall the total contract amount exceed Sixty Thousand Dollars and No Cents ($60,000.00) each fiscal year for the duration of this Agreement. Consultant shall be further paid 25% of net tax revenues recovered for the City in the audits performed over the period allowable by State statute (current year and three (3) prior lien date years) with prior review and approval by the Director of Finance. Consultant shall obtain approval prior to beginning any additional work beyond the scope of services outlined in this Agreement. Any additional or optional services the City requests that are not outlined in the proposal attached hereto and incorporated herein as though set forth in full shall be quoted and agreed to, in writing. Any additional costs are not to exceed the total contract amount as outlined in Section 4 and Exhibit B of this Agreement. 24 R:/Finance/Agreements/Finance Dept Agreements/Agreements 2019-20/HDL Coren & Cone/Property Tax Consulting 07.12.19 S. PROPOSED CONTRACT FEE FOR SERVICES Based on the number of parcels within Temecula (33,746), our standard fee for property tax services is $5,625.00 {der guarter, ($22,500/year) plus 25% of net tax revenues recovered for the City in the audits performed over the period allowable by State statute (current year and 3 prior lien date years). For multi -year contracts, Base Fixed Fee shall 13 25 R:/Finance/Agreements/Finance Dept Agreements/Agreements 2019-20/HDL Coren & Cone/Property Tax Consulting.07.12.19 HdL© be adjusted annually by the California Consumer Price Index (CCPI) for all Items as determined by the California Department of Industrial Relations as measured February to February by the California All Urban Consumers index. Work that is requested by the City and that is beyond the scope of services outlined in this proposal shall be charged on a time and material basis. No work shall be performed without prior written approval of the City. Fees for these services are as follows: Partner $225 per hour Principal Associate Senior Analyst Analyst Administrative $195 per hour $150 per hour $100 per hour $ 65 per hour $ 45 per hour Hourly rates are exclusive of expenses. Expenses, reasonable travel and lodging fees are billed at 1.15 times actual incurred costs. 6. PROPOSED WORK PLAN/STAFFING SCHEDULE The methodology that the company follows in identifying, correcting and recovering property tax errors includes the following: Task I Establishment of County Data Set Task II Identify and Correct Errors Task III Prepare Reports Task IV Ongoing Analysis HdL Coren & Cone has ample staff to devote to the tasks required in this request for qualifications. Our knowledgeable staff will be assigned to ensure that the 14 26 R:/Finance/Agreements/Finance Dept Agreements/Agreements 2019-20/HDL Coren & Cone/Property Tax Consulting.07.12.19 HdL© C.nr.•n �k Cono. deadlines for deliverables are met and that requests placed by City staff are handled expeditiously. Tirneline i t Property TaX An@ivsisn Aucht Services: • County assessment rolls are purchased annually in July. ■ The property data program will be available for access via the internet within 30 days of the execution of the agreement. Parcel data will be updated monthly to include the most current ownership information due to parcel transfers. • The secured audits for the City will be completed and submitted to the County Assessor for corrective action within 90 days of receipt of county rolls. The City will receive file copies of submittals simultaneous with submissions to the County Assessor. • Data collection from the county assessor's and auditor controller's offices for reports is performed in August and September each year and preliminary reports will be delivered to the City prior to the end of October annually. • The final tax ratio percentages are available from the auditor controller's office annually in February/March. Final reports will be prepared and delivered prior to the end of April annually. REFERENCES: Ernie Reyna, Finance Director 951.361.0900 City of Eastvale 12363 Limonite Avenue, Suite 910, Eastvale, CA 91752 Property tax management, information services provided since 2013 Alan Kreimeier, Administrative Services Director 951.332.6464 City of Jurupa Valley IS 27 R:/Finance/Agreements/Finance Dept Agreements/Agreements 2019-20/HDL Coren & Cone/Property Tax Consulting.07.12.19 Item No. 5 CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Jennifer Hennessy, Director of Finance DATE: August 13, 2019 SUBJECT: Approve Agreement with Hinderliter de Llamas and Associates for Sales Tax Consulting and Recovery Fee Professional Services PREPARED BY: Mary Vollmuth, Purchasing Manager Rudy Graciano, Revenue Manager RECOMMENDATION: That the City Council approve an agreement with Hinderliter de Llamas and Associates, not to exceed $60,000 each fiscal year for the duration of the agreement, to provide professional sales tax consulting and recovery fee services. BACKGROUND: Hinderliter de Llamas and Associates (HdL) has provided sales tax consulting and recovery fee services to the City for several years. The firm works exclusively with the government sector to examine sales and use tax records of the California Department of Tax and Fee Administration (CDTFA) to ensure all City business transactions are properly captured in CDTFA records and are remitted correctly. Their services include, but are not limited to, sales tax use audits, data analysis and management support in budget and revenue forecasting, economic trends, and identifying allocation and reporting errors by the CDTFA. The services provided by HdL has the potential to increase revenue to the City through their auditing and analysis of sales tax returns. The firm has compiled the most comprehensive and proprietary sales tax database in the State and has the proven capability to provide valuable sales tax analysis, trend statistics, and recovery tax fee consulting services. Due to the complex requirements of sales tax accounting, proprietary software utilized, and the confidentiality of services provided, HdL is considered a single source provider for these professional services and selection to contract for their services is within the provisions of the Temecula Municipal Code Section 3.28.090.d. The cost for services for Fiscal Year 2019-20 is $10,200 plus a 15% recovery fee for all new sales and use tax the City receives as a result of HdL audit work. Recovery fees are offset by revenue received. Although the agreement not to exceed amount of $60,000 each fiscal year is within City Manager approval authority, the payment amount of an evergreen agreement term is cumulative and requires City Council approval. The agreement limits expenditures to each fiscal year budget with a not to exceed cap within the City Manager approval authority. The provisions within the agreement also provide for the City to terminate or revise the Agreement at any time for any or no reason with ten (10) days written notice. FISCAL IMPACT: Adequate funds are included within the Fiscal Year 2019-20 Finance Operating Budget. For each subsequent fiscal year, funds will be adequately appropriated within the Finance Department Operating Budget. Recovery fee services are offset by revenue received. ATTACHMENTS: Agreement with Hinderliter de Llamas and Associates AGREEMENT FOR CONSULTANT SERVICES BETWEEN CITY OF TEMECULA AND HINDERLITER de LLAMAS AND ASSOCIATES SALES TAX CONSULTING AND RECOVERY FEE SERVICES THIS AGREEMENT is made and effective as of August 13, 2019, between the City of Temecula, a municipal corporation (hereinafter referred to as "City"), and Hinderliter de Llamas and Associates a Corporation (hereinafter referred to as "Consultant"). In consideration of the mutual covenants and conditions set forth herein, the parties agree as follows: 1. TERM This Agreement shall commence on August 13, 2019 and shall remain and continue in effect from year to year unless either party notifies the other, in writing, within thirty (30) days of the most recent invoice date to terminate this Agreement. The Agreement price for the first year shall be as per Consultant proposal attached hereto and incorporated herein as Exhibit B and shall be adjusted at the beginning of each fiscal year in accordance with the changes in the Consumer Price Index (CPI) for all Urban Consumers for the Riverside -San Bernardino -Ontario Core Based Statistical Area using the most recently published month annual percentage change. 2. SERVICES Consultant shall perform the services and tasks described and set forth in Exhibit A, attached hereto and incorporated herein as though set forth in full. Consultant shall complete the tasks according to the schedule of performance which is also set forth in Exhibit A. 3. PERFORMANCE Consultant shall at all times faithfully, competently and to the best of his or her ability, experience, and talent, perform all tasks described herein. Consultant shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing similar services as are required of Consultant hereunder in meeting its obligations under this Agreement. 4. PAYMENT a. The City agrees to pay Consultant monthly, in accordance with the payment rates and terms and the schedule of payment as set forth in Exhibit B, Payment Rates and Schedule, attached hereto and incorporated herein by this reference as though set forth in full, based upon actual time spent on the above tasks. Any terms in Exhibit B, other than the payment rates and schedule of payment, are null and void. The amount for year one (1) of the Agreement shall not exceed the Base Fixed Fee Schedule of Ten Thousand Two Hundred Dollars and No Cents ($10,200.00) unless additional payment is approved as provided in this Agreement. Each additional year the Agreement Base Fixed Fee Schedule shall be adjusted by the Consumer Price Index (CPI) for all Urban Consumers for the Riverside -San Bernardino - Ontario Core Based Statistical Area using the most recently published month annual percentage change. The City shall not incur cost for services exceeding the fiscal year budget and in no event 1 R://Fiance/Agreements/Finance Dept Agreements/Agreements 2019-20/Hinderliter de Llamas/Sales Tax Consulting and Recovery Fee Services/07.01 19 shall the total contract amount exceed Sixty Thousand Dollars and No Cents ($60,000.00) each fiscal year for the duration of this Agreement. b. Consultant shall not be compensated for any services rendered in connection with its performance of this Agreement which are in addition to those set forth herein, unless such additional services are authorized in advance and in writing by the City Manager . Consultant shall be compensated for any additional services in the amounts and in the manner as agreed to by City Manager and Consultant at the time City's written authorization is given to Consultant for the performance of said services. C. Consultant will submit invoices monthly for actual services performed. Invoices shall be submitted between the first and fifteenth business day of each month, for services provided in the previous month. Payment shall be made within thirty (30) days of receipt of each invoice as to all non -disputed fees. If the City disputes any of Consultant's fees, it shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth on the invoice. For all reimbursements authorized by this Agreement, Consultant shall provide receipts on all reimbursable expenses in excess of Fifty Dollars ($50) in such form as approved by the Director of Finance. 5. SUSPENSION OR TERMINATION OF AGREEMENT WITHOUT CAUSE a. The City may at any time, for any reason, with or without cause, suspend or terminate this Agreement, or any portion hereof, by serving upon the Consultant at least ten (10) days prior written notice. Upon receipt of said notice, the Consultant shall immediately cease all work under this Agreement, unless the notice provides otherwise. If the City suspends or terminates a portion of this Agreement such suspension or termination shall not make void or invalidate the remainder of this Agreement. b. In the event this Agreement is terminated pursuant to this Section, the City shall pay to Consultant the actual value of the work performed up to the time of termination, provided that the work performed is of value to the City. Upon termination of the Agreement pursuant to this Section, the Consultant will submit an invoice to the City, pursuant to Section entitled "PAYMENT" herein. 6. DEFAULT OF CONSULTANT a. The Consultant's failure to comply with the provisions of this Agreement shall constitute a default. In the event that Consultant is in default for cause under the terms of this Agreement, City shall have no obligation or duty to continue compensating Consultant for any work performed after the date of default and can terminate this Agreement immediately by written notice to the Consultant. If such failure by the Consultant to make progress in the performance of work hereunder arises out of causes beyond the Consultant's control, and without fault or negligence of the Consultant, it shall not be considered a default. b. If the City Manager or his delegate determines that the Consultant is in default in the performance of any of the terms or conditions of this Agreement, it shall serve the Consultant with written notice of the default. The Consultant shall have ten (10) days after service upon it of said notice in which to cure the default by rendering a satisfactory performance. In the event that the Consultant fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without 2 R://Fiance/Agreements/Finance Dept Agreements/Agreements 2019-20/Hinderliter de Llamas/Sales Tax Consulting and Recovery Fee Services/07 01 19 further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement. 7. OWNERSHIP OF DOCUMENTS a. Consultant shall maintain complete and accurate records with respect to sales, costs, expenses, receipts and other such information required by City that relate to the performance of services under this Agreement. Consultant shall maintain adequate records of services provided in sufficient detail to permit an evaluation of services. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Consultant shall provide free access to the representatives of City or its designees at reasonable times to such books and records, shall give City the right to examine and audit said books and records, shall permit City to make transcripts there from as necessary, and shall allow inspection of all work, data, documents, proceedings and activities related to this Agreement. Such records, togetherwith supporting documents, shall be maintained for a period of three (3) years after receipt of final payment. b. Upon completion of, or in the event of termination or suspension of this Agreement, all original documents, designs, drawings, maps, models, computer files containing data generated for the work, surveys, notes, and other documents prepared in the course of providing the services to be performed pursuant to this Agreement shall become the sole property of the City and may be used, reused or otherwise disposed of by the City without the permission of the Consultant. With respect to computer files containing data generated for the work, Consultant shall make available to the City, upon reasonable written request by the City, the necessary computer software and hardware for purposes of accessing, compiling, transferring and printing computer files. 8. INDEMNIFICATION The Consultant agrees to defend, indemnify, protect and hold harmless the City of Temecula, Temecula Community Services District, and/or the Successor Agency to the Temecula Redevelopment Agency, its officers, officials, employees and volunteers from and against any and all claims, demands, losses, defense costs or expenses, including attorney fees and expert witness fees, or liability of any kind or nature which the City of Temecula, Temecula Community Services District, and/or the Successor Agency to the Temecula Redevelopment Agency, its officers, agents, employees or volunteers may sustain or incur or which may be imposed upon them for injury to or death of persons, or damage to property arising out of Consultant's negligent or wrongful acts or omissions arising out of or in any way related to the performance or non- performance of this Agreement, excepting only liability arising out of the negligence of the City of Temecula, Temecula Community Services District, and/or the Successor Agency to the Temecula Redevelopment Agency. 9. INSURANCE REQUIREMENTS Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the work hereunder by the Consultant, its agents, representatives, or employees. 3 R://Fiance/Agreements/Finance Dept Agreements/Agreements 2019-20/Hinderliter de Llamas/Sales Tax Consulting and Recovery Fee Services/07.01 19 a. Minimum Scope of Insurance. Coverage shall be at least as broad as: 1) Insurance Services Office Commercial General Liability form No. CG 00 01 11 85 or 88. 2) Insurance Services Office Business Auto Coverage form CA 00 01 06 92 covering Automobile Liability, code 1 (any auto). If the Consultant owns no automobiles, a non - owned auto endorsement to the General Liability policy described above is acceptable. 3) Worker's Compensation insurance as required by the State of California and Employer's Liability Insurance. If the Consultant has no employees while performing under this Agreement, worker's compensation insurance is not required, but Consultant shall execute a declaration that it has no employees. 4) Professional Liability Insurance shall be written on a policy form providing professional liability for the Consultant's profession. b. Minimum Limits of Insurance. Consultant shall maintain limits no less than: 1) General Liability: One Million ($1,000,000) per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. 2) Automobile Liability: One Million ($1,000,000) accident for bodily injury and property damage. 3) Worker's Compensation as required by the State of California; Employer's Liability: One Million Dollars ($1,000,000) per accident for bodily injury or disease. 4) Professional Liability Coverage: One Million Dollars ($1,000,000) per claim and in aggregate. c. Deductibles and Self -Insured Retentions. Any deductibles or self -insured retentions shall not exceed Twenty Five Thousand Dollars and No Cents ($25,000). d. Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions: 1) The City of Temecula, the Temecula Community Services District, the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees and volunteers are to be covered as insured's, as respects: liability arising out of activities performed by or on behalf of the Consultant; products and completed operations of the Consultant; premises owned, occupied or used by the Consultant; or automobiles owned, leased, hired or borrowed by the Consultant. The coverage shall contain no special limitations on the scope of protection afforded to the City of Temecula, the Temecula Community Services District, the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees or volunteers. 4 R://Fiance/Agreements/Finance Dept Agreements/Agreements 2019-20/1-linderliter de Llamas/Sales Tax Consulting and Recovery Fee Services/07 01.19 2) For any claims related to this project, the Consultant's insurance coverage shall be primary insurance as respects the City of Temecula, the Temecula Community Services District, the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees and volunteers. Any insurance or self -insured maintained by the City of Temecula, Temecula Community Services District, and/or the Successor Agency to the Temecula Redevelopment Agency, its officers, officials, employees or volunteers shall be excess of the Consultant's insurance and shall not contribute with it. 3) Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City of Temecula, the Temecula Community Services District, and the Successor Agency to the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees or volunteers. 4) The Consultant's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. 5) Each insurance policy required by this agreement shall be endorsed to state in substantial conformance to the following: If the policy will be canceled before the expiration date the insurer will notify in writing to the City of such cancellation not less than thirty (30) days' prior to the cancellation effective date. 6) If insurance coverage is canceled or, reduced in coverage or in limits the Consultant shall within two (2) business days of notice from insurer phone, fax, and/or notify the City via certified mail, return receipt requested of the changes to or cancellation of the policy. e. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best rating of A-:VII or better, unless otherwise acceptable to the City. Self insurance shall not be considered to comply with these insurance requirements. f. Verification of Covera e. Consultant shall furnish the City with original endorsements effecting coverage required by this clause. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. The endorsements are to be on forms provided by the City. All endorsements are to be received and approved by the City before work commences. As an alternative to the City's forms, the Consultant's insurer may provide complete, certified copies of all required insurance policies, including endorsements affecting the coverage required by these specifications. 10. INDEPENDENT CONTRACTOR a. Consultant is and shall at all times remain as to the City a wholly independent contractor. The personnel performing the services under this Agreement on behalf of Consultant shall at all times be under Consultant's exclusive direction and control. Neither City nor any of its officers, employees, agents, or volunteers shall have control over the conduct of Consultant or any of Consultant's officers, employees, or agents except as set forth in this Agreement. Consultant shall not at any time or in any manner represent that it or any of its officers, employees or agents are in any manner officers, employees or agents of the City. Consultant shall not incur or have the power to incur any debt, obligation or liability whatever against City, or bind City in any manner. 5 R://Fiance/Agreements/Finance Dept Agreements/Agreements 2019-20/Hinderliter de Llamas/Sales Tax Consulting and Recovery Fee Services/07.01 19 b. No employee benefits shall be available to Consultant in connection with the performance of this Agreement. Except for the fees paid to Consultant as provided in the Agreement, City shall not pay salaries, wages, or other compensation to Consultant for performing services hereunder for City. City shall not be liable for compensation or indemnification to Consultant for injury or sickness arising out of performing services hereunder. 11. CONFIDENTIALITY Section 7056 of the State of California Revenue and Taxation Code specifically limits the disclosure of confidential taxpayer information contained in the records of the State Board of Equalization. This section specifies the conditions under which the City may authorize persons other than City officers, officials, and employees to examine State Sales, Use and Transaction Tax records. The following conditions specified in Section 7056 (b), (1) of the State of California Revenue and Taxation Code are hereby made part of this Agreement. a. Consultant is authorized by this Agreement to examine sales, use or transactions and use tax records of the Board of Equalization provided to City pursuant to contract under the conditions established by the California Revenue and Taxation law. b. Consultant is required to disclose information contained in, or derived from, those sales, use or transactions and use tax records only to an officer, official or employee of the City who is authorized by Resolution to examine the information. C. Consultant is prohibited from performing consulting services for a retailer, as defined in California Revenue and Taxation Code Section 6015, during the term of this Agreement. d. Consultant is prohibited from retaining the information contained in, or derived from those sales or transactions and use tax records, after this Agreement has expired. Information obtained by examination of the Board of Equalization records shall be used only for purposes related to collection of local sales and use tax or for other governmental functions of the City as set forth by Resolution adopted pursuant to Section 7056 (b), (1) of the Revenue and Taxation Code. 12. LEGAL RESPONSIBILITIES The Consultant shall keep itself informed of all local, State and Federal ordinances, laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Consultant shall at all times observe and comply with all such ordinances, laws and regulations. The City, and its officers and employees, shall not be liable at law or in equity occasioned by failure of the Consultant to comply with this section. 13. RELEASE OF INFORMATION a. All information gained by Consultant in performance of this Agreement shall be considered confidential and shall not be released by Consultant without City's prior written 6 R:HFiance/Agreements/Finance Dept Agreements/Agreements 2019-20/Hinderliter de Llamas/Sales Tax Consulting and Recovery Fee Services/07.01.19 authorization. Consultant, its officers, employees, agents or subcontractors, shall not without written authorization from the City Manager or unless requested by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement or relating to any project or property located within the City. Response to a subpoena or court order shall not be considered "voluntary" provided Consultant gives City notice of such court order or subpoena. b. Consultant shall promptly notify City should Consultant, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed there under or with respect to any project or property located within the City. City retains the right, but has no obligation, to represent Consultant and/or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, City's right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response. 14. NOTICES Any notices which either party may desire to give to the other party under this Agreement must be in writing and may be given either by (i) personal service, (ii) delivery by a reputable document delivery service, such as but not limited to, Federal Express, that provides a receipt showing date and time of delivery, or (iii) mailing in the United States Mail, certified mail, postage prepaid, return receipt requested, addressed to the address of the party as set forth below or at any other address as that party may later designate by Notice. Notice shall be effective upon delivery to the addresses specified below or on the third business day following deposit with the document delivery service or United States Mail as provided above. Mailing Address: City of Temecula Attn: City Manager 41000 Main Street Temecula, CA 92590 To Consultant: Hinderliter de Llamas Attn: Peggy Fickett 120 S. State College Blvd., Ste. 200 Brea, CA 92821 15. ASSIGNMENT The Consultant shall not assign the performance of this Agreement, nor any part thereof, nor any monies due hereunder, without prior written consent of the City. Upon termination of this Agreement, Consultant's sole compensation shall be payment for actual services performed up to, and including, the date of termination or as may be otherwise agreed to in writing between the City Council and the Consultant. 16. LICENSES 7 R:HFiance/Agreements/Finance Dept Agreements/Agreements 2019-20/Hinderliter de Llamas/Sales Tax Consulting and Recovery Fee Services/07.01.19 At all times during the term of this Agreement, Consultant shall have in full force and effect, all licenses required of it by law for the performance of the services described in this Agreement. 17. GOVERNING LAW The City and Consultant understand and agree that the laws of the State of California shall govern the rights, obligations, duties and liabilities of the parties to this Agreement and also govern the interpretation of this Agreement. Any litigation concerning this Agreement shall take place in the municipal, superior, or federal district court with geographic jurisdiction over the City of Temecula. In the event such litigation is filed by one party against the other to enforce its rights under this Agreement, the prevailing party, as determined by the Court's judgment, shall be entitled to reasonable attorney fees and litigation expenses for the relief granted. 18. PROHIBITED INTEREST No officer, or employee of the City of Temecula that has participated in the development of this agreement or its approval shall have any financial interest, direct or indirect, in this Agreement, the proceeds thereof, the Consultant, or Consultant's sub -contractors for this project, during his/her tenure or for one year thereafter. The Consultant hereby warrants and represents to the City that no officer or employee of the City of Temecula that has participated in the development of this agreement or its approval has any interest, whether contractual, non - contractual, financial or otherwise, in this transaction, the proceeds thereof, or in the business of the Consultant or Consultant's sub -contractors on this project. Consultant further agrees to notify the City in the event any such interest is discovered whether or not such interest is prohibited by law or this Agreement. 19. ENTIRE AGREEMENT This Agreement contains the entire understanding between the parties relating to the obligations of the parties described in this Agreement. All prior or contemporaneous agreements, understandings, representations and statements, oral or written, are merged into this Agreement and shall be of no further force or effect. Each party is entering into this Agreement based solely upon the representations set forth herein and upon each party's own independent investigation of any and all facts such party deems material. 20. AUTHORITY TO EXECUTE THIS AGREEMENT The person or persons executing this Agreement on behalf of Consultant warrants and represents that he or she has the authority to execute this Agreement on behalf of the Consultant and has the authority to bind Consultant to the performance of its obligations hereunder. The City Manager is authorized to enter into an amendment on behalf of the City to make the following non -substantive modifications to the agreement: (a) name changes; (b) extension of time; (c) non -monetary changes in scope of work; (d) agreement termination. B R://Fiance/Agreements/Finance Dept Agreements/Agreements 2019-20/1-linderliter de Llamas/Sales Tax Consulting and Recovery Fee Services/07.01.19 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first above written. CITY OF TEMECULA By: Michael S. Naggar, Mayor ATTEST: By: Randi Johl, City Clerk APPROVED AS TO FORM: By: HINDERLITER de LLAMAS and ASSOCIATES (Two Signatures of corporate officers required unless corporate documents authorize only one person to sign the agreement on behalf of the corporation.) By: Li �.. Andrew Nickerson, President By: Gary Lott, Chief Operating Officer Peter M. Thorson, City Attorney CONSULTANT Hinderliter de Llamas and Associates Attn: Peggy Fickett 120 S. State College Blvd. Ste., 200 Phone: 714-879-5000 E-Mail: pfickett(@hdicompanies.com PM Initials: Date: 03/11 /2019 R://Fiance/Agreements/Finance Dept Agreements/Agreements 2019-20/1-linderliter de Llamas/Sales Tax Consulting and Recovery Fee Services/07.01.19 EXHIBIT A Tasks to be Performed The Consultant shall provide the services to include but may not be limited to those items as outlined in Consultant's proposal attached hereto and incorporated herein as though set forth in full. 10 R://Fiance/Agreements/Finance Dept Agreements/Agreements 2019-20/Hinderliter de Llamas/Sales Tax Consulting and Recovery Fee Services/07.01 19 City of Temecula PROPOSAL FOR SALES AND USE TAX AUDIT AND MANAGEMENT SERVICES May 31, 2019 Hdtv Companies R://Fiance/Agreements/Finance Dept Agreements/Agreements 2019-20/1-linderliter de Llamas/Sales Tax Consulting and Recovery Fee Services/07 01 19 Proposal for Sales and Use Tax Services City of Temecula, CA V. SCOPE OF SERVICES A. Sales and Use Tax Services May 31, 2019 Using confidential taxpayer records as authorized by Revenue and Taxation Code Section 7056, HdL will find and correct errors that result in underpayments of tax to the City of Temecula. The firm will employ a series of analyses, comparisons with other data sources and physically canvassing the City to find, document and submit for correction all taxpayer errors that result in lost City revenue or could result in lost revenue in the future. When errors are found, HdL staff will promptly file claims for their correction following CDTFA procedures and regulations. Thereafter, HdL will diligently work with the CDTFA to ensure the prompt recovery of all escaped revenues. Documentation of errors will be regularly provided to the City. In conducting these activities on behalf of the City, HdL will provide reports that accurately depict the City's sales tax base, use tax collections and revenues. All reports, graphs, tables and revenue forecasts are designed to enhance the City's capacity to plan for, expand and manage its various sales use and district tax revenues. Reports identifying and comparing the retail composition of various sub -geographic -areas of the City will also be provided. 1. Audit Method and Approach To achieve the highest audit and recovery results, HdL employs the following audit techniques and programs: a. Identification of Errors and Revenue.Maxirnization Opportunities Field Surveys: Field inventories of the City's business and industrial areas are conducted every 10-12 months to identify businesses located within the City that appear to be under -reporting revenues or are not on the CDTFA allocation rolls. Specially trained held auditors, using the latest in mapping, GPS and digital recording technology, document not only the existence of sales tax producing businesses but also any relevant factors such as size, presence of a large stock of goods, will -call windows and any specific references to sales activity. This process identifies a wide range of registration errors including erroneous consolidation of multiple outlets, misreporting of point of sale from an erroneous location and delays in reporting new outlets. Tax_ Area Cade fl'ACl Review: HdL reviews every active account on the CDTFA's allocation rolls reporting $50 or more in local tax to ensure proper TAC assignment. Government and private sector property tax mapping and GIS databases are used extensively in this process. These programs are important because physical canvassing will not reveal businesses with missing or incomplete signage, or those that are home - based. A complete TAC review is performed at least once every 9-12 months. Deviation Assessment: Each quarter, HdL applies proprietary queries and analyses to its statewide allocation database to identify all accounts for which there has been a substantial change in allocation pattern. HdL's database, unmatched in size, comprises over 99.6% of all sales and use tax transactions in California and allows for the most comprehensive audits in the state. The review is applied to direct allocations and to the county pools and allows for a much broader view and understanding of what has happened in any given quarter. Well-founded leads are quickly extracted from this process, often without the need for time-consuming manual reviews of taxpayer files This allows for faster processing and less time used for preparing submittals. 10 12 R://Fiance/Agreements/Finance Dept Agreements/Agreements 2019-20/Hinderliter de Llamas/Sales Tax Consulting and Recovery Fee Services/07.01.19 Proposal for Sales and Use Tax Services City of Temecula. CA May 31, 2019 This in turn lowers recovery fees by reducing the amount of prior quarter revenue requiring redistribution. Use Tax Errors and Opportunities: HdL analyzes the use tax allocation pools of the 58 counties and the state each quarter to identify instances where a taxpayer may have misidentified a transaction as use tax rather than sales tax. Further specialized reviews and techniques are employed to identify direct allocation opportunities of local use tax. CDTFA Regulation 1802(d) allows for direct allocation of local use tax on qualifying individual sales or purchases over $500,000. Out-of-state and foreign -based companies in particular often have large transactions that meet the criteria fordirect allocation under this section. Under Regulation 1699.6, businesses and organizations (including local government agencies) with aggregate purchases subject to use tax of least $500,000 per year can apply for a Use Tax Direct Payment Permit, allowing for direct allocation of the corresponding local share. Finally, under a resolution adopted in December 1994, a construction contractor who enters into a contract equal to or greater than $5,000,000 may elect to obtain a sub -permit for the jobsite resulting in a direct allocation of local use tax to the jurisdiction where the jobsite is located. Regulalion 1699 Evaluations: CDTFA Regulation 1699 controls when and where a permit should be issued to a given business location. Wholesalers, contractors, processors, manufacturers, and other non -retail businesses that do not normally sell merchandise often conduct occasional sales, self -accrue use tax or are levied deficiency assessments by the state. HdL uses proprietary methods for finding companies that should be taking out permits so that those revenues are allocated to the City. b. Recovery of Misallocated Revenue ❑evelo meet of Correction Data: Preliminary lead lists developed through the audit programs are further refined using a variety of programs and databases to reduce the need for taxpayer contact. Companies remaining in the audit database are then contacted by a specialized audit unit whose members are specifically selected and trained to interview tax preparers and marketing, warehouse and management staff. Taxpayer interviews are always conducted in a business friendly, non -intrusive manner that emphasizes cooperation and protection of confidentiality. Documentation: Telephone contacts are often accompanied by a written follow-up questionnaire concerning business activities, a spoeific one-time transaction or a written confirmation of our findings. This documentation is always filed with the petition to minimize CDTFA processing time. Solid documentation and follow-up lowers client fees by reducing the number of quarters requiring retroactive adjustment and ensures faster recovery of misallocated revenues. City Review: To avoid potential conflicts with a City's in-house audit efforts, HcIL provides a list of misallocated or under -reporting businesses for City officials to review and authorize prior to any invoicing. This line item, account level approval process is an important step in eliminating any misunderstandings or disagreements regarding what may be considered a valid audit "find! Preparation and Submittal of Corrections: Petitions are prepared (CDTFA Form 549-S or 549-L) that notify the CDTFA the existence and nature of the misallocation. All relevant and available supporting documentation is included. Copies of all transmittal forms and correspondence with the CDTFA and taxpayers are sent to City staff. 11 13 R://Fiance/Agreements/Finance Dept Agreements/Agreements 2019-20/Hinderliter de Llamas/Sales Tax Consulting and Recovery Fee Services/07 01.19 Proposal for Sales and Use Tax Services City of Temecula, CA May 31, 2019 Continuous Fallow -up: HdL employs a full-time case manager whose responsibility is to monitor and follow-up on case inventory. An aging report is updated and reviewed on a monthly basis and the appropriate follow-up is initiated on cases that are taking an inordinate amount of time to correct. This follow-up emphasizes partnership and cooperation with CDTFA Allocation Group staff. HdL's continuous efforts to check on the status of submittals are made to ensure that corrections are being pursued. Timely follow-up on cases reduces the time it takes for the City to recover its revenue. ,Appeals: HdL cases are thoroughly researched, vetted and documented prior to submittal. This ensures the fastest possible processing times and reduces the number of cases that are initially disclaimed and must be Further researched and defended through a very lengthy CDTFA appeals process. Nearly all HdL cases are resolved favorably at either the first cr second levels of the CDTFA petition process described in Regulation 1807. HdL has cultivated close working relationships with the CDTFA Appeals Division. When an appeal is required, HdL has the necessary expertise and access to competently and aggressively represent client interests. Having many cases on appeal may be presented by some vendors as evidence of a more sophisticated and aggressive audit program. It should be viewed, however, as an indication that inadequate supporting documentation tends to require more case appeals and lead to otherwise unnecessary procedural delays. c. Track Record HdL is effective in recovering misallocated revenue for client agencies in 97% of all cases submitted to the CDTFA. The small number of cases that do require an appeal is evidence of HdUs thorough research and the quality of the well -documented information included to support claims. 2. Sales and Use Tax_ Management Services a. HdL Database, Reports and Training HdL maintains Temecula's detailed sales tax data back to 1990 and will provide City staff with unlimited access to its quarterly updated web -based sales tax system to facilitate "in-house" analysis and printing of reports. The system allows City staff to search, print and export their sales tax data for a variety of financial, management and planning functions. The system provides the ability to search all sales tax producers in the City by business name, address, CDTFA account number and current or historical sales tax allocations. The web application also provides access to the City's archived quarterly sales tax reports. Data is easily queried and exported to either comma delimited or native Excel formats, allowing for convenient use with standard applications such as the Microsoft Office suite. The web application is accessible from all major operating systems, Internet browser platforms, and device types (laptop, tablet, PC, mobile). The City's archived quarterly sales tax reports can also be accessed through the online sales tax application_ HdL's geo-area feature supports use of address ranges, which ensures the inclusion of all appropriate CDTFA registrations and allows City staff to create and modify geo-areas without a separate GI5 system. HdL also supports interfacing with the City's GIS by including accurately geocoded latitude and longitude for each business. This data can include all data fields including historical allocation information and can be quickly exported by City staff on demand using Hdl_'s Sales Tax Web Application. 12 14 R://Fiance/Agreements/Finance Dept Agreements/Agreements 2019-20/1-linderliter de Llamas/Sales Tax Consulting and Recovery Fee Services/07.01.19 Proposal forSales and Use Tax Services City of Temecula, CA May 31, 2019 Additionally, City created shape files can be used to define a Geo-area, which would identify related businesses by latitude and longitude. Training on use of the software and ongoing upgrades is provided at no additional charge. Quarterly sales tax reports are provided on both a cash and adjusted basis. Cash reports reconcile to CDTFA payments and are necessary for any revenue sharing agreements that the City might have in place. The adjusted reports shift payment aberrations (double -up payments, CDTFA audit adjustments, etc.) into the quarter where the sales occurred to accurately show the Clty's true economic trends. The quarterly sales tax data will be presented in reports for major sales tax producers by both rank and category, analysis of sales tax activity by category, business or areas specified by the City. HdL's quarterly sales tax reports include a listing of top sales tax producers and comparisons with both regional and statewide trends. Retailer information is provided in grouped form or in business by business detail. Quarterly information will also include tables that track year-to-date receipts and show comparisons with past periods to measure progress toward achieving the City's annual budgeted revenue amount. HdL staff also prepares sales and use tax projections for proposed development projects, responds to technical questions relating to CDTFA processes and regulations, and monitors revenue sharing agreements. HdL's services are superior to other vendors because the firm provides data analysis instead of bound stacks of raw data printouts. The analysis is done in context with regional market areas, countywide and statewide trends to better monitor and compare the City's economic performance by business category and geographical area. A non - confidential newsletter is included to support management's efforts to inform and engage the public. Analysis of sales and use tax data and presentations to City staff are led by seasoned professionals, whose experience and knowledge adds value by identifying emerging retail trends, business retention needs, leveraging of economic clusters and reviewing successes in client jurisdictions with similar characteristics. HdL staff also prepares sales and use tax projections for proposed development projects, responds to technical questions relating to CDTFA processes and regulations, and monitors revenue sharing agreements. b. Budget Projections and Monitoring HdL has developed a comprehensive, detail -oriented method for projecting and monitoring client sales and use tax revenues that has proved to result in estimates that fall within 1% of actual receipts two-thirds of the time. Initial and mid -year projections are made by factoring out payment aberrations that skew the base revenue and factoring in known changes such as new or closed businesses. HdL also incorporates information from over 90 economic sources as well as information gathered from client meetings to develop economic factors to apply to individual retail business segments; the results are combined into a single estimate of anticipated revenue. HdL further enhances its projections by contacting builders of large-scale development projects to better time and estimate the value of potential use tax payments into its estimates. Five-year forecasts are also provided. 13 15 R://Fiance/Agreements/Finance Dept Agreements/Agreements 2019-20/Hinderliter de Llamas/Sales Tax Consulting and Recovery Fee Services/07.01.19 Proposal for Sales and Use Tax Services City of Temecula, CA c. Use Tax Maximization_ Pfpgram May 31, 2019 Major construction projects and even ongoing business operations often generate significant use tax revenues from purchases of machinery, equipment and other fixed assets. HdL has worked with numerous clients to ensure that use tax from manufacturing and assembly plants, food processing, cold storage facilities, powerlenergy projects, medical, research and technical facilities, oil fieldstrefineries and extractionimining industries are properly allocated to the host jurisdiction. HdUs sales tax team includes a staff of specialists who review new business startups that might present potential self -assessed use tax opportunities, meets with contractors to advise on sub -permits and reporting procedures and provides materials and advice on purchasing companies and direct payment permits. The firm monitors major construction projects to make sure that any use tax generated is properly allocated to the job site's host jurisdiction. When brought into a project early, HdL assists clients with inserting provisions in conditional use permits and development agreements to guarantee that use tax maximization procedures are followed and monitors projects and subcontractors to make certain that sales tax is properly allocated back to the client jurisdiction. Direct payment permits and purchasing corporations can sometimes be utilized where conditions offer mutual opportunities for the client agency to capture additional sales tax revenues and the participating company can increase control of sales and use tax liabilities. d. Economic Development Benefits When properly refined and organized, sales tax data analysis is an important tool for strengthening and expanding Local economies. The data shows companies that are growing and may need expansion space and should be contacted as part of an agency's business retention program. When broken out geographically, the data produces patterns of industries that potentially share common customers, suppliers, technology and labor and therefore offer opportunities for attracting new businesses. The data further exposes retail areas that may be over saturated in some retail segments while also identifying voids and opportunities for additional retail development. Although numerous companies and agencies use the CDTFA's published data as a basis for analysis, the results are usually inaccurate and misleading due to address and business categorization errors in the data. To correct those deficiencies, HdL performs data validation and scrubbing techniques an an ongoing basis, fixing business addresses and re -categorizing merchants to differentiate brick and mortar retailers from "business to business" suppliers and on-line retailers. The company further creates and groups businesses into additional categories and classifications, not provided by the CDTFA, to better track new and emerging economic trends. Samples include the breaking out of biotech/medical suppliers, online fulfillment centers, alternate energy and utility providers, wineries and marijuana dispensaries. This focused approach to data management allows agencies to more accurately compare the impact of trends in their jurisdiction with state and regional trends. On a regional basis, it also allows far the identification of true economic voids and opportunities to expand the City's tax base. 14 16 R://Fiance/Agreements/Finance Dept Agreements/Agreements 2019-20/Hinderliter de Llamas/Sales Tax Consulting and Recovery Fee Services/07.01.19 Proposal for Sales and Use Tax Services City of Temecula, CA May 31, 2019 Accurate addressing allows for improved performance monitoring and comparison of specific economic areas such as shopping centers, downtown districts and auto malls with similar projects throughout California. In addition to using our large database, HdL's principals leverage their experience analyzing client data throughout California to identify new trends and developments that might help Other clients. The service includes analyses to identify retail voids and opportunities and an annual publication of retailers seeking expansion in the region and state. e. Legislative Updates HdL prepares Legislative Updates for clients to keep them informed on any changes that may impact local revenues. The firm also provides Issue Updates which are similar in nature but deal with specific issues such as Sales Tax Participation Agreements. Each Issue is presented in detail so that Agency staff is better equipped to handle questions on that topic from their community leaders. The firm also retains Rebecca Marcus as a lobbyist to represent client interests in matters before the CDTFA and the state legislature. With over 20 years of experience in state and national politics, Rebecca has developed the necessary institutional knowledge and established relationships to effectively advance clients' interests in Sacramento. As a Chief of Staff for 13 years in the California State Assembly for several distinguished Members including Assembly members Mark Stone, Mike Feuer and Johan Ktehs, Rebecca successfully advanced legislation across a diverse array of policy areas. As a result, over 100 of these Members' bills become law ranging from landmark green chemistry legislative to a transformative transportation tax. f. Consultation Quarterly, a principal of the firm analyzes the City's data in detail and meets with appropriate City officials to review trends and discuss and make recommendations regarding the budget implications of the year's data. HdL also serves as "on -call" staff to provide sales tax estimates for proposed projects, assist with budget projections and answer sales and use tax questions related to economic development, budgeting and related revenue collection. When requested by the City, principals also meet with committees of the City Council and other groups to explain sales tax regulations and their importance to the City's tax base. HdL will, when requested by the City, conduct technical seminars for City personnel on California sales and use tax processes. To support in-house efforts to maximize use tax, the seminars will cover the fundamentals of direct payment permits, purchasing corporations and maximizing "use tax" from construction projects. HdL maintains close and positive relationships with members of the CDTFA and staff to quickly resolve policy issues unique to individual clients. The firm also advocates regulation and legislative changes when they are of benefit to all clients, Examplesare the Company's worts in the change of allocation of "use tax" for major construction projects, securing an Executive Order from the Governor to allow publishing of top taxpayers in public documents and the introduction of the problem of "point of sale" for warehouses to the CDTFA. is 17 R://Fiance/Agreements/Finance Dept Agreements/Agreements 2019-20/Hinderliter de Llamas/Sales Tax Consulting and Recovery Fee Services/07 01.19 EXHIBIT B Payment Rates and Schedule The amount for year one (1) of the Agreement shall not exceed the Base Fixed Fee Schedule of Ten Thousand Two Hundred Dollars and No Cents ($10,200.00) unless additional payment is approved as provided in this Agreement. Each additional year the Agreement Base Fixed Fee Schedule shall be adjusted by the Consumer Price Index (CPI) for all Urban Consumers for the Riverside -San Bernardino -Ontario Core Based Statistical Area using the most recently published month annual percentage change. The City shall not incur cost for services exceeding the fiscal year budget and in no event shall the total contract amount exceed Sixty Thousand Dollars and No Cents ($60,000.00) each fiscal year for the duration of this Agreement. Consultant shall be further paid 15% of all new Sales and/or Use tax revenue received by the City (including reimbursement from the Sales and Use Tax Compensation Fund outlined in Section 97.68 of the Revenue and Taxation Code) as a result of audit and recovery work performed by Consultant. Said percentage fee applies to monies received in the first eight (8) consecutive reporting quarters beginning with the receipt of the audit revenue and includes retroactive back quarter adjustments obtained by Consultant and further outlined in Fee Proposal Section A. attached hereto and incorporated herein as though set forth in full. Consultant shall obtain approval prior to beginning the work of correcting tax reporting methodology or "point of sale" for specific businesses where said payment of the percentage fee will be expected. Said approval shall be accomplished by the City Director of Finance or his/her designee on the Sales Tax Authorization form. The City shall pay audit fees upon Consultant's submittal of evidence of State Fund Transfers and payments to City from businesses identified in the audit and approved by the City. Any additional or optional services the City requests that are not outlined in the proposal attached hereto and incorporated herein as though set forth in full shall be quoted and agreed to, in writing. Any additional costs are not to exceed the total contract amount as outlined in Section 4 and Exhibit B of this Agreement. 18 R://Fiance/Agreements/Finance Dept Agreements/Agreements 2019-20/Hinderliter de Llamas/Sales Tax Consulting and Recovery Fee Services/07 01 19 Proposol forSales and Use Tax Services City of Temecula, CA VI. FEE PROPOSAL A. Sales and Use Tax Audit Services May 31, 1019 HdL proposes a fee of 15% of all new sales and use tax revenue received by the City (including reimbursement from the sales and use tax compensation fund outlined in Section 97.68 of the Revenue and Taxation Code) as a result of audit and recovery work performed by the firm. This audit fee applies to monies received in the first eight consecutive reporting quarters beginning with the receipt of the audit revenue and includes retroactive back quarter adjustments obtained by HdL. Audit fees are billed only after completion of the audit, submittal of corrections to the CDTFA and receipt of revenues by the client. 100% of all new revenue generated by HdL flows to the City after the completion of the eight quarters. The fee constitutes the full reimbursement to HdL and covers all direct and indirect costs incurred by the firm under this contract. This includes all salaries of our employees, travel expenses and service contracting costs as well as the software to be delivered to the City of Temecula under this proposal. Invoices are submitted only for recoveries previously approved by the City. HdL does not bill for audit revenues until the client has received said monies. Further, if during the billing cycle, a taxpayer receives a refund for overpayment of taxes generated during that cycle, HdL credits back any proportionate share of the fee that may have been levied. Invoices are submitted quarterly after the City has received the revenue from the audit correction. The invoice includes a printout showing the name, address, and sales tax registration number of each company, and the specific amount of revenue allocated by the CDTFA to the City for those businesses. If a misallocation correction involves additional revenue from a company that had already been partially allocating revenues to the City, the City and HdL will agree in a Work Authorization, prior to billing, the methodology for identifying the incremental revenue attributable to HdL's work. B. Sales and Use Tax Mana ement Services(Quarterly Delivery Meetings) This service includes access to the City's sales tax database through our web -based software and quarterly meetings with one of our principals. In preparation for each meeting, a principal of the firm analyzes the City's data in detail and meets with appropriate City officials to review trends, point out businesses that should be contacted as part of the City's business retention program and discuss and make recommendations regarding the economic and budget implications of the quarter's data. Also included is a non -confidential newsletter that can be shared with your council and the public. The price for this option is $860 per month *The monthly fee will increase annually by the percentage increase in the "CPI" for the preceding twelve-month period. 16 19 R://Fiance/Agreements/Finance Dept Agreements/Agreements 2019-20/Hinderliter de Llamas/Sales Tax Consulting and Recovery Fee Services/07 01.19 Item No. 6 CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Patrick Thomas, Director of Public Works/City Engineer DATE: August 13, 2019 SUBJECT: Approve Annual Professional Services Agreements for Property Acquisition, and Architectural Services for the Department of Public Works/Capital Improvement Division for Fiscal Years 2020-2024 PREPARED BY: Julie Tarrant, Principal Management Analyst RECOMMENDATION: That the City Council approve annual professional services agreements for property acquisition, and architectural services for the Department of Public Works/Capital Improvement Division for Fiscals Years 2020-2024, as follows: Paragon Partners, Ltd. Property Acquisition Services $60,000 Annually Gillis + Panichapan Architectural Services $200,000 Annually Architects, Inc. Miller Architectural Architectural Services $200,000 Annually Corporation TR Design Group, Architectural Services $200,000 Annually Architecture BACKGROUND: There are various projects in the City's recently approved Capital Improvement Program Budget for Fiscal Years 2020-24. Some will require the services of the chosen consultants. Annual agreements are utilized to streamline the process for on -call services. When the need for service arises, the City would request a proposal from one of the selected consultants to do the work. Upon approval of the proposal, the funds to do the work are allocated from the budget of the specific project requiring the work. Only approved CIP Budget projects will utilize the services of these agreements, unless directed otherwise by the City Manager or the City Council. A Request for Proposals (RFP) for Property Acquisition Services, RFP No. 237, and Architectural Services, RFP No. 238 were posted on the City's online bidding service, Planet Bids on May 2, 2019 and May 7, 2019, respectively. The City received the following number of proposals: RFP No. 237 - Property Acquisition Services 8 Proposals RFP No. 238 - Architectural Services 14 Proposals All proposals were reviewed by selected panel members to determine the most qualified and competitively priced firms. After a thorough review of each proponents proposals, the above referenced firms were selected to provide the City with annual professional services. The intent is to enter into an annual service agreement with each firm for a period of five -years for Fiscal Years 2020-2024, each with an annual amount and five-year total agreement value. FISCAL IMPACT: Adequate funds will be available in the Capital Improvement Program (CIP), Fiscal Years 2020-2024, as approved by City Council at their regular meeting of June 11, 2019. Individual annual services are funded by the various funding sources approved for each project. ATTACHMENTS: 1. Agreement — Paragon Partners, Ltd 2. Agreement — Gillis + Panichapan Architects, Inc. 3. Agreement — Miller Architectural Corporation 4. Agreement — TR Design Group, Architecture AGREEMENT FOR CONSULTANT SERVICES BETWEEN CITY OF TEMECULA AND PARAGON PARTNERS, LTD. PROPERTY ACQUISITION SERVICES THIS AGREEMENT is made and effective as of July 23, 2019 between the City of Temecula, a municipal corporation (hereinafter referred to as "City"), and Paragon Partners, Ltd. a Corporation (hereinafter referred to as "Consultant"). In consideration of the mutual covenants and conditions set forth herein, the parties agree as follows: TERM This Agreement shall commence on July 23, 2019 and shall remain and continue in effect until tasks described herein are completed, but in no event later than June 30, 2024, unless sooner terminated pursuant to the provisions of this Agreement. 2. SERVICES Consultant shall perform the services and tasks described and set forth in Exhibit A, attached hereto and incorporated herein as though set forth in full. Consultant shall complete the tasks according to the schedule of performance which is also set forth in Exhibit A. 3. PERFORMANCE Consultant shall at all times faithfully, competently and to the best of his or her ability, experience, and talent, perform all tasks described herein. Consultant shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing similar services as are required of Consultant hereunder in meeting its obligations under this Agreement. 4. PREVAILING WAGES Pursuant to the provisions of Section 1773 of the Labor Code of the State of California, the City Council has obtained the general prevailing rate of per diem wages and the general rate for holiday and overtime work in this locality for each craft, classification, or type of workman needed to execute this Agreement from the Director of the Department of Industrial Relations. Copies may be obtained from the California Department of Industrial Relations Internet website at http://www.dir.ca.gov. Contractor shall provide a copy of prevailing wage rates to any staff or sub -contractor hired, and shall pay the adopted prevailing wage rates as a minimum. Contractor shall comply with the provisions of Sections 1720, 1725.5, 1771.1(a), 1773.8, 1775, 1776, 1777.5, 1777.6, and 1813 of the Labor Code. Pursuant to the provisions of 1775 of the Labor Code, Contractor shall forfeit to the City, as a penalty, the sum of $200.00 for each calendar day, or portion thereof, for each laborer, worker, or mechanic employed, paid less than the stipulated prevailing rates for any work done under this Agreement, by him or by any subcontractor under him, in violation of the provisions of the Agreement. This project, work, or service will be subject to compliance monitoring and enforcement by the Department of Industrial Relations (DIR) pursuant to Labor Code Section 1771.4. 03/11 /2019 5. REGISTRATION WITH THE DEPARTMENT OF INDUSTRIAL RELATIONS Registration with the Department of Industrial Relations (DIR) is mandatory as a condition for bidding, providing certain services, and working on a public works project as specified in Labor Code Section 1771.1(a). Contractor and any subcontractors must be registered with the Department of Industrial Relations to be qualified to bid, or provide a proposal and/or time and material quote or be listed in a bid, proposal or quote, subject to the requirements of Public Contract Code Section 4104; or engage in the performance of any contract that is subject to Labor Code Section 1720 et seq., unless currently registered and qualified to perform public work pursuant to Labor Code Section 1725.5. Contractor and subcontractors will be required to provide proof of registration with the DIR. For more information regarding registration with the Department of Industrial Relations, refer to http://www.dir.ca.gov/PLiblic-Works/PublicWorks.html 6. PAYMENT a. The City agrees to pay Consultant monthly, in accordance with the payment rates and terms and the schedule of payment as set forth in Exhibit B, Payment Rates and Schedule, attached hereto and incorporated herein by this reference as though set forth in full, based upon actual time spent on the above tasks. Any terms in Exhibit B, other than the payment rates and schedule of payment, are null and void. This amount shall not exceed Sixty Thousand Dollars and Zero Cents ($60,000.00), each fiscal year, for a total Agreement amount of Three Hundred Thousand Dollars and Zero Cents ($300,000.00) unless additional payment is approved as provided in this Agreement. b. Consultant shall not be compensated for any services rendered in connection with its performance of this Agreement which are in addition to those set forth herein, unless such additional services are authorized in advance and in writing by the City Manager . Consultant shall be compensated for any additional services in the amounts and in the manner as agreed to by City Manager and Consultant at the time City's written authorization is given to Consultant for the performance of said services. C. Consultant will submit invoices monthly for actual services performed. Invoices shall be submitted between the first and fifteenth business day of each month, for services provided in the previous month. Payment shall be made within thirty (30) days of receipt of each invoice as to all non -disputed fees. If the City disputes any of Consultant's fees, it shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth on the invoice. For all reimbursements authorized by this Agreement, Consultant shall provide receipts on all reimbursable expenses in excess of Fifty Dollars ($50) in such form as approved by the Director of Finance. 7. SUSPENSION OR TERMINATION OF AGREEMENT WITHOUT CAUSE a. The City may at any time, for any reason, with or without cause, suspend or terminate this Agreement, or any portion hereof, by serving upon the Consultant at least ten (10) days prior written notice. Upon receipt of said notice, the Consultant shall immediately cease all work under this Agreement, unless the notice provides otherwise. If the City suspends or terminates a portion of this Agreement such suspension or termination shall not make void or invalidate the remainder of this Agreement. b. In the event this Agreement is terminated pursuant to this Section, the City shall pay to Consultant the actual value of the work performed up to the time of termination, provided that the work performed is of value to the City. Upon termination of the 03/11 /2019 Agreement pursuant to this Section, the Consultant will submit an invoice to the City, pursuant to Section entitled "PAYMENT" herein. 8. DEFAULT OF CONSULTANT a. The Consultant's failure to comply with the provisions of this Agreement shall constitute a default. In the event that Consultant is in default for cause under the terms of this Agreement, City shall have no obligation or duty to continue compensating Consultant for any work performed after the date of default and can terminate this Agreement immediately by written notice to the Consultant. If such failure by the Consultant to make progress in the performance of work hereunder arises out of causes beyond the Consultant's control, and without fault or negligence of the Consultant, it shall not be considered a default. b. If the City Manager or his delegate determines that the Consultant is in default in the performance of any of the terms or conditions of this Agreement, it shall serve the Consultant with written notice of the default. The Consultant shall have ten (10) days after service upon it of said notice in which to cure the default by rendering a satisfactory performance. In the event that the Consultant fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement. 9. OWNERSHIP OF DOCUMENTS a. Consultant shall maintain complete and accurate records with respect to sales, costs, expenses, receipts and other such information required by City that relate to the performance of services under this Agreement. Consultant shall maintain adequate records of services provided in sufficient detail to permit an evaluation of services. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Consultant shall provide free access to the representatives of City or its designees at reasonable times to such books and records, shall give City the right to examine and audit said books and records, shall permit City to make transcripts there from as necessary, and shall allow inspection of all work, data, documents, proceedings and activities related to this Agreement. Such records, together with supporting documents, shall be maintained for a period of three (3) years after receipt of final payment. b. Upon completion of, or in the event of termination or suspension of this Agreement, all original documents, designs, drawings, maps, models, computer files containing data generated for the work, surveys, notes, and other documents prepared in the course of providing the services to be performed pursuant to this Agreement shall become the sole property of the City and may be used, reused or otherwise disposed of by the City without the permission of the Consultant. With respect to computer files containing data generated for the work, Consultant shall make available to the City, upon reasonable written request by the City, the necessary computer software and hardware for purposes of accessing, compiling, transferring and printing computer files. 03/11 /2019 10. INDEMNIFICATION The Consultant agrees to defend, indemnify, protect and hold harmless the City of Temecula, Temecula Community Services District, and/or the Successor Agency to the Temecula Redevelopment Agency, its officers, officials, employees and volunteers from and against any and all claims, demands, losses, defense costs or expenses, including attorney fees and expert witness fees, or liability of any kind or nature which the City of Temecula, Temecula Community Services District, and/or the Successor Agency to the Temecula Redevelopment Agency, its officers, agents, employees or volunteers may sustain or incur or which may be imposed upon them for injury to or death of persons, or damage to property arising out of Consultant's negligent or wrongful acts or omissions arising out of or in any way related to the performance or non- performance of this Agreement, excepting only liability arising out of the negligence of the City of Temecula, Temecula Community Services District, and/or the Successor Agency to the Temecula Redevelopment Agency. 11. INSURANCE REQUIREMENTS Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the work hereunder by the Consultant, its agents, representatives, or employees. 1) Minimum Scooe of Insurance. Coverage shall be at least as broad as: Insurance Services Office Commercial General Liability form No. CG 00 01 11 85 or 88. 2) Insurance Services Office Business Auto Coverage form CA 00 01 06 92 covering Automobile Liability, code 1 (any auto). If the Consultant owns no automobiles, a non -owned auto endorsement to the General Liability policy described above is acceptable. 3) Worker's Compensation insurance as required by the State of California and Employer's Liability Insurance. If the Consultant has no employees while performing under this Agreement, worker's compensation insurance is not required, but Consultant shall execute a declaration that it has no employees. 4) Professional Liability Insurance shall be written on a policy form providing professional liability for the Consultant's profession. a. Minimum Limits of Insurance. Consultant shall maintain limits no less than: 1) General Liability: One Million ($1,000,000) per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. 2) Automobile Liability: One Million ($1,000,000) accident for bodily injury and property damage. 3) Worker's Compensation as required by the State of California; Employer's Liability: One Million Dollars ($1,000,000) per accident for bodily injury or disease. 4) Professional Liability Coverage: One Million Dollars ($1,000,000) per claim and in aggregate. 03/11/2019 b. Deductibles and Self -Insured Retentions. Any deductibles or self -insured retentions shall not exceed Twenty Five Thousand Dollars and No Cents ($25,000). C. Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions: 1) The City of Temecula, the Temecula Community Services District, the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees and volunteers are to be covered as insured's, as respects: liability arising out of activities performed by or on behalf of the Consultant; products and completed operations of the Consultant; premises owned, occupied or used by the Consultant; or automobiles owned, leased, hired or borrowed by the Consultant. The coverage shall contain no special limitations on the scope of protection afforded to the City of Temecula, the Temecula Community Services District, the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees or volunteers. 2) For any claims related to this project, the Consultant's insurance coverage shall be primary insurance as respects the City of Temecula, the Temecula Community Services District, the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees and volunteers. Any insurance or self -insured maintained by the City of Temecula, Temecula Community Services District, and/or the Successor Agency to the Temecula Redevelopment Agency, its officers, officials, employees or volunteers shall be excess of the Consultant's insurance and shall not contribute with it. 3) Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City of Temecula, the Temecula Community Services District, and the Successor Agency to the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees or volunteers. 4) The Consultant's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. 5) Each insurance policy required by this agreement shall be endorsed to state in substantial conformance to the following: If the policy will be canceled before the expiration date the insurer will notify in writing to the City of such cancellation not less than thirty (30) days' prior to the cancellation effective date. 6) If insurance coverage is canceled or, reduced in coverage or in limits the Consultant shall within two (2) business days of notice from insurer phone, fax, and/or notify the City via certified mail, return receipt requested of the changes to or cancellation of the policy. d. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best rating of A-:VII or better, unless otherwise acceptable to the City. Self insurance shall not be considered to comply with these insurance requirements. e. Verification of Coverage. Consultant shall furnish the City with original endorsements effecting coverage required by this clause. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. The endorsements are to be on forms provided by the City. All endorsements are to be received and approved by the City before work commences. As an alternative to the City's forms, the Consultant's insurer may provide complete, certified copies of all required insurance policies, including endorsements affecting the coverage required by these specifications. 03/11 /2019 12. INDEPENDENT CONTRACTOR a. Consultant is and shall at all times remain as to the City a wholly independent contractor. The personnel performing the services under this Agreement on behalf of Consultant shall at all times be under Consultant's exclusive direction and control. Neither City nor any of its officers, employees, agents, or volunteers shall have control over the conduct of Consultant or any of Consultant's officers, employees, or agents except as set forth in this Agreement. Consultant shall not at any time or in any manner represent that it or any of its officers, employees or agents are in any manner officers, employees or agents of the City. Consultant shall not incur or have the power to incur any debt, obligation or liability whatever against City, or bind City in any manner. b. No employee benefits shall be available to Consultant in connection with the performance of this Agreement. Except for the fees paid to Consultant as provided in the Agreement, City shall not pay salaries, wages, or other compensation to Consultant for performing services hereunder for City. City shall not be liable for compensation or indemnification to Consultant for injury or sickness arising out of performing services hereunder. 13. LEGAL RESPONSIBILITIES The Consultant shall keep itself informed of all local, State and Federal ordinances, laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Consultant shall at all times observe and comply with all such ordinances, laws and regulations. The City, and its officers and employees, shall not be liable at law or in equity occasioned by failure of the Consultant to comply with this section. 14. RELEASE OF INFORMATION a. All information gained by Consultant in performance of this Agreement shall be considered confidential and shall not be released by Consultant without City's prior written authorization. Consultant, its officers, employees, agents or subcontractors, shall not without written authorization from the City Manager or unless requested by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement or relating to any project or property located within the City. Response to a subpoena or court order shall not be considered "voluntary" provided Consultant gives City notice of such court order or subpoena. b. Consultant shall promptly notify City should Consultant, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed there under or with respect to any project or property located within the City. City retains the right, but has no obligation, to represent Consultant and/or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, City's right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response. 15. NOTICES Any notices which either party may desire to give to the other party under this Agreement must be in writing and may be given either by (i) personal service, (ii) delivery by a reputable 03/11 /2019 document delivery service, such as but not limited to, Federal Express, that provides a receipt showing date and time of delivery, or (iii) mailing in the United States Mail, certified mail, postage prepaid, return receipt requested, addressed to the address of the party as set forth below or at any other address as that party may later designate by Notice. Notice shall be effective upon delivery to the addresses specified below or on the third business day following deposit with the document delivery service or United States Mail as provided above. Mailing Address: City of Temecula Attn: City Manager 41000 Main Street Temecula, CA 92590 To Consultant: Paragon Partners, Ltd. 5660 Katella Ave., Suite 100 Cypress, CA 90630 (714) 379-3376 neilia@paragon-partners.com 16. ASSIGNMENT The Consultant shall not assign the performance of this Agreement, nor any part thereof, nor any monies due hereunder, without prior written consent of the City. Upon termination of this Agreement, Consultant's sole compensation shall be payment for actual services performed up to, and including, the date of termination or as may be otherwise agreed to in writing between the City Council and the Consultant. 17. LICENSES At all times during the term of this Agreement, Consultant shall have in full force and effect, all licenses required of it by law for the performance of the services described in this Agreement. 18. GOVERNING LAW The City and Consultant understand and agree that the laws of the State of California shall govern the rights, obligations, duties and liabilities of the parties to this Agreement and also govern the interpretation of this Agreement. Any litigation concerning this Agreement shall take place in the municipal, superior, or federal district court with geographic jurisdiction over the City of Temecula. In the event such litigation is filed by one party against the other to enforce its rights under this Agreement, the prevailing party, as determined by the Court's judgment, shall be entitled to reasonable attorney fees and litigation expenses for the relief granted. 19. PROHIBITED INTEREST No officer, or employee of the City of Temecula that has participated in the development of this agreement or its approval shall have any financial interest, direct or indirect, in this Agreement, the proceeds thereof, the Consultant, or Consultant's sub -contractors for this project, during his/her tenure or for one year thereafter. The Consultant hereby warrants and represents to the City that no officer or employee of the City of Temecula that has participated in the development of this agreement or its approval has any interest, whether contractual, non - contractual, financial or otherwise, in this transaction, the proceeds thereof, or in the business of the Consultant or Consultant's sub -contractors on this project. Consultant further agrees to notify 03/11 /2019 the City in the event any such interest is discovered whether or not such interest is prohibited by law or this Agreement. 20. ENTIRE AGREEMENT This Agreement contains the entire understanding between the parties relating to the obligations of the parties described in this Agreement. All prior or contemporaneous agreements, understandings, representations and statements, oral or written, are merged into this Agreement and shall be of no further force or effect. Each party is entering into this Agreement based solely upon the representations set forth herein and upon each party's own independent investigation of any and all facts such party deems material. 21. AUTHORITY TO EXECUTE THIS AGREEMENT The person or persons executing this Agreement on behalf of Consultant warrants and represents that he or she has the authority to execute this Agreement on behalf of the Consultant and has the authority to bind Consultant to the performance of its obligations hereunder. The City Manager is authorized to enter into an amendment on behalf of the City to make the following non -substantive modifications to the agreement: (a) name changes; (b) extension of time; (c) non -monetary changes in scope of work; (d) agreement termination. 03/11 /2019 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first above written. CITY OF TEMECULA By: Michael S. Naggar, Mayor ATTEST: By: Rand! Johl, City Clerk APPROVED AS TO FORM: CONSULTANT (Two Signatures of corporate officers required unless corporate documents authorize only one person to sign the agreement on behalf of the corporation.) By: -T�' a- " C). cjp�,J� Nei a A. LaValle, President and CEO B1 By: Peter M. Thorson, City Attorney CONSULTANT Paragon Partners Ltd. Attn: Neilia LaValle 5660 Katella Ave., Suite 100 Cypress, CA 90630 (714) 379-3376 nellia@paragon-partners.com PM Initi I Date: 03/11 /2019 EXHIBIT A Tasks to be Performed The specific elements (scope of work) of this service include: Research and/or Review Title Reports • Prepare necessary Surveys and Identify Existing Right of Way ■ Prepare Description of Properties including, but not limited to, present use, zoning, shape contour and elevations, utilities, etc. • Prepare necessary Legal Descriptions, Exhibits, and any other miscellaneous services for acquisition purposes • Provide assistance to the City, as necessary, to Acquire Right of Way, including Negotiations with Property Owners, Relocation Assistance, Valuation of Business Goodwill, Preparation of Easement Documents, and Permission to Enter/Grade Letters, etc. Appraise Properties for the purpose of estimating fair market value, provide Appraisal Reports, and Perform Review Appraisals 10 03/11/2019 EXHIBIT B Payment Rates and Schedule Cost for services shall be as per Consultant's proposal attached hereto and incorporated herein as though set forth in full but in no event shall the total cost of services exceed $300,000.00 for the total term of the Agreement unless additional payment is approved as provided in the Payment section of this Agreement. 11 03/11/2019 PARAGON PARTNERS City of Temecula Paragon Partners Ltd. 12019 Pricing Schedule a rni II CI TI f1N R, RFI OrATI nN Ur CZ QUANTITYTASK ACQUISITION QUANTITY FEE RANGE Residential ea $2,500.00 $3,500.00 Commercial ea 53 500.00 $6,000.00 Difficult Commercial Industrial ea $6,000.00 $12,000.00 Tenant Acquisition ea 51,850.00 $2,500.00 Land Only Acquisitions ea $2,000.00 $3,000.00 Part -take Acquisitions ea $2,500.00 $3,5130.00 Part -take Acquisitions (severance damage issues) ea $3,500.00 $4,500.00 RELOCATION QUANTITY FEE RANGE Replace ent Housing Plan ea $1,000.00 $2,500.00 Relocation Plan ea $1000+$75 per interview $2000+$75 per interview Residential Relocations ea $2,500.00 $3,500.00 'Temporary Residential Relocations ea $2 200.00 $2,800.00 Common Commercial/Industrial Relocations ea $4,000.00 56,000.00 Industrial Relocations ea $8,000.00 TBD by level of complexity SUB -CONSULTANT FEES QUANTITYTASK SURVEY * Please see attached hourly rates from our sub -consultant survey team PRELIMINARY TITLE REPORTS QUANTITY FEE RANGE Single Family Residential ea $450.00 $550.00 Commercial/Industrial ea $550.00 $750.00 Utility Owned ea $750.00 $1,000.00 Municipal: City, County, State, Federal ea $700.00 $1,500.00 Rail Road ea $1,500.00 $2,000.00 iREAL PROPERTY APPRAISALS QUANTITY FEE RANGE 'Vacant Land ea $1,500.00 $2,550.00 iNoncomplex residential ea $750.00 $1,500.00 iPart-take Acquisitions (non-complex) ea $1,500.00 $2,500.00 Noncomplex commercial ea $2,000.00 $3,000.00 Complex commercial ea $3,500.00 $5,000.00 Noncomplex industrial ea $3,000.00 $4,000.00 Complex industrial ea $5,000.00 S,7,500.00 Review Appraisals ea $500.00 $2,000.00 Furniture, Fixtures and Equipment Appraisal ea $1,250.00 $5,000.00 Goodwill appraisal (windshield valuation) ea $1,000.00 $1,500.00 Goodwill appraisal ea $5,000.00 - $9,500.00 ASSUMPTIONS ` Pricing may vary depending on the complexity of each project. * Additional services to be provided on an hourly basis according to the attached Schedule of Professional Fees. * Paragon will invoice monthly for its services at a time and materials basis in accordance with the attached Schedule of Professional Fee's. 12 PAR PAR SCHEDULE OF PROFESSIONAL FEES HOURLY RATE SHEET PROJECT DIRECTOR $195.00 PROJECT MANAGER $175.00 PRINCIPAL ACQUISITION AGENT $115.00 SENIOR ACQUISITION AGENT ACQUISITION AGENT $95.00 $85.00 PRINCIPAL RELOCATION AGENT $115.00 SENIOR RELOCATION AGENT $95.00 RELOCATION AGENT $85.00 TITLE MANAGER $135.00 TITLE SUPERVISOR $120.00 SENIOR TITLE AGENT $95.00 TITLE AGENT $85.00 PROJECT CONTROLS SPECIALIST $85.00 PROJECT / ESCROW COORDINATOR $75.00 RIGHT OF WAY ENGINEER P.E. $150.00 SENIOR RIGHT OF WAY ENGINEER/GIS SPECIALIST $125.00 ASSOCIATE RIGHT OF WAY ENGINEER/GIS SPECIALIST $95.00 RIGHT OF WAY ENGINEERING TECHNICIAN $75.00 ADMINISTRATIVE SUPPORT $65.00 OFFICE CLERK $50.00 IT SUPPORT $125.00 DEPOSITIONS AND COURT TESTIMONY $250.00 DIRECT CHARGES COPIES $0.15 each PAGERS/CELLULAR Cost D & E SIZE COPIES $5.00 each AIR TRAVEL & LODGING Cost REAL ESTATE DATA SERVICES Cost +10% MILEAGE $0.58 per mile* POSTAGE/FE DEX Cost SU BCONSU LTANTS Cost + 10% TELEPHONE/FAX Cost OTHER EXPENSES Cost +10% * Or current IRS allowable Terms of Payment Net 30 days. Invoices will be submitted monthly. All rates are effective as of January 1, 2019, Rates may be revised annually on Januaryl to reflect increases in the cost of living and current business conditions. Overtime for applicable labor classifications will be charged at 1.5 times the hourly rate in accordance with California law. 13 i6,A MARK THOMAS EXHIBIT A Mark Thomas & Company, Inc. Rate Schedule Expires June 30, 2019* RATE SCHEDULE (M-1) HOURLY CHARGE RATE RANGES Engineering Services Survey Services Principal $378 - $410 Sr. Survey Manager $202 - $248 Sr. Engineering Manager $299 - $365 Survey Manager $199 - $221 Engineering Manager $268 - $299 Sr. Project Surveyor $181 - $199 Practice Area Leader $268 - $299 Project Surveyor $151- $169 Sr. Project Manager $208 - $268 Sr. Surveyor $129 - $161 Sr. Technical Lead $208 - $268 Surveyor $115 - $135 Project Manager $181 - $208 Lead Survey Technician $143 - $157 Technical Lead $181- $208 Sr. Survey Technician $107 - $143 Sr. Project Engineer $154 - $181 Survey Technician $90 - $130 Sr. Technical Engineer $154 - $181 Survey Intern $61- $89 Project Engineer $139 - $154 Single Chief $138 - $162 Design Engineer II $117 - $139 Single Chainman $118 - $132 Design Engineer 1 $88 - $117 Apprentice $54 - $106 Sr. Technician $107 - $139 1 Person Field Crew $138 - $162 Technician $72 - $110 2 Person Field Crew $257 - $323 Intern $47 - $72 3 Person Field Crew $311- $455 Urban Planning/Landscape Architecture Services Sr. LAUD Division Manager $246 - $258 LAUD Division Manager $214 - $246 Sr. LAUD Project Manager $186 - $214 LAUD Project Manager $170 - $186 Landscape Architect II $120 - $170 Landscape Architect 1 $95 - $120 Landscape Designer II $82 - $113 Landscape Designer] $63 - $82 Intern $47 - $72 District Management Services Deputy District Manager $227 - $268 Sr. Inspector $107 - $142 Inspector $72 - $107 Construction Management Services Project Support/Coordination Services Sr. Project Accountant $112 - $148 Project Accountant $95 - $112 Sr. Project Coordinator $110 - $139 Project Coordinator $85 - $110 Sr. Project Assistant $85 - $104 Project Assistant $47 - $85 Sr. Technical Writer $88 - $126 Technical Writer $47 - $88 Sr. Graphic Designer $101- $132 Graphic Designer $66 - $101 Grant Writing Services Sr. Funding Specialist $155 Funding Specialist $125 Special Services Resident Engineer $236 Expert Witness $405 Construction Inspector $159 Strategic Consulting $405 COSTSOTHER DIRECT Reimbursables including, but not limited to: Reproductions, Filing Fees and Field Expenses Cost Plus 5% Mileage Per IRS Rate Outside Consultant Fees Cost Plus 5% "Rates subject to escalation with new hourly rate schedule as of July 1, 2019 PAGE 1 OF 1 - REV 2 14 AGREEMENT FOR CONSULTANT SERVICES BETWEEN CITY OF TEMECULA AND GILLIS + PANICHAPAN ARCHITECTS, INC. ARCHITECTURAL SERVICES THIS AGREEMENT is made and effective as of August 13, 2019, between the City of Temecula , a municipal corporation hereinafter referred to as "City"), and Gillis + Panichapan Architects, Inc., a Corporation (hereinafter referred to as "Consultant" ). In consideration of the mutual covenants and conditions set forth herein, the parties agree as follows: 1. TERM This Agreement shall commence on August 13, 2019 and shall remain and continue in effect until tasks described herein are completed, but in no event later than June 30, 2024 unless sooner terminated pursuant to the provisions of this Agreement. 2. SERVICES Consultant shall perform the services and tasks described and set forth in Exhibit A, attached hereto and incorporated herein as though set forth in full. Consultant shall complete the tasks according to the schedule of performance which is also set forth in Exhibit A. 3. PERFORMANCE Consultant shall at all times faithfully, competently and to the best of his or her ability, experience, and talent, perform all tasks described herein. Consultant shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing similar services as are required of Consultant hereunder in meeting its obligations under this Agreement. 4. PREVAILING WAGES Pursuant to the provisions of Section 1773 of the Labor Code of the State of California, the City Council has obtained the general prevailing rate of per diem wages and the general rate for holiday and overtime work in this locality for each craft, classification, or type of workman needed to execute this Contractor from the Director of the Department of Industrial Relations. Copies may be obtained from the California Department of Industrial Relations Internet website at http://www.dir.ca.gov. Contractor shall provide a copy of prevailing wage rates to any staff or sub -contractor hired, and shall pay the adopted prevailing wage rates as a minimum. Contractor shall comply with the provisions of Sections 1720, 1725.5, 1771.1(a), 1773.8, 1775, 1776, 1777.5, 1777.6, and 1813 of the Labor Code. Pursuant to the provisions of 1775 of the Labor Code, Contractor shall forfeit to the City, as a penalty, the sum of $200.00 for each calendar day, or portion thereof, for each laborer, worker, or mechanic employed, paid less than the stipulated prevailing rates for any work done under this Agreement, by him or by any subcontractor under him, in violation of the provisions of the Agreement. This project, work, or service will be subject to compliance monitoring and enforcement by the Department of Industrial Relations (DIR) pursuant to Labor Code Section 1771.4. 07/12/2019 5. REGISTRATION WITH THE DEPARTMENT OF INDUSTRIAL RELATIONS Registration with the Department of Industrial Relations (DIR) is mandatory as a condition for bidding, providing certain services, and working on a public works project as specified in Labor Code Section 1771.1(a). Contractor and any subcontractors must be registered with the Department of Industrial Relations to be qualified to bid, or provide a proposal and/or time and material quote or be listed in a bid, proposal or quote, subject to the requirements of Public Contract Code Section 4104; or engage in the performance of any contract that is subject to Labor Code Section 1720 et seq., unless currently registered and qualified to perform public work pursuant to Labor Code Section 1725.5. Contractor and subcontractors will be required to provide proof of registration with the DIR. For more information regarding registration with the Department of Industrial Relations, refer to http://www.dir.ca.gov/Public-Works/PublicWorks.html 6. PAYMENT a. The City agrees to pay Consultant monthly, in accordance with the payment rates and terms and the schedule of payment as set forth in Exhibit B, Payment Rates and Schedule, attached hereto and incorporated herein by this reference as though set forth in full, based upon actual time spent on the above tasks. Any terms in Exhibit B, other than the payment rates and schedule of payment, are null and void. This amount shall not exceed Two Hundred Thousand Dollars and Zero Cents ($200,000.00) each fiscal year for a total not to exceed Agreement amount of One Million Dollars and Zero Cents ($1,000,000.00) unless additional payment is approved as provided in this Agreement. b. Consultant shall not be compensated for any services rendered in connection with its performance of this Agreement which are in addition to those set forth herein, unless such additional services are authorized in advance and in writing by the City Manager . Consultant shall be compensated for any additional services in the amounts and in the manner as agreed to by City Manager and Consultant at the time City's written authorization is given to Consultant for the performance of said services. C. Consultant will submit invoices monthly for actual services performed. Invoices shall be submitted between the first and fifteenth business day of each month, for services provided in the previous month. Payment shall be made within thirty (30) days of receipt of each invoice as to all non -disputed fees. If the City disputes any of Consultant fees, it shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth on the invoice. For all reimbursements authorized by this Agreement Consultant shall provide receipts on all reimbursable expenses in excess of fifty dollars ($50) in such form as approved by the Director of Finance. 7. SUSPENSION OR TERMINATION OF AGREEMENT WITHOUT CAUSE a. The City may at any time, for any reason, with or without cause, suspend or terminate this Agreement, or any portion hereof, by serving upon the Consultant at least ten (10) days prior written notice. Upon receipt of said notice, the Consultant shall immediately cease all work under this Agreement, unless the notice provides otherwise. If the City suspends or terminates a portion of this Agreement such suspension or termination shall not make void or invalidate the remainder of this Agreement. b. In the event this Agreement is terminated pursuant to this Section, the City shall pay to Consultant the actual value of the work performed up to the time of termination, provided that the work performed is of value to the City. Upon termination of the Agreement 07/12/2019 pursuant to this Section, the Consultant will submit an invoice to the City, pursuant to Section entitled "PAYMENT" herein. 8. DEFAULT OF CONSULTANT a. The Consultant failure to comply with the provisions of this Agreement shall constitute a default. In the event that Consultant is in default for cause under the terms of this Agreement, City shall have no obligation or duty to continue compensating Consultant for any work performed after the date of default and can terminate this Agreement immediately by written notice to the Consultant. If such failure by the Consultant to make progress in the performance of work hereunder arises out of causes beyond the Consultant's control, and without fault or negligence of the Consultant, it shall not be considered a default. b. If the City Manager or his delegate determines that the Consultant is in default in the performance of any of the terms or conditions of this Agreement, it shall serve the Consultant with written notice of the default. The Consultant shall have ten (10) days after service upon it of said notice in which to cure the default by rendering a satisfactory performance. In the event that the Consultant fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement. 9. OWNERSHIP OF DOCUMENTS a. Consultant shall maintain complete and accurate records with respect to sales, costs, expenses, receipts and other such information required by City that relate to the performance of services under this Agreement. Consultant shall maintain adequate records of services provided in sufficient detail to permit an evaluation of services. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Consultant shall provide free access to the representatives of City or its designees at reasonable times to such books and records, shall give City the right to examine and audit said books and records, shall permit City to make transcripts there from as necessary, and shall allow inspection of all work, data, documents, proceedings and activities related to this Agreement. Such records, together with supporting documents, shall be maintained for a period of three (3) years after receipt of final payment. b. Upon completion of, or in the event of termination or suspension of this Agreement, all original documents, designs, drawings, maps, models, computer files containing data generated for the work, surveys, notes, and other documents prepared in the course of providing the services to be performed pursuant to this Agreement shall become the sole property of the City and may be used, reused or otherwise disposed of by the City without the permission of the Consultant. With respect to computer files containing data generated for the work, Consultant shall make available to the City, upon reasonable written request by the City, the necessary computer software and hardware for purposes of accessing, compiling, transferring and printing computer files. C. With respect to the design of public improvements, the Consultant shall not be liable for any injuries or property damage resulting from the reuse of the design at a location other than that specified in Exhibit A, without the written consent of the Consultant. 07/12/2019 10. INDEMNIFICATION HOLD HARMLESS AND DUTY TO DEFEND a. Indemnity for Design Professional Services. In the connection with its design professional services, Consultant shall hold harmless and indemnify City, and its elected officials, officers, employees, servants, designated volunteers, and those City agents serving as independent contractors in the role of City officials (collectively, "Indemnitees"), with respect to any and all claims, demands, damages, liabilities, losses, costs or expenses, including reimbursement of attorneys' fees and costs of defense (collectively, "Claims" hereinafter), including but not limited to Claims relating to death or injury to any person and injury to any property, which arise out of, pertain to, or relate in whole or in part to the negligence, recklessness, or willful misconduct of Consultant or any of its officers, employees, sub -contractors, or agents in the performance of its professional services under this Agreement. b. Other Indemnities. In connection with any and all claims, demands, damages, liabilities, losses, costs or expenses, including attorneys' fees and costs of defense (collectively, "Damages" hereinafter) not covered by Paragraph 10.a. above, Consultant shall defend, hold harmless and indemnify the Indemnitees with respect to any and all Damages, including but not limited to, Damages relating to death or injury to any person and injury to any property, which arise out of, pertain to, or relate to acts or omissions of Consultant or any of its officers, employees, subcontractors, or agents in the performance of this Agreement, except for such loss or damage arising from the sole negligence or willful misconduct of the City, as determined by final arbitration or court decision or by the agreement of the parties. Consultant shall defend Indemnitees in any action or actions filed in connection with any such Damages with counsel of City's choice, and shall pay all costs and expenses, including all attorneys' fees and experts' costs actually incurred in connection with such defense. Consultant duty to defend pursuant to this Section 10.b.shall apply independent of any prior, concurrent or subsequent misconduct, negligent acts, errors or omissions of Indemnitees." 11. INSURANCE REQUIREMENTS Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the work hereunder by the Consultant, its agents, representatives, or employees. a. Minimum Scope of Insurance. Coverage shall be at least as broad as i. Insurance Services Office Commercial General Liability form No. CG 00 01 11 85 or 88. ii. Insurance Services Office Business Auto Coverage form CA 00 01 06 92 covering Automobile Liability, code 1 (any auto). If the Consultant owns no automobiles, a non -owned auto endorsement to the General Liability policy described above is acceptable. iii. Worker's Compensation insurance as required by the State of California and Employer's Liability Insurance. If the Consultant has no employees while performing under this Agreement, worker's compensation insurance is not required, but Consultant shall execute a declaration that it has no employees. iv. Professional Liability Insurance shall be written on a policy form providing professional liability for the Consultant's profession. b. Minimum Limits of Insurance. Consultant shall maintain limits no less than: 07/12/2019 1. General Liability: One million ($1,000,000) per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: One million ($1,000,000) per accident for bodily injury and property damage. 3. Worker's Compensation as required by the State of California; Employer's Liability: One million dollars ($1,000,000) per accident for bodily injury or disease. 4. Professional Liability Coverage: One million ($1,000,000) per claim and in aggregate. C. Deductibles and Self -Insured Retentions. Any deductibles or self -insured retentions shall not exceed Twenty Five Thousand Dollars and No Cents ($25,000). d. Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions: 1) The City of Temecula, the Temecula Community Services District, the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees and volunteers are to be covered as insured's, as respects: liability arising out of activities performed by or on behalf of the Consultant's products and completed operations of the Consultant; premises owned, occupied or used by the Consultant; or automobiles owned, leased, hired or borrowed by the Consultant. The coverage shall contain no special limitations on the scope of protection afforded to the City of Temecula, the Temecula Community Services District, the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees or volunteers. 2) For any claims related to this project, the Consultant insurance coverage shall be primary insurance as respects the City, the Temecula Community Services District, the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees and volunteers. Any insurance or self -insured maintained by the City of Temecula, Temecula Community Services District, and/or the Successor Agency to the Temecula Redevelopment Agency, its officers, officials, employees or volunteers shall be excess of the Consultant's insurance and shall not contribute with it. 3) Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City of Temecula, the Temecula Community Services District, and/or the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees or volunteers. 4) The Consultant's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. 5) Each insurance policy required by this agreement shall be endorsed to state: should the policy be canceled before the expiration date the issuing insurer will endeavor to mail thirty (30) days' prior written notice to the City. 6) If insurance coverage is canceled or, reduced in coverage or in limits the Consultant shall within two (2) business days of notice from insurer phone, fax, and/or notify the City via certified mail, return receipt requested of the changes to or cancellation of the policy. 07/12/2019 e. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best rating of A -:VI I or better, unless otherwise acceptable to the City. Self insurance shall not be considered to comply with these insurance requirements. f. Verification of Coverage. Consultant shall furnish the City with original endorsements effecting coverage required by this clause. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. The endorsements are to be on forms provided by the City. All endorsements are to be received and approved by the City before work commences. As an alternative to the City's forms, the Consultant's insurer may provide complete, certified copies of all required insurance policies, including endorsements affecting the coverage required by these specifications. 12. INDEPENDENT CONTRACTOR a. Consultant is and shall at all times remain as to the City a wholly independent contractor. The personnel performing the services under this Agreement on behalf of Consultant shall at all times be under Consultant's exclusive direction and control. Neither City nor any of its officers, employees, agents, or volunteers shall have control over the conduct of Consultant or any of Consultant's officers, employees, or agents except as set forth in this Agreement. Consultant shall not at any time or in any manner represent that it or any of its officers, employees or agents are in any manner officers, employees or agents of the City. Consultant shall not incur or have the power to incur any debt, obligation or liability whatever against City, or bind City in any manner. b. No employee benefits shall be available to Consultant in connection with the performance of this Agreement. Except for the fees paid to Consultant as provided in the Agreement, City shall not pay salaries, wages, or other compensation to Consultant for performing services hereunder for City. City shall not be liable for compensation or indemnification to Consultant for injury or sickness arising out of performing services hereunder. 13. LEGAL RESPONSIBILITIES The Consultant shall keep itself informed of all local, State and Federal ordinances, laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Consultant shall at all times observe and comply with all such ordinances, laws and regulations. The City, and its officers and employees, shall not be liable at law or in equity occasioned by failure of the Consultant to comply with this section. 14. RELEASE OF INFORMATION a. All information gained by Consultant in performance of this Agreement shall be considered confidential and shall not be released by Consultant without City's prior written authorization. Consultant, its officers, employees, agents or subcontractors, shall not without written authorization from the City Manager or unless requested by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement or relating to any project or property located within the City. Response to a subpoena or court order shall not be considered "voluntary" provided Consultant gives City notice of such court order or subpoena. b. Consultant shall promptly notify City should Consultant, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery 07/12/2019 request, court order or subpoena from any party regarding this Agreement and the work performed there under or with respect to any project or property located within the City. City retains the right, but has no obligation, to represent Consultant and/or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, City's right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response. 15. NOTICES Any notices which either party may desire to give to the other party under this Agreement must be in writing and may be given either by (i) personal service, (ii) delivery by a reputable document delivery service, such as but not limited to, Federal Express, that provides a receipt showing date and time of delivery, or (iii) mailing in the United States Mail, certified mail, postage prepaid, return receipt requested, addressed to the address of the party as set forth below or at any other address as that party may later designate by Notice. Notice shall be effective upon delivery to the addresses specified below or on the third business day following deposit with the document delivery service or United States Mail as provided above. Mailing Address: City of Temecula Attn: City Manager 41000 Main Street Temecula, CA 92590 To Consultant: Gillis + Panichapan Architects, Inc. Attn: Jack Panichapan 2900 Bristol Street, Suite G-205 Costa Mesa, CA 92626 (714) 668-4260 16. ASSIGNMENT The Consultant shall not assign the performance of this Agreement, nor any part thereof, nor any monies due hereunder, without prior written consent of the City. Upon termination of this Agreement, Consultant sole compensation shall be payment for actual services performed up to, and including, the date of termination or as may be otherwise agreed to in writing between the City Council and the Consultant. 17. LICENSES At all times during the term of this Agreement, Consultant shall have in full force and effect, all licenses required of it by law for the performance of the services described in this Agreement. 18. GOVERNING LAW The City and Consultant understand and agree that the laws of the State of California shall govern the rights, obligations, duties and liabilities of the parties to this Agreement and also govern the interpretation of this Agreement. Any litigation concerning this Agreement shall take place in the municipal, superior, or federal district court with geographic jurisdiction over the City of Temecula. In the event such litigation is filed by one party against the other to enforce its rights under this Agreement, the prevailing party, as determined by the Court's judgment, shall be entitled to reasonable attorney fees and litigation expenses for the relief granted. 07/12/2019 19. PROHIBITED INTEREST No officer, or employee of the City of Temecula that has participated in the development of this agreement or its approval shall have any financial interest, direct or indirect, in this Agreement, the proceeds thereof, the Consultant, or Consultant's sub -contractors for this project, during his/her tenure or for one year thereafter. The Consultant hereby warrants and represents to the City that no officer or employee of the City of Temecula that has participated in the development of this agreement or its approval has any interest, whether contractual, non - contractual, financial or otherwise, in this transaction, the proceeds thereof, or in the business of the Consultant or Consultant's sub -contractors on this project. Consultant further agrees to notify the City in the event any such interest is discovered whether or not such interest is prohibited by law or this Agreement. 20. ENTIRE AGREEMENT This Agreement contains the entire understanding between the parties relating to the obligations of the parties described in this Agreement. All prior or contemporaneous agreements, understandings, representations and statements, oral or written, are merged into this Agreement and shall be of no further force or effect. Each party is entering into this Agreement based solely upon the representations set forth herein and upon each party's own independent investigation of any and all facts such party deems material. 21. AUTHORITY TO EXECUTE THIS AGREEMENT The person or persons executing this Agreement on behalf of Consultant warrants and represents that he or she has the authority to execute this Agreement on behalf of the Consultant and has the authority to bind Consultant to the performance of its obligations hereunder. The City Manager is authorized to enter into an amendment on behalf of the City to make the following non -substantive modifications to the agreement: (a) name changes; (b) extension of time; (c) non -monetary changes in scope of work; (d) agreement termination. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first above written. CITY OF TEMECULA By: Michael S. Naggar, Mayor ATTEST: By: Randi Johl, City Clerk APPROVED AS TO FORM: GILLIS + PANICHAPAN ARCHITECTS, INC. (Two Signatures of corporate officers required unless corporate documents authorize only one person to sign the agreement on behalf of the corporation.) 1 By: Jack P nichapan, AIA, LEED AP, President/CEO By: ( -" PO i A, Linda Panichapan, Secretary By: Peter M. Thorson, City Attorney CONSULTANT Gillis + Panichapan Architects, Inc. Attn: Jack Panichapan 2900 Bristol Street, Suite G-205 Costa Mesa, CA 92626 (714) 668-4260 jack _gparchitects.org PM Initial Date: 03/11 /2019 EXHIBIT A TASKS TO BE PERFORMED The specific elements (scope of work) of this service include: • Programming Based on the Goals, Needs, and Function of the Project; Design Expectations and Available Budget • Urban Design and Master -Planning • Renderings, Promotional Materials, and Digital Simulations • Schematic Design; New Layout, Existing Plans, Renovation and Restoration Plans, and Demolition Plan • Measurement and Condition Survey and Drawings of Facilities • Design Development of Facilities and Parks, Including Electrical, Plumbing, Heating and Air Conditioning (HVAC) Plans • Construction Cost Estimates • Construction Documents • Construction Management Including Inspections • Americans With Disability Act (ADA) Facilities and Parks Improvements • Interior Design, Including Selection and/or Design of Furniture, Fixtures and Equipment • Energy Efficiency and Sustainability Consultation and Advice • Coordination With Other Consultants, Agencies , and Utility Purveyor • Other Miscellaneous Architectural Services 07/12/2019 EXHIBIT B PAYMENT RATES AND SCHEDULE Cost for services shall be as per Consultant's proposal attached hereto and incorporated herein as though set forth in full but in no event shall the total cost of services exceed $1,000,000.00 for the total term of the Agreement unless additional payment is approved as provided in the Payment section of this Agreement. 07/12/2019 N� ° 0 0 0 O City of Temecula I RFP No. 238 We propose to furnish the services based on the hourly billing rates listed below for the services associated with this project. Often we propose an "hourly not to exceed" contract at the beginning of our process. Below is a schedule of hourly billing rates. We tailor our scope and subsequent fee proposals to accommodate the scope of work realizing that there is latitude in both parameters to be discussed during the contract negotiation. These rates we propose will be valid for the contract duration. SCHEDULE OF HOURLY BILLING RATES ARCHITECTURE Principal...................................185 Project Director ..........................155 Project Architect .........................135 Job Captain...............................95 CAD Tech...................................85 Clerical......................................65 CONSULTANTS When additional consultants are needed, we will be the primary point of contact and the team leader. Our contract will include and convey all consultant fees and contracts as a subcategory of our fee and services. Consultant fees will be charged with an additional 15% management and coordination fee. REIMBURSABLE: In our contract we often have a reimbursable allowance. This reimbursable allowance covers fees beyond general B&W printing fees on standard ledger or tabloid size paper. Government fees, delivery costs (such as United Parcel Service charges), and the costs of special sized prints/ reproductions are not included in our fee. These items are "reimbursable" items and will be shown separately on our invoice with a 10% coordination fee. List of reimbursable charges and rates: Printing Reimbursable Package and Shipment rates MILEAGE price range between 0.10 - 4.25 per sf depending on printing type and paper UPS services fee depend on package weight and distance GPa bases our standard mileage rates for the use of a vehicle such as a car, van SUV or pickup will be: 56 cents per mile for business miles based on State of California Employers Association 2015 Mileage Reimbursement Rates Effective January 1, 2016. City of Temecula- Architectural Services Ginn+vanicno aconeo&,i— AGREEMENT FOR CONSULTANT SERVICES BETWEEN CITY OF TEMECULA AND MILLER ARCHITECTURAL CORPORATION ARCHITECTURAL SERVICES THIS AGREEMENT is made and effective as of August 13, 2019, between the City of Temecula , a municipal corporation hereinafter referred to as "City"), and Miller Architectural Corporation, a Corporation (hereinafter referred to as "Consultant' ). In consideration of the mutual covenants and conditions set forth herein, the parties agree as follows: This Agreement shall commence on August 13, 2019 and shall remain and continue in effect until tasks described herein are completed, but in no event later than June 30, 2024 unless sooner terminated pursuant to the provisions of this Agreement. 2. SERVICES Consultant shall perform the services and tasks described and set forth in Exhibit A, attached hereto and incorporated herein as though set forth in full. Consultant shall complete the tasks according to the schedule of performance which is also set forth in Exhibit A. 3. PERFORMANCE Consultant shall at all times faithfully, competently and to the best of his or her ability, experience, and talent, perform all tasks described herein. Consultant shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing similar services as are required of Consultant hereunder in meeting its obligations under this Agreement. 4. PREVAILING WAGES Pursuant to the provisions of Section 1773 of the Labor Code of the State of California, the City Council has obtained the general prevailing rate of per diem wages and the general rate for holiday and overtime work in this locality for each craft, classification, or type of workman needed to execute this Contractor from the Director of the Department of Industrial Relations. Copies may be obtained from the California Department of Industrial Relations Internet website at http://www.dir.ca.govv. Contractor shall provide a copy of prevailing wage rates to any staff or sub -contractor hired, and shall pay the adopted prevailing wage rates as a minimum. Contractor shall comply with the provisions of Sections 1720, 1725.5, 1771.1(a), 1773.8, 1775, 1776, 1777.5, 1777.6, and 1813 of the Labor Code. Pursuant to the provisions of 1775 of the Labor Code, Contractor shall forfeit to the City, as a penalty, the sum of $200.00 for each calendar day, or portion thereof, for each laborer, worker, or mechanic employed, paid less than the stipulated prevailing rates for any work done under this Agreement, by him or by any subcontractor under him, in violation of the provisions of the Agreement. This project, work, or service will be subject to compliance monitoring and enforcement by the Department of Industrial Relations (DIR) pursuant to Labor Code Section 1771.4. 07/12/2019 5. REGISTRATION WITH THE DEPARTMENT OF INDUSTRIAL RELATIONS Registration with the Department of Industrial Relations (DIR) is mandatory as a condition for bidding, providing certain services, and working on a public works project as specified in Labor Code Section 1771.1(a). Contractor and any subcontractors must be registered with the Department of Industrial Relations to be qualified to bid, or provide a proposal and/or time and material quote or be listed in a bid, proposal or quote, subject to the requirements of Public Contract Code Section 4104; or engage in the performance of any contract that is subject to Labor Code Section 1720 et seq., unless currently registered and qualified to perform public work pursuant to Labor Code Section 1725.5. Contractor and subcontractors will be required to provide proof of registration with the DIR. For more information regarding registration with the Department of Industrial Relations, refer to http://www.dir.ca.gov/Public-Works/PublicWorks.ht_ml 6. PAYMENT a. The City agrees to pay Consultant monthly, in accordance with the payment rates and terms and the schedule of payment as set forth in Exhibit B, Payment Rates and Schedule, attached hereto and incorporated herein by this reference as though set forth in full, based upon actual time spent on the above tasks. Any terms in Exhibit B, other than the payment rates and schedule of payment, are null and void. This amount shall not exceed Two Hundred Thousand Dollars and Zero Cents ($200,000.00) each fiscal year for a total not to exceed Agreement amount of One Million Dollars and Zero Cents ($1,000,000.00) unless additional payment is approved as provided in this Agreement. b. Consultant shall not be compensated for any services rendered in connection with its performance of this Agreement which are in addition to those set forth herein, unless such additional services are authorized in advance and in writing by the City Manager . Consultant shall be compensated for any additional services in the amounts and in the manner as agreed to by City Manager and Consultant at the time City's written authorization is given to Consultant for the performance of said services. C. Consultant will submit invoices monthly for actual services performed. Invoices shall be submitted between the first and fifteenth business day of each month, for services provided in the previous month. Payment shall be made within thirty (30) days of receipt of each invoice as to all non -disputed fees. If the City disputes any of Consultant fees, it shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth on the invoice. For all reimbursements authorized by this Agreement Consultant shall provide receipts on all reimbursable expenses in excess of fifty dollars ($50) in such form as approved by the Director of Finance. 7. SUSPENSION OR TERMINATION OF AGREEMENT WITHOUT CAUSE a. The City may at any time, for any reason, with or without cause, suspend or terminate this Agreement, or any portion hereof, by serving upon the Consultant at least ten (10) days prior written notice. Upon receipt of said notice, the Consultant shall immediately cease all work under this Agreement, unless the notice provides otherwise. If the City suspends or terminates a portion of this Agreement such suspension or termination shall not make void or invalidate the remainder of this Agreement. b. In the event this Agreement is terminated pursuant to this Section, the City shall pay to Consultant the actual value of the work performed up to the time of termination, provided that the work performed is of value to the City. Upon termination of the Agreement pursuant to this Section, the Consultant will submit an invoice to the City, pursuant to Section entitled "PAYMENT" herein. 8. DEFAULT OF CONSULTANT a. The Consultant failure to comply with the provisions of this Agreement shall constitute a default. In the event that Consultant is in default for cause under the terms of this Agreement, City shall have no obligation or duty to continue compensating Consultant for any work performed after the date of default and can terminate this Agreement immediately by written notice to the Consultant. If such failure by the Consultant to make progress in the performance of work hereunder arises out of causes beyond the Consultant's control, and without fault or negligence of the Consultant, it shall not be considered a default. b. If the City Manager or his delegate determines that the Consultant is in default in the performance of any of the terms or conditions of this Agreement, it shall serve the Consultant with written notice of the default. The Consultant shall have ten (10) days after service upon it of said notice in which to cure the default by rendering a satisfactory performance. In the event that the Consultant fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement. 9. OWNERSHIP OF DOCUMENTS a. Consultant shall maintain complete and accurate records with respect to sales, costs, expenses, receipts and other such information required by City that relate to the performance of services under this Agreement. Consultant shall maintain adequate records of services provided in sufficient detail to permit an evaluation of services. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Consultant shall provide free access to the representatives of City or its designees at reasonable times to such books and records, shall give City the right to examine and audit said books and records, shall permit City to make transcripts there from as necessary, and shall allow inspection of all work, data, documents, proceedings and activities related to this Agreement. Such records, together with supporting documents, shall be maintained for a period of three (3) years after receipt of final payment. b. Upon completion of, or in the event of termination or suspension of this Agreement, all original documents, designs, drawings, maps, models, computer files containing data generated for the work, surveys, notes, and other documents prepared in the course of providing the services to be performed pursuant to this Agreement shall become the sole property of the City and may be used, reused or otherwise disposed of by the City without the permission of the Consultant. With respect to computer files containing data generated for the work, Consultant shall make available to the City, upon reasonable written request by the City, the necessary computer software and hardware for purposes of accessing, compiling, transferring and printing computer files. C. With respect to the design of public improvements, the Consultant shall not be liable for any injuries or property damage resulting from the reuse of the design at a location other than that specified in Exhibit A, without the written consent of the Consultant. 07/12/2019 10. INDEMNIFICATION HOLD HARMLESS AND DUTY TO DEFEND a. Indemnity for Design Professional Services. In the connection with its design professional services, Consultant shall hold harmless and indemnify City, and its elected officials, officers, employees, servants, designated volunteers, and those City agents serving as independent contractors in the role of City officials (collectively, "Indemnitees"), with respect to any and all claims, demands, damages, liabilities, losses, costs or expenses, including reimbursement of attorneys' fees and costs of defense (collectively, "Claims" hereinafter), including but not limited to Claims relating to death or injury to any person and injury to any property, which arise out of, pertain to, or relate in whole or in part to the negligence, recklessness, or willful misconduct of Consultant or any of its officers, employees, sub -contractors, or agents in the performance of its professional services under this Agreement. b. Other Indemnities. In connection with any and all claims, demands, damages, liabilities, losses, costs or expenses, including attorneys' fees and costs of defense (collectively, "Damages" hereinafter) not covered by Paragraph 10.a. above, Consultant shall defend, hold harmless and indemnify the Indemnitees with respect to any and all Damages, including but not limited to, Damages relating to death or injury to any person and injury to any property, which arise out of, pertain to, or relate to acts or omissions of Consultant or any of its officers, employees, subcontractors, or agents in the performance of this Agreement, except for such loss or damage arising from the sole negligence or willful misconduct of the City, as determined by final arbitration or court decision or by the agreement of the parties. Consultant shall defend Indemnitees in any action or actions filed in connection with any such Damages with counsel of City's choice, and shall pay all costs and expenses, including all attorneys' fees and experts' costs actually incurred in connection with such defense. Consultant duty to defend pursuant to this Section 10.b.shall apply independent of any prior, concurrent or subsequent misconduct, negligent acts, errors or omissions of Indemnitees." 11. INSURANCE REQUIREMENTS Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the work hereunder by the Consultant, its agents, representatives, or employees. a. Minimum Scope of Insurance. Coverage shall be at least as broad as: i. Insurance Services Office Commercial General Liability form No. CG 00 01 11 85 or 88. ii. Insurance Services Office Business Auto Coverage form CA 00 01 06 92 covering Automobile Liability, code 1 (any auto). If the Consultant owns no automobiles, a non -owned auto endorsement to the General Liability policy described above is acceptable. iii. Worker's Compensation insurance as required by the State of California and Employer's Liability Insurance. If the Consultant has no employees while performing under this Agreement, worker's compensation insurance is not required, but Consultant shall execute a declaration that it has no employees. iv. Professional Liability Insurance shall be written on a policy form providing professional liability for the Consultant's profession. b. Minimum Limits of Insurance. Consultant shall maintain limits no less than: 07/12/2019 1. General Liability: One million ($1,000,000) per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: One million ($1,000,000) per accident for bodily injury and property damage. 3. Worker's Compensation as required by the State of California; Employer's Liability: One million dollars ($1,000,000) per accident for bodily injury or disease. 4. Professional Liability Coverage: One million ($1,000,000) per claim and in aggregate. C. Deductibles and Self -Insured Retentions. Any deductibles or self -insured retentions shall not exceed Twenty Five Thousand Dollars and No Cents ($25,000). d. Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions: 1) The City of Temecula, the Temecula Community Services District, the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees and volunteers are to be covered as insured's, as respects: liability arising out of activities performed by or on behalf of the Consultant's products and completed operations of the Consultant; premises owned, occupied or used by the Consultant; or automobiles owned, leased, hired or borrowed by the Consultant. The coverage shall contain no special limitations on the scope of protection afforded to the City of Temecula, the Temecula Community Services District, the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees or volunteers. 2) For any claims related to this project, the Consultant insurance coverage shall be primary insurance as respects the City, the Temecula Community Services District, the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees and volunteers. Any insurance or self -insured maintained by the City of Temecula, Temecula Community Services District, and/or the Successor Agency to the Temecula Redevelopment Agency, its officers, officials, employees or volunteers shall be excess of the Consultant's insurance and shall not contribute with it. 3) Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City of Temecula, the Temecula Community Services District, and/or the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees or volunteers. 4) The Consultant's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. 5) Each insurance policy required by this agreement shall be endorsed to state: should the policy be canceled before the expiration date the issuing insurer will endeavor to mail thirty (30) days' prior written notice to the City. 6) If insurance coverage is canceled or, reduced in coverage or in limits the Consultant shall within two (2) business days of notice from insurer phone, fax, and/or notify the City via certified mail, return receipt requested of the changes to or cancellation of the policy. 07/12/2019 e. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best rating of A -:VI I or better, unless otherwise acceptable to the City. Self insurance shall not be considered to comply with these insurance requirements. f. Verification of Coverage. Consultant shall furnish the City with original endorsements effecting coverage required by this clause. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. The endorsements are to be on forms provided by the City. All endorsements are to be received and approved by the City before work commences. As an alternative to the City's forms, the Consultant's insurer may provide complete, certified copies of all required insurance policies, including endorsements affecting the coverage required by these specifications. 12. INDEPENDENT CONTRACTOR a. Consultant is and shall at all times remain as to the City a wholly independent contractor. The personnel performing the services under this Agreement on behalf of Consultant shall at all times be under Consultant's exclusive direction and control. Neither City nor any of its officers, employees, agents, or volunteers shall have control over the conduct of Consultant or any of Consultant's officers, employees, or agents except as set forth in this Agreement. Consultant shall not at any time or in any manner represent that it or any of its officers, employees or agents are in any manner officers, employees or agents of the City. Consultant shall not incur or have the power to incur any debt, obligation or liability whatever against City, or bind City in any manner. b. No employee benefits shall be available to Consultant in connection with the performance of this Agreement. Except for the fees paid to Consultant as provided in the Agreement, City shall not pay salaries, wages, or other compensation to Consultant for performing services hereunder for City. City shall not be liable for compensation or indemnification to Consultant for injury or sickness arising out of performing services hereunder. 13. LEGAL RESPONSIBILITIES The Consultant shall keep itself informed of all local, State and Federal ordinances, laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Consultant shall at all times observe and comply with all such ordinances, laws and regulations. The City, and its officers and employees, shall not be liable at law or in equity occasioned by failure of the Consultant to comply with this section. 14. RELEASE OF INFORMATION a. All information gained by Consultant in performance of this Agreement shall be considered confidential and shall not be released by Consultant without City's prior written authorization. Consultant, its officers, employees, agents or subcontractors, shall not without written authorization from the City Manager or unless requested by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement or relating to any project or property located within the City. Response to a subpoena or court order shall not be considered "voluntary" provided Consultant gives City notice of such court order or subpoena. b. Consultant shall promptly notify City should Consultant, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed there under or with respect to any project or property located within the City. City retains the right, but has no obligation, to represent Consultant and/or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, City's right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response. 15. NOTICES Any notices which either party may desire to give to the other party under this Agreement must be in writing and may be given either by (i) personal service, (ii) delivery by a reputable document delivery service, such as but not limited to, Federal Express, that provides a receipt showing date and time of delivery, or (iii) mailing in the United States Mail, certified mail, postage prepaid, return receipt requested, addressed to the address of the party as set forth below or at any other address as that party may later designate by Notice. Notice shall be effective upon delivery to the addresses specified below or on the third business day following deposit with the document delivery service or United States Mail as provided above. Mailing Address: City of Temecula Attn: City Manager 41000 Main Street Temecula, CA 92590 To Consultant: Miller Architectural Corporation Attn: Gary Miller 1177 Idaho Street, Suite 200 Redlands, CA 92374 (909) 335-7400 x111 16. ASSIGNMENT The Consultant shall not assign the performance of this Agreement, nor any part thereof, nor any monies due hereunder, without prior written consent of the City. Upon termination of this Agreement, Consultant sole compensation shall be payment for actual services performed up to, and including, the date of termination or as may be otherwise agreed to in writing between the City Council and the Consultant. 17. LICENSES At all times during the term of this Agreement, Consultant shall have in full force and effect, all licenses required of it by law for the performance of the services described in this Agreement. 18. GOVERNING LAW The City and Consultant understand and agree that the laws of the State of California shall govern the rights, obligations, duties and liabilities of the parties to this Agreement and also govern the interpretation of this Agreement. Any litigation concerning this Agreement shall take place in the municipal, superior, or federal district court with geographic jurisdiction over the City of Temecula. In the event such litigation is filed by one party against the other to enforce its rights under this Agreement, the prevailing party, as determined by the Court's judgment, shall be entitled to reasonable attorney fees and litigation expenses for the relief granted. 07/12/2019 19. PROHIBITED INTEREST No officer, or employee of the City of Temecula that has participated in the development of this agreement or its approval shall have any financial interest, direct or indirect, in this Agreement, the proceeds thereof, the Consultant, or Consultant's sub -contractors for this project, during his/her tenure or for one year thereafter. The Consultant hereby warrants and represents to the City that no officer or employee of the City of Temecula that has participated in the development of this agreement or its approval has any interest, whether contractual, non - contractual, financial or otherwise, in this transaction, the proceeds thereof, or in the business of the Consultant or Consultant's sub -contractors on this project. Consultant further agrees to notify the City in the event any such interest is discovered whether or not such interest is prohibited by law or this Agreement. 20. ENTIRE AGREEMENT This Agreement contains the entire understanding between the parties relating to the obligations of the parties described in this Agreement. All prior or contemporaneous agreements, understandings, representations and statements, oral or written, are merged into this Agreement and shall be of no further force or effect. Each party is entering into this Agreement based solely upon the representations set forth herein and upon each party's own independent investigation of any and all facts such party deems material. 21. AUTHORITY TO EXECUTE THIS AGREEMENT The person or persons executing this Agreement on behalf of Consultant warrants and represents that he or she has the authority to execute this Agreement on behalf of the Consultant and has the authority to bind Consultant to the performance of its obligations hereunder. The City Manager is authorized to enter into an amendment on behalf of the City to make the following non -substantive modifications to the agreement: (a) name changes; (b) extension of time; (c) non -monetary changes in scope of work; (d) agreement termination. 07/12/2019 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first above written. CITY OF TEMECULA By: Michael S. Naggar, Mayor ATTEST: By: RANDI JOHL, CITY CLERK APPROVED AS TO FORM: By: Peter M. Thorson, City Attorney MILLER ARCHITECTURAL CORPORATION (Two Signatures of corporate officers required unless corporate documents authorize only one person to sign the agreement on behalf of the corporation.) By: Gary Miller, President, ctU, i-rmcipai in Charge By: Roberta L. Wile, Office Manager Consultant Miller Architectural Corporation Attn: Gary Miller 1177 Idaho Street, Suite 200 Redlands, CA 92374 (909) 335-7400 x111 gmiller@miller-aip.com PM Inttii Date: 07/12/2019 EXHIBIT A TASKS TO BE PERFORMED The specific elements (scope of work) of this service include: • Programming Based on the Goals, Needs, and Function of the Project; Design Expectations and Available Budget • Urban Design and Master -Planning • Renderings, Promotional Materials, and Digital Simulations • Schematic Design; New Layout, Existing Plans, Renovation and Restoration Plans, and Demolition Plan • Measurement and Condition Survey and Drawings of Facilities • Design Development of Facilities and Parks, Including Electrical, Plumbing, Heating and Air Conditioning (HVAC) Plans • Construction Cost Estimates • Construction Documents • Construction Management Including Inspections • Americans With Disability Act (ADA) Facilities and Parks Improvements • Interior Design, Including Selection and/or Design of Furniture, Fixtures and Equipment • Energy Efficiency and Sustainability Consultation and Advice • Coordination With Other Consultants, Agencies , and Utility Purveyor • Other Miscellaneous Architectural Services 07/ 12/2019 EXHIBIT B PAYMENT RATES AND SCHEDULE Cost for services shall be as per Consultant's proposal attached hereto and incorporated herein as though set forth in full but in no event shall the total cost of services exceed $1,000,000.00 for the total term of the Agreement unless additional payment is approved as provided in the Payment section of this Agreement. 07/12/2019 2019 FEE SCHEDULE MILLER ARCHITECTURAL CORPORATION 1177 IDAHO STREET, SUITE 200 REDLANDS, CA 92374 P 909.336.7400 F 909.335.7299 PROFESSIONAL AND TECHNICAL STAFF: Senior Principal Court/Arbitration Appearance Deposition Principal (Architecture Division) Associate (Architecture Division) Principal (Interiors Division) Senior Project Manager Project Manager Senior Technician Intermediate Technician Junior Technician Administrative Assist Secretarial/Clerical/Intern Archive Retrieval Fee $222.00/hour $253.00/hour $253.00 - First Hour $268.00 - Each Additional Hour $170.00/hour $150.00/hour $145.00/hour $134.00/hour $124.00/hour $108.00/hour $81.00/hour $72.00/hour $81.00/hour $60.00/hour $155.00/Flat Fee Overtime for hourly personnel will be charged at the base rate of 1.5 per hour for time in excess of 8 hours per weekday or for work on Saturdays, Sundays and holidays. EXPENSES: 1. Out of pocket expenses, (i.e. photo copies, film development, shipping, blueprints): cost plus 15%. 2. 3. 4. In-house Services: Large Format Black & White: Large Format Color: $ 2.40 per 24" x 36" sheet $ 3.35 per 30" x 42" sheet $7.10 per 24" x 36" sheet $9.20 per 30" x 42" sheet Photo Copies: Black & White: $0.33 per 8-1/2" x 11" page Black & White: $0.56 per 11" x 17" page Color: $1.82 per 8/1/2" x 11" page Color: $3.10 per 11" x 17" page Black & White $0.83 per 12" x 18" page Color $3.65 per 12" x 18" page Presentation Materials: $21.00 per 30 x 40 Foam Board CD with Files: $52.00 Upload Data: $52.00 Mileage: $.70 per mile. For work which requires overnight lodging, a per diem charge will be made appropriate to the area, based on actual costs. Outside consultants not included in base fee and plan check fees shall be billed at direct cost plus 15%. 12 July 29, 2019 Tammy Petricka Administrative Assistant City of Temecula IVI I L L E R 41000 Main Street Temecula, CA 92590 eir-chitectt.rre. interiors planning Good Morning Ms. Petricka, Please allow this letter to serve as confirmation that Roberta L. Wile, Office Manager/Bookkeeper, has my authorization to act as a Co-Signator on the agreement between The City of Temecula and Miller Architectural Corporation for the purpose of being placed on the list of approved Architects for future city projects. Thank you for all of your help during this process and I look forward to a long working relationship with the city. Best Regards; Gary Miller AIA - President 1177 Idaho Street Suite 200 Redlands, CA 92374 Phone: (909) 335-7400 x111 Fax: (909) 335-7299 Email: miller miller -al .com Utah Nevada California 1177 Idaho Street SLIMS 200 Redlands, CA 92374 P 909,335.7400 F 909,335,7299 An Architectural Corporation AGREEMENT FOR CONSULTANT SERVICES BETWEEN CITY OF TEMECULA AND TR DESIGN GROUP, ARCHITECTURE ARCHITECTURAL SERVICES THIS AGREEMENT is made and effective as of August 13, 2019, between the City of Temecula , a municipal corporation hereinafter referred to as "City"), and TR Design Group, Architecture, a Corporation (hereinafter referred to as "Consultant" ). In consideration of the mutual covenants and conditions set forth herein, the parties agree as follows: 1. TERM This Agreement shall commence on August 13, 2019 and shall remain and continue in effect until tasks described herein are completed, but in no event later than June 30, 2024 unless sooner terminated pursuant to the provisions of this Agreement. 2. SERVICES Consultant shall perform the services and tasks described and set forth in Exhibit A, attached hereto and incorporated herein as though set forth in full. Consultant shall complete the tasks according to the schedule of performance which is also set forth in Exhibit A. 3. PERFORMANCE Consultant shall at all times faithfully, competently and to the best of his or her ability, experience, and talent, perform all tasks described herein. Consultant shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing similar services as are required of Consultant hereunder in meeting its obligations under this Agreement. 4. PREVAILING WAGES Pursuant to the provisions of Section 1773 of the Labor Code of the State of California, the City Council has obtained the general prevailing rate of per diem wages and the general rate for holiday and overtime work in this locality for each craft, classification, or type of workman needed to execute this Contractor from the Director of the Department of Industrial Relations. Copies may be obtained from the California Department of Industrial Relations Internet website at http://www.dir.ca.gov. Contractor shall provide a copy of prevailing wage rates to any staff or sub -contractor hired, and shall pay the adopted prevailing wage rates as a minimum. Contractor shall comply with the provisions of Sections 1720, 1725.5, 1771.1(a), 1773.8, 1775, 1776, 1777.5, 1777.6, and 1813 of the Labor Code. Pursuant to the provisions of 1775 of the Labor Code, Contractor shall forfeit to the City, as a penalty, the sum of $200.00 for each calendar day, or portion thereof, for each laborer, worker, or mechanic employed, paid less than the stipulated prevailing rates for any work done under this Agreement, by him or by any subcontractor under him, in violation of the provisions of the Agreement. This project, work, or service will be subject to compliance monitoring and enforcement by the Department of Industrial Relations (DIR) pursuant to Labor Code Section 1771.4. 07/12/2019 5. REGISTRATION WITH THE DEPARTMENT OF INDUSTRIAL RELATIONS Registration with the Department of Industrial Relations (DIR) is mandatory as a condition for bidding, providing certain services, and working on a public works project as specified in Labor Code Section 1771.1(a). Contractor and any subcontractors must be registered with the Department of Industrial Relations to be qualified to bid, or provide a proposal and/or time and material quote or be listed in a bid, proposal or quote, subject to the requirements of Public Contract Code Section 4104; or engage in the performance of any contract that is subject to Labor Code Section 1720 et seq., unless currently registered and qualified to perform public work pursuant to Labor Code Section 1725.5. Contractor and subcontractors will be required to provide proof of registration with the DIR. For more information regarding registration with the Department of Industrial Relations, refer to http://www.dir.ca.gov/Public-Works/Publ!cWorks.htmi 6. PAYMENT a. The City agrees to pay Consultant monthly, in accordance with the payment rates and terms and the schedule of payment as set forth in Exhibit B, Payment Rates and Schedule, attached hereto and incorporated herein by this reference as though set forth in full, based upon actual time spent on the above tasks. Any terms in Exhibit B, other than the payment rates and schedule of payment, are null and void. This amount shall not exceed Two Hundred Thousand Dollars and Zero Cents ($200,000.00) each fiscal year for a total not to exceed Agreement amount of One Million Dollars and Zero Cents ($1,000,000.00) unless additional payment is approved as provided in this Agreement. b. Consultant shall not be compensated for any services rendered in connection with its performance of this Agreement which are in addition to those set forth herein, unless such additional services are authorized in advance and in writing by the City Manager . Consultant shall be compensated for any additional services in the amounts and in the manner as agreed to by City Manager and Consultant at the time City's written authorization is given to Consultant for the performance of said services. C. Consultant will submit invoices monthly for actual services performed. Invoices shall be submitted between the first and fifteenth business day of each month, for services provided in the previous month. Payment shall be made within thirty (30) days of receipt of each invoice as to all non -disputed fees. If the City disputes any of Consultant fees, it shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth on the invoice. For all reimbursements authorized by this Agreement Consultant shall provide receipts on all reimbursable expenses in excess of fifty dollars ($50) in such form as approved by the Director of Finance. 7. SUSPENSION OR TERMINATION OF AGREEMENT WITHOUT CAUSE a. The City may at any time, for any reason, with or without cause, suspend or terminate this Agreement, or any portion hereof, by serving upon the Consultant at least ten (10) days prior written notice. Upon receipt of said notice, the Consultant shall immediately cease all work under this Agreement, unless the notice provides otherwise. If the City suspends or terminates a portion of this Agreement such suspension or termination shall not make void or invalidate the remainder of this Agreement. b. In the event this Agreement is terminated pursuant to this Section, the City shall pay to Consultant the actual value of the work performed up to the time of termination, provided that the work performed is of value to the City. Upon termination of the Agreement 07/12/2019 pursuant to this Section, the Consultant will submit an invoice to the City, pursuant to Section entitled "PAYMENT" herein. 8. DEFAULT OF CONSULTANT a. The Consultant failure to comply with the provisions of this Agreement shall constitute a default. In the event that Consultant is in default for cause under the terms of this Agreement, City shall have no obligation or duty to continue compensating Consultant for any work performed after the date of default and can terminate this Agreement immediately by written notice to the Consultant. If such failure by the Consultant to make progress in the performance of work hereunder arises out of causes beyond the Consultant's control, and without fault or negligence of the Consultant, it shall not be considered a default. b. If the City Manager or his delegate determines that the Consultant is in default in the performance of any of the terms or conditions of this Agreement, it shall serve the Consultant with written notice of the default. The Consultant shall have ten (10) days after service upon it of said notice in which to cure the default by rendering a satisfactory performance. In the event that the Consultant fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement. 9. OWNERSHIP OF DOCUMENTS a. Consultant shall maintain complete and accurate records with respect to sales, costs, expenses, receipts and other such information required by City that relate to the performance of services under this Agreement. Consultant shall maintain adequate records of services provided in sufficient detail to permit an evaluation of services. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Consultant shall provide free access to the representatives of City or its designees at reasonable times to such books and records, shall give City the right to examine and audit said books and records, shall permit City to make transcripts there from as necessary, and shall allow inspection of all work, data, documents, proceedings and activities related to this Agreement. Such records, together with supporting documents, shall be maintained for a period of three (3) years after receipt of final payment. b. Upon completion of, or in the event of termination or suspension of this Agreement, all original documents, designs, drawings, maps, models, computer files containing data generated for the work, surveys, notes, and other documents prepared in the course of providing the services to be performed pursuant to this Agreement shall become the sole property of the City and may be used, reused or otherwise disposed of by the City without the permission of the Consultant. With respect to computer files containing data generated for the work, Consultant shall make available to the City, upon reasonable written request by the City, the necessary computer software and hardware for purposes of accessing, compiling, transferring and printing computer files. C. With respect to the design of public improvements, the Consultant shall not be liable for any injuries or property damage resulting from the reuse of the design at a location other than that specified in Exhibit A, without the written consent of the Consultant. 07/12/2019 10. INDEMNIFICATION, HOLD HARMLESS, AND DUTY TO DEFEND a. Indemnity for Design Professional Services. In the connection with its design professional services, Consultant shall hold harmless and indemnify City, and its elected officials, officers, employees, servants, designated volunteers, and those City agents serving as independent contractors in the role of City officials (collectively, "Indemnitees"), with respect to any and all claims, demands, damages, liabilities, losses, costs or expenses, including reimbursement of attorneys' fees and costs of defense (collectively, "Claims" hereinafter), including but not limited to Claims relating to death or injury to any person and injury to any property, which arise out of, pertain to, or relate in whole or in part to the negligence, recklessness, or willful misconduct of Consultant or any of its officers, employees, sub -contractors, or agents in the performance of its professional services under this Agreement. b. Other Indemnities. In connection with any and all claims, demands, damages, liabilities, losses, costs or expenses, including attorneys' fees and costs of defense (collectively, "Damages" hereinafter) not covered by Paragraph 10.a. above, Consultant shall defend, hold harmless and indemnify the Indemnitees with respect to any and all Damages, including but not limited to, Damages relating to death or injury to any person and injury to any property, which arise out of, pertain to, or relate to acts or omissions of Consultant or any of its officers, employees, subcontractors, or agents in the performance of this Agreement, except for such loss or damage arising from the sole negligence or willful misconduct of the City, as determined by final arbitration or court decision or by the agreement of the parties. Consultant shall defend Indemnitees in any action or actions filed in connection with any such Damages with counsel of City's choice, and shall pay all costs and expenses, including all attorneys' fees and experts' costs actually incurred in connection with such defense. Consultant duty to defend pursuant to this Section 10.b.shall apply independent of any prior, concurrent or subsequent misconduct, negligent acts, errors or omissions of Indemnitees." 11. INSURANCE REQUIREMENTS Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the work hereunder by the Consultant, its agents, representatives, or employees. a. Minimum Scope of insurance. Coverage shall be at least as broad as: i. Insurance Services Office Commercial General Liability form No. CG 00 01 11 85 or 88. ii. Insurance Services Office Business Auto Coverage form CA 00 01 06 92 covering Automobile Liability, code 1 (any auto). If the Consultant owns no automobiles, a non -owned auto endorsement to the General Liability policy described above is acceptable. iii. Worker's Compensation insurance as required by the State of California and Employer's Liability Insurance. If the Consultant has, no employees while performing under this Agreement, worker's compensation insurance is not required, but Consultant shall execute a declaration that it has no employees. iv. Professional Liability Insurance shall be written on a policy form providing professional liability for the Consultant's profession. b. Minimum Limits of Insurance. Consultant shall maintain limits no less than: 07/12/2019 1. General Liability: One million ($1,000,000) per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: One million ($1,000,000) per accident for bodily injury and property damage. 3. Worker's Compensation as required by the State of California; Employer's Liability: One million dollars ($1,000,000) per accident for bodily injury or disease. 4. Professional Liability Coverage: One million ($1,000,000) per claim and in aggregate. C. Deductibles and Self -Insured Retentions. Any deductibles or self -insured retentions shall not exceed Twenty Five Thousand Dollars and No Cents ($25,000). d. Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions: 1) The City of Temecula, the Temecula Community Services District, the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees and volunteers are to be covered as insureds, as respects: liability arising out of activities performed by or on behalf of the Consultant's products and completed operations of the Consultant; premises owned, occupied or used by the Consultant; or automobiles owned, leased, hired or borrowed by the Consultant. The coverage shall contain no special limitations on the scope of protection afforded to the City of Temecula, the Temecula Community Services District, the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees or volunteers. 2) For any claims related to this project, the Consultant insurance coverage shall be primary insurance as respects the City, the Temecula Community Services District, the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees and volunteers. Any insurance or self -insured maintained by the City of Temecula, Temecula Community Services District, and/or the Successor Agency to the Temecula Redevelopment Agency, its officers, officials, employees or volunteers shall be excess of the Consultant's insurance and shall not contribute with it. 3) Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City of Temecula, the Temecula Community Services District, and/or the Successor Agency to the Temecula Redevelopment Agency, their officers, officials, employees or volunteers. 4) The Consultant's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. 5) Each insurance policy required by this agreement shall be endorsed to state: should the policy be canceled before the expiration date the issuing insurer will endeavor to mail thirty (30) days' prior written notice to the City. 6) If insurance coverage is canceled or, reduced in coverage or in limits the Consultant shall within two (2) business days of notice from insurer phone, fax, and/or notify the City via certified mail, return receipt requested of the changes to or cancellation of the policy. 07/12/2019 e. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best rating of A-:VII or better, unless otherwise acceptable to the City. Self insurance shall not be considered to comply with these insurance requirements. f. Verification of Coverage. Consultant shall furnish the City with original endorsements effecting coverage required by this clause. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. The endorsements are to be on forms provided by the City. All endorsements are to be received and approved by the City before work commences. As an alternative to the City's forms, the Consultant's insurer may provide complete, certified copies of all required insurance policies, including endorsements affecting the coverage required by these specifications. 12. INDEPENDENT CONTRACTOR a. Consultant is and shall at all times remain as to the City a wholly independent contractor. The personnel performing the services under this Agreement on behalf of Consultant shall at all times be under Consultant's exclusive direction and control. Neither City nor any of its officers, employees, agents, or volunteers shall have control over the conduct of Consultant or any of Consultant's officers, employees, or agents except as set forth in this Agreement. Consultant shall not at any time or in any manner represent that it or any of its officers, employees or agents are in any manner officers, employees or agents of the City. Consultant shall not incur or have the power to incur any debt, obligation or liability whatever against City, or bind City in any manner. b. No employee benefits shall be available to Consultant in connection with the performance of this Agreement. Except for the fees paid to Consultant as provided in the Agreement, City shall not pay salaries, wages, or other compensation to Consultant for performing services hereunder for City. City shall not be liable for compensation or indemnification to Consultant for injury or sickness arising out of performing services hereunder. 13. LEGAL RESPONSIBILITIES The Consultant shall keep itself informed of all local, State and Federal ordinances, laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Consultant shall at all times observe and comply with all such ordinances, laws and regulations. The City, and its officers and employees, shall not be liable at law or in equity occasioned by failure of the Consultant to comply with this section. 14. RELEASE OF INFORMATION a. All information gained by Consultant in performance of this Agreement shall be considered confidential and shall not be released by Consultant without City's prior written authorization. Consultant, its officers, employees, agents or subcontractors, shall not without written authorization from the City Manager or unless requested by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement or relating to any project or property located within the City. Response to a subpoena or court order shall not be considered "voluntary" provided Consultant gives City notice of such court order or subpoena. b. Consultant shall promptly notify City should Consultant, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery 07/12/2019 request, court order or subpoena from any party regarding this Agreement and the work performed there under or with respect to any project or property located within the City. City retains the right, but has no obligation, to represent Consultant and/or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, City's right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response. 15. NOTICES Any notices which either party may desire to give to the other party under this Agreement must be in writing and may be given either by (i) personal service, (ii) delivery by a reputable document delivery service, such as but not limited to, Federal Express, that provides a receipt showing date and time of delivery, or (iii) mailing in the United States Mail, certified mail, postage prepaid, return receipt requested, addressed to the address of the party as set forth below or at any other address as that party may later designate by Notice. Notice shall be effective upon delivery to the addresses specified below or on the third business day following deposit with the document delivery service or United States Mail as provided above. Mailing Address: City of Temecula Attn: City Manager 41000 Main Street Temecula, CA 92590 To Consultant: TR Design Group, Architecture Attn: Thomas Riggle 7179 Magnolia Avenue Riverside, CA 92504 (951) 742-7179 16. ASSIGNMENT The Consultant shall not assign the performance of this Agreement, nor any part thereof, nor any monies due hereunder, without prior written consent of the City. Upon termination of this Agreement, Consultant sole compensation shall be payment for actual services performed up to, and including, the date of termination or as may be otherwise agreed to in writing between the City Council and the Consultant. 17. LICENSES At all times during the term of this Agreement, Consultant shall have in full force and effect, all licenses required of it by law for the performance of the services described in this Agreement. 18. GOVERNING LAW The City and Consultant understand and agree that the laws of the State of California shall govern the rights, obligations, duties and liabilities of the parties to this Agreement and also govern the interpretation of this Agreement. Any litigation concerning this Agreement shall take place in the municipal, superior, or federal district court with geographic jurisdiction over the City of Temecula. In the event such litigation is filed by one party against the other to enforce its rights under this Agreement, the prevailing party, as determined by the Court's judgment, shall be entitled to reasonable attorney fees and litigation expenses for the relief granted. 07/12/2019 19. PROHIBITED INTEREST No officer, or employee of the City of Temecula that has participated in the development of this agreement or its approval shall have any financial interest, direct or indirect, in this Agreement, the proceeds thereof, the Consultant, or Consultant's sub -contractors for this project, during his/her tenure or for one year thereafter. The Consultant hereby warrants and represents to the City that no officer or employee of the City of Temecula that has participated in the development of this agreement or its approval has any interest, whether contractual, non - contractual, financial or otherwise, in this transaction, the proceeds thereof, or in the business of the Consultant or Consultant's sub -contractors on this project. Consultant further agrees to notify the City in the event any such interest is discovered whether or not such interest is prohibited by law or this Agreement. 20. ENTIRE AGREEMENT This Agreement contains the entire understanding between the parties relating to the obligations of the parties described in this Agreement. All prior or contemporaneous agreements, understandings, representations and statements, oral or written, are merged into this Agreement and shall be of no further force or effect. Each party is entering into this Agreement based solely upon the representations set forth herein and upon each party's own independent investigation of any and all facts such party deems material. 21. AUTHORITY TO EXECUTE THIS AGREEMENT The person or persons executing this Agreement on behalf of Consultant warrants and represents that he or she has the authority to execute this Agreement on behalf of the Consultant and has the authority to bind Consultant to the performance of its obligations hereunder. The City Manager is authorized to enter into an amendment on behalf of the City to make the following non -substantive modifications to the agreement: (a) name changes; (b) extension of time; (c) non -monetary changes in scope of work; (d) agreement termination. 07/12/2019 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first above written. CITY OF TEMECULA TR DESIGN GROUP, ARCHITECTURE (Two Signatures of corporate officers required unless corporate documents authorize only one person to sign the agreement on behalf of the corporation.) By: By: - .. Michael S. Naggar, Mayor Thomas Riggle, President ATTEST: By: RANDI JOHL, CITY CLERK APPROVED AS TO FORM: By: Thomas Riggle, Secretary By: Peter M. Thorson, City Attorney Consultant TR Design Group, Architecture Attn: Thomas Riggle 7179 Magnolia Avenue Riverside, CA 92504 (951) 742-7179 thomas@trdesigngroup.com PM Initials Date: 07/12/2019 EXHIBIT A TASKS TO BE PERFORMED The specific elements (scope of work) of this service include: Programming Based on the Goals, Needs, and Function of the Project; Design Expectations and Available Budget • Urban Design and Master -Planning • Renderings, Promotional Materials, and Digital Simulations • Schematic Design; New Layout, Existing Plans, Renovation and Restoration Plans, and Demolition Plan • Measurement and Condition Survey and Drawings of Facilities Design Development of Facilities and Parks, Including Electrical, Plumbing, Heating and Air Conditioning (HVAC) Plans • Construction Cost Estimates • Construction Documents ■ Construction Management Including Inspections ■ Americans With Disability Act (ADA) Facilities and Parks Improvements ■ Interior Design, Including Selection and/or Design of Furniture, Fixtures and Equipment ■ Energy Efficiency and Sustainability Consultation and Advice • Coordination With Other Consultants, Agencies , and Utility Purveyor ■ Other Miscellaneous Architectural Services 07/12/2019 EXHIBIT B PAYMENT RATES AND SCHEDULE Cost for services shall be as per Consultant's proposal attached hereto and incorporated herein as though set forth in full but in no event shall the total cost of services exceed $1,000,000.00 for the total term of the Agreement unless additional payment is approved as provided in the Payment section of this Agreement. 07/12/2019 F E E S C H E D U L E Principal / Principal Designer / Senior Project Architect $195 Project Architect / Senior Project Manager $165 Architect / Project Manager $150 Project Manager / Permit Specialist $135 Job Captain / Senior Draftsman / Assistant Project Manager $125 Draftsman $105 Clerical $60 REIMBURSABLE EXPENSES FOR REIMBURSABLE EXPENSES, a multiple of one and fifteen one hundredths (1.15) times the ex- penses incurred by the architect, the architect's employees and consultants in the interest of the project. Reimbursable expenses include expenses incurred by the architect in the interest of the project for: • Expense of transportation and living expenses in connection with out-of-town travel authorized by the owner. Mileage will be billed at the current federal government rate at the time of the expense; conference -call charges for our service at a rate of $25/hour; postage and handling of drawings, specifications and/or documents; fees paid for securing approval of authorities having jurisdiction over the project; rep rod uctions/blueprint/copies: Cost + 15%. Per -item costs: In-house color copy, 8.5 x 11: $1; in-house color copy, 1 1x17: $2. Plotting -- full sheet, $5; half sheet, $1; CD, $2; DVD, $5; high -resolution aerial photos, $50. Expense of overtime work requiring higher -than -regular rates, as authorized. Renderings and models requested by the owner. 7179 MAGNOl IAAVFNIJF a RIVFR5IQF CA 92504 ■ (9511 142-1179 CERTIFICATE OF CONSENT TO ACTION WITHOUT MEETING OF THE BOARD OF DIRECTORS Certificate of written consent to action without meeting of the Board of Directors of Thomas Riggle (the "Corporation") dated this 1 OTh day of July, 2019. The Secretary of the Corporation Certifies that the Corporation is a corporation duly organized and operating under the laws of the State of California. IT WAS RESOLVED THAT: 1. The officers and directors are authorized to enter into the following contract(s) (the "Contract(s)"): a. Contracts as they pertain to the City of Temecula Any officer or director of the Corporation is authorized to sign all documents and perform such acts as may be necessary or desirable to give effect to the above resolution(s). 2. The resolution may be executed in counterparts. Facsimile or scanned signatures are binding and are considered to be original signatures. In witness whereof, I have duly executed this Certificate of Corporate Resolution this 1 OTh day of July, 2019. Thomas Riggle President Thomas Riggle Secretary www.trdesigngroup.com Item No. 7 CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Patrick Thomas, Director of Public Works/City Engineer DATE: August 13, 2019 SUBJECT: Award a Construction Contract to Eagle Paving Company, Inc. for the Pavement Rehabilitation Program — Citywide, Enterprise Circle West and South, Rider Way and Commerce Center Drive, PW18-12 PREPARED BY: Kendra Hannah-Meistrell, Senior Civil Engineer Chris White, Associate Engineer II RECOMMENDATION: That the City Council: 1. Award a Construction Contract to Eagle Paving Company, Inc. in the amount of $631,475.00, for the Pavement Rehabilitation Program — Citywide, Enterprise Circle West and South, Rider Way and Commerce Center Drive, PW18-12; 2. Authorize the City Manager to approve change orders not to exceed the contingency amount of $63,147.50, which is equal to 10% of the contract amount; 3. Make a finding that the Pavement Rehabilitation Program — Citywide, Enterprise Circle West and South, Rider Way and Commerce Center Drive, PW18-12 is exempt from Multiple Species Habitat Conservation Plan (MSHCP) fees. BACKGROUND: As part of the Capital Improvement Program and Budget for Fiscal Year 2020-24, the City Council approved appropriations to support a Citywide Pavement Rehabilitation Program that would implement the recommended maintenance activities identified in the previously completed Pavement Management Program update (PMP). The PMP prioritized the areas in need of repairs and identified the recommended method for these repairs. Using the PMP, staff selected several locations throughout the City based on its ranking on the PMP report, economy of scale, and the available budget. The following four locations were selected for rehabilitation at this time: 1. Enterprise Circle West — Enterprise Circle South to Commerce Center Drive, 2. Enterprise Circle South — Winchester Road to Winchester Road (loop), 3. Rider Way — Enterprise Circle West to Commerce Center Drive, 4. Commerce Center Drive — Rider Way to Via Montezuma. Work generally consists of localized dig outs, installation of Asphalt Rubber Aggregate Membrane (ARAM) and cap with type II slurry seal. Work also includes reconstruction of ADA ramps, remove and replace curb, gutter, and driveway spandrel, adjustment of existing utilities to grade, and restoration of existing traffic striping and pavement markers. The majority of the work will be done at night. On February 26, 2019, the City Council approved the specifications and authorized the Department of Public Works to solicit construction bids. The construction contract was publicly advertised for bids and on Thursday, July 11, 2019 five (5) bids were electronically opened and publicly posted on the City's online bidding service, PlanetBids. The results were as follows: Contractor Bid Amount 1 Eagle Paving Company, Inc. $ 631,475.00 2 Manhole Adjusting, Inc. $ 649,959.00 3 Onyx Paving $ 696,000.00 4 All American Asphalt $ 738,172.01 5 L.C. Paving & Sealing, Inc. $ 760,264.85 Staff has completed its analysis of the submitted bids and found Eagle Paving Company, Inc. of Poway, California to be the lowest responsible bidder. Eagle Paving Company, Inc. has public contracting experience and has completed similar projects for various public agencies including the City of Temecula. The Engineer's estimate for the project was $575,000. The project specifications allow for 45 working days, which is approximately 2 1/2 months. The Multiple Species Habitat Conservation Plan (MSHCP) is an element of the Riverside County Integrated Project (RCIP) to conserve open space, nature preserves and wildlife to be set aside in some areas. It is designed to protect over 150 species and conserve over 500,000 acres in Western Riverside County. The City of Temecula is a permittee to the MSHCP and as such is required to abide by the Regional Conservation Authority's (RCA) Fee Remittance and Collection Policy adopted by Resolution 07-04 on September 10, 2007. The RCA is a joint regional authority formed by the County and the Cities to provide primary policy direction for implementation of the MSHCP. Beginning July 1, 2008, the RCA requires that locally funded Capital Improvement Projects contribute applicable MSHCP fees within 90-days of construction contract award. Fees outside the public right of way are calculated on a cost per acre of disturbed area basis, while fees for typical right of way improvements projects are five percent of construction costs. Maintenance only projects, such as this project, are exempt from MSHCP fees. FISCAL IMPACT: The Pavement Rehabilitation Program — Citywide, Enterprise Circle West and South, Rider Way and Commerce Center Drive is identified in the City's Capital Improvement Program, Fiscal Years 2020-24, and is funded with General Fund, Gas Tax, Measure A and Road Repair and Accountability Act RMRA Funds (SB 1). Adequate funds are available in the project accounts to cover the construction cost plus the requested contingency which totals $694,622.50. ATTACHMENTS: 1. Contract 2. Project Description 3. Project Location Map CITY OF TEMECULA, DEPARTMENT OF PUBLIC WORKS CONTRACT for PAVEMENT REHABILITATION PROGRAM - CITYWIDE ENTERPRISE CIRCLE WEST AND SOUTH, RIDER WAY AND COMMERCE CENTER DRIVE PROJECT NO. PW18-12 THIS CONTRACT, made and entered into the 13t' day of August, 2019 by and between the City of Temecula, a municipal corporation, hereinafter referred to as "City", and Eagle Paving Company, Inc., hereinafter referred to as "Contractor." WITNESSETH: That City and Contractor, for the consideration hereinafter named, mutually agree as follows: CONTRACT DOCUMENTS The complete Contract includes all of the Contract Documents, to wit: Notice Inviting Bids, Instructions to Bidders, Proposal, Performance Bond, Labor and Materials Bond, Plans and Specifications entitled PAVEMENT REHABILITATION PROGRAM - CITYWIDE — ENTERPRISE CIRCLE WEST AND SOUTH, RIDER WAY AND COMMERCE CENTER DRIVE, PROJECT NO. PW18-12, Insurance Forms, this Contract, and all modifications and amendments thereto, the State of California Standard Plans and Specifications, (latest edition), issued by the California Department of Transportation, where specifically referenced in the Plans, Special Provisions, and Technical Specifications, and the 2015 version of the Standard Specifications for Public Works Construction, including all supplements as written and promulgated by Public Works Standards, Inc. (hereinafter, "Standard Specifications") as amended by the General Specifications, Special Provisions, and Technical Specifications for PAVEMENT REHABILITATION PROGRAM - CITYWIDE — ENTERPRISE CIRCLE WEST AND SOUTH, RIDER WAY AND COMMERCE CENTER DRIVE, PROJECT NO. PW18-12. Copies of these Standard Specifications are available from the publisher: BNi Building News Division of BNi Publications, Inc. 990 Park Center Drive, Suite E Vista, CA 92081 (760) 734-1113 The Standard Specifications will control the general provisions, construction materials, and construction methods for this Contract except as amended by the General Specifications, Special Provisions, and Technical Specifications for PAVEMENT REHABILITATION PROGRAM - CITYWIDE — ENTERPRISE CIRCLE WEST AND SOUTH, RIDER WAY AND COMMERCE CENTER DRIVE, PROJECT NO. PW18-12. In case of conflict between the Standard Specifications and the other Contract Documents, the other Contract Documents shall take precedence over, and be used in lieu of, such conflicting portions. Where the Contract Documents describe portions of the work in general terms, but not in complete detail, it is understood that the item is to be furnished and installed completed a1 CONTRACT 2, 3. 4 5 and in place and that only the best general practice is to be used. Unless otherwise specified, the Contractor shall furnish all labor, materials, tools, equipment, and incidentals, and do all the work involved in executing the Contract. The Contract Documents are complementary, and what is called for by anyone shall be as binding as if called for by all. Any conflict between this Contract and any other Contract Document shall be resolved in favor of this Contract. SCOPE OF WORK Contractor shall perform everything required to be performed, shall provide and furnish all the labor, materials, necessary tools, expendable equipment, and all utility and transportation services required for the following: PAVEMENT REHABILITATION PROGRAM - CITYWIDE — ENTERPRISE CIRCLE WEST AND SOUTH, RIDER WAY AND COMMERCE CENTER DRIVE, PROJECT NO. PW18-12. All of said work to be performed and materials to be furnished shall be in strict accordance with the Drawings and Specifications and the provisions of the Contract Documents hereinabove enumerated and adopted by City. CITY APPROVAL All labor, materials, tools, equipment, and services shall be furnished and work performed and completed under the direction and supervision, and subject to the approval of City or its authorized representatives. CONTRACT AMOUNT AND SCHEDULE The City agrees to pay, and Contractor agrees to accept, in full payment for, the work agreed to be done, the sum of: SIX HUNDRED THIRTY ONE THOUSAND, FOUR HUNDRED SEVENTY FIVE DOLLARS AND ZERO CENTS ($631,475.00), the total amount of the base bid. Contractor agrees to complete the work in a period not to exceed 45 working days, commencing with delivery of a Notice to Proceed by City. Construction shall not commence until bonds and insurance are approved by City. CHANGE ORDERS All change orders shall be approved by the City Council, except that the City Manager is hereby authorized by the City Council to make, by written order, changes or additions to the work in an amount not to exceed the contingency as established by the City Council. PAYMENTS a. Lump Sum Bid Schedule: Before submittal of the first payment request, the Contractor shall submit to the Director of Public Works a schedule of values allocated to the various portions of the work, prepared in such form and supported by such data to substantiate its accuracy as the Director of Public Works may require. This schedule, as approved by the Director of Public Works, shall be used as the basis for reviewing the Contractor's payment requests. b. Unit Price Bid Schedule: Pursuant to Section 20104.50 of the Public Contract Code, within 30 days after submission of a payment request to the City, the Contractor shall be paid a sum equal to 95% of the value of the work completed C-2 CONTRACT according to the bid schedule. Payment request forms shall be submitted on or about the 30th day of each successive month as the work progresses. The final payment, if unencumbered, or any part thereof unencumbered, shall be made 60 days after acceptance of final payment and the Contractor filing a one-year Warranty and an Affidavit of Final Release with the City on forms provided by the City. C. Payment for Work Performed: Payments shall be made on demands drawn in the manner required by law, accompanied by a certificate signed by the City Manager, stating that the work for which payment is demanded has been performed in accordance with the terms of the Contract, and that the amount stated in the certificate is due under the terms of the Contract. Partial payments on the Contract price shall not be considered as an acceptance of any part of the work. d. Payment of Interest: Interest shall be paid on all undisputed payment requests not paid within 30 days pursuant to Public Contract Code Section 20104.50. Public Contract Code Section 7107 is hereby incorporated by reference. 7. LIQUIDATED DAMAGES / EXTENSION OF TIME a. Liquidated_ Damages: In accordance with Government Code Section 53069.85, Contractor agrees to forfeit and pay to City the sum of $1,000 per day for each calendar day completion is delayed beyond the time allowed pursuant to Paragraph 4 of this Contract. Such sum shall be deducted from any payments due to or to become due to Contractor. b. Extension of Time: Contractor will be granted an extension of time and will not be assessed liquidated damages for unforeseeable delays beyond the control of, and without the fault or negligence of the Contractor, including delays caused by City. Within ten calendar days of the occurrence of such delay, Contractor shall give written notice to City. Within 30 calendar days of the occurrence of the delay, Contractor shall provide written documentation sufficient to support its delay claim to City. Contractor's failure to provide such notice and documentation shall constitute Contractor's waiver, discharge, and release of such delay claims against City. 8. WAIVER OF CLAIMS On or before making each request for payment under Paragraph 6 above, Contractor shall submit to City, in writing, all claims for compensation as to work related to the payment. Unless the Contractor has disputed the amount of the payment, the acceptance by Contractor of each payment shall constitute a release of all claims against the City related to the payment. Contractor shall be required to execute an affidavit, release, and indemnity agreement with each claim for payment. 9. PREVAILING WAGES Pursuant to the provisions of Section 1773 of the Labor Code of the State of California, the City Council has obtained the general prevailing rate of per diem wages and the general rate for holiday and overtime work in this locality for each craft, classification, or type of workman needed to execute this Contract from the Director of the Department of Industrial Relations. Copies may be obtained from the California Department of Industrial Relations Internet website at http://www.dir.ca._qov. Contractor shall provide a copy of prevailing wage rates to any staff or subcontractor hired, and shall pay the adopted C-3 CONTRACT prevailing wage rates as a minimum. Contractor shall comply with the provisions of Sections 1720, 1720.9, 1725.5, 1771.1(a), 1773.8, 1775, 1776, 1777.5, 1777.6, and 1813 of the Labor Code. Pursuant to the provisions of 1775 of the Labor Code, Contractor shall forfeit to the City, as a penalty, the sum of $200.00 for each calendar day, or portion thereof, for each laborer, worker, or mechanic employed, paid less than the stipulated prevailing rates for any work done under this Contract, by him or by any subcontractor under him, in violation of the provisions of the Contract. This project, work, or service will be subject to compliance monitoring and enforcement by the Department of Industrial Relations (DIR) pursuant to Labor Code Section 1771.4. 10. TIME OF THE ESSENCE Time is of the essence in this contract. 11. INDEMNIFICATION All work covered by this Contract done at the site of construction or in preparing or delivering materials to the site shall be at the risk of Contractor alone. Contractor agrees to save, indemnify, hold harmless and defend the City of Temecula, Temecula Community Services District, and/or Successor Agency to the Temecula Redevelopment Agency, its officers, employees, and agents, against any and all liability, injuries, or death of persons (Contractor's employees included), and damage to property, arising directly or indirectly out of the obligations herein undertaken or out of the operations conducted by Contractor, save and except claims or litigations arising through the sole active negligence or sole willful misconduct of the City. The Contractor shall indemnify and be responsible for reimbursing the City for any and all costs incurred by the City as a result of Stop Notices filed against the project. The City shall deduct such costs from progress payments or final payments due to the Contractor. 12. GRATUITIES Contractor warrants that neither it nor any of its employees, agents, or representatives has offered or given any gratuities or promises to City's employees, agents, or representatives with a view toward securing this Contract or securing favorable treatment with respect thereto. 13. CONFLICT OF INTEREST Contractor warrants that none of its partners, members or shareholders are related by blood or marriage to any employee of the City who has participated in the development of the specifications or approval of this project or who will administer this project nor are they in any way financially associated with any City officer or employee, or any architect, engineer, or other preparers of the Drawings and Specifications for this project. Contractor further warrants that no person in its employ nor any person with an ownership interest in the Contractor has been employed by the City within one year of the date of the Notice Inviting Bids. 14. CONTRACTOR'S AFFIDAVIT After the completion of the work contemplated by this Contract, Contractor shall file with the City Manager, its affidavit stating that all workmen and persons employed, all firms supplying materials, and all subcontractors upon the Project have been paid in full, and that there are no claims outstanding against the Project for either labor or materials, except certain items, if any, to be set forth in an affidavit covering disputed claims or items CA CONTRACT 15. 16 in connection with a Stop Notice which has been filed under the provisions of the laws of the State of California. NOTICE TO CITY OF LABOR DISPUTES Whenever the Contractor has knowledge that any actual or potential labor dispute is delaying or threatens to delay the timely performance of the Contract, Contractor shall immediately give notice thereof, including all relevant information with respect thereto, to City. BOOKS AND RECORDS Contractor's books, records, and plans or such part thereof as may be engaged in the performance of this Contract, shall at all reasonable times be subject to inspection and audit by any authorized representative of the City. 17. INSPECTION 18 19 The work shall be subject to inspection and testing by City and its authorized representatives during manufacture and construction and all other times and places, including without limitation, the plants of Contractor and any of its suppliers. Contractor shall provide all reasonable facilities and assistance for the safety and convenience of inspectors. All inspections and tests shall be performed in such manner as to not unduly delay the work. The work shall be subject to final inspection and acceptance notwithstanding any payments or other prior inspections. Such final inspection shall be made within a reasonable time after completion of the work. DISCRIMINATION Contractor represents that it has not, and agrees that it will not, discriminate in its employment practices on the basis of race, creed, religion, national origin, color, sex, age, or handicap. GOVERNING LA The City and Contractor understand and agree that the laws of the State of California shall govern the rights, obligations, duties and liabilities of the parties to this Contract and also govern the interpretation of this Contract. PROHIBITED INTERE No member, officer, or employee of the City of Temecula or of a local public body who has participated in the development of the specifications or approval of this project or will administer this project shall have any interest, direct or indirect, in the Contract or the proceeds thereof during his/her tenure or for one year thereafter. Furthermore, the Contractor covenants and agrees to their knowledge that no board member, officer or employee of the City of Temecula has any interest, whether contractual, non -contractual, financial or otherwise, in this transaction, or in the business of the contracting party other than the City of Temecula, and that if any such interest comes to the knowledge of either party at any time, a full and complete disclosure of all such information will be made, in writing, to the other party or parties, even if such interest would not be considered a conflict of interest under Article 4 (commencing with Section 1090) or Article 4.6 (commencing with Section 1220) of Division 4 of Title I of the Government Code of the State of California. C-5 CONTRACT 21 22. 23. CONTRACT ADA REQUIREMENTS. By signing this Contract, Contractor certifies that the Contractor is in total compliance with the Americans with Disabilities Act of 1990, Public Law 101-336, as amended. WRITTEN NOTICE. Any written notice required to be given in any part of the Contract Documents shall be performed by depositing the same in the U.S. Mail, postage prepaid, directed to the address of the Contractor as set forth in the Contract Documents, and to the City addressed as follows: Mailing and Delivery Address: Patrick A. Thomas, PE Director of Public Works / City Engineer City of Temecula 41000 Main Street Temecula, CA 92590 CLAIM DISPUTE RESOLUTION. In the event of any dispute or controversy with the City over any matter whatsoever, the Contractor shall not cause any delay or cessation in or of work, but shall proceed with the performance of the work in dispute. The Contractor shall retain any and all rights provided that pertain to the resolution of disputes and protests between the parties. The disputed work will be categorized as an "unresolved dispute" and payment, if any, shall be as later determined by mutual agreement or a court of law. The Contractor shall keep accurate, detailed records of all disputed work, claims and other disputed matters. All claims arising out of or related to the Contract or this project, and the consideration and payment of such claims, are subject to the Government Claims Act (Government Code Section 810 et seq.) with regard to filing claims. All such claims are also subject to Public Contract Code Section 9204 and Public Contract Code Section 20104 et seq. (Article 1.5), where applicable. This Contract hereby incorporates those provisions as though fully set forth herein. Thus, the Contractor or any Subcontractor must file a claim in accordance with the Government Claims Act as a prerequisite to filing a construction claim in compliance with Section 9204 and Article 1.5 (if applicable), and must then adhere to Article 1.5 and Section 9204, as applicable, pursuant to the definition of "claim" as individually defined therein. C-6 IN WITNESS WHEREOF, the parties hereto have caused this Contract to be executed on the date first above written. DATED: A CONTRACTOR: Eagle Paving Company, Inc. 13915 Danielson Street, Suite 201 Poway, Ca. 92064 (868) 486-6400 MMASA- 7aglePaving.us Joel Batule Print or type NAME President / CEO Print or type TITLE Marisa Garland Print or type NAME CFO Print or type TITLE (Signatures of two corporate officers required for Corporations) DATED: CITY OF TEMECULA By: ATTEST: Randi Johl ,City Clerk APPROVED AS TO FORM: Peter M. Thorson, City Attorney Ca CONTRACT Mike Naggar, Mayor Capital Improvement Program Fiscal Years 2020-24 PAVEMENT REHABILITATION PROGRAM - CITYWIDE Circulation Project Project Description: This project includes the environmental processing, design, construction of pavement rehabilitation, and reconstruction of major streets as recommended in the Pavement Management Program update. Benefit / Core Value: This project improves pavement conditions so that the transportation needs of the public, business industry, and government can be met. In addition, this project satisfies the City's Core Value of Transportation Mobility and Connectivity. Project Status: A priority list of rehabilitation projects from the Pavement Management Program is used to determine the projects to be undertaken. Construction is completed annually based on the allocated funds. Department: Public Works - Account No. 210.265.655 Level: I 2023-24 Prior Years FYE 2019 2019-20 Projected Project Cost: Actual Carryover Adopted 2020-21 2021-22 2022-23 and Future Total Project Expenditures Budget Appropriation Projected Projected Projected Years Cost Administration $ 2,436,294 $ 861,766 $ 841,860 $ 848,230 $ 840,970 $ 855,000 $ 855,000 $ 7,539,120 Construction $ 19,960,210 $ 4,839,262 $ 3,867,544 $ 1,787,526 $ 1,880,035 $ 1,939,034 $ 2,022,606 $ 36,296,217 Construction Engineering $ 305979 $ 498,780 $ 561,240 $ 565,487 $ 560,647 $ 570,000 $ 570,000 $ 3,632,133 Desi n/Environmental $ 781:049 $ 516,993 $ 1,298,042 Totals $ 23,483,532 $ 6,716,801 1 $ 5,270,644 1 $ 3,201,243 1 $ 3,281,652 1 $ 3,364,034 1 $ 3,447,606 1 $ 48,765,512 Source Of Funds: Prior Years FYE 2019 2019-20 Actual Carryover Adopted 2020-21 2021-22 2022-23 2023-24 Total Project Expenditures Budget Appropriation Projected Projected Projected Projected Cost General Fund $ 2,385,412 $ 3,307,202 $ 5,692,614 Gas Tax $ 1,200,000 $ 1,200,000 RMRA (1)-Sal $ 1,251,263 1,105,403 $ 1,873,331 $ 1,918,154 $ 1,956,517 $ 1,995,647 $ 2,034,777 $ 12,135,092 Measure $ 16,646,857 2,304,196 $ 3,397,313 $ 1,283,089 $ 1,325,135 $ 1,368,387 $ 1,412,829 $ 27,737,806 Measure S $ 2,000,000 $ 2,000,000 Total Funding: $ 23,483,532 6,716,801 $ 5,270,644 $ 3,201,243 $ 3,281,652 $ 3,364,034 $ 3,447,606 $ 48,765,512 Future Operation & Maintenance Costs: 2019-20 2020-21 2021-22 2022-23 2023-24 (1) Road Repair and Accountability Act (RMRA) 75 :5 r_ r v � �w .mow JJTT s r t� Y {'�,`'•. •` " tip. ` �a µ .Aik.' _ Item No. 8 CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Patrick Thomas, Director of Public Works/City Engineer DATE: August 13, 2019 SUBJECT: Receive and File Temporary Street Closures for 2019 Autumnfest Events PREPARED BY: Ron Moreno, Senior Civil Engineer Patricia Ortega, Associate Engineer II RECOMMENDATION: That the City Council receive and file the following proposed action by the City Manager: Temporarily close certain streets for the following 2019 Autumnfest Events: HEALTH & COMMUNITY RESOURCE FAIR GREEK FESTIVAL TOUCH A TRUCK VETERAN'S DAY BACKGROUND: Four special events, scheduled for September through November 2019, necessitate the physical closure of all or portions of certain streets within the Old Town area. The closures are necessary to facilitate the events and protect participants and viewers. The four events and the associated street closures are as follows: 1) HEALTH & COMMUNITY RESOURCE FAIR — September 2811 The Health & Community Resource Fair will be held September 28th at the Town Square with street closures scheduled as follows: Main Street 8:00 a.m. on Friday, September 271h from the easterly driveway edge of 28636 Old to Town Front Street at Rosa's Cantina to 5:00 p.m. on Saturday, September 28th Mercedes Street Mercedes Street 8:00 a.m. on Friday, September 271h to between Fourth Street and Third Street 5:00 p.m. on Saturday, September 281h 2) GREEK FESTIVAL — October 12' and 13' The Greek Festival event will be held October 121h and 13t' at the Civic Quad and Town Square with the street closures scheduled as follows: Main Street from the easterly driveway edge of 28636 Old 8:00 a.m. on Friday, October 11' Town Front Street at Rosa's Cantina to Mercedes Street to 7:00 a.m. on Monday, October 14th Mercedes Street 8:00 a.m. on Friday, October 11th between Fourth Street and Third Street to 7:00 a.m. on Monday, October 14th 3) TOUCH A TRUCK — October 19' The Touch a Truck event will be held October 19th at the Civic Quad and Town Square with the street closures scheduled as follows: Main Street from the easterly driveway edge of 28636 Old 6:00 a.m. on Saturday, October 19th Town Front Street at Rosa's Cantina to Mercedes Street to 6:00 p.m. on Saturday, October 19th Mercedes Street 6:00 a.m. on Saturday, October 19th between Fourth Street and Third Street to 6:00 p.m. on Saturday, October 19th 4) VETERAN'S DAY — November 11T11 The Veteran's Day event will be held November 1 lth at the Civic Quad and Town Square with the street closures scheduled as follows: Main Street from the easterly driveway edge of 28636 Old Monday, November 1 lth Town Front Street at Rosa's Cantina to 11:00 a.m. to 10:00 p.m. Mercedes Street Mercedes Street Monday, November 1 lth between Fourth Street and Third Street 11:00 a.m. to 10:00 p.m. Street closures for the 2019 Autumnfest events are shown on Exhibit `A' attached hereto. Street closures are allowed by the California Vehicle Code upon approval by the local governing body for certain conditions. Under Vehicle Code Section 21101, "Regulation of Highways," local authorities, for those highways under their jurisdiction, may adopt rules and regulations by ordinance or resolution for, among other instances, "temporary closing a portion of any street for celebrations, parades, local special events, and other purposes, when, in the opinion of local authorities having jurisdiction, the closing is necessary for the safety and protection of persons who are to use that portion of the street during the temporary closing." Chapter 12.12 of the Temecula Municipal Code, Parades and Special Events, provides standards and procedures for special events on public streets, highways, sidewalks, or public right of way and authorizes the City Council or City Manager to temporarily close streets, or portions of streets, for these events. FISCAL IMPACT: The costs of police services, as well as services provided by the City Public Works Maintenance Division, for providing, placing and retrieving of necessary warning and advisory devices are appropriately budgeted within the City's operating budget for City -sponsored events. The Greek Festival is not City -sponsored and, therefore, its sponsors will be completely funding the needed support services for this event. ATTACHMENTS: Exhibit `A' — Autumnfest Street Closures - 2019 EVE C�, 15 i GEC' 5 AUTUMNFEST STREET CLOSURES - 2019 (MAIN STREET AND MERCEDES STREET) * HEALTH & COMMUNITY RESOURCES FAIR - SEPTEMBER 28 LEGEND * GREEK FESTIVAL - OCTOBER 12 & 13 STREET CLOSURE TOUCH TRUCK- OCTOBER 19 ` BARRICADE * VETERAN'S DAY- NOVEMBER 11 EXH/B/ T 'A TEMECULA COMMUNITY SERVICES DISTRICT - CONSENT Item No. 9 ACTION MINUTES TEMECULA COMMUNITY SERVICES DISTRICT MEETING COUNCIL CHAMBERS 41000 MAIN STREET TEMECULA, CALIFORNIA DULY 23, 2019 CALL TO ORDER at 8:06 PM: President James Stewart ROLL CALL: Edwards, Naggar, Rahn (absent), Schwank, Stewart CSD PUBLIC COMMENTS The following individual addressed the Board of Directors on an agendized item: Gloria Wittington (12) CSD CONSENT CALENDAR 11. Approve the Action Minutes of July 9, 2019 Recommendation: That the Board of Directors approve the action minutes of July 9, 2019. Approved the Staff Recommendation (4-0, Rahn absent): Motion by Naggar, Second by Schwank. The electronic vote reflected unanimous approval with Rahn absent. CSD PUBLIC HEARING — This public hearing was conducted at the beginning of the City Council meetiniz. 12. Approve Temecula Community Services District Proposed Rates and Charges for Fiscal Year 2019-20 Recommendation: That the Board of Directors hold a public hearing and adopt a resolution entitled: RESOLUTION NO. CSD 19-06 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE TEMECULA COMMUNITY SERVICES DISTRICT OF THE CITY OF TEMECULA ADOPTING RATES AND CHARGES (ASSESSMENTS) FOR SERVICE LEVEL B - RESIDENTIAL STREET LIGHTING, SERVICE LEVEL C - PERIMETER LANDSCAPING, SERVICE LEVEL D - RECYCLING AND REFUSE COLLECTION, AND SERVICE LEVEL R - EMERGENCY UNPAVED ROAD MAINTENANCE SERVICES FOR FISCAL YEAR 2019-20 Approved the Staff Recommendation (4-0, Rahn absent): Motion by Naggar, Second by Schwank. The electronic vote reflected unanimous approval with Rahn absent. Ballot tabulation for proposed assessment increase for Service Level C Zones 1, 4, 7, 10, 11, 14, 15, 17, 22, and 27 resulted in majority protest filed for all zones and Section 9 of the resolution is modified to reflect the existence of a majority protest for all zones and the rates and charges for these zones are levied in accordance with the report with no increase for any zones. CSD DIRECTOR OF COMMUNITY SERVICES REPORT CSD GENERAL MANAGER REPORT CSD BOARD OF DIRECTORS REPORTS CSD ADJOURNMENT At 8:09 PM, the Community Services District meeting was formally adjourned to Tuesday, August 13, 2019, at 5:30 PM for a Closed Session, with a regular session commencing at 7:00 PM, City Council Chambers, 41000 Main Street, Temecula, California. James Stewart, President ATTEST: Randi Johl, Secretary [SEAL] JOINT SUCCESSOR AGENCY TO THE TEMECULA REDEVELOPMENT AGENCY / CITY COUNCIL - PUBLIC HEARING Item No. 10 CITY OF TEMECULA CITY COUNCIL / SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY AGENDA REPORT City Manager/Executive Director TO: City Council/Board of Directors FROM: Luke Watson, Director of Community Development DATE: August 13, 2019 SUBJECT: Approve the Modifications to the Ground Lease, Regulatory Agreement, Construction and Loan Agreement, and Residual Receipts Note Between the City of Temecula, as Housing Successor to the Former Temecula Redevelopment Agency, and Temecula Gardens LP (Affirmed Housing), Located at 28493 Pujol Street PREPARED BY: Lynn Kelly -Lehner, Principal Management Analyst RECOMMENDATION: That the City Council/Board of Directors: 1. Adopt a resolution entitled: RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA, ACTING IN ITS CAPACITY AS THE HOUSING SUCCESSOR, APPROVING MODIFICATIONS TO A GROUND LEASE, A REGULATORY AGREEMENT AND A RESIDUAL RECEIPTS NOTE, RELATING TO THE MISSION VILLAGE APARTMENTS PROJECT AND THE TAKING OF RELATED ACTIONS 2. Adopt a resolution entitled: RESOLUTION NO. SARDA A RESOLUTION OF THE BOARD OF DIRECTORS OF THE SUCCESSOR AGENCY TO THE TEMECULA REDEVELOPMENT AGENCY APPROVING MODIFICATIONS TO THE CONSTRUCTION AND TERM LOAN AGREEMENT, DATED JULY 1,1998, RELATING TO THE MISSION VILLAGE APARTMENTS PROJECT AND THE TAKING OF RELATED ACTIONS BACKGROUND: Mission Village Apartments (Project) is an existing 76-unit affordable housing development located at 28493 Pujol Street. In 1998, the former Redevelopment Agency entered into a Disposition and Development Agreement with Temecula Gardens, LP (Affirmed Housing) for the rehabilitation of 38 units and the construction of an additional 38 units at very low and low affordability levels. Now over twenty years later, the Project is at a point in its life cycle where it would benefit from reinvestment and a complete rehabilitation. In October 2017, Affirmed Housing approached the City with a proposal to fully rehabilitate the Project, refinance the existing loans, and resyndicate the Project to extend the term of affordability for an additional 55 years. In August 2018, staff presented Affirmed's proposal to the Supportive Housing/Services Subcommittee, consisting of Mayor Naggar and Council Member Rahn. The Subcommittee was supportive of the proposal, but since that time, the financial climate has changed considerably, leading to a modified proposal presented in this report. On July 23, 2019, staff presented the proposed modifications to City Council during Closed Session. The City Council recommended to move forward with a public hearing for the approval. Rehabilitation The proposed rehabilitation of the Project would include both exterior and interior improvements, as well as additional site amenities. Exterior improvements will include an updated appearance and improved street presence, as well as painted exteriors. Additional site amenities at Mission Village Apartments will include the construction of a shade structure at the pool, new landscaping and updated irrigation, as well as ADA improvements. The interiors of the units will be wholly renovated and include new kitchens, flooring, paint, and appliances. In addition, Affirmed will add energy efficiency improvements, including a large photovoltaic system, which will reduce utility costs for renters. Existing Deal Structure and Proposed Modifications Affirmed's proposal includes modifications to several documents associated with the original Disposition and Development Agreement in 1998. The 1998 Loan Agreement stipulated that the former Redevelopment Agency (RDA) would deposit $305,000 annually into a Pledge Fund, which serves as a contribution to pay a portion of the debt service due on bonds issued by the former RDA to finance the project. The proposed Loan Agreement Modification reduces the Pledge obligation from $305,000 to $295,000 a year. The 1998 Ground Lease, under which the former RDA agreed to lease the land on which the Project sits, runs through 2048. The proposed Ground Lease Modification extends the term to 2075, with an option to extend until 2095. The proposed Lease Modification also amends the structure of Residual Receipts and Ground Rent. In the proposed modification, Affirmed will agree to pay both upfront rent and annual rent. The upfront rent will be 60% of net sales proceeds from the sale of the Project, which is estimated to be $761,000. The annual rent will continue to be paid through residual receipts. The 1998 Regulatory Agreement outlines affordability housing covenants. In the proposed Regulatory Agreement Modification, the affordability levels remain unchanged, but the term will run concurrently with the Ground Lease through 2075, with an option to extend until 2095. The 1998 Residual Receipts Note, in the principal amount of $305,000, was issued by Affirmed in favor of the former RDA. The proposed Note Modification amends the terms of the residual receipt note by extending the maturity date through 2075, with an option to extend it an additional twenty years. The proposed modification also increases the City's share of residual receipts to 65%. The existing and proposed structures are summarized in the following table. Existing Proposed RDA pays $305,000 pledge annually to pay a Pledge obligation is reduced from $305,000to $295,000 Loan Agreement portion of debt service on 1998 bonds annually. Ground Lease Ground lease runs through 2048 Ground lease extended to 2075, with option to extend until 2095. Affirmed pays annual ground rent based on Affirmed to pay upfront rent and annual rent. Upfront Ground Rent residual receipts. rent will be 60% of net sales proceeds from Project sale, estimated at $761,000. Residual Receipts Residual receipts note issued in the principal New maturity date runs with Ground Lease; Extend amount of $305,000. Maturity of note is 2028. through 2075, with option to extend 20 years. Regulatory Agreement Affordability covenants on 76 units at very low Term will run concurrently with Ground Lease. and low income levels. The financial restructuring and refinancing of the deal provides Affirmed adequate cash flow to support future maintenance and re -investment needs, while residents will benefit from an update of their community, refurbished units, and lower utility costs. This proposal requires no upfront financial contribution from the City, while also leading to savings for the Successor Agency to the Redevelopment Agency, as the annual Pledge is reduced from $305,000 to $295,000. In addition, Affirmed will pay upfront ground rent, in the form of 60% of net proceeds from the sale of the Project. This payment, expected to be approximately $761,000, will go towards the development of affordable housing in the community. In accordance with Section 33433 of the California Community Redevelopment Law, a Summary Report was prepared by Keyser Marston Associates to inform the City and the public about the proposed modifications to the agreements. The Summary Report, which can be found as an attachment to this Agenda Report, describes: • Costs incurred by the City under the negotiations • Estimated value of interest to be conveyed by the City to the Developer • Compensation to be paid to the City of Temecula • Explanation of why the conveyance of the Property assists in the elimination of blight • Estimated repayment schedule for the City loans Construction Timeline and Next Steps The complicated structure of the original Disposition and Development Agreement, coupled with the dissolution of Redevelopment leads to several additional steps that must be completed prior to the commencement of the rehabilitation. If the City Council recommends approval, the Project must be approved at a Public Hearing of the County Oversight Board of Riverside County on September 5, 2019. Once approved at the County level, staff will schedule a meet and confer with the State Department of Finance, at a date to be determined. As outlined in Exhibit B to the Ground Lease, the Developer is obligated to meet certain deadlines associated the rehabilitation of the Project. These dates, as well as the timeline described above, are outlined in the following table. Task Timeline City Council Public Hearing 08/13/2019 County Oversight Board 09/05/2019 State Department of Finance Meet and Confer TBD Construction Loan Close 12/19/2019 Construction Commences 01/19/2020 Construction Complete 01/19/2021 FISCAL IMPACT: As detailed in the body of this report, the successful completion of this refinancing will result in approximately $761,000 towards affordable housing. In addition, the Successor Agency to the Redevelopment Agency will realize annual savings, with a reduction of the annual Pledge payment from $305,000 to $295,000. ATTACHMENTS: 1. Council Resolution 2. Assignment, Assumption, and Modification of Ground Lease and Regulatory Agreement (Modification Ground Lease Agreement) 3. Assignment, Assumption, and Modification of Promissory Note (Amended Residual Receipts Note) 4. SARDA Resolution 5. Assignment, Assumption, and Modification of Loan Agreement (Modification of Loan Agreement) 6. Summary Report Pertaining to the Proposed Sale of Certain Property within the Redevelopment Project Area, Pursuant to California Community Redevelopment Law Section 33433 7. Notice of Public Hearing RESOLUTION NO. 19- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA, ACTING IN ITS CAPACITY AS THE HOUSING SUCCESSOR, APPROVING MODIFICATIONS TO A GROUND LEASE, A REGULATORY AGREEMENT AND A RESIDUAL RECEIPTS NOTE, RELATING TO THE MISSION VILLAGE APARTMENTS PROJECT AND THE TAKING OF RELATED ACTIONS THE CITY COUNCIL OF THE CITY OF TEMECULA DOES HEREBY RESOLVE AS FOLLOWS: Section 1. Recitals. The City Council of the City of Temecula (the "City") hereby finds, determines and declares that: (a) The Redevelopment Agency of the City of Temecula (the "Former Agency") was a duly constituted redevelopment agency pursuant to provisions of the Community Redevelopment Law (the "Redevelopment Law") set forth in Section 33000 et seq. of the Health and Safety Code ("HSC") of the State of California (the "State"). (b) Under the Redevelopment Law, the Former Agency was authorized, among other things, to provide assistance to the development of affordable housing projects. (c) Pursuant to AB X1 26 (which became effective in June 2011), and the California Supreme Court's decision in California Redevelopment Association, et al. v. Ana Matosantos, et al., 53 Cal. 4th 231 (2011), the Former Agency was dissolved as of February 1, 2012, and the Successor Agency to the Temecula Redevelopment Agency (the "Successor Agency") was constituted as the successor entity to the Former Agency. (d) Pursuant to HSC Section 34175(b), all assets of the Former Agency transferred to the Successor Agency by operation of law; provided, that pursuant to HSC Section 34176 and Resolution No. 12-11, adopted by the City Council on January 24, 2012, the City elected to assume the housing functions of the Former Agency (in such capacity, the "Housing Successor") and, consequently, housing assets approved on the Housing Asset List (defined below) are transferred to the Housing Successor. (e) Temecula Gardens, L.P. ("Temecula Gardens I"), an affiliate of Affirmed Housing Group, Inc. ("Affirmed"), is the owner of a 76-unit multifamily apartment complex located at 28493 Pujol Street in the City, known as Mission Village Apartments (the "Project"). (f) The Project is located on (the "Land") leased by the Former Agency to Temecula Gardens I pursuant to a Ground Lease, dated as of July 1, 1998 (the "Ground Lease"). The Former Agency also provided other assistance for the 1998 financing of the acquisition and construction of the Project. (g) In consideration for the Former Agency's assistance, Temecula Gardens I entered into a Regulatory Agreement, dated as of July 1, 1998 (the "Agency Regulatory Agreement"), which requires that, among other matters related to the Project, until July 17, 2048, units in the Project must be rented to low or very low income persons and families at affordable rent. (h) Temecula Gardens I also issued a promissory note dated July 1, 1998, in the principal amount of $305,000 (the "Residual Receipts Note"), in favor of the Former Agency, the principal and interest on which are payable no later than June 30, 2028. (i) Pursuant to HSC Section 34176(a)(2), the City prepared a housing asset list (the "Housing Asset List"), listing all of the Former Agency's housing assets to be transferred to the Housing Successor and submitted it to the State Department of Finance (the "DOF") for approval. The DOF issued a letter dated July 3, 2013, approving the Housing Asset List, with certain modifications. 0) Among the items on the Housing Asset List approved to be transferred to the Housing Successor are the Former Agency's title to and interest in the Land (and, accordingly, the Former's Agency's rights, obligations and interest under the Ground Lease) and the Former Agency's rights and interests under the Agency Regulatory Agreement and the Residual Receipts Note. (k) Affirmed is undertaking a rehabilitation project of the Project (the "Rehabilitation"). (1) In that connection, Affirmed is seeking an allocation of low-income housing tax credits from the California Tax Credit Allocation Committee (the "Tax Credits") and is contemplating a financing transaction (the "Rehabilitation Financing") to fund the Rehabilitation. (m) To obtain the Tax Credits and the Rehabilitation Financing, Affirmed has indicated that it is necessary to have the Project transferred from Temecula Gardens I to a new California limited partnership, Temecula Gardens II L.P. ("Temecula Gardens II") (in which a Tax Credit investor will have a significant ownership interest). (n) Affirmed has presented the form of an Assignment, Assumption and Modification of Ground Lease and Regulatory Agreement (the "Modification Agreement"), in the form set forth in Attachment A, providing for: (i) Temecula Garden II's assumption of Temecula Garden I's rights and interests under the Ground Lease and the Regulatory Agreement, (ii) an extension of the term of the Ground Lease and the Regulatory Agreement to December 31, 2075, with an option to extend to December 31, 2095, (iii) changes to the ground rent, and (iv) certain changes to other provisions of the Ground Lease and the Regulatory Agreement. (o) Affirmed has also presented an Assignment, Assumption and Modification of Promissory Note (the "Amended Residual Receipts Note"), in the form set forth in Attachment B, to replace the Residual Receipts Note. (p) A report (the "Section 33433 Report"), consistent with the requirements of HSC Section 33433, has been prepared by Keyser Marston Associates, Inc., regarding the Ground Lease, as amended by the Modification Agreement. A copy of the Section 33433 Report is on file at the office of the City Clerk and has been made available for public inspection. (q) Pursuant to HSC Section 33433, the City Council held a noticed public hearing on this day on the Modification Agreement. Section 2. Approval of Agreement. The Modification Agreement, in the form set forth in Attachment A, is hereby approved. Each of the Mayor (or in the Mayor's absence, the Mayor Pro Tem) and the City Manager (each, an "Authorized Officer"), acting individually, is hereby authorized to execute and deliver, for and in the name of the City as the Housing Successor, the Modification Agreement, in substantially such form, with changes therein as the Authorized Officer executing the same may approve (such approval to be conclusively evidenced by the execution and delivery thereof). Section 3. HSC Section 33433 Findings. For purposes of HSC Section 33433, the City Council hereby finds as follows: (i) The leasing of the Land pursuant to the Ground Lease, as amended by the Modification Agreement, will provide housing low or very low income persons, and (ii) the consideration received by the City, as the Housing Successor, is not less than the fair reuse value at the use and with the covenants and conditions and development costs authorized by the Ground Lease, as amended by the Modification Agreement. Section 4. Approval of Amended Residual Receipts Note. The Amended Residual Receipts Note, in the form set forth in Attachment B, is hereby approved. Each Authorized Officer, acting individually, is hereby authorized to execute and deliver such instrument as necessary or appropriate to evidence the acceptance by the City, as the Housing Successor, of the Amended Residual Receipts Note in substantially such form, with changes therein as the Authorized Officer executing the same may approve (such approval to be conclusively evidenced by the execution and delivery thereof). Section 5. Other Acts. The Authorized Officers and all other officers of the Successor Agency are hereby authorized, jointly and severally, to do all things, including the execution and delivery of documents and instruments, which they may deem necessary or proper to effectuate the purposes of this Resolution, the Modification Agreement and the Amended Residual Note and assist with consummation of the Rehabilitation Financing. The City Clerk is authorized to attest to the City officers' signatures to any such document or instrument. Section 6. No Further NEPA or CEOA Review Required. On February 19, 2019, the United States Department of Housing and Urban Development approved a Determination of Categorical Exclusion (subject to 58.5) pursuant to 24 CFR 58.5 for the "rehabilitation and rental of a 76-unit apartment to benefit qualified low-income households upon completion" at 28493 Pujol Street in Temecula, California. No further environmental review is required under the National Environmental Protection Act or the California Environmental Quality Act. Section 7. Certification. The City Clerk shall certify to the adoption of this Resolution. 3 PASSED, APPROVED, AND ADOPTED by the City Council of the City of Temecula this 13t" day of August, 2019. Michael S. Naggar, Mayor ATTEST: Randi Johl, City Clerk [SEAL] STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss CITY OF TEMECULA ) I, Randi Johl, City Clerk of the City of Temecula, do hereby certify that the foregoing Resolution No. 19- was duly and regularly adopted by the City Council of the City of Temecula at a meeting thereof held on the 13th day of August, 2019, by the following vote: AYES: COUNCIL MEMBERS: NOES: COUNCIL MEMBERS: ABSTAIN: COUNCIL MEMBERS: ABSENT: COUNCIL MEMBERS: Randi Johl, City Clerk 4 ATTACHMENT A Assignment, Assumption and Modification of Ground Lease and Regulatory Agreement (substantial final form) (see attached) ATTACHMENT B Assignment, Assumption and Modification of Promissory Note (substantial final form) (see attached) Recording Requested By and when recorded return to: Exempt from recording fees pursuant to Government Code Sec. 6103 ASSIGNMENT, ASSUMPTION AND MODIFICATION OF GROUND LEASE AND REGULATORY AGREEMENT THIS ASSIGNMENT, ASSUMPTION, AND MODIFICATION OF GROUND LEASE AND REGULATORY AGREEMENT (this "Modification") is made as of this _ day of , 2019 (the "Effective Date"), by and between TEMECULA GARDENS, L.P., a California limited partnership ("Assignor"), TEMECULA GARDENS II, L.P., a California limited partnership ("Assignee"), and the CITY OF TEMECULA, in its capacity as the housing successor (the "Housing Successor") to the former Redevelopment Agency of the City of Temecula (the "Former Agency") pursuant to California Health and Safety Code Section 34176. Recitals A. Assignor is the owner of that certain seventy-six (76) unit multifamily apartment complex located in the City of Temecula, California, known as Temecula Gardens Apartments (the "Project"). B. The Project is located on certain real property leased by the Housing Successor to Assignor pursuant to that certain Ground Lease, dated as of July 1, 1998, by and between the Housing Successor (as successor with respect to the housing functions of the Former Agency) and Assignor (the "Ground Lease"). The Project is encumbered by, among other documents, that certain Regulatory Agreement dated as of July 1, 1998, by and between the Housing Successor (as successor with respect to the housing functions of the Former Agency) and Assignor (the "Regulatory Agreement"; together with the Ground Lease, the "Agreements"). C. Assignor desires to assign all of its right, title and interest in the Agreements to Assignee, and Assignee desires to accept and assume all of Assignor's right, title and interest in the Agreements, subject to the terms of the Agreements, as modified herein below. Agreement NOW, THEREFORE, in consideration of the foregoing and of the mutual covenants herein contained and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: Assignment, Assumption and Modification of Ground Lease Error! Unknown document property name. 1. Assignment by Assignor. Assignor hereby transfers, assigns and sets over to Assignee all right, title and interest of Assignor in and to the Agreements as of the Effective Date. Assignor shall remain liable for all obligations of Assignor under the Agreements which arose or accrued prior to the Effective Date, and Assignor hereby indemnifies and agrees to defend and hold harmless Assignee and its partners, licensees, agents and their successors and assigns, from and against any and all losses, liabilities, damages, costs and expenses, including reasonable attorneys' and other professionals' fees (all such claims, losses, liabilities, damages, costs and expenses are "Losses") incurred, paid or required under penalty of law to be paid by Assignee by reason of the failure of Assignor to fulfill, perform or discharge any or all of the various commitments, obligations and liabilities of Assignor under the Agreements which arose prior to the Effective Date. The Housing Successor hereby consents to such assignment. 2. Acceptance and Assumption by Assignee. Assignee hereby accepts the foregoing assignment of all right, title and interest of Assignor in and to the Agreements and assumes and agrees to make all future payments as they come due under the Agreements and to perform and observe all the agreements, covenants and conditions of the Agreements on the part of Assignor to be performed and observed arising from and after the Effective Date. Assignee hereby indemnifies and agrees to defend and hold harmless Assignor and its respective partners, licensees, agents and their successors and assigns, from and against any and all Losses incurred, paid or required under penalty of law to be paid by Assignor by reason of the failure of Assignee to fulfill, perform and discharge any or all of the various commitments, obligations and liabilities of Assignee under the Agreements which arise or arose from and after the Effective Date. The Housing Successor hereby consents to such assumption. 3. No Defaults. Assignor represents to Assignee and the Housing Successor that no default, or any event which with the giving of notice or the passage of time would constitute a default, exists in the performance or observance of any agreement, covenant or condition of the Agreements on the part of Tenant to be performed or observed as of the Effective Date. Housing Successor acknowledges that it has no actual knowledge of any default under any Agreement. 4. Rehabilitation Plan: (a) Schedule ofPer ormance: (i) The definition of "Schedule of Performance" in Section 1(y) of the Ground Lease is hereby deleted in its entirety and replaced as follows: "Schedule of Performance" shall mean the period of time within which the Owner and the Agency must perform their obligations hereunder. The Schedule of Performance attached hereto as Exhibit [B] and incorporated by reference herein." (ii) Exhibit [B] attached to this Modification shall be incorporated into the Ground Lease. Assignment, Assumption and Modification of Ground Lease 2 Error! Unknown document property name. (b) Scope o Development: (i) The definition of "Scope of Development" in Section 1(z) of the Ground Lease is hereby deleted in its entirety and replaced as follows: "Scope of Development" shall mean the description of the rehabilitation of the Project described in Exhibit [C] attached hereto and incorporated by reference herein." (ii) Exhibit [C] attached to this Modification shall be incorporated into the Ground Lease. (c) Completion of Construction. Section 8(c) of the Ground Lease is hereby amended and replaced by removing the phrase "August 31, 1999" and replacing it with the phrase "as provided for in the Schedule of Performance." 5. Extension of Term. The parties hereby agree that the term of the Ground Lease (the "Term") is hereby extended to the date expiring on December 31, 2075. Tenant, in its sole discretion, but with ninety (90) days advance written notice to Landlord, shall have the option to extend the Term for twenty (20) additional years, in which case the Ground Lease shall expire on December 31, 2095 (the "Extended Term"). 6. Extension of Re ug latory Agreement. Tenant and Landlord hereby agree that the term of the Regulatory Agreement shall run concurrently with the Term (and Extended Term as applicable). Tenant and Landlord shall enter into, and record, an amendment to the Regulatory Agreement necessary to reflect such extension to the extent requested by Landlord. 7. Amendment of Existing Promissory Note. (a) Assignor executed that certain Promissory Note in favor of Landlord, dated July 1, 1998 (the "Existing Note"), in the maximum principal amount of $305,000.00 (the "RHF Loan"). Concurrently herewith, Assignor shall assign the Existing Note to Assignee, and Landlord and Assignee shall amend the Existing Note (the "Amended Note") to reflect the following provisions: (i) Upon the termination of this Lease (either at expiration date of the Term (or Extended Term, as applicable) or the earlier termination pursuant to the terms hereof), all then unpaid principal of and, accrued and unpaid interest on, the Existing Note shall become due and payable; and (ii) The Existing Note shall be, as of the Effective Date, unsecured and nonrecourse. Landlord shall reconvey the deed of trust recorded in connection with the Existing Note and shall execute a subordination agreement with the senior mortgage lender under terms reasonably acceptable to the City Manager.; and Assignment, Assumption and Modification of Ground Lease 3 Error! Unknown document property name. (iii) Payments of principal and interest on the RHF Loan shall be made by Assignee to Landlord on April 1st of each year in the amount of the City's Share of Net Cash Flow (as defined herein) for the prior calendar year. All payments due from the City's Share of Net Cash Flow under the RHF Loan shall be paid prior to any amount due under the Ground Lease. (b) A default by Assignee of its obligation to pay principal and interest when required under the Amended Note (subject to any applicable notice and cure period) shall constitute a default by Tenant under the Ground Lease. 8. Annual Rent. (a) Rent Amount. As of the Effective Date, rent for the remainder of the Term ("Rent") shall be paid as follows: (i) Advance Rent. (a) On the Effective Date, [NOTE THAT THIS AMOUNT WILL BE FINALIZED AT CLOSING TO BE EQUAL TO 60% OF NET SALE PROCEEDS, WHICH WE ESTIMATE TO BE ($761,000.00)] shall be paid to Landlord ("Advance Rent"). (b) On the Effective Date, the Tenant will give the Landlord a promissory note ("Landlord Note") in the original principal sum equal to the [One Million One Hundred Seventy Nine Thousand and 00/100 Dollars ($1,179,000.00)] [NOTE THAT THIS AMOUNT IS AN ESTIMATE AND WILL BE FINALIZED AT CLOSING PER THE FINAL AMOUNT OF NET SALE PROCEEDS] (the "Landlord Loan Amount"). The Landlord Note shall be in a form reasonably acceptable to the Housing Successor, providing for the following terms: (x) a maturity date of December 31, 2075, (y) a simple interest rate of 3%, and (z) annual payments made from the City Share of Net Cash Flow after payment of the RHF Loan (described in paragraph 7 above) but before payment of the Surplus Rent (described below). (ii) Annual Rent. Commencing April 1, [2021], Tenant shall pay to Landlord rent ("Annual Rent") in an amount equal to the City's Share ofNet Cash Flow from the Premises for each Lease Year, less any amount of the City's Share of Net Cash Flow used to pay the RHF Loan and the Landlord Note (the "Surplus Rent"). Such Annual Rent shall be payable annually, in arrears, no later than April 1st following such Lease Year. (iii) Annual Rent in Extension Term. In the event that Tenant shall elect to extend the Term of the Ground Lease, Tenant shall pay to Landlord an Annual Rent in the amount equal to the Surplus Rent on April 1 of each Assignment, Assumption and Modification of Ground Lease 4 Error! Unknown document property name. Lease Year during the Extended Term. (b) Definitions: (i) City's Share ofNet Cash Flow. The term "City's Share of Net Cash Flow" shall mean sixty-five percent (65%) of the Tenant's Net Cash Flow (as defined below) for the immediately prior Lease Year. (ii) Net Cash Flow. The definition of the term "Net Cash Flow" shall be deleted from the Ground Lease and revised as follows: "Net Cash Flow" shall mean cash available for distribution on an annual basis when Gross Income exceeds Operating Expenses and Debt Service. (iii) Gross Income. The definition of the term "Gross Income" shall be deleted from the Ground Lease and revised as follows: "Gross Income" means all cash received on a cash basis by the Tenant, or its successors or assigns from the Premises, including without limitation all rental income, tenant security deposits that have been forfeited by tenants pursuant to the laws of the state of California, laundry income paid to the Tenant, and fees for any other services on the Premises provided by Tenant, but excluding security deposits that have not been forfeited, insurance or condemnation proceeds (except for loss of rent insurance proceeds which shall be included), capital contributions by Tenant's partners, loans or other indebtedness (including without limitation the Tranche A Loan, the Tranche B Loan, the MASH Loan, and the RHF Loan), and any income earned on investment of its funds. (iv) Deferred Developer Fee. The term "Deferred Developer Fee" shall be added to the Ground Lease and defined to mean "the amount of developer fee which is (i) not paid from capital contributions of Tenant's partners or the Tranche A Loan and (ii) not paid from any equity loan made by the Tenant's general partner, which such Deferred Developer Fee is estimated to be $450,000 but shall be established by Tenant under the terms of its limited partnership agreement upon substantial completion of construction. (v) Operating Expenses. The term "Operating Expenses" shall be deleted from the Ground Lease and revised as follows: "Operating Expenses" means for any period: (i) all operating obligations actually and reasonably incurred by Tenant in owning, operating, maintaining, repairing, and replacing the Premises, including without limitation, Taxes, insurance, and maintenance expenses for the Premises, reasonable and customary accounting and legal fees, advertising expenses, supplies, license and permit fees, capital expenditures ((but excluding the payment of funds from the reserve once set aside), and utility charges; (ii) such Capital Replacement Reserves, operating reserves as Tenant's limited partner or any Mortgagee may require to be set aside for the Premises); (iii) a property management fee pursuant to the terms of the property management agreement which has been approved by Landlord, such approval not to be unreasonably withheld; (iv) an asset management fee, to be paid to the limited partner of Tenant as and when due under the Tenant's limited partnership agreement, in the amount of $5,000 per year, with a 3 % annual escalation; (v) any unpaid tax Assignment, Assumption and Modification of Ground Lease Error! Unknown document property name. credit adjuster payments, indemnity payments or partner loan payments due and owing to the under Tenant's limited partnership agreement, which such agreement is subject to Landlord's approval not to be unreasonably withheld; (vi) a partnership management fee, to be paid to the general partners of Tenant as and when due under the Tenant's limited partnership agreement, but in no event to exceed $20,000 with a 3% annual escalation; (vi) payment of any Deferred Developer Fee; (vii) reasonable expenses of all on -site employees, which employees shall be employees of the Premises and not the property manager, and (viii) such other sums payable to partners pursuant to the terms of Tenant's limited partnership agreement, which such agreement is subject to Landlord's approval not to be unreasonably withheld. Tenant shall be deemed to be required to pay Operating Expenses for materials and services upon receipt thereof, and to the extent services are not billed on a monthly basis, the bill for such services shall be prorated over the period during which such services were received. (vi) Debt Service. The term "Debt Service" shall be deleted from the Ground Lease and revised as follows: "Debt Service" means the total of the payments of principal and interest actually made by Tenant during the applicable period in question for the payment or repayment of any loan encumbering the property that is not payable from Net Cash Flow per the terms of this Agreement. (vii) Landlord shall have the right to review and approve, such approval not to be unreasonably withheld, any material amendments to Tenant's limited partnership agreement if such amendment affects any of the definitions described in this Section 8. 9. Financing for the Rehabilitation. Housing Successor hereby consents to the Assignor paying off the Washington Mutual Loan and the Agency Loan and to Assignee financing the rehabilitation of the Project with the financing sources: [NOTE: SUBJECT TO CHANGE PRIOR TO CLOSING] (a) [A first priority loan made by JPMorgan Chase Bank, N.A. (the "Lender"), or any other national bank or institutional lender reasonably acceptable to the Landlord, to Assignee made from the proceeds of the sale of tax-exempt bonds, in the maximum principal amount of approximately $6,493,529 (the "Tranche A Loan"). The Tranche A Loan shall have an interest rate of approximately five percent (5%), and shall be prepaid monthly with payments of principal and interest as required by Lender;] (b) [A second priority loan made by the Lender, made from the proceeds of the sale of tax-exempt bonds, to Assignee in the maximum principal amount of $1,925,000 (the "Tranche B Loan"). Assignee anticipates that payment for the Tranche B Loan will be paid out of moneys deposited in the "Pledge Fund" under that certain Construction and Term Loan Agreement, dated July 1, 1998, as amended, by and between Assignee (as successor to Assignor) and the Successor Agency to the Temecula Redevelopment Agency (as successor to the Former Agency);] (c) [A subordinate loan made to Assignee pursuant to the multifamily affordable Assignment, Assumption and Modification of Ground Lease 6 Error! Unknown document property name. solar housing program, in the approximate principal amount of $361,000 (the "MASH Loan");] (d) equity provided by partners of the Assignee; and (e) any other subordinate loan or financing made to Tenant as may be reasonably acceptable to the Landlord. (f) The parties to this Agreement hereby agree that the Assignee shall assume the RHF Loan as of the Effective Date, provided, however, there shall be no new disbursements under the RHF Loan. 10. Further Refinancing. Assignee shall obtain Landlord's prior written consent before undertaking any additional refinancing of the obligations described in Section 8 or other financing affecting the Project. 11. Landlord's Option to Purchase. Landlord hereby agrees that it shall not exercise the option to purchase described in Section 21 of the Ground Lease until January 1 of the first Lease Year after the end of the low-income housing tax credit compliance period for the Project that commences after the Effective Date. 12. Landlord's Right of First Refusal. (a) The first two sentences of Section 22 of the Ground Lease shall be deleted and replaced as follows: "Landlord shall have a right of first refusal to purchase Tenant's leasehold interest herein in the event that Tenant intends to sell the leasehold interest to any entity that is not an Affiliate. If at any time Tenant receives an offer from any person or entity that is not an Affiliate to purchase Tenant's leasehold interest herein, which the Tenant desires to accept, then Tenant shall promptly deliver a copy of same to Landlord." (b) Upon the request of the any senior lender or a limited partner of the Tenant, the Landlord will subordinate its purchase option described in Section 21 of the Ground Lease and/or its right of first refusal described in Section 22 of the Ground Lease, provided such subordination will be on terms reasonably acceptable to the Landlord. 13. Managers Unit. Housing Successor hereby acknowledges and agrees that one of the seventy-six (76) units in the Project may be rented as a manager's unit. 14. Encumbering of Premises. Section 17(e)(xi) of Ground Lease shall be deleted in its entirety and replaced as follows: Assignment, Assumption and Modification of Ground Lease Error! Unknown document property name. "(xi) On termination of this Lease by Landlord on Tenant's default, or on the Lender's acquisition of the leasehold by foreclosure, Landlord shall enter into a new lease or an amendment of the Lease (each a "New Lease") with the Lender covering the Premises covered by the terminated or foreclosed lease if the Lender (a) gives notice of request within 30 days after termination or foreclosure (b) pays all out-of- pocket costs incurred by Landlord in preparing such New Lease, and (c) remedies all defaults construed as though the Lease had not been terminated except for any default by Tenant to pay Annual Rent or any amount owed under the RHF Loan due prior to the date of Lender (or its successor or assignee) entering into such New Lease. The New Lease shall be for the remainder of the Term (or the Extended Term, as applicable) of the terminated or foreclosed lease, effective at the date of termination or foreclosure, at the rent and on the covenants agreements, conditions, provisions, restrictions, and limitations contained in the terminated or foreclosed lease." 15. Equity Investor's Right To Cure: (a) Notice of Default. Concurrently with giving notice of default to Tenant under Section 18(a) of the Ground Lease, Landlord shall deliver (in accordance with the provisions of Section 23 of the Ground Lease) a copy of such notice of default to any limited partner of the Tenant ("Equity Investor") at its address set forth below: [TBD] (b) Equity Investor's Right to Cure. Landlord will not terminate this Lease because of any default on the part of Tenant under the Ground Lease or the RHF Note if the Equity Investor, within ninety (90) days after Landlord has sent a written notice pursuant to Section 18(a) of the Ground Lease: (i) Cures such default, if the such default can be cured by the payment of money, or, if the default is not so curable, commences or causes the trustee under the encumbrance to commence, and thereafter diligently pursue to completion proceedings to foreclose the encumbrance; and (ii) Keeps and performs all of the covenants and conditions of the Ground Lease requiring the payment or expenditure of money by Tenant. 16. Severability. The provisions of this Modification are severable, and if any one or more provisions may be determined judicially unenforceable, in whole or in part, the remaining provisions and any partially unenforceable provisions, to the extent enforceable, shall nevertheless be binding upon and enforceable against the parties hereto to the extent they may reasonably be enforced apart from that which is invalidated. 17. Full Force and Effect. Except to the extent modified hereby, all of the terms of the Agreements shall remain in full force and effect. To the extent of any conflict between this Modification and the Agreements, this Modification shall control. Assignment, Assumption and Modification of Ground Lease 8 Error! Unknown document property name. 18. Successors and Assigns. This Modification is binding upon and shall inure to the benefit of the parties hereto and their successors, heirs and assigns. 19. Governing Law. This Modification shall be governed by, and construed and enforced in accordance with, the laws of the State of California. 20. Memorandum of Lease. Landlord and Tenant agree that the parties shall enter into, and record, an amendment to the Memorandum of Lease Right of First Refusal and Option to Purchase the Property by and between Landlord and Tenant, dated as of July 1, 1998, as necessary to reflect the provisions of this Modification. 21. Counterparts; Electronic Signatures. This Modification may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. This Modification may be signed and transmitted by facsimile machine or electronic mail (via .pdf or similar transmittal), and any signatures so transmitted shall be treated as an original document. BALANCE OF PAGE INTENTIONALLY LEFT BLANK Assignment, Assumption and Modification of Ground Lease 9 Error! Unknown document property name. IN WITNESS WHEREOF, the undersigned have executed this Modification as of the day and year first above written. ASSIGNOR: TEMECULA GARDENS, L.P., a California limited partnership By: Affirmed Housing Group, Inc., a Delaware corporation its General Partner By: _ Name: Title: ASSIGNEE: TEMECULA GARDENS II, L.P., a California limited partnership By: Affirmed Housing Group, Inc., a Delaware corporation its General Partner By: _ Name: Title: CITY OF TEMECULA, AS HOUSING SUCCESSOR By: _ Name: Title: [NOTARY ACKNOWLEDGEMENTS WILL BE REQUIRED] Assignment, Assumption and Modification of Ground Lease Error! Unknown document property name. EXHIBIT B Performance Schedule 1. Oversight Board meeting 2. TCAC/CDLAC application 3. DOF approval 4. TCAC/CDLAC award 5. Construction loan closing 6. Construction start 7. Construction completion Schedule of Performance Mission Village II 9/5/2019 10/11/2019* within 45-60 days of OB approval 12/11/2019 within 60 days of TCAC/CDLAC award within 30 days of construction loan closing within 12 months of construction start 8. 100% occupancy within 4 months of construction completion *Note: Subject to DOF approval of Oversight Board resolution. Assignment, Assumption and Modification of Ground Lease Error! Unknown document property name. EXHIBIT C Scope of Development Rehabilitation Scope of Work Synopsis BAS I S Version 2 February 19, 2019 Details: Property Name Mission Village Apartments Address 28493 Pujol Street City, State, Zip Temecula, CA 92590 REV IS ION DATE 43A72 Property Type Multi -family Number of Buildings 9 SITE Amemties Item Quantity U nits Narrative Fence Refresh finishofen n cin and ake minor re airs as needed. m Amenities Fence Atltl new fence oath sid ofthe propertv Amenities Tot Lot Replace soft fall (rubberized) at tot lot Also, replace wam components on existing play structure as needed _ Some improvements for accessibility may be required. It has been discussed that one of the tot lots may be converted to a dog ran. Amenities Dog Run Butl et for co nofexistin To Lot to Do Run. rss Amenities Mailboxes Chan es for ac bili c m liace as needed. Amenities Site lighting Some rusting to light posts have been observetl. Repair light posts as necessary. Additionally, energy and maintenance avings can be realized by replacing he existing lamps with 90—lt LED lamps. Light posts are to be down -lit. PVm'VPkg Asphalt paving, sealing, and striping The asphalt seal coat and parking stall markings are beginning to fade. Reseal and stripe the parking areas in the near fir In Pvm'VPkg Drainage Install new drain inle is and tie to existin tlraina .lines to alleviate ondin afterstorms behind buildingF Budget for new properly graphics / signage package innew directional and wayfinsino sign posts to be installed at Signage Directional landeca a ceent areas Signage Accessibility Install compliant signage with braille translation at all units. Fire departinen compliance for building ID and accessibility for unit and room ID with Braille, typical . eare Somas of path of travel are no—omforming. Detailed inspection required_ Provide conforming path of travel at required Accessibility Path of Travel as throughout me site as requred by CTCAC regulations inducing from parking areas to common area and designated accessible unit entries. Exterior Stairs Railings Refresh finish on handrails and make minor re airs as needed. Exterior Stairs Safe ty Upgrades Contrasting stair nosings at top and bottom stairs are recommended at exterior stair to comply with accessibility guidelines and prevent un Facades Strcco Some cracks have been observetl. Patch, repair, and paint shoco as neetletl. No skim coat necessary as per Owner's request. Facades Wood Accents Wood inm at some dock fascias are starting to deteriorate. Some replacements are warranted GSM flashing to be added for rotection of ex osed ends. The buildings are finished with painted strcco and some wood him. Apply waterproof polyurethane sealants at all fenestration, gaps an d joints such as fascias to me P mpare and paint all building exteriors. Include elastomenc primer at all Facades Exterior P aint shcco cap conditions and wrap up and down at least 12 inches onto adjacent facades. Usual topcoat over. Prime and paint all tloors win UV resistant finish. Major damage have been observed on some balconies, which may be a result ofwater tlamage. Repairs are necessary for Balconies Structure damaged balconies, which may include new framing, sheathing, and waterproofing. New posts and beams may be necessary to re Ia cc dam a etl posts antl beams in some areas. Balconies Railin ge It has been observed hat the ras e aflached on the deck. Re face all with fascia mounted railin s. Electrical Closet Doors Re air/ re lace exterior eleclncilin al closet tloors as necessa MECHANICAUELECTIRICALIPLUMBING Mechanical Humidistat Fans Replace bathroom fans with humidistat type fans or controllers. Note that first floor fans should be fire rated with radiant dminnifters Mechanical HVAC Sam. nits have wall -mounted air centlitionin units. Re lace/adtls tits stem HVAC at all units. Mechanical HVAC Replace engine l condensers with new 14 SEER or better units. Electrical Building mounted lighting Building mounted lights and fixtures provided at the unit entries and patios and balconies can be replaced with LED or other h19 h effiden li htin Electrical Interior lighting la Re ce allinterior lighting with LED or other high efficienlighting Electrical Smoke and Carbon Monoxide Detectors Replace all smoke and carbon monoxide detectors. Provide 110v wiring. Use combined CO1/Smoke detector fnot already provided in unit. Plumbing Plumbing Fixtures It is recommended hat all units be provided with 1 2 gpf water closets and water sense shower heads and faucets to improve water usage Plumbing Water Heater -Gas Replace at water heaters 5 years and older win high efficiency equipment Option to keep existing water heater closet and re lacmpLexistin water heater with elechicalwaterheater. Assignment, Assumption and Modification of Ground Lease Error! Unknown document property name. Rehabilitation Scope of Work Synopsis version 2 Felon—y 19, 201 Details: Property Nam< Mission Village Apadments Atldress 28493 Pufol Street City, Slate, Zip Temecula, CA 92590 REVISION DATE 43.472 Property Type Multi -family Number of BuiMings 9 W & W AIIAreas Demolilon Bud tbrdemoanddi osalin su rloffull sm rehabilitation Common Areas Flooring R bcewith vin Iankorother similar floorin Common Areas Appliances Replace a liances in Kitchen with energystar rated a liances Common Areas Appliances Replace Was herandd with ener star rated a liances Interior F&C Drywall Patch and Repair In preparation WrpainiWg repair any damage towalls, minor mildew, holes, disruptions from cffibel antl counter work. Top coat team a all walls antl doors r to W 1. r Interior F&C Bath Accessories R lace all. Replace all Iowerlevel flooring with newwaterproofvinyl plank. Replace upper level bath, circulation areas and kitchen Interior F&C Flooring fearingwith new Ovate roofvin I. Balance of u rI_ ca et W be ca el. Interior F&C Cabinets and Countertops Replace all. Interior F&C Vanity and Comuedops Replace all. Not all units have dishwashere. Replace dishwashers with energy efficient units. Add dishwashers at units with no existing Interior F&C Dishwasher dshwashers. Interior F&C ReWgemtor Replace with mum ter depth units T space requires. Replace appliances throughout b improve energy etfid-cy for the an tl in amortlanm with CTCAC re - Wons. Interior F&C Ranges Re lace all. The original one piece Wbhmerounds are beginning to show signs of age. Refurbish and reglaw all at Ground Level. Replace Interior F&C Tub/suaounds as rubs with new 3=piece Wtm m Lavel2_ Accesside units will require new WWsurrounds therefore, costs are included below fermose fixtures. Replace tubs in accessible units with modular Wbtshowers and preinstalled accessories. One ofeach ADA unit type is to Accessibility Tubtsurrounds have roll -in showers. In accord . with CTCAC regulaibns, a btal of 10% of the units muss be idly accesside. Replammant ofthe tub/surtmnds AccessiWlity Curved units W accessible cabinets, vamfes, instalafon of conWrming plumbing fixures, loweretl IhermosWt heights, and oiler motlifimtions will be needed to brio unit into full CBC" cgnformence. Accessibility Audble/visualy impaired units in aceortlence with CT regulaitons, a Wtel of 4°/. gf the units must have accommodations for the visual and hearing i.retl indudin aflsmma doorbells tour and strobe alarms A—afloility Communitv Room Kitchen Add new kitchenette wipe mnfemun mbinets and a Iiances_ Assignment, Assumption and Modification of Ground Lease Error! Unknown document property name. ASSIGNMENT, ASSUMPTION AND MODIFICATION OF PROMISSORY NOTE THIS ASSIGNMENT, ASSUMPTION, AND MODIFICATION OF PROMISSORY NOTE (this "Assignment") is made as of this _ day of .2019 (the "Effective Date"), by and between TEMECULA GARDENS, L.P., a California limited partnership ("Assignor"), and TEMECULA GARDENS II, L.P., a California limited partnership ("Assignee"), and the CITY OF TEMECULA, CALIFORNIA, in its capacity as the housing successor (the "Housing Successor") to the former Redevelopment Agency of the City of Temecula (the "Former Agency") pursuant to California Health and Safety Code Section 34176. Recitals A. Assignor is the owner of that certain seventy-six (76) unit multifamily apartment complex located in the City of Temecula, California, known as Mission Village Apartments (the "Project"). B. The Project is located on certain real property leased by the Housing Successor to Assignor pursuant to that certain Ground Lease, dated as of July 1, 1998, by and between the Housing Successor (as successor with respect to the housing functions of the Former Agency) and Assignor (the "Ground Lease"). C. The Former Agency made a loan of $305,000.00 ("RHF Loan") to Assignor, as evidenced by that certain Promissory Note dated as of July 1, 1998 (the "Note"). D. Contemporaneous with the execution of this Assignment, Assignor intends to transfer ownership of the Project to the Assignee, and to assign its interest in the Ground Lease to Assignee. E. Assignor desires to assign all of its right, title and interest in the RHF Loan to Assignee and Assignee desires to accept and assume all of Assignor's right, title and interest in the RHF Loan, subject to the terms and conditions of the Note, as modified herein. below. F. The parties hereto agree to modify the Note in accordance with the terms set forth Agreement NOW, THEREFORE, in consideration of the foregoing and for other good and valuable consideration the receipt and sufficiency of which are hereby acknowledged, the parties hereto, hereby agree as follows: 1. Assignment and Assumption. Assignor hereby assigns to Assignee, and Assignee hereby accepts and assumes from Assignor, all of Assignor's right, title, interest and obligations as Borrower under the RHF Note (as modified herein) as of the Effective Date. Error! Unknown document property name. 2. Payments of Principal and Maturity. The first paragraph of the Note is deleted in its entirety and replaced as follows: "Commencing on April 1, 2021, payments of principal and interests shall be paid annually, in an amount equal to the City's Share of Net Cash Flow (as defined herein). In any event, all unpaid principal and interest shall accrue and be due and payable upon the termination of the Ground Lease (either at the expiration of the term or earlier termination pursuant to the terms thereof) (the "Maturity Date"). Each payment under this Note shall be credited first on interest then due, and the remainder, if any on principal, and interest shall thereon cease upon the principal so credited." 3. City's Share of Net Cash Flow. The term "City's Share of Net Cash Flow" shall mean sixty-five percent (65%) of the Assignee's Net Cash Flow (as defined in the Ground Lease) for the immediately prior year. 4. Security and Recourse. a. Deed of Trust. As of the Effective Date, the RHF Loan and the Note shall be unsecured and non -recourse. The Deed of Trust recorded in connection with the RHF Loan shall be reconveyed by Housing Successor contemporaneously herewith, and any and all reference to the Deed of Trust in the Note shall be deleted in its entirety. b. Recourse. Paragraph 7 of the Note shall be deleted in its entirety and replaced as follows: "In the event of any default under the terms of this Note, the general and limited partners of the Borrower shall not be personally liable for the payment of this Note." Notice: Any notice to Borrower provided under the Note shall be made to the following address: 6. Full Force and Effect. Except to the extent modified hereby, all of the terms of the Note shall remain in full force and effect. To the extent of any conflict between this Assignment and the Note, this Assignment shall control. 7. Miscellaneous: a. This Assignment shall be governed by and construed in accordance with the laws of the State of California, applicable to contracts made and performed in California. b. This Assignment may be executed in counterparts and evidenced by facsimile or by electronic mail, all of which shall be binding as a fully -executed single original of Assignment. c. This Assignment shall be binding on and shall inure to the benefit of Assignor, Assignee, the Housing Successor and their respective successors and assigns. Assignment, Assumption and Modification of Note -2- Error! Unknown document property name. d. Each of the individuals signing this Assignment hereby represents and warrants that he or she has the full right, power, capacity and authority to execute and deliver this Assignment as a binding and valid obligation of such party. BALANCE OF PAGE INTENTIONALLY LEFT BLANK Assignment, Assumption and Modification of Note -3- Error! Unknown document property name. IN WITNESS WHEREOF, the undersigned have executed this Assignment as of the day and year first above written. ASSIGNOR: TEMECULA GARDENS, L.P., a California limited partnership By: Affirmed Housing Group, Inc., a California corporation its General Partner By: _ Name: Title: ASSIGNEE: TEMECULA GARDENS II, L.P., a California limited partnership By: Affirmed Housing Group, Inc., a California corporation its General Partner By: _ Name: Title: CITY OF TEMECULA, AS HOUSING SUCCESSOR Name: Title: Assignment, Assumption and Modification of Note Error! Unknown document property name. RESOLUTION NO. SARDA 19- A RESOLUTION OF THE BOARD OF DIRECTORS OF THE SUCCESSOR AGENCY TO THE TEMECULA REDEVELOPMENT AGENCY APPROVING MODIFICATIONS TO THE CONSTRUCTION AND TERM LOAN AGREEMENT, DATED JULY 1, 1998, RELATING TO THE MISSION VILLAGE APARTMENTS PROJECT AND THE TAKING OF RELATED ACTIONS THE BOARD OF DIRECTORS OF THE SUCCESSOR AGENCY TO THE TEMECULA REDEVELOPMENT AGENCY DOES HEREBY RESOLVE AS FOLLOWS: Section 1. Recitals. The Board of Directors (this "Board") of the Successor Agency to the Temecula Redevelopment Agency (the "Successor Agency") hereby finds, determines and declares that: (a) The Redevelopment Agency of the City of Temecula (the "Former Agency") was a duly constituted redevelopment agency pursuant to provisions of the Community Redevelopment Law (the "Redevelopment Law") set forth in Section 33000 et seq. of the Health and Safety Code ("HSC") of the State of California (the "State"). (b) Under the Redevelopment Law, the Former Agency was authorized, among other things, to provide assistance to the development of affordable housing projects. (c) Pursuant to AB X 1 26 (which became effective in June 2011), and the California Supreme Court's decision in California Redevelopment Association, et al. v. Ana Matosantos, et al., 53 Cal. 4th 231 (2011), the Former Agency was dissolved as of February 1, 2012, and the Successor Agency was constituted as the successor entity to the Former Agency. (d) Pursuant to HSC Section 34172, all property tax revenues which would have constituted "tax increment" allocable to the Former Agency are now deposited into the Redevelopment Property Tax Trust Fund (the "RPTTF") established and maintained by the Riverside County Auditor -Controller. (e) Pursuant to HSC Section 34175(b), all assets of the Former Agency transferred to the Successor Agency by operation of law; provided, that pursuant to HSC Section 34176 and Resolution No. 12-11, adopted on January 24, 2012, by the City Council of the City of Temecula (the "City"), the City elected to assume the housing functions of the Former Agency (in such capacity, the "Housing Successor") and, consequently, housing assets approved on the Housing Asset List (defined below) are transferred to the Housing Successor; however, contractual obligations payable from tax increment (including but not limited to obligations payable from tax increment deposited into the Former Agency's Low and Moderate Income Housing Fund) remains to the obligations of the Successor Agency, payable from the RPTTF. (f) Temecula Gardens, L.P. ("Temecula Gardens I"), an affiliate of Affirmed Housing Group, Inc. ("Affirmed"), is the owner of a 76-unit multifamily apartment complex located at 28493 Pujol Street in the City, known as Mission Village Apartments (the "Project"). (g) The Project is located on land (the "Land") leased by the Former Agency to Temecula Gardens I pursuant to a Ground Lease, dated as of July 1, 1998 (the "Ground Lease"). (h) In 1998, to assist with the financing of the acquisition and construction of the Project, the Former Agency entered into a Loan Agreement, dated as of July 1, 1998 (the "Bank Loan Agreement"), by and between the Former Agency and Washington Mutual Bank, FA (which has since been succeeded by JPMorgan Chase Bank, N.A.) (the "Bank"). (i) Pursuant to the Bank Loan Agreement, the Former Agency incurred a loan in the principal amount of $5,800,000 (the "1998 Bank Loan"). 0) Proceeds from the 1998 Bank Loan were loaned by the Former Agency to Temecula Gardens I pursuant to a Construction and Term Loan Agreement, dated July 1, 1998 (the "Agency Loan Agreement"). Repayment by Temecula Gardens I under the Agency Loan Agreement, together with moneys in the Pledge Fund (defined below), are used to pay debt service on the 1998 Bank Loan. (k) Under the Agency Loan Agreement, the Former Agency agreed to annually, until 2027, deposit $305,000 (the "Pledged Fund Requirement") into a fund (the "Pledge Fund") held by the Bank, and moneys in the Pledge Fund are available to the Bank for monthly withdrawals to pay amounts due on the 1998 Bank Loan. (1) In consideration for the Former Agency's assistance for the Project, Temecula Gardens I entered into a Regulatory Agreement, dated as of July 1, 1998 (the "Agency Regulatory Agreement"), which requires that, among other matters related to the Project, until July 17, 2048. units in the Project must be rented to low or very low income persons and families at affordable rent. (m) Pursuant to HSC Section 34176(a)(2), the City prepared a housing asset list (the "Housing Asset List"), listing all of the Former Agency's housing assets to be transferred to the Housing Successor and submitted it to the State Department of Finance (the "DOF") for approval. The DOF issued a letter dated July 3, 2013, approving the Housing Asset List, with certain modifications. (n) Among the items on the Housing Asset List approved to be transferred to the Housing Successor are the Former Agency's title to and interest in the Land (and, accordingly, the Former's Agency's rights, obligations and interest under the Ground Lease) and the Former Agency's rights and interests under the Agency Regulatory Agreement. (The obligation with respect to the Pledge Fund Requirement remains with the Successor Agency, for which the Successor Agency lists on its Recognizable Obligation Payment Schedules ("ROPS") as an enforceable obligation payable from RPTTF moneys.) (o) Affirmed is undertaking a rehabilitation project of the Project (the "Rehabilitation"). (p) In that connection, Affirmed is seeking an allocation of low-income housing tax credits from the California Tax Credit Allocation Committee (the "Tax Credits") and is FA proposing a financing transaction (the "Rehabilitation Financing"), involving one or more new notes (collectively, the "New Note") to be purchased by a bank, the proceeds of which will be used to: (i) effect a prepayment of the 1998 Bank Loan, and (ii) provide funds for the Rehabilitation. The New Note will be issued by an agency other than the Successor Agency and the Housing Successor. (q) To obtain the Tax Credits and the Rehabilitation Financing, Affirmed has indicated that it is necessary to have the Project transferred from Temecula Gardens I to a new limited partnership, Temecula Gardens II L.P. ("Temecula Gardens II") (in which a Tax Credit investor will have a significant ownership interest). (r) Affirmed has presented the form of an Assignment, Assumption and Modification of Loan Agreement (the "Modification Agreement"), providing for: (i) Temecula Garden II's assumption of the Temecula Garden I's rights and interests under the Agency Loan Agreement, (ii) the continuation of the Pledge Fund Requirement at a decreased amount of $295,000, for the application of the Pledge Fund toward the payments due on the New Note, and (iii) the termination of certain other provisions pertaining to Successor Agency obligations. (Temecula Gardens I and Temecula Gardens II will enter into separate agreements with the Housing Successor with respect to modifications to the Ground Lease, the Regulatory Agreement and other documents in connection with the Rehabilitation Financing.) (s) The decrease of the Pledge Fund Requirement from $305,000 to $295,000 reduces the liabilities payable from the RPTTF under the ROPS, and the Successor Agency expects that would result in an increase in the RPTTF residuals available to taxing entities, after payment of enforceable obligations. (t) HSC Section 34180(e) provides that, at the direction of the Oversight Board of the Successor Agency, the Successor Agency may amend agreements with a private party, if the amendment would reduce liabilities and increase net revenues to taxing entities, and is in the best interests of the taxing entities. Section 2. Approval of Agreement. The Modification Agreement, in the form attached hereto as Attachment A, is hereby approved. Each of the Chair of this Board (or in the Chair's absence, the Vice Chair) and the Executive Director of the Successor Agency (each, an "Authorized Officer"), acting individually, is hereby authorized to execute and deliver, for and in the name of the Successor Agency, the Modification Agreement, in substantially such form, with changes therein as the Authorized Officer executing the same may approve (such approval to be conclusively evidenced by the execution and delivery thereof); provided that such execution and delivery shall occur after the effectiveness of the Oversight Board Resolution. Section 3. Request to Oversight Board for Approval. The Countywide Oversight Board for the County of Riverside (which is the Oversight Board with jurisdiction over the Successor Agency) is hereby requested to adopt a resolution (the "Oversight Board Resolution") to: (a) make a finding and determination for the purposes of HSC Section 34181(e), that the Successor Agency's execution and delivery of the Modification Agreement are in the best interests of the taxing entities, and (b) approve the Successor Agency's execution and delivery of the Modification Agreement. ki Section 4. Other Acts. The Chair, the Vice Chair, the Executive Director and all other officers of the Successor Agency are hereby authorized, jointly and severally, to do all things, including the execution and delivery of documents and instruments, which they may deem necessary or proper to effectuate the purposes of this Resolution and the Modification Agreement. The Successor Agency Board Secretary is authorized to attest to the Successor Agency officers' signatures to any such document or instrument. Section 5. No Further NEPA or CEOA Review Required. On February 19, 2019, the United States Department of Housing and Urban Development approved a Determination of Categorical Exclusion (subject to 58.5) pursuant to 24 CFR 58.5 for the "rehabilitation and rental of a 76-unit apartment to benefit qualified low-income households upon completion" at 28493 Pujol Street in Temecula, California. No further environmental review is required under the National Environmental Protection Act or the California Environmental Quality Act. Section 6. Certification. The Board Secretary shall certify to the adoption of this Resolution. PASSED, APPROVED, AND ADOPTED by the Board of Directors of the Successor Agency to the Temecula Redevelopment Agency this 13th day of August, 2019. ATTEST: Randi Johl, Secretary [SEAL] Michael S. Naggar, Chair 4 STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss CITY OF TEMECULA ) I, Randi Johl, Secretary of the Successor Agency to the Temecula Redevelopment Agency, do hereby certify that the foregoing Resolution No. SARDA 19- was duly and regularly adopted by the Board of Directors of the Successor Agency to the Temecula Redevelopment Agency at a meeting thereof held on the 13th day of August, 2019, by the following vote: AYES: BOARD MEMBERS: NOES: BOARD MEMBERS: ABSTAIN: BOARD MEMBERS: ABSENT: BOARD MEMBERS: Randi Johl, Secretary 5 ATTACHMENT A Assignment, Assumption and Modification of Loan Agreement (substantial final form) (see attached) ASSIGNMENT, ASSUMPTION AND MODIFICATION OF LOAN AGREEMENT THIS ASSIGNMENT, ASSUMPTION, AND MODIFICATION OF LOAN AGREEMENT (this "Assignment") is made as of this _ day of , 2019 (the "Effective Date"), by and between TEMECULA GARDENS, L.P., a California limited partnership ("Assignor"), and TEMECULA GARDENS II, L.P., a California limited partnership ("Assignee"), and acknowledged and consented to by the CITY OF TEMECULA, CALIFORNIA, in its capacity as the housing successor (the "Housing Successor") to the former Redevelopment Agency of the City of Temecula (the "Former Agency") pursuant to California Health and Safety Code Section 34176, and the SUCCESSOR AGENCY TO THE TEMECULA REDEVELOPMENT AGENCY (the "Successor Agency"). Recitals A. Assignor is the owner of that certain seventy-six (76) unit multifamily apartment complex located in the City of Temecula, California, known as Mission Village Apartments (the "Project"). B. The Project is located on certain real property leased by the Former Agency to Assignor pursuant to that certain Ground Lease, dated as of July 1, 1998, by and between the Former Agency and Assignor (the "Ground Lease"); and the rights and obligations of the Assignor under the Ground Lease will be assigned to and assumed by the Assignee as of the Effective Date. C. In connection with the financing of the acquisition, construction and rehabilitation of the Project, the Former Agency issued and sold its Multifamily Housing Revenue Note (Mission Village Apartments) in the amount of $5,800,000 on July 17, 1998 (the "1998 Note") to JPMorgan Chase Bank, N.A. (successor in interest to Washington Mutual Bank, FA) (Washington Mutual Bank, FA, JPMorgan Chase Bank, N.A., and any other national bank is referred to herein as the "Bank"). The 1998 Note evidenced a loan by the Bank to the Former Agency in the amount of $5,800,000 (the "Bank Loan"), made pursuant to that certain Loan Agreement, dated as of July 1, 1998, by and between the Bank and the Former Agency (the "Bank Loan Agreement"). D. The proceeds from the Bank Loan were used by the Former Agency to provide a loan to Assignor in the amount of $5,800,000 ("Agency Loan") pursuant to that certain Construction and Term Loan Agreement, dated July 1, 1998, by and between the Agency and Assignor (the "Agency Loan Agreement"). Capitalized terms not otherwise defined herein have the definitions given to such terms in the Agency Loan Agreement. E. Pursuant to that certain Assignment Agreement, dated July 1, 1998 (the "Assignment Agreement"), by and between the Agency and the Bank, the Agency assigned all of its rights under the Agency Loan Agreement (excepting only the Agency's rights under Section 2.17 of the Agency Loan Agreement, and the Agency's right to separately enforce, for the benefit of the Agency, the Agency's rights under Sections 2.12, 7.9 and 7.10 of the Agency Loan Agreement) to the Bank. Error! Unknown document property name. Error! Unknown document property name. F. In connection with the provision of financial assistance to the Project and pursuant to the Agency Loan Agreement, the Former Agency agreed to set aside certain monies derived from that portion of taxes levied upon assessable property within the Project Area allocated to the Agency pursuant to Article 6 of Chapter 6 of the Redevelopment Law and Section 16 of Article XVI of the Constitution of the State of California and required by Section 33334.2 or 33334.6 of the Redevelopment Law to be placed in the Housing Fund for use in increasing and improving the supply of low and moderate income housing in the city of Temecula, California (the "Housing Set Aside -Revenues"), in the annual amount of $305,000 (the "Pledged Funds Amount") into the Pledge Fund to be held by the Bank. Said obligation to so set aside the Housing Set Aside -Revenues does not expire until July 2027. G. The Agency Loan Agreement provides that the Pledge Funds Amount is to be withdrawn in part each month and applied to pay amounts due on the Bank Loan. H. In connection with the issuance of the 1998 Note and the funding of the Agency Loan, the Assignor entered into (i) a Regulatory Agreement and Declaration of Restrictive Covenants, dated as of July 1, 1998, with the Former Agency which requires that, among other restrictions, not less than twenty percent (20%) of the units in the Project be rented to individuals and families with adjusted incomes that do not exceed fifty percent of the medium income for the area and that restricts the rents that can be charged for one-half of such entity; and (ii) a separate Regulatory Agreement, dated as of July 1, 1998, with the Former Agency which requires, that, among other matters related to the Project, all of the units in the Project be rented to very low or low income persons and families as follows: 8 of the 2 bedroom units shall be rented to households whose incomes do not exceed 50% of median income, 8 of the 3 bedroom units shall be rented to households whose incomes do not exceed 50% of median income, 30 of the 2 bedroom units shall be rented to households whose incomes do not exceed 60% of median income, and 30 of the 3 bedroom units shall be rented to households whose incomes do not exceed 60% of median income (collectively, the "Project Tenant Affordability Restrictions"). The restrictions described in the preceding clause (i) apply to the Project so long as any tax-exempt financing for the Project is outstanding, and the restrictions described in clause (ii) of the preceding sentence apply to the Project until July 17, 2048. I. The parties hereto now desire to have the Project undergo certain rehabilitation work in order to ensure that the Project contains quality units that are affordable to very low and low income households. In order to facilitate the rehabilitation of the Project, the Assignee intends to seek an allocation low-income tax housing credits from the California Tax Credit Allocation Committee (TCAC) (the "Tax Credits") for the Project and to seek a loan of the proceeds of a new note (the "New Note Financing") to be purchased by the Bank, which proceeds are to be used to prepay the Agency Loan and to provide funds to rehabilitate the Project. In order to obtain the Tax Credits and the New Note Financing, the Project must be transferred to the Assignee (which is a newly formed limited partnership in which a Tax Credit investor will have over a 99% ownership interest). J. Due to the Project Tenant Affordability Restriction, the Assignee has determined that the cash flow from the Project is not sufficient to support a New Note Financing in a principal Assignment and Assumption of Loan Agreement -2- Error! Unknown document property name. amount that will provide adequate funds, when combined with the proceeds of the Tax Credits, to fully repay the Agency Loan and provide for the needed rehabilitation of the Project. Accordingly, the parties hereto desire to have the aforementioned pledge of Housing Set Aside Revenues, and use of the Pledged Funds Account, be applied to the New Note Financing so as to provide sufficient funds for the rehabilitation of the Project and the prepayment of the Agency Loan in light of the Project Tenant Affordability Restrictions. K. The parties agree and acknowledge that, on and after the Effective Date, the Pledge Funds Amount will be reduced from $305,000 to $295,000 annually, and that such annual amount should be sufficient to support the New Note Financing. L. The parties agree and acknowledge that other than the provisions of the Agency Loan Agreement relating to the Pledged Funds Amount (by reason of this Agreement), the terms and conditions of the Agency Loan Agreement will terminate upon repayment of the Agency Loan. M. The Bank will assign its rights and interest in the Agency Loan Agreement back to the Agency simultaneously with the closing on the New Note Financing. N. Assignor desires to assign all of its right, title and interest in the Agency Loan Agreement relating to the Pledged Funds Amount, reduced as described in Recital J above, to Assignee and Assignee desires to accept and assume all of Assignor's right, title and interest in the Agency Loan Agreement relating to the Pledged Funds Amount, subj ect to the terms and conditions set forth herein. O. Assignee and Assignor desire to modify certain terms of the Agency Loan Agreement to reflect the above listed recitals, and the Housing Successor and the Successor Agency consent to such modifications. Agreement NOW, THEREFORE, in consideration of the foregoing and for other good and valuable consideration the receipt and sufficiency of which are hereby acknowledged, Assignor and Assignee, hereby agree as follows: 1. Except as may otherwise be provided for herein, as of the Effective Date (which shall also be the date that the Agency Loan is repaid in full by Assignor), the responsibilities and obligations of the Successor Agency, as successor to the Former Agency, and Assignor, as Borrower, under the Agency Loan Agreement shall terminate and be of no further effect; provided, however, that the all of the responsibilities and obligations of the Successor Agency, as successor to the Former Agency and Assignor under Article 6 of the Agency Loan Agreement, which provisions relate to the Pledged Funds Amount, shall survive the repayment of the Agency Loan and continue until the full amount of the remaining Pledged Funds Amount has been used to make payments on the New Note Financing. Assignment and Assumption of Loan Agreement -3- Error! Unknown document property name. 2. Assignor hereby assigns to Assignee, and Assignee hereby accepts and assumes from Assignor, all of Assignor's right, title, interest and obligations as Borrower under Article 6 of the Agency Loan Agreement effective as of the Effective Date. 3. Assignor hereby assigns to Assignee of all Assignor's rights, title, and interest in the Pledge Fund, and agrees that the Bank shall retain custody of the Pledge Fund as of the Effective Date in support of the New Note Financing. 4. The parties agree that the definition of "Pledged Fund Requirement" in Section 6.1.8 of the Agency Loan Agreement is hereby revised to mean "an amount equal to $295,000", and all references to "$305,000" in Article 6 under the Agency Loan Agreement (as assigned hereby) shall be revised to be "$295,000," all as of the Effective Date. The parties acknowledge and agree that the obligation to deposit the Pledge Fund Requirement into the Pledge Fund is the obligation of the Successor Agency solely from the moneys received from the Successor Agency from the Redevelopment Property Tax Trust Fund pursuant to Recognized Obligation Payment Schedules approved by the Oversight Board and the California State Department of Finance (and not the obligation of the City of Temecula, California, the Housing Successor or any other City -related entities). 5. The parties agree that notwithstanding anything to the contrary provided for in Article 6 under the Agency Loan Agreement (as assigned hereby), after the Effective Date, the Pledged Funds Amount shall be applied to amounts owing on the New Note Financing. 6. Assignee hereby agrees to assume and abide by all obligations of Assignor under the Regulatory Agreement as of the Effective Date, and the Housing Successor, as successor to the housing assets of the Former Agency, consents to such assumption. 7. This Assignment shall be governed by and construed in accordance with the laws of the State of California, applicable to contracts made and performed in California. 8. This Assignment may be executed in counterparts and evidenced by facsimile or by electronic mail, all of which shall be binding as a fully -executed single original of Assignment. 9. This Assignment shall be binding on and shall inure to the benefit of Assignor, Assignee, the Housing Successor, the Successor Agency and their respective successors and assigns. The Bank is intended to be and is hereby made a third party beneficiary of the obligations of the parties hereto. 10. Each of the individuals signing this Assignment hereby represents and warrants that he or she has the full right, power, capacity and authority to execute and deliver this Assignment as a binding and valid obligation of such party. BALANCE OF PAGE INTENTIONALLY LEFT BLANK Assignment and Assumption of Loan Agreement -4- Error! Unknown document property name. IN WITNESS WHEREOF, the undersigned have executed this Assignment as of the day and year first above written. ASSIGNOR: TEMECULA GARDENS, L.P., a California limited partnership By: Affirmed Housing Group, Inc., a California corporation its General Partner By: _ Name: Title: ASSIGNEE: TEMECULA GARDENS II, L.P., a California limited partnership By: Affirmed Housing Group, Inc., a California corporation its General Partner By: _ Name: Title: Assignment, Assumption, Modification of Loan Agreement Error! Unknown document property name. IN WITNESS WHEREOF, the undersigned have consented to and acknowledged this Assignment as of the day and year first above written. CITY OF TEMECULA, AS HOUSING SUCCESSOR LOW Name: Title: SUCCESSOR AGENCY TO THE TEMECULA REDEVELOPMENT AGENCY: Name: Title: Assignment, Assumption, Modification of Loan Agreement Error! Unknown document property name. TEMECULA REDEVELOPMENT PROJECT TEMECULA, CALIFORNIA SUMMARY REPORT PERTAINING TO THE PROPOSED LEASE OF CERTAIN PROPERTY WITHIN THE REDEVELOPMENT PROJECT AREA California Community Redevelopment Law Section 33433 PURSUANT TO THE ASSIGNMENT, ASSUMPTION AND MODIFICATION OF GROUND LEASE AND REGULATORY AGREEMENT; ASSIGNMENT, ASSUMPTION AND MODIFICATION OF LOAN AGREEMENT; AND ASSIGNMENT, ASSUMPTION AND MODIFICATION OF PROMISSORY NOTE BY AND BETWEEN THE CITY OF TEMECULA OPERATING AS THE HOUSING SUCCESSOR TO THE FORMER REDEVELOPMENT AGENCY OF THE CITY OF TEMECULA AND TEMECULA GARDENS, L.P. Temecula, California July 2019 TABLE OF CONTENTS Page I. Introduction........................................................................................................................................1 II. Costs of the Agreements to the City................................................................................................... 4 III. Estimated Value of the Interest to be Conveyed at the Highest and Best Use Permitted Under the RedevelopmentPlan...........................................................................................................................5 IV. Estimated Value of the Interest to be Conveyed at the Use and with the Conditions, Covenants, and Development Costs Required by the Agreements....................................................................... 6 V. Compensation which the Developer will be Required to Pay 0 VI. Explanation of the Difference, if any, between the Compensation to be Paid to the City by the Proposed Transaction and the Fair Market Value of the Interest to be Conveyed at the Highest and Best Use Consistent with the Redevelopment Plan..........................................................................10 VII. Explanation of Why the Lease of the Property will Assist with the Elimination of Blight ................11 VIII. Limiting Conditions............................................................................................................................12 I. INTRODUCTION A. Purpose of Report This Summary Report was prepared in accordance with Section 33433 of the California Community Redevelopment Law in order to inform the Housing Successor to the former Redevelopment Agency of the City of Temecula (Agency), the City of Temecula (City) and the public about the proposed transaction between the City and Temecula Gardens, L.P. (Developer). As background, the City and the Developer entered into a Disposition and Development Agreement and Ground Lease in July 1998 (Original Agreements) to provide for the rehabilitation of 38 existing units and the construction of 38 new units, for a total of 76 affordable residential apartment units (Project). The Project sits on 4.14 acres of land (Property) located on Pujol Street in the City of Temecula. The Project is affordable to households at Very Low- and Low -Income levels. The Developer now plans to refinance and rehabilitate the Project. The City and the Developer propose to enter into an Assignment, Assumption and Modification of Ground Lease and Regulatory Agreement; Assignment, Assumption and Modification of Loan Agreement; and Assignment, Assumption and Modification of Promissory Note (Agreements). Rehabilitation of the Project will be financed using tax-exempt bonds and 4% Low Income Housing Tax Credits. This Report describes and specifies: 1. The costs to be incurred by the City under the Agreements; 2. The estimated value of the interest to be conveyed by the City to the Developer at the highest and best use permitted under the Redevelopment Plan; 3. The estimated value of the interest to be conveyed at the proposed use and with the conditions, covenants, and development costs pursuant to the proposed Agreements; 4. The compensation to be paid to the City pursuant to the proposed transaction; 5. An explanation of the difference, if any, between the compensation to be paid to the City under the proposed transaction, and the fair market value at the highest and best use consistent with the Redevelopment Plan; and 6. An explanation of why the conveyance of the interest will assist with the elimination of blight. Section 33433 Summary Report Page 1 Mission Village 11— Resyndication Analysis 19073 ka I 19454.048.001 B. Summary of Findings The City engaged its economic consultant, Keyser Marston Associates, Inc. (KMA), to analyze the financial terms contained in the proposed Agreements. KMA reviewed the draft Agreements under discussion between the City and the Developer as of the date of this Report. The KMA conclusions are summarized as follows: • The estimated costs of the Agreements to the City total $3,991,000. • The estimated fair market value of the interest to be conveyed at its highest and best use is $2,263,000. • The estimated fair re -use value of the interest to be conveyed is negative $1,965,000. • The estimated value of the compensation to be received by the City is $1,573,000. C. Description of Area and Proposed Project Old Town Temecula was founded in the 1880s and is located in the heart of Temecula. The Old Town area is characterized as a unique and historic environment with a distinct western theme that is present in its streetscape and architecture. The historic neighborhood offers its residents and tourists a variety of specialty shopping, dining, and entertainment uses. Table 1 describes the physical characteristics of the Project. The Project consists of 76 apartments in two-story buildings. The apartments comprise 38 two -bedroom and 38 three -bedroom units with an overall average size of 939 square feet (SF). Seventy-five (75) units will be affordable to Very Low - and Low -Income households earning up to 60% of Area Median Income (AMI). The Project is situated on a 4.14-acre site on Pujol Street in the City of Temecula. D. Proposed Transaction Terms This section summarizes the salient aspects of the business terms contained in the proposed Agreements. • The Developer will enter into a 55-year ground lease with the City (Ground Lease) for the Property. The Ground Lease will have an option to extend for an additional 20 years (Extended Term). Section 33433 Summary Report Page 2 Mission Village 11— Resyndication Analysis 19073 ka I 19454.048.001 • The Developer will rehabilitate 75 residential units, affordable to Very Low- and Low-income families, and one (1) manager unit. • It is the responsibility of the Developer to ensure that applicable City zoning and land use requirements will permit rehabilitation of the proposed Project. • The Developer will be responsible for all development costs, including site preparation, relocation, rehabilitation of the Project, and off -site improvements. • It is the responsibility of the Developer to conform to all applicable Federal and State labor laws including requirements, if any, to pay prevailing wages. • The Developer will apply to the California Debt Limit Allocation Committee (CDLAC) for a tax- exempt bond allocation. • The Developer will execute two notes in favor of the City, totaling $1,484,000, as listed below. Neither note will require the City to contribute any new cash amount to the Developer. (1) RHF Loan in the amount of $305,000. This note is effectively an assumption of an existing cash loan that the City made to the Project in 1998 (discussed in Section II-C). (2) Landlord Note in the amount of $1,179,000. This note represents a minimum ground rent amount to be paid to the City in exchange for the new 55-year lease. • The RHF Loan and Landlord Note will both have terms of 55 years and will bear simple annual interest rates of 3% commencing on the date of disbursement. • The City's annual Pledge Fund payments will be reduced to $295,000 from $305,000. • The City will receive 65% of Project -generated residual receipts. Residual receipts will be calculated as the Project's gross income less operating expenses, debt service, and repayment of deferred developer fee. Payments will be made first to pay down the RHF Loan and then to pay down the Landlord Note. Upon repayment of the Landlord Note, the City's 65% share of residual receipts will be paid to the City as Surplus Rent. • Affordability restrictions on the Project will remain in effect for a term of 55 years. Section 33433 Summary Report Page 3 Mission Village 11— Resyndication Analysis 19073 ka I 19454.048.001 II. COSTS OF THE AGREEMENTS TO THE CITY A. Summary of Costs of the Agreements to the City The estimated costs of the Agreements total $3,991,000, as summarized below. City Costs Acquisition Costs Amount $1,669,169 Existing Note (RHF Loan) $305,000 Third Party Costs $75,000 Net Present Value of Pledge Funds Amount $1,942,000 Total City Costs (Rounded) $3,991,000 B. Acquisition Costs The City's outlay for acquisition and acquisition -related costs totals $1,669,169. These costs were reported as part of original transaction in the Section 33433 Summary Report in May 1998. Acquisition costs were comprised of acquisition, relocation, demolition, and other site preparation costs. The City will not incur any new acquisition costs as a result of the proposed Agreements. C. Existing Note (RHF Loan) The City made a loan to the Project in the amount of $305,000 in 1998 (RHF Loan). Under the terms of the Agreements, this note will effectively be assumed and extended for a new 55-year term. The City will not contribute any new cash amount to the Developer. D. Third -Party Costs The gross estimate of third -party costs, comprised of legal and economic consultants, totals $75,000. E. Pledge Funds Amount Under the terms of the Original Agreements, the City is still responsible for eight (8) more years of Pledge Fund payments in the amount of $305,000 per year. Under the proposed Agreements, this annual City contribution will be reduced to $295,000. KMA estimates that the net present value (NPV) of these annual payments is $1,942,000. This value reflects a 6.0% discount rate. Section 33433 Summary Report Page 4 Mission Village 11— Resyndication Analysis 19073 ka I 19454.048.001 III. ESTIMATED VALUE OF THE INTEREST TO BE CONVEYED AT THE HIGHEST AND BEST USE PERMITTED UNDER THE REDEVELOPMENT PLAN This section presents an analysis of the fair market value of the Property at its highest and best use. In appraisal terminology, the highest and best use is that use of the Property that generates the highest property value and is physically possible, financially feasible, and legally permitted. Therefore, value at highest and best use is based solely on the value created and not on whether or not that use carries out the redevelopment goals and policies for the City. The Property is currently zoned NR (Neighborhood Residential), Old Town Specific Plan. This zoning allows for neighborhood residential use. The multi -family density allowed under this zoning is 20-35 units/acre. Pursuant to the Original Agreements, the Property is ground leased to the Developer through 2048. Therefore, the fair market value at highest and best use can be determined based on the value of the City's leased fee interest. This value has two components: (1) projected cash flow payments under the existing ground lease, and (2) the value of reversion of fee simple interest in the Property to the City at 2048. Each of these components is evaluated below. 1. Under the terms of the Original Agreements, the Developer is required to make annual rent payments to the City based on the lesser of: (a) annual Project -generated residual receipts, or (b) a schedule of rent payments delineated in the Original Agreements. In the last few years, the Developer's payments to the City have been less than the scheduled of payments and the Project has generated the same, or less, cash flow than each prior year. Based on the Project's historical performance, KMA conservatively assumed that the cash flow payments would remain at $125,000 per year through 2027 (end of Pledge Fund obligation) and then zero for the remainder of the ground lease. These annual payments are estimated to have a present value (PV) of $792,000, assuming a 10.0% discount rate. 2. Upon expiration of the Original Agreements in 2048, the Property will revert to the City. The value of the Property is estimated to have a PV of approximately $1,471,000, assuming a 10.0% discount rate. This value reflects an estimated market rate value of $150,000 per unit in 2019 dollars and escalated at 2.5% annually. Conclusion In view of the above considerations, KMA finds that the fair market value of the Property at its highest and best use is $2,263,000, as summarized below: Value at Highest and Best Use Amount Cash Flow Participation $792,000 Reversion Value $1,471,000 Total Value at Highest and Best Use $2,263,000 Section 33433 Summary Report Page 5 Mission Village 11— Resyndication Analysis 19073 ka I 19454.048.001 IV. ESTIMATED VALUE OF THE INTEREST TO BE CONVEYED AT THE USE AND WITH THE CONDITIONS, COVENANTS, AND DEVELOPMENT COSTS REQUIRED BY THE AGREEMENTS This section explains the principal conditions and covenants which the Developer of the interest to be conveyed must meet in order to comply with the Agreements. The Agreements contain specific covenants and conditions designed to ensure that the conveyance of the Property will be carried out in a manner to achieve the City's objectives, standards, and criteria under the Redevelopment Plan. Based on a detailed financial feasibility analysis of the Project, KMA concludes that the fair re -use value of the interest to be conveyed is negative $1,965,000. KMA estimated the re -use value of the interest to be conveyed based on the anticipated income characteristics of the proposed Project. Re -use value is defined as the highest price in terms of cash or its equivalent which a property or development right is expected to bring for a specified use in a competitive open market, subject to the covenants, conditions, and restrictions imposed by the Agreements. KMA reviewed and analyzed the financial pro forma submitted by the Developer for the Project. Tables 2 through 4 present the KMA residual value analysis for the proposed Project. Estimated Development Costs Table 2 summarizes estimated development costs for the Project. Total development costs for the Project are estimated at $9,145,000, or $126 per SF GBA, which equates to approximately $120,300 per dwelling unit. Total development costs consist of the following: • Direct construction costs, such as off -site improvements; on -site improvements; parking; building rehabilitation; furniture, fixtures, and equipment (FF&E); and contingency. An allowance has been factored for temporary tenant relocation. The total direct costs are estimated to be $5,424,000, or $75 per SF GBA. The estimate of direct costs does not assume the payment of prevailing wages. • Indirect costs, such as architecture and engineering, permits and fees, legal and accounting, taxes and insurance, developer fee, marketing/lease-up, and contingency. These are estimated to be $2,457,000, or 45.3% of direct costs. Section 33433 Summary Report Page 6 Mission Village 11— Resyndication Analysis 19073 ka I 19454.048.001 • Financing costs, including loan fees, interest during construction/lease-up, title/recording/escrow fees, Tax Credit Allocation Committee (TCAC) costs, and operating reserves. Total financing costs are estimated at $1,264,000, or 23.3% of direct costs. Net Operating Income Table 3 presents an estimate of stabilized Net Operating Income (NOI) for the Project, as follows: • The Agreements will restrict the residential units to 50% (Very Low Income) and 60% AMI (Low Income), consistent with California Redevelopment Law (CRL) requirements. As discussed earlier, the Developer plans to finance the Project with tax-exempt bonds and Low Income Housing Tax Credits (LIHTC). Therefore, the Developer has proposed an affordability mix that complies with the requirements of those funding sources, as shown below: 40% AMI - Very Low Income 8 units 50%AMI -Very Low Income 8 units 60% AMI — Low Income 59 units Total Restricted Units 75 units The Developer will have to comply with the more restrictive of the two programs (CRL and LIHTC) when determining the affordable rent calculations. The proposed affordability mix, shown above, results in an average affordability for the Project (excluding the Manager's unit) of 57% AMI. Additionally, the Developer has secured Project Based Vouchers (PBVs) for eight (8) of the affordable units. Based on these restrictions, total annual rental income amounts to $902,000. • Other income, such as laundry and vending, is estimated at $15 per unit per month. • A vacancy factor of 5.0% is assumed. • Total expenses have been estimated at $5,200 per unit per year. These consist of operating expenses, taxes/assessments, replacement reserves, bond monitoring fee, and tenant services. Based on these assumptions, stabilized annual NOI for the proposed Project is estimated at $475,000. Section 33433 Summary Report Page 7 Mission Village 11— Resyndication Analysis 19073 ka I 19454.048.001 Supportable Funding Sources As shown in Table 4, KMA estimates total available funding sources for the Project comprised of the following: Supportable Permanent Loan (Tax -Exempt Bond) $6,493,000 Tranche B Loan (Pledge Fund) $1,925,000 Tax Credit Equity Investment $4,108,000 Deferred Developer Fee $450,000 General Partner Equity Contribution $397,000 Multifamily Affordable Solar Housing (MASH) $361,000 RHF Loan $305,000 Solar Tax Credits $141,000 Total Sources of Funds $14,180,000 Total funding sources equal $14,180,000. These figures represent reasonable estimates of the maximum amounts available for each funding source. Residual Value —City Leased Fee Interest Table 4 also presents the KMA estimate of residual value for the City's leased fee interest. Residual value can be estimated as the difference between total available funding sources and total development costs. The comparison of total funding sources and total development costs yields a residual value for the City's leased fee interest of negative $1,965,000, as shown below: LeasedResidual Value — City Fee Interest Arnoun Total Sources of Funds $14,180,000 (Less) Development Costs ($9,145,000) (Less) Acquisition Costs— Existing Leasehold Interest ($7,000,000) Residual Value — City Leased Fee Interest ($1,965,000) Conclusion Based on the foregoing analysis, KMA concludes that the fair re -use value of the interest to be conveyed is negative $1,965,000. Section 33433 Summary Report Page 8 Mission Village 11— Resyndication Analysis 19073 ka I 19454.048.001 V. COMPENSATION WHICH THE DEVELOPER WILL BE REQUIRED TO PAY This section summarizes the total compensation to be paid by the Developer to the City for the interest to be conveyed. Developer compensation to the City will take the form of the following three (3) components: 1. The Developer will pay Advance Rent, currently estimated at $761,000. 2. The Developer agrees to pay 65% of residual receipts to the City toward repayment of the RHF Loan and Landlord Note. Upon repayment of both, the City's share of residual receipts will be collected as Surplus Rent. Tables 5 and 6 present the KMA estimate of City compensation from the Project's annual cash flow. As summarized below, the residual receipts revenue stream is estimated to have a net present value (NPV) of approximately $554,000, assuming a 10.0% discount rate. 3. Upon expiration of the Agreements, the Property will revert to the City. The value of the Property is estimated to have a NPV of approximately $258,000, assuming a 10.0% discount rate. The following summarizes the total compensation to the City: Advance Rent $761,000 Present Value of Future Cash Flow (1)(2) $554,000 Reversion Value (1)(3) $258,000 Total Compensation to City 1 $1,573,000 (1) Present value figures expressed in 2019 dollars, at a 10% discount rate. (2) Future cash flow is comprised of payments on RHF Loan, Landlord Note, and Surplus Rent. (3) Based on unrestricted market value of $150,000 per unit in 2019 dollars and escalated at 2.5%. rnnrilicinn Based on the foregoing analysis, KMA concludes that the effective compensation to be paid to the City for the interest to be conveyed is $1,573,000. Section 33433 Summary Report Page 9 Mission Village 11— Resyndication Analysis 19073 ka I 19454.048.001 VI. EXPLANATION OF THE DIFFERENCE, IF ANY, BETWEEN THE COMPENSATION TO BE PAID TO THE CITY BY THE PROPOSED TRANSACTION AND THE FAIR MARKET VALUE OF THE INTEREST TO BE CONVEYED AT THE HIGHEST AND BEST USE CONSISTENT WITH THE REDEVELOPMENT PLAN The fair market value of the interest to be conveyed at its highest and best use is estimated by KMA to be $2,263,000. The compensation to be paid to the City pursuant to the Agreements is estimated by KMA to be $1,573,000. Factors affecting the difference in compensation to the City and fair market value of the interest to be conveyed at highest and best use include: • The Project will consist of apartment units restricted to Very Low- and Low -Income households for 55 years. • The Project is proposed to receive a subsidy from the Low Income Housing Tax Credit program, which imposes specific covenants and restrictions on development and operation of the Project. • The Project was developed on a ground lease rather than fee simple ownership. Section 33433 Summary Report Page 10 Mission Village 11— Resyndication Analysis 19073 ka I 19454.048.001 VII. EXPLANATION OF WHY THE SALE OF THE PROPERTY WILL ASSIST WITH THE ELIMINATION OF BLIGHT The Redevelopment Plan (Plan) for the Redevelopment Project Area governs the Property. In accordance with Section 33490 of the California Community Redevelopment Law, the Plan contains the goals and objectives and the projects and expenditures proposed to eliminate blight within the Project Area. These blighting factors include: • The subdividing and sale of lots of irregular form and shape, and inadequate size, for proper usefulness and development. • A prevalence of depreciated values and impaired investments. Implementation of the proposed Agreements can be expected to assist in the alleviation of blighting conditions through the following: • Installation of new public improvements and community amenities. • Creation of housing opportunities for extremely-, very-, and low-income residents. Section 33433 Summary Report Page 11 Mission Village 11— Resyndication Analysis 19073 ka I 19454.048.001 VIII. LIMITING CONDITIONS The estimates of re -use value and fair market value at the highest and best use contained in this Summary Report assume compliance with the following assumptions: 1. The ultimate development will not vary significantly from that assumed in this Report. 2. The title of the Property is good and marketable; no title search has been made, nor have we attempted to determine the ownership of the property. The value estimates are given without regard to any questions of title, boundaries, encumbrances, liens or encroachments. It is assumed that all assessments, if any are paid. 3. The Property will be in conformance with the applicable zoning and building ordinances. 4. Information provided by such local sources as governmental agencies, financial institutions, realtors, buyers, sellers, and others was considered in light of its source, and checked by secondary means. 5. If an unforeseen change occurs in the economy, the conclusions herein may no longer be valid. 6. The Developer will adhere to the schedule of performance described in the Agreements. 7. Both parties are well informed and well advised and each is acting prudently in what he/she considers his/her own best interest. 8. KMA is not advising or recommending any action betaken by the City with respect to any prospective, new or existing municipal financial products or issuance of municipal securities (including with respect to the structure, timing, terms and other similar matters concerning such financial products or issues). 9. KMA is not acting as a Municipal Advisor to the City and does not assume any fiduciary duty hereunder, including, without limitation, a fiduciary duty to the City pursuant to Section 15B of the Exchange Act with respect to the services provided hereunder and any information and material contained in KMA's work product. 10. The City shall discuss any such information and material contained in KMA's work product with any and all internal and/or external advisors and experts, including its own Municipal Advisors, that it deems appropriate before acting on the information and material. attachments Section 33433 Summary Report Page 12 Mission Village 11— Resyndication Analysis 19073 ka I 19454.048.001 TABLE 1 PROJECT DESCRIPTION MISSION VILLAGE II - RE -SYNDICATION ANALYSIS CITY OF TEMECULA I. Site Address Pujol Street, Temecula II. Site Area 4.14 Acres III. Gross Building Area (1) Net Residential Area 71,364 SF 98% Common Area 1,150 SF 2% Circulation 0 SF 0% Total Gross Building Area 72,514 SF 100% IV. Number of Stories / Type 2 Stories / Type V V. Unit Mix Average Number of Units Unit Size (1) Two Bedroom 38 Units 50% 825 SF Three Bedroom 38 Units 50% 1,053 SF Number of Units 76 Units 100% 939 SF VI. Density 18 Units/Acre VII. Affordability Mix Units @ 40% of AMI 8 Units 11% Units @ 50% of AMI 8 Units 11% Units @ 60% of AMI 59 Units 78% Manager 1 Unit 1% Total/Average 76 Units 100% Average Affordability 57% of AMI (excl. Manager unit) Vill. Parking (2) Carport and Surface Parking Parking Spaces 156 Spaces Parking Ratio 2.05 Spaces/Unit (1) Per Developer correspondence dated May 22, 2018. (2) Per Developer correspondence dated April 20, 2018. Prepared by: Keyser Marston Associates, Inc. Filename: Temecula_Mission Village II_v15_33433 Repo rt;7/25/2019;rsp Page 13 TABLE 2 ESTIMATED DEVELOPMENT COSTS MISSION VILLAGE II - RE -SYNDICATION ANALYSIS CITY OF TEMECULA Totals Per Unit Comments I. Direct Costs (1)(2) Off -Site Improvements (3) $0 $0 $0 Per SF Site Demolition $0 $0 Allowance On -Site Improvements $0 $0 $0 Per SF Site Temporary Relocation $228,000 $3,000 Allowance Parking $0 $0 Included below Rehabilitation $3,579,270 $47,096 $49 Per SF GBA Solar $1,053,142 $13,857 $15 Per SF GBA FF&E $100,000 $1,316 Allowance Contingency $463,241 $6,095 9.3% of Directs Total Direct Costs $5,423,653 $71,364 $75 Per SF GBA II. Indirect Costs Architecture & Engineering $183,200 $2,411 3.4% of Directs Permits & Fees (3) $76,494 $1,007 $1 Per SF GBA Legal & Accounting $200,000 $2,632 3.7% of Directs Taxes & Insurance $50,000 $658 0.9% of Directs Developer Fee $1,844,484 $24,270 34.0% of Directs Marketing/Lease-Up $20,000 $263 Allowance Contingency $83,219 $1,095 3.5% of Indirects Total Indirect Costs $2,457,397 $32,334 45.3% of Directs III. Financing Costs Loan Fees $376,664 $4,956 6.9% of Directs Interest During Construction $300,000 $3,947 5.5% of Directs Interest During Lease -Up $315,000 $4,145 5.8% of Directs Title/Recording/Escrow Costs $25,000 $329 0.5% of Directs TCAC/Syndication Fees $50,028 $658 0.9% of Directs Operating Lease-Up/Reserves $197,000 $2,592 3.6% of Directs Total Financing Costs $1,263,692 $16,628 23.3% of Directs IV. Total Costs - Excl. Acquisition (Rounded) $9,145,000 $120,329 $126 Per SF GBA V. Acquisition Costs (4) Land Acquisition $1,000,000 $13,158 $6 Per SF Site Improvements $6,000,000 $78,947 $83 Per SF GBA Total Acquisition Costs $7,000,000 $92,105 $97 Per SF GBA VI. Total Costs - Incl. Acquisition (Rounded) $16,145,000 $212,434 $223 Per SF GBA (1) Does not assume the payment of prevailing wages. (2) Includes pro rata portion of general conditions/contractor fee. (3) Estimate; not verified by KMA or City. (4) Pending verification from appraisal. Prepared by: Keyser Marston Associates, Inc. Filename: Temecula -Mission Village II_v15_33433 Report;7/25/2019;rsp Page 14 TABLE 3 NET OPERATING INCOME MISSION VILLAGE II - RE -SYNDICATION ANALYSIS CITY OF TEMECULA # of Total Total I. Gross Scheduled Income Units Month (i) Vouchers Month Annual Two Bedroom @ 40%AMI 4 $627 $574 $1,201 $57,648 Two Bedroom @ 50%AMI 4 $764 -- $764 $36,672 Two Bedroom @ 60%AMI 30 $921 -- $921 $331,560 --------------------------------------------------------------------------------------------------------------------- Three Bedroom @ 40%AMI 4 $717 $1,002 $1,719 $82,512 Three Bedroom @ 50%AMI 4 $841 -- $841 $40,368 Three Bedroom @ 60%AMI 29 $1,016 -- $1,016 $353,568 Three Bedroom --------------------------------------------------------------------------------------------------------------------- @ Manager 1 $0 -- $0 $0 Total/Average 76 $906 $788 $989 $902,328 --------------------------------------------------------------------------------------------------------------------- Add: Other Income $15 /Unit/Month $14,000 Total Gross Scheduled Income (GSI) $916,328 II. Effective Gross Income (EGI) (Less) Vacancy 5.0% of GSI 45 816 Total Effective Gross Income (EGI) $870,512 III. Operating Expenses (Less) Operating Expenses $4,488 /Unit/Year ($341,076) (Less) Tenant Services $197 /Unit/Year ($15,000) (Less) Taxes/Assessments (2) $87 /Unit/Year ($6,575) (Less) Replacement Reserves $300 /Unit/Year ($22,800) (Less) Bond Monitoring Fee 132 /Unit/Year 10 000 Total Expenses $5,203 /Unit/Year ($395,451) 45.4% of EGI IV. Net Operating Income $475,061 (1) Affordable rents reflect the lessor of 2019 Tax Credit Allocation Committee (TCAC) or 2019 Califironia Redevelopment Law (CRL) maximum rents. These rent figures are net of estimated CUAC monthly utility allowance of $20 for two -bedroom and $30 for three -bedroom units. See Worksheets A through C. (2) Assumes that the project will qualify for tax-exempt status. Prepared by: Keyser Marston Associates, Inc. Filename: Temecula_Mission Village II_v15_33433 Repo rt;7/25/2019;rsp Page 15 TABLE 4 RESIDUAL VALUE - CITY LEASED FEE INTEREST MISSION VILLAGE II - RE -SYNDICATION ANALYSIS CITY OF TEMECULA I. Sources of Funds Total Per Unit Supportable Permanent Loan (1) $6,493,000 $85,400 Tranche B Loan (Pledge Fund) (2) $1,925,000 $25,300 Tax Credit Equity Investment (3) $4,108,000 $54,100 Deferred Developer Fee (4) $450,000 $5,900 General Partner Equity Contribution $397,000 $5,200 Multifamily Affordable Solar Housing (MASH) $361,000 $4,800 Existing City Loan (RHF Loan) $305,000 $4,000 Solar Tax Credits $141,000 $1,900 Total Sources of Funds $14,180,000 $186,600 II. (Less) Development Costs - Excl. Acquisition Costs ($9,145,000) 120 300 III. Residual Value -Total $5,035,000 $66,300 IV. (Less) Acquisition Costs - Existing Leasehold Interest ($7,000,000) 92 100 V. Residual Value - City Leased Fee Interest ($1,965,000) ($25,900) Prepared by: Keyser Marston Associates, Inc. Filename: Temecula_Mission Village II_v15_33433 Repo rt;7/25/2019;rsp Page 16 TABLE 4 (CONT-D.) RESIDUAL VALUE - CITY LEASED FEE INTEREST MISSION VILLAGE II - RE -SYNDICATION ANALYSIS CITY OF TEMECULA (1) Supportable Permanent Loan NOI $475,061 Interest Rate 5.00% Term (years) 35 Debt Coverage Ratio 1.21 Annual Debt Service $393,264 Supportable Permanent Loan $6,493,521 (2) Loan on Pledge Fund NOI $295,000 Interest Rate 5.00% Term (years) 8 Debt Coverage Ratio 1.01 Annual Debt Service $292,444 Supportable Permanent Loan $1,925,000 (3) Low Income Housing Tax Credits (Federal) Estimate of Eligible Basis: Total Development Costs $16,145,000 (Less) Subtotal Ineligible Costs 14% ($2,267,650) Eligible Basis $13,877,350 Acquisition Basis 50% $6,899,999 Rehabilitation Basis 50% $6,977,351 Total Eligible Basis 100% $13,877,350 Tax Credit Proceeds: Maximum Eligible Basis $13,877,350 Acquisition Basis/Applicable Factor 100% $6,899,999 Impacted Bonus Factor (Rehabilitation Basis) 100% $6,977,351 Total Credit Qualified Basis $13,877,350 Adjusted Qualified Basis 100% $13,877,350 Tax Credit Rate 3.25% $451,014 Total Tax Credits @ 10 $4,510,139 Limited Partner Share 99.00% $4,465,037 Present Market Value @ 92.0% $4,107,834 (4) Estimate of Deferred Developer Overhead Fee Eligible Basis $13,877,350 (Less) Developer Fee ($1,844,484) Unadjusted Eligible Basis $12,032,866 Total Developer Overhead Fee 15.3% $1,844,484 Developer Overhead Fee $1,844,484 Deferred Developer Overhead Fee $450,000 General Partner Equity Contribution $397,000 Total Deferred Developer Overhead Fee 45.9% $847,000 Prepared by: Keyser Marston Associates, Inc. Filename: Temecula_Mission Village II_v15_33433 Report;7/25/2019;rsp Page 17 TABLE 5 CASH FLOW PROJECTION MISSION VILLAGE II - RE -SYNDICATION ANALYSIS CITY OF TEMECULA 1 2 3 4 5 6 7 8 9 10 I. Gross Scheduled Income (GSI) 2.0% $902,328 $920,375 $938,782 $957,558 $976,709 $996,243 $1,016,168 $1,036,491 $1,057,221 $1,078,365 Other Income 2.0% $14,000 $14,280 $14,566 $14,857 $15,154 $15,457 $15,766 $16,082 $16,403 $16,731 (Less) Vacancy 5.0% 45 816 46 733 47 668 48 621 49 594 50 585 51 597 52 629 53 682 54 755 II. Effective Gross Income (EGI) $870,512 $887,921 $905,680 $923,793 $942,269 $961,115 $980,337 $999,944 $1,019,943 $1,040,341 (Less) Operating Expenses (1) 395 451 407 249 419 399 431 913 444 800 458 073 471 743 485 821 500 320 515 253 III. Net Operating Income (NOI) $475,061 $480,673 $486,281 $491,881 $497,469 $503,041 $508,594 $514,123 $519,622 $525,089 (Less) Debt Service - Permanent Loan 393 264 393 264 393 264 393 264 393 264 393 264 393 264 393 264 393 264 393 264 IV. Project Cash Flow $81,797 $87,409 $93,017 $98,617 $104,205 $109,777 $115,330 $120,859 $126,358 $131,825 V. Asset Management Fees (Less) Limited Partner Asset Mgmt. Fee 3.0% ($5,000) ($5,150) ($5,305) ($5,464) ($5,628) ($5,796) ($5,970) ($6,149) ($6,334) ($6,524) (Less) General Partner Asset Mgmt. Fee 3.0% 20 000 20 600 21 218 21855 22 510 23 185 23 881 24 597 25 335 26 095 Total ($25,000) ($25,750) ($26,523) ($27,318) ($28,138) ($28,982) ($29,851) ($30,747) ($31,669) ($32,619) VI. Net Cash Flow $56,797 $61,659 $66,494 $71,298 $76,067 $80,796 $85,479 $90,112 $94,689 $99,205 VII. Developer Fee Repayment Beginning Balance 1 $450,000 $402,203 $348,588 $289,066 $223,549 $151,953 $74,196 Interest 2.0% $9,000 $8,044 $6,972 $5,781 $4,471 $3,039 $1,484 (Less) Cash Flow Credit 56 797 61 659 66 494 71 298 76 067 80 796 75 680 Ending Balance $402,203 $348,588 $289,066 $223,549 $151,953 $74,196 $0 Vill. Cash Flow Available for Distribution $0 $0 $0 $0 $0 $0 $9,799 $90,112 $94,689 $99,205 (1) Reflects annual escalation at 3.0% for operating expenses, tenant services, monitoring fee, and replacement reserves; and 2.0% for taxes/assessments. Prepared by: Keyser Marston Associates, Inc. Filename is\Temecula_Mission Village II_v15_33433 Report; 7/25/2019;rsp Page 18 TABLE 5 CASH FLOW PROJECTION MISSION VILLAGE II - RE -SYNDICATION ANALYSIS CITY OF TEMECULA 11 12 13 14 15 16 17 18 19 20 I. Gross Scheduled Income (GSI) 2.0% $1,099,933 $1,121,931 $1,144,370 $1,167,257 $1,190,603 $1,214,415 $1,238,703 $1,263,477 $1,288,747 $1,314,522 Other Income 2.0% $17,066 $17,407 $17,755 $18,110 $18,473 $18,842 $19,219 $19,603 $19,995 $20,395 (Less) Vacancy 5.0% 55 850 56 967 58 107 59 269 60 454 61 663 62 897 64 155 65 438 66 746 II. Effective Gross Income (EGI) $1,061,148 $1,082,371 $1,104,019 $1,126,099 $1,148,621 $1,171,593 $1,195,025 $1,218,926 $1,243,304 $1,268,170 (Less) Operating Expenses (1) 530 632 546 471 562 783 579 583 596 885 614 705 633 058 651 959 671 426 691 475 III. Net Operating Income (NOI) $530,517 $535,901 $541,236 $546,516 $551,736 $556,888 $561,967 $566,966 $571,878 $576,695 (Less) Debt Service - Permanent Loan 393 264 393 264 393 264 393 264 393 264 393 264 393 264 393 264 393 264 393 264 IV. Project Cash Flow $137,253 $142,637 $147,972 $153,252 $158,472 $163,624 $168,703 $173,702 $178,614 $183,431 V. Asset Management Fees (Less) Limited Partner Asset Mgmt. Fee 3.0% ($6,720) ($6,921) ($7,129) ($7,343) ($7,563) $0 $0 $0 $0 $0 (Less) General Partner Asset Mgmt. Fee 3.0% 26 878 27 685 28 515 29 371 30 252 31 159 32 094 33 057 34 049 35 070 Total ($33,598) ($34,606) ($35,644) ($36,713) ($37,815) ($31,159) ($32,094) ($33,057) ($34,049) ($35,070) VI. Net Cash Flow $103,655 $108,031 $112,328 $116,539 $120,657 $132,465 $136,609 $140,645 $144,566 $148,361 VII. Developer Fee Repayment Beginning Balance Interest 2.0% (Less) Cash Flow Credit Ending Balance Vill. Cash Flow Available for Distribution $103,655 $108,031 $112,328 $116,539 $120,657 $132,465 $136,609 $140,645 $144,566 $148,361 (1) Reflects annual escalation at 3.0% for operating expenses, tenant services, monitoring fee, and replacement reserves; and 2.0% for taxes/assessments. Prepared by: Keyser Marston Associates, Inc. Filename is\Temecula_Mission Village II_v15_33433 Report; 7/25/2019;rsp Page 19 TABLE 5 CASH FLOW PROJECTION MISSION VILLAGE II - RE -SYNDICATION ANALYSIS CITY OF TEMECULA 21 22 23 24 25 26 27 28 29 30 I. Gross Scheduled Income (GSI) 2.0% $1,340,812 $1,367,628 $1,394,981 $1,422,880 $1,451,338 $1,480,365 $1,509,972 $1,540,171 $1,570,975 $1,602,394 Other Income 2.0% $20,803 $21,219 $21,644 $22,077 $22,518 $22,968 $23,428 $23,896 $24,374 $24,862 (Less) Vacancy 5.0% 68 081 69 443 70 832 72 249 73 694 75 167 76 671 78 204 79 768 81 364 II. Effective Gross Income (EGI) $1,293,534 $1,319,404 $1,345,793 $1,372,708 $1,400,163 $1,428,166 $1,456,729 $1,485,864 $1,515,581 $1,545,893 (Less) Operating Expenses (1) 712 123 733 389 755 291 777 849 801 080 825 007 849 649 875 029 901 167 928 088 III. Net Operating Income (NOI) $581,410 $586,015 $590,501 $594,860 $599,082 $603,159 $607,080 $610,835 $614,414 $617,805 (Less) Debt Service - Permanent Loan 393 264 393 264 393 264 393 264 393 264 393 264 393 264 393 264 393 264 393 264 IV. Project Cash Flow $188,146 $192,751 $197,237 $201,596 $205,818 $209,895 $213,816 $217,571 $221,150 $224,541 V. Asset Management Fees (Less) Limited Partner Asset Mgmt. Fee 3.0% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 (Less) General Partner Asset Mgmt. Fee 3.0% 36 122 37 206 38 322 39 472 40 656 41 876 43 132 44 426 45 759 47 131 Total ($36,122) ($37,206) ($38,322) ($39,472) ($40,656) ($41,876) ($43,132) ($44,426) ($45,759) ($47,131) VI. Net Cash Flow $152,024 $155,545 $158,915 $162,124 $165,162 $168,019 $170,684 $173,145 $175,391 $177,409 VII. Developer Fee Repayment Beginning Balance Interest 2.0% (Less) Cash Flow Credit Ending Balance Vill. Cash Flow Available for Distribution $152,024 $155,545 $158,915 $162,124 $165,162 $168,019 $170,684 $173,145 $175,391 $177,409 (1) Reflects annual escalation at 3.0% for operating expenses, tenant services, monitoring fee, and replacement reserves; and 2.0% for taxes/assessments. Prepared by: Keyser Marston Associates, Inc. Filename is\Temecula_Mission Village II_v15_33433 Report; 7/25/2019;rsp Page 20 TABLE 5 CASH FLOW PROJECTION MISSION VILLAGE II - RE -SYNDICATION ANALYSIS CITY OF TEMECULA 31 32 33 34 35 36 37 38 39 40 I. Gross Scheduled Income (GSI) 2.0% $1,634,442 $1,667,131 $1,700,474 $1,734,483 $1,769,173 $1,804,556 $1,840,647 $1,877,460 $1,915,010 $1,953,310 Other Income 2.0% $25,359 $25,866 $26,384 $26,911 $27,449 $27,998 $28,558 $29,130 $29,712 $30,306 (Less) Vacancy 5.0% 82 991 84 651 86 344 88 071 89 832 91 629 93 461 95 330 97 237 99 182 II. Effective Gross Income (EGI) $1,576,810 $1,608,347 $1,640,514 $1,673,324 $1,706,790 $1,740,926 $1,775,745 $1,811,260 $1,847,485 $1,884,434 (Less) Operating Expenses (1) 955 814 984 369 ($1,013,779) ($1,044,068) ($1,075,264) ($1,107,393) ($1,140,483) ($1,174,564) ($1,209,664) ($1,245,814) III. Net Operating Income (NOI) $620,997 $623,978 $626,735 $629,256 $631,527 $633,533 $635,262 $636,696 $637,821 $638,621 (Less) Debt Service - Permanent Loan 393 264 393 264 393 264 393 264 393 264 LO LO LO LO LO IV. Project Cash Flow $227,733 $230,714 $233,471 $235,992 $238,263 $633,533 $635,262 $636,696 $637,821 $638,621 V. Asset Management Fees (Less) Limited Partner Asset Mgmt. Fee 3.0% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 (Less) General Partner Asset Mgmt. Fee 3.0% 48 545 50 002 51 502 53 047 54 638 56 277 57 966 59 705 61496 63 341 Total ($48,545) ($50,002) ($51,502) ($53,047) ($54,638) ($56,277) ($57,966) ($59,705) ($61,496) ($63,341) VI. Net Cash Flow $179,187 $180,712 $181,969 $182,945 $183,624 $577,256 $577,296 $576,992 $576,326 $575,280 VII. Developer Fee Repayment Beginning Balance Interest 2.0% (Less) Cash Flow Credit Ending Balance Vill. Cash Flow Available for Distribution $179,187 $180,712 $181,969 $182,945 $183,624 $577,256 $577,296 $576,992 $576,326 $575,280 (1) Reflects annual escalation at 3.0% for operating expenses, tenant services, monitoring fee, and replacement reserves; and 2.0% for taxes/assessments. Prepared by: Keyser Marston Associates, Inc. Filename is\Temecula_Mission Village II_v15_33433 Report; 7/25/2019;rsp Page 21 TABLE 5 CASH FLOW PROJECTION MISSION VILLAGE II - RE -SYNDICATION ANALYSIS CITY OF TEMECULA 41 42 43 44 45 46 47 48 49 50 I. Gross Scheduled Income (GSI) 2.0% $1,992,376 $2,032,224 $2,072,868 $2,114,325 $2,156,612 $2,199,744 $2,243,739 $2,288,614 $2,334,386 $2,381,074 Other Income 2.0% $30,913 $31,531 $32,161 $32,805 $33,461 $34,130 $34,813 $35,509 $36,219 $36,943 (Less) Vacancy 5.0% 101 165 103 189 105 252 107 358 109 505 111 695 113 929 116 207 118 531 120 902 II. Effective Gross Income (EGI) $1,922,123 $1,960,566 $1,999,777 $2,039,772 $2,080,568 $2,122,179 $2,164,623 $2,207,915 $2,252,074 $2,297,115 (Less) Operating Expenses (1) ($1,283,046) ($1,321,392) ($1,360,886) ($1,401,561) ($1,443,454) ($1,486,601) ($1,531,038) ($1,576,806) ($1,623,944) ($1,672,492) III. Net Operating Income (NOI) $639,077 $639,173 $638,891 $638,211 $637,114 $635,579 $633,584 $631,109 $628,130 $624,623 (Less) Debt Service - Permanent Loan LO LO LO LO LO LO LO LO LO LO IV. Project Cash Flow $639,077 $639,173 $638,891 $638,211 $637,114 $635,579 $633,584 $631,109 $628,130 $624,623 V. Asset Management Fees (Less) Limited Partner Asset Mgmt. Fee 3.0% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 (Less) General Partner Asset Mgmt. Fee 3.0% 65 241 67 198 69 214 71 290 73 429 75 632 77 901 80 238 82 645 85 124 Total ($65,241) ($67,198) ($69,214) ($71,290) ($73,429) ($75,632) ($77,901) ($80,238) ($82,645) ($85,124) VI. Net Cash Flow $573,836 $571,975 $569,677 $566,921 $563,685 $559,947 $555,684 $550,871 $545,485 $539,499 VII. Developer Fee Repayment Beginning Balance Interest 2.0% (Less) Cash Flow Credit Ending Balance Vill. Cash Flow Available for Distribution $573,836 $571,975 $569,677 $566,921 $563,685 $559,947 $555,684 $550,871 $545,485 $539,499 (1) Reflects annual escalation at 3.0% for operating expenses, tenant services, monitoring fee, and replacement reserves; and 2.0% for taxes/assessments. Prepared by: Keyser Marston Associates, Inc. Filename is\Temecula_Mission Village II_v15_33433 Report; 7/25/2019;rsp Page 22 TABLE 5 CASH FLOW PROJECTION MISSION VILLAGE II - RE -SYNDICATION ANALYSIS CITY OF TEMECULA I. Gross Scheduled Income (GSI) Other Income (Less) Vacancy II. Effective Gross Income (EGI) (Less) Operating Expenses (1) III. Net Operating Income (NOI) (Less) Debt Service - Permanent Loan IV. Project Cash Flow 51 52 53 54 55 2.0% $2,428,695 $2,477,269 $2,526,815 $2,577,351 $2,628,898 2.0% $37,682 $38,436 $39,205 $39,989 $40,788 5.0% 123 320 125 786 128 302 130 868 133 486 $2,343,057 $2,389,919 $2,437,717 $2,486,471 $2,536,201 ($1,722,493) ($1,773,991) ($1,827,030) ($1,881,657) ($1,937,919) $620,564 $615,928 $610,687 $604,814 $598,282 $620,564 $615,928 $610,687 $604,814 $598,282 V. Asset Management Fees (Less) Limited Partner Asset Mgmt. Fee 3.0% $0 $0 $0 $0 $0 (Less) General Partner Asset Mgmt. Fee 3.0% 87 678 90 308 93 018 95 808 98 682 Total ($87,678) ($90,308) ($93,018) ($95,808) ($98,682) VI. Net Cash Flow $532,886 $525,619 $517,669 $509,006 $499,599 VII. Developer Fee Repayment Beginning Balance Interest 2.0% (Less) Cash Flow Credit Ending Balance Vill. Cash Flow Available for Distribution $532,886 $525,619 $517,669 $509,006 $499,599 (1) Reflects annual escalation at 3.0% for operating expenses, tenant services, monitoring fee, and replacement reserves; and 2.0% for taxes/assessments. Prepared by: Keyser Marston Associates, Inc. Filename is\Temecula_Mission Village II_v15_33433 Report; 7/25/2019;rsp Page 23 TABLE 6 DISTRIBUTION OF CASH FLOW AFTER REPAYMENT OF DEFERRED FEE MISSION VILLAGE II - RE -SYNDICATION ANALYSIS CITY OF TEMECULA Operating Year: 1 2 3 4 5 6 7 8 9 I. Cash Flow Available for Distribution $0 $0 $0 $0 $0 $0 $9,799 $90,112 $94,689 II. Cash Flow Allocated to Pay Down Notes 65% $0 $0 $0 $0 $0 $0 $6,369 $58,573 $61,548 or Ground Rent III. City RHF Loan Repayment Beginning Balance $305,000 $314,150 $323,300 $332,450 $341,600 $350,750 $359,900 $362,681 $313,258 Interest 3.0% $9,150 $9,150 $9,150 $9,150 $9,150 $9,150 $9,150 $9,150 $9,150 (Less) Cash Flow Credit LO LO LO LO LO ($6,369) ($58,573) ($61,548) Ending Balance $314,150 $323,300 $332,450 $341,600 $350,750 $359,900 $362,681 $313,258 $260,860 IV. City Landlord Note Repayment Beginning Balance $1,179,000 $1,214,370 $1,249,740 $1,285,110 $1,320,480 $1,355,850 $1,391,220 $1,426,590 $1,461,960 Interest 3.0% $35,370 $35,370 $35,370 $35,370 $35,370 $35,370 $35,370 $35,370 $35,370 (Less) Cash Flow Credit LO LO LO LO LO LO LO LO LO Ending Balance $1,214,370 $1,249,740 $1,285,110 $1,320,480 $1,355,850 $1,391,220 $1,426,590 $1,461,960 $1,497,330 V. Surplus Rent to City $0 $0 $0 $0 $0 $0 $0 $0 $0 VI. Total Payments to City $0 $0 $0 $0 $0 $0 $6,369 $58,573 $61,548 Net Present Value @ 10.0% in 2019 $812,000 (1) Reversion value based on unrestricted market value of $150,000 per unit in $2019 and escalated at 2.5%. Prepared by: Keyser Marston Associates, Inc. Filename is\Temecula_Mission Village II_v15_33433 Report; 7/25/2019;rsp Page 24 TABLE 6 DISTRIBUTION OF CASH FLOW AFTER REPAYMENT OF DEFERRED FEE MISSION VILLAGE II - RE -SYNDICATION ANALYSIS CITY OF TEMECULA Operating Year: 10 11 12 13 14 15 16 17 18 I. Cash Flow Available for Distribution $99,205 $103,655 $108,031 $112,328 $116,539 $120,657 $132,465 $136,609 $140,645 II. Cash Flow Allocated to Pay Down Notes 65% $64,483 $67,376 $70,220 $73,013 $75,750 $78,427 $86,102 $88,796 $91,420 or Ground Rent III. City RHF Loan Repayment Beginning Balance $260,860 $204,202 $142,953 $77,022 $6,319 Interest 3.0% $7,826 $6,126 $4,289 $2,311 $190 (Less) Cash Flow Credit ($64,483) ($67,376) ($70,220) ($73,013) 6 509 Ending Balance $204,202 $142,953 $77,022 $6,319 $0 IV. City Landlord Note Repayment Beginning Balance $1,497,330 $1,532,700 $1,568,070 $1,603,440 $1,638,810 $1,604,939 $1,561,882 $1,511,149 $1,457,723 Interest 3.0% $35,370 $35,370 $35,370 $35,370 $35,370 $35,370 $35,370 $35,370 $35,370 (Less) Cash Flow Credit LO LO LO 69 241 ($78,427) ($86,102) ($88,796) 91420 Ending Balance $1,532,700 $1,568,070 $1,603,440 $1,638,810 $1,604,939 $1,561,882 $1,511,149 $1,457,723 $1,401,674 V. Surplus Rent to City $0 $0 $0 $0 $0 $0 $0 $0 $0 VI. Total Payments to City $64,483 $67,376 $70,220 $73,013 $75,750 $78,427 $86,102 $88,796 $91,420 Net Present Value @ 10.0% in 2019 $812,000 (1) Reversion value based on unrestricted market value of $150,000 per unit in $2019 and escalated at 2.5%. Prepared by: Keyser Marston Associates, Inc. Filename is\Temecula_Mission Village II_v15_33433 Report; 7/25/2019;rsp Page 25 TABLE 6 DISTRIBUTION OF CASH FLOW AFTER REPAYMENT OF DEFERRED FEE MISSION VILLAGE II - RE -SYNDICATION ANALYSIS CITY OF TEMECULA Operating Year: 19 20 21 22 23 24 25 26 27 I. Cash Flow Available for Distribution $144,566 $148,361 $152,024 $155,545 $158,915 $162,124 $165,162 $168,019 $170,684 II. Cash Flow Allocated to Pay Down Notes 65% $93,968 $96,435 $98,816 $101,104 $103,295 $105,381 $107,356 $109,213 $110,945 or Ground Rent III. City RHF Loan Repayment Beginning Balance Interest 3.0% (Less) Cash Flow Credit Ending Balance IV. City Landlord Note Repayment Beginning Balance $1,401,674 $1,343,076 $1,282,011 $1,218,566 $1,152,831 $1,084,122 $1,011,264 $934,247 $853,062 Interest 3.0% $35,370 $35,370 $35,370 $35,370 $34,585 $32,524 $30,338 $28,027 $25,592 (Less) Cash Flow Credit ($93,968) ($96,435) ($98,816) ($101,104) ($103,295) ($105,381) ($107,356) ($109,213) ($110,945) Ending Balance $1,343,076 $1,282,011 $1,218,566 $1,152,831 $1,084,122 $1,011,264 $934,247 $853,062 $767,709 V. Surplus Rent to City $0 $0 $0 $0 $0 $0 $0 $0 $0 VI. Total Payments to City $93,968 $96,435 $98,816 $101,104 $103,295 $105,381 $107,356 $109,213 $110,945 Net Present Value @ 10.0% in 2019 $812,000 (1) Reversion value based on unrestricted market value of $150,000 per unit in $2019 and escalated at 2.5%. Prepared by: Keyser Marston Associates, Inc. Filename is\Temecula_Mission Village II_v15_33433 Report; 7/25/2019;rsp Page 26 TABLE 6 DISTRIBUTION OF CASH FLOW AFTER REPAYMENT OF DEFERRED FEE MISSION VILLAGE II - RE -SYNDICATION ANALYSIS CITY OF TEMECULA Operating Year: 28 29 30 31 32 33 34 35 36 I. Cash Flow Available for Distribution $173,145 $175,391 $177,409 $179,187 $180,712 $181,969 $182,945 $183,624 $577,256 II. Cash Flow Allocated to Pay Down Notes 65% $112,544 $114,004 $115,316 $116,472 $117,463 $118,280 $118,914 $119,356 $375,216 or Ground Rent III. City RHF Loan Repayment Beginning Balance Interest 3.0% (Less) Cash Flow Credit Ending Balance IV. City Landlord Note Repayment Beginning Balance $767,709 $678,196 $584,538 $486,758 $384,888 $278,972 $169,062 $55,219 Interest 3.0% $23,031 $20,346 $17,536 $14,603 $11,547 $8,369 $5,072 $1,657 (Less) Cash Flow Credit ($112,544) ($114,004) ($115,316) ($116,472) ($117,463) ($118,280) ($118,914) 56 876 Ending Balance $678,196 $584,538 $486,758 $384,888 $278,972 $169,062 $55,219 $0 V. Surplus Rent to City $0 $0 $0 $0 $0 $0 $0 $62,480 $375,216 VI. Total Payments to City $112,544 $114,004 $115,316 $116,472 $117,463 $118,280 $118,914 $119,356 $375,216 Net Present Value @ 10.0% in 2019 $812,000 (1) Reversion value based on unrestricted market value of $150,000 per unit in $2019 and escalated at 2.5%. Prepared by: Keyser Marston Associates, Inc. Filename is\Temecula_Mission Village II_v15_33433 Report; 7/25/2019;rsp Page 27 TABLE 6 DISTRIBUTION OF CASH FLOW AFTER REPAYMENT OF DEFERRED FEE MISSION VILLAGE II - RE -SYNDICATION ANALYSIS CITY OF TEMECULA Operating Year: 37 38 39 40 41 42 43 44 45 I. Cash Flow Available for Distribution $577,296 $576,992 $576,326 $575,280 $573,836 $571,975 $569,677 $566,921 $563,685 II. Cash Flow Allocated to Pay Down Notes 65% $375,242 $375,045 $374,612 $373,932 $372,994 $371,784 $370,290 $368,498 $366,395 or Ground Rent III. City RHF Loan Repayment Beginning Balance Interest 3.0% (Less) Cash Flow Credit Ending Balance IV. City Landlord Note Repayment Beginning Balance Interest 3.0% (Less) Cash Flow Credit Ending Balance V. Surplus Rent to City $375,242 $375,045 $374,612 $373,932 $372,994 $371,784 $370,290 $368,498 $366,395 VI. Total Payments to City $375,242 $375,045 $374,612 $373,932 $372,994 $371,784 $370,290 $368,498 $366,395 Net Present Value @ 10.0% in 2019 $812,000 (1) Reversion value based on unrestricted market value of $150,000 per unit in $2019 and escalated at 2.5%. Prepared by: Keyser Marston Associates, Inc. Filename is\Temecula_Mission Village II_v15_33433 Report; 7/25/2019;rsp Page 28 TABLE 6 DISTRIBUTION OF CASH FLOW AFTER REPAYMENT OF DEFERRED FEE MISSION VILLAGE II - RE -SYNDICATION ANALYSIS CITY OF TEMECULA Operating Year: 46 47 48 49 50 51 52 53 54 I. Cash Flow Available for Distribution $559,947 $555,684 $550,871 $545,485 $539,499 $532,886 $525,619 $517,669 $509,006 II. Cash Flow Allocated to Pay Down Notes 65% $363,965 $361,194 $358,066 $354,565 $350,674 $346,376 $341,653 $336,485 $330,854 or Ground Rent III. City RHF Loan Repayment Beginning Balance Interest 3.0% (Less) Cash Flow Credit Ending Balance IV. City Landlord Note Repayment Beginning Balance Interest 3.0% (Less) Cash Flow Credit Ending Balance V. Surplus Rent to City $363,965 $361,194 $358,066 $354,565 $350,674 $346,376 $341,653 $336,485 $330,854 VI. Total Payments to City $363,965 $361,194 $358,066 $354,565 $350,674 $346,376 $341,653 $336,485 $330,854 Net Present Value @ 10.0% in 2019 $812,000 (1) Reversion value based on unrestricted market value of $150,000 per unit in $2019 and escalated at 2.5%. Prepared by: Keyser Marston Associates, Inc. Filename is\Temecula_Mission Village II_v15_33433 Report; 7/25/2019;rsp Page 29 TABLE 6 DISTRIBUTION OF CASH FLOW AFTER REPAYMENT OF DEFERRED FEE MISSION VILLAGE II - RE -SYNDICATION ANALYSIS CITY OF TEMECULA Operating Year: 55 Reversion I. Cash Flow Available for Distribution $499,599 II. Cash Flow Allocated to Pay Down Notes 65% $324,740 or Ground Rent III. City RHF Loan Repayment Beginning Balance Interest 3.0% (Less) Cash Flow Credit Ending Balance IV. City Landlord Note Repayment Beginning Balance Interest 3.0% (Less) Cash Flow Credit Ending Balance V. Surplus Rent to City $324,740 VI. Total Payments to City $324,740 $44,332,000 (1) Net Present Value @ 10.0% in 2019 $812,000 (1) Reversion value based on unrestricted market value of $150,000 per unit in $2019 and escalated at 2.5%. Prepared by: Keyser Marston Associates, Inc. Filename is\Temecula_Mission Village II_v15_33433 Report; 7/25/2019;rsp Page 30 WORKSHEET A RESTRICTED RENTS - 40% AMI, 2019 MISSION VILLAGE II - RE -SYNDICATION ANALYSIS CITY OF TEMECULA Number of Bedrooms 2 3 A. California Redevelopment Law Percent of AMI 50% 50% Assumed Family Size 3.0 4.0 Household Income (Rounded) $31,375 $34,850 Income Allocation to Housing 30% 30% Monthly Housing Cost $784 $871 (Less) Utility Allowance (1) 20 30 Maximum Monthly Rent $764 $841 B. Low Income Housing Tax Credit (LIHTC) Program Percent of AMI 40% 40% Assumed Family Size 3.0 4.5 Household Income $25,880 $29,880 Income Allocation to Housing 30% 30% Monthly Housing Cost $647 $747 (Less) Utility Allowance (1) 20 30 Maximum Monthly Rent $627 $717 C. Maximum Monthly Rent (Lesser of A or B) $627 $717 (1) Per Developer, reflects estimate per California Utility Allowance Calculator (CUAC). Prepared by: Keyser Marston Associates, Inc. Filename: is Temecula —Mission Village II_v15_33433 Repo rt;7/25/2019;rsp Page 31 WORKSHEET B RESTRICTED RENTS - 50% AMI, 2019 MISSION VILLAGE II - RE -SYNDICATION ANALYSIS CITY OF TEMECULA Number of Bedrooms 2 3 A. California Redevelopment Law Percent of AMI 50% 50% Assumed Family Size 3.0 4.0 Household Income (Rounded) $31,375 $34,850 Income Allocation to Housing 30% 30% Monthly Housing Cost $784 $871 (Less) Utility Allowance (1) 20 30 Maximum Monthly Rent $764 $841 B. Low Income Housing Tax Credit (LIHTC) Program Percent of AMI 50% 50% Assumed Family Size 3.0 4.5 Household Income $32,350 $37,350 Income Allocation to Housing 30% 30% Monthly Housing Cost $808 $934 (Less) Utility Allowance (1) 20 30 Maximum Monthly Rent $788 $904 C. Maximum Monthly Rent (Lesser of A or B) $764 $841 (1) Per Developer, reflects estimate per California Utility Allowance Calculator (CUAC). Prepared by: Keyser Marston Associates, Inc. Filename: is Temecula —Mission Village II_v15_33433 Repo rt;7/25/2019;rsp Page 32 WORKSHEET C RESTRICTED RENTS - 60% AMI, 2019 MISSION VILLAGE II - RE -SYNDICATION ANALYSIS CITY OF TEMECULA Number of Bedrooms 2 3 A. California Redevelopment Law Percent of AMI 60% 60% Assumed Family Size 3.0 4.0 Household Income (Rounded) $37,650 $41,820 Income Allocation to Housing 30% 30% Monthly Housing Cost $941 $1,046 (Less) Utility Allowance (1) 20 30 Maximum Monthly Rent $921 $1,016 B. Low Income Housing Tax Credit (LIHTC) Program Percent of AMI 60% 60% Assumed Family Size 3.0 4.5 Household Income $38,820 $44,820 Income Allocation to Housing 30% 30% Monthly Housing Cost $970 $1,120 (Less) Utility Allowance (1) 20 30 Maximum Monthly Rent $950 $1,090 C. Maximum Monthly Rent (Lesser of A or B) $921 $1,016 (1) Per Developer, reflects estimate per California Utility Allowance Calculator (CUAC). Prepared by: Keyser Marston Associates, Inc. Filename: is Temecula —Mission Village II_v15_33433 Repo rt;7/25/2019;rsp Page 33 NOTICE OF PUBLIC HEARING CITY COUNCIL OF THE CITY OF TEMECULA CONSIDERATION OF A MODIFIED GROUND LEASE RELATING TO THE MISSION VILLAGE APARTMENTS PROJECT NOTICE IS HEREBY GIVEN that the City Council of the City of Temecula (the "City") will hold a public hearing on August 13, 2019 at 7:00 P.M. (or as soon thereafter as the matter may be heard) at City Council Chambers at City Hall, 41000 Main Street, Temecula, California. The hearing may be continued from time to time until completed. Any person desiring the opportunity to be heard will be afforded an opportunity to do so. The purpose of this hearing is to consider the approval of an agreement (the "Modification Agreement") to modify the terms of a Ground Lease, originally executed in July 1998 (the "Ground Lease"), by and between the former Redevelopment Agency of the City of Temecula (the "Former Agency") and Temecula Gardens, L.P. ("Temecula Gardens I"), with respect to land located at 28493 Pujol Street, Temecula, California, where the Mission Village Apartments project, a multifamily affordable housing development, is located. With the dissolution of the Former Agency in 2012, the City has assumed the housing functions of the Former Agency and the Former Agency's rights and interests under the Ground Lease. The Modification Agreement will provide for: (i) the assumption by Temecula Gardens II L.P. (a new California limited partnership) of Temecula Garden I's rights and interests under the Ground Lease, (ii) an extension of the term of the Ground Lease, and (iii) certain changes to the rent and other provisions of the Ground Lease and a related regulatory agreement. As required by California Health and Safety Code Section 33433, a report has been prepared summarizing certain aspects of the Ground Lease as modified by the Modification Agreement. Copies of such report, the Modification Agreement and the Ground Lease are available for public inspection and copying, at a cost not to exceed the cost of duplication, at the office of the City Clerk at 41000 Main Street, Temecula, California 92590. Interested persons wishing to express their views on the matter may attend the public hearing or, prior to the time of the hearing, submit written comments to the City Clerk's office. An individual who challenges any decision regarding the above proposal in court may be limited to raising only those issues raised by any individual at the public hearing described in this notice or in written correspondence delivered to the City Council, at or prior to the public hearing. Due to the time constraints and the number of persons wishing to give oral testimony, time restrictions may be placed on oral testimony at the public hearing. In compliance with the Americans with Disabilities Act, anyone needing special assistance to participate in a City Council meeting should contact the Office of the City Clerk at (951) 694-6444. Notification at least 48 hours prior to the meeting or time when services are needed will assist the City staff in assuring that reasonable arrangements can be made to provide accessibility to the meeting or service. Assisted hearing devices will be available at this hearing without prior notification. Further information may be obtained by contacting Lynn Kelly -Lehner, Principal Management Analyst, City of Temecula, at 41000 Main Street, Temecula, California 92590, or by telephone at (951) 694-6400, or by email at lynn.lehner(ae TemeculaCA.gov Publish: July 30, 2019 August 6, 2019 TEMECULA PUBLIC FINANCING AUTHORITY - CONSENT Item No. 11 ACTION MINUTES TEMECULA PUBLIC FINANCING AUTHORITY MEETING COUNCIL CHAMBERS 41000 MAIN STREET TEMECULA, CALIFORNIA DULY 23, 2019 CALL TO ORDER at 8:09 PM: Chairperson Mike Naggar ROLL CALL: Edwards, Rahn (absent), Schwank, Stewart, Naggar TPFA PUBLIC COMMENTS - None TPFA CONSENT CALENDAR 13. Authorize Fiscal Year 2019-20 Special Tax Levies for the Community Facilities Districts Recommendation: That the Board of Directors: 1. Adopt a resolution entitled: RESOLUTION NO. TPFA 19-04 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE TEMECULA PUBLIC FINANCING AUTHORITY AUTHORIZING THE LEVY OF A SPECIAL TAX IN COMMUNITY FACILITIES DISTRICT NO. 01-02 (HARVESTON) 2. Adopt a resolution entitled: RESOLUTION NO. TPFA 19-05 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE TEMECULA PUBLIC FINANCING AUTHORITY AUTHORIZING THE LEVY OF A SPECIAL TAX IN COMMUNITY FACILITIES DISTRICT NO. 03-06 (HARVESTON II) 3. Adopt a resolution entitled: RESOLUTION NO. TPFA 19-06 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE TEMECULA PUBLIC FINANCING AUTHORITY AUTHORIZING THE LEVY OF A SPECIAL TAX IN COMMUNITY FACILITIES DISTRICT NO. 03-01 (CROWNE HILL) 4. Adopt a resolution entitled: RESOLUTION NO. TPFA 19-07 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE TEMECULA PUBLIC FINANCING AUTHORITY AUTHORIZING THE LEVY OF A SPECIAL TAX IN COMMUNITY FACILITIES DISTRICT NO. 03-03 (WOLF CREEK) 5. Adopt a resolution entitled: RESOLUTION NO. TPFA 19-08 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE TEMECULA PUBLIC FINANCING AUTHORITY AUTHORIZING THE LEVY OF A SPECIAL TAX IN COMMUNITY FACILITIES DISTRICT NO. 03-02 (RORIPAUGH RANCH) 6. Adopt a resolution entitled: RESOLUTION NO. TPFA 19-09 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE TEMECULA PUBLIC FINANCING AUTHORITY AUTHORIZING THE LEVY OF A SPECIAL TAX IN COMMUNITY FACILITIES DISTRICT NO. 16-01 (RORIPAUGH RANCH PHASE 2) Approved the Staff Recommendation (4-0, Rahn absent): Motion by Stewart, Second by Schwank. The electronic vote reflected unanimous approval with Rahn absent. TPFA EXECUTIVE DIRECTOR REPORT TPFA BOARD OF DIRECTORS REPORTS FA TPFA ADJOURNMENT At 8:10 PM, the Temecula Public Financing Authority meeting was formally adjourned to Tuesday, February 12, 2019, at 5:30 PM, for a Closed Session, with regular session commencing at 7:00 PM, City Council Chambers, 41000 Main Street, Temecula, California. Michael S. Naggar, Chair ATTEST: Randi Johl, Secretary [SEAL] CITY COUNCIL - PUBLIC HEARING Item No. 12 Supplemental Material Item No. 12 - Adopt Weed Abatement Lien Resolution for FY 2017-18 and 2018-19 Updated Exhibit A Exhibit A 08/13/2019 Case Number Case Status Open Date Balance Due Parcel Number WA19-0850 Legal 03/27/2019 400.00 909290003 WA19-0849 Legal 03/27/2019 310.00 909290058 WA19-1533 Legal 04/19/2019 640.00 916400034 WA19-1525 Legal 04/19/2019 640.00 916400035 WA19-1532 Legal 04/19/2019 730.00 916400036 WA19-1524 Legal 04/19/2019 882.50 916400039 WA19-1534 Legal 04/19/2019 1,475.00 916400042 WA19-1521 Legal 04/19/2019 840.00 916400043 WA19-1527 Legal 04/19/2019 285.00 916400044 WA19-1519 Legal 04/19/2019 685.00 916400051 WA19-1520 Legal 04/19/2019 705.00 916400052 WA19-1382 Legal, 04/16/2019 1,170.00 916400053 WA19-1537 Legal 04/19/2019 705.00 916400058 WA19-1538 Legal 04/19/2019 970.00 916400060 WA19-1530 Legal 04/19/2019 772.50 916400062 WA19-1531 Legal 04/19/2019 397.50 916400063 WA19-1523 Legal 04/19/2019 795.00 916400064 WA19-1526 Legal 04/19/2019 885.00 916400065 WA19-1522 Legal 04/19/2019 775.00 916400066 WA19-1518 Legal 04/19/2019 595.00 916400067 WA19-1359 Legal 04/15/2019 310.00 919043003 WA19-1554 Legal 04/19/2019 310.00 919152004 WA19-1566 Legal 04/19/2019 310.00 919210015 WA19-1368 Legal 04/15/2019 2,200.00 920090003 WA19-1494 Legal 04/17/2019 285.00 921040037 WA19-1437 Legal 04/16/2019 310.00 921140011 WA19-1604 Legal 04/19/2019 375.00 921280002 WA19-0886 Legal 03/27/2019 285.00 922072005 WA19-0875 Legal 03/27/2019 285.00 922072007 WA19-0877 Legal 03/27/2019 285.00 922072020 WA19-0803 Legal 03/27/2019 575.00 922190022 WA19-0806 Legal 03/27/2019 575.00 922190033 WA19-0771 Legal 03/26/2019 630.00 944060007 WA19-0794 Legal 03/27/2019 285.00 944100020 WA19-0795 Legal 03/27/2019 365.00 944100030 WA19-0796 Legal 03/27/2019 285.00 944161019 WA19-1450 Legal 04/16/2019 287.50 945090001 WA1971445 Legal 04/16/2019 595.00 945090020 WA19-1541 ILegal 04/19/2019 1,300.00 945100005 WA19-1540 Legal 04/19/2019 1420.00 1945110013 WA19-1339 ILegal 04/15/2019 1420.00 1945150011 WA19-1278 Legal 04/12/2019 310.00 945150016 WA19-1340 Legal 04/15/2019 285.00 945180023 WA19-1309 Legal 04/15/2019 397.50 955050012 WA19-1650 Legal 04/22/2019 1,325.00 957080014 WA19-1651 Legal 04/22/2019 640.00 957080019 WA19-1304 Legal 04/15/2019 530.00 957130020 WA19-1284 Legal 04/12/2019 530.00 957150017 WA19-1353 Legal 04/15/2019 1,170.00 957170037 WA19-1226 Legal 04/10/2019 540.00 957340020 WA19-1300 Legal 04/15/2019 310.00 957340037 WA19-1207 Legal 04/10/2019 750.00 957650023 WA19-1295 Legal 04/12/2019 530.00 957661010 WA19-1139 Legal 04/08/2019 540.00 957663001 WA19-1279 Legal 04/12/2019 310.00 959010008 WA19-0819 Legal 03/27/2019 1,010.00 959090012 WA19-1104 Legal 04/08/2019 705.00 961450017 WA19-1652 Legal 04/22/2019 585.00 962020001 WA19-1202 Legal 04/10/2019 742.50 964180037 WA19-1294 Legal 04/12/2019 925.00 965380002 WA19-0839 Legal 03/27/2019 640.00 965380007 WA19-1096 Legal 04/08/2019 310.00 966010007 WA19-1345 Legal 04/15/2019 310.00 966121017 WA19-1344 Legal 04/15/2019 285.00 966130016 WAS18-1102 Legal 04/16/2018 285.00 921433004 WAS18-1160 Legal 04/16/2018 1285.00 944202001 WAS18-1302 ILegal 04/17/2018 1320.00 1957340032 CITY OF TEMECULA AGENDA REPORT TO: City Manager/City Council FROM: Luke Watson, Director of Community Development DATE: August 13, 2019 SUBJECT: Adopt Weed Abatement Lien Resolution for FY 2017-18 and 2018-19 PREPARED BY: Lynn Kelly -Lehner, Principal Management Analyst RECOMMENDATION: That the City Council adopt a resolution entitled: RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA ORDERING CONFIRMATION OF THE SPECIAL ASSESSMENTS AGAINST PARCELS OF LAND WITHIN THE CITY OF TEMECULA FOR COSTS OF ABATEMENT AND REMOVAL OF HAZARDOUS VEGETATION FOR FISCAL YEARS 2017-18 AND 2018-19 BACKGROUND: The City of Temecula conducts weed abatement on properties that are not cleared of hazardous weeds during the spring and summer abatement season. On June 12, 2018, City Council approved an agreement with Inland Empire Property Services to bring parcels with hazardous conditions into compliance with the Temecula Municipal Code. The owners of these parcels are billed by the City to recover the costs of the contractor plus an administrative fee. If the owners do not respond to the billing request, the City places a lien on the property to recover the costs of abatement. All of the owners were properly notified via certified mail, return receipt requested, of the need to abate weed conditions on their properties and were given thirty days to remove the weeds themselves prior to the City taking weed abatement action. In 2017-18, forced abatement was delayed on three properties, resulting in missing the Assessor's deadline. As such, these properties are included in Exhibit A. As per the Temecula Municipal Code Section 8.16.090, the lien process requires that a public hearing be held before the City Council to take comments from the property owners with respect to the costs proposed to be assessed against their properties and to confirm those costs. The Notice of Public Hearing was printed in the San Diego Union Tribune on August 1, 2019. Following the public hearing, the Council must adopt a resolution for the fiscal year which: Confirms the costs incurred by the City in performing the weed abatement work. 2. Provides that the actual abatement costs will become a lien upon the properties, and upon recordation, in the amount of the costs shown on the attached Exhibit A. 3. Provides that the resolution will be transmitted to the Riverside County Treasurer -Tax Collector so the amounts of the assessment can be entered upon the parcels as they appear on the assessment rolls and the costs will be collected on the property tax bill. Upon adoption of the resolution, staff will forward the adopted resolution for filing with the Riverside County Treasurer -Tax Collector and for recording with the County Recorder. FISCAL IMPACT: The recording of these liens will enable the City to recover abatement costs through the County's property tax collection system. The City will recover actual amounts paid out to the weed abatement contractor. The City will also recover an administrative fee placed on each parcel that was abated by the City's contractor. ATTACHMENTS: 1. Resolution 2. Exhibit A — Abatement Charges for FYs 2017-18 and 2018-19 3. Notice of Public Hearing RESOLUTION NO. 19- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TEMECULA ORDERING CONFIRMATION OF THE SPECIAL ASSESSMENTS AGAINST PARCELS OF LAND WITHIN THE CITY OF TEMECULA FOR COSTS OF ABATEMENT AND REMOVAL OF HAZARDOUS VEGETATION FOR FISCAL YEARS 2017-18 AND 2018-19 THE CITY COUNCIL OF THE CITY OF TEMECULA DOES HEREBY RESOLVE AS FOLLOWS: Section 1. Chapter 8.16 of the Temecula Municipal Code provides for expedited abatement of hazardous vegetation from vacant lots and parcels. Section 2. Abatement of hazardous vegetation has been completed for each of the parcels as described in the attached list of parcels (Exhibit "A"), at a cost equal to the costs of abatement and removal of hazardous vegetation on each parcel. Section 3. A hearing was held on August 13, 2019, duly noticed in accordance with the requirements of Chapter 8.16 of the Temecula Municipal Code, concerning the costs of abatement of these parcels at which time the Council heard all objections of property owners liable to be assessed for the costs of abatement. Section 4. The list of parcels and costs of abatement and removal of hazardous vegetation for each parcel is hereby reconfirmed and said costs shall constitute special assessments against the respective parcels of land, and are a lien on said land in the amount of the respective assessments. Section 5. A copy of this resolution shall be transmitted to the Treasurer -Tax Collector who shall enter the amounts of the respective assessments against the respective parcels of land as they appear in the current assessment roll, and shall collect said assessments at the same time in the same manner as ordinary municipal ad valorem taxes as provided in Section 39577 of the Government Code. Section 6. The costs against any parcel of land listed in Exhibit "A" assessed by this resolution and the lien created thereby shall be deemed discharged and released upon the payment for said parcel of the property taxes for the tax year above -noted. PASSED, APPROVED, AND ADOPTED by the City Council of the City of Temecula this 131h day of August, 2019. Michael S. Naggar, Mayor ATTEST: Randi Johl, City Clerk [SEAL] STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss CITY OF TEMECULA ) I, Randi Johl, City Clerk of the City of Temecula, do hereby certify that the foregoing Resolution No. 19- was duly and regularly adopted by the City Council of the City of Temecula at a meeting thereof held on the 13th day of August 2019, by the following vote: AYES: COUNCIL MEMBERS: NOES: COUNCIL MEMBERS: ABSTAIN: COUNCIL MEMBERS: ABSENT: COUNCIL MEMBERS: Randi Johl, City Clerk Exhibit A 08/13/2019 Case Number Case Status Open Date Balance Due Parcel Number WA19-0771 Legal 03/26/2019 630.00 944060007 WA19-0786 Legal 03/27/2019 420.00 944330008 WA19-0794 Legal 03/27/2019 285.00 944100020 WA19-0795 Legal 03/27/2019 365.00 944100030 WA19-0796 Legal 03/27/2019 285.00 944161019 WA19-0803 Legal 03/27/2019 575.00 922190022 WA19-0806 Legal 03/27/2019 575.00 922190033 WA19-0807 Legal 03/27/2019 575.00 922190034 WA19-0819 Legal 03/27/2019 1,010.00 959090012 WA19-0839 Legal 03/27/2019 640.00 965380007 WA19-0849 Legal 03/27/2019 310.00 909290058 WA19-0850 Legal 03/27/2019 400.00 909290003 WA19-0875 Legal 03/27/2019 285.00 922072007 WA19-0877 Legal 03/27/2019 285.00 922072020 WA19-0886 Legal 03/27/2019 285.00 922072005 WA19-0912 Legal 03/28/2019 440.00 940310014 WA19-1027 Legal 04/04/2019 420.00 922053047 WA19-1096 Legal 04/08/2019 310.00 966010007 WA19-1104 Legal 04/08/2019 705.00 961450017 WA19-1125 Legal 04/08/2019 430.00 922210042 WA19-1139 Legal 04/08/2019 540.00 957663001 WA19-1202 Legal 04/10/2019 742.50 964180037 WA19-1207 Legal 04/10/2019 750.00 957650023 WA19-1212 Legal 04/10/2019 585.00 957130003 WA19-1214 Legal 04/10/2019 595.00 964460017 WA19-1218 Legal 04/10/2019 375.00 964460003 WA19-1220 Legal 04/10/2019 400.00 964460005 WA19-1223 Legal 04/10/2019 310.00 957340025 WA19-1226 Legal 04/10/2019 540.00 957340020 WA19-1249 Legal 04/10/2019 310.00 922054011 WA19-1259 Legal 04/10/2019 685.00 922200010 WA19-1278 Legal 04/12/2019 310.00 945150016 WA19-1279 Legal 04/12/2019 310.00 959010008 WA19-1284 Legal 04/12/2019 530.00 957150017 WA19-1294 Legal 04/12/2019 925.00 965380002 WA19-1295 Legal 04/12/2019 530.00 957661010 WA19-1296 Legal 04/12/2019 310.00 957340036 WA19-1300 Legal 04/15/2019 310.00 957340037 WA19-1303 Legal 04/15/2019 530.00 957150018 WA19-1304 Legal 04/15/2019 530.00 957130020 WA19-1309 Legal 04/15/2019 397.50 955050012 WA19-1339 Legal 04/15/2019 420.00 945150011 WA19-1340 Legal 04/15/2019 285.00 945180023 WA19-1344 Legal 04/15/2019 285.00 966130016 WA19-1345 Legal 04/15/2019 310.00 966121017 WA19-1353 Legal 04/15/2019 1,170.00 957170037 WA19-1359 Legal 04/15/2019 310.00 919043003 WA19-1368 Legal 04/15/2019 2,200.00 920090003 WA19-1382 Legal 04/16/2019 1,170.00 916400053 WA19-1422 Legal 04/16/2019 310.00 919062002 WA19-1426 Legal 04/16/2019 285.00 921211001 WA19-1433 Legal 04/16/2019 310.00 921120014 WA19-1437 Legal 04/16/2019 310.00 921140011 WA19-1440 Legal 04/16/2019 1,435.00 921300013 WA19-1445 Legal 04/16/2019 595.00 945090020 WA19-1448 Legal 04/16/2019 310.00 945090007 WA19-1450 Legal 04/16/2019 287.50 945090001 WA19-1466 Legal 04/17/2019 375.00 945140014 WA19-1494 Legal 04/17/2019 285.00 921040037 WA19-1518 Legal 04/19/2019 595.00 916400067 WA19-1519 Legal 04/19/2019 685.00 916400051 WA19-1520 Legal 04/19/2019 705.00 916400052 WA19-1521 Legal 04/19/2019 840.00 916400043 WA19-1522 Legal 04/19/2019 775.00 916400066 WA19-1524 Legal 04/19/2019 882.50 916400039 WA19-1525 Legal 04/19/2019 640.00 916400035 WA19-1526 Legal 04/19/2019 885.00 916400065 WA19-1527 Legal 04/19/2019 285.00 916400044 WA19-1530 Legal 04/19/2019 772.50 916400062 WA19-1531 Legal 04/19/2019 397.50 916400063 WA19-1532 Legal 04/19/2019 730.00 916400036 WA19-1533 Legal 04/19/2019 640.00 916400034 WA19-1534 Legal 04/19/2019 1,475.00 916400042 WA19-1537 Legal 04/19/2019 705.00 916400058 WA19-1538 Legal 04/19/2019 970.00 916400060 WA19-1540 Legal 04/19/2019 420.00 945110013 WA19-1541 Legal 04/19/2019 1,300.00 945100005 WA19-1554 Legal 04/19/2019 310.00 919152004 WA19-1566 Legal 04/19/2019 310.00 919210015 WA19-1604 Legal 04/19/2019 375.00 921280002 WA19-1624 Legal 04/19/2019 530.00 959030014 WA19-1650 Legal 04/22/2019 1,325.00 957080014 WA19-1651 Legal 04/22/2019 640.00 957080019 WA19-1652 ILegal 04/22/2019 1585.00 1962020001 WAS19-0484 ILegal 03/25/2019 1285.00 1921412004 WAS19-0602 Legal 03/26/2019 285.00 945271027 WAS19-0605 Legal 03/26/2019 285.00 945271029 WAS19-0663 Legal 03/26/2019 1,052.50 922190007 WAS18-1102 Legal 04/16/2018 285.00 921433004 WAS18-1160 ILegal 04/16/2018 1285.00 1944202001 WAS18-1302 ILegal 04/17/2018 1320.00 1957340032 Notice of Public Hearin CITY OF TEMECULA 41000 Main Street Temecula, CA 92590 A PUBLIC HEARING has been scheduled before the CITY COUNCIL to consider the matter(s) described below. Description: Adopt a resolution ordering confirmation of the special assessment against parcels of land within the City of Temecula for costs of abatement and removal of hazardous vegetation for fiscal years 2017-18 and 2018-19. PLACE OF HEARING: City of Temecula Civic Center, Council Chambers 41000 Main Street Temecula, CA DATE OF HEARING: August 13, 2019 TIME OF HEARING: 7:00 P.M. Any person may submit written comments to the City Council before the hearing or may appear and be heard in support of or opposition to the approval of the project at the time of hearing. Any petition for judicial review of a decision of the City Council shall be filed within the time required by, and controlled by, Sections 1094.5 and 1094.6 of the California Code of Civil Procedure. In any such action or proceeding seeking judicial review of, which attacks or seeks to set aside, or void any decision of the City Council, shall be limited to those issues raised at the hearing or in written correspondence delivered to the City Clerk at, or prior to, the public hearing described in this notice. Questions concerning parcels subject to special assessment may be addressed to Brian Clements, Building Official, (951) 302-4144. Located at the Temecula Civic Center, 41000 Main Street, Monday through Friday from 8:00 a.m. until 5:00 p.m. REQUESTS TO SPEAK REQUEST TO SPEAK CITY OF TEMECULA� 1989 _ Date: I wish to speak on n,r\ Public Comment Circle One: CITY COUNCIL / CSD / SARDA / THA / TPFA �� vP✓5�� e j'`�/; Subject: ��+ .�—✓l�`�� `� Co�� `/� �G✓r ► CJ ,�✓1✓l �' C l� l� ❑ Agenda Item No. For Against 71 Request to Speak forms for Public Comments or items listed on the Consent Calendar may be submitted to the City Clerk rp for to the City Council commencing the Public Comment period. For all Public Hearing or Council Business items on the Agenda, a Request to Speak form may be submitted to the City Clerk rior to the City Council addressing that item. Once the speaker is called to speak, please come forward to the podium and state your name for the record. / Address: kAL9 /1 C-PC- I "— address: If you are representing an organization or group, pleaseICA vethe name: ,`'P �l ��She , Please note that all information presented at a City Council meeting becomes public record. All information provided is optional. REQUEST TO SPEAK CITY OF TEMECULA 1989 Date: ��� I lot I wish to speak on: ❑ Public Comment Circle One: CITY COUNCIL / CSD / SARDA / THA / TPFA Subject: Agenda Item No. For Against ❑ Request to Speak forms for Public Comments or items listed on the Consent Calendar may be submitted to the City Clerk prior to the City Council commencing the Public Comment period. For all Public Hearing or Council Business items on the Agenda, a Request to Speak form may be submitted to the City Clerk prior to the City Council addressing that item. Once the speaker is called to speak, please come forward to the podium and state your name for the record. Name: - WAVVI. Ak`&^ Phone Number: Address Email adc If you are representing an organization or group, please give the name: Please note that all information presented at a City Council meeting becomes public record. All information provided is optional.